14.09.2007 22:05:00
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First Data Announces Extension of the Tender Offers for Its Outstanding Debt Securities
First Data Corporation (NYSE: FDC) ("First Data”
or the "Company”)
announced today that it has further extended the offer expiration date
and price determination date for its previously announced tender offers
in respect of its outstanding 6-3/8% Notes due 2007 (CUSIP No.
32006YAG7), 3.375% Notes due 2008 (CUSIP No. 319963AG9), 5.8%
Medium-Term Notes due 2008 (CUSIP No. 32006YAH5), 3.9% Notes due 2009
(CUSIP No. 319963AJ3), 4.5% Notes due 2010 (CUSIP No. 319963AL8), 5.625%
Senior Notes due 2011 (CUSIP No. 319963AF1), 4.7% Notes due 2013 (CUSIP
No. 319963AH7), 4.85% Notes due 2014 (CUSIP No. 319963AK0) and 4.95%
Notes due 2015 (CUSIP No. 319963AM6) (collectively, the "Notes”).
The offer expiration date will now be 8:00 a.m., New York City time, on
September 24, 2007, unless extended or earlier terminated (as extended,
the "Offer Expiration Date”).
As indicated in the Offer to Purchase referred to below, it is expected
that the offer expiration date will be extended as necessary to coincide
with the date that the Merger referred to below becomes effective. In
addition, the Company announced that the price determination date will
now be 2:00 p.m., New York City time, on September 19, 2007, unless
extended or earlier terminated.
As of 5:00 p.m., New York City time, on September 13, 2007, the Company
had received tenders in respect of the following principal amounts of
Notes:
6-3/8% Notes due 2007: $59.0 million (or approximately 69%)
3.375% Notes due 2008: $430.1 million (or approximately 86%)
5.8% Medium-Term Notes due 2008: $26.7 million (or approximately 66%)
3.9% Notes due 2009: $87.0 million (or approximately 85%)
4.5% Notes due 2010: $135.2 million (or approximately 85%)
5.625% Senior Notes due 2011: $110.9 million (or approximately 70%)
4.7% Notes due 2013: $426.5 million (or approximately 95%)
4.85% Notes due 2014: $336.8 million (or approximately 98%)
4.95% Notes due 2015: $359.2 million (or approximately 97%)
The tender offers and the related 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, as amended. Except as
described in this release, the terms and conditions of the tender offers
are unchanged. 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, as amended
hereby. 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.
About First Data
First Data Corporation (NYSE: FDC) is a leading provider of electronic
commerce and payment solutions for businesses worldwide. Serving over 5
million merchant locations, 1,900 card issuers and their customers,
First Data powers the global economy by making it easy, fast and secure
for people and businesses around the world to buy goods and services
using virtually any form of payment. The Company's portfolio of services
and solutions includes merchant transaction processing services; credit,
debit, private-label, gift, payroll and other prepaid card offerings;
fraud protection and authentication solutions; electronic check
acceptance services through TeleCheck; as well as Internet commerce and
mobile payment solutions. The Company's STAR Network offers PIN-secured
debit acceptance at 2 million ATM and retail locations.
Notice to Investors, Prospective Investors and the Investment
Community; Cautionary Information Regarding Forward-Looking Statements
Statements in this press release regarding First Data Corporation’s
business which are not historical facts are "forward-looking
statements.” All forward-looking statements
are inherently uncertain as they are based on various expectations and
assumptions concerning future events and they are subject to numerous
known and unknown risks and uncertainties which could cause actual
events or results to differ materially from those projected. Important
factors upon which the Company’s
forward-looking statements are premised include: (a) continued growth at
rates approximating recent levels for card-based payment transactions
and other product markets; (b) successful conversions under service
contracts with major clients; (c) renewal of material contracts in the
Company’s business units consistent with past
experience; (d) timely, successful and cost-effective implementation of
processing systems to provide new products, improved functionality and
increased efficiencies; (e) successful and timely integration of
significant businesses and technologies acquired by the Company and
realization of anticipated synergies; (f) continuing development and
maintenance of appropriate business continuity plans for the Company’s
processing systems based on the needs and risks relative to each such
system; (g) absence of further consolidation among client financial
institutions or other client groups which has a significant impact on
the Company’s client relationships and no
material loss of business from significant customers of the Company; (h)
achieving planned revenue growth throughout the Company, including in
the merchant alliance program which involves several joint ventures not
under the sole control of the Company and each of which acts
independently of the others, and successful management of pricing
pressures through cost efficiencies and other cost-management
initiatives; (i) successfully managing the credit and fraud risks in the
Company's business units and the merchant alliances, particularly in the
context of the developing e-commerce markets; (j) anticipation of and
response to technological changes, particularly with respect to
e-commerce; (k) attracting and retaining qualified key employees; (l) no
unanticipated changes in laws, regulations, credit card association
rules or other industry standards affecting the Company’s
businesses which require significant product redevelopment efforts,
reduce the market for or value of its products or render products
obsolete; (m) continuation of the existing interest rate environment so
as to avoid increases in agent fees related to IPS’
products; (n) no unanticipated developments relating to previously
disclosed lawsuits, investigations or similar matters; (o) no
catastrophic events that could impact the Company’s
or its major customers' operating facilities, communication systems and
technology or that has a material negative impact on current economic
conditions or levels of consumer spending; (p) no material breach of
security of any of the Company’s systems; and
(q) successfully managing the potential both for patent protection and
patent liability in the context of rapidly developing legal framework
for expansive software patent protection. Additional risks and other
factors include, but are not limited to: (a) the occurrence of any
effect, event, development or change that could give rise to the
termination of the Merger Agreement; (b) the outcome of any legal
proceedings that have been or may be instituted against the Company and
others in connection with the Merger Agreement; (c) the inability to
complete the Merger due to the failure to satisfy conditions to
completion of the Merger, including the receipt of certain foreign and
domestic regulatory approvals; (d) the failure to obtain the necessary
financing arrangements set forth in commitment letters received in
connection with the proposed transactions; (e) risks that the proposed
transactions disrupt current plans and operations and the potential
difficulties in employee retention; (f) risks that the proposed
transactions cause the Company’s alliance
partners, customers or service providers to terminate or reduce their
relationship with the Company; (g) the amount of the costs, fees,
expenses and charges related to the Merger and the actual terms of
certain financings that will need to be obtained for the Merger; and (h)
the impact of the substantial indebtedness that will need to be incurred
to finance the consummation of the Merger.
FDC-1
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