Fiserv, Inc. (NASDAQ: FISV), a leading global provider of financial
services technology solutions, announced today that it has priced a
public offering of its euro- and sterling-denominated senior notes,
consisting of the following:
- €500 million of senior notes that mature in 2023
- €500 million of senior notes that mature in 2027
- €500 million of senior notes that mature in 2030
- £525 million of senior notes that mature in 2025
- £525 million of senior notes that mature in 2031
The offering is expected to close July 1, 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 offering, together with
borrowings under its term loan facility and revolving credit facility
and the proceeds of its substantially concurrent offering of $9.0
billion aggregate principal amount of its U.S. dollar-denominated senior
notes, 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 plc, Citigroup Global Markets Limited, Wells
Fargo Securities International Limited, MUFG Securities EMEA plc, PNC
Capital Markets LLC, SunTrust Robinson Humphrey, Inc., The
Toronto-Dominion Bank 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 plc collect at +44-207-134-2486, Citigroup Global Markets
Limited toll-free at +1-800-831-9146, or Wells Fargo Securities
International Limited toll-free at +44-203-942-8530 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.
MiFID II professionals/ECPs-only / No PRIIPs KID – Manufacturer
target market (MIFID II product governance) is eligible counterparties
and professional clients only (all distribution channels). No PRIIPs key
information document (KID) has been prepared as not available to retail
in EEA. This communication is being distributed to, and is directed only
at, persons in the United Kingdom in circumstances where section 21(1)
of the Financial Services and Markets Act 2000 does not apply.
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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