Business Services Industry
First Data Announces Receipt of Requisite Consents Pursuant to its Consent Solicitations Relating to its Outstanding Debt Securities
Business Wire, August 17, 2007
DENVER -- First Data Corporation (NYSE: FDC) ("First Data" or the "Company") announced today that, pursuant to the previously announced tender offers and consent solicitations, it has received consents (coupled with tenders) from a majority of its outstanding 6-3/8% Notes due 2007, 3.375% Notes due 2008, 5.8% Medium-Term Notes due 2008, 3.9% Notes due 2009, 4.5% Notes due 2010, 5.625% Senior Notes due 2011, 4.7% Notes due 2013, 4.85% Notes due 2014 and 4.95% Notes due 2015 (collectively, the "Notes"), with each such series of Notes voting as a separate class, to adopt the proposed amendments and waivers (the "Proposed Amendments") to the terms of the Notes and the indenture related to the Notes.
As of 5:00 p.m., New York City time, on August 16, 2007 (the "Consent Payment Deadline"), the Company had received consents and tenders in respect of the following principal amounts of Notes: $58.6 million (or approximately 68.5% of the aggregate principal amount) of the 6-3/8% Notes due 2007, $422.7 million (or approximately 84.5% of the aggregate principal amount) of the 3.375% Notes due 2008, $26.5 million (or approximately 65.4% of the aggregate principal amount) of the 5.8% Medium-Term Notes due 2008, $86.8 million (or approximately 84.4% of the aggregate principal amount) of the 3.9% Notes due 2009, $134.8 million (or approximately 84.9% of the aggregate principal amount) of the 4.5% Notes due 2010, $109.1 million (or approximately 69.3% of the aggregate principal amount) of the 5.625% Senior Notes due 2011, $426.1 million (or approximately 95.2% of the aggregate principal amount) of the 4.7% Notes due 2013, $335.9 million (or approximately 97.4% of the aggregate principal amount) of the 4.85% Notes due 2014 and $359.2 million (or approximately 96.6% of the aggregate principal amount) of the 4.95% Notes due 2015.
It is expected that the supplemental indenture effecting the Proposed Amendments will be executed promptly after the Consent Payment Deadline. The Proposed Amendments will become operative immediately prior to the acceptance for payment of such Notes pursuant to the tender offers.
The Consent Payment Deadline with respect to the tender offers and consent solicitations has now passed and withdrawal rights have terminated. Holders of Notes who have not already tendered their Notes may do so at any time at or prior to 8:00 a.m., New York City time, on September 4, 2007, unless extended or earlier terminated by the Company (the "Offer Expiration Date"), but such holders will only be eligible to receive the applicable tender offer consideration, which is an amount, paid in cash, equal to the applicable total consideration less the applicable consent payment, for their Notes.
In each case, holders whose Notes are accepted for payment in the tender offers will receive accrued and unpaid interest in respect of such purchased Notes from the last interest payment date to, but not including, the applicable payment date for Notes purchased in the tender offers.
The tender offers and consent solicitations relating to the Notes are made upon the terms and conditions set forth in the Company's Offer to Purchase and Consent Solicitation Statement dated August 3, 2007 (the "Offer to Purchase"), and the related Consent and Letter of Transmittal. The tender offers and consent solicitations are subject to the satisfaction of certain conditions, including the merger of First Data with an affiliate of Kohlberg Kravis Roberts & Co. (the "Merger") pursuant to the previously announced merger agreement (the "Merger Agreement") having occurred, or the Merger occurring substantially concurrent with the Offer Expiration Date. Further details about the terms and conditions of the tender offers and the consent solicitations are set forth in the Offer to Purchase.
First Data has retained Citigroup Global Markets Inc. to act as the lead dealer manager for the tender offers and lead solicitation agent for the consent solicitations, and they can be contacted at (800) 558-3745 (toll-free) or (212) 723-6106 (collect). First Data has also retained Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and Lehman Brothers Inc. to act as co-dealer managers for the tender offers and co-solicitation agents for the consent solicitations. Deutsche Bank Luxembourg SA has been appointed Luxembourg Tender Agent for the Offers and may be contacted at Deutsche Bank Luxembourg SA, Trust & Securities Services, 2 BLD Konrad Adenauer, L-1115 Luxembourg or by telephone at (00352) 421-22-460 or by facsimile at (00352) 421-22-426. Requests for documentation may be directed to Global Bondholder Services Corporation, the Information Agent, which can be contacted at (212) 430-3774 (for banks and brokers only) or (866) 924-2200 (for all others toll-free).
This release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The tender offers and consent solicitations are only being made pursuant to the tender offer and consent solicitation documents, including the Offer to Purchase that First Data has distributed to holders of Notes. The tender offers and consent solicitations are not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the tender offers and consent solicitations to be made by a licensed broker or dealer, the tender offers and consent solicitations will be deemed to be made on behalf of First Data by one or more of the dealer managers, or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.
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