First Data Commences Cash Tender Offers for $115.2 Million of its Outstanding Debt Securities

DENVER, Nov 26, 2008 (AllPayNews.com) -- First Data Corporation announced today that it has commenced cash tender offers in respect of an aggregate of $115.2 million of its outstanding unsecured debt securities, which we refer to as the "Notes." The Notes that are the subject of the tender offers are identified in the table below.
The offer for each series of Notes will expire at 5:00 p.m., New York City time, on December 29, 2008, unless extended by First Data in its sole discretion (the "Offer Expiration Date"). Holders who wish to receive the total consideration referred to below must validly tender and not validly withdraw their Notes prior to 5:00 p.m., New York City time, on December 17, 2008, unless extended or earlier terminated by First Data in its sole discretion (the "Early Tender Deadline"). Tendered notes may not be withdrawn after 5:00 p.m., New York City time, on December 17, 2008, subject to certain exceptions.
The total consideration for each $1,000 principal amount of Notes validly tendered prior to the Early Tender Deadline and accepted for purchase pursuant to the tender offer will be the applicable total consideration set forth in the table below (in each case, the total consideration).
Description of Security CUSIP ISIN Number Principal Early Tender Total
Number Amount Payment (A) Consideration
Outstanding (A)(B)
3.9% Notes due 2009 319963AJ3 US319963AJ32 $15,312,000 $30 $870
4.5% Notes due 2010 319963AL8 US319963AL87 $21,435,000 $30 $800
5.625% Senior Notes due 2011(C) 319963AF1 US319963AF10 $41,666,000 $30 $550
4.7% Notes due 2013 319963AH7 US319963AH75 $19,042,000 $30 $400
4.85% Notes due 2014 319963AK0 US319963AK05 $6,689,000 $30 $400
4.95% Notes due 2015 319963AM6 US319963AM60 $11,012,000 $30 $350
(A) Per $1,000 principal amount of Notes accepted for purchase
(B) Total Consideration includes the early tender payment
(C) Listed on the Luxembourg Stock Exchange

The total consideration set forth in the table above includes an early tender payment of $30 per $1,000 principal amount of Notes, payable in respect of Notes validly tendered prior to the Early Tender Deadline and not validly withdrawn, subject to the terms and conditions of the tender offers. Holders of the Notes must validly tender and not validly withdraw Notes prior to the Early Tender Deadline in order to be eligible to receive the applicable total consideration (which includes the early tender payment) for such Notes purchased in the tender offers. Holders who validly tender their Notes after the Early Tender Deadline and prior to the Offer Expiration Date will be eligible to receive the tender offer consideration which is an amount, paid in cash, equal to the applicable total consideration less the early tender payment.
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 payment date for Notes purchased in the tender offers.
Each tender offer is being made independently of the other tender offers. First Data reserves the right, subject to applicable law, to terminate, withdraw or amend each tender offer independently of the other tender offers at any time from time to time.
The tender offers are made upon the terms and conditions set forth in the Offer to Purchase dated November 26, 2008, (the "Offer to Purchase"), and the related Letter of Transmittal. The tender offers are subject to the satisfaction of certain conditions. Further details about the terms and conditions of the tender offers are set forth in the Offer to Purchase.
First Data has retained Citi to act as the dealer manager for the tender offers, and they can be contacted at (800) 558-3745 (toll-free) or (212) 723-6106 (collect). Deutsche Bank Luxembourg SA has been appointed Luxembourg tender agent for the offer for the 5.625% Senior Notes due 2011 and may be contacted at Deutsche Bank Luxembourg SA, Trust & Securities Services, 2 BLD Konrad Adenauer, L-1115 Luxembourg or by telephone at (+352) 421-22-460 or by facsimile at (+352) 421-22-426. The Offer to Purchase and other documents relating to the tender offers are expected to be distributed to holders beginning today. 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) 807-2200 (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 offer to buy the Notes is only being made pursuant to the tender offer documents, including the Offer to Purchase that First Data is distributing to holders of Notes. The tender offers 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 to be made by a licensed broker or dealer, the tender offers will be deemed to be made on behalf of First Data by the dealer manager, or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.
About First Data
First Data is a global technology leader in information commerce. The company processes transaction data of all kinds, harnesses the power of that data and delivers innovations in secure infrastructure, intelligence and insight for its customers. With operations in 37 countries, First Data serves more than 5.4 million merchant locations and more than 2,000 card issuers and their customers. It 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 2.1 million ATM and retail locations. Through First Data's centers of excellence, such as security, analytics, customer loyalty and mobile payments, it offers data-driven commerce solutions for customers around the globe.
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) no adverse impact on the Company's business as a result of its high degree of leverage; (b) timely, successful and cost-effective consolidation of the Company's processing platforms and data centers; (c) continued growth at rates approximating recent levels for card-based payment transactions and other product markets; (d) successful conversions under service contracts with major clients; (e) successful and timely integration of significant businesses and technologies acquired by the Company and realization of anticipated synergies; (f) timely, successful and cost-effective implementation of processing systems to provide new products, improved functionality and increased efficiencies; (g) 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; (h) absence of further consolidation among client financial institutions or other client groups which has a significant impact on Company client relationships and no material loss of business from significant customers of the Company; (i) 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; (j) 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; (k) anticipation of and response to technological changes, particularly with respect to e-commerce; (l) attracting and retaining qualified key employees; (m) 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; (n) continuation of the existing interest rate environment so as to avoid unanticipated increases in interest on the Company's borrowings; (o) no unanticipated developments relating to previously disclosed lawsuits, investigations or similar matters; (p) no catastrophic events that could impact the Company's or its major customer's operating facilities, communication systems and technology or that has a material negative impact on current economic conditions or levels of consumer spending; (q) no material breach of security of any of the Company's systems; (r) successfully managing the potential both for patent protection and patent liability in the context of rapidly developing legal framework for expansive software patent protection and other risks that are set forth in the "Risk Factors" and "Management Discussion and Analysis of Results of Operations and Financial Condition" sections of the Annual Report on Form 10-K for the period ended December 31, 2007, and Quarterly Reports on Form 10-Q for the periods ended March 31, 2008, June 30, 2008 and September 30, 2008.
SOURCE: First Data Corporation
First Data Corporation
Investor Relations
Silvio Tavares, 303-967-8276
silvio.tavares@firstdata.com