Bond West Union Corp 6.2% ( US959802AM19 ) in USD

Issuer West Union Corp
Market price refresh price now   100.01 %  ▲ 
Country  United States
ISIN code  US959802AM19 ( in USD )
Interest rate 6.2% per year ( payment 2 times a year)
Maturity 20/06/2040



Prospectus brochure of the bond Western Union Company US959802AM19 en USD 6.2%, maturity 20/06/2040


Minimal amount /
Total amount /
Cusip 959802AM1
Standard & Poor's ( S&P ) rating BBB ( Lower medium grade - Investment-grade )
Moody's rating Baa2 ( Lower medium grade - Investment-grade )
Next Coupon 21/12/2025 ( In 113 days )
Detailed description Western Union is a global leader in cross-border, cross-currency money movement and payments.

The Bond issued by West Union Corp ( United States ) , in USD, with the ISIN code US959802AM19, pays a coupon of 6.2% per year.
The coupons are paid 2 times per year and the Bond maturity is 20/06/2040

The Bond issued by West Union Corp ( United States ) , in USD, with the ISIN code US959802AM19, was rated Baa2 ( Lower medium grade - Investment-grade ) by Moody's credit rating agency.

The Bond issued by West Union Corp ( United States ) , in USD, with the ISIN code US959802AM19, was rated BBB ( Lower medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.







Rule 424 B2
Page 1 of 57
424B2 1 d424b2.htm RULE 424 B2
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-150722

CALCULATION OF REGISTRATION FEE


Maximum
Title of each Class of Securities
Amount to be
Offering Price
Proposed Maximum
Amount of
to be Registered

Registered
Per Unit
Aggregate Offering Price Registration Fee(1)
6.200% Notes due 2040

$250,000,000
99.878%
$249,695,000

$17,803.25

(1) Calculated pursuant to Rule 457(r) under the Securities Act of 1933, as amended.
PROSPECTUS SUPPLEMENT
(To Prospectus dated May 7, 2008)
$250,000,000

6.200% Notes due 2040

The Western Union Company will pay interest on the notes on June 21 and December 21 of each year, beginning
December 21, 2010. The notes will mature on June 21, 2040.
The Western Union Company may redeem the notes at any time in whole or from time to time in part at the price
specified in this prospectus supplement under the section titled "Description of the Notes--Optional Redemption."
The notes will be The Western Union Company's senior unsecured obligations and will rank equally in right of payment
with its other existing and future senior unsecured indebtedness. The notes will be effectively junior to all existing and future
indebtedness and other liabilities of our subsidiaries.
The notes will not be listed on any securities exchange or included in any automated quotation system. Currently there is
no public market for the notes.
Investing in the notes involves risks. See the sections titled "Risk Factors " beginning on page S-10 of this
prospectus supplement and page 3 of the accompanying prospectus for a discussion of certain of the risks you should
consider before investing in the notes.




Per Note

Total
Public offering price (1)

99.878%
$249,695.000
Underwriting discount

0.875%
$ 2,187,500
Proceeds, before expenses, to The Western Union Company (1)

99.005%
$247,507,500
(1) Plus accrued interest from June 21, 2010, if settlement occurs after that date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is
truthful or complete. Any representation to the contrary is a criminal offense.
We expect that the notes will be ready for delivery in book-entry form only through The Depository Trust Company and
its participants, including Clearstream Banking, société anonyme and Euroclear Bank, S.A./N.V., on or about June 21, 2010.

http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 2 of 57
Joint Book-Running Managers

BofA Merrill Lynch

Barclays Capital
Wells Fargo Securities
Co-Managers
BNP PARIBAS
Fifth Third Securities, Inc.
Scotia Capital
Société Générale Corporate & Investment Banking
The date of this prospectus supplement is June 16, 2010.
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 3 of 57
Table of Contents
TABLE OF CONTENTS
Prospectus Supplement



Page
About This Prospectus Supplement

S-1
Forward-Looking Statements

S-1
Industry Data

S-2
Where You Can Find More Information

S-3
Prospectus Supplement Summary

S-4
Risk Factors
S-10
Use of Proceeds
S-12
Capitalization
S-12
Description of the Notes
S-14
Material U.S. Federal Income Tax Considerations
S-24
Underwriting
S-28
Legal Matters
S-29
Experts
S-29
Prospectus



Page
About This Prospectus

1
Where You Can Find More Information

1
Forward-Looking Statements

2
Risk Factors

3
The Western Union Company

4
Use of Proceeds

5
Ratio of Earnings to Fixed Charges

5
Description of Debt Securities

6
Plan of Distribution

19
Legal Matters

20
Experts

20

i
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 4 of 57
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the terms of the offering of
the notes. The second part is the accompanying prospectus dated May 7, 2008, which we refer to as the "accompanying
prospectus." The accompanying prospectus contains a description of certain terms of the debt securities we may issue,
including the notes, and gives more general information, some of which may not apply to the notes.
You should rely only on the information contained or incorporated by reference in this prospectus supplement and the
accompanying prospectus or in any free writing prospectus. We have not, and the underwriters have not, authorized anyone
to provide you with different information. If anyone provides you with different or inconsistent information, you should not
rely on it. We are not, and the underwriters are not, making an offer to sell the notes in any jurisdiction where the offer or sale
is not permitted. You should assume that the information appearing in this prospectus supplement, the accompanying
prospectus and the documents incorporated by reference is accurate only as of their respective dates. Our business, financial
condition, results of operations and prospects may have changed materially since those dates.
Before you invest in the notes, you should carefully read the registration statement (including the exhibits thereto) of
which this prospectus supplement and the accompanying prospectus form a part, this prospectus supplement, the
accompanying prospectus and the documents incorporated by reference into this prospectus supplement and accompanying
prospectus. The incorporated documents are described under "Where You Can Find More Information."
As used in this prospectus supplement, the terms "Western Union," the "Company," "we," "us" and "our" refer to The
Western Union Company and not its consolidated subsidiaries or to The Western Union Company and all of its consolidated
subsidiaries taken as a whole, as the context requires.
FORWARD-LOOKING STATEMENTS
This prospectus supplement, the accompanying prospectus and the materials we have filed or will file with the Securities
and Exchange Commission (the "SEC") (as well as information included in our other written or oral statements) contain or
will contain certain statements that are forward-looking within the meaning of the Private Securities Litigation Reform Act of
1995. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that
are difficult to predict. Actual outcomes and results may differ materially from those expressed in, or implied by, our
forward-looking statements. Words such as "expects," "intends," "anticipates," "believes," "estimates," "guides," "provides
guidance," "provides outlook" and other similar expressions or future or conditional verbs such as "will," "should," "would"
and "could" are intended to identify such forward-looking statements. You should not rely solely on the forward-looking
statements and should consider all uncertainties and risks throughout this prospectus supplement and the accompanying
prospectus, including those referenced under the sections titled "Risk Factors." The statements are only as of the date they are
made, and we undertake no obligation to update any forward-looking statement.
Possible events or factors that could cause results or performance to differ materially from those expressed in our
forward-looking statements include the following: changes in immigration laws, patterns and other factors related to
migrants; our ability to adapt technology in response to changing industry and consumer needs or trends; our failure to
develop and introduce new products, services and enhancements, and gain market acceptance of such products; the failure by
us, our agents or subagents to comply with our business and technology standards and contract requirements or applicable
laws and regulations, especially laws designed to prevent money laundering and terrorist financing, and/or changing
regulatory or enforcement interpretations of those laws; failure to comply with the settlement agreement with the State of
Arizona; changes in United States or foreign laws, rules and regulations including the Internal Revenue Code of 1986, as
amended (the "Internal

S-1
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 5 of 57
Table of Contents
Revenue Code"), and governmental or judicial interpretations thereof; changes in general economic conditions and economic
conditions in the regions and industries in which we operate; adverse movements and volatility in the capital markets and
other events which affect our liquidity, the liquidity of our agents or clients, or the value of, or our ability to recover our
investments or amounts payable to us; political conditions and related actions in the United States and abroad which may
adversely affect our businesses and economic conditions as a whole; interruptions of United States government relations with
countries in which we have or are implementing material agent contracts; our ability to resolve tax matters with the Internal
Revenue Service and other tax authorities consistent with our reserves; mergers, acquisitions and integration of acquired
businesses and technologies into our company, and the realization of anticipated financial benefits from these acquisitions;
changes in, and failure to manage effectively exposure to, foreign exchange rates, including the impact of the regulation of
foreign exchange spreads on money transfers and payment transactions; failure to maintain sufficient amounts or types of
regulatory capital to meet the changing requirements of our regulators worldwide; our ability to maintain our agent network
and business relationships under terms consistent with or more advantageous to us than those currently in place; failure to
implement agent contracts according to schedule; deterioration in consumers' and clients' confidence in our business, or in
money transfer providers generally; failure to manage credit and fraud risks presented by our agents, clients and consumers
or non-performance by our banks, lenders, other financial services providers or insurers; any material breach of security of or
interruptions in any of our systems; adverse rating actions by credit rating agencies; liabilities and unanticipated
developments resulting from litigation and regulatory investigations and similar matters, including costs, expenses,
settlements and judgments; failure to compete effectively in the money transfer industry with respect to global and niche or
corridor money transfer providers, banks and other money transfer services providers, including telecommunications
providers, card associations, card-based payment providers and electronic and internet providers; our ability to protect our
brands and our other intellectual property rights; our failure to manage the potential both for patent protection and patent
liability in the context of a rapidly developing legal framework for intellectual property protection; cessation of various
services provided to us by third-party vendors; changes in industry standards affecting our business; changes in accounting
standards, rules and interpretations; our ability to attract and retain qualified key employees and to manage our workforce
successfully; significantly slower growth or declines in the money transfer market and other markets in which we operate;
adverse consequences from our spin-off (the "Spin-off") from First Data Corporation ("First Data") on September 29, 2006
(the "Spin-off Date"); decisions to downsize, sell or close units, or to transition operating activities from one location to
another or to third parties, particularly transitions from the United States to other countries; decisions to change our business
mix; catastrophic events; and management's ability to identify and manage these and other risks.
INDUSTRY DATA
This prospectus supplement and the accompanying prospectus include or incorporate by reference industry and trade
association data, forecasts and information that we have prepared based, in part, upon data, forecasts and information
obtained from independent trade associations, industry publications and surveys and other independent sources available to
us. Some data also are based on our good faith estimates, which are derived from management's knowledge of the industry
and from independent sources. The primary sources for third-party industry data and forecasts are Aite Group, LLC, or
"Aite," the World Bank and other industry reports and articles. These third-party publications and surveys generally state that
the information included therein is believed to have been obtained from sources believed to be reliable, but that the
publications and surveys can give no assurance as to the accuracy or completeness of such information. We have not
independently verified any of the data from third-party sources nor have we ascertained the underlying economic
assumptions on which such data are based. Similarly, we believe our internal research is reliable, even though such research
has not been verified by any independent sources.

S-2
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 6 of 57
Table of Contents
WHERE YOU CAN FIND MORE INFORMATION
We file annual, quarterly and current reports, proxy statements and other information with the SEC. The SEC allows us
to "incorporate by reference" into this prospectus supplement the information we file with the SEC, which means that we can
disclose important information to you by referring you to those documents. The information incorporated by reference is
considered to be part of this prospectus supplement, and information that we file later with the SEC will automatically update
and supersede this information. SEC rules and regulations also permit us to "furnish" rather than "file" certain reports and
information with the SEC. Any such reports or information which we have indicated or indicate in the future as being
"furnished" shall not be deemed to be incorporated by reference into or otherwise become a part of this prospectus
supplement, regardless of when furnished to the SEC. We incorporate by reference the following documents we filed with the
SEC (file number 001-32903) and any future filings that we make with the SEC under Sections 13(a), 13(c), 14, or 15(d) of
the Securities Exchange Act of 1934, as amended, or the "Exchange Act," until the offering of the notes under this prospectus
supplement is complete:


· Annual Report on Form 10-K for the year ended December 31, 2009;


· Quarterly Report on Form 10-Q for the quarter ended March 31, 2010; and

· Current Reports on Form 8-K filed with the SEC on February 16, 2010, March 2, 2010, March 16, 2010, March 25,

2010, March 30, 2010, April 2, 2010, April 27, 2010 (Items 5.02 and 9.01 8-K only), May 18, 2010 and May 27,
2010.
We make available free of charge most of our SEC filings through our Internet website (www.westernunion.com) as
soon as reasonably practicable after we electronically file these materials with the SEC. You may access these SEC filings on
our website. The contents of our Internet website are not a part of this prospectus supplement or the accompanying
prospectus. You may also request a copy of our SEC filings at no cost, by writing or telephoning us at:
The Western Union Company
12500 East Belford Avenue
Englewood, Colorado 80112
Attention: Investor Relations
Telephone (866) 405-5012
Our SEC filings are also available at the SEC's website at http://www.sec.gov. You may also read and copy any
documents that we file with the SEC at the SEC's public reference room at 100 F Street, N.E., Washington, D.C. 20549. You
can request copies of these documents by writing to the SEC and paying a fee for the copying cost. Please call the SEC at 1-
800-SEC-0330 for more information about the operation of the public reference room.

S-3
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 7 of 57
Table of Contents
PROSPECTUS SUPPLEMENT SUMMARY
Our Company
The Western Union Company is a leader in global money transfer and payment services, providing people and
businesses with fast, reliable and convenient ways to send money and make payments around the world.
The Western Union® brand is globally recognized and represents speed, reliability, trust and convenience. As people
move and travel around the world, they are able to use the services of a well recognized brand to transfer funds. Our
consumer-to-consumer money transfer service enables people to send money around the world in minutes. Our services
are available through a network of over 420,000 agent locations in more than 200 countries and territories, with
approximately 85% of those locations outside of the United States. Each location in our agent network is capable of
providing one or more of our services, with the majority offering Western Union branded service.
Our global business payments service provides consumers and businesses with flexible and convenient options for
making one-time or recurring bill payments. In the third quarter of 2009, we acquired Custom House, Ltd. ("Custom
House"), a provider of international business-to-business cross-border, cross-currency payment services. Although the
significant majority of the revenue in our global business payments segment is generated in the United States, we
continue to expand our international presence and globally diversify our revenue, primarily through our acquisition of
Custom House and our previous acquisition of Pago Fácil .
®
We believe that brand strength, size and reach of our global network, and convenience and reliability for our
consumers have been important factors relating to the growth of our business. As we continue to meet the needs of our
customers for fast, reliable and convenient money transfer services, we are also working to enhance our services and
provide our consumers and business clients with access to an expanding portfolio of payment and other financial
services, including Visa® and Mastercard
® prepaid debit card offerings.
The majority of our revenue comes from fees that consumers pay when they send money or make payments. In
certain money transfer and payment services transactions involving different send and receive currencies, we generate
revenue based on the difference between the exchange rate set by us to the consumer or business and the rate at which
we or our agents are able to acquire currency.
Our principal executive offices are located at 12500 East Belford Avenue, Englewood, Colorado 80112 and our
telephone number is (866) 405-5012.


S-4
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 8 of 57
Table of Contents
The Offering
The following summary contains basic information about the notes. It does not contain all the information that is
important to you. For a more complete understanding of the notes, please refer to the section of this prospectus
supplement titled "Description of the Notes" and the section of the accompanying prospectus titled "Description of Debt
Securities."

Issuer
The Western Union Company

Notes Offered
$250,000,000 aggregate principal amount of 6.200% Notes due 2040.

Maturity
June 21, 2040.

Interest Payment Dates
June 21 and December 21 of each year, beginning December 21, 2010.

Ranking
The notes will be The Western Union Company's senior unsecured
obligations. They will rank equally in right of payment with our existing
and future senior unsecured obligations and will be senior in right of
payment to any of our existing and future subordinated indebtedness. The
notes will be effectively junior to all existing and future indebtedness and
other liabilities of our subsidiaries.

Listing
The notes will not be listed on any securities exchange or included in any
automated quotation system.

Optional Redemption
We may redeem the notes at any time in whole or from time to time in part
at the price specified in this prospectus supplement under the section titled
"Description of the Notes--Optional Redemption."

Change of Control Offer to Repurchase If we experience a "Change of Control Triggering Event," as described in
this prospectus supplement, each holder of the notes may require us to
repurchase some or all of its notes at a price equal to 101% of the principal
amount of their notes, plus accrued and unpaid interest to the repurchase
date, if any, as described more fully under "Description of the Notes--
Change of Control."

Sinking Fund
None.

Use of Proceeds
We estimate the net proceeds to us from the sale of the notes will
be approximately $247,207,500, after deducting the underwriting discount
and other expenses of the offering payable by us. We intend to use the net
proceeds from the sale of the notes for general corporate purposes, which
may include the repayment of indebtedness.

Risk Factors
Investing in the notes involves risks. See "Risk Factors" beginning on page
S-10 of this prospectus supplement and page 3 of the accompanying
prospectus for a discussion of certain of the risks you should consider
before investing in the notes.


S-5
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 9 of 57
Table of Contents
Denominations and Form
The notes will be issued only in denominations of $2,000 and integral
multiples of $1,000 in excess thereof. We will issue the notes in the form
of one or more fully registered global notes registered in the name of the
nominee of The Depository Trust Company, or DTC. Beneficial interests
in the notes will be represented through book-entry accounts of financial
institutions acting on behalf of beneficial owners as direct and indirect
participants in DTC. Clearstream Banking, société anonyme and Euroclear
Bank, S.A./N.V., as operator of the Euroclear System, will hold interests
on behalf of their participants through their respective U.S. depositaries,
which in turn will hold such interests in accounts as participants of DTC.
Except in the limited circumstances described in this prospectus
supplement, owners of beneficial interests in the notes will not be entitled
to have notes registered in their names, will not receive or be entitled to
receive notes in definitive form and will not be considered holders of notes
under the indenture.

Trustee
Wells Fargo Bank, National Association

Additional Notes
The indenture governing the notes does not, and the notes will not, limit
the aggregate principal amount of notes or other debt securities or other
debt that we or our subsidiaries may issue. We may issue from time to time
other series of debt securities, but such series will be separate from the
notes. In addition, we may issue additional notes of the same series as the
notes without the consent of, or notice to, the holders of the outstanding
notes.


S-6
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010


Rule 424 B2
Page 10 of 57
Table of Contents
Summary of Selected Historical Financial Data
The following tables set forth our summary of selected historical financial data presented on a consolidated basis
and include the accounts of Western Union and our majority-owned subsidiaries. The financial information for the
periods presented prior to our Spin-off from First Data on September 29, 2006 is presented on a combined basis and
represents those entities that were ultimately transferred to us as part of the Spin-off. The assets and liabilities presented
have been reflected on a historical basis, as prior to the Spin-off such assets and liabilities presented were 100% owned
by First Data. However, the financial statements for the periods presented prior to the Spin-off do not include all of the
actual expenses that would have been incurred had Western Union been a stand-alone entity during the periods presented
and do not reflect Western Union's combined results of operations, financial position and cash flows had Western Union
been a stand-alone company during the periods presented.
Our summary of selected historical financial data is not necessarily indicative of our future financial position, future
results of operations or future cash flows.
You should read the information set forth below in conjunction with all information included and incorporated by
reference in this prospectus supplement, including our historical consolidated financial statements and notes to those
statements from our Annual Report on Form 10-K for the year ended December 31, 2009 and our Quarterly Report on
Form 10-Q for the quarter ended March 31, 2010.

Three Months Ended


March 31,
Year Ended December 31,
2010
2009
2009
2008
2007

2006
2005
(in millions, except per share data and ratios)

(unaudited)

Statements of Income Data:


Revenues (a)
$1,232.7 $1,201.2 $5,083.6 $ 5,282.0 $4,900.2 $4,470.2 $3,987.9
Operating expenses (b) (c) (d) 916.9 860.3
3,800.9
3,927.0
3,578.2 3,158.8 2,718.7
Operating income (b) (c) (d)
315.8
340.9
1,282.7
1,355.0
1,322.0 1,311.4 1,269.2
Interest income (e)
0.9
3.7
9.4
45.2
79.4 40.1
7.6
Interest expense (f)
(38.8) (40.0)
(157.9)
(171.2)
(189.0) (53.4)
(1.7)
Other (expense)/income, net,
excluding interest income and
interest expense (g)
(1.9)
0.6
(2.7)
9.7
10.0 37.0 69.0
Income before income taxes (b)
(c) (d) (e) (f) (g)
276.0
305.2
1,131.5
1,238.7
1,222.4 1,335.1 1,344.1
Net income (b) (c) (d) (e) (f) (g) 207.9 223.9
848.8
919.0
857.3 914.0 927.4
Depreciation and amortization 42.0 35.7
154.2
144.0
123.9 103.5
79.5
Cash Flow Data:


Net cash provided by operating
activities (h)
74.4 356.6
1,218.1
1,253.9
1,103.5 1,108.9 1,002.8
Capital expenditures (i)
(14.7) (15.8)
(98.9)
(153.7)
(192.1) (202.3)
(65.0)
Common stock repurchased (j) (200.1) (100.1)
(400.2) (1,314.5)
(726.8) (19.9)
--
Dividends to First Data

--
--
--
--
-- 2,953.9
417.2
Earnings Per Share Data:


Basic (b) (c) (d) (e) (f) (g) (k) $
0.30 $
0.32 $
1.21 $
1.26 $
1.13 $
1.20 $
1.21
Diluted (b) (c) (d) (e) (f) (g) (k) $
0.30 $
0.32 $
1.21 $
1.24 $
1.11 $
1.19 $
1.21
Cash dividends to stockholders
per common share
$
0.06
-- $
0.06 $
0.04 $
0.04 $
0.01
--
Key Indicators (unaudited):


Consumer-to-consumer
transactions (l)
49.6
45.9
196.1
188.1
167.7 147.1 118.5
Global business payments
transactions (m)
98.2 105.9
414.8
412.1
404.5 249.4 215.1
Ratio of Earnings to Fixed
Charges (n)
7.6
7.9
7.5
7.7
7.0 24.3 170.8
http://www.sec.gov/Archives/edgar/data/1365135/000119312510141050/d424b2.htm
6/17/2010