Fiserv, Inc.
Jun 13, 2017
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Fiserv Announces Firm Offer to Acquire Monitise plc

Acquisition expands digital technology suite to further enable financial institutions to provide innovative experiences and meet evolving expectations

BROOKFIELD, Wis.--(BUSINESS WIRE)-- Fiserv, Inc. (NASDAQ: FISV), a leading global provider of financial services technology solutions, announced today it has reached agreement on the terms of a recommended cash offer to acquire Monitise plc (LSE: MONI). The acquisition is expected to accelerate the Fiserv digital strategy and the development of a next-generation digital banking platform for leading financial institutions worldwide.

The offer to acquire is at 2.90 pence per share and values the entire issued and to be issued ordinary share capital of Monitise at approximately £70 million. The transaction, which is subject to certain conditions including Monitise shareholder approval, is anticipated to close in the third quarter of 2017.

The Monitise portfolio of digital solutions helps some of the world's most trusted financial institutions design, build, run and deliver innovative digital banking experiences. Through this acquisition, Fiserv will expand its suite of technologies that enable financial institutions to meet rapidly evolving consumer expectations for financial services. Monitise technology includes FINkit®, a comprehensive cloud native solution built specifically for financial institutions that want to accelerate the delivery of their digital strategies. It is designed with a micro-services architecture enabling clients to maximize innovation and speed to market.

"Monitise has been a global pioneer and innovator in digital banking for more than a decade," said Jeffery Yabuki, President and Chief Executive Officer, Fiserv. "Combining its talented associates and advanced technologies with leading digital solutions from Fiserv will expand our clients' ability to provide differentiated experiences to their customers."

FINkit is expected to accelerate the integration of existing online and mobile banking capabilities, and user experiences, into a newly enhanced digital platform resulting in improved speed to market of new features, while targeting a lower total cost of ownership.

"We are proud of the talented people and innovative technology solutions across the Monitise businesses," said Lee Cameron, Chief Executive Officer, Monitise. "Fiserv is well-positioned to carry this business forward given its strength in digital banking and extensive client network. Following the completion of this transaction, we are confident that Monitise clients will be served well by Fiserv and its long-standing commitment to creating value for its clients."

Cautionary Statement Regarding Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to assumptions, risks and uncertainties that may cause actual results to differ materially from those contemplated by such forward-looking statements. The factors that may adversely impact the anticipated outcomes include, among others: the occurrence of any event, change or other circumstances that results in or could result in the conditions to the acquisition not being satisfied (whether or not such event, change or other circumstance also results in the acquisition not completing); as well as additional factors, such as the possibility that the parties may be unable to achieve expected results of the merger within the expected time-frames or at all; integration may be more difficult, time-consuming or costly than expected; the retention of certain key employees; legislative and regulatory actions; changes in client demand for the company's products or services; the impact of the company's strategic initiatives; and other factors included in the company's filings with the SEC, including its Annual Report on Form 10-K for the year ended December 31, 2016. You should consider these factors carefully in evaluating forward-looking statements, and are cautioned not to place undue reliance on such statements. Fiserv assumes no obligation to update any forward-looking statements, which speak only as of the date of this press release.

This announcement is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of any offer to purchase, subscribe for or otherwise acquire, sell or otherwise dispose of any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the proposed transaction mentioned or otherwise. In particular, the acquisition is subject to the conditions and certain further terms that are set out in the formal announcement of a recommended cash offer for Monitise dated June 13, 2017, which has been made in accordance with rule 2.7 of the UK Takeover Code and the full text of which is available at www.fiserv.com/offer_for_monitise_plc and to the full terms and conditions which will be set out in the scheme of arrangement document to be dispatched to (among others) Monitise shareholders containing the terms and conditions of the proposed scheme of arrangement under part 26 of the Companies Act 2006 to effect the acquisition.

About Fiserv

Fiserv, Inc. (NASDAQ: FISV) enables clients worldwide to create and deliver financial services experiences that are in step with the way people live and work today. For more than 30 years, Fiserv has been a trusted leader in financial services technology, helping clients achieve best-in-class results by driving quality and innovation in payments, processing services, risk and compliance, customer and channel management, and insights and optimization. Fiserv is a member of the FORTUNE® 500 and has been named among the FORTUNE Magazine World's Most Admired Companies® for four consecutive years, ranking first in its category for innovation in 2016 and 2017. For more information, visit fiserv.com.

About Monitise

Monitise plc (LSE: MONI) is a specialist in financial services technology focused on accelerating the digital transformation of banks and financial institutions. Monitise FINkit® platform and associated capabilities builds upon over a decade of experience in delivering digital services to banks and financial services partners. Whether it is augmenting legacy systems with minimal impact on those systems, a greenfield project, or strategic digital transformation, FINkit® delivers innovation at speed, safely and securely. Find out more at www.monitise.com.

FISV-I

Media Relations:
Britt Zarling
Vice President
Corporate Communications
Fiserv, Inc.
+1-414-526-3107
britt.zarling@fiserv.com

Investor Relations:
Paul Seamon
Vice President
Investor Relations
Fiserv, Inc.
+1-262-879-5727
paul.seamon@fiserv.com

Source: Fiserv, Inc.

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