FIS pays $2.2 billion to buy back five series in oversubscribed tender

By Susanna Moon

Chicago, July 28 – Fidelity National Information Services, Inc., or FIS, settled the oversubscribed tender offers that ended at 11:59 p.m. ET on July 24.

FIS paid a purchase price of $2,171,615,709.64 including accrued interest to settle the offers on July 25, according to an 8-K filing with the Securities and Exchange Commission.

The issuer began tendering for up to $2 billion principal amount of six series of its notes on June 26.

On July 11 the company said that holders had tendered more than $3.6 billion of notes by the early tender deadline of 5 p.m. ET on July 10, then raised the tender caps for some of the note series.

The breakdown for the early tenders were as follows with pricing set at 11 a.m. ET on July 10 using a reference security for a total purchase price per $1,000 principal amount and the notes listed in order of priority acceptance levels:

• $1,357,326,000 of the $1.75 billion of 3.625% senior notes due 2020 with a $600 million tender cap, unchanged, and pricing set using the 1.5% U.S. Treasury note due June 15, 2020 plus 45 basis points for a total purchase price of $1,048.44;

• $830,933,000 of the $1.5 billion of 5% senior notes due 2025 with a $600 million tender cap, up from $350 million, and pricing set using the 2.375% U.S. Treasury note due May 15, 2027 plus 87 bps for a total purchase price of $1,122.40;

• $394.96 million of the $500 million of 4.5% senior notes due 2022 with a $200 million tender cap, unchanged, and pricing set using the 1.75% U.S. Treasury note due May 31, 2022 plus 68 bps for a total hypothetical purchase price of $1,089.21;

• $411,721,000 of the $700 million of 3.875% senior notes due 2024 with a $300 million tender cap, unchanged, and pricing set using the 2.375% U.S. Treasury note due May 15, 2027 plus 53 bps for a total purchase price of $1,057.97;

• $634,771,000 of the $1 billion of 3.5% senior notes due 2023 with a $300 million tender cap, unchanged, and pricing set using the 1.75% U.S. Treasury note due May 31, 2022 plus 75 bps for a total purchase price of $1,041.74; and

• None of the $750 million of 2.85% senior notes due 2018 with no cap and pricing set using the 0.875% U.S. Treasury note due Oct. 15, 2018 plus 30 bps for a total purchase price of $1,014.79.

FIS accepted the tendered notes for purchase as follows:

• $599,978,000 of the 3.625% notes due 2020 with $1,150,022,000 left outstanding after the offer;

• $600 million of 5% notes due 2025 with $900 million left outstanding after the offer;

• $199,994,000 of the 4.5% notes due 2022 with $300,006,000 left outstanding after the offer;

• $299,996,000 of the 3.875% notes due 2024 with $400,004,000 left outstanding after the offer;

• $300 million of the 3.5% notes due 2023 with $700 million left outstanding after the offer; and

• None of the 2.85% notes due 2018.

The company previously said it expected to fund the tender with proceeds from its inaugural European bond issue, along with draws under its revolving credit facility.

The company said it expected to incur about $150 million in tender premiums to par.

The total purchase price included an early tender premium of $30.00 per $1,000 principal amount of notes tendered by 5 p.m. ET on July 10, the early tender date.

Holders also received accrued interest up to but excluding the settlement date.

Barclays (800 438-3242 or 212 528-7581), J.P. Morgan Securities LLC (866 834-4666 or 212 834-3424) and BofA Merrill Lynch (888 292-0070 or 980 387-3907) are the dealer managers. D.F. King & Co, Inc. (212 269-5550, 800 791-3320 or fis@dfking.com) is the tender and information agent.

FIS is a financial services technology company based in Jacksonville, Fla.

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