Plano-based Tyler Technologies is looking to expand its business with federal agencies with the planned acquisition of digital government payments provider NIC Inc. for $2.3 billion in cash.
Under the terms of the deal, NIC stockholders will receive $34 per share in cash, which the companies say represents a 22% premium to the Olathe, Kan.-headquartered company’s 30-day volume weighted average price as of Feb. 9.
Randall Ray
Tyler chief legal officer Abigail Diaz called on Dallas-based firm Munck Wilson to advise on the deal, with a team led by partner Randall Ray. Ray, who is based in Dallas, has previously represented Tyler in several acquisitions, including the $670 million cash-and-stock merger acquisition of New World Systems Corporation, the $150 million cash merger of Socrata, Inc. and the $185 million cash merger of MicroPact.
The Tyler team at Munck Wilson also includes corporate law chair Larry Mandala, senior counsels Robin Wheatley and Susan Hogan, principal attorney Shelley Hickey, associates Josie Leinart and Andrew Rhoden.
K&L Gates is financing counsel for Tyler.
Tyler is also being assisted by employee benefits counsel Wilkins Finston Friedman Law Group. The company was introduced to the firm by Munck Wilson “some time ago”, Ray wrote in an email.
On the financial side, Tyler is being advised by Goldman Sachs, which is represented by Sullivan & Cromwell.
NIC general counsel William Van Asselt tapped Shearman & Sterling for help on the deal. The firm’s team was led from California.
NIC’s financial advisor is Cowen.
As part of the deal, Goldman Sachs has committed to provide $1.6 billion in bridge financing subject to Tyler seeking long-term convertible debt financing, which is expected to be in place before closing.
“That financing and a significant amount of cash on hand will fund the cash merger consideration,” Ray wrote.
In a release, Tyler said it would fund the deal with $700 million in cash on hand in addition to the financing.
Goldman Sachs’ financing counsel is Latham & Watkins.
“The pandemic has accelerated the shift by governments to online services and electronic payments as more citizens and businesses are interacting digitally with government. NIC is uniquely positioned with its deep expertise and robust digital solutions to partner with us in making government more efficient and more accessible to citizens,” said Lynn Moore, Tyler’s president and chief executive. “Our companies share a vision for thriving, connected communities, and our cultures are extremely compatible. The combination will provide extensive benefits for the clients, employees, and shareholders of both companies.”
The deal is expected to close in the second quarter.