Fidelity National Information launches tender offers for up to $2.25 billion notes from 14 series

By Marisa Wong

Los Angeles, Feb. 27 – Fidelity National Information Services Inc. announced it has begun 14 separate offers to purchase for cash up to $2.25 billion aggregate principal amount of its outstanding senior notes, according to a press release.

The offers cover the following 14 series, listed in order of acceptance priority level:

• £625 million outstanding 3.36% senior notes due May 21, 2031 with a par call date of Feb. 21, 2031 (Cusip: 31620MBH8), with pricing to be based on the 0.25% U.K. Treasury due July 31, 2031 and a fixed spread of 65 bps;

• £300 million outstanding 2.25% senior notes due Dec. 3, 2029 with a par call date of Sept. 3, 2029 (Cusip: 31620MBN5), with pricing to be based on the 0.875% U.K. Treasury due Oct. 22, 2029 and a fixed spread of 45 bps;

• $603,972,000 outstanding 3.75% senior notes due May 21, 2029 with a par call date of Feb. 21, 2029 (Cusip: 31620MBJ4), with pricing to be based on the 4% U.S. Treasury due Jan. 31, 2029 and a fixed spread of 35 bps;

• $1.25 billion outstanding 2.25% senior notes due March 1, 2031 with a par call date of Dec. 1, 2030 (Cusip: 31620MBT2), with pricing to be based on the 4% U.S. Treasury due Feb. 15, 2034 and a fixed spread of 70 bps;

• $750 million outstanding 4.5% senior notes due July 15, 2025 (Cusip: 31620MBV7), with pricing to be based on the 3% U.S. Treasury due July 15, 2025 and a fixed spread of 25 bps;

• $500 million outstanding 4.7% senior notes due July 15, 2027 with a par call date of June 15, 2027 (Cusip: 31620MBW5), with pricing to be based on the 4.125% U.S. Treasury due Feb. 15, 2027 and a fixed spread of 45 bps;

• $500 million outstanding 5.625% senior notes due July 15, 2052 with a par call date of Jan. 15, 2052 (Cusip: 31620MBZ8), with pricing to be based on the 4.75% U.S. Treasury due Nov. 15, 2053 and a fixed spread of 110 bps;

• $252,079,000 outstanding 4.75% senior notes due May 15, 2048 with a par call date of Nov. 15, 2047 (Cusip: 31620MAZ9), with pricing to be based on the 4.75% U.S. Treasury due Nov. 15, 2053 and a fixed spread of 140 bps;

• $324,021,000 outstanding 4.5% senior notes due Aug. 15, 2046 with a par call date of Feb. 15, 2046 (Cusip: 31620MAU0), with pricing to be based on the 4.5% U.S. Treasury due Feb. 15, 2044 and a fixed spread of 125 bps;

• €500 million outstanding 2.95% senior notes due May 21, 2039 with a par call date of Feb. 21, 2039 (Cusip: 31620MBF2), with pricing to be based on the May 2039 interpolated rate and a fixed spread of 80 bps;

• $750 million outstanding 5.1% senior notes due July 15, 2032 with a par call date of April 15, 2032 (Cusip: 31620MBY1), with pricing to be based on the 4% U.S. Treasury due Feb. 15, 2034 and a fixed spread of 70 bps;

• $229.07 million outstanding 4.25% senior notes due May 15, 2028 with a par call date of Feb. 15, 2028 (Cusip: 31620MAY2), with pricing to be based on the 4% U.S. Treasury due Jan. 31, 2029 and a fixed spread of 95 bps;

• $750 million outstanding 3.1% senior notes due March 1, 2041 with a par call date of Sept. 1, 2040 (Cusip: 31620MBU9), with pricing to be based on the 4.5% U.S. Treasury due Feb. 15, 2044 and a fixed spread of 105 bps; and

• €1 billion outstanding 2% senior notes due May 21, 2030 with a par call date of Feb. 21, 2030 (Cusip: 31620MBE5), with pricing to be based on the May 2030 interpolated rate and a fixed spread of 80 bps.

For each series of notes that indicates a par call date, calculation of the total consideration will use that par call date.

In addition to the total consideration, holders whose notes are accepted for purchase will receive accrued interest in cash.

If a given series of notes is accepted for purchase, all notes of that series that are tendered will be accepted. No series will be subject to proration.

The issuer noted that it is possible that a series of notes with a particular acceptance priority level will not be accepted for purchase even if one or more series with a higher or lower acceptance priority level are accepted for purchase.

FIS said it reserves the right to increase or wave the maximum purchase amount.

The company said it reserves the right to waive any and all conditions to any offer, including the maximum purchase condition.

The offers are not conditioned on the tender of any aggregate minimum principal amount.

For the purposes of applying the maximum purchase amount, FIS will use a conversion rate of $1.0851 to €1.0000 for the euro notes and $1.2685 to £1.0000 for the sterling notes.

Pricing will be determined at 10 a.m. ET on March 4.

The offers will expire at 5 p.m. ET on March 4, which is also the withdrawal deadline.

Tenders under guaranteed delivery procedures are due by 5 p.m. ET on March 6.

Settlement is slated for March 7.

The guaranteed delivery settlement date is expected to be March 8.

The lead dealer managers for the offers are Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106), J.P. Morgan Securities LLC (866 834-4666 or 212 834-4045; only with respect to the dollar notes), J.P. Morgan Securities plc (+44 20 7134 2468; only with respect to the euro and sterling notes), MUFG Securities Americas Inc. (877 744-4532 or 212 405-7481) and U.S. Bancorp Investments, Inc. (800 479-3441 or 917 558-2756).

Barclays, BMO Capital Markets Corp., BofA Securities, Credit Agricole Securities (USA) Inc., Goldman Sachs & Co. LLC, Lloyds Bank Corporate Markets plc, Lloyds Securities Inc., SMBC Nikko Securities America, Inc., TD Securities (USA) LLC and Wells Fargo Securities, LLC are co-dealer managers.

Acting as information and tender agent is D.F. King & Co, Inc. (212 269-5550 for banks and brokers only or 800 207-2872 for all others; +44 20 7920 9700; fis@dfking.com).

The financial services technology company is based in Jacksonville, Fla.

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