Under the terms of the Agreement and Plan of Merger, dated August 10, 2025, Western Union will acquire Intermex for $16.00 per share in cash, representing approximately $500 million in total equity and enterprise value. The press release describes this price as a roughly 50 percent premium to Intermex's 90-day volume-weighted average price. The proxy statement separately discloses that the $16.00 price represents a discount of approximately 17 percent to Intermex's 52-week high of $19.24 (excluding the period of its publicly announced strategic alternatives process) and a discount of approximately 27 percent to its 52-week high of $21.87 (including that period). Western Union will acquire Intermex via a wholly owned merger subsidiary, Ivey Merger Sub, Inc., which will merge into Intermex, with Intermex surviving as a wholly owned subsidiary of Western Union. The transaction is not conditioned on financing; Western Union represented in the merger agreement that it will have sufficient cash and available credit to fund the merger consideration at closing.
In its fairness opinion, Lazard Frères & Co. LLC performed a discounted cash flow analysis using discount rates of 11.00% to 14.00% and perpetuity growth rates of 0.5% to 1.5%, implying an equity value range of $13.40 to $18.60 per share. A selected publicly traded companies analysis (benchmarked against Euronet Worldwide, Western Union, EVERTEC, and OFX Group) applied EV/2025E Adjusted EBITDA multiples of 4.0x-5.5x and EV/2026E Adjusted EBITDA multiples of 3.5x-5.0x, implying equity values of $12.10-$16.70 and $10.40-$14.90 per share, respectively. A selected precedent transactions analysis of nine retail-remittance acquisitions since 2016 (observed multiples ranging from 4.6x to 16.1x EV/CY1 Adjusted EBITDA) applied a 4.5x-8.0x multiple range, implying an equity value of $13.70 to $24.30 per share. Intermex's net debt was treated as $0 in all analyses, consistent with company guidance that cash and debt are used primarily to finance operating settlement activity.
Western Union disclosed expected annual run-rate cost synergies of approximately $30 million within 24 months of closing, with additional potential revenue synergies from broader distribution and product integration that were not quantified. The acquisition is expected to be immediately accretive to Western Union's adjusted EPS by more than $0.10 in the first full year after closing. Strategic rationale cited in the press release includes expanding Western Union's U.S. retail footprint, extending Intermex's historically high-growth Latin America corridors, access to Intermex's approximately 6 million customers, and accelerating digital new-customer acquisition.
The DEFM14A's "Background of the Merger" section describes a formal sale process that began after Intermex's Board formed a Strategic Alternatives Committee in November 2024 in response to letters from two institutional stockholders urging exploration of strategic alternatives. Between November 2024 and February 2025, Intermex entered into non-disclosure agreements with 20 potential counterparties, including Western Union and an unnamed "Party A," and Financial Technology Partners LP ("FTP") ran outreach on Intermex's behalf. Western Union initially informed FTP on December 24, 2024 that it would not pursue a transaction, before re-engaging later in the process; the full chronology of re-engagement and the eventual signing on August 10, 2025 is described in detail in the proxy. Advisors named in the announcement press release: PJT Partners served as exclusive financial advisor and Sidley Austin LLP as legal advisor to Western Union; Financial Technology Partners LP served as financial advisor and Holland & Knight LLP as legal advisor to Intermex; Lazard Frères & Co. LLC served as financial advisor and Cravath, Swaine & Moore LLP as legal advisor to Intermex's Strategic Alternatives Committee.
The merger agreement includes a Company Termination Fee of $19,800,000 payable by Intermex to Western Union in specified circumstances, including acceptance of a superior proposal or a change in the board's recommendation, and a Parent (reverse) Termination Fee of $27,300,000 payable by Western Union to Intermex if the agreement is terminated due to a legal restraint under antitrust law. The original Outside Date under the merger agreement was May 11, 2026, with automatic extensions to August 10, 2026 and then to November 10, 2026 available if closing is delayed solely due to antitrust restraints, money-transmitter regulatory approvals, or certain other specified consents.
On December 9, 2025, Intermex stockholders voted at a special meeting to approve the merger agreement, with approximately 99.86% of votes cast in favor (21,231,094 votes for versus 5,524 against), as disclosed in a Form 8-K filed the same day. On October 7, 2025, the companies announced the expiration of the Hart-Scott-Rodino Act waiting period, at the time expecting the deal to close in mid-2026.
However, the closing has since been delayed. A Form 8-K filed October 2, 2026 disclosed that the California Department of Financial Protection and Innovation ("DFPI") suspended its approval of the merger (as previously disclosed on August 14, 2026) pending further review, and that because of the resulting delay, Western Union's original HSR clearance (which expired after one year from the October 2025 waiting-period expiration) lapsed. As a result, Intermex and Western Union each filed new Premerger Notification and Report Forms under the HSR Act on October 2, 2026, commencing a new 30-day waiting period for which the parties have requested early termination. The filing states the parties do not expect the DFPI to reinstate its approval prior to October 6, 2026, and that the merger remains subject to expiration of the new HSR waiting period and reinstatement of the DFPI's approval, in addition to other customary closing conditions. As of the most recent filing, the transaction has not closed and remains pending these outstanding regulatory approvals.