AUS
NZ
UK
CA
USA
IND
Highlights:
- Givex Corp. completes acquisition by Shift4 Payments, effective November 8, 2024.
- Shareholders receive $1.50 per share in cash as part of the arrangement.
- Givex common shares to be delisted from TSX on November 11, 2024.
Givex Corp., (TSX:GIVX), a leading provider of integrated payment solutions and business management tools, has successfully completed its previously-announced plan of arrangement under Section 182 of the Business Corporations Act (Ontario). The transaction, which took effect at 12:01 a.m. (Toronto Time) on November 8, 2024, marks the culmination of Givex’s merger with 1000986880 Ontario Inc., an indirect subsidiary of Shift4 Payments, Inc.
As part of the agreement, Givex shareholders received a cash payment of $1.50 per share for each common share held immediately prior to the effective time of the arrangement. In addition, all in-the-money options and warrants of Givex were cancelled, with holders receiving an in-the-money cash payment. The deal also marks the end of Givex's status as a publicly traded company on the Toronto Stock Exchange (TSX).
Under the terms of the arrangement, Givex’s common shareholders received $1.50 per share in cash, providing an immediate and tangible return for investors. The deal was structured in a way that also addressed outstanding stock options and warrants, with holders receiving cash compensation equivalent to the intrinsic value of these securities.
Following the completion of the transaction, Givex’s shares are expected to be delisted from the TSX on or about November 11, 2024. Additionally, Givex has applied to cease being a reporting issuer under Canadian securities laws, further signaling the completion of its transition to a privately-held entity under Shift4 Payments.
Registered shareholders of Givex are reminded that in order to receive the cash consideration for their common shares, they must submit a completed and signed letter of transmittal to Odyssey Trust Company, the appointed depositary. This form must be accompanied by the shareholder’s certificate(s) or DRS advice(s) representing their shares. Registered shareholders can contact Odyssey Trust Company at 1-888-290-1175 or visit the official website for further instructions.
For non-registered shareholders—those who hold shares through a broker or other intermediary—their consideration will be directly deposited into their brokerage accounts. These shareholders should reach out to their brokers for any questions regarding the process.
The acquisition by Shift4 Payments, a leading player in the payments technology sector, aligns with the company’s broader strategy to expand its capabilities in the payment processing and business management sectors. With the integration of Givex’s suite of services, Shift4 is set to enhance its offerings to customers, particularly in the areas of gift cards, loyalty programs, and digital payment solutions.
This acquisition underscores Shift4’s commitment to growing its presence in the global payments market and diversifying its technology solutions. The transaction also provides an opportunity for Givex’s existing customers to benefit from the broader capabilities of Shift4, which is known for its innovations in payment technology and software solutions.
