UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 15, 2015 (July 10, 2015)

 

FIRST DATA CORPORATION

(Exact name of Registrant as Specified in Its Charter)

 

Delaware

 

001-11073

 

47-0731996

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

225 LIBERTY STREET, 29TH FLOOR
NEW YORK, NEW YORK

 

10281

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code:  (800) 735-3362

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 1.01.  Entry into a Material Definitive Agreement

 

2015 June Joinder Agreement with Respect to Credit Agreement

 

On July 10, 2015, First Data Corporation (the “Company”) entered into a 2015 June Joinder Agreement (the “Joinder Agreement”) relating to its Credit Agreement, dated as of September 24, 2007, as amended and restated as of September 28, 2007, as further amended as of August 10, 2010, March 24, 2011, March 13, 2012 and August 16, 2012, as modified as of September 27, 2012 and February 13, 2013 and as further amended as of April 10, 2013, April 15, 2013, January 30, 2014, July 18, 2014 and June 2, 2015, respectively, among the Company, the several lenders from time to time parties thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent.

 

Pursuant to the Joinder Agreement, the Company incurred an aggregate principal amount of (i) $725 million in new dollar denominated term loans and (ii) €250 million in new euro denominated term loans, in each case with an ultimate maturity date of July 10, 2022 (the “New 2022 Term Loans”).  The interest rate applicable to the New 2022 Term Loans is a rate equal to, at the Company’s option, either (a) LIBOR plus 375 basis points or (b) solely with respect to New 2022 Term Loans denominated in dollars, a base rate plus 275 basis points.  The Company intends to use the net cash proceeds from the incurrence of the New 2022 Term Loans to repay, refinance or redeem in part certain of the Company’s outstanding senior secured first lien notes and to pay certain fees and expenses.

 

The foregoing description of the Joinder Agreement is included to provide you with information regarding its terms. It does not purport to be a complete description and is qualified in its entirety by reference to the full text of the Joinder Agreement, which is filed as Exhibit 4.1 hereto.

 

Item 2.03.  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

 

The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.

 

Item 9.01                    Financial Statements and Exhibits.

 

(d)                  The following is a list of the Exhibits filed or furnished with this report.

 

Exhibit
Number

 

Description of Exhibit

 

 

 

4.1

 

2015 June Joinder Agreement, dated as of July 10, 2015, among the Company, certain of its subsidiaries, the lender party thereto, and Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent

 

 

 

 

 

Exhibit B — Marked Pages of the Conformed Credit Agreement

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

FIRST DATA CORPORATION

 

 

 

 

 

 

By:

/s/ Stanley J. Andersen

 

 

Stanley J. Andersen

 

 

Vice President and Assistant Secretary

 

 

 

 

 

 

Date: July 15, 2015

 

 

 

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