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iPayment Holdings, Inc. and iPayment, Inc. Announce Supplement No. 2 to Exchange Offer and Tender Offer and Extension of Withdrawal, Early Tender and Expiration Times

WESTLAKE VILLAGE, Calif., March 10, 2017 /PRNewswire/ -- As previously announced, iPayment, Inc. (the "Company"), a trusted provider of payment and processing solutions for small and medium-sized businesses (SMBs), and its parent, iPayment Holdings, Inc. ("Holdings" and, together with the Company, "iPayment"), have launched an exchange offer in connection with a comprehensive refinancing of iPayment and have launched a related tender offer. The exchange offer and the tender offer will both expire at 5:00 p.m., New York City time, on March 22, 2017, unless extended or earlier terminated.

In connection with the exchange offer for the Company's, 9.50% Senior Secured Notes due 2019, iPayment today issued Supplement No. 2 to the Offer to Exchange, which sets out additional information that may be of interest to holders considering participation in the exchange offer. The purpose of the Supplement No. 2 to the Offer to Exchange and Consent Statement is, among other things, to (i) extend the deadline for withdrawal of tendered Existing Notes until 5:00 p.m., New York City time, on March 15, 2017, unless further extended or earlier terminated, (ii) extend the Early Tender Date until 5:00 p.m., New York City time, on March 20, 2017, unless further extended or earlier terminated and (iii) extend the Expiration Time until 5:00 p.m., New York City time, on March 22, 2017, unless further extended or earlier terminated. As of March 9, 2017, 94.27% of the 9.50% Notes have been tendered for exchange.   

In connection with the tender offer for Holdings common stock, iPayment today issued Supplement No. 2 to the Offer to Purchase, which sets out additional information that may be of interest to holders considering participation in the tender offer. The purpose of Supplement No. 2 to the Offer to Purchase is, among other things, to (i) increase the purchase price in the offer to purchase shares of the Company's common stock from $1.31 per share to $1.55 per share, (ii) to remove the requirement that a participant in the tender offer tender all, but not less than all, of such participant's shares of common stock, and (iii) to extend the Expiration Date until 5:00 p.m., New York City time, on March 22, 2017, unless further extended or earlier terminated.

A copy of the Offer to Exchange, Supplement No. 1 to the Offer to Exchange, Supplement No. 2 to the Offer to Exchange, the Offer to Purchase, Supplement No. 1 to the Offer to Purchase, Supplement No. 2 to the Offer to Purchase and other documents relating to this exchange offer and tender offer may be obtained from MacKenzie Partners, Inc., the Information Agent for this exchange offer and tender offer. MacKenzie's telephone number is (800) 322-2885 or (212) 929-5500. Contact the Information Agent with any questions on the exchange offer or tender offer.

The securities to be issued in the refinancing will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the U.S. absent registration or an applicable exemption from such registration requirements. This notice does not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such jurisdiction.

MacKenzie Partners, Inc. serves as Information and Exchange Agent for the exchange offer. Requests for copies of the exchange offer documents can be made to MacKenzie Partners at (800) 322-2885 or (212) 929-5500 or via email at proxy@mackenziepartners.com.

Forward-Looking Statements

Information in this press release may contain "forward-looking statements" about the Company and Holdings. These forward-looking statements are subject to risks, uncertainties and assumptions, many of which are beyond our control, and are not guarantees of future results, performance or achievements, and actual results, performance or achievements could differ materially from our current expectations as a result of numerous factors, including but not limited to the following:  the effect of pending and threatened litigation; acquisitions; liability for merchant chargebacks; restrictive covenants governing our indebtedness; migration of merchant portfolios to new bank sponsors; our reliance on card payment processors and on independent sales organizations; changes in interchange fees; risks associated with the unauthorized disclosure of data; imposition of taxes on Internet transactions; actions by our competitors; and risks related to the integration of companies and merchant portfolios that we have acquired or may acquire. We undertake no obligation to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.

About iPayment

iPayment is a trusted provider of payment processing solutions in the U.S. With over 18 years of experience and more than 140,000 SMB customers, the company is consistently recognized for its depth of payments experience, breadth of product offerings, and commitment to transparency and SMB support. From new product innovation to customer service satisfaction, iPayment is an organization focused on small business enablement and delivering relevant and impactful services and solutions that help partners and SMB customers grow their individual businesses. For more information on iPayment, please visit http://www.ipaymentinc.com.

 

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