First Data Corporation (“First Data”) today announced that it has commenced a cash tender offer for any and all of its outstanding 9.875% Senior Unsecured Notes due 2015 (referred to below as the "notes"). The tender offer is being made pursuant to an “Offer to Purchase” dated today, which sets forth a more comprehensive description of the terms of the offer. The table below sets forth information with respect to the notes and the tender offer.
|Title of Notes|
9.875% Senior Unsecured Notes due 2015
(1) Per $1,000 principal amount of notes tendered and accepted for purchase.
(2) Inclusive of the Early Tender Payment.
The tender offer is scheduled to expire at the expiration date, which is at 12:00 midnight, New York City time, on April 23, 2013, unless extended or earlier terminated. Holders of notes must tender and not withdraw their notes at or before the early tender date, which is 5:00 p.m., New York City time, on April 9, 2013, unless extended, to receive the “Total Consideration.”
The Total Consideration payable for each $1,000 principal amount of notes validly tendered at or before the early tender date and accepted for payment is equal to $1,026.75. Holders who tender their notes after the early tender date will, if such notes are purchased by us, receive the "Tender Offer Consideration," which is the Total Consideration minus an early tender payment of $30.00 per $1,000 principal amount of notes, which will be payable promptly following the expiration date. In addition to the Total Consideration or Tender Offer Consideration, as applicable, holders of notes accepted for payment will receive accrued and unpaid interest from the last interest payment date for the notes to, but not including, the applicable settlement date.
Except as required by applicable law, notes tendered may be withdrawn only at or before the withdrawal date, which is 5:00 p.m., New York City time, on April 9, 2013, and notes tendered after the withdrawal date and before the expiration of the tender offer may not be withdrawn.
First Data may elect to accept for purchase prior to the expiration of the tender offer all notes validly tendered on or before the early tender date. It is anticipated that the settlement date for notes validly tendered on or before the early tender date will be April 10, 2013, if First Data elects to accept such notes for purchase prior to the expiration of the tender offer. It also is anticipated that the settlement date for notes validly tendered after the early tender date and on or before the expiration date (as well as for notes validly tendered on or before the early tender date if First Data does not elect to accept such notes for purchase prior to the expiration of the tender offer) will be April 24, 2013.
First Data has retained Citigroup Global Markets Inc. to serve as dealer manager for the tender offer. First Data has retained Global Bondholder Services Corporation to serve as the depositary and the information agent for the tender offer. Requests for documents may be directed to Global Bondholder Services Corporation by phone at (866) 952-2200 or (212) 430-3774 or in writing at 65 Broadway – Suite 404, New York, New York 10006. Questions regarding the tender offer may be directed to Citigroup Global Markets Inc. by phone at (212) 723-6106 or (800) 558-3745.
The tender offer is subject to the satisfaction of certain conditions. If any of the conditions is not satisfied, First Data is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered notes, in each event subject to applicable laws, and may terminate the tender offer. The tender offer is not conditioned on the tender of a minimum principal amount of notes. First Data is not soliciting consents from holders of notes in connection with the tender offer. This press release is neither an offer to purchase nor a solicitation of an offer to sell the notes or any other securities. The tender offer is made only by and pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal and the information in this press release is qualified by reference to the Offer to Purchase and the related Letter of Transmittal. None of First Data, the dealer manager or the depositary and information agent makes any recommendations as to whether holders should tender their notes pursuant to the tender offer. Holders must make their own decisions as to whether to tender notes, and, if so, the principal amount of notes to tender.
This press release includes certain disclosures which contain “forward-looking statements.” You can identify forward-looking statements because they contain words such as “believes” and “expects.” Forward-looking statements are based on the Company’s current expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012 under the caption “Risk Factors.”