First Data 2013 Annual Report Download - page 151

On January 30, 2013, the Company entered into an engagement letter with KCM and others, pursuant to which KCM agreed to assist in arranging and
coordinating the Company’s request to extend the maturity of certain commitments and loans under its senior secured lending facility. The Company paid
KCM $1.3 million for such services.
On April 2, 2013 and April 8, 2013, the Company entered into engagement letters with KCM and others, pursuant to which KCM agreed to assist in
arranging and coordinating the Company’s request for a reduction of interest rate for certain loans under its senior secured lending facility. The Company paid
KCM $2.8 million for such services.
On January 22, 2014, the Company entered into an engagement letter with KCM and others, pursuant to which KCM agreed to assist in arranging and
coordinating the Company’s request to reprice and extend the maturity of certain commitments and loans under its senior secured lending facility. The
Company paid KCM $1.4 million for such services.
From January 1, 2013 through February 1, 2014, the Company paid $14.1 million of expenses to Capstone Consulting LLC, a consulting company
that works exclusively with KKR’s portfolio companies, for consulting, financial and other advisory services to the Company.

The Company retained Ernst & Young LLP to audit the accounts of the Company and its subsidiaries for 2013 and 2012. Ernst & Young LLP has
served as the independent registered public accounting firm for the Company or its predecessor entities since 1980.
Summary of Principal Accountant’s Fees for 2013 and 2012
 Ernst & Young LLP’s fees for the Company’s annual audit were $7.2 million in 2013 and $7.0 million in 2012. Audit fees primarily
include fees related to the audit of the Company’s annual consolidated financial statements; the review of its quarterly consolidated financial statements;
statutory audits required domestically and 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 Company Accounting Oversight Board (United States).
 Ernst & Young LLP’s fees for audit-related services that are reasonably related to the performance of the audit or review of the
Company’s consolidated financial statements were $2.8 million in 2013 and $2.7 million in 2012. Audit-related fees primarily include fees related to service
auditor examinations, due diligence related to mergers and acquisitions, attest services that are not required by statute or regulation and consultation concerning
financial accounting and reporting standards not classified as audit fees.
 Ernst & Young LLP’s fees for tax compliance, tax advice and tax planning services to the Company were $0.8 million in 2013 and
$0.7 million in 2012.
 The Company did not pay Ernst & Young LLP any fees for all other professional services in 2013 or 2012.
Audit Committee Pre-approval of Service of Independent Registered Public Accounting Firm
The Audit Committee has established a policy to pre-approve all audit and non-audit services provided by the independent registered public accounting
firm. These services may include audit services, audit-related services, tax services and other services. Pursuant to the policy, the Audit Committee annually
reviews and pre-approves services that may be provided by the independent registered public accounting firm for each audit year. The pre-approval is detailed
as to the particular service or category of services and is subject to a specific budget. Once pre-approved, the services and pre-approved amounts are monitored
against actual charges incurred and modified if appropriate. The Chairperson of the Committee has the authority to pre-approve such services between
meetings of the Audit Committee and reports such pre-approvals to the Audit Committee at the next regularly scheduled meeting.
During 2013, all audit and non-audit services provided by Ernst & Young LLP were pre-approved by the Audit Committee of the Board of Directors or,
consistent with the pre-approval policy of the Audit Committee, by the Chairperson of the Committee for inter-meeting pre-approvals.
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