DATATRONIX FINANCIAL SERVICES REACHES AGREEMENT IN PRINCIPLE TO BE ACQUIRED BY FISERV INC.
SAN DIEGO, March 1 /PRNewswire/ -- Datatronix Financial Services (OTC) and FIserv Inc. (NASDAQ: FISV) today announced that the two companies had reached an agreement in principle for the acquisition of Datatronix by FIserv in a tax-free merger. Shareholders of Datatronix would, in the transaction, receive FIserv common stock, valued using the average closing price of the FIserv stock for the 30 business days prior to a determination date occurring two days before the closing, with the Datatronix stock valued for purposes of the transaction based upon "1993 Projected Profit," as defined. The 1993 Projected Profit will be calculated based upon a formula using Datatronix's actual pre-tax profit for the three months ended March 31, 1993, adjusted by amounts based generally upon projected revenues, expenses, new business generated and transaction costs. This formula would value the Datatronix stock at from $27.50 per share based upon $1.0 million of 1993 Projected Profit to $35.00 per value based upon $2.1 million of 1993 Projected Profit. The resulting value will be reduced by certain transaction costs. If the 1993 Projected Profit falls below $1.0 million, the parties shall attempt to negotiate a value for the Datatronix stock without any assurance that any such transaction will occur. The proposed transaction is subject to a number of conditions including negotiation and execution of definitive agreements, applicable regulatory approvals and approval of the Datatronix shareholders. Established in 1982, with five check processing centers in California, Datatronix is the largest independent provider of such services in the state. The company handles check processing for more than 140 financial institutions. Datatronix reported 1992 net earnings of $32,000, or $.08 per share, on total revenue of $10.49 million. According to Datatronix President Michael G. Trefero, "I have always felt that an alignment with a major financial services provider would make sense for Datatronix. The strong product mix and quality of service provided by FIserv makes a perfect fit for Datatronix. Our customers and potential customers should be very pleased with this merger. This is good news for all parties involved. We will soon discuss specific plans and potential benefits with our customers and prospects." FIserv reported 1992 net earnings of $22,989,000 on total revenue of $332 million. This acquisition by FIserv is the latest in a series of acquisitions that have positioned the company as a leading provider of full-service data processing and check processing services. Most importantly, it firmly establishes FIserv in the California market where Datatronix holds substantial market position, awareness and reputation. "With the skilled people and technological resources we're gaining through Datatronix Financial Services, FIserv will continue to enhance its item processing capabilities for clients throughout the country, as well as within the California marketplace," said George D. Dalton, chairman and chief executive officer of FIserv Inc. "Item processing is a growing industry with rapidly changing technology, which also benefits from economies of scale gained when large volumes of items are processed. Backed by the national resources and processing volumes of FIserv, our clients gain a strategic business partner committed to providing cost-effective, technologically advanced item processing capabilities supported by the highest quality service available today." Datatronix Chairman James S. Brown added, "This is a very exciting time for us. Since Datatronix was spun off from BSD Bancorp and went public in 1990, we have grown significantly by offering a valuable service to our customers. Today we hold a substantial share of California's check processing market. Our current position will be considerably enhanced through the full scope of FIserv's resources and FIserv will certainly be rewarded with the strong market acceptance that Datatronix enjoys in California. This combination of resources will greatly benefit our customers, our employees and our shareholders." Datatronix currently has approximately 320 employees at its centers in San Diego, Costa Mesa, Glendale, Riverside and San Leandro. These centers are strategically located to service the major markets of both Southern and Northern California. With completion of the Datatronix acquisition, FIserv will process, on average, more than 47 million items per month. -0- 3/1/93 /CONTACT: Michael G. Trefero, president of Datatronix, 619-291-3282/ (FISV)
CO: Datatronix Financial Services; FIserv Inc. ST: California IN: FIN SU: TNM
JL-KJ -- SD005 -- 1667 03/01/93 18:10 EST
|Printer friendly Cite/link Email Feedback|
|Date:||Mar 1, 1993|
|Previous Article:||UNIVERSAL HEALTH REALTY INCOME TRUST ANNOUNCES DIVIDEND INCREASE|
|Next Article:||FIRST HAWAIIAN REACHES AGREEMENT TO SELL FOUR BRANCHES TO BANK USA|