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    VeriFone to Acquire Hypercom Corp.

    All-stock transaction will extends VeriFone's global presence into key markets in continental Europe.

    SAN JOSE, Calif. and PHOENIX, Ariz. -- VeriFone Systems Inc. and Hypercom Corp., an electronic payment and digital transactions solutions provider, reached a definitive agreement under which VeriFone will acquire Hypercom in an all-stock transaction valued at approximately $485 million, including net debt assumed by VeriFone, the companies reported.

    "Consistent with our vision as a global leader in secure electronic payment solutions, we have placed strategic focus on replicating our North American success in key markets in continental Europe," VeriFone CEO Douglas G. Bergeron said in a released statement. "Hypercom established itself in a number of important European markets, and this acquisition is an excellent and complementary way for us to accelerate our overseas growth, increase innovation and build value for our shareholders."

    The transaction is subject to approval by Hypercom shareholders and customary regulatory approvals, and is anticipated to close in the second half of 2011, the companies reported. J.P. Morgan Securities LLC acted as VeriFone's exclusive financial advisor and Sullivan & Cromwell LLP acted as VeriFone's legal counsel. Hypercom's exclusive financial advisor was UBS Securities and its legal advisor was DLA Piper US LLP.

    "Over the last three years, Hypercom has strengthened customer relationships and increased revenue from almost $290 million to approximately $450 million," Philippe Tartavull, Chief Executive Officer and President of Hypercom said in a released statement. "Combined, Hypercom and VeriFone will create new growth opportunities and further drive penetration in the market. This transaction delivers a significant premium to our shareholders who should also benefit from the upside of being owners of an even stronger global company in the fast-growing electronic payment solutions space."

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