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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): January 30, 1997
FIRST DATA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-11073 47-0731996
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(State of other jurisdiction (commission File Number) (IRS Employer or
incorporation) 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) 525-4700
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On January 30, 1997, the Registrant held a meeting, in person and by telephone
conference call, at which certain "forward-looking statements" were made.
Attached as Exhibit 99.1 is a copy of such Forward-Looking Statements and
Related Cautionary Statements Required by the Safe Harbor Provisions of the
Private Litigation Reform Act of 1995.
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SIGNATURE
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/ Thomas A. Rossi
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Thomas A. Rossi
Assistant Secretary
Dated: January 30, 1997
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION PAGE
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99.1 Forward-Looking Statements and Related Cautionary 5
Statements Required by the Safe Harbor Provisions of
The Private Securities Litigation Reform Act of 1995
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FIRST DATA CORPORATION
FORWARD-LOOKING STATEMENT & MEANINGFUL CAUTIONARY STATEMENT
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FORWARD-LOOKING STATEMENT
The Company has a long-term objective to grow revenues, net income and
earnings per share at a compound annual rate of approximately 20%. Growth in
any one year may be modestly above or below this objective, reflecting changes
in business mix, investment in future growth opportunities, and/or acquisition
activities. In 1997, First Data expects earnings per share to be approximately
$1.60. Earnings of $1.60 per share would result in a five-year compound annual
growth rate of approximately 20% since the initial public offering in 1992. The
Company expects earnings growth in the first half of 1997 to be slightly lower,
and in the second half to be slightly higher, than the year as a whole due to
the timing of revenues and expenses related to new client and product
initiatives.
NOTICE TO INVESTORS, PROSPECTIVE INVESTORS AND THE INVESTMENT COMMUNITY
In passing the Private Securities Litigation Reform Act of 1995 (the
"Reform Act"), Congress encouraged public companies to make forward-looking
statements by creating a safe-harbor to protect companies from securities law
liability in connection with forward-looking statements. To qualify forward-
looking statements for protection under the Reform Act, a company must identify
forward-looking statements as such and identify important factors that could
cause actual results to differ materially from those in the forward-looking
statement.
All forward-looking statements are inherently uncertain as they are based
on various expectations and assumptions concerning future events and they are
subject to numerous known and unknown risks and uncertainties which could cause
actual events or results to differ materially from those projected.
Important factors currently known to management upon which the Company's
forward-looking statements are premised include the following:
. Continued growth at rates approximating recent levels for card-based
payment transactions, consumer money transfer transactions, and other
product markets.
. Successful implementation of the ACT3 health care claims administration
processing system into the Company's existing customer base as well as
overall market appeal for the service.
. Successful implementation and achievement of expected growth of the U$A
Value Exchange program and other information product initiatives.
. Absence of consolidation among client financial institutions or other
client groups which has a significant impact on FDC client
relationships.
. Successful management of pricing pressures through cost efficiencies.
. No imposition of a Value Added Tax on third-party credit card processing
services by the European Community, which could put credit card
processing outsourcers at a competitive disadvantage to in-house
solutions in the European Community.
. No unanticipated changes in laws, regulations, credit card association
rules or other industry standards affecting FDC's businesses which
require significant product redevelopment efforts or render products
obsolete.
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. No dispositions of significant businesses, which could have a short-term
dilutive impact if other appropriate investment opportunities are not
immediately available.
. Continuation of the existing interest rate environment, avoiding
increases in agent fees related to a portion of the Company's payments
instruments business and in the Company's short-term borrowing costs.
. Absence of significant changes in retail foreign exchange spreads on
retail money transfer transactions, particularly between the United
States and Mexico.
. No significant increase in the cost of maintaining a role for FDC's
credit card processing, merchant processing and money transfer
businesses in connection with new payment technologies being developed.
. Successfully managing the potential both for patent protection and
patent liability in the context of rapidly developing legal framework
for expansive software patent protection.
Variations from these assumptions or failure to achieve these objectives
could cause actual results to differ from those projected in the forward-looking
statement. Due to the uncertainties inherent in forward-looking statements,
readers are urged not to place undue reliance on these statements. In addition,
FDC undertakes no obligation to update or revise forward-looking statements to
reflect changed assumptions, the occurrence of unanticipated events, or changes
to projections over time.
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