SafeCharge International Group Ltd Nayax partnership update (3808S)
11 March 2019 - 6:00PM
UK Regulatory
TIDMSCH
RNS Number : 3808S
SafeCharge International Group Ltd
11 March 2019
SafeCharge International Group Limited
("SafeCharge", the "Company" and together with its subsidiaries,
the "Group")
Extension to Nayax acquiring agreement and
agreement to dispose of stake in Nayax
SafeCharge (AIM: SCH), a leading payments technology company,
announces that in light of the success of the partnership with
Nayax Ltd ('Nayax'), a leading global cashless payment solutions
provider for the unattended machine industry, on 17 January 2019
SafeCharge and Nayax agreed to extend the acquiring agreement
between Nayax and SafeCharge to the end of 2024.
In conjunction with the extension and under the terms of the
Agreement more fully described below, SafeCharge agreed with
Nayax's founding shareholders that they will, by the end of 2022,
buyback SafeCharge's shareholding in Nayax for a consideration
equal to SafeCharge's cumulative investment of US$24.5 million plus
9% interest per year, calculated from 15 Feb 2018 until payment is
received.
In December 2016, the Group made an initial US$6 million
investment in Nayax. This was in exchange for approximately 4% of
Nayax's issued share capital. At 31 December 2017, this initial
investment was valued at US$8.6 million, including an unrealised
gain of US$2.6 million that was recognised in other comprehensive
income in FY2017. In February 2018, the Company invested a further
US$18.5 million in Nayax, taking the total investment by SafeCharge
to US$24.5 million, representing approximately 11% of the issued
share capital of Nayax. At 31 December 2018, this cumulative
investment was valued at US$27.1 million.
The investments in Nayax by SafeCharge included the grant of a
put and call option between the parties to the investment such that
Yair Nechmad, Amir Nechmad and David Ben Avi, (together the "Nayax
Founding Shareholders") granted SafeCharge a put option to sell its
interest in Nayax and the Nayax Founding Shareholders were granted
a call option to purchase SafeCharge's interest in Nayax (the
"Agreement"), each exercisable from 15 Feb 2020 up to 36 months
post (the "Option Period"). The purchase price of the put option
would be at a value equal to the investment amount plus 9% interest
per year, and the purchase price of the call option would be at a
value of twice the investment amount. The Option Period to the
Agreement was varied on 17 January 2019 to enable SafeCharge to
exercise the put option thereof.
- Ends -
Enquiries
SafeCharge International Group
Limited
David Avgi, Chief Executive
Officer
Tsach Einav, Chief Financial
Officer
c/o FTI Consulting +44 (0) 20 3727 1725
Jean Beaubois, Head of Investor
Relations +44 (0) 7826 936619
Shore Capital
Mark Percy
Toby Gibbs +44 (0) 20 7408 4090
FTI Consulting
Matthew O'Keeffe
Elena Kalinskaya +44 (0) 20 3727 1725
About SafeCharge
SafeCharge International Group Limited (AIM: SCH) is the payment
service partner for the world's most demanding businesses.
SafeCharge provides global omni--channel payments services from
card acquiring and issuing to payment processing and checkout, all
underpinned by advanced risk management solutions. This fully
featured proprietary payment platform connects directly to all
major payment card schemes including Visa, MasterCard, American
Express and Union Pay as well as over 150 local payment methods.
With offices around the world, SafeCharge serves a diversified,
blue chip client base and is a trusted payment partner for
customers across a range of vertical markets. The Company has been
listed on the AIM market of the London Stock Exchange since
2014.
www.safecharge.com
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END
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