8-KAcquisitions & DispositionsExhibits & Filings

FISERV INC 8-K Report, Acquisition Completed (Mar 25, 2005)

Filed March 25, 2005For Securities:FISV

Summary

This 8-K filing reports on Fiserv, Inc.'s completion of the sale of its securities clearing business, BHC Investments, Inc., to Fidelity Global Brokerage Group, Inc. (parent of National Financial Services, LLC) on March 24, 2005. The transaction generated $345 million in cash at closing, with potential for an additional $15 million contingent payment based on future revenue targets. From an investor's perspective, this divestiture represents a strategic move to streamline operations and focus on core businesses. The divested unit had been classified as a discontinued operation in prior financial statements, indicating its financial performance and assets/liabilities were already separated. The filing notes that the sale's impact is fully reflected in the Company's 2004 Form 10-K, meaning this 8-K primarily serves as confirmation of the transaction's closing.

Key Highlights

  • 1Fiserv, Inc. completed the sale of its securities clearing business, BHC Investments, Inc., on March 24, 2005.
  • 2The buyer is Fidelity Global Brokerage Group, Inc., parent of National Financial Services, LLC.
  • 3The cash sale price at closing was $345 million, subject to post-closing adjustments.
  • 4A potential contingent payment of up to $15 million could be received based on revenue targets within one year of closing.
  • 5BHC Investments, Inc. was previously reported as a discontinued operation, with its assets and liabilities segregated.
  • 6The net loss from discontinued operations for BHC Investments, Inc. for the twelve months ended December 31, 2004, was $17.26 million.
  • 7As of December 31, 2004, assets and liabilities related to BHC Investments, Inc. were $2.75 billion and $2.41 billion, respectively.

Frequently Asked Questions

Fiserv, Inc. sold all of the outstanding shares of its securities clearing business, BHC Investments, Inc.

The sale generated $345 million in cash at closing, with a potential additional $15 million contingent payment. The divested business was already accounted for as discontinued operations, so its financial results and balance sheet impact were previously separated.

This divestiture signifies a strategic decision by Fiserv to focus its resources and operations, potentially leading to improved profitability and a more streamlined business model. The cash infusion also provides financial flexibility.

No, pro forma financial information is not required because the sale's impact, including the classification of BHC Investments, Inc. as discontinued operations, was already fully reflected in Fiserv's financial statements in its Form 10-K for the year ended December 31, 2004.