Summary
Fidelity National Information Services, Inc. (FIS) announced on June 29, 2007, that it has entered into a definitive Agreement and Plan of Merger to acquire eFunds Corporation. The transaction is structured as a merger where FIS's wholly-owned subsidiary, Agamemnon Merger Sub, Inc., will merge with and into eFunds, with eFunds continuing as a wholly-owned subsidiary of FIS. This strategic acquisition aims to enhance FIS's capabilities in risk management, electronic payments, and global outsourcing solutions. The acquisition is an all-cash deal, with eFunds shareholders set to receive $36.50 per share. The transaction is subject to customary closing conditions, including eFunds shareholder approval and regulatory clearance, with an expected closing before the end of the third quarter of 2007. FIS plans to partially finance the merger through a new $1.6 billion term loan facility, indicating a significant financial undertaking for the company.
Key Highlights
- 1FIS to acquire eFunds Corporation in an all-cash transaction valued at $36.50 per share.
- 2The merger is expected to strengthen FIS's position in risk management, electronic payments, and outsourcing solutions.
- 3Transaction is subject to eFunds shareholder approval and regulatory approvals, with an expected closing by the end of Q3 2007.
- 4FIS has secured a commitment for a $1.6 billion term loan facility to help finance the acquisition.
- 5The Merger Agreement includes customary representations, warranties, and covenants from both parties.
- 6Termination provisions exist, with a potential $55 million termination fee payable by eFunds under specified circumstances.