EFTA01382795.pdf

X- I/A •fable of Contents FIRST DATA CORPORATION NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) Foreign Lines of Credit and Other Arrangements MC had approximately $349 million and $265 million available under short-term lines of credit and other arrangements with foreign banks and alliance partners primarily to fund settlement activity, as of December 31, 2014 and 2013, respectively. As of December 31, 2014, the Company had a $150 million committed line of credit for one of its U.S. alliances and the remainder of these arrangements is primarily associated with international operations and arc in various functional currencies, the most significant of which are the Australian dollar, the Polish zloty, and the euro. Of the amounts outstanding as of December 31, 2014 and 2013, $67 million and $68 million were uncommitted. The weighted average interest rate associated with these arrangements was 3.2% and 3.8% for the years ended December 31, 2014 and 2013, hal tively. Commitment fees for the committed lines of credit range from 0.16% to 0.8%. Senior Secured Revoking Credit Facility As of December 31, 2014, FDC's senior secured revolving credit facility had commitments from financial institutions to provide approximately $1.0 billion of credit_ The revolving credit facility matures on September 24. 2016. FDC had $10 million and $0 million outstanding against this facility as of December 31, 2014 and 2013, isapectively. Up to $500 million of the senior secured revolving credit facility is available for letters of credit of which $43 million and $46 million of letters of credit were issued under the facility as of December 31, 2014 and 2013, respectively. As of December 31, 2014, $964 million remained available. Interest is payable at a rate equal to, at FDC's option, either (a) London Interbank Offered Rate (LIBOR) for deposits in the applicable currency plus an applicable margin or (b) the higher of (1) the prime rate of Credit Suisse and (2) the federal funds effective rate plus 0.50%, plus an applicable margin. The weighted-average interest rate was 5.14% and 5.25% for the years ended December 31, 2014 and 2013, teal,wlively. The commitment fee rate for the unused portion of this facility is 0.75% per year. Senior Secured Term Loan Facility The Company has amounts outstanding under its senior secured term loan facility under separate tranches as described below. A portion of each tranche is denominated in cum with the exception of the September 2018 term loan. Interest is payable based upon LIBOR or cum LIBOR plus an applicable margin. As of 1k:caliber 31, 2014, FDC held interest rate swaps to mitigate exposure to variability in interest payments on the outstanding variable rate senior secured term loan. Refer to Note 5 "Derivative Financial Instruments- of these consolidated financial statements for a discussion of the Company's derivatives. The original terms of FDC's senior secured tcnn loan facility required the Company to pay equal quarterly installments in aggregate annual amounts equal to I% of the original principal amount. However, in conjunction with debt modifications and amendments over the last several years, proceeds from the issuance of the notes were used to prepay portions of the principal balances of FDC's senior secured term loans which satisfied the future quarterly principal payments. Therefore, the Company made no scheduled principal payments during 2014 or 2013. The senior secured term loan facility also requires mandatory prepayments based on a percentage of excess cash flow generated by FDC. All obligations under the senior secured loan facility arc fully and unconditionally guaranteed by most of the domestic, wholly owned material subsidiaries of FDC, subject to certain exceptions F-27 httplAvww.see.gov/Arehi vestedgar/datant83980/000119312515334479/d31022dsla.htmill0/14/2015 9:06:38 AM] CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0082291 CONFIDENTIAL SONY GM_00228475 EFTA01382795