8-KOther EventsExhibits & Filings

Fidelity National Information Services, Inc. 8-K Report, Corporate Update (Oct 13, 2015)

Filed October 13, 2015For Securities:FIS

Summary

This Form 8-K filing by Fidelity National Information Services, Inc. (FIS) on October 13, 2015, primarily serves to provide updates and supplementary materials related to its previously announced definitive agreement to acquire SunGard. The company reiterates its expectation for the SunGard transaction to close before the end of 2015, contingent on necessary approvals, including from SunGard's stockholders. Investors should note that while optimistic, the closing is not guaranteed within the expected timeframe. Furthermore, the filing includes important financial and accounting information essential for evaluating the potential impact of the SunGard acquisition. This includes the computation of FIS's ratio of earnings to fixed charges for recent periods, along with the historical consolidated financial statements of SunGard for fiscal years 2012-2014 and interim periods in 2015. The inclusion of SunGard's financial statements allows for a more thorough due diligence and assessment of the target company's financial health and performance prior to the transaction's completion.

Key Highlights

  • 1FIS confirms its expectation for the acquisition of SunGard to close by the end of 2015, subject to stockholder approval and other customary closing conditions.
  • 2The filing provides the computation of FIS's ratio of earnings to fixed charges for the six months ended June 30, 2015, and the five preceding years (2011-2015).
  • 3Historical consolidated financial statements for SunGard as of December 31, 2014 and 2013, and for fiscal years 2014, 2013, and 2012, are included as exhibits.
  • 4Condensed consolidated financial statements for SunGard as of June 30, 2015, and for the six-month periods ended June 30, 2015 and 2014, are also provided.
  • 5The consent of PricewaterhouseCoopers LLP, SunGard's independent registered public accounting firm, is included.
  • 6FIS is filing a Registration Statement on Form S-4 which includes a preliminary consent solicitation statement for SunGard stockholders, alongside other relevant materials.
  • 7Investors are urged to review the preliminary consent solicitation statement/prospectus and other SEC filings for detailed information regarding the proposed transaction.

Frequently Asked Questions

The main purpose of this 8-K filing is to provide updated information and supplementary exhibits related to Fidelity National Information Services, Inc.'s (FIS) agreement to acquire SunGard. It confirms the expected closing timeline and presents key financial documents for both FIS and SunGard.

FIS expects the SunGard transaction to close before the end of 2015, although this is subject to the satisfaction of various conditions, including approval by SunGard's stockholders.

The filing includes audited consolidated financial statements for SunGard for the fiscal years 2012, 2013, and 2014, as well as unaudited condensed consolidated financial statements for the six-month periods ended June 30, 2015, and 2014, and as of June 30, 2015.

Investors are encouraged to read the preliminary consent solicitation statement/prospectus and other relevant materials that FIS plans to file with the SEC. These documents will be available on the SEC's website (www.sec.gov) and FIS's investor relations website (www.fisglobal.com).