Metavante Acquires NYCE

As the majority shareholder of NYCE, First Data will receive approximately $389 million in cash. The transaction is subject to regulatory approvals and other customary conditions. In addition, certain minority shareholders of NYCE have the right, within 30 days, to match the terms of the definitive agreement and acquire First Datas NYCE shares. Metavante expects the transaction to close in the third quarter of 2004, consistent with the timeframes agreed upon with the U.S. Department of Justice. First Data has held NYCE as a separate unit since December 2003, pending First Datas divestiture of its ownership share in NYCE. This was the result of an agreement between First Data and the Department of Justice surrounding its merger with Concord EFS. NYCE had 2003 revenue of approximately $143 million and net income of approximately $30.7 million. The transaction is expected to be approximately neutral to M&Is earnings per share in 2004 and accretive in 2005. NYCE serves the domestic and international markets with its industry leading PIN-debit payment products. It provides financial institutions, retailers and independent ATM deployers with shared network services for ATMs, online debit point-of-sale and electronic benefits transfer transactions. Nine of the nations top 15 PIN-debit card issuers participate in the NYCE network, along with over 2,150 other financial institutions from across the United States. NYCE links these debit card issuers with over 147,000 ATM locations and almost one million PIN-debit point-of-sale locations. NYCEs EFT processing business provides real-time processing services that support ATM management and monitoring services, gateway access, and debit card issuance and authorization solutions. Combined, Metavante and NYCE expect to serve 23 million ATM and debit cardholders. The two companies expect to process over 235 million monthly EFT transactions and drive over 20,000 ATMs.