Simpson Thacher represented First Data Corporation (NYSE: FDC) in its announced merger agreement with Fiserv (NASDAQ: FISV), under which Fiserv will acquire First Data in an all-stock transaction. The transaction unites two premier companies to create one of the world’s leading payments and financial technology providers, and an enhanced value proposition for its clients. Under the terms of the agreement, First Data shareholders will receive a fixed exchange ratio of 0.303 Fiserv shares for each share of First Data common stock they own, for an equity value of $22 billion. This represents $22.74 based on closing prices as of January 15, and a premium of 29% to the five-day volume weighted average price as of that date. Following the close of the transaction, Fiserv shareholders will own 57.5% of the combined company, and First Data shareholders will own 42.5%, on a fully diluted basis.
In addition to First Data’s merger with Fiserv, Simpson Thacher represented First Data in its $2.5 billion initial public offering in 2015.
First Data is a global leader in commerce-enabling technology and solutions, serving approximately six million business locations and over 4,000 financial institutions in more than 100 countries around the world. First Data has 24,000 owner-associates and processes more than 3,000 transactions per second and $2.4 trillion in transaction volume per year.
The Simpson Thacher team includes Kathryn King Sudol, Elizabeth Cooper, Gary Horowitz, Mark Viera and Tuca Bihari (M&A); Richard Fenyes and Tony Rim (Capital Markets); Daniel Kay, Michael Vernace and Adam Moss (Banking & Credit); David Rubinsky, Joo Hyun Lee and Caitlin Fitzgerald (ECEB); Lori Lesser and Genevieve Dorment (Intellectual Property); and Pierce Pandolph (Tax).