BRISBANE: EML Payments Limited has entered into a binding agreement to acquire PFS for an upfront enterprise value of £226 million (A$423 million) plus an earn-out component of up to £55 million (A$103 million).

The acquisition and transaction costs of the acquisition will be funded by a combination of a fully underwritten accelerated, pro-rata, non-renounceable entitlement offer to raise approximately A$183 million and a fully underwritten placement to new and existing institutional shareholders to raise approximately A$67 million; new fully underwritten multicurrency A$175 million debt facility of which A$130 million will be drawn; and scrip consideration to PFS’ continuing management shareholders of approximately A$77 million at the offer price.

PFS was founded in 2008 primarily as a reseller of pre-paid cards and has since evolved into a leading provider of white label payments and banking-as-a -service technology with a pan-European footprint.

EML Managing Director and Group Chief Executive Officer, Tom Cregan said: “The acquisition of PFS continues to consolidate EML’s market position as one of the largest FinTech enablers in digital banking and prepaid globally.”

“PFS is highly complementary to EML’s existing solutions suite and adds digital banking and multi-currency offerings to our existing suite, while expanding our global market footprint and ability to cross-sell PFS’s solutions.”

The acquisition is expected to complete in early 2020. £11.5 million (A$21.5 million) of the acquisition cash consideration will be held in escrow for 12 months following completion of the acquisition for claims made under the acquisition agreement.