Source: TRM Corporation
TRM Corporation NASDAQ: TRMM announced today that it entered into and closed financing pursuant to a Securities Purchase Agreement (the "Purchase Agreement"), with LC Capital Master Fund, Ltd. (the "Lender") and Lampe Conway & Co., LLC, as Administrative Agent (the "Administrative Agent"). The financing extends credit to TRM in the form of a loan totaling $11,000,000.
"We are pleased to secure this facility, especially in this difficult funding environment. This allowed us to complete our acquisition of Access To Money which we also closed today and announced separately as well as help resolve longstanding financial issues at TRM. Ultimately, these two initiatives are the cornerstone for our future growth and success, and we appreciate the support we received from our lenders today," said Richard Stern, TRM's President and Chief Executive Officer.
The loan was used (a) to pay the cash portion of the purchase price for TRM's acquisition of LJR Consulting Corp., d.b.a. Access To Money, (b) to pay eFunds $2.5 million in satisfaction of the settlement reached last December, (c) to satisfy all of the Company's remaining loan to GSO Capital Partners (d) to pay $1.0 million to Notemachine Limited in further reduction of the Company's obligations under the Settlement Agreement dated as of November 20, 2007, (e) to satisfy in full the Company's loan from the Lender and the Administrative Agent dated February 4, 2008 and (f) to pay fees and expenses incurred in connection with the Purchase Agreement and the Access To Money acquisition. In connection with the Purchase Agreement, the Company issued warrants to the Lender to purchase 12,500,000 shares in aggregate of the Company's common stock.
Separately, TRM Corporation (NASDAQ:TRMM) announced today that it has acquired Whippany, NJ-based LJR Consulting Corp., d.b.a. Access To Money, one of the nation's largest independently-owned ATM deployers.
The transaction creates one of the largest ATM networks in the United States, with a portfolio of approximately 12,200 transacting ATMs. The purchase price of $15 million will be paid through a combination of cash, TRM stock and a note.
Douglas Falcone, Access To Money's President and Chief Executive Officer, will assume the role of TRM Corporation's Chief Operating Officer. Boston, MA-based Tremont Capital Group, Inc., which specializes in mergers and acquisitions in the ATM and related industries, assisted in the transaction.
With the new credit facility announced separately today, TRM has resolved its outstanding material financial obligations, and with its acquisition of Access To Money anticipates continued operating efficiencies and improved results.
"Access To Money is a respected industry leader with strong vendor relationships and a first-class provider. I am extremely excited about forging this new partnership with Doug Falcone and his very talented team," said Richard Stern, President and Chief Executive Officer of TRM Corporation. "This acquisition is further evidence of our commitment to providing our customers with exemplary service and will further our efforts towards achieving operational excellence and increased profitability."
"This was an ideal opportunity for all of us at Access To Money to apply our proven sales and service infrastructure to a substantially larger portfolio of ATMs," added Douglas Falcone. "Throughout this acquisition process, the TRM and Access To Money executive teams have developed a very close working relationship and are a phenomenal cultural fit. We are excited to officially combine the teams and look forward to offering customers the best service in the industry."
"This acquisition represents an ideal strategic combination, as these two dynamic companies truly complement one another and together will create a more competitive force in the ATM industry," said Sam M. Ditzion, President and Chief Executive Officer of Tremont Capital Group.