TORONTO, April 12 /CNW/ - Davis + Henderson Corporation ("D+H") (TSX: DH) today announced it has satisfied all closing conditions and completed the acquisition of Mortgagebot LLC.
D+H entered into an agreement to acquire Mortgagebot on March 24, 2011 for approximately US$231.8 million, payable in cash.
The purchase price and related transaction expenses were funded through the issuance of $121.8 million of new equity by way of a previously announced Canadian offering of 6,000,000 common shares through a syndicate of underwriters co-led by TD Securities and RBC Capital Markets, and the balance, from new borrowings.
Mortgagebot is the leading provider of web-based mortgage point-of-sale solutions in the United States. The acquisition extends the range of integrated solutions D+H offers within the financial services marketplace and furthers its strategic diversification.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction. Any securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registrations requirements of such Act.
About Davis + Henderson
D+H is a leading solutions provider to the financial services marketplace. Founded in 1875, the company today provides innovative programs, technology products and technology based business services to customers who offer chequing accounts, credit card accounts, and personal, commercial, and other lending and leasing products. For more information about D+H visit www.dhltd.com.
Caution Concerning Forward-Looking Statements
From time to time D+H makes written and oral statements that constitute forward-looking information within the meaning of applicable securities laws ("forward-looking statements"). Statements concerning D+H's objectives, goals, strategies, intentions, plans, beliefs, expectations and estimates, and the business, operations, financial performance and condition of D+H are forward-looking statements. The words "believe", "expect", "anticipate", "estimate", "intend", "may", "will", "would" and similar expressions and the negative of such expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to important assumptions, including the following specific assumptions: the ability of D+H to meet its revenue and EBITDA targets; general industry and economic conditions; changes in D+H's relationship with its customers and suppliers; pricing pressures and other competitive factors; the accretion to adjusted earnings; business; the ability to achieve cost synergies. D+H has also made certain macroeconomic and general industry assumptions in the preparation of such forward-looking statements. While D+H considers these factors and assumptions to be reasonable based on information currently available, they may prove to be incorrect. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Business, or developments in D+H's industry, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements.
Forward-looking statements relate to, among other things, challenges presented by declines in the use of cheques by consumers; the Company's dependence on a limited number of large financial institution customers and dependence on their acceptance of new programs; strategic initiatives being undertaken to meet the Company's financial objective; stability and growth in the real estate, mortgage and lending markets; as well as general market conditions, including economic and interest rate dynamics. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Forward-looking statements are based on management's current plans, estimates, projections, beliefs and opinions, and D+H does not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and opinions change except as required by applicable securities laws. Other Risk Factors are set out and described in the Annual Information Form and other public filings for Davis + Henderson Corporation which is available at www.sedar.com or its web site at www.dhltd.com.
SOURCE Davis + Henderson Corporation
For further information: Brian Kyle, Executive Vice President and Chief Financial Officer, Davis + Henderson, Limited Partnership, (416) 696-7700, extension 5690, firstname.lastname@example.org