First Data 2013 Annual Report Download - page 72

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  
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2013:
Perka, Inc. October $ 26.3 $ 13.2
2012:
Purchase of noncontrolling interest in Omnipay (c) April $48.8 $48.8
Clover Network, Inc. December 56.1 36.1
Merchant portfolio acquisitions 1.9 1.9
$ 106.8 $ 86.8
2011:
Merchant portfolio acquisitions $19.2 $19.2
(a) Includes businesses and assets consolidated by the Company upon acquisition. For information related to equity method investments refer to Note 18
of these Consolidated Financial Statements.
(b) Initial consideration includes cash paid, payment of assumed debt and contingent consideration as applicable.
(c) Approximately $25 million of consideration was paid in 2012 with the remainder paid in 2013.
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In October 2013, the Company acquired Perka Inc., a provider of a mobile marketing and consumer loyalty solution, for total consideration of $26.2
million, net of cash acquired. The transaction consisted of net cash consideration of $12.1 million, a contingent payment of $6.3 million further described in
Note 7, a payment of assumed debt of $1.0 million, and a deferred payment of $6.8 million to be paid in October 2014. The acquisition will be reported as
part of the Retail and Alliance Services segment.
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In April 2012, the Company acquired the remaining approximately 30 percent noncontrolling interest in Omnipay for approximately 37.1 million euro,
of which 19.0 million euro ($25.1 million) was paid in April 2012 and the remaining 18.1 million euro ($23.7 million) was paid in April 2013.
In December 2012, the Company acquired 100% of Clover Network, Inc., a provider of payment network services for total consideration of $54.1
million, net of cash acquired. The transaction consisted of net cash consideration of $34.1 million as well as a series of contingent payments based on the
achievement of specified sales targets. These contingent payments are classified as purchase consideration if made to outside investors and compensation if
made to current and future employees. As part of the purchase price, the Company recorded a $20 million liability for the contingent consideration due to
outside 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.
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During the year ended December 31, 2012, contingent consideration was recorded related to a small divestiture. The transaction called for a series of
contingent payments based on revenue over three years. As part of the sale price, the Company recorded a $14 million asset for the contingent consideration
due based upon the net present value of the Company’s estimate of future receipts from the buyer. Refer to Note 7 for additional information regarding the asset
for contingent consideration.
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In November 2011, the Company contributed the assets of its transportation business to an alliance in exchange for a 30% noncontrolling interest in that
alliance, as discussed in further detail in Note 18 of these Consolidated Financial Statements, and accordingly, the transportation business was
deconsolidated.
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