The transaction is also approved by the key stockholders of CardWorks. The transaction is also conditional upon CardWorks having received a written opinion from its Tax Counsel, to the effect that the transaction will qualify as a 'reorganization' within the meaning of Section 368(a) of the Internal Revenue Code. The transaction has been unanimously approved by Board of Ally Financial Inc. The transaction requires customary approvals from Board of Governors of the Federal Reserve System (FRB) and Utah Department of Financial Institutions and other closing conditions, including third party consents. Berman will join Ally Financial Inc.'s Board of Directors and become a member of Ally Financial Inc.'s executive management team following closing. had total common equity of $1.48 billion. Berman will be subject to a lock-up agreement restricting the sale or transfer of 100% of his shares until the one-year anniversary of the closing date and can sell one third of his shares on each subsequent closing date anniversary.įor the year ended December 31, 2019, CardWorks, Inc. The merger consideration remains subject to closing equity and other adjustments and fill-or-kill rights. The remaining amount will be held in escrow to satisfy any claims, with amounts in excess of $25 to be released after the first anniversary of the closing and any remaining amount to be released after February 28, 2022. Of the aggregate cash consideration (including the shares to be issued), $75 million will be held in escrow until the final reconciliation of the total consideration value, and at that time, any amount in excess of $50 million will be released to the stockholders. will pay approximately $1.35 billion in cash and issue 39.5 million shares to acquire CardWorks, Inc. Under the terms of transaction, Ally Financial Inc. Berman will sell 70% stake in CardWorks, Inc. managed by Reverence Capital Partners LLC and others for $2.6 billion on February 18, 2020. Berman, B2 Fie Viii LLC, Reverence Card Co-Invest, L.P. (NYSE:ALLY) entered into a definitive agreement to acquire CardWorks, Inc.

Cardworks inc. revenue