UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 8, 2017 (September 7, 2017)
Vantiv, Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-35462 | | 26-4532998 |
(State of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
8500 Governor’s Hill Drive
Symmes Township, Ohio 45249
(Address of principal executive offices, including zip code)
(513)900-5250
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☒ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule12b-2 of the Securities Exchange Act of 1934 (17 CFR§240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Certain Communications
On September 8, 2017, Vantiv, Inc. (“Vantiv”) uploaded to its website a lender presentation (the “Lender Presentation”) with respect to the financing arrangements entered into in connection with the potential business combination between Vantiv and Worldpay Group plc, a public limited company registered in England and Wales. A copy of the Lender Presentation is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information furnished on this Form8-K, including the exhibits attached, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
| | |
Exhibit No. | | Description |
| |
| 99.1 | | Lender Presentation dated September 7, 2017 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | VANTIV, INC. |
| | | |
| Dated: September 8, 2017 | | | | By: | | /s/ NELSON F. GREENE |
| | | | Name: | | Nelson F. Greene |
| | | | Title: | | Chief Legal and Corporate Services Officer and Secretary |
EXHIBIT INDEX
