Fidelity National Information Services, Inc. (FIS, Financial) has entered into a significant transaction agreement with Global Payments Inc., Total System Services LLC, and Worldpay Holdco, LLC. Under the terms of the agreement, FIS will acquire Global Payments' Issuer Solutions business for an enterprise value of $13.5 billion. This acquisition will be executed through the purchase of 100% of the issued and outstanding equity interests of the Purchased Entity.
As part of the transaction, FIS will sell its equity interests in Worldpay to Global Payments and pay the remainder of the purchase price in cash. Concurrently, Global Payments has agreed to acquire the remaining equity interests of Worldpay not owned by FIS, based on a Worldpay enterprise value of $24.25 billion. FIS expects its pre-tax portion of the Worldpay purchase price to be approximately $6.6 billion, subject to customary adjustments.
The completion of these transactions is contingent upon several conditions, including regulatory approvals and the absence of any legal impediments. Both FIS and Global Payments are committed to obtaining the necessary regulatory clearances and approvals to facilitate the closing of the transaction.
In connection with the transaction, FIS has secured a commitment letter for a 364-day senior unsecured bridge term loan facility of up to $8 billion from Goldman Sachs Bank USA, Wells Fargo Bank, and Wells Fargo Securities. This facility will finance a portion of the transaction, with FIS planning to replace it with permanent financing before closing.
The transaction is expected to enhance FIS's strategic position in the financial services industry, providing significant growth opportunities and value creation for shareholders. The agreement includes customary representations, warranties, and covenants, with both parties agreeing to indemnify each other for certain post-closing matters.
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