First Data 2012 Annual Report Download - page 154

In August 2012, September 2012 and January 2013, KKR Capital Markets LLC (“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 $2.4 million for such services.
On March 9, 2012, the Company entered into a purchase agreement in which KCM agreed to serve as one of the initial
purchasers for an offering of secured notes and receive a portion of the underwriting commission for the offering. Under the terms of
the agreement, the Company paid underwriting commissions of $2.1 million to KCM.
On August 2, 2012, the Company entered into a purchase agreement in which KCM agreed to serve as one of the initial
purchasers for an offering of secured notes and receive a portion of the underwriting commission for the offering. Under the terms of
the agreement, the Company paid underwriting commissions of $3.4 million to KCM.
On September 13, 2012, the Company entered into a purchase agreement in which KCM agreed to serve as one of the initial
purchasers for an offering of secured notes and receive a portion of the underwriting commission for the offering. Under the terms of
the agreement, the Company paid underwriting commissions of $1.6 million to KCM.
On January 30, 2013, the Company entered into a purchase agreement in which KCM agreed to serve as one of the initial
purchasers for an offering of unsecured notes and receive a portion of the underwriting commission for the offering. Under the terms
of the agreement, the Company paid underwriting commissions of $1.5 million to KCM.
From January 1, 2012 through December 31, 2012, the Company paid $12.3 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.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The Company retained Ernst & Young LLP to audit the accounts of the Company and its subsidiaries for 2012 and 2011.
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 2012 and 2011
Audit Fees.
Ernst & Young LLP’s fees for the Company’s annual audit were $7.0 million in 2012 and $6.9 million in 2011. 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).
Audit-Related Fees.
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 $2.7 million in 2012 and $1.9 million in 2011. 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.
Tax Fees.
Ernst & Young LLP’s fees for tax compliance, tax advice and tax planning services to the Company were $0.7 million in 2012
and $0.6 million in 2011.
All Other Fees.
The Company did not pay Ernst & Young LLP any fees for all other professional services in 2012 or 2011.
A
udit Committee Pre-approval of Service of Independent Registered Public Accounting Firm
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