First Data Corp. said its sale to the New York private-equity firm Kohlberg Kravis Roberts & Co. is proceeding smoothly and is on track to close this quarter.
Henry C. "Ric" Duques, the Denver payment processor's chief executive, said during a second-quarter earnings call Friday (probably its last) that "committed bridge financing has been secured for both the debt and equity portions of the transaction." But he also said the merger agreement "is not contingent upon debt or equity financing." Related Links Complete 2Q 2007 Earnings Coverage
Mr. Duques also said he anticipates no regulatory delay.
He addressed a question that remains up in the air — the potential termination of the company's merchant acquiring and processing alliance with JPMorgan Chase & Co., called Chase Paymentech Solutions LLC. There has been speculation that JPMorgan Chase, which has majority ownership in Chase Paymentech, might buy out First Data's stake in the alliance. In this scenario, First Data would probably continue to process transactions for the company but as an outsourcer.
In the event of a termination of First Data's largest equity alliance, "our reported revenue would increase and our reported profits would stay the same," Mr. Duques said.
Lawrence S. Berlin, an analyst at First Analysis Securities, said the call's highlight was the clarification that the KKR deal's closing is not "contingent on financing."
"With the slight slowdown in the debt financing markets, it's a little bit harder to get a deal done," he said. "The terms of the debt have become a little bit more onerous for the private-equity buyer."
Mr. Duques, who was the CEO of First Data twice, from 1989 to 2002 and from November 2005 to the present, also welcomed Michael Capellas, who was named this month to succeed Mr. Duques when the deal closes.
Mr. Capellas "gives me great confidence that both our clients and our employees will be very well served in the exciting next chapter in First Data's life," he said.
Colorado on Thursday approved a plan by First Data to convert its industrial bank to a nondepository trust, in anticipation of the acquisition by KKR, according to Richard J. Fulkerson, the state bank commissioner. A Colorado law enacted in 2003 says only a financial holding company can own an industrial bank. The law was intended to prevent nonfinancial companies such as Wal-Mart Stores Inc. from owning banks. KKR does not "meet the financial holding company definition" under the law, Mr. Fulkerson said.
Colin Wheeler, a spokesman for First Data, said that "all the banking functions are now going to be handled by a separate bank, which we will contract with."
First Data's net income fell 51% in the quarter, to $228.9 million, but this was largely due to the spinoff of Western Union Co. in September. Earnings per share were also down 50%, to 30 cents. But excluding Western Union and a one-time gain on the sale of MasterCard Inc. stock, per-share earnings were up 19%.
Revenue rose in all three of First Data's main divisions. The largest division, commercial services, which handles merchant processing, reported revenues up 11%, to $1.1 billion. Excluding pass-through fees, commercial-services revenue rose 7%, to $888.2 million.
Revenue from the financial institution services division rose 8%, to $486.8 million, or, excluding postage and other reimbursables, by about 7%, to $323.6 million.