secwatch / observer
8-K filed March 24, 2023, 7:59 PM ET CIK 0001704596
M&A confidence high sentiment neutral materiality 1.00

EVO Payments, Inc.: M&A transaction — Global Payments completes acquisition of EVO Payments for $34.00 per share in cash; EVOP to be delisted

EVO Payments, Inc.

item 1.02item 2.01item 3.01item 3.03item 5.01item 5.03item 5.02item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Catherine E. Lafiandra

Executive Vice President, Chief Human Resources Officer
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
Catherine E. Lafiandra ceased to be the Executive Vice President, Chief Human Resources Officer of EVO
Appointed

Josh Whipple

officer
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
David L. Green, Josh Whipple and Dara Steele-Belkin became officers of the Surviving Corporation
Departed

David L. Goldman

Executive Vice President, Business Development and Strategy
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
David L. Goldman ceased to be the Executive Vice President, Business Development and Strategy of EVO
Departed

Michael L. Reidenbach

Executive Vice President, Chief Information Officer
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
Michael L. Reidenbach ceased to be the Executive Vice President, Chief Information Officer of EVO
Departed

Darren Wilson

President, International
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
Darren Wilson ceased to be the President, International of EVO
Appointed

Dara Steele-Belkin

officer
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
David L. Green, Josh Whipple and Dara Steele-Belkin became officers of the Surviving Corporation
Departed

Thomas E. Panther

Executive Vice President, Chief Financial Officer
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
Thomas E. Panther, ceased to be the Executive Vice President, Chief Financial Officer of EVO
Departed

James G. Kelly

Chief Executive Officer
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
James G. Kelly, ceased to be the Chief Executive Officer of EVO
Departed

Brendan F. Tansill

President, the Americas
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
Brendan F. Tansill ceased to be the President, the Americas of EVO
Appointed

David L. Green

director
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
David L. Green, the sole director of Merger Subsidiary as of immediately prior to the Effective Time, became the sole director of the Surviving Corporation
Departed

Kelli E. Sterrett

Executive Vice President, General Counsel and Secretary
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
Kelli E. Sterrett ceased to be the Executive Vice President, General Counsel and Secretary of EVO
Appointed

David L. Green

officer
EVO Payments, Inc.
Effective
2023-03-24
Filed
March 24, 2023, 7:59 PM ET
David L. Green, Josh Whipple and Dara Steele-Belkin became officers of the Surviving Corporation

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Catherine E. Lafiandra departed as Executive Vice President, Chief Human Resources Officer at EVO Payments, Inc..

Action
ceased to be
Role
Executive Vice President, Chief Human Resources Officer
Exact text from the filing
Catherine E. Lafiandra ceased to be the Executive Vice President, Chief Human Resources Officer of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Josh Whipple was appointed as officer at EVO Payments, Inc..

Action
became
Role
officer
Exact text from the filing
David L. Green, Josh Whipple and Dara Steele-Belkin became officers of the Surviving Corporation
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David L. Goldman departed as Executive Vice President, Business Development and Strategy at EVO Payments, Inc..

Action
ceased to be
Role
Executive Vice President, Business Development and Strategy
Exact text from the filing
David L. Goldman ceased to be the Executive Vice President, Business Development and Strategy of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Michael L. Reidenbach departed as Executive Vice President, Chief Information Officer at EVO Payments, Inc..

Action
ceased to be
Role
Executive Vice President, Chief Information Officer
Exact text from the filing
Michael L. Reidenbach ceased to be the Executive Vice President, Chief Information Officer of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Darren Wilson departed as President, International at EVO Payments, Inc..

Action
ceased to be
Role
President, International
Exact text from the filing
Darren Wilson ceased to be the President, International of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Dara Steele-Belkin was appointed as officer at EVO Payments, Inc..

Action
became
Role
officer
Exact text from the filing
David L. Green, Josh Whipple and Dara Steele-Belkin became officers of the Surviving Corporation
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Thomas E. Panther departed as Executive Vice President, Chief Financial Officer at EVO Payments, Inc..

Action
ceased to be
Role
Executive Vice President, Chief Financial Officer
Exact text from the filing
Thomas E. Panther, ceased to be the Executive Vice President, Chief Financial Officer of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

James G. Kelly departed as Chief Executive Officer at EVO Payments, Inc..

Action
ceased to be
Role
Chief Executive Officer
Exact text from the filing
James G. Kelly, ceased to be the Chief Executive Officer of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Brendan F. Tansill departed as President, the Americas at EVO Payments, Inc..

Action
ceased to be
Role
President, the Americas
Exact text from the filing
Brendan F. Tansill ceased to be the President, the Americas of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David L. Green was appointed as director at EVO Payments, Inc..

Action
became
Role
director
Exact text from the filing
David L. Green, the sole director of Merger Subsidiary as of immediately prior to the Effective Time, became the sole director of the Surviving Corporation
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Kelli E. Sterrett departed as Executive Vice President, General Counsel and Secretary at EVO Payments, Inc..

Action
ceased to be
Role
Executive Vice President, General Counsel and Secretary
Exact text from the filing
Kelli E. Sterrett ceased to be the Executive Vice President, General Counsel and Secretary of EVO
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David L. Green was appointed as officer at EVO Payments, Inc..

Action
became
Role
officer
Exact text from the filing
David L. Green, Josh Whipple and Dara Steele-Belkin became officers of the Surviving Corporation
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

EVO Payments, Inc.: 根据合并协议，公司的章程被整体修订和重述。.

Change
bylaw amendment
Exact text from the filing
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year. Pursuant to the Merger Agreement, as of the Effective Time, EVO’s then-existing Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws were each amended and restated in their entirety. Copies of the Surviving Corporation’s Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws are filed as Exhibit 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

EVO Payments, Inc.: 根据合并协议，公司的公司章程被整体修订和重述。.

Change
charter amendment
Exact text from the filing
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year. Pursuant to the Merger Agreement, as of the Effective Time, EVO’s then-existing Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws were each amended and restated in their entirety. Copies of the Surviving Corporation’s Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws are filed as Exhibit 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

EVO Payments, Inc. underwent a change of control involving Global Payments Inc. (closed 2023-03-24).

Action
change of control
Counterparty
Global Payments Inc.
Closing
2023-03-24
Exact text from the filing
the completion on March 24, 2023 (the “Closing Date”) of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of August 1, 2022
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

EVO Payments, Inc. terminated Common Unit Purchase Agreement with Global Payments, Blueapple, Inc..

Action
termination
Agreement
equity purchase
Counterparty
Global Payments, Blueapple, Inc.
Exact text from the filing
common units of EVO Investco, LLC held by Blueapple, Inc. pursuant to that certain Common Unit Purchase Agreement, dated as of August 1, 2022, by and between Global Payments, EVO and Blueapple, Inc. Item 1.02. Termination of a Material Definitive Agreement.
View on SEC.gov

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Source: SEC EDGAR
accession 0001193125-23-078631
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