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SEC Filings

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


Worldpay, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

 

The table below summarizes the impact to cash flows related to leases (in millions):

 

     Three Months Ended
March 31, 2019
 

Cash paid for amounts included in the measurement of lease liabilities:

  

Operating cash flows used for operating leases

   $ 6.0  

Operating cash flows used for finance leases

     0.5  

Financing cash flows used for finance leases

     6.5  

Leased assets obtained in exchange for new finance lease liabilities

     —    

Leased assets obtained in exchange for new operating lease liabilities

     0.7  

4. BUSINESS COMBINATIONS

Acquisition of Legacy Worldpay

On January 16, 2018, the Company completed the acquisition of Legacy Worldpay by acquiring 100% of the issued and outstanding shares (the “acquisition”). The approximately $11.9 billion purchase price consisted of Legacy Worldpay shareholders receiving a $1.5 billion cash payment and 133.6 million shares of the Company’s Class A common stock. The acquisition-date fair value of the shares of the Company’s Class A common stock issued was $10.4 billion and was determined based on the share price of $77.60 per share, the opening price of the Company’s Class A common stock on the New York Stock Exchange on January 16, 2018 since the acquisition closed before the market opened on January 16, 2018.

The acquisition creates a leading global payments technology company that is uniquely positioned to address clients’ needs with innovative and strategic capabilities.

The acquisition was accounted for as a business combination under ASC 805, Business Combinations (“ASC 805”). The purchase price was allocated to the assets acquired and the liabilities assumed based on the estimated fair value at the date of acquisition. The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill, none of which is deductible for tax purposes. Goodwill, assigned to Technology Solutions, Merchant and Issuer Solutions, consists primarily of the acquired workforce and growth opportunities, none of which qualify as an intangible asset.

The final purchase price allocation is as follows (in millions):

 

Cash acquired

   $ 569.9  

Current assets (1)

     4,113.8  

Property, equipment and software

     561.1  

Intangible assets

     3,380.1  

Goodwill

     10,571.9  

Other non-current assets

     109.3  

Current liabilities (2)

     (4,524.8

Long-term debt (3)

     (2,304.7

Deferred tax liability

     (532.8

Non-current liabilities

     (68.3
  

 

 

 

Total purchase price

   $ 11,875.5  
  

 

 

 

 

(1) 

Includes $1,944.9 million of merchant float and $511.1 million of other restricted cash.

(2) 

Includes $118.6 million of dividend payable to reflect the special dividend granted to the shareholders of Legacy Worldpay.

(3) 

Includes $1,631.0 million of debt which was paid off subsequent to the completion of acquisition.

Intangible assets primarily consist of customer relationship assets, internal-use software and a trade name with weighted average estimated useful lives of 6.7 years, 6.5 years and 10 years, respectively.

 

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