Merger of Worldpay with Vantiv gets High Court approval
The last day of dealings in Worldpay shares will be January 12, 2018, and once suspended, it is not expected that trading in Worldpay shares will recommence.
In line with previous reports by FinanceFeeds, the merger of Worldpay Group PLC (LON:WPG) with Vantiv and Bidco (a subsidiary of Vantiv) got the final nod of approval.
Worldpay has just announced that the High Court of Justice in England and Wales has made an order sanctioning the Scheme of the Merger under section 899 of the Companies Act 2006.
Worldpay confirms that the Scheme Record Time for the Scheme will be 6.00 p.m. on 12 January 2018. Worldpay Shareholders on Worldpay’s register of members at the Scheme Record Time will, when the Scheme becomes Effective, be entitled to receive 55 pence in cash and 0.0672 of a New Vantiv Share for each Worldpay Share held (being the Standard Consideration).
A request has been made for the suspension of the listing of Worldpay shares on the premium listing segment of the Official List and the admission to trading of Worldpay Shares on the London Stock Exchange’s Main Market, with effect from 7.30 a.m. (London time) on January 15, 2018. The last day of dealings in Worldpay Shares will therefore be January 12, 2018, and once suspended, it is not expected that trading in Worldpay Shares will resume.
It is expected that the Scheme will be Effective on January 16, 2018 and that the listing of the Worldpay Shares on the premium listing segment of the Official List and the trading of Worldpay Shares on the London Stock Exchange’s Main Market will each be cancelled with effect from 8.00 a.m. on January 16, 2018.
In early August last year, the boards of directors of Vantiv and Worldpay announced that they had reached agreement on the terms of a recommended merger of Worldpay with Vantiv and Vantiv UK Limited (a subsidiary of Vantiv).
The combined company was estimated to have a pro forma enterprise value of approximately £22.2 billion. Upon completion of the merger, Worldpay shareholders are set to own approximately 43%, and Vantiv shareholders are set to own approximately 57% of the combined company (on a fully diluted basis).
The companies explained the rationale for the deal via the changes in the payments landscape. In particular, merchants and consumers are continuously looking for new and innovative solutions to enable commerce as payments move into the digital world. That is why, the combined company will seek to be a leading global omni-commerce payments provider.
Vantiv believes that the merger will generate synergies that could not be achieved independently of the deal and which will lead to substantial value creation for all shareholders. Vantiv anticipates that the Merger will lead to annual recurring pre-tax cost synergies of approximately US$200 million. The synergies are expected to be fully realised by the end of the third year following completion of the merger.
