Blank check company FinTech Acquisition Corp II has agreed to acquire Intermex, a money transfer services company, for a consideration of approximately $260 million. The seller is Stella Point Capital. The deal is expected to close in the second quarter of 2018. JMP Securities is serving as financial adviser to FinTech.
Miami, FL, December 19, 2017 — Intermex Holdings II, Inc., the parent company of Intermex® Wire Transfer, LLC, a technology enabled wire transfer and financial processing solutions provider, and FinTech Acquisition Corp. II (NASDAQ: FNTE) (“FinTech”), announced today that they have entered into a definitive merger agreement with Intermex’s owner, Stella Point Capital, LP (Stella Point Capital), whereby FNTE will acquire Intermex and will be renamed Intermex Wire Transfer, Inc. The merged company is expected to continue to be listed on the Nasdaq Stock Market. Post transaction, Robert (Bob) Lisy, President, Chairman and Chief Executive Officer and the rest of the existing Intermex management team will continue to lead the company.
Betsy Z. Cohen, Chairman of the Board of Directors of FinTech, said, “We are delighted to partner with Bob Lisy, Chairman and CEO, and his team at Intermex, a leading provider of money transfer services to the Latin America corridor. Since 2013, Bob has driven both growth and profitability, with transaction volume having increased more than 2.5x, and EBITDA experiencing a compound annual growth rate of almost 40%. Intermex is an omnichannel operation whose proprietary technology assures the highest quality of service. The continued expansion of online services, loyalty cards and scalable proprietary processing capacity will drive continued revenue growth and margin expansion. The transformation of this private company will reduce its cost of capital, create a currency for acquisitions, and increase visibility with customers and agents.”
Bob Lisy, President, Chairman, and Chief Executive Officer of Intermex commented, “We are excited to be partnering with FinTech in a transaction that provides an efficient path for a successful transformation to a public company. Intermex has developed a unique and differentiated approach to the wire transfer services market that has resulted in significant and sustained market share gains and excess growth relative to industry peers. Our new capital structure will support our opportunistic growth strategy and our development of new products and technology, which will help scale the business.”
“We want to congratulate Bob Lisy, Randy Nilsen and the rest of the Intermex management team on the achievement of tremendous growth in excess of the market as Intermex has expanded its money remittance services beyond the Southeastern U.S. and into Western and Northern U.S. geographies, including states where there is significant demand for Latin American money transfers,” said Adam Godfrey and Justin Wender, Managing Partners of Stella Point. “We believe that Intermex’s evolution to a public company is a natural next step that will provide significant additional flexibility to capitalize on the numerous growth opportunities available to the company in the years to come.”
The existing members of the Intermex Board of Directors will become directors of the combined company. The Board of Directors will be augmented by the addition of former Deloitte & Touche LLP partner Mike Purcell, a financial expert as defined under the applicable NASDAQ and SEC rules, and Kurt Holstein, President of Azoic Ventures, Inc. Adam Godfrey, Stella Point Capital Managing Partner, Justin Wender, Stella Point Capital Managing Partner, Robert Jahn, Stella Point Capital Managing Director, Stephen Paul, Laurel Crown Partners, LLC’s Managing Principal, and John Rincon, who founded Intermex in 1994, will continue to serve on the Board of Directors.
Additionally, FNTE has the right to appoint one independent board observer.
· Intermex operates with both an online and retail presence which includes a sending agent network of more than 5,000 origination points and 33 Company Owned stores throughout the United States.
· Organic revenues and Adjusted EBITDA compounded annual growth rates (CAGR) of 32% and 35%, respectively, from 2015 to 2017P.
· Within its core markets of Mexico and Guatemala, Intermex has consistently exceeded the market rate of growth and continues to gain meaningful market share while continuing to expand per transaction margins to Mexico.
· Systematic and efficient sales strategy that prioritizes agent productivity has resulted in a 12% CAGR of the average number of wires sent per agent between 2011 and 2017P, an approximate 2 times lift in agent productivity in that same time period.
· Industry leading customer loyalty program drives more engaged and loyal customers when compared to non-enrolled customers.
· Highly scalable and industry leading technology platform results in repeat sender transactions being completed in half the time of most competitors and a 99.95% historical uptime.
· Highly complex and rigorous compliance process with real-time Anti-money Laundering (AML) and Office of Foreign Asset Control (OFAC) screening.
Additional information about Intermex’s operations can be found at www.intermexonline.com. In addition, information about Intermex’s operations and financial performance is contained in the investor presentation (the “Investor Presentation”) furnished today by FNTE via a Current Report on Form 8-K (the “Form 8-K”) with the Securities and Exchange Commission (the “SEC”), which can be viewed at the SEC website at www.sec.gov.
Summary of Merger
FNTE will acquire Intermex for aggregate consideration of approximately $260 million comprised of approximately $99 million in cash and approximately $161 million in FNTE common stock. FNTE will also repay approximately $20 million in debt outstanding under Intermex‘s existing credit facility in connection with the merger.
The merger is expected to close in the second quarter of 2018, pending Money Transfer License Approvals, FNTE stockholder approval and other customary closing conditions. Additional information about the merger can be found in the Form 8-K. Interested parties should visit the SEC website at www.sec.gov.
The description of the transaction contained herein is only a summary and is qualified in its entirety by reference to the merger agreement, a copy of which was filed by FNTE with the SEC as an exhibit to the Form 8-K.
Cantor Fitzgerald & Co, JMP Securities and Northland Securities, Inc. are acting as Capital Markets Advisors to FTNE; JMP Securities is also acting as Financial Advisor to FNTE; and Ledgewood is acting as legal counsel to FNTE. Fried, Frank, Harris, Shriver & Jacobson, LLP is acting as legal counsel to Intermex in this transaction. Brenner Kaprosy Mitchell, LLP is acting as legal counsel to Intermex’s management in this transaction.
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 $4,200,000. FNTE’s securities are quoted on the NASDAQ Stock Market under the ticker symbols FNTE, FNTEW and FNTEU.
About Stella Point Capital
Stella Point Capital is a New York-based private equity firm focused on industrial, consumer, and business services investments. Founded 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 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.