Canadian financial technology company Nuvei Corporation (TSX:NVEI) today secured shareholder approval for its proposed deal to be taken private by Advent International, LP
The buyer will acquire all of the issued and outstanding reduced voting shares and multiple voting shares of the company.
Shares not held by Philip Fayer, certain investment funds managed by Novacap Management Inc. and Caisse de dépôt et placement du Québec (CDPQ) will be acquired for a price of US$34.00 in cash per share.
Each of the Rollover Shareholders has agreed to sell all of its Shares to the Purchaser for consideration consisting of a combination of cash and shares in the capital stock of the Purchaser or an affiliate thereof. Upon completion of the Arrangement, Philip Fayer, Novacap and CDPQ are expected to own or exercise control or direction over, directly or indirectly, approximately 24%, 18% and 12%, respectively, of the common equity in the resulting private company.
The Settlement Resolution was approved by a vote by a vote of (i) at least two-thirds of the votes of the holders of Multiple Voting Shares and Junior Voting Shares actually present or represented by proxy at the Meeting, voting together as a single class (with each Share (ii) at least a simple majority (over 50%) of the votes cast by holders of Subordinate Voting Shares who are actually present or represented by proxy at the Meeting; (iii) at least a simple majority of the votes cast by the holders of Multiple Voting Shares who are actually present or represented by proxy at the Meeting; and (iv) not less than a simple majority of the votes cast by the holders of Subordinate Voting Shares who are actually present or represented by proxy at the Meeting.
The Settlement remains subject to the satisfaction or waiver of certain other closing conditions customary in a transaction of this nature, including the receipt of a final order by the Court approving the Settlement and certain regulatory approvals.
A hearing on the Final Order is scheduled to take place on June 20, 2024. Subject to the satisfaction of these remaining conditions to closing, the Settlement is expected to be completed in late 2024 or the first quarter of 2025.