CPAY · 10-Q · 2026Q3 · Full report
Strategic Investment
CORPAY, INC. · 2026-11-05 · Importance 58 · Surprise 42 · No source text
Corpay and TPG formed a limited partnership that completed its acquisition of AvidXchange in October 2025. Corpay invested approximately $578 million for approximately 35% of the partnership’s equity, at an enterprise valuation of approximately $1.9 billion; the partnership used approximately $450 million of debt financing. Thirty-three months after closing, Corpay may acquire all remaining partnership equity for approximately 2.5 times invested capital; if it declines and TPG sells the partnership within the following 15 months, Corpay may be required to guarantee partners a return of approximately 1.6 times invested capital, subject to limitations.
Key facts
- Corpay has a right, 33 months after the limited partnership closing, to acquire all remaining equity in the TPG partnership for approximately 2.5 times invested capital. source
- If Corpay does not exercise its acquisition right and TPG sells the partnership to a third party within the following 15 months, Corpay must guarantee partners a minimum return of approximately 1.6 times invested capital, subject to limitations. source
- Mastercard may put its interest back to Corpay during the six months beginning August 1, 2027; if it does not, Corpay may call the interest during the six months beginning May 1, 2028, at invested capital plus 8% per year compounded annually. source
- Corpay invested approximately $578 million for approximately 35% of a TPG limited partnership in October 2025, at an enterprise valuation of approximately $1.9 billion; the partnership used approximately $450 million of debt financing to complete its acquisition of AvidXchange. source
- Mastercard acquired a 2.3% interest in Corpay’s cross-border payments business for $300 million; the investment closed December 1, 2025. source
- If Corpay does not exercise its acquisition right and TPG sells the limited partnership to a third party within the following 15 months, Corpay must guarantee partners approximately 1.6 times invested capital, subject to limitations. source
- Thirty-three months after the AvidXchange acquisition closing, Corpay has the right to acquire the remaining limited-partnership equity for approximately 2.5 times invested capital, which would consolidate the partnership. source
- If the partnership sells AvidXchange in 2029 for approximately its acquisition valuation, Corpay would not be required to pay a minimum return. source
Impact estimates
| metric | direction | stage | expected | basis |
|---|---|---|---|---|
| cash | negative | contingent | -0.8% | Corpay has a right, 33 months after the limited partnership closing, to acquire all remaining equity in the TPG partnership for… |
| liability | negative | contingent | -0.3% | If Corpay does not exercise its acquisition right and TPG sells the partnership to a third party within the following 15 months, Corpay… |
| cash | negative | contingent | — | Mastercard may put its interest back to Corpay during the six months beginning August 1, 2027; if it does not, Corpay may call the… |
| cash | negative | contingent | — | Mastercard may put its interest back to Corpay during the six months beginning August 1, 2027; if it does not, Corpay may call the… |
| liability | negative | contingent | — | If Corpay does not exercise its acquisition right and TPG sells the limited partnership to a third party within the following 15 months,… |
| cash | negative | contingent | — | Thirty-three months after the AvidXchange acquisition closing, Corpay has the right to acquire the remaining limited-partnership equity… |