SEC Gives Green Light for First Data To Acquire First Financial

First Data Corp. has received the go-ahead from the Securities and Exchange Commission to proceed with its merger with First Financial Management Corp.

The SEC approval clears the way for the two companies to mail proxy statements and schedule a shareholder vote.

Shareholder meetings are scheduled for Oct. 26 in Atlanta.

Executives from each company said they expect shareholders to vote for the merger, and analysts agree.

"I don't think you're going to see any shareholder dissent at the meeting," said Richard K. Weingarten, an analyst with Montgomery Securities Inc., San Francisco, who characterized the merger as "smooth sailing" from here on.

Other analysts said the uptick in First Financial's stock price since the deal was announced indicates shareholder satisfaction with the deal.

Indeed, an initial objection voiced by a portfolio manager at T. Rowe Price has since been dropped; the mutual fund company now supports the merger.

When first announced, the deal valued First Financial at about $90 a share, though it was only trading in the low 80s; it is currently trading in the high 90s.

Under the terms of the deal, First Financial shareholders as of Sept. 15 will receive 1.5859 shares of First Data common stock for each share of their stock.

Based on current stock prices, the value of the deal is approximately $7 billion.

The SEC approval came less than a week after the Federal Trade Commission gave its nod to the deal.

The FTC had been investigating the antitrust implications of the merger on the consumer money wire transfer business.

First Data owns MoneyGram, and First Financial owns Western Union. Both provide domestic and international nonbank funds transfer services.

Under the terms of the FTC consent order signed by First Data, the merging companies must divest one of the two services. First Data has not yet determined which one to sell.

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