Lexpert Magazine

April/May 2017

Lexpert magazine features articles and columns on developments in legal practice management, deals and lawsuits of interest in Canada, the law and business issues of interest to legal professionals and businesses that purchase legal services.

Issue link: http://digital.carswellmedia.com/i/808422

Contents of this Issue


Page 17 of 71

18 LEXPERT MAGAZINE | APRIL/MAY 2017 BIG DEALS DEALS ANALYSIS 19 19 Total Deals Published 7 Corporate Finance 21 12 Mergers & Acquisitions 21 6 Cross-border Transactions 21 BIG DEALS TRANSACTION VITALS ANNOUNCED: 10/3/2016 CLOSED: 1/6/2017 TECHNIQUE: PLAN OF ARRANGEMENT ACQUIRER TYPE: US ACQUIRER SOUGHT: 100% ARLAN GATES BAKER & MCKENZIE LLP TORONTO (FOR CARDTRONICS) KEVIN ROONEY BAKER & MCKENZIE LLP TORONTO (FOR CARDTRONICS) JOHN MERCURY BENNETT JONES LLP CALGARY (FOR DIRECTCASH) BRENT KRAUS BENNETT JONES LLP CALGARY (FOR DIRECTCASH) On January 6, 2017, DirectCash Payments Inc. ("DirectCash") completed an arrangement under the Business Corporations Act (Al- berta) involving Cardtronics plc ("Cardtronics") in which an affiliate of Cardtronics acquired all of the issued and outstanding common shares of DirectCash for cash consideration of $19.00 per common share. Together with the repayment of DirectCash's third party in- debtedness (including the redemption of all of the issued and out- standing 8.125-per-cent senior unsecured notes of DirectCash due August 8, 2019), this represents a transaction value of approximately $623 million (US$464 million), net of estimated cash acquired and certain debt prepayment expenses. DirectCash is a leading global ATM services provider, with ap- proximately 25,000 ATMs. In addition, the company is known as a leading provider of point-of-sale terminals and prepaid cards. It has primary operations in Canada, Australia and the United Kingdom and established footprints in New Zealand and Mexico. DirectCash was previously traded on the TSX under the symbol "DCI." Cardtronics is the world's largest non-bank ATM operator, provid- ing services to approximately 225,000 ATMs across its network in North America, Europe and Asia-Pacific. It provides the physical con- duit through which consumers interact with their funds and finan- cial institutions. Cardtronics is listed on the NASDAQ as "CATM." e deal establishes Cardtronics as a major player in Canada with 11,000 ATMs in the Canadian market. DirectCash was represented by its in-house legal team led by Aimie Killeen (Global General Counsel) and Paul Carbonelli (Corporate Counsel). Bennett Jones LLP acted as legal counsel to DirectCash with a team led by John Mercury and Brent Kraus, and including John Lawless, Tessa Guenther and Kris Simard (capital markets and M&A), Greg Johnson and Anu Nijhawan (tax), Adam Kalbfleisch and Kyle Donnelly (competition) and John Gilmore (employment). Cardtronics was represented by its in-house legal team led by Roger Craig (General Counsel) and Dilshad Kasmani (Assistant General Counsel). Baker & McKenzie LLP acted as legal counsel to Cardtronics with a team led by William Davis II and Lee Mc- Intyre, and including Kevin Rooney, Steve Park, Alex Farcas and Kevin Schott (capital markets and M&A, North America), Arthur Apos and Chris Taylor (M&A, Australia), Alejandro PĂ©rez-Serrano and Jorge Ledesma-Garcia (M&A, Mexico), Nick O'Donnell and Kiki Tienstra (M&A, UK), Samantha Mobley, Keith Jones and Alex Stratakis (antitrust/merger control, UK), Brian Burke, Arlan Gates and Yana Ernak (antitrust/merger control, North America), Peter Clark and Lesley Kim (tax, North America), Jonathan Cocker (regulatory, North America), and Jeremy Hann and Claire-Marie Colantuoni (employment, North America). David Quigg of Quigg Partners acted as legal counsel to Cardtronics regarding New Zea- land M&A matters. COMPILED BY GENA SMITH DIRECTCASH PAYMENTS COMPLETES PLAN OF ARRANGEMENT WITH CARDTRONICS

Articles in this issue

Links on this page

Archives of this issue

view archives of Lexpert Magazine - April/May 2017