First Data 2013 Annual Report Download - page 94

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


In 2011, 2012 and January 2013, KCM assisted the Company in arranging and coordinating the Company’s request for an extension of the maturity
of certain commitments and loans under its senior secured lending facility. The Company paid KCM $1.3 million, $1.1 million and $1.3 million,
respectively, for such services. Also during 2011, 2012 and 2013, the Company entered into purchase agreements in which KCM agreed to serve as one of the
initial purchasers for offerings of secured notes and receive a portion of the underwriting commissions for the offerings. Under the terms of the agreements, the
Company paid underwriting commissions to KCM of $0.5 million, $7.1 million and $7.0 million.
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.
During 2013, 2012 and 2011, the Company paid $11.1 million, $12.3 million and $12.0 million, respectively, of expenses to Capstone Consulting
LLC, a consulting company that works exclusively with KKR’s portfolio companies, for consulting, financial and other advisory services provided to the
Company.


The Company leases certain of its facilities and equipment under operating lease agreements, substantially all of which contain renewal options and
escalation provisions. The following table presents the amounts associated with total rent expense for operating leases:

 
2013 $76.1
2012 $72.4
2011 $81.3
Future minimum aggregate rental commitments as of December 31, 2013 under all noncancelable operating leases, net of sublease income, were $284.2
million and are due in the following years:

 
2014 $54.9
2015 $ 48.0
2016 $ 45.4
2017 $35.0
2018 $29.2
Thereafter $ 71.7
Sublease income is earned from leased space which FDC concurrently subleases to third parties with comparable time periods. As of December 31,
2013, sublease amounts totaled $6.7 million in FDC obligations. In addition, the Company has certain guarantees imbedded in leases and other agreements
wherein the Company is required to relieve the counterparty in the event of changes in the tax code or rates. The Company believes the fair value of such
guarantees is insignificant due to the likelihood and extent of the potential changes.

The Company has $46.3 million in outstanding letters of credit as of December 31, 2013, all of which were issued under the Company’s senior secured
revolving credit facility and expire prior to December 31, 2014 with a one-year renewal option. The letters of credit are held in connection with lease
arrangements, bankcard association agreements and other security agreements. The Company expects to renew most of the letters of credit prior to expiration.
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