Apollo and Hudson Executive to buy Cardtronics for $35 per share

Apollo Global Management Inc and Hudson Executive Capital LP have agreed to acquire Cardtronics plc, an ATM owner and operator, for $35 per share in cash.

Apollo Global Management Inc and Hudson Executive Capital LP have agreed to acquire Cardtronics plc, an ATM owner and operator, for $35 per share in cash. Goldman Sachs is serving as financial advisor to Cardtronics while RBC Capital Markets, Barclays Bank PLC, Mizuho Bank Ltd. and Deutsche Bank AG are acting as financial advisors to Apollo and Hudson Executive.

PRESS RELEASE

HOUSTON and NEW YORK, December 15, 2020 — Cardtronics plc (Nasdaq: CATM) (“Cardtronics” or the “Company”), the world’s largest ATM owner/operator, today announced that it has entered into a definitive agreement with funds (the “Apollo Funds”) managed by affiliates of Apollo Global Management, Inc. (NYSE: APO) (together with its consolidated subsidiaries, “Apollo”) and Hudson Executive Capital LP (“Hudson Executive”) to be acquired for $35.00 per share in cash.

The $35.00 per share transaction price represents a 60% premium to Cardtronics’ volume-weighted average share price over the 30 trading days prior to December 8, 2020 and a 35% premium to its closing share price on December 8, 2020, the day prior to the announcement of Hudson Executive’s disclosure of its joint proposal with the Apollo Funds to acquire the Company. The transaction price indicates an enterprise value of $2.3 billion, including net debt.

“This announcement represents an exciting milestone for Cardtronics and is a testament to the strength and value of our company and the talented team we have in place,” said Ed West, CEO of Cardtronics. “Our Board of Directors regularly evaluates all opportunities that have the potential to maximize value for shareholders. Following a comprehensive process and review of alternatives, which included discussions with strategic buyers and financial sponsors, the Board determined that this transaction is in the best interest of the Company and our shareholders.”

Continued Mr. West, “As a private company, supported by Apollo and Hudson Executive, we will have increased flexibility and resources to further invest in our business to accelerate growth and innovation. We look forward to leveraging Apollo and Hudson Executive’s deep knowledge and experience investing in and growing companies like ours, as we drive value for our partners, employees, and other stakeholders.”

“Cardtronics is uniquely positioned within the increasingly complex, global payments ecosystem,” said Apollo Partner Robert Kalsow-Ramos. “Looking ahead, we see tremendous opportunity to accelerate growth through investment in the Company’s network, capabilities and people. We are excited to work closely with Ed and the broader team on this next phase of growth and are committed to delivering best-in-class service and innovative new products for Cardtronics’ valued partners.”

“Cardtronics sits in the critical nexus between the cash and digital economies. Its broad trusted network of products and solutions provides significant value to financial institutions, leading retailers and its rapidly growing group of fintech partners,” said Douglas L. Braunstein, Managing Partner and Founder of Hudson Executive Capital LP. “Together with our partners at Apollo, we are excited about the Company’s fundamental strengths and the continued value it can deliver to all stakeholders, and I look forward to continue working with the Cardtronics team.”

Transaction Details
The transaction is not subject to a financing condition and is expected to close in the first half of calendar year 2021. The transaction is subject to the satisfaction of customary closing conditions, including approval by Cardtronics shareholders and receipt of regulatory approvals. Upon completion of the transaction, Cardtronics will become a privately held company and Cardtronics’ common shares will no longer be listed on any public market.

Given his role as Founder & Managing Partner of Hudson Executive, Mr. Braunstein recused himself from the Cardtronics Board of Director discussions regarding the transaction. The other directors of the Board unanimously approved the terms of the transaction and recommend that Cardtronics shareholders vote in favor of the transaction.

Advisors
Goldman Sachs & Co. LLC is serving as financial advisor to Cardtronics, and Weil, Gotshal & Manges LLP and Ashurst LLP are serving as legal counsel.

RBC Capital Markets, Barclays Bank PLC, Mizuho Bank, Ltd. and Deutsche Bank AG are acting as financial advisors to Apollo and Hudson Executive.

Paul, Weiss, Rifkind, Wharton & Garrison LLP and Cadwalader, Wickersham & Taft LLP are acting as legal advisors to Apollo and Hudson Executive, respectively.

About Cardtronics (Nasdaq: CATM)
Cardtronics is the trusted leader in financial self-service, enabling cash transactions at over 285,000 ATMs across 10 countries in North America, Europe, Asia-Pacific, and Africa. Leveraging our unmatched scale, expertise and innovation, top-tier merchants and businesses of all sizes use our ATM solutions to drive growth, in-store traffic, and retail transactions. Financial services providers rely on Cardtronics to deliver superior service at their own ATMs, on Cardtronics ATMs where they place their brand, and through Cardtronics’ Allpoint Network, the world’s largest retail based surcharge-free ATM network, with over 55,000 locations. As champions of cash, Cardtronics converts digital currency into physical cash, driving payments choice for businesses and consumers alike. Learn more about Cardtronics by visiting www.cardtronics.com, and by following us on LinkedIn and Twitter.

About Apollo
Apollo is a leading global alternative investment manager with offices in New York, Los Angeles, San Diego, Houston, Bethesda, London, Frankfurt, Madrid, Luxembourg, Mumbai, Delhi, Singapore, Hong Kong, Shanghai and Tokyo. Apollo had assets under management of approximately $433 billion as of September 30, 2020 in credit, private equity and real assets funds invested across a core group of nine industries where Apollo has considerable knowledge and resources. For more information about Apollo, please visit www.apollo.com.

About Hudson Executive Capital LP
Hudson Executive Capital (“HEC”) is a New York City-based value-oriented investor focused on engaging with US small and mid-cap public companies with identified and actionable opportunities to create outsized returns. Seasoned operating executives Douglas Braunstein and Douglas Bergeron lead an experienced investment team to help companies catalyze value and drive returns. A group of 30+ current and former public company CEOs are LPs in the fund and support all aspects of the investment model, including idea generation, investment due diligence, and execution. For more information about HEC, please visit www.hudsonexecutive.com.