8-KMaterial AgreementsExhibits & Filings

FISERV INC 8-K Report, Material Agreement (Apr 3, 2008)

Filed April 3, 2008For Securities:FISV

Summary

This Form 8-K filing by Fiserv, Inc. (FISV) reports on an amended and restated stock purchase agreement dated March 28, 2008, related to the sale of its Fiserv Investment Support Services (ISS) operations. The agreement clarifies terms for the sale of the remaining ISS business to Robert Beriault Holdings, Inc. ("Holdings"), with an anticipated purchase price of approximately $80 million. This transaction is a continuation of Fiserv's strategy to divest its ISS segment, following a prior sale to TD AMERITRADE Online Holdings Corp. completed earlier in 2008. Key aspects of the amendment include precise purchase price calculation, identification of regulatory approvals and closing conditions, an agreement for Holdings to continue providing transition services to TD, and confirmation that Fiserv will not retain a minority interest in the divested business. Investors should note that the transaction is still subject to customary conditions and regulatory approvals, with an expected closing by the end of the third quarter of 2008. This divestiture aligns with Fiserv's focus on core business areas.

Key Highlights

  • 1Fiserv, Inc. amended and restated a stock purchase agreement to sell its remaining Fiserv Investment Support Services (ISS) operations to Robert Beriault Holdings, Inc.
  • 2The anticipated sale price for the remaining ISS business is approximately $80 million.
  • 3The amendment clarifies purchase price calculations, regulatory approvals, and other closing conditions.
  • 4Holdings will continue to provide transition services to TD AMERITRADE, a prior buyer of a portion of ISS.
  • 5Fiserv will not retain a minority interest in the divested business post-closing.
  • 6The transaction is subject to customary closing conditions and regulatory approvals.
  • 7The expected closing date for this transaction is by the end of the third quarter of 2008.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report on the amended and restated stock purchase agreement between Fiserv, Inc. and Robert Beriault Holdings, Inc. for the sale of Fiserv's remaining Investment Support Services (ISS) operations.

The anticipated purchase price for the remaining ISS business is approximately $80 million. The net proceeds and impact on Fiserv's financial statements will depend on the final adjustments and transaction costs.

Yes, the transaction remains subject to customary closing conditions and necessary regulatory approvals. Fiserv expects the sale to close by the end of the third quarter of 2008.

Fiserv has divested its ISS operations in two separate transactions. One part was sold to TD AMERITRADE Online Holdings Corp. on February 4, 2008, and this filing pertains to the sale of the remaining ISS business to Robert Beriault Holdings, Inc., expected to close in late 2008. This indicates a full exit from the ISS segment.