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FIS discloses pricing terms of pending maximum tender offer

Saturday, December 07, 2019 — 13:00:42 (EST)

JACKSONVILLE, Fla.--(BUSINESS WIRE)--Fidelity National Information Services, FIS™, (NYSE:FIS), a global leader in financial services technology, announced today the pricing terms of its previously announced cash tender offer (the “Maximum Tender Offer”) for up to an increased aggregate maximum repurchase amount of $811,972,000 principal amount (such increased principal amount, the “Aggregate Maximum Repurchase Amount”) of its outstanding 5.000% Senior Notes due 2025, its outstanding 4.750% Senior Notes due 2048 and its outstanding 4.500% Senior Notes due 2046 (collectively, the “Maximum Tender Offer Notes”). The terms and conditions of the Maximum Tender Offer are described in the Offer to Purchase, dated November 21, 2019 (the “Offer to Purchase”).

As of 5:00 p.m., New York City time, on December 5, 2019 (the “Early Tender Date”), as reported by D.F. King & Co., Inc., the tender and information agent for the Maximum Tender Offer, the principal amounts of the Maximum Tender Offer Notes listed in the table below had been validly tendered and not validly withdrawn. The applicable Reference Yield, Repurchase Yield, Early Tender Payment and Total Consideration with respect to the Maximum Tender Offer Notes accepted for purchase are detailed in the table below:

Title of Security CUSIP Number Initial Principal Amount Acceptance Priority Level U.S. Treasury Reference Security Reference Yield Fixed Spread Repurchase Yield Principal Amount Tendered and Accepted Early Tender Payment (a) Total Consideration (a)(b) 5.000% Senior Notes due 2025 31620MAR7 $900,000,000 1 1.5% UST due 10/31/2024 1.685% +55 bps 2.235% $288,072,000 $30 $1,144.79 4.750% Senior Notes due 2048 31620MAZ9 $600,000,000 2 2.25% UST due 8/15/2049 2.283% +115 bps 3.433% $347,921,000 $30 $1,235.36 4.500% Senior Notes due 2046 31620MAU0 $500,000,000 3 2.25% UST due 8/15/2049 2.283% +120 bps 3.483% $175,979,000 $30 $1,173.72 (a) Per $1,000 principal amount.

(b) The Total Consideration for each series of Maximum Tender Offer Notes validly tendered prior to or at the Early Tender Date and accepted for purchase is calculated using the applicable fixed spread shown in the table above and is inclusive of the applicable Early Tender Payment for such series of Maximum Tender Offer Notes.

Upon consummation of the Maximum Tender Offer, FIS will pay the applicable Total Consideration (as shown in the table above for each series of Maximum Tender Offer Notes) for each $1,000 principal amount of such series of Maximum Tender Offer Notes tendered and accepted for payment. The Total Consideration was calculated in the manner described in the Offer to Purchase by reference to a fixed spread specified in the table above plus the yield to par call date based on the bid-side price of the applicable U.S. Treasury Reference Security specified in the table above at 10:00 a.m., New York City time, on December 6, 2019. The Total Consideration also includes the applicable Early Tender Payment (as shown in the table above for each series of Maximum Tender Offer Notes) for each $1,000 principal amount of such series of Maximum Tender Offer Notes tendered and accepted for payment. Payments for Maximum Tender Offer Notes accepted for purchase will include accrued and unpaid interest from the last interest payment date applicable to the relevant series of Maximum Tender Offer Notes up to, but excluding, the applicable settlement date for such series of Maximum Tender Offer Notes accepted for purchase. It is anticipated that payment for the Maximum Tender Offer Notes that are validly tendered prior to or at the Early Tender Date will be December 9, 2019.

The Maximum Tender Offer will expire at 11:59 p.m., New York City time, on December 19, 2019 (the “Maximum Tender Expiration Date”), unless extended or earlier terminated. Because the Maximum Tender Offer has been fully subscribed as of the Early Tender Date, holders who tender Maximum Tender Offer Notes after the Early Tender Date will not have any of their Maximum Tender Offer Notes accepted for purchase. All Maximum Tender Offer Notes validly tendered and not validly withdrawn before the Early Tender Date will be accepted for purchase. Any Maximum Tender Offer Notes tendered after the Early Tender Date, together with any Maximum Tender Offer Notes tendered at or prior to the Early Tender Date but not accepted for purchase by FIS, will be returned to the holders thereof as described in the Offer to Purchase.

The withdrawal deadline for the Maximum Tender Offer was 5:00 p.m., New York City time, on December 5, 2019 and has not been extended. Accordingly, previously tendered Maximum Tender Offer Notes and Maximum Tender Offer Notes tendered after such withdrawal deadline may not be withdrawn, subject to applicable law.

FIS’ obligation to accept for payment and to pay for the Maximum Tender Offer Notes validly tendered and not validly withdrawn in the Maximum Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase. The Maximum Tender Offer may be terminated or withdrawn in whole or terminated or withdrawn with respect to any series of Maximum Tender Offer Notes, subject to applicable law. FIS reserves the right, subject to applicable law, to: (i) waive any and all conditions to the Maximum Tender Offer, (ii) extend or terminate the Maximum Tender Offer, (iii) increase or decrease the Aggregate Maximum Repurchase Amount or (iv) otherwise amend the Maximum Tender Offer in any respect.

FIS has retained BofA Securities and J.P. Morgan Securities LLC as dealer managers (the “Dealer Managers”) for the Maximum Tender Offer. FIS has retained D.F. King & Co, Inc. as the tender and information agent for the Maximum Tender Offer. For additional information regarding the terms of the Maximum Tender Offer, please contact: BofA Securities at (980) 387-3907 (collect) or (888) 292-0070 (toll-free); or J.P. Morgan Securities LLC at (866) 834-4666 (toll free) or (212) 834-3424 (collect). Requests for documents and questions regarding the tendering of securities may be directed to D.F. King & Co., Inc. by telephone at (212) 269-5550 (for banks and brokers only) or (800) 549-6864 (for all others toll-free), by email at fis@dfking.com or to the Dealer Managers at their respective telephone numbers.

This press release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Maximum Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.

About FIS

FIS is a leading provider of technology solutions for merchants, banks and capital markets firms globally. Our 55,000 people are dedicated to advancing the way the world pays, banks and invests by applying our scale, deep expertise and data-driven insights. We help our clients use technology in innovative ways to solve business-critical challenges and deliver superior experiences for their customers. Headquartered in Jacksonville, Florida, FIS is a Fortune 500® company and is a member of Standard & Poor’s 500® Index.

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Source: Company press release.