S1, ACI Take Merger Fight To Shareholders

S1 Corp. and ACI Worldwide Inc. are each trying to win over shareholders in their ongoing merger feud.

The payments technology vendors on Aug. 15 tried to influence how S1’s shareholders will vote for the Norcross, Ga.-based company’s pending merger with Jersey City, N.J.-based competitor Fundtech Ltd.

S1 and Fundtech said in June that they would combine operations in a stock-for-stock transaction (see story). ACI, of New York, is trying to thwart the deal by buying S1 for $540 million in an unsolicited bid it announced in July (see story).

“We expect that many S1 shareholders share our strong belief that ACI’s acquisition proposal is superior to and provides S1 shareholders with significantly greater value than the proposed transaction with Fundtech,” Philip Heasley, ACI president and chief executive, said in a document filed Aug. 15 with the Securities and Exchange Commission. “We strongly encourage all S1 shareholders–the true owners of the company–to send a message that the S1 Board of Directors cannot ignore by voting against the proposed Fundtech transaction.”

S1 fired back in an Aug. 15 statement urging shareholders to “disregard ACI’s voting recommendations and vote for all of the proposals associated with the combination with Fundtech when they receive S1’s proxy solicitation material.”

“S1’s board believes that the combination with Fundtech will establish a strong platform to accelerate revenue growth, increase earnings and generate significant value for stockholders,” the company said.

S1 plans to hold a special meeting of shareholders on Sept. 22 for stockholders of record as of Aug. 18 to vote on the Fundtech merger. On Aug. 2, S1 announced that its board rejected ACI’s bid (see story).  It reiterated its commitment to merging with Fundtech.

S1 and ACI say their respective deals would produce similar benefits, such as the creation of a larger vendor that would be able to expand into new international markets and cross-sell more products.