GoCardless Ltd. has signed an agreement to acquire Sentenial Ltd from EML Payments Limited (ASX:EML) for ?32.8 million on March 15, 2024. The transaction is subject to customary completion adjustments for working capital and net debt. The Sale also includes a potential downward price adjustment linked to ongoing key contract performance (capped at ?7.5 million) in the period up to completion of the Sale (?Completion?) and an earn out based on recurring revenue from new contracts signed by the Sentenial business between February 1, 2024 and 30 days after Completion.

Completion is not subject to financing. The Sale is subject to approval from the French and United Kingdom financial regulators, L'Autorité de contrôle prudentiel et de résolution and the Financial Conduct Authority respectively, which are presently expected to be completed within 3 to 6 months. Barrenjoey and Barclays were appointed as financial advisers on the Sale.