Research Desk Line-up: Global Payments Post Earnings Coverage

LONDON, UK / ACCESSWIRE / August 11, 2017 / Pro-Trader Daily takes a look at the latest corporate events and news making the headlines for Vantiv, Inc. (NYSE: VNTV), following which we have published a free report that can be viewed by signing up at http://protraderdaily.com/optin/?symbol=VNTV. The Company, which is a public US-based payment processing and technology provider, announced on August 09, 2017, that it has entered into a merger agreement for Worldpay with Vantiv and Vantiv UK Limited (a subsidiary of Vantiv). For immediate access to our complimentary reports, including today's coverage, register for free now at:

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Discover more of our free reports coverage from other companies within the Business Services industry. Pro-TD has currently selected Global Payments Inc. (NYSE: GPN) for due-diligence and potential coverage as the Company announced on August 03, 2017, its financial results for Q2 2017 which ended on June 30, 2017. Tune in to our site to register for a free membership, and be among the early birds that get our report on Global Payments when we publish it.

At Pro-TD, we make it our mission to bring you news that matter about the stock you follow. Today, our research desk covers a blog story on VNTV; also brushing on GPN. Go directly to your stock of interest and access today's free coverage at:

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The transaction will result in the creation of a leading global payment provider, with an enterprise value of £22.2 billion ($28.8 billion), possessing comprehensive products and capabilities spanning traditional merchants, integrated payments, and global ecommerce.

Terms of the Merger

  • Shareholders of Worldpay will be entitled to receive £0.55 cash for each Worldpay's share held and 0.0672 of a New Vantiv's share.
  • Worldpay's shareholders will also be eligible to elect to vary these proportions under a mix and match facility (subject to offsetting elections being made by other Worldpay shareholders).
  • Upon the closing on the deal, Vantiv's and Worldpay's shareholders are likely to own around 57% and 43%, respectively, of the combined company's shares.
  • Also, Worldpay's shareholders will be entitled to receive an interim dividend of 0.8 pence per Worldpay's share, and a special dividend of 4.2 pence per Worldpay's share, which is conditional on completion of the merger.
  • The merger, expected to close in early 2018, is subject to customary closing conditions as well as regulatory approval and approval by shareholders of both Vantiv and Worldpay.
  • The deal will be creating a company with an enterprise value of $28.8 billion, contemplates a premium of around 34% to Worldpay's six-month volume weighted average price, and ascribes Worldpay to an enterprise value of approximately £9.3 billion (US$12.0 billion).

Combined Company will have Unparalleled Scale, a Comprehensive Suite of Solutions

Commenting on the agreement, Charles Drucker, President, and CEO of Vantiv, stated:

"This is a powerful combination that is strategically compelling for both companies. It joins two highly complementary businesses, and it will allow us to achieve even more together than either organization could accomplish on its own. Our business will have multiple opportunities to enhance its leading growth profile, driven by our global ecommerce capabilities, the strength of our people and their consistent focus on execution. Our combined company will have unparalleled scale, a comprehensive suite of solutions, and the worldwide reach to make us the payments industry global partner of choice."

Creates a Global Leader in ecommerce with Differentiated Products & Worldwide Reach

Chief Executive Officer of Worldpay, Philip Jansen, mentioned:

"This is a merger of two world class payment companies, which will create a global omni-commerce leader, with substantial opportunities to capitalize on the rapid evolution of payments. The growth of ecommerce and the way consumers expect to transact is increasing complexity for businesses around the world. Our unique combination of scale, innovation, technology, and global presence will mean that we can offer more payment solutions to businesses, whether large or small, global or local, enabling them to meet consumers' increasing demands and helping them prosper."

Strategic Benefits of the Merger Agreement

  • Unique combination of scale and global presence: Based on the financial statements of Vantiv and Worldpay for the year ended 31 December 2016, the combined company would have pro-forma net revenue of over $3.2 billion and free cash flow generation of over $1 billion. Leveraging its combined operations, technology infrastructure, and data analytics capabilities to deliver services, the combined company will provide enhanced value to customers.
  • Ability to capitalize on high-growth verticals: The merger creates a market leader in payment technology, and leverages combined capabilities to expand into complementary, high-growth international geographies, verticals, and client segments.
  • Integrated technology platform built to manage complexity: Complementary technology assets will provide a strong, integrated foundation for innovation and growth. The agreement will result in a reduction in capital expenditure by harmonizing Vantiv and Worldpay's US technology platforms. The Companies' combined footprint and advanced technology enables delivery of innovation at scale accessible through industry-leading distribution.
  • Powerful business model & financial profile: Value proposition drives high recurring revenues. Significant operating leverage offers continued margin expansion opportunities from scalable technology. On a pro-forma basis, the combined company would have $1.5 billion of adjusted EBITDA, an EBITDA margin of 48%, and free cash flow generation of over $1 billion.
  • Cost synergies will deliver significant value creation: The deal will result in substantial value creation for all shareholders through synergies that could not have been achieved independently of the merger. Following completion of the merger, anticipated annual recurring pre-tax cost synergies of approximately $200 million are to be fully realized by the end of the third year.

The Combined Company & Its Management

The combined company will be named "Worldpay". Pursuant to the merger, Cincinnati, Ohio, will become the combined company's global and corporate headquarters and London, UK, will become its international headquarters.

Charles Drucker will be the Executive Chairman and Co-CEO of the new entity. Reporting to Mr. Drucker will be Philip Jansen as Co-CEO and StephanieFerris as CFO. Additional members of the combined company's executive team will be announced at a later date. The combined company's Board will include five Worldpay's directors and eight Vantiv's directors. Sir MichaelRake will take the position of lead Director and JeffreyStiefler will continue to serve on the Board of the combined company in a non-executive capacity.

Once the merger is completed, New Vantiv's shares will be authorized for primary listing on the New York Stock Exchange, subject to official notice of issuance. In addition, Vantiv will seek a secondary standard listing on the Main Market of the London Stock Exchange in relation to the New Vantiv's shares.

Financial and Legal Advisors

Morgan Stanley & Co. International PLC and Credit Suisse are serving as financial advisors and Skadden, Arps, Slate, Meagher & Flom is acting as legal advisor to Vantiv. Goldman Sachs International and Barclays Bank PLC (acting through its investment bank) are providing financial advisory services and Allen & Overy is serving as legal advisor to Worldpay.

Last Close Stock Review

Vantiv's share price finished yesterday's trading session at $69.30, advancing 3.28%. A total volume of 11.98 million shares have exchanged hands, which was higher than the 3-month average volume of 2.35 million shares. The Company's stock price surged 11.09% in the last three months, 8.72% in the past six months, and 26.07% in the previous twelve months. Additionally, the stock rallied 16.24% since the start of the year. Shares of the Company have a PE ratio of 62.38 and currently have a market cap of $13.69 billion.

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