Verifone set to privatize in $3.4 billion deal

On May 25, 2018, the "go shop" period expired for soliciting alternative purchasers of Verifone Systems Inc., as outlined in a definitive agreement reached in April with Vertex Holdco LLC. During that period, 42 potential purchasers were said to have been in contact with Verifone representatives. Four signed nondisclosure agreements; however, no potential purchasers submitted an acquisition proposal.

Under terms of the April agreement, the purchase of Verifone will move forward with certain affiliates of an investor group led by Francisco Partners and British Columbia Investment Management Corp. The investor group will acquire Verifone for $23.04 per share in cash or approximately $3.4 billion, including debt. Pending stockholder and regulatory approvals, the acquisition is expected to close during the third quarter of 2018.

"We believe this transaction reflects the progress we have made executing our transformation from a terminal sales company to a payments and commerce solutions provider," said Paul Galant, CEO of Verifone. "With Francisco Partners' resources, expertise and track-record growing global technology businesses, we are confident that we will be better positioned to serve the needs of our clients around the globe." At the completion of the transaction Verifone will once again become a privately held company. Founded in Hawaii in 1981 by William "Bill" Melton, Verifone went public in March 1990, where it has since been listed on the New York Stock Exchange under the ticker symbol PAY. Today over 30 million Verifone POS devices are deployed in more than 150 countries, according to Verifone.

Long history

In October 2013, Galant, a former Citigroup executive, took over from Douglas G. Bergeron, who resigned in March 2013, following 12 years as CEO and fallout from SEC and investor investigations into earnings discrepancies. During his tenure, Bergeron helped grow the company to nearly $3 billion in value after purchasing the company from Hewlett Packard for $50 million in 2001.

Since Galant has been in charge, Verifone has evolved its global commerce platform and POS vendor offerings via nearly 6,000 employees worldwide. Partnership deployments of its various POS systems can be seen across the globe. In the U.S. market, Paysafe became the first ISO to deploy Verifone Connect with Carbon and Engage to its nationwide network of quick service restaurant and small-to-midsize business customers.

Verifone has also led the way on security initiatives, teaming with First Data Corp. in advance of the EMV (Europay, Mastercard and Visa) liability shift to secure merchants using its Secure Commerce Architecture by eliminating data flows into integrated POS systems. Over the past year, Verifone has beefed up its board of directors with the addition of several key players, including Dr. Ronald Black, President and CEO of technology firm Rambus Inc.; Larry Klane, co-founding Principal of fintech investment firm Pivot Investment Partners LLC; and Rowan Trollope, Senior Vice President and General Manager of IoT Applications for Cisco Systems Inc.

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