Attached files
| file | filename |
|---|---|
| EX-99.2 - EXHIBIT 99.2 - GLOBAL PAYMENTS INC | exhibit992pressrelease8-3x.htm |
| EX-99.1 - EXHIBIT 99.1 - GLOBAL PAYMENTS INC | exhibit99120170630.htm |
| 8-K - 8-K - GLOBAL PAYMENTS INC | form8-kearningsrelease2017.htm |
Global Payments to Acquire ACTIVE Network
AUGUST 3, 2017
© 2017 Global Payments Inc. All rights reserved. 2
Forward-Looking Statements
Investors are cautioned that some of the statements we use in these materials contain forward-looking statements and are
made pursuant to the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking
statements involve a number of risks and uncertainties and depend upon future events or conditions. Actual events or results
might differ materially from those expressed or forecasted in these forward-looking statements. Accordingly, we cannot
guarantee you that our plans and expectations will be achieved. Such statements may include, but are not limited to,
statements about the benefits of the proposed transaction, including future financial and operating results, the combined
company’s plans, objectives, expectations and intentions and other statements that are not historical facts. Important factors
that could cause actual events or results to differ materially from those anticipated by our forward-looking statements or
historical performance associated with the proposed acquisition of ACTIVE Network include the ability to meet closing
conditions at all or on the expected terms and schedule, business disruption during the pendency of the acquisition or
thereafter making it more difficult to maintain business and operational relationships, including the possibility that our
announcement of the acquisition could disrupt our or ACTIVE Network’s relationships with financial institutions, customers,
employees or other partners; and difficulties and delays in integrating the ACTIVE Network business or fully realizing benefits
of the acquisition at all or within the expected time period. Additional factors that could cause events or results to differ
materially from those anticipated by our forward-looking statements or historical performance can be found in our Transition
Report on Form 10-K for the seven months ended December 31, 2016, and any subsequent filings with the Securities and
Exchange Commission. Our forward-looking statements speak only as of the date they are made and should not be relied
upon as representing our plans and expectations as of any subsequent date. We undertake no obligation to revise any of
these statements to reflect future circumstances or the occurrence of unanticipated events, except to the extent required by
the federal securities laws.
© 2017 Global Payments Inc. All rights reserved.
• Drive revenue growth domestically through Global Payments direct salesforce; cross-sell opportunities with
existing Global Payment’s vertical market businesses
• Expand ACTIVE Network’s offerings across international markets
• Leverage Active Network’s development resources, data and analytics platforms and machine learning
capabilities
• Target market encompasses more than $60 billion in volume worldwide
• ACTIVE Network has penetrated approximately 5-7% of the market
• Market is highly fragmented and underpenetrated
• Dovetails with Global Payment’s technology-enabled, software driven payments strategy
• Adds new vertical markets with no channel conflict
• High recurring revenue from predominately small-to-medium sized customers with long-term contracts
• Complements geographic and distribution footprint
• Market leader providing cloud-based, mission critical enterprise software solutions to event organizers in the
communities and health & fitness vertical markets globally
• Serves over 620,000 activities and 36,000 merchants with over 51 million annual participant registrations
• Benefits from scale and network effects
• Strong, growing footprint managing software and payments in 74+ countries, 130 currencies and 30 languages
Industry
Leader
Strategic
Fit
Large Total
Addressable
Market
Value Creation
Opportunity
Strategic Rationale
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© 2017 Global Payments Inc. All rights reserved.
Vertical Software Selection Criteria
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Fragmented &
Market Leader
High Card
Penetration
Company SpecificVertical Specific
ACTIVE Industry Leading Metrics
105mm
Mobile User Sessions
51mm
Registrations
$3bn+
Volume
Processed
~ 1 in 4
US Households have
used ACTIVE
620k
Activities
36k
Event Organizers
Ability to Expand
Internationally
Significant Mix
of Payments Revenue
Large Total
Addressable Market
Drags Payment
Processing
Mission Critical
Software
SME FocusRate of Growth Profitable Scale
© 2017 Global Payments Inc. All rights reserved.
Transaction Summary
Key Terms
• Global Payments will acquire the communities and sports divisions of ACTIVE Network for $1.2
billion; net of a tax asset, effective purchase price approximately $1.0 billion
• Vista will receive $600 million of GPN stock and $600 million of cash as consideration
• Global Payments will finance the cash portion with its existing credit facility and cash on hand
• Transaction will be immediately accretive to adjusted net revenue growth, adjusted operating
margins and adjusted earnings per share (1)
Strategic
Partnership
with Vista
Equity Partners
• Strategic partnership creates opportunity for Global Payments to offer innovative and
differentiated payment technology solutions to Vista portfolio companies
• Provides potential to integrate with over 40 Vista portfolio companies worldwide
• Creates on-going pipeline of new partnership opportunities as Vista acquires more software
businesses
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(1) Immaterial to adjusted earning per share for calendar 2017.