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8-K - CURRENT REPORT - Fintech Acquisition Corp. IIIea127148-8k_fintechacq3.htm

Exhibit 99.1

 

 

 

1 Particulars Prior Change PF for TPG PF Shares Outstanding 110.2 0.4 110.5 Share Price $10.00 – $10.00 PF Equity Value $1,102 $4 $1,105 (+) PF Debt 229 – 229 (–) PF Cash (30) 6 (24) PF Enterprise Value $1,300 $9 $1,309 2021E EBITDA $66.2 $1.8 $68.0 PF EV / 2021E EBITDA 19.6x 19.2x PF EV / 2021E Revenue 5.5x 5.4x PF Net Debt / 2021E EBITDA 3.0x 3.0x Illustrative Transaction Overview Sources & Uses Note: Assumes no redemptions from SPAC investors. Excludes impact of seller earnout, sponsor earnout and warrants Note: Paya 2021E Revenue and Adjusted EBITDA include incremental public company costs as well as the announced acquisition of Th e Payment Group. 1. As on 6/30/20. SPAC cash amount subject to change depending on the actual interest earned in the trust 2. Includes 48.3m Paya rollover shares, 20.0m PIPE shares, 5.0m Sponsor Co - investment shares, 2.68m SPAC sponsor shares (includes 1.75m promote sh ares and 0.93m shares from sponsor unit investment at IPO), and 34.5m SPAC shares; excludes 14.0m shares to be issued to existing Paya shareholders as earnout to align interests (7.0m shares @ $15.00 and 7.0m shares @ $17.50, over the next 5 years) 3. Includes shares from units purchased by sponsors at time of IPO through private placement. Assumes sponsor retains 1.75m prom ote shares at close, restructures 5.68m promote shares to earnout (2.84m shares @ $15.00 and 2.84m shares @ $17.50, over the next 5 years), and forfeits 1.43m promote shares Sources Prior Change PF for TPG % SPAC Cash $353 – $353 33% PIPE 200 – 200 18% Sponsor Co-Investment 50 – 50 5% Cash from Balance Sheet 4 (4) – – Equity Rollover 480 4 483 44% Total Sources $1,087 – $1,087 100% Uses Prior Change PF for TPG % Cash to Seller $565 ($4) $562 52% Equity Rollover 480 4 483 44% Fees & Expenses 42 – 42 4% Total Uses $1,087 – $1,087 100% ($ in millions) Pro Forma Valuation PF Ownership Split Exisiting Paya Shareholders 44% PIPE 18% Sponsor Co - investment 5% Sponsor Promote 2% SPAC Investors 31% 3 1 2 • Paya announced the acquisition of The Payment Group for $ 21.0M , representing 11.7x 2021E EBITDA of $1.8M. As a result, PF EV / 2021E EBITDA has decreased to 19.2x • The acquisition is expected to close in early October and will be funded with approximately $9M of cash from Paya’s balance sheet and approximately $12M from existing Paya shareholders

 

 

2 Announced Acquisition of The Payment Group x TPG will benefit from Paya’s scale, technology infrastructure and vertical expertise x Smaller municipal courts & utilities highly complementary to existing government & utilities focus x Numerous additive integrations into municipality and court software providers x Opportunity to accelerate organic growth through leveraging Paya capabilities down market, cross - selling ACH, and entering into new geographies with referenceable customers Government & Utilities Local Government Integrated Payment Solutions The Payment Group Acquisition Rationale The Payment Group Overview Paya plans to acquire TPG for $21.0M, representing 11.7x 2021E EBITDA of $1.8M • The Payment Group provides integrated payment solutions to municipal courts and utilities providers • TPG serves 600 + customers with a focus in Texas and other southern states • Expected to close in Q4 2020

 

 

3 Appealing Upside Potential for Public Investors Source: Company filings, FactSet (7/16/20 ), Company management Note: Paya 2021E Revenue and Adjusted EBITDA include incremental public company costs as well as the announced acquisition of The Payment Group. 1. Average of: GPN, SQ, WLN, NEXI, PAGS, STNE, NETW, FOUR, EVTC, EVOP, CIEL3, LSPD, IIIV, RPAY 2. Average of 32 companies in the Wilshire 5000 with 15%+ EBITDA growth, 30%+ EBITDA margins, and 80%+ Adjusted Cash Conversion (Adj. EBITDA less adjusted capital expenditures) conversion TEV / ’21E Adjusted EBITDA TEV / ’21E Revenue 1 1 28.1x 27.4x 26.2x 23.1x 19.2x 18.4x 15.9x FOUR RPAY Public Merchant Acquiring Universe Wilshire 5000 PAYA IIIV EVOP 12.3x 10.2x 9.0x 5.4x 5.2x 5.2x RPAY FOUR Public Merchant Acquiring Universe PAYA IIIV EVOP 2

 

 

 

4 Attractive Customer Base Paya’s focus on the mid - market and its B2B solution set imply larger ticket sizes and a higher proportion of Card Not Present volume CNP % of Total Volume (Rank by CNP Volume) Average Card Transaction Value ($) Avg. Annual Volume / Customer ($’000s) Core Markets 85% (#2) 45% (#3) N/A N/A $176 $93 $58 $90 $450 $142 $234 N/A • Healthcare • Education • Government • Non - Profit • Real Estate • B2B • Healthcare • Education • Government • Non - Profit • B2B • Global Retail • Restaurants • Hospitality Source: Nilson Report ( 2019), Company Annual Reports, Company filings, FactSet (7/16/20), Company management. Note: Paya 2021E Adjusted EBITDA includes incremental public company costs as well as the announced acquisition of The Paymen t G roup. Note : Rankings exclude bank - owned or affiliated processors and those that do not report to Nilson TEV / ’21E Adj. EBITDA 19.2x 15.9x 28.1x 18.4x