8-KRegulation FDExhibits & Filings

Fidelity National Information Services, Inc. 8-K Report, Regulation FD Disclosure (Feb 15, 2006)

Filed February 15, 2006For Securities:FIS

Summary

Fidelity National Information Services, Inc. (FIS) filed an 8-K on February 15, 2006, primarily to disclose information regarding its 2006 earnings outlook following the merger with Certegy, Inc., which closed on February 1, 2006. The filing includes a press release and presentation materials shared at an investor and analyst conference held on the same day. These documents provide FIS's pro forma outlook for the full year 2006, incorporating the expected impact of the Certegy acquisition. Investors should note that the information furnished in this report is provided under Regulation FD and is subject to forward-looking statement disclaimers, highlighting potential risks and uncertainties that could affect actual results. These include the successful integration and synergy realization of the Certegy merger, the company's leverage, customer consolidation, and broader economic or industry-specific downturns.

Key Highlights

  • 1FIS provided its 2006 earnings outlook following the recent merger with Certegy, Inc.
  • 2The merger with Certegy, Inc. officially closed on February 1, 2006.
  • 3The 8-K includes a press release (Exhibit 99.1) and presentation materials (Exhibit 99.2) from an investor event on February 15, 2006.
  • 4The disclosed information relates to FIS's pro forma outlook for the full year 2006.
  • 5The company explicitly stated that the furnished information is not 'filed' for purposes of Section 18 of the Exchange Act.
  • 6The filing includes a comprehensive list of risks and uncertainties that could impact forward-looking statements.
  • 7Key risks mentioned include merger integration, leverage, customer consolidation, and industry-specific downturns.

Frequently Asked Questions

The main purpose of this 8-K filing is to disclose FIS's earnings outlook for the full year 2006, incorporating the recent merger with Certegy, Inc. It also provides context for investor and analyst communications made on February 15, 2006.

The merger with Certegy, Inc. closed on February 1, 2006. The 2006 earnings outlook disclosed in this filing is pro forma, meaning it includes the expected financial impact of this acquisition.

When information is 'furnished' under Regulation FD, it is made available to the public to ensure fair disclosure, but it is not subject to the same liability under Section 18 of the Securities Exchange Act of 1934 as 'filed' information. This means investors should be aware of the different regulatory treatment.

FIS highlighted several risks, including potential challenges in integrating the Certegy merger and realizing expected synergies, the impact of its substantial leverage, potential revenue reduction due to consolidation among its customers in the financial services industry, and risks related to the real estate market and technological changes.