CALGARY, AB--(Marketwired - December 02, 2016) - DirectCash Payments Inc. (TSX: DCI) ("DirectCash" or the "Company") is pleased to announce that at the special meeting (the "Meeting") held earlier today, the shareholders of DirectCash ("Shareholders") passed a special resolution (the "Arrangement Resolution") approving the proposed transaction whereby Cardtronics Holdings Limited ("Cardtronics"), through 1999162 Alberta ULC, an indirect, wholly-owned subsidiary of Cardtronics, will acquire all of the issued and outstanding common shares of DirectCash ("Common Share") for cash consideration of $19.00 per Common Share (the "Arrangement").
Approximately 99.8% of Shareholders represented in person or by proxy at the Meeting voted in favour of the Arrangement Resolution and approximately 99.7% of Shareholders represented in person or by proxy at the Meeting after excluding the votes attached to common shares of DirectCash held by persons whose votes may not be included in determining minority approval of a business combination pursuant to the Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions voted in favour of the Arrangement Resolution.
The Company is scheduled to seek a final order from the Court of Queen's Bench of Alberta approving the Arrangement (the "Final Order") on December 7, 2016.
Subject to the satisfaction or waiver all conditions precedent to the Arrangement, including obtaining the Final Order, the Arrangement is anticipated to be completed in January 2017.
DirectCash is one of the largest branded ATM providers in Canada and Australia, and the third largest branded ATM provider in the United Kingdom. DirectCash is one of the leading providers of credit union and other financial institution processing and outsourcing, branded non-financial institution debit terminals and prepaid card products in Canada. DirectCash also offers ATM services in Mexico and New Zealand.
Additional information about DirectCash is available on SEDAR at www.sedar.com and on the website of DirectCash at www.directcash.net.
This press release contains certain statements and information that constitute "forward-looking statements" or "forward-looking information" (collectively "forward-looking statements") within the meaning of applicable Canadian securities legislation. Forward-looking statements are typically identified by words such as "anticipate", "continue", "estimate", "expect", "forecast", "may", "will", "project", "could", "plan", "intend", "should", "believe", "outlook", "potential", "target" and similar words suggesting future events or future performance. In particular, this press release contains, without limitation, forward-looking statements pertaining to the completion of the Arrangement, including the expected timing thereof.
Although DirectCash believes that the expectations reflected in the forward-looking statements contained in this press release are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this press release, as there can be no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause DirectCash's actual performance and financial results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties are described under "Risk Factors" in the management information circular dated October 27, 2016 and DirectCash's most recently filed annual information form. Readers are cautioned that such risk factors should not be construed as exhaustive.
The forward-looking statements contained in this press release are made as of the date hereof. Except as expressly required by applicable securities laws, DirectCash does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.