DPP Dp Poland Plc

 
TIDMDPP 
 
Acquisition 
Digital Payments PLC 
 
 
Summary: Digital Payments PLC is extending its global processing footprint by joining forces with  the 
Muscato  Group  Inc.  to build the entire vertical chain of services ranging from  provision  of  free 
middleware  to  its  clients,  to issuing, processing and acquiring for on-line  and  real  time  card 
businesses and transactions. 
 
 
Acquisition of Muscato Group Inc 
 
 
The  Board of Digital Payments Plc ("Digital Payments" or the "Company"), the GXG Main Quote investing 
company  focusing  on  investment  and acquisition opportunities in payment  transaction  and  message 
processing  services is pleased to announce that it has acquired 100% of the issued share  capital  of 
Muscato Group Inc. ("MGI") a USA, Florida based company (the "Acquisition"), which includes M2 Payment 
Solutions Inc. ("M2") and all of its affiliates. 
 
MGI  and  M2 provide financial institutions, companies, and government agencies in the United  States, 
Latin  America  and  Europe with the technology, transaction processing and infrastructure  needed  to 
launch innovative payment products and services. 
 
Indicative  figures  arising  from due diligence indicate that in the year  ended  December  2013  the 
companies subject to the Acquisition recorded revenues of approximately USD 2m. 
 
The  Acquisition  enables Digital Payments PLC to complete another step in their  stated  ambition  of 
being a global vertically-integrated payment company with worldwide processing capability. 
 
M2  Payment Solutions will continue to operate under its current brand and business structure;  adding 
more  functionality and resources to build on its global market presence. Digital  Payments  PLC  will 
enable M2 to increase its investment in technology, infrastructure, payment and global expansion. Over 
the  past  12  months M2 has released new products in both multi-currency and loyalty  management  and 
expects to continue the path of new market products and services to deliver to its customer base. 
 
The consideration for the Acquisition is USD 14.6 million, which is to be satisfied by the payment  of 
USD  4,600,000 in cash to the two shareholders in MGI and the allotment and issue, credited  as  fully 
paid, of 118,694,362 new ordinary shares of 1p each in the Company at an effective price per share  of 
5  pence (together the "Consideration Shares"). The Consideration Shares will rank pari passu  in  all 
respects with the existing ordinary shares of the Company. 
 
 
Following  the  Acquisition and the issue of the Consideration Shares, the vendors  of  MGI  have  the 
following interest in the Company's issued ordinary share capital: 
 
    Name                                                     Number of shares         Percentage 
 
    Mr. Michael Muscato                                            79,169,139             14.15% 
    Mr. Joseph Adams                                               39,525,223              7.06% 
 
 
 
 
The  enlarged  issued  share  capital  of Digital Payments with voting  rights  attached  consists  of 
559,619,362  ordinary shares of 1p each with one vote per ordinary share. The total number  of  voting 
rights  in  Digital  Payments is therefore 559,619,361 which figure may be used by  shareholders  (and 
others  with  notification obligations) as the denominator for the calculations  by  which  they  will 
determine  whether  they  are required to notify their interest, or a change  to  their  interest,  in 
Digital Payments under the UK Financial Conduct Authority's Disclosure and Transparency Rules. 
 
 
The Directors of the Issuer accept responsibility for the contents of this announcement. 
 
 
 
For further information please contact: 
 
David Carr - CEO 
Digital Payments Plc 
Telephone: +44 207493 0387 
Email: press@digitalpaymentsplc.com 
 
GXG Corporate Advisor 
Nick Michaels and Jon Isaacs 
Alfred Henry Corporate Finance Limited 
www.alfredhenry.com 
Tel: +44 207251 3762 
 
 
 
 
 
Digital Payments plc 
 

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