Thursday, 18 April 2024
Worldline to acquire Ingenico
Worldline to acquire Ingenico in $8.6 billion deal
Worldline SA and Ingenico Group SA announced that their respective boards of directors have unanimously approved a business combination agreement pursuant to which Worldline would launch a tender offer for all Ingenico shares, consisting of an 81% share and 19% cash transaction, as of last closing prices, as well as outstanding OCEANEs.
This transaction would combine two premiere companies to create a new major player in payment services with circa 20,000 employees in approximately 50 countries with physical presence. Upon closing, the new combined group would offer best-in-class payment services to nearly one million merchants and 1,200 financial institutions.
Gilles Grapinet, Worldline’s chairman and CEO, proudly announced the acquisition, saying that Worldline deeply respects Ingenico and its team “for the deep business repositioning of their company” that was realised over the last years.
“We have been impressed by the strong improvement in performance realised over the last 18 months under the leadership of Nicolas Huss, as well as by the in-depth transformation initiated at the same time of their global leading payment terminal business, resulting in increased efficiency, more autonomy and a new strategic roadmap,” Grapinet shared.
Worldline’s CEO also said that he is convinced that the “combination” of remarkable talent pools, capabilities and offers will result to an “outstanding value proposition” that will benefit all their clients, banks, merchants and business partners.
“This is a landmark transaction for the industrial consolidation of European payments, highly value creative for all our stakeholders and for the shareholders of both companies, and which ambitions to reinforce the role of Europe within the global digital payment ecosystem,” Grapinet added.
An industry defining transaction and a major transformational move for Worldline
With proforma revenues reaching an estimated $5.9 billion (EUR 5.3 billion) in 2019, out of which $2.8 billion (EUR 2.5 billion) in merchant payment and transaction-related services, this transformative combination would create a new major global payment services player. Worldline would:
- Consolidate its existing position within the European payments landscape, reaching $332 billion (EUR 300 billion) of purchase volume acquired and a 20% European market share in financial services
- Become the number three online payment acceptance provider in Europe with 250,000 e-commerce customers and websites, with acceptance of more than 350 payment methods and connection to more than 150 local acquirers
- Offer the most extensive value chain coverage, including very strong positions in last generation payment systems such as account-based and instant payment
The transaction would significantly enhance the business profile and positions of Worldline, as follows:
- Creation of a payments player serving more than one million merchants, 1,200 banks and financial institutions, with enhanced operating leverage and economies of scale
- Combination of online and in-store merchant services creating a one-stop-shop position for small and medium-sized enterprises as well as global merchants
- An extensive geographical footprint providing a strong commercial advantage to offer seamless cross-border payment transactions acquiring:
- Exceptional reach in Continental Europe, with notably a new leadership position in Germany, a strong position in the Nordics and an enhanced access to French banks and merchants, in addition to Worldline’s historical leadership positions in Benelux, Switzerland and Austria
- Expanded global geographical coverage with access to the US market, reinforcement of Worldline’s exposure to merchants in Latin America and Asia-Pacific and expansion in low card penetrated countries
- Unique market vertical expertise, Ingenico’s strong solutions in travel, health and e-commerce complementing Worldline’s expertise in hospitality, petrol retail and luxury retail.
- Key global position in payment terminals with more than 14 million units shipped per year and a proven track record built over 35 years of innovation and experience, bringing Worldline 1,000 new banking and acquiring relationships worldwide
- Under a very strong transformation program, initiated in 2019 with a new management team, and the completion of its carve-out as a standalone organisation, Ingenico B&A has already demonstrated increased efficiency and augmented business momentum
- In order to accelerate its transformation towards Platform as a Service, a review of the strategic alternatives available to B&A would be undertaken post-closing to secure the long term development perspectives for the business, in the best interest of its customers, employees and shareholders
- Strengthened product innovation and investment capabilities with a combined research and development investment in excess of $332 million (EUR 300 million).
The increased scale and enhanced company profile would widely benefit the managers and employees of both companies, allowing them to access broader opportunities with more diversified positions as well as new exciting professional challenges.
Value creation
The acquisition of Ingenico would accelerate Worldline growth in Merchant Services which would represent 49% of the combined revenues, while 30% of the combined merchant services revenue would be in the online business. The growth profile would be further strengthened by the expected $111 million (EUR 100million) additional revenues.
Implementation of the $243 million (EUR 220 million) run rate OMDA synergies and operational leverage would also drive a double-digit OMDA growth.
Worldline expects that the transaction would generate a double digit earnings per share accretion from year one. Worldline would also maintain a robust balance sheet, with a credit rating expected to be confirmed at BBB/Stable. Worldline would benefit from a rapid deleveraging, the strategic flexibility of the group would therefore be preserved.
A leadership position in Germany and Austria through a reinforced partnership with the German savings banks
As part of this transaction, the combined group would reinforce its controlling position in Payone, the joint venture between Ingenico and the German savings bank group Deutscher Sparkassenverlag (DSV), through the contribution of Worldline’s Merchant Services activities in Germany and Austria to the joint venture.
Worldline would thereby establish a new strategic partnership with a leading European banking group from the largest European economy, while the Sparkassen would benefit from an enhanced partnership to provide their merchants with best-in-class merchant services and associated offers.
Re-disseminated by The Asian Banker
