Fundtech Completes Merger With Affiliate of GTCR
November 30 2011 - 9:22AM
Fundtech Ltd. (Nasdaq:FNDT) ("
Fundtech" or the
"
Company") announced today that the merger of
Fundtech with F.T. Israeli Mergerco Ltd., an indirect, wholly-owned
subsidiary of US FT Parent, Inc., both of which were formed by GTCR
Fund X/A LP or its affiliates, has been completed following
satisfaction of the conditions to closing, including approval of
the Company's shareholders at a special meeting of the Company's
shareholders, held on October 25, 2011. The purchase price of
$23.33 in cash, subject to applicable tax withholdings, for each
ordinary share of Fundtech represents a transaction value of
approximately $390 million.
Mr. Reuven Ben-Menachem will continue to serve as Chief
Executive Officer of the Company, which will no longer trade on the
Nasdaq Global Market or the Tel Aviv Stock Exchange following the
completion of the transaction. American Stock Transfer LLC has
been appointed as the paying agent under the merger agreement and
will shortly be sending out to shareholders of record information
regarding the exchange of their shares for merger consideration.
Shareholders should not send their share certificates to the paying
agent until they receive appropriate instructions.
The consolidated organization, which combines Fundtech with
GTCR-affiliated BankServ, will have expanded product lines in
wholesale banking and will add significantly to Fundtech's line of
small-to-medium business products. The combination also brings
together Fundtech's experience as the leading supplier of advanced
software technology to large financial institutions with BankServ's
experience as the leading provider of SaaS to community and
regional banks.
Dave Kvederis, BankServ's CEO, will become a member of
Fundtech's Board of Directors.
The combined company expects to add significant value to its
products by tightly integrating them. For example, combining
BankServ's Remote Deposit Capture products with Fundtech's cash
management products will create greater end-user utility and
improved user experience. Both companies are innovators in SWIFT
for Corporates service bureau business, and both are innovators in
mobile financial services.
"The future of payments technology revolves around the more
demanding digital customer," said Nancy Atkinson, senior analyst,
Aite Group. "Fundtech and BankServ's union will offer customers a
wide spectrum of cutting edge payments solutions. This ranges from
a robust SOA platform for larger firms striving to revamp legacy
technology all the way to SaaS applications for smaller firms to
drive innovation while maintaining cost efficiency."
"Today's banking customer requires a tailored approach to cash
management. Capabilities such as remote deposit capture (RDC)
alongside payments and electronic invoicing are in high demand,
particularly via multiple channels including mobile," said Bob
Meara, senior analyst, Celent. "The combination of BankServ and
Fundtech will help satisfy these new customer demands by providing
banks of all sizes with an expanded cash management offering."
The combined company has estimated 2011 revenues of $200
million; and 1,300 employees who are active in every region of the
world.
About Fundtech
Fundtech (Nasdaq:FNDT), was founded in 1993, and is a leading
provider of software and services to banks of all sizes around the
world. Payments systems include wire transfers, ACH origination,
cross-border payments and remittance. Cash management systems are
designed for large corporate through small business clients.
Fundtech operates the world's largest SWIFT service bureau. We
offer an extensive line of financial supply chain applications
including electronic invoice presentment and supply chain
financing. We are the leading provider of CLS systems to the
world's largest banks. More than 1,000 clients throughout the world
rely on Fundtech solutions to improve operational efficiency and
provide greater competitiveness through innovative
business-to-business services. For more information, visit
www.fundtech.com.
About GTCR
Founded in 1980, GTCR is a leading private equity firm focused
on investing in growth companies in the Financial Services &
Technology, Healthcare and Information Services & Technology
industries. The Chicago-based firm pioneered the "Leaders Strategy"
— finding and partnering with world-class leaders as the critical
first step in identifying, acquiring and building market-leading
companies through acquisitions and organic growth. Since its
inception, GTCR has invested more than $8.5 billion in over 200
companies. For more information, please visit www.gtcr.com.
Certain statements in this press release may constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements include, but are not limited to, the expected completion
of the transaction and the timing thereof, the satisfaction or
waiver of any conditions to the transaction, any events related to
the transaction, our expected revenues, our market and growth
opportunities, the amount of anticipated cost synergies and other
benefits associated with any proposed transaction and other
statements that are not historical fact.
These forward-looking statements are based on currently
available competitive, financial and economic data together with
management's views and assumptions regarding future events and
business performance as of the time the statements are made and are
subject to risks and uncertainties. We wish to caution you that
there are some known and unknown factors that could cause actual
results to differ materially from any future results, performance
or achievements expressed or implied by such forward-looking
statements, including but not limited to uncertainties as to the
conditions to the transaction discussed in the press release,
operational challenges in achieving strategic objectives and
executing our plans, the risk that markets do not evolve as
anticipated, the potential impact of the general economic
conditions and competition in the industry.
CONTACT: Fundtech Contact:
Yoram Bibring
CFO - Fundtech Ltd.
Tel: 1-201-946-1100
yoram.bibring@fundtech.com
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