SafeCharge (AIM: SCH), the international provider of payments services, risk management and IT solutions for online businesses, today announces the acquisition of 3V Transaction Services Limited (“3V”).
The Company has entered definitive agreements to acquire 100% of the issued share capital of 3V, for a consideration of €14.5 million of which €11.6 million is payable on completion with the balance payable over three years (the "Acquisition"). The Acquisition is expected to complete in January 2015.
The Acquisition is strategically significant in that 3V will become the foundation of SafeCharge’s card issuing activities through its new Issuing Division, accelerating the Group’s entry into this rapidly growing sector.
Commenting on the Acquisition, David Avgi, SafeCharge’s Chief Executive, said: “The acquisition marks a further milestone in the execution of SafeCharge's strategic plan to enter new product verticals and deliver innovative payment technologies. 3V enables us to gain fast-track entry into the rapidly expanding prepaid card issuance vertical and will provide the foundation of what will become a significant new division within SafeCharge.”
Kieron Guilfoyle, 3V’s Chief Executive, said: "We are pleased that SafeCharge has selected our technology and talented team in order to deliver solutions to its extensive network of merchants and channels. We are committed to the success of this acquisition and look forward to collaborating with the SafeCharge team.”
Established in 2004, 3V is a leading technology provider which specialises in tools for the effective issuing, processing and management of pre-paid card programmes. The company has developed proprietary systems that support both physical card programmes and rapidly deployable mobile based open loop Virtual Cards, Gift Cards, and Virtual Vouchers for card not present transactions.
3V’s issuing technologies have been deployed in numerous countries, including Canada, Finland, Germany, Ireland, the Netherlands, Spain and the UK. It has managed industry leading and highly successful pre-paid programmes for customers such as Visa Europe and mobile network operators O2/Telefonica, Orange and DNA. These programmes include a virtual ticketing solution built for the 2012 Olympics for Visa Europe, O2 Money in Ireland, Orange Cash in Spain and gift cards which can be found in leading UK supermarkets.
In addition to its issuing products, the company has developed proprietary acquiring systems and technologies to enable merchants to accept cash online in a rapid and cost effective manner. These acquiring technologies use well-established settlement systems via a network of 70,000 retail stores and partners. The company’s technologies are PCI Level 1 approved and it expects to be awarded Electronic Money Institution status by the Central Bank of Ireland in 2015.
The business is based in Dublin, Ireland and employs approximately 56 staff. For the financial year to 31 December 2013 3V, which has not historically capitalised its development expenses, generated revenues of €2.9 million and a net loss of €3.2 million with net assets of €2.6 million.
The business is being acquired on a debt free basis, the consideration will be financed from the Group’s existing cash resources.
Rationale for Acquisition:
- 3V will be the foundation of SafeCharge’s new Issuing Services division. The acquisition will accelerate the Group’s entry into pre-paid card issuance, gift cards, vouchers and mobile payments and allow the Group to retain full control over the operations of this new business vertical
- Pre-paid cards are one of the fastest growing payment types in Europe, with market growth estimated at around 21% per annum
- 3V expands SafeCharge’s B2B product offering, adding a world-leading card issuance platform and alternate acquiring solutions. The company has strong reference accounts and a robust and live platform which is proven to be scalable with live projects in multiple countries around the world
- The Acquisition helps to expand the Group’s regulatory footprint
- 3V enables SafeCharge to leverage its Issuing status with MasterCard, digital wallet and the PAY.com brand
- The Acquisition enables cross-selling opportunities in multiple countries
The newly created Issuing Division is expected to be operationally profitable at an EBITDA level in its first year of operation.