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Published on 2/14/2008 in the Prospect News Special Situations Daily.

Ingenico drops bid for Hypercom

By Lisa Kerner

Charlotte, N.C., Feb. 14 - Ingenico SA said given the circumstances surrounding Hypercom, Inc.'s agreement with Thales SA, it can no longer move forward with its proposed offer to acquire Hypercom for $6.25 per share.

Hypercom, under its agreement with Thales, is not free to enter into a transaction with Ingenico that does not include the Thales assets, an Ingenico news release stated.

"We are disappointed that we did not have a genuine opportunity to move forward with the offer we put before the Hypercom board and shareholders," Ingenico said in the release.

On Dec. 20, Hypercom announced it provided Thales with a binding offer to acquire its e-Transactions business line for $120 million in cash.

It was previously reported that Hypercom would consider Ingenico's proposal while it continued with its planned acquisition of the e-Transactions business.

Thales, in a letter to Hypercom, called Ingenico's actions a "transparent attempt" by the competitor to disrupt "the beneficial transaction between Hypercom and Thales."

Thales asked Hypercom to execute and deliver a share purchase agreement with Thales before 10 p.m. ET on Feb. 13 or risk losing the deal as well as its $10 million deposit.

Ingenico is a Puteaux-Cedex, France-based maker of payment processing terminals.

Thales e-Transactions delivers solutions to simplify and secure electronic card transactions. The company has offices in France, Belgium, Germany, Spain, Sweden and the United Kingdom.

Hypercom is a Phoenix electronic payment products manufacturer.


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