Technology firm Alphyra has been accused of underpaying for a stake in UK payments terminal operator PayPoint, with remaining shareholders claiming the deal was not properly conducted, writes Una McCaffrey
Alphyra, which was taken private in an €88 million buyout last year, said yesterday morning that it was paying £41.6 million sterling (€62.2 million) for a 52 per cent stake in PayPoint, thus valuing the company as a whole at £80 million.
Under PayPoint's structure, this means that Alphyra must offer to buy the remaining 48 per cent of the company on the basis of the same valuation.
Remaining shareholders have balked at this however, claiming that Alphyra's agreement to buy the 52 per cent stake is invalid because it was not reached according to PayPoint's articles of association.
A statement issued by PayPoint said that no change in ownership at the company could occur without the price being agreed by its board or in the absence of an expert valuation.
"Neither of these events have occurred and it remains the view of the chairman, executive directors and the director representing the largest single block of shares that the company is worth significantly more than the indicative offer of £80 million," said the company.
A spokesman for Alphyra responded to this statement by describing the price as "a full valuation".
He said the company was confident of a successful conclusion to an outright purchase of PayPoint over coming weeks.
The spokesman confirmed that remaining PayPoint shareholders were due to receive invitations to sell their holdings on the basis of the £80 million valuation.
Alphyra is thought to be satisfied that the acquisition of the 52 per cent stake from BT Group and a unit of Electricité de France was conducted in full observance of PayPoint's articles of association.
The firm is operating on the basis that the purchase of the 52 per cent holding, which was agreed on Tuesday, is a fait accompli, with Mr John Nagle of Alphyra and Mr Barry Maloney of the company's backer, Benchmark, expecting to take up seats on the PayPoint board in due course.
A spokesman for PayPoint declined to expand on how the company planned to proceed from here.
Market sources have suggested that yesterday's board reaction could have the ultimate aim of raising the price Alphyra would pay for the remainder of PayPoint.
PayPoint terminals are installed in more than 10,000 retail outlets across the UK, with some three million people using the facilities every week to pay their utility bills.