- Company Continues to Have Robust Worldwide Operations and
Strong Fundamentals
- Secures New Financing to Support Restructuring Process
- Proposed Transaction Provides Ongoing Stability for the
Insurance Industry, Ensuring Continued World Class Delivery for
Clients
JOHNS CREEK, Ga.,
Dec. 18,
2023 /PRNewswire/ -- Ebix, Inc. (NASDAQ: EBIX), a
leading international supplier of on-demand software and e-commerce
services to the insurance, financial services, travel, healthcare,
and e-learning industries, announced today that it has reached a
"stalking horse" agreement to sell its North American Life
and Annuity assets (the "NA L&A Assets") to Zinnia, an Eldridge
business and leading life insurance and annuity technology and
service company, as part of its efforts to strengthen its balance
sheet and position the Company for sustainable growth. This
agreement is part of the strategic decision by the Company to seek
a value-maximizing transaction that will benefit all stakeholders
and put the company on the path towards sustainable growth and
profitability. The NA L&A Assets being sold, accounted for
14.5% of Ebix's worldwide GAAP revenues for the Year-to-date
9-month period preceding Sep.30th 2023.
To provide the time needed to identify and execute on its plans
to effectuate the NA L&A Assets sale and to deleverage its
balance sheet in a timely and efficient manner with the support of
its key creditors and customers, U.S.-based Ebix, Inc. and certain
U.S. affiliates (the "Company" or "Ebix") filed for protection
under Chapter 11 of the U.S. Bankruptcy Code. Ebix's approximately
200 affiliates outside the United
States are not included in the U.S.-only Chapter 11
filing and will continue to operate normally. Ebix's international
subsidiaries and their franchisees around the world are similarly
not included in the Chapter 11 filing. All worldwide
operations of the Company will continue to operate in the ordinary
course and without any interruption.
The Company will continue working with its existing customers,
vendors, partners, and other stakeholders in the ordinary course of
business. Ebix has secured the debtor-in-possession financing from
its existing lenders to consummate these proceedings and continue
business in the ordinary course. Zinnia's proposed acquisition of
the NA L&A Assets would allow for a seamless transition for
Ebix's customers.
"Zinna's proposal acts as a baseline for competitive bids for
the acquisition of our North American Life and Annuity assets to a
prospective strategic software company, who can seamlessly handle
our NA L&A customer base. During the Chapter 11 process,
operations worldwide will continue in the ordinary course while we
complete the marketing and sale process to address the maturity of
the Company's credit facility," said Robin
Raina, President and CEO of Ebix. "With less than 15%
of our worldwide revenues coming from the NA L&A assets being
sold to address the credit, and the rest of the businesses of the
Company continuing to exhibit strong fundamentals, we believe that
the Company's future is bright - with strong operating
fundamentals, a robust business model, world-class products, and a
continued ability to generate healthy operating cash flows across
the world."
The sale will be implemented under Section 363 of the Bankruptcy
Code, which will allow other potential bidders to submit bids
through a Court-supervised competitive bidding process and allows
for an auction of the NA L&A Assets. A "stalking horse"
agreement serves to set up a baseline price by Zinnia for
competitive bids, for the acquisition of Ebix's NA L&A assets.
Under the terms of the asset purchase agreement (the "APA"), Zinnia
will pay $400 million subject to
certain purchase price adjustments as set forth in the APA, subject
to Court approval.
The Company has retained Jefferies LLC as investment banker to
assist in conducting a value-maximizing marketing and sale process
of the NA L&A Assets. The Company continues to engage with both
strategic and institutional buyers regarding a potential sale
transaction.
The Company has filed with the Court a series of customary
"First Day Motions" to facilitate a smooth continuation of
day-to-day operations for customers, employees, and other business
partners. The motions are expected to be addressed by the Court in
the coming days.
Court filings and other documents related to the court
proceedings are available on a separate website administered by
Ebix's claims agent, Omni Agent Solutions, Inc. Email inquiries
about the case can be sent to ebixinquiries@omniagnt.com.
Ebix is represented by Sidley Austin LLP as legal counsel,
AlixPartners, LLP as its financial advisor, and Jefferies LLC as
its investment banker.
About Ebix, Inc.
With approximately 200 offices across 6 continents, Ebix, Inc.,
(NASDAQ: EBIX) endeavors to provide on-demand infrastructure
exchanges to the insurance, financial services, travel and
healthcare industries.
With a "Phygital" strategy that combines over 650,000 physical
distribution outlets in India and
many Southeast Asian Nations ("ASEAN") countries as of December 31, 2021, to an Omni-channel online
digital platform, the Company's EbixCash Financial exchange
portfolio of software and services encompasses domestic and
international money remittance, foreign exchange (Forex), travel,
pre-paid gift cards, utility payments, lending and wealth
management across 75+ countries including India. EbixCash's Forex operations are carried
out primarily through 82 retail branches, 62 retail kiosks in 16
international airports, including Delhi, Mumbai, Hyderabad, Chennai and Kolkata, 12 seaports, over 250 franchise
partners across 69 cities, as well as offered through more than
1200 corporate clients, more than 27 bank clients, and 5-star
hotels in India. EbixCash, through
its travel portfolio of Via and Mercury, is also one of the leading
non-bank travel exchanges based in India and catering to approximately 517,000
agents and approximately 17,900 registered corporate clients as of
December 31, 2021. EbixCash's
financial technologies business offers software solutions at the
enterprise level for banks, asset and wealth management companies
and trust companies within India,
Southeast Asia, the Middle East and Africa. EbixCash's business process
outsourcing services provide information technology and call center
services to a variety of industries.
For more information, visit the Company's website at
www.ebix.com
About Ebix's NA L&A Assets
Ebix's NA L&A
Assets include AnnuityNet and LifeSpeed, the industry leading Order
Entry platform; WinFlex, a market-leading multi-carrier
illustration tool used by over 35 carriers and more than 275,000
users; TPP (The Policy Processor), an industry leading underwriting
platform; and SmartOffice, an insurance vertical driven CRM tool
used by more than 35,000 agencies and advisors.
About Zinnia
Zinnia, an Eldridge business, powers exceptional insurance
experiences, meeting the needs of consumers, advisors, and
insurers. Through its technology solutions, marketplace offerings,
TPA services, and data insights, Zinnia is building the modern
infrastructure of the insurance industry to democratize insurance
access for all. Zinnia is also backed by funds managed by KKR,
a leading global investment firm.
SAFE HARBOR REGARDING FORWARD-LOOKING STATEMENTS
As used herein, the terms "Ebix," "the Company," "we," "our,"
and "us" refer to Ebix, Inc., a Delaware corporation, and its consolidated
subsidiaries as a combined entity, except where it is clear that
the terms mean only Ebix, Inc.
The information contained in this Press Release contains
forward-looking statements and information within the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995,
Section 27A of the Securities Act of 1933, and Section 21E of the
Securities Exchange Act of 1934. This information includes
assumptions made by, and information currently available to
management, including statements regarding future economic
performance and financial condition, liquidity and capital
resources, acceptance of the Company's products by the market, and
management's plans and objectives. In addition, certain statements
included in this and our future filings with the Securities and
Exchange Commission ("SEC"), in press releases, and in oral and
written statements made by us or with our approval, which are not
statements of historical fact, are forward-looking statements.
Words such as "may," "could," "should," "would," "believe,"
"expect," "anticipate," "estimate," "intend," "seeks," "plan,"
"project," "continue," "predict," "will," and other words or
expressions of similar meaning are intended by the Company to
identify forward-looking statements, although not all
forward-looking statements contain these identifying words. These
forward-looking statements are found at various places throughout
this report and in the documents incorporated herein by reference.
These statements are based on our current expectations about future
events or results and information that is currently available to
us, involve assumptions, risks, and uncertainties, and speak only
as of the date on which such statements are made.
Our actual results may differ materially from those expressed or
implied in these forward-looking statements. Factors that may cause
such a difference, include, but are not limited to those discussed
in our Annual Report on Form 10-K for the year ended December 31, 2022 and subsequent reports filed
with the SEC, as well as: the ongoing effects of the Covid-19
global pandemic, the willingness of independent insurance agencies
to outsource their computer and other processing needs to third
parties; pricing and other competitive pressures and the Company's
ability to gain or maintain share of sales as a result of actions
by competitors and others; changes in estimates in critical
accounting judgments; changes in or failure to comply with laws and
regulations, including accounting standards, taxation requirements
(including tax rate changes, new tax laws and revised tax
interpretations) in domestic or foreign jurisdictions; exchange
rate fluctuations and other risks associated with investments and
operations in foreign countries (particularly in India, Australia and Asia, Latin
America and Europe wherein
we have significant and/or growing operations); fluctuations in the
equity markets, including market disruptions and significant
interest rate fluctuations, which may impede our access to, or
increase the cost of, external financing; ability to secure
additional financing to support capital requirements; credit
facility provisions that could materially restrict our business;
costs and effects of litigation, investigations or similar matters
that could affect our business, operating results and financial
condition; and international conflict, including terrorist acts and
wars.
Except as expressly required by the federal securities laws, the
Company undertakes no obligation to update any such factors, or to
publicly announce the results of, or changes to any of the
forward-looking statements contained herein to reflect future
events, developments, changed circumstances, or for any other
reason.
Readers should carefully review the disclosures and the risk
factors described in the documents we file from time to time with
the SEC, including future reports on Forms 10-Q and 8-K, and any
amendments thereto.
You may obtain our SEC filings at our website, www.ebix.com
under the "Investor Information" section, or over the Internet at
the SEC's web site, www.sec.gov
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content:https://www.prnewswire.com/news-releases/ebix-reaches-stalking-horse-sale-agreement-for-life-insurance-and-annuity-business-with-zinnia-to-ensure-successful-recapitalization-efforts-302017720.html
SOURCE Ebix, Inc.
