Metavante Signs Agreement to Acquire NYCE
May 17 2004 - 8:15AM
PR Newswire (US)
Metavante Signs Agreement to Acquire NYCE Acquisition provides
Metavante greater opportunities in the online debit market with
nation's second-largest electronic funds transfer network
MILWAUKEE, May 17 /PRNewswire-FirstCall/ -- Metavante Corporation,
the financial technology subsidiary of Marshall & Ilsley
Corporation , and First Data Corporation , today jointly announced
that they have signed a definitive agreement that provides for the
purchase of substantially all of the stock of NYCE Corporation by
Metavante for approximately $610 million in cash. As the majority
shareholder of NYCE, First Data will receive approximately $389
million in cash. The transaction is subject to regulatory approvals
and other customary conditions. In addition, certain minority
shareholders of NYCE have the right, within 30 days, to match the
terms of the definitive agreement and acquire First Data's NYCE
shares. Metavante expects the transaction to close in the third
quarter of 2004, consistent with the timeframes agreed upon with
the U.S. Department of Justice. "Building upon our EFT industry
experience and knowledge, Metavante has a significant opportunity
to augment our electronic funds business by acquiring the nation's
second-largest PIN-debit network in NYCE, which is a capability
that we do not have today," said Frank R. Martire, Metavante
president and chief executive officer. "When this acquisition is
completed, we expect to have another piece of the payment services
solution set at Metavante, which will exchange, route and settle
electronic payments on behalf of financial institutions to and from
businesses and consumers. These include our existing electronic
presentment and payment services and electronic funds transfer
capabilities, as well as the electronic check-image exchange
technology we are acquiring in Advanced Financial Solutions Inc."
First Data has held NYCE as a separate unit since December 2003,
pending First Data's divestiture of its ownership share in NYCE.
This was the result of an agreement between First Data and the
Department of Justice surrounding its merger with Concord EFS.
"Electronic payment transactions in the U.S. are on an
extraordinary growth curve, and NYCE will help complete
single-source payment solutions increasingly requested by our
customers," said Martire. "NYCE will become a Metavante subsidiary,
operated as an independent business line under NYCE's current
senior management team. The NYCE brand will remain intact as will
its historic commitment to service, reliability and innovation."
NYCE had 2003 revenue of approximately $143 million and net income
of approximately $30.7 million. The transaction is expected to be
approximately neutral to M&I's earnings per share in 2004 and
accretive in 2005. NYCE serves the domestic and international
markets with its industry leading PIN-debit payment products. It
provides financial institutions, retailers and independent ATM
deployers with shared network services for ATMs, online debit
point-of-sale and electronic benefits transfer transactions. Nine
of the nation's top 15 PIN-debit card issuers participate in the
NYCE network, along with over 2,150 other financial institutions
from across the United States. NYCE links these debit card issuers
with over 147,000 ATM locations and almost one million PIN-debit
point-of-sale locations. "Today's announcement is good news for the
thousands of financial institutions and merchants, and the millions
of consumers who rely upon NYCE every day for convenient and secure
access to their money," said Dennis F. Lynch, President and CEO of
NYCE Corporation. "Metavante's broad financial service offerings
will complement our branded network products and services. We look
forward to a promising future together because we share a
commitment to excellence, a history of applying technology to
produce superior service and strong business values, as well as the
same customer-centric operating principles." NYCE's EFT processing
business provides real-time processing services that support ATM
management and monitoring services, gateway access, and debit card
issuance and authorization solutions. Combined, Metavante and NYCE
expect to serve 23 million ATM and debit cardholders. The two
companies expect to process over 235 million monthly EFT
transactions and drive over 20,000 ATMs. About NYCE Corporation At
the forefront of electronic payments in the United States, NYCE
Corporation provides consumers with secure, real-time account
access, 100 million times each month. Beyond its core service of
providing the convenience of PIN debit account access at ATMs and
retailer point-of-sale (POS) terminals, NYCE continues to lead in
the development of new electronic payment services to enhance
consumer convenience and expand service offerings by its
participants. In addition, NYCE Corporation provides ATM driving
and fully automated monitoring services, gateway services, on and
off-line signature debit card processing, and card authorization
solutions. NYCE recently expanded its reach across the border as
the first payments company to enable wide-spread PIN POS access for
Canadian cardholders at U.S. retailers, and as a processing
provider through a Canadian-based joint venture with Celero
Solutions. NYCE Corporation is headquartered in Montvale, N.J. and
can be found on the web at http://www.nyce.net/. About First Data
First Data Corp. (NYSE:FDC), with global headquarters in Denver,
helps power the global economy. Serving approximately 3.5 million
merchant locations, 1,400 card issuers and millions of consumers,
First Data makes it easy, fast and secure for people and businesses
around the world to buy goods and services, using virtually any
form of payment: credit, debit, smart card, stored-value card or
check at the point-of-sale, over the Internet or by money transfer.
For more information, please visit the company's Web site at
http://www.firstdata.com/. About Metavante Metavante Corporation is
a leading provider of electronic funds transfer (EFT) and card
solutions including debit-, prepaid debit-, and credit card-account
processing, card personalization, ACH processing, ATM driving and
monitoring, gateway transaction processing, merchant processing,
transportation payment solutions, healthcare identification card
fulfillment, and flexible spending account processing. Metavante
provides EFT and card services to over 1,600 financial
institutions, transportation agencies, and health insurance
companies. Metavante processes transactions of value by providing
clients with financial technology solutions that drive customer
relationship management, electronic banking, electronic presentment
and payment, financial account processing, investment technology
and retirement plan services. Headquartered in Milwaukee, Wis.,
Metavante is wholly owned by Marshall & Ilsley Corporation
(NYSE:MI). Metavante is a registered trademark of Metavante
Corporation. For more information, see http://www.metavante.com/. *
Marshall & Ilsley Corporation will hold a conference call at
11:00 a.m. CDT Monday, May 17, regarding the transaction. For those
interested in listening, please call 1-800-245-1683 and ask for the
Marshall & Ilsley conference call. If you are unable to join us
at this time, a replay of the call will run through May 24, 5:00
p.m. CDT by calling 1-800-839- 6713 and entering passcode 632 59 15
to listen. Supplemental information referenced in the conference
call can be found at http://www.micorp.com/ , Investor Relations,
or http://www.metavante.com/, Newsroom. This press release contains
forward-looking statements concerning M&I's and Metavante's
future financial results and operations, including expected
earnings, closing dates, and operating activities. Such statements
are subject to important factors which could cause M&I's and
Metavante's actual results to differ materially from those
anticipated by the forward-looking statements. These factors
include (a) receipt of regulatory approvals without unexpected
delays or conditions; (b) timely implementation and execution of
integration plans; (c) waiver or expiration of rights of minority
shareholders of NYCE to exercise rights of first refusal for First
Data's NYCE shares; (d) retention of customers and critical
employees; (e) successfully leveraging Metavante/NYCE's
comprehensive product offering to the combined customer base; (f)
continued growth at rates approximating recent levels for
card-based payment transactions and other product markets; (g) no
unanticipated changes in laws, regulations, or other industry
standards affecting Metavante/NYCE's businesses which require
significant product redevelopment efforts, reduce the market for or
value of its products or render products obsolete; (h) no
unanticipated developments relating to previously disclosed
lawsuits or similar matters; (i) successful management of any
impact from slowing economic conditions or consumer spending; (j)
no catastrophic events that could impact Metavante/NYCE's or its
major customer's operating facilities, communication systems and
technology or that has a material negative impact on current
economic conditions or levels of consumer spending; (k) no material
breach of security of any Metavante/NYCE's systems; and (l) those
referenced in M&I's Annual Report on Form 10-K for the year
ended December 31, 2003, under the heading "Forward-Looking
Statements" and such other factors as may be described from time to
time in M&I's subsequent SEC filings, which factors are
incorporated herein by reference. DATASOURCE: Metavante
Corporation; First Data Corporation CONTACT: Chip Swearngan,
Metavante Corporation, +1-414-357-3688, ; Staci Busby, First Data
Corporation, +1-303-967-7188, ; Mark Furlong, Marshall & Ilsley
Corporation, +1-414-765-8052, Web site: http://www.metavante.com/
http://www.firstdata.com/ http://www.nyce.net/
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