There are now three public opinions about what PayPal (PYPL +0.27%) is worth. A buyout group says $60.50 per share. The market says about $56. And the average analyst price target says about $53 -- below not just the offer, but the stock's current price.
The newest of the three opinions belongs to PayPal's board, which reportedly views the $60.50-per-share cash offer from privately held payments company Stripe and private equity firm Advent International as inadequate, according to multiple reports. The bid valued the payments specialist at more than $53 billion. Notably, PayPal hasn't publicly responded to the proposal. Reports say board discussions have centered on whether the bid is high enough to warrant opening negotiations at all.
For shareholders, that leaves an odd setup: a stock pinned between an offer above the market price and an analyst consensus below it. Each number is telling investors something different, and it's worth taking them one at a time.
Image source: PayPal.
Why the board views it as inadequate
The bid itself came with roughly $50 billion in committed bank financing, and the offer price represented a 28% premium to where PayPal traded before news of the bid broke on July 15. Shares jumped 17% that day and closed at $55.52.
That view implies its directors value the company above $60.50. And reports suggest the bidders may raise their offer rather than walk. Famed investor Michael Burry, a PayPal shareholder, publicly called the offer an opening bid and pegged the company's value far higher. The board evidently agrees that $60.50 shouldn't be the last word.
Two prices below the offer
The market is less convinced. At about $56 as of this writing, shares of the e-commerce payments company trade roughly 7% below the offer price -- almost exactly where they settled when the bid became public. A discount like that is the market's way of pricing the risk that talks collapse, financing slips, or regulators balk. After all, the bidders have reportedly weighed possible antitrust remedies, including separating PayPal's Braintree business and transferring it to Advent -- a sign that even they expect regulatory questions. If the deal died tomorrow, the stock would likely head back toward its pre-offer price of $47.37.
The analyst consensus is the harshest of the three verdicts. At about $53, the average target sits below today's share price. The analysts covering PayPal, in other words, think the company on its own (no deal, no premium) is worth less than the market is currently paying -- and that's with the stock already trading at about 10 times earnings. The company's market capitalization sits near $49 billion as of this writing, below the more than $53 billion the buyers put on the table.
The company's recent results explain the skepticism. First-quarter revenue rose 7% year over year to $8.4 billion, and total payment volume climbed 11%. But transaction margin dollars, the company's preferred measure of transaction profitability, grew just 3%.
Active accounts were 439 million, up only 1% from a year earlier and down slightly from the prior quarter, so user growth has flattened. And management's full-year guidance calls for adjusted earnings per share ranging from a low-single-digit decline to slightly positive.
This is not a business that commands a premium valuation on its fundamentals. The premium exists because someone wants to buy the company.
NASDAQ: PYPL
Key Data Points
So here's how I'd read the standoff. The board looks like it could be preparing to negotiate. Viewing a first bid as inadequate can be a step toward seeking a higher one. Of course, the market's 7% discount is rational, too, because deals like this one do sometimes collapse. And the analysts' sub-$55 consensus is a useful reminder of what the downside looks like if PayPal has to stand on its own numbers again.
The next card gets turned over quickly. PayPal reports second-quarter results on Tuesday, July 28. Strong numbers strengthen the board's case that $60.50 undersells the company. Weak ones hand the leverage back to the bidders -- or worse, remind everyone why the stock traded at $47 in the first place.
For current shareholders, holding through the report makes sense to me. The offer may support the shares while it remains active, and the board's stance could draw a higher bid. But I wouldn't buy shares today just to capture the spread between $56 and $60.50. That 7% gap reflects the market's read on financing, regulators, timing, and the chance that no deal happens at all. And if it does fall apart, the analyst consensus has already marked the downside. So if you hold the stock, do it because you believe in the underlying company and the stock's long-term potential.
