Item 8.01 Other Events
On April 4, 2019, First Data Corporation (
First Data
) and Fiserv, Inc. (
Fiserv
) each received a
request for additional information and documentary materials (the
Second Request
) from the U.S. Department of Justice (the
DOJ
) in connection with the DOJs review of the proposed merger contemplated by the
Agreement and Plan of Merger, dated January 16, 2019, by and among Fiserv, 300 Holdings, Inc. and First Data (the
Merger Agreement
). These requests were issued under the notification requirements of the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended (the
Act
), and the effect of the Second Request is to extend the waiting period imposed under the Act. The parties have been working cooperatively with the DOJ to bring its review of
the proposed merger to a close and will continue to do so. The parties continue to expect to complete the proposed merger in the second half of 2019, subject to the satisfaction or waiver of the closing conditions specified in the Merger Agreement.
* * *
IMPORTANT ADDITIONAL
INFORMATION AND WHERE TO FIND IT
This communication does not constitute an offer to sell or the solicitation of an offer to buy
any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of
such jurisdiction.
This communication is being made in respect of the proposed merger between First Data Corporation (
First
Data
) and Fiserv, Inc. (
Fiserv
). In connection with the proposed merger, Fiserv filed with the U.S. Securities and Exchange Commission (the
SEC
) a Registration Statement on Form
S-4
(Registration
No. 333-229689)
that includes a Joint Proxy and Consent Solicitation Statement of First Data and Fiserv and a Prospectus of Fiserv, as well as other
relevant documents regarding the proposed merger. The Registration Statement, as amended, was declared effective by the SEC on March 14, 2019. First Data and Fiserv commenced mailing the definitive Joint Proxy and Consent Solicitation
Statement/Prospectus to First Data stockholders and Fiserv shareholders on or about March 14, 2019. This communication is not a substitute for the Registration Statement, the Joint Proxy and Consent Solicitation Statement of First Data and
Fiserv, the Prospectus of Fiserv or any other document that either or both of First Data or Fiserv or any of their respective affiliates may file with the SEC or make available, respectively, to First Data stockholders or Fiserv shareholders.
INVESTORS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY AND CONSENT SOLICITATION STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR
SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.
A free copy of the Joint Proxy and
Consent Solicitation Statement/Prospectus, as well as other filings containing information about First Data and Fiserv, may be obtained at the SECs Internet site (http://www.sec.gov). You will also be able to obtain these documents, free of
charge, from First Data by accessing First Datas website at investor.firstdata.com or from Fiserv by accessing Fiservs website at investors.fiserv.com. Copies of the Joint Proxy and Consent Solicitation Statement/Prospectus can also be
obtained, free of charge, by directing a request to First Data Investor Relations at Investor Relations, First Data, 5565 Glenridge Connector NE, Suite 2000, Atlanta, GA 30342, by calling
212-266-3565
or by sending an
e-mail
to peter.poillon@firstdata.com or to Fiserv Investor Relations at Investor Relations, Fiserv, 255 Fiserv Drive, Brookfield, WI
53045, by calling
800-425-3478
or by sending an
e-mail
to investor.relations@fiserv.com.
First Data and Fiserv and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of
proxies from First Data stockholders and Fiserv shareholders in respect of the proposed merger. Information regarding First Datas directors and executive officers is contained in First Datas Annual Report on Form
10-K
for the year ended December 31, 2018 and its Proxy Statement on Schedule 14A, dated March 28, 2019, which are filed with the SEC. Information regarding Fiservs directors and executive officers
is contained in Fiservs Annual Report on Form
10-K
for the year ended December 31, 2018 and its Proxy Statement on Schedule 14A, dated April 10, 2018, which are filed with the SEC. Additional
information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the Joint Proxy and Consent Solicitation Statement/Prospectus regarding the proposed merger.
Free copies of this document may be obtained as described in the preceding paragraph.