Payments Group Holding Anticipates Resolution of SGT Capital Disputes in 2026 Amid Arbitration Proceedings

The Payments Group Holding (PGH) anticipates potential resolution of its disputes with SGT Capital Group in 2026, with outcomes heavily dependent on ongoing arbitration proceedings between SGT Group and Summit Partners. PGH, a Frankfurt-based holding company renamed in August 2024, has been engaged in various disputes with SGT Capital Group since 2024 concerning receivables totaling 6.0 million EUR. Of this amount, 4.0 million EUR are secured by distribution claims from SGTLLC's investment in SGT Capital Fund II, which holds the SGT Group's only portfolio company, Utimaco Management Services GmbH.

PGH has concluded that SGT Capital LLC may have fraudulently misrepresented capital commitments and fundraising prospects during their 2020 cooperation initiation, potentially causing the failure of the Elatec deal in 2023. This failure led to PGH discontinuing its private equity business and separating from SGT Capital LLC as majority shareholder. PGH may have tort-based damage claims in the multi-million EUR range against SGTLLC that require further examination.

The reasons for the Elatec deal's failure are currently being examined in multi-day arbitration hearings in Munich between SGT Group and Summit Partners. According to a petition filed by Summit Partners on December 21, 2023, with the Grand Court of Cayman, claims for damages in the double-digit million-EUR range may be at stake. The outcome could significantly impact SGT partners Joseph Pacini and Carsten Geyer, who recently relocated from Germany to Dubai.

A victory for SGT Capital in the arbitration proceedings could create motivation for the SGT Group to resolve disputes with PGH and free financial resources to settle liabilities. Conversely, a defeat could potentially bring the entire SGT Group into economic turmoil or result in liquidation or receivership. Such measures previously occurred on April 12, 2019, concerning XiO Fund I LP, a predecessor fund of SGT Group.

PGH holds uncertainty regarding the fate of Utimaco, which has been assigned as collateral for claims between 4.0 and 9.1 million EUR. Given Utimaco's classification as relevant to national security by German and US governments, PGH assumes control would transfer to reliable hands if needed. Utimaco recently divested a business unit for approximately 85 million EUR, improving SGT Group's creditworthiness and potentially increasing exit probability in 2026. Such an exit could generate multi-million EUR inflows enabling SGT Group to settle PGH's 6.0 million EUR receivables plus additional 1.7 million EUR in damages claims.

Potential liquidation or receivership of SGTLLC could benefit PGH by removing obstacles to amicable solutions and potentially dismissing baseless clawback claims of 3.8 million EUR against PGH. These claims have made no progress in Luxembourg and, even if enforceable, would target PGH's subsidiary TGS24 Capital Pte. Ltd., which holds no material economic significance to the PGH Group.

Part of PGH's receivables, amounting to 1.1 million EUR, targets SGT Capital Fund II, which has been burdened with up to 3.35 million EUR in arbitration costs. Its Luxembourg-based sub-fund vehicle, renamed SGT Co-Invest SPV SCSp, entered liquidation on September 11, 2025. PGH concludes this marks SGT Group's abandonment of multi-billion EUR "blind pool PE fund" ambitions. PGH is in dialogue with the liquidator and fund administrator regarding timely payment of overdue claims.

PGH lacks explanation regarding how SGT Group funds disputes under current circumstances and doesn't know whether litigation costs allocated to SGT Capital Fund II include PGH dispute costs or if law firm Willkie Farr Gallagher LLP provides loans to SGT Group. Willkie Farr Gallagher LLP also advised SGT Group in the Elatec deal, whose failure with consequences for multiple parties may not have been entirely unforeseeable. More information about PGH is available at https://www.tpgholding.com.