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ARLINGTON, Va. – Cash and purchase versus stock swap and merger were the major differences between the Concord EFS’ offer to buy the Credit Union 24 Network and CO-OP’s offer to merge with the Florida- based ATM network, according to informed sources familiar with both offers. According to the sources, who did not want to be named, CO-OP Network’s offer was to swap out a share of CO-OP Network’s stock, which the Network valued at $20,000 for one share of CU24′s ownership stock, which has a face value of $500. Credit unions joining CU24 were only allowed to purchase one share of the stock for a set price of $500. The stock gave the credit unions the right to vote on significant matters, such as the Concord offer, facing the Network. There are currently 227 credit unions that hold stock in CU24. Informed sources said the Concord deal was worth $27 million after payments for administration and other costs but that the money would not be shared out to the Network’s shareholders equally. Instead it would be divided on the basis of how much a credit union used the Network. The three of four largest credit unions with the heaviest Network use would stand to benefit the most from the deal while the majority of the Network’s other shareholding institutions (over 200) would not fare as well, the sources said. Other informed sources have reported that the consultants CU24 hired to help evaluate the offers had placed a lot of importance on the cash Concord offered. Both CO-OP Network and CU24′s leadership are on record as declining to comment about the Concord offer. Neither firm returned phone calls about the issue as Credit Union Times went to press. “There is a rumor – and it’s only a rumor so I can’t say whether it’s true – but there is a rumor that between 190 and 200 of the current credit union stockholders won’t see $20,000 from the Concord deal for their share,” said Mark Starr, CEO of the $185 million, Florida Credit Union based in Gainesville, Florida. Florida CU is a CU24 shareholder and Starr has become one of the most outspoken of the deal’s critics. On January 23, Starr wrote a letter to the other credit union stockholders in CU24, urging them to ask questions about the deal. Starr reported getting good reactions from about 10% of the CEOs whose institutions have stock in CU24 and he said he was contemplating sending out more letters during the firm’s schedule of meetings with stockholding institutions, scheduled for February. “What is most disturbing is how the issue has been framed,” Starr wrote in his letter. “It seems to ignore the essence of what CU24′s purpose has historically been,” he added. “Regardless of the actual sale price amount, the whole idea of this sale at an attractive price is inconsistent with the intent of most credit unions that own CU24 stock. Most CU24 stockholders did not purchase a $500 share with the intent of watching it go up in value and reaping a capital gain,” he wrote. “Instead, credit unions participate in CU24 to help control one of their top operating expenses and provide competitive ATM services.” Informed sources said CU24 had difficulty evaluating the value of the CO-OP stock that was being offered in the merger. Starr said he is contemplating writing a letter to CU24 CEO Jim Park and copying the 227 shareholders, to ask him to answer certain questions about the deal at the shareholder meetings and to make sure they came to the meeting with certain materials. “I really want them to bring materials from the CO-OP as well,” Starr said, “so that we can evaluate it too.” The impression is that the bottomline for the deal was cash and I am not sure that is the bottomline for most of the credit unions that own CU24, he explained. He said that he doubted CU24 would bring the materials the credit unions need to evaluate the deal, particularly anything about the division of money after the deal is done. Starr reported that he has not heard from anyone at CU24 about the letter, but that a former associate who has since gone to work for Concord has contacted him. The associate argued that Concord would not change the Network and that it was against its own interest to do so, Starr said. But the former associate conceded that once the initial agreement had expired that Concord could manage the Network as it liked. Starr also noted that nothing protected the CU24 users from changes in Concord’s leadership or philosophy or attitude. “I have had experience negotiating credit union ATM contracts in the past,” Starr wrote. “Additionally, I have significant experience with Concord/EPS. What this experience has taught me is, first all credit unions individually have an insignificant amount of volume in terms of ATM and point of sale transactions when compared to their counterparts in the banking industry,” he wrote. “Second, these organizations will do what’s best for them, which means making decisions that will help maximize profits to their bottom line,” he added. CU24 has released an updated schedule of shareholder meetings, which remain closed to all but shareholding credit unions. It added one meeting on February 13 at the Vystar Credit Union in Jacksonville, Florida and pushed back the formerly February 13 meeting in Tallahassee to February 14. The agenda for the meeting is as follows, the firm said: Introduction, RFP Process, Concord Vision, Benefits Summary and Questions and Answers. [email protected]

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