First Data 2013 Annual Report Download

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 
(State of incorporation) (I.R.S. Employer Identification No.)

(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code 
Securities registered pursuant to Section 12(b) of the Act: 
Securities registered pursuant to Section 12(g) of the Act: 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes o No x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes o No x
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and
will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. x

Table of contents

  • Page 1
    ... file number 001-11073 FIRST DTTT CORPORTTION DELTWTRE (State of incorporation) 47-0731996 (I.R.S. Employer Identification No.) 5565 GLENRIDGE CONNECTOR, N.E., SUITE 2000, TTLTNTT, GEORGIT 30342 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code...

  • Page 2
    ...," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer o Accelerated filer o Non-accelerated filer x Smaller Reporting Company o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes...

  • Page 3
    ... Banc of America Merchant Services, LLC ("BAMS") alliance on June 26, 2009. The Company owns 51% of BAMS and Bank of America N.A. owns 49%. Operating locations. The Company has domestic and international operations and regional or country offices where sales, customer service and/or administrative...

  • Page 4
    ... act as a merchant referral source. The Company benefits by providing processing services for the alliance/referral partners and their merchant customers. Both the Company and the alliance may provide management, sales, marketing, and other administrative services. The alliance strategy could be...

  • Page 5
    ... thousand small and mid-tier merchants. The Company also provides program management and processing services for associationbranded, bank-issued, open loop, stored-value, reloadable and one time prepaid card products. Money Network offers prepaid products to address the needs of employers, employees...

  • Page 6
    ... result, the Company bears the risk of loss if the Company is unable to collect the returned check from the check writer. The Company earns a fee for each check it guarantees, which generally is determined as a percentage of the check amount. The Company's Electronic Check Acceptance service, which...

  • Page 7
    ... accounts. Debit network and processing services. The Company provides STAR Network access, PIN-debit and signature debit card processing services and ATM processing services, such as transaction routing, authorization, and settlement as well as ATM management and monitoring. The STAR Network...

  • Page 8
    ... related to the STAR Network and debit card and ATM processing services are derived from fees payable under contracts but are driven more by monetary transactions processed than by accounts on file. The Company provides services which are driven by client transactions and are separately priced...

  • Page 9
    ... tax payment processing services for the Electronic Federal Tax Payment System. Corporate operations include administrative and shared service functions such as the executive group, legal, tax, treasury, internal audit, accounting, human resources, information technology and procurement. Costs...

  • Page 10
    ... interchange transaction fees that a card issuer receives and that are established by a payment card network for an electronic debit transaction are now regulated by the Federal Reserve Board and must be "reasonable and proportional" to the cost incurred by the card issuer in authorizing, clearing...

  • Page 11
    ...subject to the rules of such associations. First Data Resources, LLC, First Data Merchant Services Corporation, and STAR Network, along with a number of the Company's subsidiaries in the International segment are registered with Visa and/or MasterCard as service providers for member institutions. In...

  • Page 12
    ... German banking association. Failure to comply with the technical requirements set forth by the DK may result in suspension or termination of services. Banking regulation. Because a number of the Company's subsidiary businesses, including card issuer processing, merchant processing and STAR Network...

  • Page 13
    ... calls to cellular phones could impair the collection by TRS of returned checks, including those purchased under TeleCheck's guarantee services. Moreover, reducing or eliminating access to and use of information on drivers licenses, requiring blocking of access to credit reports or scores, mandating...

  • Page 14
    ... Housing Assistance Tax Act of 2008 included an amendment to the Internal Revenue Code that requires information returns to be made for each calendar year by merchant acquiring entities and third-party settlement organizations with respect to payments made in settlement of payment card transactions...

  • Page 15
    ...be incurred in compliance with these restrictions could be substantial. If new debt is added to the Company's and its subsidiaries' existing debt levels, the related risks that the Company will face would increase. Increase in interest rates may negatively impact the Company's operating results and...

  • Page 16
    ... act as a merchant referral source when the institution has an existing banking or other relationship. The Company provides transaction processing and related functions. Both alliance partners may provide management, sales, marketing, and other administrative services. The alliance structure allows...

  • Page 17
    ...Company's software products and errors or delays in the Company's processing of electronic transactions could result in: additional development costs; diversion of technical and other resources from the Company's other development efforts; loss of credibility with current or potential customers...

  • Page 18
    ... creating a new independent agency funded by the Federal Reserve Board, the Consumer Financial Protection Bureau ("CFPB"), to regulate consumer financial products and services (including many offered by the Company's customers), restricting debit card fees paid by merchants to issuer banks and...

  • Page 19
    ... acquisition and integration of businesses involves a number of risks. The core risks are in the areas of valuation (negotiating a fair price for the business based on inherently limited diligence) and integration (managing the complex process of integrating the acquired company's people, products...

  • Page 20
    ... the Company's transaction processing services, several of the Company's subsidiaries are registered with Visa and MasterCard and other networks as members or service providers for member institutions. As such, the Company and many of its customers are subject to card association and network rules...

  • Page 21
    ...Company's merchant alliances, it holds an ownership interest in several competing merchant acquiring businesses while serving as the electronic processor for those businesses. In order to satisfy state and federal antitrust requirements, the Company actively maintains an antitrust compliance program...

  • Page 22
    ...,217 81 10 Retail and Alliance Services' principal operations are conducted in Melville, New York; Hagerstown, Maryland; Marietta, Georgia; Coral Springs, Florida; and Houston, Texas. The principal operations for Financial Services are located in Omaha, Nebraska; Wilmington, Delaware; Chesapeake...

  • Page 23
    plaintiffs' petition for rehearing. On July 11, 2013 the plaintiffs filed a petition for a writ of certiorari with the United States Supreme Court and on October 7, 2013, the United States Supreme Court denied the plaintiffs' petition for a writ of certiorari . ITEM 4. MINING STFETY DISCLOSURES ...

  • Page 24
    ... of initial payments for new contracts, which is recorded as a contra-revenue within "Transaction and processing service fees" and amortization related to equity method investments, which is netted within "Equity earnings in affiliates" in the Consolidated Statements of Operations. Other long...

  • Page 25
    ...credit, retail and debit card issuing and processing services; prepaid card services; and check verification, settlement and guarantee services. Regulatory reform. On June 29, 2011, the Federal Reserve Board announced the final rules governing debit card interchange fees and routing and exclusivity...

  • Page 26
    ...of the information services as well as the check clearing services businesses had been divested as of December 31, 2012. The segment's largest components of revenue consist of fees for account management, transaction authorization and posting and network switching. Credit and retail based revenue is...

  • Page 27
    ... associated customer support, losses on check guarantee services and merchant chargebacks, and other operating expenses. Cost of products sold. These costs include those directly associated with product and software sales such as cost of POS devices, merchant terminal leasing costs and software...

  • Page 28
    ... revenue were offset by decreases in card services and check services. The net increases in merchant related services revenue resulted from increases in both domestic and international merchant transactions and dollar volumes in addition to new sales, pricing increases and network routing incentives...

  • Page 29
    ... expense growth rate in 2012 benefited from the 2011 correction of cumulative errors in the amortization of initial payments for new contracts related to purchase accounting associated with the Company's 2007 merger with an affiliate of Kohlberg Kravis and Roberts & Co. ("KKR") which totaled a $10...

  • Page 30
    ... and amortization errors related to purchase accounting associated with the Company's 2007 merger with an affiliate of KKR which totaled a $57.7 million benefit in "Depreciation and amortization ." The error corrections adversely impacted the depreciation and amortization growth rate in 2012 versus...

  • Page 31
    ... Activities Pretax Benefit (Charge) Year ended December 31, 2012 (in millions) Tpproximate Number of Employees Retail and Tlliance Services Financial Services International Tll Other and Corporate Totals Restructuring charges Restructuring accrual reversals Impairments Total pretax charge...

  • Page 32
    ... to interest rate swaps entered into during 2012 and 2011. Divestitures, net. The gain recognized in 2011 resulted most significantly from the contribution of the Company's transportation business to an alliance in exchange for a 30% interest in that alliance. Non-operating foreign currency gains...

  • Page 33
    ... are based on information provided by Western Union regarding its tax contingency reserves for periods prior to the spin-off date. There is no assurance that a Western Union-related issue raised by the Internal Revenue Service ("IRS") or other tax authority will be finally resolved at a cost not in...

  • Page 34
    ... termination of the Chase Paymentech Solutions alliance, and expenses related to the conversion of certain BAMS alliance merchant clients onto the Company's platforms (excludes costs accrued in purchase accounting). Effective October 1, 2011, First Data and Bank of America N.A. ("the Bank") jointly...

  • Page 35
    ...with other ISO's that are recorded as contra revenue. · Corporate operations include administrative and shared service functions such as the executive group, legal, tax, treasury, internal audit, accounting, human resources, information technology and procurement. Costs incurred by Corporate that...

  • Page 36
    ... technology and operations costs including product investments. The impact of the revenue items noted above primarily contributed to the increase in Retail and Alliance Services segment EBITDA in 2012 compared to 2011. The Dodd-Frank Act benefited the segment EBITDA growth rate in 2012 compared to...

  • Page 37
    ...of period data. Domestic card accounts on file include credit, retail and debit card accounts as of the last day of the last month of the period. Transaction and processing service fees revenue. Components of transaction and processing service fees revenue. 2013 Year ended December 31, 2012 Percent...

  • Page 38
    ... in online banking and bill payment services driven by new business and growth from existing customers. A s ubstantial portion of the information services as well as the check clearing services businesses had been divested as of December 31, 2012. Product sales and other revenue. Product sales and...

  • Page 39
    ...related services and card services revenue. Merchant related services revenue encompasses merchant acquiring and processing revenue, debit transaction revenue, POS/ATM transaction revenue and fees from switching services. Card services revenue represents monthly managed service fees for issued cards...

  • Page 40
    ... 2011 due primarily to the revenue items noted above. In addition, International segment EBITDA benefited in 2012 from the 2011 correction of cumulative errors in the amortization of initial payments for new contracts related to purchase accounting associated with the KKR merger and the write-off of...

  • Page 41
    ... against equity earnings in affiliates and revenues) Charges (gains) related to other operating expenses and other income (expense) Other non-cash and non-operating items, net Increase (decrease) in cash, excluding the effects of acquisitions and dispositions, resulting from changes in: Accounts...

  • Page 42
    ... investors based upon the net present value of the Company's estimate of the future payments. In the fourth quarter of 2011, the Company funded $160 million to one of its merchant alliance partners for referrals from bank branches contributed to the alliance as called for by the agreement that...

  • Page 43
    ... in the Company's results of operations. Amounts paid in 2011 included $18.6 million in fees related to the December 2010 debt exchange. Principal payments on long-term debt. In conjunction with the debt modifications and amendments discussed above, proceeds from the issuance of new notes were...

  • Page 44
    ...timing of such distributions. Purchase of noncontrolling interest. In April 2012, the Company acquired the remaining approximately 30 percent noncontrolling interest in Omnipay, a provider of card and electronic payment processing services to merchant acquiring banks, for approximately 37.1 million...

  • Page 45
    ... EBITDA is calculated by reference to net income (loss) from continuing operations plus interest and other financing costs, net, provision for income taxes, and depreciation and amortization. Consolidated EBITDA as defined in the agreements (also referred to as debt covenant EBITDA) is calculated by...

  • Page 46
    ... official check and money order businesses from EBITDA due to wind down of these businesses. Represents costs directly associated with the strategy to have First Data operate Bank of America N.A.'s legacy settlement platform and costs associated with the termination of the Chase Paymentech alliance...

  • Page 47
    ... non-cash items, non-recurring items that First Data does not expect to continue at the same level in the future and certain items management believes will impact future operating results and adjusted to include near-term cost savings projected to be achieved within twelve months on an annualized...

  • Page 48
    ...maintenance and support, technical consulting services and telecommunications services. Other includes obligations related to materials, data, non-technical contract services, facility security, investor management fees, maintenance and marketing promotions. As of December 31, 2013, the Company had...

  • Page 49
    ... the TeleCheck Services, Inc. ("TeleCheck") business involves the guarantee of checks received by merchants. If the check is returned, TeleCheck is required to purchase the check from the merchant at its face value and pursue collection from the check writer. A provision for estimated check returns...

  • Page 50
    ... securities are not quoted on active exchanges but are priced through an independent third-party pricing service based on quotations from market-makers in the specific instruments or, where appropriate, other market inputs including interest rates, benchmark yields, reported trades, issuer spreads...

  • Page 51
    ... sales or purchases. The Company's policy is to minimize its cash flow and net investment exposures related to adverse changes in interest rates and foreign currency exchange rates. The Company's objective is to engage in risk management strategies that provide adequate downside protection...

  • Page 52
    ... initial payments for contracts and conversion costs only occurs when management is satisfied that such costs are recoverable through future operations, contractual minimums and/or penalties in case of early termination. The Company's accounting policy is to limit the amount of capitalized costs for...

  • Page 53
    ... include processing fees charged to alliances accounted for under the equity method. No directors or officers of the Company have ownership interests in any of the alliances. The formation of each of these alliances generally involves the Company and the bank contributing contractual merchant...

  • Page 54
    ... groups which has a significant impact on Company client relationships and no material loss of business from significant customers of the Company; (k) successfully managing the credit and fraud risks in the Company's business units and the merchant alliances, particularly in the context of the...

  • Page 55
    ... in interest on the Company's borrowings; (o) no unanticipated developments relating to lawsuits, investigations or similar matters; and (p) successfully managing the potential both for patent protection and patent liability. Variations from these assumptions or failure to achieve these objectives...

  • Page 56
    ...the Retail and Alliance Services segment holds an ownership interest in several competing merchant acquiring businesses while serving as the electronic processor for those businesses. In order to satisfy state and federal antitrust requirements, the Company actively maintains an antitrust compliance...

  • Page 57
    ... TCCOUNTING FIRM (Item 15(a)) First Data Corporation and Subsidiaries: Consolidated Financial Statements: Report of Ernst & Young LLP, Independent Registered Public Accounting Firm Consolidated Statements of Operations for the years ended December 31, 2013, 2012 and 2011 Consolidated Statements of...

  • Page 58
    ..., presents fairly in all material respects the information set forth therein. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), First Data Corporation's internal control over financial reporting as of December 31, 2013, based on...

  • Page 59
    ... OF OPERTTIONS Year ended December 31, 2012 (in millions) 2013 2011 Revenues: Transaction and processing service fees: Merchant related services (a) Check services Card services (a) Other services Product sales and other (a) Reimbursable debit network fees, postage and other $ 3,987.9 286...

  • Page 60
    ... currency translation adjustment Total other comprehensive income (loss), net of tax Comprehensive loss Less: Comprehensive income attributable to noncontrolling interests and redeemable noncontrolling interest Comprehensive loss attributable to First Data Corporation $ (692.1) 1.2 - 40.8 $ (527...

  • Page 61
    ... issued 1,000 shares (2013 and 2012) Additional paid-in capital Paid-in capital Accumulated loss Accumulated other comprehensive loss Total First Data Corporation stockholder's deficit Noncontrolling interests Total equity Total liabilities and equity See Notes to Consolidated Financial Statements...

  • Page 62
    ... to equity method investments Payments related to other businesses previously acquired Proceeds from dispositions, net of expenses paid and cash disposed Proceeds from sale of property and equipment Additions to property and equipment Payments to secure customer service contracts, including...

  • Page 63
    ...compensation expense and other Cash dividends paid by First Data Corporation to Parent Purchase of noncontrolling interest Balance, December 31, 2012... 3,182.4 (a) The total net loss presented in the Consolidated Statements of Equity for the twelve months ended December 31, 2013, 2012 and 2011 is $34...

  • Page 64
    ... errors related to purchase accounting associated with the Company's 2007 merger with an affiliate of Kohlberg Kravis Roberts & Co. The corrections impacted "Costs of services" ($10.2 million expense), "Depreciation and amortization" ($57.7 million benefit) and amortization of equity method...

  • Page 65
    ... guarantee. Check verification fees generally are a fixed amount per transaction while check guarantee fees generally are a percentage of the check amount. The purchase and sale of merchant contracts is an ordinary element of the Company's Retail and Alliance Services and International businesses...

  • Page 66
    ... or services to be delivered in the future such as airline tickets. The Company's obligation to stand ready to perform is minimal in relation to the total dollar volume processed. The Company requires cash deposits, guarantees, letters of credit or other types of collateral from certain merchants to...

  • Page 67
    ... the TeleCheck Services, Inc. ("TeleCheck") business involves the guarantee of checks received by merchants. If the check is returned, TeleCheck is required to purchase the check from the merchant at its face value and pursue collection from the check writer. A provision for estimated check returns...

  • Page 68
    ... capitalizes initial payments for new contracts, contract renewals and conversion costs associated with customer processing relationships to the extent recoverable through future operations, contractual minimums and/or penalties in the case of early termination. The Company's accounting policy is to...

  • Page 69
    ... Tmortization Net of Tccumulated Tmortization 2012 Cost 2012 Tccumulated Tmortization 2012 Net of Tccumulated Tmortization Cost Customer relationships Other intangibles: Conversion costs Contract costs Software Other, including trade names Total other intangibles $ 7,580.6 $ (4,418...

  • Page 70
    ..., 2013 and 2012, all of the debt and equity securities were classified as available-for-sale. Unrealized gains and losses on these investments are included as a separate component of OCI, net of any related tax effect. The Company assesses marketable securities for impairment quarterly. Cost method...

  • Page 71
    ... Number of Employees (in millions) Retail and Tlliance Services Financial Services International Tll Other and Corporate Totals Year ended December 31, 2013 Restructuring charges Restructuring accrual reversals Total pretax charge, net of reversals Year ended December 31, 2012 Restructuring...

  • Page 72
    ... investors based upon the net present value of the Company's estimate of the future payments. The acquisition will be reported as part of the Retail and Alliance Services segment. Refer to Note 7 for additional information regarding the liability for contingent consideration. 2012 Disposition...

  • Page 73
    ... years ended December 31, 2012 and 2013: Retail and Tlliance Services Tll Other and Corporate (in millions) Financial Services International Divested Operations Totals Balance as of January 1, 2012 Goodwill Accumulated impairment losses $ Acquisitions Impairments Other adjustments (primarily...

  • Page 74
    ... of the Company's investment securities are a component of settlement assets and represent the investment of funds received by the Company from prior sales of payment instruments (official checks and financial institution money orders) by authorized agents. The Company's investment securities...

  • Page 75
    ... - - - $ $ - - - - - - $ 9.2 74.8 3.0 87.0 $ 8.9 95.9 Ts of December 31, 2012 Student loan auction rate securities Corporate bonds State and municipal obligations Preferred stock Total available-for-sale securities Cost method investments Totals $ 37.6 6.6 134.5 0.1 $ 178.8 13.4 $ 192...

  • Page 76
    ... due to the lack of sufficient data upon which to develop a valuation model and the costs of obtaining an independent valuation in relation to the size of the investments. Note 6: Derivative Financial Instruments Risk Management Objectives and Strategies The Company is exposed to various financial...

  • Page 77
    ... the Company discontinues hedge accounting prospectively for such derivative. Credit Risk The Company monitors the financial stability of its derivative counterparties and all counterparties remain highly-rated (in the "A" category or higher). The credit risk inherent in these agreements represents...

  • Page 78
    ...of December 31, 2011, the Company held interest rate swaps which were designated as cash flow hedges of the variability in the interest payments on $500 million of variable rate senior secured term loans which expired in September 2012 that ceased to be highly effective in offsetting the variability...

  • Page 79
    ... on the Consolidated Statements of Operations Year ended December 31, 2012 Foreign 2013 Interest 2011 Interest Foreign Interest Foreign Rate (in millions, pretax) Contracts Exchange Contracts Rate Contracts Exchange Contracts Rate Contracts Exchange Contracts Derivatives in cash flow...

  • Page 80
    ...credit risk by maintaining contracts with counterparties having a credit rating of "A" or higher. The Company periodically reviews the credit standings of these institutions. Tssets and Liabilities Measured at Fair Value on a Recurring Basis Fair value is defined by accounting guidance as the price...

  • Page 81
    ...Quoted prices in active markets for identical assets (Level 1) Total Assets: Settlement assets: Student loan auction rate securities State and municipal obligations Preferred stock Total settlement assets Other current assets: Interest rate swap contracts Other long-term assets: Available-for-sale...

  • Page 82
    ... 31, 2012 Fair Value Measurement Using Significant Significant other unobservable observable inputs inputs (Level 3) (Level 2) (in millions) Quoted prices in active markets for identical assets (Level 1) Total Assets: Settlement assets: Student loan auction rate securities Corporate bonds State...

  • Page 83
    ... currency exchange rates, yield curves and the credit quality of the counterparties. The models also incorporate the Company's creditworthiness in order to appropriately reflect non-performance risk. Inputs to the derivative pricing models are generally observable and do not contain a high level...

  • Page 84
    ...were recorded in the "Cost of services" line. The impairments related to property and equipment, customer relationships, software, and goodwill. In addition, the Company impaired a strategic investment with a total carrying value of $8.7 million within the Retail and Alliance Segment as discussed in...

  • Page 85
    ...-term lines of credit and other arrangements with foreign banks and alliance partners primarily to fund settlement activity, as of December 31, 2013 and 2012, respectively. These arrangements are primarily associated with international operations and are in various functional currencies, the most...

  • Page 86
    ... the federal funds effective rate plus 0.50%, plus an applicable margin. The weighted-average interest rate was 5.25% for the years ended December 31, 2013 and 2012. The commitment fee rate for the unused portion of this facility is 0.75% per year. Senior Secured Term Loan Facility. The Company has...

  • Page 87
    ... outstanding 2018 term loans were exchanged for loans under the new facility which have the same terms except the new loans bear interest at a rate per annum equal to, at FDC's option, LIBOR Rate plus 400 basis points or a base rate plus 300 basis points. FDC paid closing fees in connection with the...

  • Page 88
    ...the rate of 12.625% per annum, and is payable semi-annually in ...12, 2013 received an early tender premium. The ...related fees and expenses. FDC may redeem the notes, in whole or in part, at any time prior to January 15, 2016, at a price equal to 100% of the principal amount of the notes redeemed plus...

  • Page 89
    ... of one or more equity offerings. Deferred Financing Costs Deferred financing costs were capitalized in conjunction with certain of FDC's debt issuances and totaled $176.9 million and $218.2 million, as of December 31, 2013 and 2012, respectively. Deferred financing costs are reported in the "Other...

  • Page 90
    ... sale of the additional notes, together with cash on hand, to redeem all of its outstanding 11.25% senior subordinated notes due 2016 described above and to pay related fees and expenses. Related Financing Costs. In connection with the debt offering and debt repurchase discussed above, the Company...

  • Page 91
    ... future aggregate annual maturities of long-term debt: Year ended December 31, (in millions) Par Tmount (a) 2014 2015 2016 2017 2018 ...Information Ts of December 31, (in millions) 2013 2012 Current assets: Accounts receivable: Customers Due from unconsolidated merchant alliances Leasing...

  • Page 92
    ... Supplemental cash flow information is summarized as follows: Year ended December 31, 2012 72.8 136.7 328.8 211.8 750.1 $ 103.3 171.8 353.0 $ 193.8 821.9 (in millions) 2013 2011 Income tax payments, net of refunds received Interest paid Distributions received from equity method investments...

  • Page 93
    ... include processing fees charged to alliances accounted for under the equity method. No directors or officers of the Company have ownership interests in any of the alliances. The formation of each of these alliances generally involves the Company and the bank contributing contractual merchant...

  • Page 94
    ... LLC, a consulting company that works exclusively with KKR's portfolio companies, for consulting, financial and other advisory services provided to the Company. Note 11: Commitments and Contingencies Operating Leases The Company leases certain of its facilities and equipment under operating lease...

  • Page 95
    ...; (2) merchant customer matters often associated with alleged processing errors or disclosure issues and claims that one of the subsidiaries of the Company has violated a federal or state requirement regarding credit reporting or collection in connection with its check verification guarantee, and...

  • Page 96
    ..., under certain circumstances, the equity of Parent held by employees, officers and directors that were obtained in connection with the stock compensation plan. The Company paid cash dividends to its parent totaling $28.0 million during 2013, $6.7 million during 2012, and $0.2 million during 2011...

  • Page 97
    ... Stock Compensation Plans The Company's parent, Holdings, has a stock incentive plan for certain management employees of FDC and its affiliates ("stock plan"). The stock plan provides the opportunity for certain management employees to purchase shares in Holdings and then receive a number of options...

  • Page 98
    ... (Continued) The Company has a deferred compensation plan for non-employee directors that allows each of these directors to defer their annual compensation. The plan is unfunded. For purposes of determining the investment return on the deferred compensation, each director's account is treated as...

  • Page 99
    ...total unrecognized compensation expense related to restricted stock. Approximately $9 million will be recognized over a period of approximately two years with the remainder recognized upon the occurrence of certain liquidity or employment termination events. During 2013, 2012, and 2011, the Company...

  • Page 100
    ... taxes, in other comprehensive income in 2011. In December 2012, the Company initiated actions to re-freeze the plan benefits related to future salary increases subject to participant approval, consistent with the new legal requirements and was implemented during 2013. Effective with implementation...

  • Page 101
    ... and losses. The Company does not have net transition assets or obligations. The following table provides the components of net periodic benefit cost for the plans: Year ended December 31, 2012 (in millions) 2013 2011 Service costs Interest costs Expected return on plan assets Amortization Net...

  • Page 102
    ... risk of the assets failing to meet the liabilities over the long term. Currently the equity allocation is diversified amongst both United Kingdom and non-United Kingdom equities from North America, Europe, Japan and Asia Pacific. A small portion is allocated to other global emerging market equity...

  • Page 103
    ... cash equivalents Registered investment companies: Cash management fund $ 0.8 $ - - - 40.1 $ - - - - - 0.1 3.7 3.8 $ 0.8 Equity funds Fixed income securities Private investment funds-redeemable (a) Private investment funds-non-redeemable Insurance annuity contracts Total investments at fair...

  • Page 104
    ... of mutual funds, primarily large cap, international and global equity funds, that are registered with the Securities and Exchange Commission. Prices of these funds are based on Net Asset Values ("NAV") calculated by the funds and are publicly reported on national exchanges. The plan measures fair...

  • Page 105
    ...with other ISO's that are recorded as contra revenue. · Corporate operations include administrative and shared service functions such as the executive group, legal, tax, treasury, internal audit, accounting, human resources, information technology and procurement. Costs incurred by Corporate that...

  • Page 106
    ... 31, 2012 Retail and Tlliance Services Financial Services (in millions) International Tll Other and Corporate Totals Revenues: Transaction and processing service fees Product sales and other Equity earnings in affiliates (a) Total segment reporting revenues Internal revenue External revenue...

  • Page 107
    ...to reconcile to Consolidated revenues: Adjustments for non-wholly-owned entities (c) Official check and money order revenues ISO commission expense Reimbursable debit network fees, postage and other Consolidated revenues Segment EBITDA: Total reported segments All Other and Corporate $ 6,727.3 121...

  • Page 108
    ... for non-wholly-owned entities Amortization of initial payments for new contracts Total consolidated depreciation and amortization $ $ $ 1,344.2 Information concerning principal geographic areas was as follows: United States (in millions) International Total Revenues 2013 2012 2011...

  • Page 109
    ... to Note 17 of these Consolidated Financial Statements for additional information. In the fourth quarter of 2012, the Company recorded a valuation allowance on state net operating losses of $47.8 million in "Income tax (benefit) expense". Refer to Note 17 of these Consolidated Financial Statements...

  • Page 110
    ...the tax effects resulting from the gain on the contribution of the Company's transportation business in exchange for a 30% interest in an alliance. (c) The 2013 and 2012 effective tax rates were negatively impacted by a total of approximately 11% and 9%, respectively, as a result of the current year...

  • Page 111
    ...) 2013 Deferred tax assets related to: Reserves and other accrued expenses Pension obligations Employee related liabilities Deferred revenues Net operating losses and tax credit carryforwards U.S. foreign tax credits on undistributed earnings Foreign exchange (gain)/loss Total deferred tax assets...

  • Page 112
    ... 2027 through 2032. These carryforwards have an indefinite life. In addition to the federal net operating loss carryforwards stated above, as a result of being a part of the U.S. consolidated tax return filing with First Data Holdings, Inc., the Company is allocated another $146.1 million of net...

  • Page 113
    ... to examination by their respective authorities from 2006 forward, none of which are considered major jurisdictions. Under the Tax Allocation Agreement executed at the time of the spin-off of The Western Union Company ("Western Union") on September 29, 2006, Western Union is responsible for and must...

  • Page 114
    ... are related to the Company's merchant bank alliance program. A merchant alliance, as it pertains to investments accounted for under the equity method, is an agreement between FDC and a financial institution that combines the processing capabilities and management expertise of the Company with...

  • Page 115
    ... subsidiaries of FDC, either direct or indirect, guarantee the notes ("Non-Guarantors"). The Guarantors are subject to release under certain circumstances as described below. The credit agreement governing the guarantees of the senior secured revolving credit facility and senior secured term loan...

  • Page 116
    ... Consolidated Revenues: Transaction and processing service fees Product sales and other Reimbursable debit network fees, postage and other Expenses: Cost of services (exclusive of items shown below) Cost of products sold Selling, general and administrative Reimbursable debit network fees, postage...

  • Page 117
    ...31, 2012 FDC Parent Company (in millions) Guarantor Subsidiaries NonGuarantor Subsidiaries Consolidation Tdjustments Consolidated Revenues: Transaction and processing service fees Product sales and other Reimbursable debit network fees, postage and other Expenses: Cost of services (exclusive...

  • Page 118
    ...Revenues: Transaction and processing service fees Product sales and other Reimbursable debit network fees, postage and other Expenses: Cost of services (exclusive of items shown below) Cost of products sold Selling, general and administrative Reimbursable debit network fees...First Data Corporation ...

  • Page 119
    ... Other long-term liabilities Total liabilities Redeemable equity interest Redeemable noncontrolling interest First Data Corporation stockholder's (deficit) equity Noncontrolling interests Equity of consolidated alliance Total equity Total liabilities and equity $ $ 5,314.0 36,076.7 $ - 136...

  • Page 120
    ...Other long-term liabilities Total liabilities Redeemable equity interest Redeemable noncontrolling interest First Data Corporation stockholder's (deficit) equity Noncontrolling interests Equity of consolidated alliance Total equity Total liabilities and equity $ - - 605.0 - - 4,766.3 3,397.3 1,028...

  • Page 121
    ... acquisitions, net of cash acquired Payments related to other businesses previously acquired Proceeds from dispositions, net of expenses paid and cash disposed Proceeds from sale of property and equipment Additions to property and equipment Payments to secure customer service contracts, including...

  • Page 122
    ... to equity method investments Payments related to other businesses previously acquired Proceeds from sale of property and equipment Additions to property and equipment Payments to secure customer service contracts, including outlays for conversion, and capitalized systems development costs Other...

  • Page 123
    ... to equity method investments Payments related to other businesses previously acquired Proceeds from dispositions, net of expenses paid and cash disposed Proceeds from sale of property and equipment Additions to property and equipment Payments to secure customer service contracts, including...

  • Page 124
    ...Balance at Beginning of Description Period Charged to Costs and Expenses Reclassifications from... $ 42.9 46.0 28.4 (a) Amounts related to reclassifications from other current liabilities to allowance for doubtful accounts. (b) Amounts related to business divestitures and write-offs against assets...

  • Page 125
    ... that information the Company is required to disclose in reports that are filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Based on this evaluation, the Chief Executive Officer and...

  • Page 126
    ... public accounting firm, has issued an attestation report on the Company's internal control over financial reporting which is contained below. Remediation of Material Weakness During 2013, management initiated a remediation plan which included the following actions: · · · the Tax Department...

  • Page 127
    ... company's annual or interim financial statements will not be prevented or detected on a timely basis. The following material weakness has been identified and included in management's assessment. Management has identified a material weakness in controls related to First Data Corporation's accounting...

  • Page 128
    ...Frank J. Bisignano Guy Chiarello John Elkins Christine Larsen Barry McCarthy David R. Money Himanshu Patel Ray E. Winborne Joe W. Forehand Henry R. Kravis Scott C. Nuttall Tagar C. Olson Joseph J. Plumeri 54 54 61 52 50 58 38 Chairman and Chief Executive Officer President Executive Vice President...

  • Page 129
    ... is head of KKR's Global Capital and Asset Management Group, which includes KKR Asset Management, KKR Capital Markets and KKR's Client and Partner Group. He has played a significant role in several of KKR's private equity investments. He currently is a member of the board of directors of First Data...

  • Page 130
    ... for Senior Financial Officers which applies to its Chief Executive Officer, Chief Financial Officer, and Principal Accounting Officer. The Code is available on the Company's web site at www.firstdata.com under "About First Data", "Investor Relations" and "Corporate Governance". Tudit Committee...

  • Page 131
    ... Chief Executive Officer of a successful global insurance brokerage firm, as a director of the Company. He was also appointed as a senior advisor to Kohlberg Kravis Roberts & Co. ("KKR") and in this capacity has provided assistance to the Company, specifically in the areas of client delivery, client...

  • Page 132
    ... Chief Executive Officer ("CEO") as well as the design of all material compensation and benefit plans. Finally, management is responsible for the administration of the Company's executive compensation programs and policies. EXECUTIVE COMPENSATION PROGRAM OBJECTIVES Executive Compensation Philosophy...

  • Page 133
    ... Sciences Corp. Fidelity Nat'l Info Services MasterCard SLM Corp. Symantec Corp. Western Union American Express Discover Financial Fifth Third Bancorp PNC Financial Services State Street Corp. Total System Services Yahoo! Competitive benchmarks for each of the Company's executive officers are...

  • Page 134
    ... Financial Officer Guy Chiarello, First Data President Christine Larsen, Executive Vice President, Chief Operations Officer Himanshu Patel, Executive Vice President, Strategy and Business Development Annual Cash Incentives $ $ $ $ $ $ 1,500,000 1,100,000 675,000 1,000,000 650,000 500,000 Plan...

  • Page 135
    ... of his termination date, or at the time of 2013 bonus payment. Executives hired during 2013, also received the following equity awards. Stock Options Granted Grant Date Stock Option Vesting Restricted Stock Granted Restricted Stock Vesting Frank J. Bisignano Guy Chiarello Christine E. Larsen...

  • Page 136
    ... In 2013, all employees in the U.S., including executive officers, were eligible to participate in the First Data Corporation Incentive Savings Plan ("ISP"). The ISP is a qualified 401(k) plan designed to comply with Internal Revenue Service ("IRS") safe harbor rules. The Company maintains the ISP...

  • Page 137
    ... prorated bonus target for the year of termination. Continuation of medical, dental and vision benefits coverage for the severance period, with a portion of the costs of the benefits paid by the executive officer. (iv) A "Gross-Up Payment" is made if it is determined that any Internal Revenue Code...

  • Page 138
    ... is provided to executives. Mr. Bisignano's employment agreement also stipulates he would receive the greater of $9,500,000 or two times the sum of his base pay and average of his last two annual incentive payments. TAX AND ACCOUNTING CONSIDERATIONS During 2013, Internal Revenue Code Section 162...

  • Page 139
    ... incurred in attending Board, committee and shareholder meetings, including those for travel, meals and lodging. Directors are also reimbursed for their expenses incurred in attending director education programs. The Company also provides office space and administrative support for Mr. Plumeri...

  • Page 140
    ...Year Salary ($) ($) (1) Twards ($) (3) Non-Equity Incentive Plan Compensation ($) Total ($) Frank J. Bisignano, Chief Executive Officer 2013 1,045,839 3,704,161 20,000,002 50,994,285 0 0 635,234 76,379,521 Jonathan J. Judge, Former Chief Executive Officer 2013 2012 2011 2013 2012 2011...

  • Page 141
    ... value of all stock options used for financial reporting purposes and awarded under the 2007 Stock Incentive Plan for Key Employees of First Data Corporation and its Affiliates and is determined using the Black-Scholes option pricing model. For further information on options granted in 2013, see the...

  • Page 142
    ... Insurance ($) (3) Plans ($) (2) Earnings ($) Employee Financial Planning ($) (1) Tax Gross-Up Payments ($) (4) Stock Purchase Plan ($) Severance Payments ($) (5) Name Year Relocation Benefits ($) (6) Other Compensation ($) (7) Total ($) Frank J. Bisignano Jonathan J. Judge 2013 2013 2012...

  • Page 143
    ...,500 (1) (2) (3) No executive officers were eligible for any Estimated Future Payouts under Non-Equity or Equity Incentive Plans during 2013. Grants reflected in this column are grants of Restricted Stock made under the 2007 Stock Incentive Plan for Key Employees of First Data Corporation and its...

  • Page 144
    ...and options is based on their valuation for financial reporting purposes at the time of grant. Mr. Bisignano received an unrestricted stock grant of 4,285,715 shares of Common Stock valued at $15,000,003. This grant is subject to all terms and conditions of the Management Stockholders Agreement. 143

  • Page 145
    ...Incentive Plan Twards: Number of Unearned Equity Incentive Plan Twards: Shares, Units Market or or Other Payout Value of Rights That Unearned Shares, Have Units or Other Not Vested Rights That Have (#) Not Vested ($) Frank...20.65 2/22/2016 3.50 WU WU Guy Chiarello Holdings Holdings Holdings ...

  • Page 146
    ... Stock made under the 2007 Stock Incentive Plan for Key Employees of First Data Corporation and its Affiliates. All restricted shares granted in 2010 vest only upon the lapse of transfer restrictions under the 2007 Equity Plan. March 2011, 2012 and 2013 Restricted Stock Award vesting terms...

  • Page 147
    ...of his last two annual incentive payments. Mr. Chiarello, Mr. Patel and Ms. Larsen's hiring agreements specify a severance benefit of one times current base pay and most recent annual bonus. Represents the company-paid portion of Medical, Dental and Vision benefits for each executive for a period of...

  • Page 148
    ... would be paid, including elections by the executive and tax rates. Compensation Committee Interlocks and Insider Participation None of the Company's Governance, Compensation and Nominations Committee members have been an officer or employee of the Company at any time, except for Joe W. Forehand...

  • Page 149
    ... Common Stock New Omaha Holdings L.P.(3) Frank Bisignano Jonathan J. Judge Edward A. Labry III(4) Ray E. Winborne Guy Chiarello Christine E. Larsen Himanshu A. Patel Joe W. Forehand Henry R. Kravis(3)(5) Scott C. Nuttall(5) Tagar C. Olson(5) Joseph J. Plumeri All directors and executive officers as...

  • Page 150
    ...with Kohlberg Kravis Roberts & Co. L.P. and other co-investors own the limited partner interests. New Omaha Holdings LLC is the general partner of New Omaha Holdings L.P. KKR 2006 Fund L.P. is the sole member of New Omaha Holdings LLC. KKR Associates 2006 L.P. is the general partner of KKR 2006 Fund...

  • Page 151
    ...internationally; comfort letters, consents, and assistance with and review of documents filed with the SEC; offering memoranda, purchase accounting and other accounting and financial reporting consultation and research work billed as audit fees or necessary to comply with the standards of the Public...

  • Page 152
    ... by reference: DESCRIPTION EXHIBIT NO. 2.1 Agreement and Plan of Merger, dated as of April 1, 2007, among New Omaha Holdings L.P., Omaha Acquisition Corporation and First Data Corporation (incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K filed on April...

  • Page 153
    ... (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on October 2, 2012). Indenture, dated as of February 13, 2013, by and among First Data Corporation, the guarantors named therein and Wells Fargo Bank, National Association, as trustee, governing the 11.25...

  • Page 154
    ... by reference to Exhibit 10.1 of the Company's Annual Report on Form 10-K filed on March 13, 2008, Commission File No. 1-11073). 10.2 Guarantee Agreement, dated September 24, 2007, among First Data Corporation, the subsidiaries of First Data Corporation identified therein and Credit Suisse, Cayman...

  • Page 155
    ... Incentive Plan for employees other than Executive Officers (incorporated by reference to Exhibit 10.10 of the Company's Annual Report on Form 10-K filed on March 1, 2005, Commission File No. 1-11073). * Form of Non-Qualified Stock Option Agreement under the First Data 2002 Long-Term Incentive Plan...

  • Page 156
    ....* 10.33(1) 10.34 First Data Holdings Inc. 2008 Non-Employee Director Deferred Compensation Plan (incorporated by reference to Exhibit 10.25 of the Company's Form S-4 filed on August 13, 2008, Commission File No. 1-11073). * Employment Agreement with Jonathan J. Judge, effective as of October...

  • Page 157
    ... Linkbase Document XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document 101.LAB(1) 101.PRE(1) (1) Filed herewith * Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this...

  • Page 158
    ... behalf by the undersigned, thereunto duly authorized. FIRST DATA CORPORATION (Registrant) By: /S/ FRANK BISIGNANO Frank Bisignano Chief Executive Officer Date: March 10, 2014 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following...

  • Page 159
    EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 2.1 Agreement and Plan of Merger, dated as of April 1, 2007, among New Omaha Holdings L.P., Omaha Acquisition Corporation and First Data Corporation (incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K filed on April 2, 2007,...

  • Page 160
    ... (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on October 2, 2012). Indenture, dated as of February 13, 2013, by and among First Data Corporation, the guarantors named therein and Wells Fargo Bank, National Association, as trustee, governing the 11.25...

  • Page 161
    ... by reference to Exhibit 10.1 of the Company's Annual Report on Form 10-K filed on March 13, 2008, Commission File No. 1-11073). 10.2 Guarantee Agreement, dated September 24, 2007, among First Data Corporation, the subsidiaries of First Data Corporation identified therein and Credit Suisse, Cayman...

  • Page 162
    ...November 9, 2005, Commission File No. 1-11073). * Form of Non-Qualified Stock Option Agreement under the First Data 2002 Long-Term Incentive Plan for employees other than Executive Officers (incorporated by reference to Exhibit 10.10 of the Company's Annual Report on Form 10-K filed on March 1, 2005...

  • Page 163
    ....* 10.33(1) 10.34 First Data Holdings Inc. 2008 Non-Employee Director Deferred Compensation Plan (incorporated by reference to Exhibit 10.25 of the Company's Form S-4 filed on August 13, 2008, Commission File No. 1-11073). * Employment Agreement with Jonathan J. Judge, effective as of October...

  • Page 164
    32.2(1) Certification of CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of... 101.CAL(1) 101.DEF(1) 101.LAB(1) 101.PRE(1) (1) Filed herewith * Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this...

  • Page 165
    ..., Compensation, and Nomination Committees of the Board of Directors of First Data Corporation (the "Company") and First Data Holdings Inc. The Plan is designed to advance the interests of the Company by encouraging the Company's Chief Executive Officer and other senior executive officers to...

  • Page 166
    ... be paid by the Company and shall not be charged against the Plan. 6. PARTICIPATION IN THE PLAN. Eligible executive officers of the Company may become Participants in accordance with the terms of the Plan at any time during the Plan Year. 7. TERMINATION OF EMPLOYMENT. Unless otherwise determined by...

  • Page 167
    ... interest in or to any Incentive Award hereunder prior to the actual payment thereof, nor to any property of the Company. Neither the adoption of the Plan nor the continued operation thereof shall confer upon any employee any right to continue in the employ of the Company or shall in any way affect...

  • Page 168
    ... of transactions, (i) the sale of all or substantially all of the assets of New Omaha Holdings, L.P. or the Company or First Data Corporation to any Person (or group of Persons acting in concert), other than to (x) investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P. (together, the...

  • Page 169
    ... affiliated investment funds and certain other co-investors. (n) "Management Stockholder's Agreement " shall mean that certain Management Stockholder's Agreement between the applicable Participant and the Company. (o) "Participant " means an Employee, non-employee member of the Board, consultant or...

  • Page 170
    ... in a Grant Agreement, in a form approved by the Committee, consistent, however, with the terms of the Plan; provided, however, that such Grant Agreement shall contain provisions dealing with the treatment of Grants in the event of the termination of employment or other service relationship, death...

  • Page 171
    ...Company or any other Service Recipient to terminate any Participant's employment or other service relationship at any time or for any reason. (d) Other than as specifically provided in the Management Stockholder's Agreement, Sale Participation Agreement or Grant Agreement, no benefit under the Plan...

  • Page 172
    ... is six months and one day following the Participant's termination of employment with all Service Recipients (or the earliest date as is permitted under Section 409A of the Code), if such payment or benefit is payable upon a termination of employment and (ii) if any other payments of money or other...

  • Page 173
    ... in order to conform such terms with the requirements of local law or to obtain more favorable tax or other treatment for a Participant, the Company or any other Service Recipient. 12. Withholding Taxes The Company shall have the right to deduct from any payment made under the Plan any federal...

  • Page 174
    ... of the Company's parent company, First Data Holdings Inc. ("Holdings"). The Governance, Compensation and Nominations Committee (the "Committee") of the Board of Directors of Holdings has approved compensation for each non-employee directors of Holdings of $40,000 per year payable in semi-annual...

  • Page 175
    ... Inc. Eastern States Monetary Services, Inc. EBP Re, Ltd. Electronic Banking Solutions Limited EPSF Corporation European Merchant Services B.V. FD do Brasil Soluções de Pagamento Ltda. FDFS Holdings, LLC FDGS Group, LLC FDGS Partner, LLC FDR (First Data Resources) Europe B.V. FDR Ireland Limited...

  • Page 176
    ...LP First Data Global Services Limited First Data GmbH First Data (Greece) US Holding Corp. First Data Hellas Processing Services & Holdings SA First Data Holding I (Netherlands) BV First Data Hong Kong Limited First Data Magyarorszag Kereskedelmi es Szolgaltato Kft First Data (India) Private Limited...

  • Page 177
    ...Data Support Services Private Limited First Data Technologies, Inc. First Data Transportation Services Inc. First Data Trust Company, LLC First Data Uruguay SA First Data Voice Services First Merchant Processing (Ireland) Limited FSM Services Inc. FTS (NSW) Pty. Limited Funds & Assets Management LLC...

  • Page 178
    ... Merchant Services Size Technologies, Inc. Star Networks, Inc. Star Processing, Inc. Star Systems Assets, Inc. Star Systems, Inc. Delaware Delaware India California Delaware Canada Delaware Spain Germany Nevada Delaware Delaware Bangladesh Sri Lanka Macau China Delaware New York Georgia...

  • Page 179
    ..., Inc. TeleCheck Services Canada, Inc. TeleCheck Services, Inc. TeleCheck Services of Puerto Rico, Inc. TRS Recovery Services, Inc. Transaction Solutions, LLC Unified Merchant Services ValueLink, LLC Zolter Services Limited Pennsylvania Canada Delaware Georgia Colorado Delaware Georgia General...

  • Page 180
    EXHIBIT 31.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER I, Frank Bisignano, Chief Executive Officer of First Data Corporation, certify that: 1. I have reviewed this ennual Report on Form 10-K of First Data Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a ...

  • Page 181
    ... the registrant's ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 10, 2014 /S/ RAY...

  • Page 182
    ... (the "Report") for the purpose of complying with Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 (the "Exchange Act") and Section 1350 of Chapter 63 of Title 18 of the United States Code. Frank Bisignano, the Chief Executive Officer of First Data Corporation, certifies that...

  • Page 183
    ... (the "Report") for the purpose of complying with Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 (the "Exchange Act") and Section 1350 of Chapter 63 of Title 18 of the United States Code. Ray E. Winborne, the Chief Financial Officer of First Data Corporation, certifies that...

  • Page 184