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SEC Filings

425
FIDELITY NATIONAL INFORMATION SERVICES, INC. filed this Form 425 on 05/17/2019
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Ladies and Gentlemen:

Fidelity National Information Services, Inc., a Georgia corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in the signature pages hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), €500,000,000 principal amount of its Floating Rate Senior Notes due 2021 (the “2021 Floating Rate Euro Notes”), €500,000,000 principal amount of its 0.125% Senior Notes due 2021 (the “2021 Euro Notes”), €1,250,000,000 principal amount of its 0.750% Senior Notes due 2023 (the “2023 Euro Notes”), €1,250,000,000 principal amount of its 1.500% Senior Notes due 2027 (the “2027 Euro Notes”), €1,000,000,000 principal amount of its 2.000% Senior Notes due 2030 (the “2030 Euro Notes”), €500,000,000 principal amount of its 2.950% Senior Notes due 2039 (“2039 Euro Notes” and, together with the 2021 Floating Rate Euro Notes, the 2021 Euro Notes, the 2023 Euro Notes, the 2027 Euro Notes, the 2030 Euro Notes and the 2039 Euro Notes, the “Euro Notes”), £625,000,000 principal amount of its 2.602% Senior Notes due 2025 (the “2025 Sterling Notes”) and £625,000,000 principal amount of its 3.360% Senior Notes due 2031 (the “2031 Sterling Notes” and, together with the 2025 Sterling Notes, the “Sterling Notes”, and, together with the Euro Notes, the “Securities”). The Securities will be issued pursuant to an Indenture dated as of April 15, 2013 (the “Base Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as amended by a seventeenth supplemental indenture dated as of May 21, 2019 relating to the 2021 Euro Notes (the “Seventeenth Supplemental Indenture”), an eighteenth supplemental indenture dated as of May 21, 2019 relating to the 2023 Euro Notes (the “Eighteenth Supplemental Indenture”), a nineteenth supplemental indenture dated as of May 21, 2019 relating to the 2027 Euro Notes (the “Nineteenth Supplemental Indenture”), a twentieth supplemental indenture dated as of May 21, 2019 relating to the 2030 Euro Notes (the “Twentieth Supplemental Indenture”), a twenty-first supplemental indenture dated as of May 21, 2019 relating to the 2039 Euro Notes (the “Twenty-First Supplemental Indenture”), a twenty-second supplemental indenture dated as of May 21, 2019 relating to the 2021 Floating Rate Euro Notes (the “Twenty-Second Supplemental Indenture”), a twenty-third supplemental indenture dated as of May 21, 2019 relating to the 2025 Sterling Notes (the “Twenty-Third Supplemental Indenture”) and a twenty-fourth supplemental indenture dated as of May 21, 2019 relating to the 2031 Sterling Notes (the “Twenty-Fourth Supplemental Indenture” and, together with the Seventeenth Supplemental Indenture, the Eighteenth Supplemental Indenture, the Nineteenth Supplemental Indenture, the Twentieth Supplemental Indenture, the Twenty-First Supplemental Indenture, the Twenty-Second Supplemental Indenture and the Twenty-Third Supplemental Indenture, the “Supplemental Indentures” and, together with the Base Indenture, the “Indenture”).

The Company intends to use the proceeds of the offering of the Securities as described in the “Use of Proceeds” section of the Time of Sale Information and the Prospectus, including to finance, in part, the Company’s acquisition of Worldpay, Inc. (“Worldpay”) pursuant to an Agreement and Plan of Merger, dated March 17, 2019, by and among the Company, Wrangler Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of the Company, and Worldpay (the “Acquisition Agreement”). The term “Acquisition” as used herein shall refer to the transaction contemplated by the Acquisition Agreement.

 

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