- Revolving Credit Facility increased from $4.0 billion to $5.5 billion
-
U.S. Commercial Paper Program increased from $4.0 billion to $5.5
billion - European Commercial Paper Program of $4.7 billion
-
Weighted average interest rate on the $11.1 billion of permanent
financing for the Worldpay transaction is expected to be approximately
1.5%
JACKSONVILLE, Fla.–(BUSINESS WIRE)–FIS™
(NYSE:FIS), a global leader in financial services technology, today
announced that it has completed an amendment of its existing Revolving
Credit Facility that increases its borrowing capacity under the
unsecured revolving facility from $4.0 billion to $5.5 billion with the
expiration of the agreement remaining September 21, 2023. Consistent
with the increase in its Revolving Credit Facility, FIS has increased
the capacity under its existing U.S. Commercial Paper (“USCP”) program
to $5.5 billion.
Additionally, FIS has established a new European Commercial Paper
(“ECP”) program under which it may issue, on a private placement basis,
senior unsecured commercial paper notes up to a maximum aggregate amount
outstanding at any time of $4.7 billion. Under the ECP program, FIS may
issue notes from time to time, with maturities that vary, but do not
exceed 183 days from the date of issue.
FIS intends on using approximately $2.9 billion in borrowings under the
ECP and USCP programs, together with the proceeds from its recently
completed $8.2 billion multi-currency bond offering, to finance the cash
portion of the consideration for its pending merger with Worldpay, Inc.
(“Worldpay”), the repayment of outstanding Worldpay debt and other costs
and expenses of the merger.
Based on the recent bond offering and new ECP program, FIS now expects
the weighted average interest rate on the permanent financing of the
$11.1 billion used for the Worldpay transaction to be approximately 1.5%.
JPMorgan Chase Bank, N.A., acts as Administrative Agent under the
Revolving Credit Facility.
About FIS
FIS is a global leader in financial services technology, with a focus on
retail and institutional banking, payments, asset and wealth management,
risk and compliance, and outsourcing solutions. Through the depth and
breadth of its solutions portfolio, global capabilities and domain
expertise, FIS serves more than 20,000 clients in over 130 countries.
Headquartered in Jacksonville, Fla., FIS employs more than 47,000 people
worldwide and holds leadership positions in payment processing,
financial software and banking solutions. Providing software, services
and outsourcing of the technology that empowers the financial world, FIS
is a Fortune 500 company and is a member of Standard & Poor’s 500® Index.
Statement Regarding Forward-Looking Information
The statements contained in this release that are not purely historical
are forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, or “Securities Act” and Section 21E
of the Securities Exchange Act of 1934, as amended, or “Exchange Act,”
including statements regarding our expectations, hopes, intentions, or
strategies regarding the future. These statements relate to, among other
things, business and market conditions, outlook and our future financial
and operating results and debt. In many cases, you can identify
forward-looking statements by terminology such as “may,” “will,”
“should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,”
“predict,” “potential,” or “continue,” or the negative of these terms,
and other comparable terminology. Actual results could differ materially
from those anticipated in these statements as a result of a number of
factors, including, but not limited to:
-
the risk of changes in prevailing interest rates for commercial paper
from those currently available, either as of the time of the merger or
as of the time any such borrowings are refinanced; -
the risk of disruptions in the markets for commercial paper, or
adverse credit events with respect to FIS or Worldpay, that could make
the anticipated commercial paper borrowings more expensive or
unavailable; -
the risk that the transactions described herein will not be completed
or will not provide the expected benefits, or that we will not be able
to achieve the cost or revenue synergies anticipated; -
the risk that the integration of FIS and Worldpay, Inc. (“Worldpay”)
will be more difficult, time-consuming or expensive than anticipated; -
the risk of customer loss or other business disruption in connection
with the transaction, or of the loss of key employees; -
the possible occurrence of an event, change or other circumstance that
would give rise to the termination of the merger agreement; - the fact that unforeseen liabilities of FIS or Worldpay may exist;
- the risk of doing business internationally;
-
changes in general economic, business and political conditions,
including the possibility of intensified international hostilities,
acts of terrorism, changes in either or both the United States and
international lending, capital and financial markets and currency
fluctuations; -
the effect of legislative initiatives or proposals, statutory changes,
governmental or other applicable regulations and/or changes in
industry requirements, including privacy and cybersecurity laws and
regulations; -
the risks of reduction in revenue from the elimination of existing and
potential customers due to consolidation in, or new laws or
regulations affecting, the banking, retail and financial services
industries or due to financial failures or other setbacks suffered by
firms in those industries; -
changes in the growth rates of the markets for the solutions of FIS
and Worldpay; -
failures to adapt such solutions to changes in technology or in the
marketplace; -
internal or external security breaches of systems, including those
relating to unauthorized access, theft, corruption or loss of personal
information and computer viruses and other malware affecting our
software or platforms, and the reactions of customers, card
associations, government regulators and others to any such events; -
the risk that implementation of software (including software updates)
for customers or at customer locations or employee error in monitoring
software and platforms may result in the corruption or loss of data or
customer information, interruption of business operations, outages,
exposure to liability claims or loss of customers; -
the reaction of current and potential customers to communications from
us or regulators regarding information security, risk management,
internal audit or other matters; -
competitive pressures on pricing related to the decreasing number of
community banks in the U.S., the development of new disruptive
technologies competing with one or more of our solutions, increasing
presence of international competitors in the U.S. market and the entry
into the market by global banks and global companies with respect to
certain competitive solutions, each of which may have the impact of
unbundling individual solutions from a comprehensive suite of
solutions we provide to many of our customers; -
the failure to innovate in order to keep up with new emerging
technologies, which could impact the merged companies’ solutions and
ability to attract new, or retain existing, customers; -
the failure to meet financial goals to grow business in Brazil after
the unwinding of FIS’ Brazilian Venture; -
the risks of reduction in revenue from the loss of existing and/or
potential customers in Brazil after the unwinding of FIS’ Brazilian
Venture; -
an operational or natural disaster at one of our major operations
centers; and -
other risks detailed elsewhere in the two companies’ annual reports on
Form 10-K for the year ended December 31, 2018, in our quarterly
report on Form 10-Q for the quarterly period ended March 31, 2019 and
in our and their other filings with the Securities and Exchange
Commission.
Other unknown or unpredictable factors also could have a material
adverse effect on our business, financial condition, results of
operations and prospects. Accordingly, readers should not place undue
reliance on these forward-looking statements. These forward-looking
statements are inherently subject to uncertainties, risks and changes in
circumstances that are difficult to predict. Except as required by
applicable law or regulation, we do not undertake (and expressly
disclaim) any obligation and do not intend to publicly update or review
any of these forward-looking statements, whether as a result of new
information, future events or otherwise.
Additional Information and Where to Find It
This communication is being made in respect of the proposed merger
transaction between FIS and Worldpay. In connection with the proposed
merger, on April 15, 2019, FIS filed with the SEC a registration
statement on Form S-4, which includes the joint proxy statement of FIS
and Worldpay and a prospectus of FIS, as well as other relevant
documents regarding the proposed transaction. A definitive joint proxy
statement/prospectus will be sent to FIS shareholders and Worldpay
stockholders once the registration statement becomes effective.
INVESTORS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT
PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER AND ANY OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS
TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
A free copy of the joint proxy statement/prospectus, as well as other
filings containing information about FIS and Worldpay, may be obtained
at the SEC’s website (http://www.sec.gov).
You will also be able to obtain these documents, free of charge, from
FIS at www.investor.fisglobal.com
or by emailing [email protected]
or from Worldpay at http://investors.worldpay.com/
and http://www.investor.fisglobal.com/investoroverview.
Participants in the Solicitation
FIS and Worldpay and certain of their respective directors and executive
officers may be deemed to be participants in the solicitation of proxies
from FIS shareholders and Worldpay stockholders in respect of the
transaction described in the joint proxy statement/prospectus.
Information regarding FIS’ directors and executive officers is contained
in FIS’ Proxy Statement on Schedule 14A, dated April 12, 2019, which is
filed with the SEC. Information regarding Worldpay’s directors and
executive officers is contained in Worldpay’s Proxy Statement on
Schedule 14A, dated April 3, 2019, which is filed with the SEC.
Additional information regarding the interests of those participants and
other persons who may be deemed participants in the transaction may be
obtained by reading the joint proxy statement/prospectus regarding the
proposed merger when it becomes available. Free copies of this document
may be obtained as described in the preceding paragraph.
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of any
vote or approval, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of such
jurisdiction. No offering of securities shall be made except by means of
a prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
Contacts
Fidelity National Information Services
Kim Snider, 904.438.6278
Senior
Vice President
FIS Global Marketing and Communications
[email protected]
or
Peter
Gunnlaugsson, 904.438.6603
Senior Vice President
FIS Investor
Relations
[email protected]
