Source: Euronet Worldwide
Euronet Worldwide, Inc. ("Euronet" or the "Company") (NASDAQ: EEFT), a leading electronic payments provider, today announced the completion of its acquisition of RIA Envia, Inc. ("RIA").
With the closing of the RIA acquisition, Euronet has established itself as the third-largest global money transfer company, based upon the amount of money transferred. In connection with the closing of the RIA acquisition, Euronet entered into a $290 million secured syndicated credit facility consisting of a $190 million seven-year term loan and a $100 million five-year revolving credit facility (together as the "new Credit Facility").
Under the terms of the purchase agreement announced on November 21, 2006, as amended, Euronet acquired 100% of RIA's common stock outstanding for $380 million in cash, 4,053,606 shares of Euronet common stock, 3,685,098 contingent value rights and 3,685,098 stock appreciation rights. The initial value of Euronet common stock for purposes of the contingent value rights and stock appreciation rights was set at $27.136333 per share, based upon the average of the daily high and low trading prices per share of Euronet common stock over the 30 trading days ending March 30, 2007. The $380 million in cash was funded through cash from the Company's balance sheet and the net proceeds of the $190 million seven-year term loan.
The $190 million seven-year term loan bears interest at LIBOR plus 200 basis points or prime plus 100 basis points and contains a 1% per annum principal amortization requirement, payable quarterly, with the remaining balance outstanding due at the end of year seven. The $100 million five-year revolving line of credit will be priced initially at LIBOR plus 200 basis points or prime plus 100 basis points, subject to a pricing grid that adjusts the spread each quarter based upon the Company's consolidated total leverage ratio. Euronet's new $100 million five-year revolving credit facility replaces its existing $50 million revolving credit facility.
The new Credit Facility may be expanded by up to an additional $150 million in term loan and up to an additional $25 million for the revolving line of credit, subject to satisfaction of certain conditions including pro forma debt covenant compliance. The new Credit Facility contains certain mandatory prepayments and contains customary events of default and financial covenants, including leverage ratios. The leverage ratios will step down over the next eighteen months thereby requiring the Company to reduce its leverage.