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EVTC > SEC Filings for EVTC > Form 8-K on 6-Aug-2013All Recent SEC Filings

Show all filings for EVERTEC, INC.

Form 8-K for EVERTEC, INC.


6-Aug-2013

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01 Entry into a Material Definitive Agreement.

On July 31, 2013, a subsidiary of Popular, Inc. ("Popular") sold all of the issued and outstanding stock (the "TRANRED Sale") of TARJETAS Y TRANSACCIONES EN RED TRANRED, C.A. ("TRANRED") to an unaffiliated third party (the "Purchaser"). In connection with the TRANRED Sale, EVERTEC Group, LLC ("EVERTEC Group"), a subsidiary of EVERTEC, Inc. (the "Company"), entered into agreements on July 31, 2013 with two stockholders of the Company, Popular and AP Carib Holdings, Ltd. ("AP Carib").

Popular, EVERTEC Group and TRANRED entered into an agreement (the "Termination Agreement") to terminate, subject to certain obligations surviving such termination, the Venezuela Transition Services Agreement dated as of September 29, 2010, as amended, pursuant to which EVERTEC Group provided transition services to TRANRED. EVERTEC Group and/or its subsidiaries will continue to provide services to TRANRED following the TRANRED Sale through a new services agreement entered into between a subsidiary of EVERTEC Group and the Purchaser.

EVERTEC Group, Popular and AP Carib also entered into an amendment (the "Merger Agreement Amendment") to the Agreement and Plan of Merger dated as of June 30, 2010, as amended. Among other things, the Merger Agreement Amendment limits the scope of certain of Popular's indemnity obligations to EVERTEC Group, AP Carib and the other indemnified parties thereunder, to the extent related to TRANRED and its business, to any indemnifiable losses that arise out of or are related to the ownership, conduct and operation of TRANRED or its business on or before the date of the TRANRED Sale.

The description of the Termination Agreement and the Merger Agreement Amendment contained herein is qualified in its entirety by reference to the full text of such agreements, which are attached hereto as Exhibits 10.1 and 10.2.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Number                                     Exhibit

10.1        Agreement for Termination of Transition Services Agreement, dated as
            of July 31, 2013, by and among Popular, Inc., EVERTEC Group, LLC and
            TARJETAS Y TRANSACCIONES EN RED TRANRED, C.A.

10.2        Letter Agreement re: amendment to Merger Agreement, dated as of July
            31, 2013, by and among Popular, Inc., EVERTEC Group, LLC (on behalf of
            itself and as successor in interest to Carib Acquisition, Inc.) and AP
            Carib Holdings, Ltd.


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