Verifone and Hypercom Respond to Department of Justice Antitrust Complaiint

May 12, 2011 07:07 PM Eastern Daylight Time 

SAN JOSE, Calif. & SCOTTSDALE, Ariz.--(BUSINESS WIRE)--VeriFone Systems, Inc. (NYSE:PAY) and Hypercom Corporation (NYSE:HYC) today commented on the civil antitrust lawsuit filed today by the United States Department of Justice (“DOJ”) against VeriFone and Hypercom:

“the planned sale of Hypercom’s U.S. POS terminal business to Ingenico does not resolve the antitrust concerns raised by the VeriFone/Hypercom transaction because the assets are to be sold to another significant competitor in the market in a manner that does not create a new, independent, long-term competitor.”

On November 17, 2010, VeriFone and Hypercom announced that they had entered into a merger agreement. In an effort to resolve potential antitrust issues with the merger, Hypercom announced on April 4, 2011, that it had entered into an agreement to sell its U.S. point-of-sale terminal business to Ingenico S.A.

According to the DOJ’s press release, “the planned sale of Hypercom’s U.S. POS terminal business to Ingenico does not resolve the antitrust concerns raised by the VeriFone/Hypercom transaction because the assets are to be sold to another significant competitor in the market in a manner that does not create a new, independent, long-term competitor.”

VeriFone and Hypercom intend to work with the DOJ to better understand its concerns and assess various options for the planned divestiture of Hypercom’s U.S. business, including the possibility of a divestiture to an alternative buyer. The companies continue to believe in the compelling benefits that the merger will provide to customers, employees and stockholders. Assuming a successful resolution of this and other closing conditions, the companies believe that the merger can be completed in the second half of 2011.

Sullivan & Cromwell LLP is acting as legal counsel for VeriFone and DLA Piper US LLP is acting as legal counsel for Hypercom.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 for VeriFone Systems, Inc.

This press release includes certain forward-looking statements related to VeriFone Systems, Inc. within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations or beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the forward-looking statements herein due to changes in economic, business, competitive, technological and/or regulatory factors, and other risks and uncertainties affecting the operation of the business of VeriFone Systems, Inc. and Hypercom Corporation. These risks and uncertainties include whether the proposed transaction described in this press release can be completed in a timely manner or at all, and whether the anticipated benefits of the proposed transaction can be achieved. For a further list and description of risks and uncertainties, see our periodic filings with the Securities and Exchange Commission. VeriFone is under no obligation to, and expressly disclaim any obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, changes in assumptions or otherwise.

About VeriFone Systems, Inc. (www.verifone.com)

VeriFone Systems, Inc. ("VeriFone") (NYSE:PAY) is the global leader in secure electronic payment solutions. VeriFone provides expertise, solutions and services that add value to the point of sale with merchant-operated, consumer- facing and self-service payment systems for the financial, retail, hospitality, petroleum, government and healthcare vertical markets. VeriFone solutions are designed to meet the needs of merchants, processors and acquirers in developed and emerging economies worldwide.

About Hypercom (www.hypercom.com)

Global payment technology leader Hypercom Corporation delivers a full suite of high security, end-to-end electronic payment products, software solutions and services. The Company's solutions address the high security electronic transaction needs of banks and other financial institutions, processors, large scale retailers, smaller merchants, quick service restaurants, and users in the transportation, petroleum, healthcare, prepaid, self-service and many other markets. Hypercom solutions enable businesses in more than 100 countries to securely expand their revenues and profits. Hypercom is a founding member of the Secure POS Vendor Alliance (SPVA) and is the second largest provider of electronic payment solutions and services in Western Europe and third largest provider globally.

Hypercom is a registered trademark of Hypercom Corporation. All other products or services mentioned in this document are trademarks, service marks, registered trademarks or registered service marks of their respective owners.

Contacts

For VeriFone Systems, Inc.
Investor Contact:
Doug Reed -- Vice President,
Treasurer and Investor Relations
408-232-7979
ir@verifone.com
or
Editorial Contact:
Pete Bartolik
VeriFone Media Relations
pete_bartolik@verifone.com
508-283-4112
or
For Hypercom Corporation
Investor Contacts:
Scott M. Tsujita
Hypercom Corporation
480-642-5161
stsujita@hypercom.com
or
Alan Miller/Jennifer Shotwell/Larry Miller
Innisfree M&A Incorporated
212-750-5833
or
Media Contacts:
Pete Schuddekopf
Hypercom Corporation
480-642-5383
pschuddekopf@hypercom.com
or
Steve Frankel/Tim Lynch/Jed Repko
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449