First Data 2009 Annual Report Download - page 155

FIRST DATA CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Redeemable noncontrolling interest in the Consolidated Balance Sheet rather than as Equity. The 2% non-voting
interest attributable to the Company is included with the Company’s direct voting interest in balances attributable
to the Company in the Consolidated Financial Statements.
The following table presents a summary of the redeemable noncontrolling interests activity in 2009 (in
millions):
Balance at December 31, 2008 .......................................... $ —
Contributions ....................................................... 193.0
Share of income ..................................................... 3.7
Adjustment to redemption value of redeemable noncontrolling interests ......... 30.2
Balance at December 31, 2009 .......................................... $226.9
Note 14: Stock Compensation Plans
Successor Equity Plans
On October 26, 2007, Holdings established a stock incentive plan for certain management employees of
FDC and its affiliates (“stock plan”). This stock plan is at the Holdings level which owns 100% of FDC’s equity
interests. The stock plan provides the opportunity for certain management employees to purchase shares in
Holdings and then receive a number of options or restricted stock based on a multiple of their investment in such
shares, the plan also allows for the Company to award shares and options to certain management employees. The
employees that choose to invest enter into a management stockholders’ agreement. Principal terms of the
management stockholders’ agreement include restrictions on transfers, lock ups, right of first refusal, registration
rights, and a confidentiality, non-solicitation and non-compete covenant. The expense associated with this plan is
recorded by FDC. The number of shares authorized under the stock plan is 119.5 million, 83 million of which are
authorized for options.
Each employee who invests has the right to require Holdings to repurchase the shares and options upon the
employee’s termination due to death or disability. The put rights expire one year after the termination event or
upon a change in control. The repurchase price for the shares is their fair market value at the time of repurchase.
The repurchase price for the options is their intrinsic value at the time of repurchase.
Additionally, Holdings has the right to repurchase stock and options upon termination of employment for
any reason. These call rights expire on the earliest of 180 days after the termination event, a change in control, or
September 24, 2012. However, if the fair market value of the stock is below $5 on the date of a call event, the
call rights extend until 180 days following the date on which the fair market value of the stock reaches $5.
Depending on the cause of termination, Holdings has the right to repurchase shares at either the fair market value
at the time of repurchase or the lesser of fair market value or the original price paid by the employee to purchase
the shares. Holdings may repurchase vested options at their intrinsic value at the time of repurchase. During 2009
and 2008, Holdings paid $4.5 million and $3.8 million, respectively, to repurchase shares from employees that
terminated employment with the Company.
Total stock-based compensation expense recognized in the Consolidated Statements of Operations resulting
from stock options, non-vested restricted stock awards and non-vested restricted stock units was $19.2 million
pretax and $16.6 million pretax for the years ended December 31, 2009 and December 31, 2008, respectively.
Stock-based compensation expense is recognized in the “Selling, general and administrative” line item of the
Consolidated Statements of Operations. As of December 31, 2009, there was approximately $56 million of total
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