Fiserv Announces Cash Tender Offer for up to $250,000,000 Aggregate Principal Amount of Its Outstanding 6.125% Senior Notes Due 2012
BROOKFIELD, Wis., Sep 14, 2010 (BUSINESS WIRE) -- Fiserv, Inc. (NASDAQ: FISV), the leading global provider of financial services technology solutions, announced today that it has commenced a tender offer (the "Offer") to purchase for cash up to $250,000,000 aggregate principal amount (the "Tender Cap") of its outstanding 6.125% senior notes due 2012 (the "Notes") (CUSIP No. 337738AF5 and ISIN No. US337738AF57).
The Offer will expire at 11:59 p.m., New York City time, on Tuesday, October 12, 2010, unless extended (the "Expiration Date"). Holders who validly tender their Notes prior to 5:00 p.m., New York City time, on Monday, September 27, 2010, unless such date is extended, will be entitled to receive $1,100 for each $1,000 principal amount of Notes accepted for payment, which amount includes an early tender payment of $30 per $1,000 of Notes accepted for payment. Holders who validly tender their Notes after such time but on or prior to the Expiration Date will receive $1,070 for each $1,000 principal amount of Notes accepted for purchase. Accrued and unpaid interest up to, but not including, the settlement date will be paid in cash on all Notes accepted for purchase. The settlement date is expected to be on or about October 13, 2010.
If the aggregate principal amount of Notes validly tendered at or prior to the Expiration Date and not validly withdrawn pursuant to the Offer exceeds the Tender Cap, and we accept Notes for purchase pursuant to the Offer, we will accept such Notes on a pro rata basis (with adjustments downward to avoid the purchase of Notes in a principal amount other than in integral multiples of $1,000).
Fiserv may amend, extend or, subject to certain conditions, terminate the tender offer. The Offer to Purchase dated September 14, 2010 and the related Letter of Transmittal set forth a complete description of the terms and conditions of the tender offer. The Offer is not subject to any minimum tender condition but is subject to certain conditions, including Fiserv consummating a financing with the issuance of senior unsecured notes with proceeds therefrom sufficient to pay all amounts payable pursuant to the Offer. Holders are urged to read the Offer to Purchase and Letter of Transmittal carefully before making any decision with respect to the Offer. The Offer to Purchase and related Letter of Transmittal were distributed to holders beginning September 14, 2010.
BofA Merrill Lynch and Citi are serving as the dealer managers for the Offer. Questions about the Offer should be directed to BofA Merrill Lynch, toll-free at (888) 292-0070 or (980) 388-9217 (collect), attention: Debt Advisory Services, or to Citi, toll-free at (800) 558-3745 or (212) 723-6106 (collect), attention: Liability Management Group. The information agent for the Offer is Global Bondholder Services Corporation. Requests for additional sets of the Offer materials may be directed to Global Bondholder Services Corporation, by calling toll-free at (866) 387-1500 or (212) 430-3774 (collect) for banks and brokers.
This press release is not an offer to purchase or a solicitation for consent in any state or jurisdiction in which such offer or solicitation would be unlawful prior to registration or qualification under the securities law of any such state or other jurisdiction. The Offer is only made pursuant to the terms of the Offer to Purchase dated September 14, 2010.
About Fiserv
Fiserv, Inc. (NASDAQ: FISV) is the leading global provider of information management and electronic commerce systems for the financial services industry, driving innovation that transforms experiences for financial institutions and their customers. Fiserv is ranked No. 1 on the FinTech 100 survey of top technology partners to the financial services industry. For more information, visit www.fiserv.com.
Forward-Looking Statements
This press release contains forward-looking statements. Statements 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 the company's future plans, objectives or goals are also forward-looking statements. Forward-looking statements are subject to assumptions, risks and uncertainties that may cause actual results to differ materially from those contemplated by such forward-looking statements. The factors that may affect the company's results include, among others: the impact on the company's business of the current state of the economy, including the risk of reduction in revenue resulting from decreased spending on the products and services that the company offers or from the elimination of existing or potential clients due to consolidation or financial failures in the financial services industry; legislative actions in the United States, including the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act and related regulations, and internationally; changes in client demand for the company's products or services; pricing or other actions by competitors; the impact of the company's Fiserv 2.0 initiatives; the company's ability to comply with government regulations, including privacy regulations; and other factors included in the Company's Annual Report on Form 10-K for the year ended December 31, 2009 and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2010 and in other documents that the Company files 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. The company assumes no obligation to update any forward-looking statements, which speak only as of the date of this press release.
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SOURCE: Fiserv, Inc.
Investor Relations:
Fiserv, Inc.
Peter Holbrook, Vice President Investor Relations
262-879-5055
peter.holbrook@fiserv.com
or
Media Relations:
Fiserv, Inc.
Judy DeRango Wicks, Vice President Communications
678-375-1595
judy.wicks@fiserv.com
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