DirectCash Payments completes of plan of arrangement with Cardtronics

On January 6, 2017, DirectCash Payments Inc. (“DirectCash”) completed an arrangement under the Business Corporations Act (Alberta) 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 indebtedness (including the redemption of all of the issued and outstanding 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 approximately 25,000 ATMs, with primary operations in Canada, Australia and the United Kingdom and established footprints in New Zealand and Mexico. DirectCash was previously listed on the TSX under the symbol “DCI.”

Cardtronics is the world’s largest non-bank ATM operator, providing services to approximately 225,000 ATMs across its network in North America, Europe and Asia-Pacific. Cardtronics is publicly traded under the ticker symbol “CATM” on the NASDAQ stock 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 McIntyre, 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 Pérez-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 Zealand M&A matters.