Executive Summary
A major strategy shift is reshaping European Economic Area (EEA) payments expansion: market entrants are increasingly acquiring established Electronic Money Institutions (EMIs) and Payment Institutions (PIs) rather than applying for new direct licenses. According to regulatory analysis by financial law firm ADON Legal, M&A transactions in Lithuania’s fintech sector now significantly outnumber new licenses granted by the Bank of Lithuania. While direct licensing gives a clean start, acquiring an operating firm provides critical assets that money alone cannot quickly buy – including active safeguarding bank accounts, direct payment-system access via CENTROlink, and proven operational track records required for fast market entry.
VILNIUS, Lithuania – October 29, 2026 – A strategic shift is underway in one of Europe’s leading financial technology hubs. While Lithuania continues to issue new electronic money institution (EMI) and payment institution (PI) licenses, a growing number of international market entrants are bypassing the initial licensing queue by acquiring pre-existing regulated firms.
According to analysis by Donatas Šliora, Partner at financial services law firm ADON Legal, acquiring an operational entity has overtaken raw licensing applications as the preferred gateway to the European Economic Area (EEA) payments market.
Market Shifts Toward Operational Maturity
Lithuania’s EMI and PI sector reached a peak in 2021 with 141 licensed entities. Following a deliberate transition by the Bank of Lithuania (BoL) to emphasize long-term operational viability and compliance over gross license numbers, active licensed institutions stood at approximately 114 in mid-2026 (72 EMIs and 42 PIs).
Regulators have highlighted that inactive or non-profitable entities – comprising nearly half of the market in 2025 – are increasingly seeking exit strategies, fueling robust M&A deal flow. Between 2023 and 2025, the BoL cleared 34 acquisitions or qualifying holding transfers involving licensed EMIs and PIs, compared to issuing just 10 new licenses during the same timeframe.
Major global players accelerating their expansion through Lithuanian M&A include:
- Checkout.com: Acquisition of euro stablecoin issuer BLUE EMI LT.
- Lloyds Banking Group: Acquisition of Curve and its Lithuanian EMI.
- Aspora: Acquisition of controlling interest in EMI Hokodo as its foundational EU regulated base.
- Additional Clearance: Changes of control and qualifying holdings approved for entities including ConnectPay, Demivolt, Vinted Pay (via EQT group), Ebury Partners Lithuania (via CB Victoria Lux), ibsettle, UAB, Paymont, and OPAY solutions.
Infrastructure and Banking Access Drive Valuation
While direct statutory licensing timelines state three to five months on paper, practical delays in compiling full disclosures to the regulator, and post-licensing tasks such as establishing banking partnerships, and configuring payment connectivity significantly extend time-to-market.
“In Lithuania, the license itself is rarely what holds a payments business back. Bank relationships, payment-system access, and a record of stable operations are – and that is what a buyer really pays for when acquiring an EMI,” said Donatas Šliora, Partner at ADON Legal.
Key benefits driving the acquisition model over organic licensing include:
- Turnkey Passporting: Immediate access to distribute services across all 30 EEA member states.
- Operational Banking Rails: Pre-established safeguarding relationships with commercial credit institutions and access to SEPA payment schemes through direct integration with CENTROlink administered by the Bank of Lithuania.
- Navigating Regulatory Scrutiny and Historic Compliance Risks
While M&A reduces operational setup time, regulatory compliance remains strict. Acquirers seeking a qualifying holding (10% or more) must undergo a formal Bank of Lithuania suitability assessment, as well as an assessment under the investor screening framework, with statutory review periods typically lasting three to six months after signing.
Furthermore, historical compliance liabilities, including past AML findings and client portfolio risks, remain attached to the acquired legal entity. Transaction structures must strictly follow regulatory timelines. Closing before the Bank of Lithuania issues its non-objection results in the loss of voting rights and increased supervisory scrutiny by the Bank of Lithuania. If the breach is not resolved, it may ultimately lead to withdrawal of the license.
Strategic Decision: Choosing Between Acquisition and Organic Licensing
Market analysis indicates that the acquisition route provides the optimal entry method when speed to revenue is crucial, the buyer can satisfy strict fitness and propriety assessments, and due diligence confirms a clean compliance history. Conversely, applying for a direct license remains the logical choice when clean-history targets are unavailable, the applicant possesses existing banking group backing, or the entity has sufficient runway to construct its operational infrastructure organically.
About ADON Legal
ADON Legal is a premier financial services law firm based in Vilnius, Lithuania, specializing in banking, payment services, regulatory compliance, and fintech M&A transactions. Recognized as a top boutique firm in the Chambers FinTech guide for Lithuania, ADON Legal advises international technology providers, payment institutions, and institutional investors on navigating complex EU financial regulations. For more information, visit https://adon.legal/.
Media Contact
Kristina Karnickaite
061689310
Vilnius, Lithuania
