REG - Vantiv, Inc. Fifth Third Bank Worldpay Group plc - Offer Update <Origin Href="QuoteRef">FITB.O</Origin> <Origin Href="QuoteRef">WPG.L</Origin>

Fifth Third BancorpAnnouncement

15/08/2017 18:30

RNS Number : 0945O
Vantiv, Inc.
15 August 2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF SUCH JURISDICTION.
15 August 2017
VANTIV, INC.
COMPLETION OF FIFTH THIRD BANK TRANSACTION AND INTENTION TO VOTE IN FAVOUR OF SHARE ISSUANCE AND PUBLICATION OF LENDER PRESENTATION
Completion of Fifth Third Transaction 
On 9 August 2017, Vantiv, Inc. ("Vantiv") and Fifth Third Bank ("Fifth Third"), a shareholder of Vantiv, completed a transaction pursuant to the terms of which Fifth Third exercised its right to exchange 19,790,000 Class B units in Vantiv Holding, LLC, a subsidiary of Vantiv, for 19,790,000 newly-issued shares of Vantiv's Class A common stock (whereupon 19,790,000 corresponding shares of Vantiv Class B common stock held by Fifth Third were automatically cancelled). Immediately thereafter, Vantiv purchased those newly-issued shares of Class A common stock directly from Fifth Third at a price of $64.04 per share, the closing share price of Vantiv's Class A common stock on the New York Stock Exchange on 4 August 2017 (the "Fifth Third Transaction").
Fifth Third Intention to Vote in Favour of Vantiv Share Issuance
In respect of the completion of the Fifth Third Transaction, Vantiv has filed a Form 8-K, and Fifth Third has filed a Schedule 13D, with the U.S. Securities and Exchange Commission. Vantiv is pleased to note that Fifth Third has stated in that Schedule 13D that it currently intends to vote all the shares of Vantiv Class B common stock that it holds at the relevant time in favour of the resolution to be proposed at the meeting of Vantiv's stockholders to approve the issuance of stock to Worldpay ordinary shareholders in connection with Vantiv's offer for Worldpay. As of 15 August 2017, Fifth Third holds 15,252,826 shares of Vantiv Class B common stock.
Publication of Lender Presentation
In connection with the proposed amendments to Vantiv's existing credit facilities, today Vantiv has published a lender presentation which has been uploaded to Vantiv's website at http://info.vantiv.com/vantiv-worldpay-announce-recommended-merger.html. 
Enquiries
Vantiv
Nathan Rozof, Investor Relations 
Andrew Ciafardini, Corporate Communications
+1 513 900 4811
+1 513 900 5308

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