Item 1.01
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Entry into a Material Definitive Agreement.
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Third Amendment and Joinder to Credit Agreement
On
May 29, 2019, Fidelity National Information Services, Inc. (FIS) entered into a Third Amendment and Joinder Agreement (the Third Amendment) with the financial institutions party thereto as lenders and JPMorgan Chase
Bank, N.A., as administrative agent (in such capacity, the Administrative Agent), which Third Amendment amends FISs existing credit agreement (as so amended, the Amended Credit Agreement) to, among other things,
(i) increase the revolving credit commitments thereunder by an aggregate principal amount of $1,500,000,000 up to an aggregate principal amount of $5,500,000,000, (ii) establish a new swing line subfacility for
same-day
borrowings in Euros in an aggregate principal amount equal to the U.S. dollar equivalent of $4,735,000,000, (iii) refresh FISs ability to increase the revolving credit commitments under the
Amended Credit Agreement in the future by an aggregate principal amount of up to $1,500,000,00 and (iv) in the calculation of consolidated EBITDA, increase the cap on the
add-back
for cost savings,
operating expense reductions and synergies from 15% to 20% of consolidated EBITDA and extend the realization period for such
add-backs
from 18 months to 24 months.
Borrowings under the Amended Credit Agreement will be used for general corporate purposes, including backstopping any notes that FIS may issue under its U.S.
Commercial Paper Program or its newly established Euro-Commercial Paper Program.
The foregoing description of the Third Amendment does not purport to be
complete and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is filed as Exhibit 10.1 and is hereby incorporated into this report by reference.
Item 2.03
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Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance
Sheet Arrangement of a Registrant.
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The information in Item 1.01 under the
heading Third Amended and Restated Joinder to Credit Agreement is incorporated by reference into this Item 2.03.
U.S. Commercial Paper Program Increase
On
May 29, 2019, FIS also increased the capacity under its existing U.S. commercial paper program (the U.S. Commercial Paper Program) for the issuance and sale of senior, unsecured commercial paper notes (the U.S. Notes) to
$5,500,000,000.
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