OpenPayd Targets Year-End Nasdaq Listing at $1.1 Billion Valuation

SPAC Deal Enters Final SEC Review

OpenPayd, the London-based payments infrastructure firm whose fiat rails serve Kraken and OKX, expects to complete its merger with Titan Acquisition Corp and list on the Nasdaq under the ticker OP before the end of 2026. Chief executive Iana Dimitrova said the deal has entered the final stage of review at the U.S. Securities and Exchange Commission and, barring any major external disruption, she expects it to close within the year. The merger agreement, signed in June, assigns OpenPayd an implied equity value of $1.145 billion on a pro forma combined basis, and the company can draw up to $276 million from Titan's trust account if public shareholders decline to redeem their shares. An investor presentation filed with the SEC lists the outstanding conditions: the registration statement must take effect and Titan's shareholders must approve the transaction. Dimitrova said listing proceeds will fund the company's US expansion and a program of acquisitions, with a private placement before the merger closes also under consideration to top up growth capital. The deal follows the SPAC route, in which a listed shell company merges with a private target to reach the market without a traditional IPO. The company provides corporate accounts, foreign exchange, and domestic and cross-border payment rails, along with the conversion layer that moves value between fiat and stablecoins. Its network plugs into Circle Payments Network and into Fireblocks' payment network, so participants on both can reach its fiat channels directly. The client base spans more than 1,200 institutions, among them the exchanges Kraken and OKX, both fixtures among the best crypto exchanges, broker eToro, and market maker B2C2, which prices flow across major altcoin pairs. Completion would leave OpenPayd among the few listed crypto infrastructure firms running fiat and stablecoin settlement side by side, a position Dimitrova says has no direct public-market peer today.

43 State Licenses Back an April 2027 US Launch

The filing's financials show a business scaling on payment fees. In the fiscal year ended April 30, 2026, OpenPayd booked revenue of $73 million, up nearly 28 percent from $57 million the year before, with EBITDA of $13 million. The same period carried a net loss of $2.8 million, which a company spokesperson attributed almost entirely to $5.8 million in one-off costs from the merger process itself. Company disclosures put annualized recurring revenue above $96 million as of the end of July. The US build-out moved ahead in September, when the group absorbed MSB USA, a licensed money-services business founded by OpenPayd's backer Ozan Ozerk, and picked up money transmission licenses covering 43 states. Dimitrova said services for US customers should go live by April 2027, spanning account management, foreign exchange, domestic and cross-border payments, and fiat-to-stablecoin conversion, where institutional clients judge execution on conversion pricing and slippage. On market entry, she said buying beats building: OpenPayd favors targets that bring licenses or technology and reach customers faster than a from-scratch build, and once listed, its shares become currency for deals, giving the company added leverage in negotiations and partnerships. The regulatory backdrop is forming in pieces. The GENIUS Act established a federal framework for payment stablecoins and the SEC has proposed tailored rules for certain digital assets, while the broader CLARITY Act stalled in the Senate in September. Dimitrova called that delay a setback that does not alter the US plan. She sees opportunity on both fronts, cross-border payments and stablecoin services, once US rules settle. Peers are taking different routes to public markets: stablecoin payments firm RedotPay has completed audited financials ahead of an IPO, while Payward, Kraken's parent company, has pushed its own listing back to the second quarter of 2027 at the earliest.

A Valuation Built on Fee Revenue

COINOTAG's analysis: read together, the SEC filing and the company's disclosures sketch a queue of payment infrastructure firms heading for public markets, and OpenPayd's pitch stands apart because its $1.145 billion valuation rests on regulated, fee-based revenue rather than on tokenomics or token issuance. Two variables now decide whether that number holds: the pace of the SEC's remaining review, and whether 43 state licenses convert into measurable US revenue by the April 2027 launch. SPAC mergers in this sector have collapsed before, so each procedural step, registration effectiveness and the shareholder vote, will be read as a real checkpoint. If both land, OpenPayd enters public markets with a client list already spanning the largest venues in crypto trading.