Centerbridge, Computer Services, Inc. and Bridgeport | August 23, 2022
Computer Services, Inc., a leading provider of end-to-end fintech and regtech solutions, announced today it has entered into a definitive agreement to be acquired by Centerbridge Partners, L.P. (Centerbridge), a global, multi-strategy private investment firm with deep experience investing in financial services and technology, and Bridgeport Partners (Bridgeport), a private investment firm with a long-term, value-oriented approach, in an all-cash transaction valued at approximately $1.6 billion, or $58.00 per share. The transaction follows a robust strategic review process and was unanimously approved by CSI’s board of directors.
Under the terms of the agreement, CSI shareholders will receive $58.00 per share in cash upon the closing of the transaction, which is expected to occur in the fourth quarter of calendar year 2022, subject to customary closing conditions, including CSI shareholder approval and regulatory review. The per-share purchase price represents a 53% premium to CSI’s closing stock price on Aug. 19, 2022, the last full trading day before the agreement was announced, and a premium of 54.4% over CSI’s 30-day volume-weighted average share price.
“After a thorough strategic review, the CSI board of directors is very pleased to announce this transaction and believes it is in the best interests of our shareholders, Upon completion of the transaction, CSI intends to continue operating under the leadership of CEO David Culbertson and the CSI leadership team, with its headquarters expected to remain in Paducah, Kentucky.”
-Steve Powless, CSI’s Chairman of the Board
Further, in connection with the transaction, all members of the CSI board of directors and Founder and Chairman Emeritus John A. Williams have entered into a voting and support agreement to vote in favor of the transaction. Mr. Williams commented, “Having formed CSI nearly six decades ago, I am pleased to support this transaction as it will provide shareholders with immediate cash at a compelling value premium. In addition, I believe that our customers, employees and communities can rest assured that—based on their history—current management, Centerbridge and Bridgeport will continue CSI’s legacy.”
CSI’s long history of delivering end-to-end, market-leading solutions includes serving nearly 2,600 customers in the U.S. and in 30 other countries while pioneering innovative technology advancements.
For more than 57 years, CSI has been known as a leader in innovation and customer service. Centerbridge and Bridgeport have deep experience in technology and financial services as owners and operators. Working together after the closing, CSI intends to execute our strategic plans to expand and diversify our product offerings, transform our technology to leverage the scale and resiliency of the public cloud, and deploy optimized fintech and regtech solutions through our open banking and banking-as-a-service initiatives,” said David Culbertson, CSI’s President and CEO.
In working with Centerbridge and Bridgeport, CSI plans to carry on its tradition of excellence and continue to invest in its product roadmap to bring more solutions to market faster.
Supporting high-quality companies is central to our strategy at Centerbridge, and we have a deep track record of doing so in both financial services and technology. We are excited to work with CSI, as we share a like-minded commitment to innovation for customers and satisfaction for employees, CSI has a long, distinguished history in Paducah, Kentucky, as well as other local communities across the nation. We plan to continue our commitment and investment in these communities to further foster the CSI legacy,said Jared Hendricks, Senior Managing Director at Centerbridge and Ben Jaffe, Managing Director at Centerbridge.
Centerbridge and Bridgeport bring years of experience driving growth and value for businesses across a variety of industries.
I am pleased to have this opportunity to partner with Centerbridge on the acquisition of CSI, a company that I have followed closely for decades and have respected as a real leader in financial services and technology, CSI has always been known for its commitment to its customers, employees, partners and the communities it serves—a reputation that Centerbridge and Bridgeport are committed to maintaining while we work together with David and his team to implement the company’s growth initiatives,said Frank Martire, Bridgeport’s Founder.
Closing of the transaction is subject to customary conditions, including approval by CSI’s shareholders and the receipt of regulatory approvals. Upon completion of the transaction, CSI will become a privately held company, and its common stock will no longer be listed on any public market.
Raymond James & Associates, Inc. and Moelis & Company LLC are acting as co-financial advisors to CSI, and Nelson Mullins Riley & Scarborough LLP is acting as its legal counsel. Goldman Sachs & Co. LLC and Jefferies LLC are acting as financial advisors to Centerbridge and Bridgeport. Kirkland & Ellis LLP is serving as legal counsel to Centerbridge. Aviditi Financial, LLC is serving as a capital markets advisor to Bridgeport. Weil, Gotshal and Manges LLP is serving as legal counsel to Bridgeport.
About the Proposed Transaction
A copy of the merger agreement and a presentation related to the proposed transaction will be posted on the Investor Relations section of CSI’s website at https://www.csiweb.com/who-we-are/investor-relations. The description of the merger agreement in this press release does not purport to be complete and is qualified in its entirety by reference to the full text of the merger agreement.
Computer Services, Inc. (CSI) delivers core processing, digital banking, managed cybersecurity, cybersecurity compliance, payments processing, print and electronic document distribution, and regulatory compliance solutions to financial institutions and corporate customers, both foreign and domestic. Management believes exceptional service, dynamic solutions and superior results are the foundation of CSI’s reputation and have resulted in the company’s inclusion in such top industry-wide rankings as IDC Financial Insights FinTech 100, Talkin’ Cloud 100 and MSPmentor Top 501 Global Managed Service Providers lists. CSI has also been recognized by Aite-Novarica Group, a leading industry research firm, as providing the “best user experience” in its AIM Evaluation: The Leading Providers of U.S. Core Banking Systems.
Centerbridge Partners, L.P. is a private investment management firm employing a flexible approach across investment disciplines—private equity, private credit and real estate—in an effort to develop the most attractive opportunities for our investors. The firm was founded in 2005 and, as of June 30, 2022, has approximately $34 billion in capital under management with offices in New York and London. Centerbridge is dedicated to partnering with world-class management teams across targeted industry sectors and geographies.
Bridgeport Partners is a private investment firm with a long-term, value-oriented approach to investing. Bridgeport invests proprietary capital and partners with strategic sources of capital with a long-term orientation to support management teams and companies through industry and economic cycles. The firm, founded by Frank Martire, is led by seasoned operators and investors with decades of experience successfully building and leading companies in the public and private markets.
TIFIN and ETFMG | August 19, 2022
TIFIN, a fintech platform using artificial intelligence (AI) and investment-driven personalization to shape the future of investor experiences, today announced a new fund marketing and distribution partnership with ETF Managers Group. ETFMG is a thematic ETF issuer founded in 2014 with a vision of developing innovative thematic exchange-traded funds (ETFs) that provide investors unique exposure to new and emerging markets. This adds to TIFIN's embed investment partnerships which now has over 40 leading investment managers sponsoring 90+ funds across their ecosystem.
"TIFIN, including through its Magnifi marketplace, is undeniably innovating through its proprietary technology, to make it easier for investors to search for themes and identify the investment opportunities that matter to them, The ETF world offers thousands of choices, making it a challenge for investors to navigate. Simply said, Magnifi helps investors make smarter decisions and we are thrilled to be partnering with TIFIN in support of this common goal."
-Sam Masucci, CEO and Founder of ETFMG
This new partnership will see ETFMG promoting a series of thematic ETFs across Cannabis, Travel, Cybersecurity, and Precious Metal themes within TIFIN's Magnifi Investment Marketplace to over 140k registered users. Each fund will be placed in a primary position to all search results that relate back to each of the thematic areas. Magnifi users conduct over 2.5 million investor queries per week as of August 2022. In addition, the two firms will work on a series of co-marketing initiatives to promote ETFMG to both active advisor and individual investor communities. This partnership builds on an existing relation between ETFMG and TIFIN, as their BDRY and BSEA ETFs are currently part of a thematic investment marketplace within the TIFIN Wealth platform used by over 1,000 Advisory Firms to match funds to client proposals based on insights from their financial planning, personality, and risk tolerance needs.
We are delighted to partner with Sam Masucci and the ETFMG team to bring their revolutionary thematic ETFs to the forefront of our Magnifi marketplace, This partnership will bring value to our user base by promoting these leading ETFs adjacent to the thematic intelligence and insights across Magnifi,said Jack Swift, President and CRO of TIFIN.
ETFMG is a provider of exchange-traded funds (ETFs), founded in 2014 with a vision of developing innovative thematic ETFs that provide investors unique exposure to new markets. Today, the ETFMG fund line up provides access to a diverse collection of global themes and is comprised of 75% first to market products. We turn portfolio management strategies into successful ETFs by partnering with market segment experts to bring long-term growth opportunities to investors. ETFMG funds are proof as to the power of the ETF wrapper and that thematic products can have a place in investors' portfolios.
TIFIN is an AI-powered fintech that leverages data science, investment intelligence, and technology to deliver engaging and personalized investor experiences. By connecting individuals to advice and investments, TIFIN bridges the gap between investors, their trusted intermediaries, and asset managers.
Founded in 2018 by Dr. Vinay Nair, a former Wharton Professor and successful entrepreneur, TIFIN was created to help make investing a powerful driver of financial well-being by eliminating frictions investors face.
TIFIN manages Magnifi, a search-powered marketplace for investments; TIFIN Wealth, a platform for advisors, wealth managers, and other intermediaries to deliver better individual outcomes; Financial Answers, a digital platform of investor communities; all powered through Distill, a central digital distribution and insights engine using TIFIN's data platform.
FIS | August 26, 2022
With real-time payments increasing, many countries must either modernize outdated payments infrastructure or build entirely new real-time payments networks to move money faster. In response, FIS® has launched its new central infrastructure payment solution, RealNet™ Central, to help central banks transform their markets to digital-first, real-time payment economies.
“The global economy has rapidly shifted toward digital-first mindsets and methods. While the idea of making payments in real-time may sound simple, the reality of delivering on that promise is enormously sophisticated, especially when doing so across borders, Our latest offering sets out to change that, bringing consumers, businesses, financial institutions and governments closer together in the payments ecosystem. The launch of this solution is the latest proof point of FIS’ commitment to invest in innovative technologies and solutions that advance how the world pays.”
- Aman Cheema, Head of Global Real-Time Payments and CBDCs at FIS
Currently, 72 percent of the world’s population has, or will soon have, access to instant payments, according to the 2022 Worldpay from FIS Global Payments Report. Many markets are also replacing or renovating their established real-time services, especially those that repurposed their corporate real-time gross settlement (RTGS) services to cater for instant payments, such as Brazil, United Kingdom, Japan, South Africa and Mexico. Similarly, India and the U.S. are introducing additional competing services that will sit alongside the established schemes.
As this shift occurs, RealNet™ Central will accelerate real-time payments adoption by connecting a country’s businesses, consumers, financial institutions and government entities to real-time networks, both domestically and internationally. FIS will also help central banks launch Central Bank Digital Currencies (CBDC). Through FIS’ CBDC Virtual Lab – created in collaboration with M10 Networks (M10) and its high-performance digital money platform – FIS will support countries’ efforts to integrate CBDCs into their economy.
The CBDC Virtual Lab allows central banks, commercial banks and other financial participants to experiment with and pilot core concepts of issuance, transfer, redemption, offline payments, programmable payments, retail, wholesale and cross-border payments. FIS’ CBDC Virtual Lab is enterprise-grade technology that supports over one million transactions per second at less than a second latency.
FIS has been shortlisted as a finalist on the G20 TechSprint 2022 CBDC challenge to build a prototype using the FIS Virtual Lab to demonstrate secure, resilient and effective CBDC issuance, redemption and transfer, whilst maintaining financial stability and integration with the existing payments landscape.
FIS is a leading provider of technology solutions for financial institutions and businesses of all sizes and across any industry globally. We enable the movement of commerce by unlocking the financial technology that powers the world’s economy. Our employees are dedicated to advancing the way the world pays, banks and invests through our trusted innovation, system performance and flexible architecture. We help our clients use technology in innovative ways to solve business-critical challenges and deliver superior experiences for their customers. Headquartered in Jacksonville, Florida, FIS is a member of the Fortune 500® and the Standard & Poor’s 500® Index.