Fiserv, Inc. (NASDAQ: FISV), a leading global provider of financial
services technology solutions, announced today that it has priced a
public offering of $9 billion aggregate principal amount of senior
notes, consisting of the following:
- $2 billion of senior notes that mature in 2024
- $2 billion of senior notes that mature in 2026
- $3 billion of senior notes that mature in 2029
- $2 billion of senior notes that mature in 2049
The offering is expected to close June 24, 2019, subject to customary
closing conditions. The offering is being conducted in connection with
the previously announced proposed acquisition of First Data Corporation,
which is currently expected to close in the second half of calendar year
2019, subject to customary closing conditions (the “merger”). Fiserv
intends to use the net proceeds from this and potential future offerings
of securities, together with borrowings under its term loan facility and
revolving credit facility, to refinance certain outstanding indebtedness
of First Data, make cash payments in lieu of fractional shares as part
of the merger consideration, and pay fees and expenses related to the
merger, the refinancing, and the related transactions. Fiserv intends to
use any remaining net proceeds for general corporate purposes. Pending
such uses, Fiserv may invest the net proceeds from the offering
temporarily in investment grade securities, money market funds, bank
deposit accounts or similar short-term investments, or use such net
proceeds to repay outstanding borrowings under its revolving credit
facility.
J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Wells Fargo
Securities, LLC, MUFG Securities Americas Inc., PNC Capital Markets LLC,
SunTrust Robinson Humphrey, Inc., TD Securities (USA) LLC and U.S.
Bancorp Investments, Inc. are the joint book-running managers for the
offering.
The offering is being made only by means of a prospectus supplement and
accompanying prospectus, which are part of a shelf registration
statement that Fiserv has filed with the Securities and Exchange
Commission, copies of which may be obtained by contacting J.P. Morgan
Securities LLC collect at +1-212-834-4533, Citigroup Global Markets Inc.
toll-free at +1-800-831-9146, or Wells Fargo Securities, LLC toll-free
at +1-800-645-3751 or by email to wfscustomerservice@wellsfargo.com.
An electronic copy of the prospectus and prospectus supplement is
available from the Securities and Exchange Commission’s website at www.sec.gov.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities, nor will there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
About Fiserv
Fiserv, Inc. (NASDAQ: FISV) enables clients worldwide to create and
deliver financial services experiences in step with the way people live
and work today. For 35 years, Fiserv has been a trusted leader in
financial services technology, helping clients achieve best-in-class
results by driving quality and innovation in payments, processing
services, risk and compliance, customer and channel management, and
insights and optimization. Fiserv is a member of the FORTUNE®
500 and has been named among the FORTUNE Magazine World’s Most Admired
Companies® for six consecutive years, recognized for strength
of business model, people management, social responsibility and
innovation leadership. Visit fiserv.com
and follow on social media for more information and the latest company
news.
Forward-Looking Statements
This press release contains “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include those that express a plan, belief,
expectation, estimation, anticipation, intent, contingency, future
development or similar expression, and can generally be identified as
forward-looking because they include words such as “believes,”
“anticipates,” “expects,” “could,” “should” or words of similar meaning.
Statements that describe Fiserv’s future plans, objectives or goals are
also forward-looking statements. Forward-looking statements involve
significant risks and uncertainties, and a number of factors, both
foreseen and unforeseen, could cause actual results to differ materially
from our current expectations. The factors that could cause Fiserv’s
actual results to differ materially include, among others: the
possibility that Fiserv and First Data may be unable to achieve expected
synergies and operating efficiencies from the merger within the expected
time frames or at all and to successfully integrate the operations of
First Data into those of Fiserv; such integration may be more difficult,
time-consuming or costly than expected; revenues following the merger
may be lower than expected, including for possible reasons such as
unexpected costs, charges or expenses resulting from the merger;
operating costs, customer loss and business disruption (including,
without limitation, difficulties in maintaining relationships with
employees, customers, clients or suppliers) may be greater than expected
following the merger; the retention of certain key employees; the
occurrence of any event, change or other circumstances that could give
rise to the termination of the merger agreement; the outcome of any
legal proceedings that may be instituted against Fiserv, First Data and
others related to the merger agreement; unforeseen risks relating to
liabilities of Fiserv or First Data may exist; conditions to the
completion of the merger may not be satisfied, or the regulatory
approvals required for the merger may not be obtained on the terms
expected or on the anticipated schedule; the amount of the costs, fees,
expenses and charges related to the merger, including the costs, fees,
expenses and charges related to any financing arrangements entered into
in connection with the merger; and the parties’ ability to meet
expectations regarding the timing, completion and accounting and tax
treatments of the merger. Fiserv and First Data are subject to, among
other matters, changes in customer demand for their products and
services; pricing and other actions by competitors; general changes in
local, regional, national and international economic conditions and the
impact they may have on Fiserv and First Data and their customers and
Fiserv’s and First Data’s assessment of that impact; rapid technological
developments and changes, and the ability of Fiserv’s and First Data’s
technology to keep pace with a rapidly evolving marketplace; the impact
of a security breach or operational failure on Fiserv’s and First Data’s
business; the effect of proposed and enacted legislative and regulatory
actions in the United States and internationally affecting the financial
services industry as a whole and/or Fiserv and First Data and their
subsidiaries individually or collectively; regulatory supervision and
oversight, and Fiserv’s and First Data’s ability to comply with
government regulations; the impact of Fiserv’s and First Data’s
strategic initiatives; Fiserv’s and First Data’s ability to continue to
introduce competitive new products and services on a timely,
cost-effective basis; the ability to contain costs and expenses; the
protection and validity of intellectual property rights; the outcome of
pending and future litigation and governmental proceedings; acts of war
and terrorism; and other factors identified in our Annual Report on Form
10-K for the year ended December 31, 2018, our Form 8-K filed on June
10, 2019 and other documents that we file with the SEC. You should
consider these factors carefully in evaluating forward-looking
statements and are cautioned not to place undue reliance on such
statements. Fiserv and First Data assume no obligation to update any
forward-looking statements, which speak only as of the date of this
press release.
FISV-G
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