FinTech Acquisition Corp. II (NASDAQ:FNTE) and Intermex Holdings
II, Inc. (“Intermex”), the parent company of Intermex® Wire
Transfer, LLC, a technology enabled wire transfer and financial
processing solutions provider, today released information relating
to their previously announced merger transaction and additional
business updates.
This press release features multimedia. View
the full release here:
https://www.businesswire.com/news/home/20180626005538/en/
Transaction Updates
FNTE announced today that it has set a record date of June 19,
2018 (the “Record Date”) and a meeting date of July 20, 2018 for a
special meeting of stockholders to consider FNTE’s pending
acquisition of Intermex (the “Special Meeting”). As announced on
December 19, 2017, FNTE has entered into a definitive merger
agreement (the “Merger Agreement”) with Intermex, a portfolio
company of Stella Point Capital, LP (“Stella Point Capital”), to
acquire Intermex for total consideration of approximately $260
million plus the assumption of existing indebtedness (the
“Merger”).
FNTE’s stockholders of record at the close of business
on June 19, 2018 will be entitled to receive notice of, and to
vote the shares of common stock of FNTE owned by them at, the
Special Meeting, and at any adjournment or postponement
thereof.
At the Special Meeting, holders of FNTE’s common stock will be
asked to approve and adopt the Merger Agreement, including the
proposed Merger, and the other proposals as disclosed in the
definitive proxy statement/prospectus relating to the Special
Meeting. If the Merger is approved by FNTE stockholders, FNTE
anticipates consummating the Merger shortly after the Special
Meeting subject to the satisfaction or waiver (as applicable) of
all other closing conditions under the Merger Agreement.
The Special Meeting will take place at 3:30 P.M., Eastern Time,
on July 20, 2018 at 712 Fifth Avenue, 8th Floor, New York, New
York 10019.
A list of FNTE stockholders entitled to vote at the Special
Meeting will be open to the examination of any FNTE stockholder,
for any purpose germane to the Special Meeting, during regular
business hours for a period of ten calendar days before the Special
Meeting.
Upon closing of the Merger, FNTE will be renamed International
Money Express, Inc. FNTE has applied to continue the listing of its
common stock and warrants on The NASDAQ Stock Market following the
Merger under the new symbols “IMXI” and “IMXIW,” respectively.
Intermex Business Updates
“Our differentiated approach to the market continues to deliver
exceptional results. During the first quarter transaction growth
continued to be very strong and increased at an increasing rate in
the second quarter,” said Bob Lisy, President, Chairman, and Chief
Executive Officer of Intermex. “From April 1 through June 21, 2018,
we completed 5.6 million remittances with $2.1 billion in volume,
each of which exceeded amounts budgeted for the quarter by
approximately 4.9% and 11.0%, respectively. May remittance
transactions hit a record high for the company with over two
million remittances sent in the month, reflecting a 28% increase
compared to May 2017, while gross margin grew at 30% for the month
year-over-year. We expect a strong finish to the quarter with June
revenue growth outpacing May.”
Daniel Cohen, Chief Executive Officer of FNTE, commented “We are
delighted as Intermex continues to outperform expectations, with
adjusted EBITDA for the quarter exceeding projections by an
expected 15-18%. We feel these impressive results are a direct
reflection of Intermex’s unique value proposition and ability to
drive continued revenue growth and margin expansion through its
differentiated go to market strategy.”
About FinTech Acquisition Corp. II
FinTech Acquisition Corp. II is a blank check company formed for
the purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination. In January 2017, FNTE consummated a $175 million
initial public offering (the “IPO”) of 17.5 million units, each
unit consisting of one share of common stock and one half of one
warrant, at a price of $10.00 per unit. Simultaneously, FNTE
consummated the sale of 420,000 units at a price of $10.00 per unit
in a private placement that generated gross proceeds of $4.2
million. FNTE’s securities are quoted on the NASDAQ Stock Market
under the ticker symbols FNTE, FNTEW and FNTEU.
About Intermex
At Intermex, the customer is at the center of everything we do.
Intermex uses a proprietary financial technology that allows
consumers to send money from the United States to 17 countries in
Latin America and the Caribbean, including Mexico and Guatemala.
Intermex offers wire transfer, telewire, money order, and other
money processing services to its customers through its network of
85,000 sending and paying agents located in all 50 states, the
District of Columbia and Puerto Rico, and throughout Latin America.
Remittance services are also available digitally through
intermexonline.com. Intermex was founded in 1994 and is
headquartered in Miami, Florida with subsidiary offices in Puebla,
Mexico, and Guatemala City, Guatemala.
About Stella Point Capital
Stella Point Capital is a New York-based private equity firm
focused on industrial, consumer, and business services investments.
Founded in 2014 by Managing Partners Justin Wender and Adam
Godfrey, the firm actively seeks investment opportunities
throughout North America, working closely with management teams to
identify strong market positions and achieve transformational
growth. Stella Point’s investment team has over 75 years of
combined investing and operating experience, encompassing more than
35 investments, at their prior leading global private equity firms.
Stella Point provides unparalleled senior level attention and
expertise, seeking to cultivate strong relationships with portfolio
companies to generate superior investment returns and significant
long-term value. Please visit www.stellapoint.com for additional
information.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
“anticipate”, “believe”, “could”, “continue”, “expect”, “estimate”,
“may”, “plan”, “outlook”, “future” and “project” and other similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters. These statements,
which involve risks and uncertainties, relate to analyses and other
information that are based on forecasts of future results and
estimates of amounts not yet determinable and may also relate to
our future prospects, developments and business strategies. In
particular, such forward-looking statements include statements
concerning the timing of the merger; the business plans,
objectives, expectations and intentions of the public company once
the transaction is complete, and Intermex’s estimated and future
results of operations, business strategies, competitive position,
industry environment and potential growth opportunities. These
statements are based on FNTE’s or Intermex’s management’s current
expectations and beliefs, as well as a number of assumptions
concerning future events.
Such forward-looking statements are subject to known and unknown
risks, uncertainties, assumptions and other important factors, many
of which are outside FNTE’s or Intermex’s control that could cause
actual results to differ materially from the results discussed in
the forward-looking statements. These risks, uncertainties,
assumptions and other important factors include, but are not
limited to, (1) the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement; (2) the inability to complete the transactions
contemplated by the merger agreement due to the failure to obtain
approval of the stockholders of FNTE or other conditions to closing
in the merger agreement; (3) the ability of the public entity to
meet NASDAQ’s listing standards following the merger; (4) the risk
that the proposed transaction disrupts current plans and operations
of Intermex as a result of the announcement and consummation of the
merger transactions; (5) the ability to recognize the anticipated
benefits of the proposed business combination, which may be
affected by, among other things, competition, the ability of the
combined company to grow and manage growth profitably, maintain
relationships with suppliers and retain its management and key
employees; (6) costs related to the proposed business combination;
(7) changes in applicable laws or regulations; and (8) the
possibility that Intermex may be adversely affected by other
economic, business, regulatory and/or competitive factors.
Additional factors that could cause actual results to differ
materially from those expressed or implied in forward-looking
statements can be found in FNTE’s most recent annual report on Form
10-K and subsequently filed quarterly reports on Form 10-Q and
current reports on Form 8-K, which are available, free of charge,
at the SEC’s website at www.sec.gov., and in the registration
statement on Form S-4 and FNTE’s proxy statement/prospectus. New
risks and uncertainties arise from time to time, and it is
impossible for us to predict these events or how they may affect
us. You are cautioned not to place undue reliance upon any
forward-looking statements, which speak only as of the date made,
and FNTE and Intermex undertake no obligation to update or revise
the forward-looking statements, whether as a result of new
information, future events or otherwise.
Additional Information about the Merger and Where to Find
It
In connection with the proposed merger, FNTE has filed with the
SEC a proxy statement/prospectus (which is included in a
registration statement on Form S-4 ). FNTE will mail a definitive
proxy statement/prospectus to its stockholders in connection with
FNTE’s solicitation of proxies for the special meeting of FNTE
stockholders to be held to approve the merger and related
transactions. This press release does not contain all the
information that should be considered concerning the merger. It is
not intended to provide the basis for any investment decision or
any other decision with respect to the proposed merger. FNTE
stockholders and other interested persons are advised to read the
proxy statement/prospectus as it contains important information
about Intermex, FNTE and the proposed merger. The definitive proxy
statement/prospectus will be mailed to stockholders of FNTE as of
the Record Date. Stockholders can also obtain copies of the proxy
statement/prospectus and other documents filed with the SEC
incorporated by reference in the proxy statement/prospectus,
without charge, at the SEC’s Internet site at http://www.sec.gov,
or by directing a request to: FinTech Acquisition Corp. II, 2929
Arch Street, Suite 1703, Philadelphia, Pennsylvania, 19104,
attention: James J. McEntee, III, telephone 212.735.1498.
Participants in the Solicitation
FinTech Acquisition Corp. II and its directors and officers may
be deemed participants in the solicitation of proxies to FNTE’s
stockholders with respect to the transaction. Information regarding
FNTE’s directors and officers is available in FNTE’s Annual Report
on Form 10-K for the fiscal year ended December 31, 2017, which has
been filed with the SEC. Additional information is also contained
in FNTE’s definitive proxy statement/prospectus relating to the
proposed merger.
Disclaimer
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there by
any sale of securities in any jurisdiction in which the offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20180626005538/en/
For FinTech Acquisition Corp. IIBradley Pitts, 305-671-8059SVP
Marketing and Communicationsbpitts@intermexusa.com
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