Western Union 2014 Annual Report Download - page 251

2014 FORM 10-K
THE WESTERN UNION COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
113
On March 12, 2014, Jason Douglas filed a purported class action complaint in the United States District Court for the Northern
District of Illinois asserting a claim under the Telephone Consumer Protection Act, 47 U.S.C. § 227, et seq., based on allegations
that since 2009, the Company has sent text messages to class members’ wireless telephones without their consent. The plaintiff
has not sought and the Court has not granted class certification. The Company intends to vigorously defend itself in this matter.
However, due to the preliminary stage of the lawsuit and the uncertainty as to whether it will ever be certified as a class action,
the potential outcome cannot be determined.
On January 26, 2006, the First Data Corporation ("First Data") Board of Directors announced its intention to pursue the
distribution of all of its money transfer and consumer payments business and its interest in a Western Union money transfer agent,
as well as its related assets, including real estate, through a tax-free distribution to First Data shareholders (the “Spin-off”). The
Spin-off resulted in the formation of the Company and these assets and businesses no longer being part of First Data. Pursuant to
the separation and distribution agreement with First Data in connection with the Spin-off, First Data and the Company are each
liable for, and agreed to perform, all liabilities with respect to their respective businesses. In addition, the separation and distribution
agreement also provides for cross-indemnities principally designed to place financial responsibility for the obligations and liabilities
of the Company's business with the Company and financial responsibility for the obligations and liabilities of First Data's retained
businesses with First Data. The Company also entered into a tax allocation agreement that sets forth the rights and obligations of
First Data and the Company with respect to taxes imposed on their respective businesses both prior to and after the Spin-off as
well as potential tax obligations for which the Company may be liable in conjunction with the Spin-off (see Note 10).