Current Report Filing (8-k)
July 11 2022 - 04:44PM
Edgar (US Regulatory)
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United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): July 6, 2022
Fidelity National Information Services, Inc.
(Exact name of Registrant as Specified in its Charter)
1-16427
(Commission
File Number)
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Georgia |
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37-1490331 |
(State or Other Jurisdiction of Incorporation or Organization) |
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(IRS Employer Identification Number) |
601 Riverside Avenue
Jacksonville, Florida 32204
(Address of Principal Executive Offices)
(904) 438-6000
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, par value $0.01 per share |
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FIS |
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New York Stock Exchange |
0.125% Senior Notes due 2022 |
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FIS22C |
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New York Stock Exchange |
0.750% Senior Notes due 2023 |
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FIS23A |
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New York Stock Exchange |
1.100% Senior Notes due 2024 |
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FIS24A |
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New York Stock Exchange |
0.625% Senior Notes due 2025 |
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FIS25B |
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New York Stock Exchange |
1.500% Senior Notes due 2027 |
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FIS27 |
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New York Stock Exchange |
1.000% Senior Notes due 2028 |
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FIS28 |
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New York Stock Exchange |
2.250% Senior Notes due 2029 |
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FIS29 |
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New York Stock Exchange |
2.000% Senior Notes due 2030 |
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FIS30 |
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New York Stock Exchange |
3.360% Senior Notes due 2031 |
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FIS31 |
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New York Stock Exchange |
2.950% Senior Notes due 2039 |
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FIS39 |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On July 6, 2022, Fidelity National Information Services, Inc. (“FIS”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, BofA Securities, Inc., MUFG Securities Americas Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein, providing for the issuance and sale of $750,000,000 in aggregate principal amount of 4.500% Senior Notes due 2025, $500,000,000 in aggregate principal amount of 4.700% Senior Notes due 2027, $750,000,000 in aggregate principal amount of 5.100% Senior Notes due 2032 and $500,000,000 in aggregate principal amount of 5.625% Senior Notes due 2052 (collectively, the “Notes”). The Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Underwriting Agreement is filed with reference to and hereby is incorporated by reference into the automatically effective Registration Statement on Form S-3ASR (File No. 333-265745) of FIS filed with the Securities and Exchange Commission (the “Commission”) on June 21, 2022 (the “S-3”). The Notes are being offered and sold pursuant to the S-3, as supplemented by a preliminary prospectus supplement dated July 6, 2022 filed with the Commission pursuant to Rule 424(b)(5) under the Securities Act of 1933 (the “Securities Act”) on July 6, 2022, a free writing prospectus dated July 6, 2022 filed with the Commission pursuant to Rule 433 under the Securities Act on July 6, 2022, and a final prospectus supplement dated July 6, 2022 filed with the Commission pursuant to Rule 424(b)(5) under the Securities Act on July 8, 2022. The closing of the Notes offering is expected to occur on July 13, 2022, subject to the satisfaction of customary closing conditions.
Item 9.01. |
Financial Statements and Exhibits. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Fidelity National Information Services, Inc. |
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Date: July 11, 2022 |
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By: |
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/s/ Charles H. Keller |
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Name: |
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Charles H. Keller |
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Title: |
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Senior Vice President, Sr. Deputy General Counsel and Corporate Secretary |
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