Source: LML Payment Systems
LML PAYMENT SYSTEMS INC. ("LML") (NasdaqCM:LMLP), a leading provider of financial payment processing solutions for retailers, today announced that it has signed a definitive agreement to acquire all of the outstanding capital stock of Beanstream Internet Commerce Inc. ("Beanstream"), a leading provider of authentication and Internet payment processing solutions that is based in Victoria, BC.
For the year ended December 31, 2006, Beanstream recognized revenue of US$4.2 million and pre-tax earnings of US$1.6 million.
Under the terms of the definitive agreement, which has been unanimously approved by both boards of directors, LML will pay US$17.5 million, net of cash, for the outstanding common stock of Beanstream. The purchase price consists of up to US$8.3 million in cash, US$4.5 million in a two-year promissory note, and US$4.7 million in LML common stock. Beanstream could also receive up to an additional US$1.8 million in LML common stock if certain revenue milestones are reached by the first anniversary of the closing. The transaction is subject to customary closing conditions, including the approval by the shareholders of Beanstream, and is expected to close in the second quarter of 2007. The transaction is expected to be highly accretive on an EPS basis at closing.
"Given Beanstream's highly profitable business model, we are very excited about the opportunities ahead of us in the Internet payment processing market," said Patrick H. Gaines, President and Chief Executive Officer of LML. "Beanstream's products significantly broaden our suite of offerings and enable us to develop a leadership position in credit card processing, electronic funds transfer, automated clearinghouse payment processing, credit store and authentication services for both e-commerce and traditional businesses."
"Our two companies, with complementary business strengths and similar operating culture, fit extremely well together," said Craig Thomson, President and Chief Executive Officer of Beanstream. "By becoming part of publicly held LML, we will enjoy greater market recognition, and access to a broader pool of resources to further execute our business model. Our combined portfolio of solutions will enable our customers to have greater flexibility, choice and cost-effectiveness for their payment processing solutions."
PricewaterhouseCoopers Corporate Finance Inc. acted as the exclusive financial advisor to Beanstream Internet Commerce Inc., and Pacific Crest Securities Inc. acted as the exclusive financial advisor to LML Payment Systems Inc. on this transaction.