Metavante Corporation, the financial technology subsidiary of Marshall & Ilsley Corporation (NYSE: MI), today announced the acquisition of GHR Systems, Inc., of Wayne, Pa. Metavante acquired the company from GHR’s three founders and other investors. Marks Baughan & Co. was the exclusive financial advisor to GHR regarding this transaction.
The $65 million acquisition, of which approximately $55 million will be funded using Marshall & Ilsley Corporation common stock, is not expected to have a material impact on M&I’s financial results. The company will continue to operate under the name of GHR Systems, Inc., and will become a subsidiary of Metavante Corporation.
GHR Systems is a leading provider of loan origination solutions for the residential mortgage and consumer finance industries, offering point of sale products for any channel together with comprehensive underwriting, processing and closing technology. Four of the top 10 and 15 of the top 50 U.S. mortgage lenders are GHR clients. GHR systems are used by large, mid-sized, and emerging lenders to better market, sell and close loans through all distribution channels, including wholesale, retail, consumer direct and correspondent.
“As a leading provider of consumer finance and mortgage origination products and services, GHR brings one of the most proven technology and market-leading solutions to our clients,” said Frank R. Martire, Metavante president and chief executive officer. “GHR serves many of the largest U.S. financial institutions and has focused on the top-100 bank market, which is important to Metavante. We believe that the acquisition of the GHR Systems’ lending solutions platform will be perceived by our clients of all asset sizes as a valued addition to our technology offerings.”
Since its establishment in 1985, GHR’s mission has been to make the origination process easier for all parties involved – borrowers, lenders, manufacturers, vendors, brokers and processors – by supplying technology that provides faster and better information. In November 2000, Metavante established partial ownership of GHR purchasing approximately five percent of the company.
“Our mission has always been to provide our customers with the maximum of operating efficiency through the most complete and automated systems,” said GHR President Cyrus Brinn. “Joining Metavante will help us to better serve our clients with a broader array of financial services technology products.” Mr. Brinn noted.
Mr Brinn added, “The Marks Baughan team did a great job handling the sale of GHR Systems, Inc. Both the management team and shareholders were impressed with their professionalism, work ethic and results. Their extensive experience with both M&A transactions and financial services technology enabled them to add substantial value to the process. In addition to their strategic analysis work they also rolled up their sleeves and did all that was necessary to facilitate the process.”
For more information on this transaction, please contact:
Jim Marks
Managing Member
610.616.3295
jmarks@marbau.com
About GHR Systems
GHR Systems, Inc., a leading provider of lending automation solutions and services for the residential mortgage and consumer finance industries, provides browser-based and client server platforms and applications for originating loans. GHR’s clients use GHR technology and services to better market, sell and close loans through all their distribution channels. Fifteen of the top 50 U.S. mortgage lenders use GHR’s systems. GHR is a Microsoft Gold Certified Software Development Partner. GHR is headquartered in Wayne, Pa., (a suburb of Philadelphia), with offices in Toronto, and Berkeley, Calif. (www.ghrsystems.com)
About Metavante
Metavante Corporation delivers banking and payment technologies to financial services firms and businesses worldwide. Metavante products and services drive account processing for deposit, loan and trust systems, image-based and conventional check processing, electronic funds transfer, and electronic presentment and payment. Headquartered in Milwaukee, Wis., Metavante (www.metavante.com) is wholly owned by Marshall & Ilsley Corporation (NYSE: MI). This press release does not constitute an offer of any securities for sale. M&I has filed with the Securities and Exchange Commission a registration statement on Form S-4 (Reg. No. 333-120576), which includes a prospectus. Investors are advised to read the prospectus and the documents incorporated by reference into the prospectus, because they contain important information about M&I. Investors may receive a free copy of the prospectus and the incorporated documents at the Commission’s website at http://www.sec.gov or from M&I.
Forward-looking and Cautionary Statements
This press release contains forward-looking statements concerning M&I’s, Metavante’s and GHR’s future financial results and operations, including expected closing date and operating activities. Such statements are subject to important factors which could cause M&I’s and Metavante’s actual results to differ materially from those anticipated by the forward-looking statements. These factors include (a) receipt of regulatory approvals without unexpected delays or conditions; (b) timely implementation and execution of integration plans; (c) retention of customers and critical employees; (d) successfully leveraging Metavante/GHR’s comprehensive product offering to the combined customer base; (e) unanticipated changes in laws, regulations, or other industry standards affecting Metavante/GHR businesses which require significant product redevelopment efforts, reduce the market for or value of its products or render products obsolete; (f) successful management of any impact from slowing economic conditions or consumer spending; (g) no catastrophic events that could impact Metavante/GHR or its major customers’ operating facilities, communication systems and technology or that has a material negative impact on current economic conditions or levels of consumer spending; (h) no material breach of security of any Metavante/GHR systems; and (i) those referenced in M&I’s Annual Report on Form 10-K for the year ended December 31, 2004, under the heading “Forward-Looking Statements” and such other factors as may be described from time to time in M&I’s subsequent SEC filings, which factors are incorporated herein by reference.
About Marks Baughan & Co.
Marks Baughan & Co. provides investment banking services to growth companies in the Financial Technology and Information Management sectors. Our narrow focus and deep expertise and relationships in these two verticals provide our clients with top-quality results driven by an efficient process. Started in 2004 by two former senior members of the Credit Suisse First Boston Technology Group, Marks Baughan & Co. has established itself as one of the most successful of the new boutique investment banks by combining bulge-bracket expertise with boutique service. Our clients range from public companies with multi-billion dollar market caps to private companies with $10 million in revenues. We deliver results for clients: advising on sales of entire companies and divisions, acquisitions, private placements of equity and debt securities, or strategic advisory services for CEOs and CFOs on public offerings, M&A plans, or investor positioning.