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SEC Filings

FIDELITY NATIONAL INFORMATION SERVICES, INC. filed this Form 425 on 05/13/2019
Entire Document

Worldpay, Inc.



Deferred income tax assets and liabilities are comprised of the following as of December 31, 2018 and 2017 (in millions):


     December 31, 2018      December 31, 2017  

Deferred tax assets


Domestic net operating losses

   $ 69.6      $ 29.4  

Foreign net operating losses

     12.1        —    

Employee benefits

     2.4        1.2  

Interest expense limitation

     22.5        —    

Other assets

     5.1        2.7  

Other accruals and reserves

     112.0        59.2  

Partnership basis

     750.8        733.0  







Deferred tax assets

     974.5        825.5  

Valuation Allowance

     (12.6      —    







Realizable deferred tax assets

     961.9        825.5  

Deferred tax liabilities


Property and equipment

     (2.8      (31.4

Goodwill and intangible assets

     (642.9      (120.2







Deferred tax liability

     (645.7      (151.6







Deferred tax asset-net

   $ 316.2      $ 673.9  







As part of acquisitions, the Company acquired U.S. federal and state tax loss carryforwards. As of December 31, 2018, the cumulative U.S. federal, state and foreign tax loss carryforwards were approximately $251.9 million, $206.8 million and $73.2 million, respectively. The U.S. federal and state tax loss carryforwards will expire between 2020 and 2037. The foreign tax loss carryforwards will expire between 2019 and 2027.

The partnership basis included in the above table is the result of a difference between the tax basis and book basis of Worldpay, Inc.’s investment in Worldpay Holding. Worldpay Holding, a partnership for tax purposes, has an Internal Revenue Code election in place to adjust the tax basis of partnership property to fair market value related to the portion of the partnership interest transferred, through an exchange of units of Worldpay Holding by its members. Included in partnership basis in the table above are deferred tax assets resulting from the increase in tax basis generated by the exchange of units of Worldpay Holding in connection with the IPO and subsequent secondary offerings. See Note 8—Tax Receivable Agreements for discussion of deferred tax assets as a result of the secondary offerings and exchange of units of Worldpay Holding.

Deferred tax assets are reviewed to determine whether the available evidence allows the Company to recognize the tax benefits. To the extent that a tax asset is not expected to be realized, the Company records a valuation allowance against the deferred tax assets, which was $12.6 million during the year ended December 31, 2018 relating to net operating losses that are limited or currently unable to be utilized.

A provision for federal, state and local income taxes has been recorded on the Consolidated Statements of Income for the amounts of such taxes the Company is obligated to pay or amounts refundable to the Company. At December 31, 2018 and 2017, the Company had an income tax receivable of approximately $17.5 million and $23.1 million, respectively, which is included in other current assets on the Company’s Consolidated Statements of Financial Position.


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