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EXHIBIT 99.3
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 1995
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition Period from to
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Commission file number 1-11073
FIRST DATA CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 47-0731996
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(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
401 Hackensack Avenue, Hackensack, New Jersey 07601
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 525-4702
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Former name, former address and former fiscal year, if changed since last
report.
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at April 30, 1995
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Common Stock (par value $.01 per share) 115,829,525 shares
THIS IS PAGE 1 OF 19 TOTAL PAGE
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FIRST DATA CORPORATION
FORM 10-Q
INDEX
PAGE NO.
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Part I. Financial Information
Consolidated Statement of Income--Three 1
months ended March 31, 1995 and 1994
Consolidated Balance Sheet--March 31, 1995 2
and December 31, 1994
Consolidated Statement of Cash Flows--Three 3
months ended March 31, 1995 and 1994
Notes to Consolidated Financial Statements 4-6
Management's Discussion and Analysis of
Financial Condition and Results of Operations 7-11
Independent Accountants' Review Report 12
Part II. Other Information 13
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FIRST DATA CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
THREE MONTHS ENDED
MARCH 31,
--------------------------
1995 1994
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REVENUES:
Fee revenues, net $383,341 $ 334,048
Fees related to sale of TRS financial
instruments, net 54,170 41,772
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Total 437,511 375,820
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EXPENSES:
Human resources 174,333 150,445
Equipment, supplies and facilities 67,260 53,391
Depreciation and amortization 42,902 31,081
Professional, advertising and other 62,310 56,266
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Total 346,805 291,183
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OPERATING INCOME 90,706 84,637
INTEREST EXPENSE 10,611 10,819
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PRETAX INCOME 80,095 73,818
INCOME TAXES 29,883 30,116
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NET INCOME $ 50,212 $ 43,702
========= =========
NET INCOME PER COMMON SHARE $ 0.45 $ 0.39
========= =========
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 111,826 111,631
========= =========
CASH DIVIDENDS DECLARED PER COMMON SHARE $ 0.03 $ 0.03
========= =========
See notes to consolidated financial statements.
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FIRST DATA CORPORATION
CONSOLIDATED BALANCE SHEET
($ IN THOUSANDS)
(UNAUDITED)
MARCH 31, DECEMBER 31,
ASSETS 1995 1994
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Cash and cash equivalents $ 63,360 $ 166,203
Short-term investments 94,093 197,134
Proceeds including proceeds due from financial instruments sold 3,365,758 3,058,829
Funds and funds due relating to merchant processing 245,156 --
Accounts receivable, less allowance: 1995, $7,165; 1994, $7,117 250,824 225,552
Land, buildings and equipment at cost, net of depreciation:
1995, $282,605; 1994, $262,590 341,301 303,294
Deferred income taxes 51,466 42,395
Goodwill, net of amortization: 1995, $166,699; 1994, $154,783 1,616,656 866,505
Other intangibles, net of amortization: 1995, $113,630; 1994, $100,016 348,611 296,339
Other assets 267,171 263,193
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$ 6,644,396 $ 5,419,444
============== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY
Drafts outstanding $ 94,012 $ 197,046
Liabilities relating to financial instruments sold 3,343,000 3,069,000
Liabilities relating to merchant processing 210,242 --
Short-term debt 150,000 35,000
Long-term debt 611,489 474,680
Accounts payable 97,718 90,358
Income taxes payable 75,536 60,019
Employee-related liabilities 73,378 84,356
Deferred revenue 47,003 50,366
Accrued and other liabilities 425,405 343,360
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Total liabilities 5,127,783 4,404,185
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Stockholders' equity:
Common stock, par value $.01 per share,
authorized 300,000,000 shares; issued 118,486,979
shares in 1995 and 110,352,000 in 1994 1,185 1,104
Capital surplus 861,039 412,779
Net unrealized securities gains (losses) 14,793 (6,611)
Foreign currency translation adjustment (16,751) (17,033)
Retained earnings 797,896 755,558
Less treasury stock at cost, 2,899,751 shares in 1995
and 2,710,360 in 1994 (141,549) (130,538)
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Total stockholders' equity 1,516,613 1,015,259
-------------- --------------
$ 6,644,396 $ 5,419,444
============== ==============
See notes to consolidated financial statements.
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FIRST DATA CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
($ IN THOUSANDS)
(UNAUDITED)
THREE MONTHS ENDED
MARCH 31,
--------------------------
1995 1994
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 50,212 $ 43,702
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation 22,472 16,088
Amortization (1995 and 1994 include charges
of $7,887 and $4,957, respectively, against revenues) 28,317 19,950
Other non-cash credits, net (4,677) (2,103)
Changes in operating assets and liabilities:
Short-term investments 103,041 8,571
Proceeds including proceeds due from
financial instruments sold (274,000) 3,000
Funds and funds due relating to merchant processing 21,038 --
Accounts receivable (9,761) 5,642
Other assets 13,524 1,735
Drafts outstanding (103,034) (8,507)
Liabilities relating to financial
instruments sold 274,000 (3,000)
Liabilities relating to merchant processing (21,799) --
Accounts payable and other liabilities (35,855) 25,081
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Net cash provided by operating activities 63,478 110,159
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of variable rate cap agreements (28,850)
Deferred contract costs (28,993) (8,873)
Purchase of land, buildings and equipment (41,174) (25,425)
Acquisition-related expenditures (201,099) (33,706)
Divestitures 10,535 433
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Net cash used by investing activities (260,731) (96,421)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in short-term debt, net 115,000 --
Principal payments of long-term debt (2,295) (1,842)
Proceeds from exercise of stock options 7,040 1,700
Purchase of treasury stock (22,405) (9,391)
Dividends paid (3,226) (3,307)
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Net cash provided (used) by financing activities 94,114 (12,840)
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EFFECT OF EXCHANGE RATE CHANGES ON CASH 296 382
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NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (102,843) 1,280
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 166,203 298,041
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CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 63,360 $ 299,321
=========== ===========
See notes to consolidated financial statements.
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FIRST DATA CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1995
(UNAUDITED)
1. BASIS OF PRESENTATION
The consolidated financial statements of First Data Corporation (the Company or
FDC) should be read in conjunction with the Company's consolidated financial
statements for the year ended December 31, 1994. Significant accounting
policies disclosed therein have not changed. Certain prior year amounts have
been reclassified to conform to the current year presentation.
The consolidated financial statements are unaudited; however, in the opinion of
management, they include all normal recurring adjustments necessary for a fair
presentation of the consolidated financial position of the Company at March 31,
1995 and the consolidated results of its operations and cash flows for the
three months ended March 31, 1995 and 1994. Results of operations reported for
interim periods are not necessarily indicative of results for the entire year.
2. SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Net income taxes paid during the three months ended March 31, 1995 were
approximately $3.7 million. Net income taxes paid during the same period in
1994 were approximately $1.2 million, net of a $1.1 million refund from
American Express Company. Interest paid during the three months ended March
31, 1995 and 1994 was approximately $13 million.
3. ACQUISITION
On March 9, 1995, the Company completed the acquisition of CESI Holdings, Inc.
and its subsidiary, Card Establishment Services Inc., (CES) a leading merchant
transaction processor. CES was combined with the Company's U.S. transaction
card processing unit to strengthen both front-end and back-office merchant
transaction processing capabilities and is reflected in the accompanying
financial statements from its date of acquisition.
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A summary of the purchase price paid and the preliminary allocation thereof to
liabilities assumed in excess of tangible assets acquired is as follows
(thousands):
Total consideration paid $539,709
Liabilities assumed in excess of tangible
assets acquired at fair value 205,065
--------
Purchase price plus liabilities assumed
in excess of tangible assets acquired $744,774
========
Of the total consideration paid, 8.1 million shares of FDC common stock were
issued to CES shareholders valued at $419 million with an additional 0.6
million shares in the form of common stock options valued at approximately $27
million. The remainder of the consideration represents cash paid at the time
of closing and acquisition costs. In conjunction with the CES acquisition, the
Company provided cash of $76 million to CES to retire its outstanding
indebtedness under its senior credit facility.
Of the purchase price plus liabilities assumed in excess of tangible assets
acquired, approximately $725 million is being amortized over 30 years, with the
remainder over a period of 10 years. This acquisition has been accounted for
using the purchase method.
The unaudited pro forma financial information reflects the estimated effect on
the Company of the CES acquisition as if it had occurred at the beginning of
each of 1995 and 1994. The pro forma revenues, net income and net income per
common share for the three months ending March 31, 1994 were (in thousands,
except per share amounts) $422,558, $41,012 and $0.34, respectively. The pro
forma revenues, net income and net income per common share for the three months
ending March 31, 1995 were (in thousands, except per share amounts) $475,883,
$45,525 and $0.39, respectively. The 1995 pro forma results reflect certain
acquisition-related expenses, as well as start-up expenses associated with the
bank alliance program.
Adjustments made in arriving at pro forma unaudited results of operations
include the preliminary revaluation of CES assets to their fair value, reduced
interest expense on existing debt due to lower borrowing rates of the Company,
amortization of goodwill and related tax adjustments. The pro forma results do
not, however, include any adjustments for cost savings or benefits from
economies of scale that the Company believes would have been achieved had the
transaction occurred at the beginning of each of 1995 and 1994. The pro forma
financial information is presented for informational purposes and is not
necessarily indicative of the future results of operations of the combined
companies.
Pro forma results present revenues net of interchange and association fees.
Interchange fees represent a standardized fee charged by the Visa and
Mastercard credit card associations to compensate card issuing banks for the
risk of transaction fraud, processing expenses and funding costs and are
settled with the card issuing banks. Historically, CES presented its revenues
on a gross basis. The Company believes it is appropriate to present revenues
on a net basis on its consolidated financial statements as generally there is
no risk to the Company associated with the interchange fees. If these fees
were
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included in CES' revenues in the pro forma financial information above,
revenues would increase by $142 million and $118 million for 1995 and 1994,
respectively.
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MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 1995 COMPARED TO QUARTER ENDED MARCH 31, 1994.
Revenues
The Company's consolidated first quarter 1995 revenues were $438 million, up 16
percent over $376 million in 1994. Excluding revenues from the cable services
and hotel reservation businesses sold late in 1994, consolidated first quarter
1995 revenues increased 24 percent. The increased revenue came substantially
from continued growth in its transaction card processing, payment instruments
and mutual fund servicing businesses. Approximately 60 percent of the 1995
increase resulted from sales of enhanced services and new client signings with
the remainder attributable to acquisitions, internal growth and expansion into
adjacent markets in its financial sector businesses. Growth from acquisitions
was attributable to Card Establishment Services, Inc. (CES), acquired on March
9, 1995, which contributed revenues of approximately $13 million. The Company's
financial sector businesses, which include the transaction card processing,
payment instruments, mutual fund servicing and receivables management
businesses, represented approximately 80 percent of the Company's consolidated
revenues and a slightly greater proportion of the Company's consolidated
operating income in the first quarter 1995.
Worldwide transaction card processing revenues grew by approximately $69
million, or 43 percent, primarily due to increased card accounts and U.S.
transactions processed, increased sales of enhanced services as well as the
acquisition of CES. The volume of worldwide card and merchant transactions
processed, excluding CES merchant transactions, increased 26 percent to 903
million in the 1995 first quarter compared with 717 million in the 1994 first
quarter. The increase in card and merchant transactions processed is
attributable to a 39 percent increase in the U.S. market. FDC's U.K.
transaction card processing operations (FDRL) experienced a slight decline in
transactions processed due to the internalization of merchant transaction
processing by one of its major customers, which occurred in April 1994 and was
anticipated at the time of the FDRL acquisition. The volume of worldwide card
accounts processed increased to 95.1 million in the 1995 first quarter from
72.2 million in the 1994 first quarter due to the addition of new clients and
internal growth in the U.S.
Revenues derived from the payment instruments business grew by $14 million over
the 1994 first quarter. This growth was attributable to an increase in fee
revenue associated with a 95 percent increase in MoneyGram(SM) service
transactions processed, higher MoneyGram(SM) revenues resulting from conditions
relating to Mexican exchange rates and the addition of the new official check
business described below. There can be no assurance that the higher revenues
resulting from the Mexican exchange rate environment will continue. This
growth was partially offset by a decrease in net interest and dividend revenues
derived from the investment portfolio owned by American Express Travel Related
Services Company, Inc. (TRS), a wholly-owned subsidiary of American Express
Company (American
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Express), principally due to an increase in variable rate commissions paid to
selling agents. Payment instruments transactions processed increased 26
percent to 77 million in the first quarter 1995 compared with 61 million in the
first quarter 1994 substantially due to the addition of the new official check
business described below. The Company continued its aggressive MoneyGram(SM)
service marketing campaign incorporating price promotions and advertising
during the 1995 quarter.
Prior to 1994, FDC issued payment instruments solely under the TRS name. In
1994, the Company's payment instruments business began transitioning away from
American Express to its own payment instruments. In conjunction with the March
1994 acquisition of a major financial institution's official check business
(the new official check business), the Company began signing new official check
agents as well as converting the acquired and new agents to its own payment
instruments which generated an investment portfolio balance of approximately
$1.2 billion at March 31, 1995. This is in addition to the investment
portfolio of approximately $1.7 billion generated from the Company's sale of
TRS payment instruments. As a result of the Company's transition to its own
payment instruments, first quarter 1995 results include earnings on tax-exempt
investments included in the Company's separate investment portfolio that did
not exist in 1994. On a pretax equivalent basis, which is the basis of
recognition of earnings on the portfolio owned by TRS, the Company's 1995
revenues, operating and pretax income and income taxes would have increased by
$4.6 million.
Revenues from the mutual fund servicing business increased by 27 percent over
the 1994 first quarter principally as a result of increased sales of enhanced
services due to the new mutual fund administration business acquired in May
1994. On March 31, 1995, the Company acquired 440 Financial Group, which
provides processing services to bank-managed mutual funds. As the Company
continues to broaden its product offerings, the net asset value of mutual funds
serviced is a more reflective indicator of the mutual fund servicing business
in total. Mutual fund assets serviced increased 16 percent in the 1995 first
quarter to $296 billion compared with $256 billion in the 1994 first quarter,
excluding 440 Financial Group.
Revenues from the Company's receivables management business declined slightly
from the 1994 first quarter. The Company continues to focus on this business
and sees opportunities to further penetrate the market and offer these services
to its existing customer base.
Revenues from the teleservices business increased slightly compared to the 1994
first quarter due to an increase in volume associated with the Company's
computer-based interactive telephone service and other ancillary teleservices,
partially offset by lower pricing and lower volumes partially attributable to
further automation of operator services.
Revenues from the Company's health systems business decreased slightly from the
1994 first quarter. The Company does not anticipate growth in its health
systems business until 1996, depending on the timing of development, testing
and installation of new products.
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Expenses
The Company's total operating expenses increased 19 percent to $347 million.
Growth in volumes of transactions processed and the impact of sales of
additional enhanced services resulted in higher systems development and
programming, data processing and facilities costs. The Company also incurred
additional product development and indirect costs relating to activities
performed on behalf of new clients who have not yet been converted to the
Company's systems. These costs represent enhancements of system functionality,
upgrades of systems architecture and investments in additional system capacity.
The Company's additional investment in hardware and operating systems and
recently acquired businesses contributed substantially to the increase in
depreciation and amortization.
Net Income and Earnings Per Share
The Company's consolidated net income increased 15 percent to $50 million in
the first quarter 1995 compared with $44 million in the first quarter 1994. The
Company's earnings per share increased 15 percent to $0.45 in the 1995 first
quarter from $0.39 in the 1994 first quarter. The increase in net income came
substantially from increased operating income due to continued growth in its
two largest financial sector businesses. FDC's transaction card processing
unit had strong growth in card accounts, transactions processed and sales of
enhanced services, and its payment instruments business had growth primarily in
its MoneyGram(SM) services. These increases were partially offset by declines
at the teleservices and health systems businesses.
In 1995, the Company continues to expect revenues and net income to grow in
excess of its long-term objective of 20 percent. After accounting for the
newly-issued shares resulting from acquisitions, earnings per share for the
year is expected to grow near the Company's objective of 20 percent. The
conversions of new clients and the integration of CES are proceeding according
to management's expectations.
LIQUIDITY AND CAPITAL RESOURCES
Total assets of the Company increased to $6.6 billion at March 31, 1995 from
$5.4 billion at December 31, 1994. "Proceeds including proceeds due from
financial instruments sold" increased by $307 million primarily due to the sale
of the Company's own payment instruments in conjunction with the new official
check business. "Goodwill" and "Other intangibles", net of amortization,
increased by $802 million substantially due to the acquisition of CES. As a
result of the newly-acquired CES merchant business, "Funds and funds due
relating to merchant processing" represents amounts received and due from the
issuing banks via card associations in connection with the normal merchant
settlement process, while the related liability, "Liabilities relating to
merchant processing", represents amounts due to merchants.
The Company increased its investing activities by $164 million over 1994. This
was primarily due to higher acquisition-related expenditures largely
attributable to the CES acquisition discussed below, an increase in deferred
contract costs attributable to the signing and converting of clients to the
Company's
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systems and higher capital expenditures for data processing equipment.
Cash flows from financing activities increased by $107 million, due to the draw
down of $150 million against the Company's $400 million revolving credit
facilities in March 1995 and higher proceeds from the exercise of stock options
partially offset by higher purchases of treasury stock in 1995.
The Company's cash flows from operating activities decreased by $47 million as
the result of higher net cash outflows attributable to changes in operating
assets and liabilities partially offset by higher net income and non-cash
charges.
In 1995, the Company repurchased approximately 434,000 shares of its common
stock in the open market for approximately $22 million. These purchases are
pursuant to a formal plan approved by FDC's Board of Directors in March 1995
for use in conjunction with certain employee benefit programs, as well as past
and future acquisition-related payments. The Company is authorized to
repurchase shares in numbers reasonably expected to be required for issuance
within the two years following any purchase date in connection with the
Company's employee benefit plans and may hold up to 3.0 million shares of its
common stock, at any time, pursuant to this authorization.
On March 9, 1995, the Company completed the acquisition of CES, a leading
merchant transaction processor, for approximately $540 million which includes
the issuance of approximately 8.1 million shares of FDC common stock to CES
shareholders valued at $419 million with an additional 0.6 million shares in
the form of common stock options valued at aproximately $27 million. The
remainder of the consideration represents cash paid at the time of closing and
acquisition costs. In conjunction with the CES acquisition, the Company
provided cash of $76 million to CES to retire its outstanding indebtedness
under its senior credit facility. CES also had $125 million outstanding of
publicly traded Senior Subordinated Notes (CES Notes). On March 14, 1995, the
Company and CES commenced a tender offer for all of the outstanding CES Notes,
due October 1, 2003. In April 1995, the Company repurchased and retired $125
million of CES Notes for $139 million which was funded by a draw down against
the Company's revolving credit facilities.
The Company continues to pursue strategic alliance programs with bank clients
offering them the opportunity to participate in the merchant relationships
associated with the existing business of CES. Negotiations continue with
several banks and the Company has signed six letters of intent; however, the
transactions are complex and no transactions have yet closed. There can be no
assurance with respect to the timing or likelihood of such transactions
closing.
During the 1994 third quarter, the Company announced an agreement to purchase
the merchant processing and point-of-sale unit of ENVOY Corporation (ENVOY).
The agreement, subject to shareholder approval, requires a payment at closing
of FDC common stock which is dependent upon the average stock price of FDC
common stock (determined during a ten-day trading period prior to the effective
date of the merger), but is designed to yield an aggregate value equal to $156
million if the average stock price is between $40 and $52 per share, and a
higher aggregate value, up to $180 million, if the average stock price exceeds
$52 per share. In addition, a contingent payment of up to $21 million in the
form of FDC common stock will be due over a one- to three-year period if the
ENVOY unit
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purchased attains certain performance objectives. ENVOY has scheduled a
special meeting of its stockholders on June 6, 1995 to vote on the transaction.
If such transaction is approved, the Company expects the merger to close as
soon as possible after the stockholders' meeting. In connection with the ENVOY
acquisition, the Company repurchased approximately 2.0 million shares of common
stock in the 1994 fourth quarter to be used as a portion of the purchase
payment.
The Company regularly considers acquisition opportunities as well as other
forms of business combinations and divestitures. Historically, the Company has
been involved in numerous transactions of various magnitudes, for consideration
which has included cash or securities (including common stock) or combinations
thereof. The Company continues to evaluate and pursue transaction
opportunities as they arise. No assurance can be given with respect to the
timing, likelihood or the financial or business effect of any possible
transaction. The Company's future acquisition and investing activities are
expected to rely on internally generated funds and the issuance of debt or
equity securities or bank borrowings. The Company believes it has adequate
internal and external financing available to meet anticipated liquidity needs.
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Independent Accountants' Review Report
The Stockholders and Board of Directors
First Data Corporation
We have reviewed the accompanying consolidated balance sheet of First Data
Corporation as of March 31, 1995, and the related consolidated statements of
income and cash flows for the three-month periods ended March 31, 1995 and
1994. These financial statements are the responsibility of the Company's
management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data, and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, which will be
performed for the full year with the objective of expressing an opinion
regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying consolidated financial statements referred
to above for them to be in conformity with generally accepted accounting
principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of First Data Corporation as of
December 31, 1994, and the related consolidated statements of income,
stockholders' equity, and cash flows for the year then ended (not presented
herein) and in our report dated February 3, 1995, we expressed an unqualified
opinion on those consolidated financial statements.
Ernst & Young LLP
-----------------
ERNST & YOUNG LLP
New York, New York
May 8, 1995
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PART II. OTHER INFORMATION
FIRST DATA CORPORATION
Item 6. Exhibits and Reports on Form 8-K:
---------------------------------
(a) Exhibits:
12 Computation of Ratio of Earnings to Fixed Charges
15 Letter from Ernst & Young LLP Regarding Unaudited Interim
Financial Information
(b) Reports filed on Form 8-K during the quarter for which this report is
filed:
(i) Item 5, Form 8-K, dated January 26, 1995, reporting the
registrant's earnings for the year ended December 31, 1994.
(ii) Form 8-K dated March 23, 1995 reporting the following events:
Item 2, filing the March 9, 1995 press release announcing
the completion of the registrant's acquisition of Card
Establishment Services, Inc.
Item 5, filing the March 14, 1995 press release announcing
the tender offer by CES of $125 million of its 10% Senior
Subordinated Notes; and filing the March 15, 1995 press
release announcing the authorization by the registrant's
Board of Directors to repurchase shares and the declaration
of a quarterly dividend of $.03 per share.
Item 7, filing financial statements of Card Establishment
Services, Inc. for the six months ended December 31, 1994
and the year ended June 30, 1994; filing pro forma financial
information for the registrant and CESI Holdings, Inc.
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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 by the undersigned,
thereunto duly authorized.
FIRST DATA CORPORATION
----------------------
(Registrant)
Date: May 9, 1995 By WALTER M. HOFF
---------------------- --------------------------
Walter M. Hoff
Executive Vice President -
Chief Financial Officer
(Principal Financial Officer)
Date: May 9, 1995 By CHERYL L. KING
---------------------- ---------------------------
Cheryl L. King
Vice President and Controller
(Principal Accounting Officer)