Filed by First Data Corporation
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Commission File No: 001-31527
Subject Company: Concord EFS, Inc.
First Data Corporation presented the following slide show at an investor conference held today:
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Filed by First Data Corporation
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Commission File No: 001-31527
Subject Company: Concord EFS, Inc.
First Data Corporation presented the following slide show at an investor conference held today:
[GRAPHIC]
Payment Services
May 8, 2003
[LOGO]
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[GRAPHIC]
David Banks, SVP Investor Relations
Welcome & Opening Comments
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Safe Harbor
Statements in this presentation regarding First Data Corporations business which are not historical facts are forward-looking statements. 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. Please refer to the companys meaningful cautionary statements contained on the last slide of this presentation and the companys 2002 Annual Report on Form 10-K for a more detailed list of risks and uncertainties.
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Non-solicitation
This communication is not a solicitation of a proxy from any security holder of First Data Corporation or Concord EFS, Inc., and First Data Corporation and Concord EFS, Inc. will be filing with the Securities and Exchange Commission a joint proxy statement/prospectus to be mailed to security holders and other relevant documents concerning the planned merger of Concord EFS, Inc. with a subsidiary of First Data Corporation. WE URGE INVESTORS TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain the documents free of charge at the SECs website, www.sec.gov. In addition, documents filed with the SEC by First Data Corporation will be available free of charge from First Data Investor Relations, 6200 S. Quebec St, Suite 340, Greenwood Village, CO, 80111. Documents filed with the SEC by Concord EFS, Inc. will be available free of charge from Concord Investor Relations, 2525 Horizon Lake Drive, Suite 120, Memphis, TN, 38133.
First Data Corporation and its directors and executive officers and other members of its management and employees, may be deemed to be participants in the solicitation of proxies from the stockholders of First Data Corporation in connection with the merger. Information about the directors and executive officers of First Data Corporation and their ownership of First Data Corporation stock is set forth in the proxy statement for First Data Corporations 2003 annual meeting of stockholders.
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Payment Services
May 8, 2003
[LOGO]
5
[GRAPHIC]
Payment Services
Charlie Fote
Chairman and CEO
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Key Strengths
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Strong, profitable track record
Highly visible recurring revenue stream
Long runway for growth
Great scale and distribution capability
World-class brand
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Payment
Services:
Revenue Contribution
Percent of 2002 First Data Revenue
[CHART]
First Datas largest contributor
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Strong, Consistent Record of Growth
In top line . . .
[CHART]
Continued excellent growth
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. .. . and in profits
Profit ($B)
[CHART]
A record of flawless execution
Note: Adjusted for SFAS 142
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. .. . and in operating leverage
[CHART]
Consistent 30% + margins
Note: Adjusted for SFAS 142
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Payment Services First Quarter
Exceptional Growth Rates
Revenue up 19%
Profit up 22%
Profit margin 33%
Transactions:
Consumer-to-consumer up 23%
Consumer-to-business up 11%
Prepaid services up 43%
[GRAPHIC]
12
Sales and Distribution Powerhouse
Expand worldwide agent distribution network by 20%
Diversify channels and services
Build the brand
Cross sell First Data services
[LOGO]
[GRAPHIC]
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Payment Services
President, Western Union
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Payment
Services
Senior Leaders
Bill Thomas
President - Western Union International
Mike Yerington
President - Western Union North America
Adam Coyle
President - Integrated Payment Systems
Michael Hagerty
Chief Marketing Officer - Western Union
Scott Scheirman
CFO
15
2002 Payment Services Revenue
$3.2 billion, up 18%
[CHART]
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Western Union Money Transfer Revenue
1996
[CHART]
2002
[CHART]
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First Data: Winning in the Marketplace
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Well positioned in a huge market |
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Expand and diversify distribution |
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Build the brand and enhance the consumer experience |
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Leverage channels and diversify product offerings |
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1 |
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Well positioned in a huge market |
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Expand and diversify distribution |
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Build the brand and enhance the consumer experience |
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Leverage channels and diversify product offerings |
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Well Positioned in Huge Markets
Estimated Remittance Market = $138B
[CHART]
Huge market opportunity
Source: International Monetary Fund, 2002
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Well Positioned in High-Growth Markets
Western Union International
[CHART]
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Well Positioned in Huge Markets
Millions of Immigrants by Region
[GRAPHIC]
Total = 175 million
Source: United Nations, October 2002
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Immigration Trends = Opportunity
Remittance payments to Latin America and the Caribbean topped $32 billion in 2002
(Source: Wall Street Journal, March 17, 2003)
Approximately 4.5 million overseas-born persons are living in Australia, which is about one quarter of the countrys population.
(Source: Organization for Economic Cooperation and Development)
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European Union population growth will likely come almost entirely from immigration and migration in the next 10-20 years.
(Source: European Report, February 12, 2003)
The number of Asians working overseas is expected to be 3-4 times greater in 2003 than in 1993.
(Source: Migration News, 2002)
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Leader in a Competitive Landscape
[LOGO]
Global money transfer companies
Market niche players
Emerging technologies
Banks
Informal sector
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Ever-changing, especially since 9/11
Implemented Wire Watch automated compliance system
Comprehensive agent training and auditing program
Dedicated professional people
[GRAPHIC]
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First Data: Winning in the Marketplace
1 |
Well positioned in a huge market |
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2 |
Expand and diversify distribution |
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Build the brand and enhance the consumer experience |
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Leverage channels and diversify product offerings |
[GRAPHIC] |
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Western Union Worldwide Distribution
159,000 Agent locations in 195 countries & territories
Adding ethnic agents for key receiving countries
More than 20,000 locations in backlog
Very secure network
Majority of business under long-term contracts
High renewal rates
Statistics as of March 31, 2003
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Western
Union is
Everywhere:
Heres Just One DM Houston
[GRAPHIC]
Extensive coverage - on a city-by-city basis
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[GRAPHIC] => Nearly 4,500 locations
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Europe / Middle East / Africa Key Signings
[GRAPHIC] => More than 7,200 locations
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Western Union Asia Pacific Key Signings
[GRAPHIC] => More than 7,800 locations
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[CHART]
Overview / Strategy
Population is 80M
Remittance market is $8B
Continue roll-out of SmartMoney and Landbank locations
Raise brand awareness and focus on new Agent signings
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[CHART]
Overview / Strategy
Population is 1.3B
Remittance market is $11B
End 2003 with 10,000 locations
Focus on ethnic locations in key sending countries
Raise brand awareness
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[CHART]
Overview / Strategy
Population is 1.1B
Remittance market is $15B
End 2003 with 15,000 locations
Focus on ethnic locations in key sending countries
Raise brand awareness
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Agent Network by Class of Trade
International Agents
[CHART]
North America Agents
[CHART]
36
Transactions Generated by Class of Trade
International Agents
[CHART]
North America Agents
[CHART]
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Western Union:
Convenient Today
[GRAPHIC]
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Western Union:
Convenience Evolving
[GRAPHIC]
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Western Union:
Still Greater Convenience in the Future
[GRAPHIC]
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[CHART]
Expect about 20% growth in 2003
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First Data: Winning in the Marketplace
1 |
Well positioned in a huge market |
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Expand and diversify distribution |
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Build the brand and enhance the consumer experience |
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Leverage channels and diversify product offerings |
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To be the recognized leader in empowering people to make cash connections worldwide.
GRAPHIC
Recognized leader:
Trusted - Best - Innovative
Empowering people:
Giving consumers choices in location, service and delivery options
Cash connections:
Quickly moving money, data and information
Uniting People with Possibilities
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Western Union Brand Investment
[CHART]
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Western Union Brand Creates Value
Transaction Growth for One U.S. Agents Network
[CHART]
Note: Average monthly transactions per location
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Mexico Money Transfer Transaction Growth
[CHART]
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Western Union Events/Local Marketing
[GRAPHIC]
African local events
[GRAPHIC]
Pan-Hispanic Mothers Day Promotion
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Western Union:
Customer Relationship Management
Loyalty Card Program
Significantly reduces transaction time
Consumer receives
Loyalty points
Discounts
Phone time
Increases retention and transaction frequency
[GRAPHIC]
Gold Card
[GRAPHIC]
Silver Card
51
Media Builds Strong Brand Awareness
United States Awareness
[CHART]
Source: Roper ASW OmniTel Study, October 2002
International Aided Awareness
[CHART]
Source: Research International, 2002; Acorn, 2002; IPSOS-VANTIS, Jan 2003
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Trusted and strong brand
Consistent brand investment
Focus on customers needs
trust
speed
convenience
reliability
value
[GRAPHIC]
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First Data: Winning in the Marketplace
1 |
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Well positioned in a huge market |
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2 |
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Expand and diversify distribution |
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Build the brand and enhance the consumer experience |
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Leverage channels and diversify product offerings |
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[GRAPHIC] |
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Western Union:
Leverage & Diversify Product Offerings
[LOGO] |
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Consumer Money Transfer |
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Bill Payments |
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Prepaid Services |
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Western Union:
1996
[CHART]
2002
[CHART]
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Western Union:
Consumer-to-Consumer Money Transfers
Transactions
[CHART]
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Western Union:
Transactions
[CHART]
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Evolving Consumer-to-Consumer
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International expansion |
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Home delivery |
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Next-day services |
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Loyalty programs |
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Western Union:
Traditional Product Offerings
Quick Collect |
Urgent Bill Payments |
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Cash at Agent Location |
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Credit Card via phone or web |
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Alternative Payments |
Bill Payments |
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Call Center |
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Voice Response Unit |
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Internet |
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Expanded Product Offerings Recurring Payments
Paymap |
Mortgage Payments |
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Equity Accelerator |
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Just in time |
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E Commerce Group |
Bill Payment |
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Desktop |
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Voice Response Unit |
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Internet |
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Prepaid Services
Current prepaid wireless market is $125B face amount
Growing to $250B by 2005, suggesting $25B in fees to payment processors
2002 U.S. gift
card sales $38B
(Source: Bain & Co.)
Markets growing in double digits
[GRAPHIC]
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Grace Kennedy
[GRAPHIC]
200 + locations
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First Data Cross Selling:
[GRAPHIC]
6,000 + locations
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First Data: Winning in the Marketplace
1 |
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Well positioned in a huge market |
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[GRAPHIC] |
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2 |
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Expand and diversify distribution |
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Build the brand and enhance the consumer experience |
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Leverage channels and diversify product offerings |
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[GRAPHIC] |
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Huge global growth opportunities
Unmatched distribution network
Strong brand
We have the strategies in place to win
[GRAPHIC]
66
[GRAPHIC]
Payment Services
67
Cautionary Information Regarding Forward-Looking Statements
Statements in this presentation regarding First Data Corporations business which are not historical facts, including the revenue and earnings projections, are forward-looking statements. 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 upon which the Companys forward-looking statements are premised include: (a) continued growth at rates approximating recent levels for card-based payment transactions, consumer money transfer transactions and other product markets; (b) successful conversions under service contracts with major clients; (c) renewal of material contracts in the Companys business units consistent with past experience; (d) timely, successful and cost-effective implementation of processing systems to provide new products, improved functionality and increased efficiencies, particularly in the card issuing services segment; (e) successful and timely integration of significant businesses and technologies acquired by the Company and realization of anticipated synergies; (f) continuing development and maintenance of appropriate business continuity plans for the Companys processing systems based on the needs and risks relative to each such system; (g) absence of consolidation among client financial institutions or other client groups which has a significant impact on FDC client relationships and no material loss of business from significant customers of the Company; (h) achieving planned revenue growth throughout the Company, including in the merchant alliance program which involves several joint ventures not under the sole control of the Company and each of which acts independently of the others, and successful management of pricing pressures through cost efficiencies and other cost management initiatives; (i) successfully managing the credit and fraud risks in the Companys business units and the merchant alliances, particularly in the context of the developing e-commerce markets; (j) anticipation of and response to technological changes, particularly with respect to e-commerce; (k) attracting and retaining qualified key employees; (l) no unanticipated changes in laws, regulations, credit card association rules or other industry standards affecting FDCs businesses which require significant product redevelopment efforts, reduce the market for or value of its products or render products obsolete; (m) continuation of the existing interest rate environment so as to avoid increases in agent fees related to Payment Services products and increases in interest on the Companys borrowings; (n) absence of significant changes in foreign exchange spreads on retail money transfer transactions, particularly in high-volume corridors, without a corresponding increase in volume or consumer fees; (o) continued political stability in countries in which Western Union has material operations; (p) implementation of Western Union agent agreements with governmental entities according to schedule and no interruption of relations with countries in which Western Union has or is implementing material agent agreements; (q) no unanticipated developments relating to previously disclosed lawsuits, investigations or similar matters; (r) successful management of any impact from slowing economic conditions or consumer spending; (s) no catastrophic events that could impact the Companys or its major customers operating facilities, communication systems and technology or that has a material negative impact on current economic conditions or levels of consumer spending; (t) no material breach of security of any of our systems; and (u) successfully managing the potential both for patent protection and patent liability in the context of rapidly developing legal framework for expansive software patent protection.
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