8-KMaterial AgreementsFinancial EventsOther Events+1

Fidelity National Information Services, Inc. 8-K Report, Material Agreement (Dec 19, 2011)

Filed December 19, 2011For Securities:FIS

Summary

Fidelity National Information Services, Inc. (FIS) filed an 8-K on December 19, 2011, detailing significant financial transactions including the amendment and restatement of its credit agreement and the issuance of additional senior notes. The company refinanced its existing Term B Loans, reducing the total principal amount and lowering the interest rates, which is a positive step for managing its debt costs. Furthermore, FIS issued an additional $150 million of its 7.625% Senior Notes due 2017. This move, alongside other credit facility adjustments, indicates a proactive approach to managing its capital structure and debt maturity profile. Investors should note these strategic financial maneuvers aimed at optimizing the company's debt obligations and financial flexibility.

Key Highlights

  • 1Refinanced $1,481.3 million in Existing Term B Loans with $1,250.0 million in Repriced Term B Loans, lowering the total principal and interest rates.
  • 2Secured additional commitments for 2014 Revolving Credit Commitments totaling $69.5 million and additional Term A-2 Loans of $352.5 million.
  • 3Issued an additional $150 million aggregate principal amount of 7.625% Senior Notes due July 15, 2017, bringing the total outstanding of this series to $750 million.
  • 4Used proceeds from debt issuances and refinancing to repay in full the Existing Term B Loans, all loans outstanding under the 2012 Revolving Credit Commitments, and Term A-1 Loans.
  • 5The total aggregate outstanding principal amount of Term Loan A-2 reached $2,150.0 million and Repriced Term Loan B reached $1,250.0 million after these transactions.
  • 6The aggregate amount of 2014 Revolving Credit Commitments reached $1,000.0 million, with an expected additional $50.0 million commitment to be finalized in January 2012.
  • 7The company entered into a Registration Rights Agreement for the newly issued Additional 2017 Notes, outlining terms for a future exchange offer or shelf registration.

Frequently Asked Questions

The primary purpose was to refinance the company's existing Term B Loans, reducing the overall principal amount by $231.3 million and lowering the interest rates. This also included provisions to obtain additional revolving credit commitments and term loans, enhancing financial flexibility.

The issuance of additional 7.625% Senior Notes due 2017 increases the total outstanding principal of this debt to $750 million. This move diversifies FIS's debt structure and provides additional capital, while the company also entered into a Registration Rights Agreement to facilitate registration of these notes.

These transactions resulted in a reduction of the Term B loan principal and interest rates, a conversion and extension of revolving credit facilities, and the issuance of new senior notes. The company utilized the proceeds to pay down other existing debt, including Term A-1 loans and 2012 revolving credit commitments, optimizing its debt maturity profile and overall capital structure.

The Indenture, as supplemented, contains covenants that limit FIS's ability to incur additional indebtedness, make restricted payments, create liens, and engage in certain other activities such as sale and leaseback transactions or mergers. These covenants are standard for senior unsecured debt and aim to protect noteholders by restricting actions that could negatively impact the company's financial health or repayment capacity.