FIS posts pro forma 2024–25 combined metrics

Fidelity National Information Services (FIS) furnished unaudited supplemental non-GAAP data to show how its recent portfolio reshaping would have affected past performance.

Rhea-AI Filing Summary

Fidelity National Information Services (FIS) furnished unaudited supplemental non-GAAP data to show how its recent portfolio reshaping would have affected past performance. On January 9, 2026, FIS closed its acquisition of the Issuer Solutions business from Global Payments and sold its remaining equity in Worldpay.

FIS paid approximately $7.7 billion in cash in addition to exchanging its Worldpay stake, based on enterprise valuations of $24.25 billion for Worldpay and $13.5 billion for Issuer Solutions, subject to customary adjustments. Pro forma combined revenue was $12,520 billion in FY 2024 and $13,186 billion in FY 2025, with Adjusted Combined EBITDA of $5,158 billion and $5,431 billion, respectively, and an Adjusted Combined EBITDA Margin of 41.2% in both years. Segment schedules show Banking Solutions and Capital Market Solutions as the main contributors. All figures are non-GAAP, based on Article 11 pro forma information, and are presented for illustrative purposes only.

Insights

Equity analyst

FIS quantifies the pro forma earnings profile after a major asset swap.

FIS completed a large strategic reshaping by acquiring the Issuer Solutions business and exiting its Worldpay equity position. Consideration included its Worldpay stake plus about $7.7 billion in cash, using enterprise values of $24.25 billion for Worldpay and $13.5 billion for Issuer Solutions.

The company now provides Article 11 pro forma schedules showing combined revenue of $13,186 billion and Adjusted Combined EBITDA of $5,431 billion for FY 2025, implying a margin of 41.2%. These non-GAAP metrics adjust for purchase accounting, corporate allocations, transition services, acquisition and integration costs, and certain impairments.

Segment data highlight Banking Solutions and Capital Market Solutions as key earnings drivers, with segment Adjusted Combined EBITDA margins generally in the mid‑40% to mid‑50% range. Future statutory filings and GAAP results after the January 9, 2026 closing will show how actual performance compares with these illustrative pro forma figures.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

What major transactions did FIS (FIS) complete on January 9, 2026?

FIS completed two linked transactions on January 9, 2026. It acquired the Issuer Solutions business from Global Payments and sold all of its equity interests in Worldpay Holdco, realigning its portfolio toward issuer and banking solutions.

How much did FIS (FIS) pay for the Issuer Solutions business?

FIS paid approximately $7.7 billion in cash for the Issuer Solutions acquisition, in addition to transferring its remaining Worldpay equity stake. This amount represents the excess of the Issuer Solutions purchase price over the price Global Payments paid for Worldpay.

What enterprise values were used for Worldpay and Issuer Solutions in FIS’s deal?

The transactions used an enterprise valuation of $24.25 billion for Worldpay and $13.5 billion for the Issuer Solutions business. Both valuations are subject to customary closing adjustments for cash, debt, and working capital at the time of closing.

What are FIS’s pro forma combined revenue and EBITDA after the Issuer Solutions deal?

On a pro forma combined basis, FIS reports revenue of $13,186 billion and Adjusted Combined EBITDA of $5,431 billion for fiscal 2025. These unaudited, non-GAAP figures include Issuer Solutions as if owned all year and exclude certain non-recurring costs.

What Adjusted Combined EBITDA Margin does FIS (FIS) show in its supplemental data?

FIS reports an Adjusted Combined EBITDA Margin of 41.2% for both fiscal 2024 and 2025 on a pro forma combined basis. This metric is calculated as Adjusted Combined EBITDA divided by Pro Forma Combined Revenue, using non-GAAP adjustments described in the schedules.

How does FIS (FIS) treat non-GAAP measures like Adjusted Combined EBITDA?

FIS uses non-GAAP measures such as Adjusted Combined EBITDA and Adjusted Combined EBITDA Margin to highlight underlying operating performance. These exclude purchase accounting amortization, acquisition and integration costs, certain stock-based compensation, asset impairments, and other items management views as non-recurring.

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Accepted by SEC EDGAR 02/24/2026 - 07:37 AM Learn about SEC filing dates

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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: February 24, 2026

Fidelity National Information Services, Inc.

(Exact Name of Registrant as Specified in its Charter)

Georgia		1-16427		37-1490331
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

347 Riverside Avenue Jacksonville, Florida		32202
(Address of Principal Executive Offices)		(Zip Code)

Registrants’ Telephone Number, including Area Code: (904) 438-6000

N/A

(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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ 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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		FIS		New York Stock Exchange
1.500% Senior Notes due 2027		FIS27		New York Stock Exchange
1.000% Senior Notes due 2028		FIS28		New York Stock Exchange
2.250% Senior Notes due 2029		FIS29		New York Stock Exchange
2.000% Senior Notes due 2030		FIS30		New York Stock Exchange
3.360% Senior Notes due 2031		FIS31		New York Stock Exchange
2.950% Senior Notes due 2039		FIS39		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. ☐

Item 2.02 Results of Operations and Financial Condition.

As previously announced, on January 9, 2026, Fidelity National Information Services, Inc., a Georgia corporation (“FIS” or the “Company”), completed its (i) acquisition of the Issuer Solutions business (the “Issuer Solutions Business”) from Global Payments Inc., a Georgia corporation (“Global Payments”) and (ii) sale of all of its equity interests in Worldpay Holdco, LLC, a Delaware limited liability company (“Worldpay”), pursuant to the transaction agreement, entered into on April 17, 2025, by and among FIS, Global Payments, Total System Services LLC, a Delaware limited liability company and Worldpay.

Supplemental Financial Data

Due to the financial impact of the transactions described above, FIS management desires to furnish investors with the additional information set forth herein to improve the understanding of the Company’s operating performance. The purpose of the schedules included in Exhibit 99.1 attached hereto is to recalculate certain non-GAAP measures of the Company’s historical financial performance on an adjusted combined company basis for the fiscal years ended December 31, 2024 and 2025, and the related quarters for 2025. The Company has derived certain non-GAAP measures from unaudited pro forma condensed combined financial information of FIS and the Issuer Solutions Business and notes thereto prepared in accordance with Article 11 of Regulation S-X for the year ended December 31, 2025 set forth in Exhibit 99.2 to the Company’s Current Report on Form 8-K/A filed on February 24, 2026.

The information included in this Item 2.02, including the accompanying exhibit, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No		Description
99.1		Adjusted combined company supplemental financial information.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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.

Date: February 24, 2026				Fidelity National Information Services, Inc. (Registrant)
				By:		/s/ James Kehoe
				Name:		James Kehoe
				Title:		Chief Financial Officer
				By:		/s/ Alexandra Brooks
				Name:		Alexandra Brooks
				Title:		Chief Accounting Officer

Exhibit 99.1

FIDELITY NATIONAL INFORMATION SERVICES, INC.

COMBINED COMPANY PRELIMINARY SUPPLEMENTAL INFORMATION – UNAUDITED

Issuer Solutions Business Acquisition and Worldpay Disposition

On January 9, 2026, Fidelity National Information Services, Inc., a Georgia corporation (“FIS” or the “Company”), completed its previously announced (i) acquisition of the Issuer Solutions business (the “Issuer Solutions Business” or “Issuer Solutions”) from Global Payments Inc., a Georgia corporation (“Global Payments”), and (ii) sale of all of its equity interests in Worldpay Holdco, LLC, a Delaware limited liability company (“Worldpay”), pursuant to the transaction agreement (the “FIS Transaction Agreement”) entered into on April 17, 2025, by and among FIS, Global Payments, Total System Services LLC, a Delaware limited liability company (the “Purchased Entity”), and Worldpay.

Concurrently with the consummation of the transactions contemplated by the FIS Transaction Agreement, Global Payments completed the acquisition of 100% of the issued and outstanding equity interests of Worldpay that were not owned by FIS, pursuant to the transaction agreement (the “GTCR Transaction Agreement” and together with the FIS Transaction Agreement, the “Transaction Agreements”), entered into on April 17, 2025, by and among Global Payments, Worldpay, certain affiliates of GTCR LLC (“GTCR”) and certain other parties thereto.

Upon the terms and subject to the conditions set forth in the FIS Transaction Agreement, FIS acquired from Global Payments the Issuer Solutions Business through the acquisition of 100% of the issued and outstanding equity interests of the Purchased Entity (the “Issuer Solutions Acquisition”). As consideration for the Issuer Solutions Acquisition, FIS (i) sold to Global Payments its remaining equity interests in Worldpay (the “Worldpay Disposition”) and (ii) paid approximately $7.7 billion in cash, representing the excess of the purchase price payable by FIS in respect of the Issuer Solutions Acquisition over the purchase price payable by Global Payments in respect of the Worldpay Disposition. The cash payment amount is subject to customary post-closing adjustments in respect of the respective purchase price for each of Worldpay and the Issuer Solutions Business.

The purchase price paid by Global Payments in respect of Worldpay was based on a $24.25 billion enterprise valuation of Worldpay, and the purchase price paid by FIS in respect of the Issuer Solutions Business was based on a $13.5 billion enterprise valuation of the Issuer Solutions Business, in each case, subject to customary adjustments for the cash, debt and working capital (relative to a target) of Worldpay and the Issuer Solutions Business, respectively, as of the closing of the transactions contemplated by the FIS Transaction Agreement and the GTCR Transaction Agreement (the “Closing”).

Following the Closing, the results of operations and financial position of the Issuer Solutions Business will be included in the consolidated results of FIS from and after the date of acquisition, and FIS will no longer recognize its equity method investment in Worldpay.

Supplemental Financial Data

Due to the financial impact of the transactions described above, FIS management desires to furnish investors with the additional information set forth herein to improve the understanding of the Company’s operating performance. The purpose of the schedules included in this Exhibit 99.1 is to recalculate certain non-GAAP measures of the Company’s historical financial performance on an adjusted combined company basis for the fiscal years ended December 31, 2024 and 2025, and the related quarters for 2025.

The Company has derived certain non-GAAP measures from unaudited pro forma condensed combined financial information of FIS and the Issuer Solutions Business and notes thereto prepared in accordance with Article 11 of Regulation S-X for the year ended December 31, 2025 in Exhibit 99.2 to the Company’s Current Report on Form 8-K/A filed on February 24, 2026. This Exhibit 99.1 to this Current Report on Form 8-K includes certain non-GAAP measures that are not in conformity with U.S. generally accepted accounting principles (“GAAP”), including Adjusted Combined EBITDA and Adjusted Combined EBITDA Margin. The content of the Exhibits are as follows:

• Exhibit A shows Pro Forma Combined Revenue, Adjusted Combined EBITDA, and Adjusted Combined EBITDA Margin, including combined company non-GAAP adjustments;

• Exhibit B shows Pro Forma Combined Revenue, Adjusted Combined EBITDA, and Adjusted Combined EBITDA Margin on a segment basis under the new segment reporting structure that the Company is expected to use on a go-forward basis. As a result of the Company’s acquisition of the Issuer Solutions Business, the Company expects to reorganize its reportable segments to include the Issuer Solutions Business within the Banking Solutions segment and to move certain of the Company’s existing business lines between Banking Solutions, Capital Market Solutions and the Corporate and Other segment.

The unaudited adjusted combined financial information is presented for illustrative purposes only and does not reflect the financial results of the combined companies had the companies actually been combined at the beginning of the periods presented and is not necessarily indicative of the future results of operations of the Company.

FIS Use of Non-GAAP Financial Information

GAAP is the term used to refer to the standard framework of guidelines for financial accounting in the United States. GAAP includes the standards, conventions, and rules accountants follow in recording and summarizing transactions and in the preparation of financial statements. In addition to reporting financial results in accordance with GAAP, we have provided certain non-GAAP financial measures.

These non-GAAP measures include Adjusted Combined EBITDA and Adjusted Combined EBITDA Margin. These non-GAAP measures may be used in this release and/or in the attached supplemental financial information.

We believe these non-GAAP measures help investors better understand the underlying fundamentals of our business. As further described below, the non-GAAP earnings measures presented eliminate items management believes are not indicative of FIS’ operating performance. For these reasons, management also uses these non-GAAP measures in its assessment and management of FIS’ performance.

Adjusted Combined EBITDA reflects net earnings (loss) before interest, other income (expense), taxes, equity method investment earnings (loss), and depreciation and amortization, and excludes certain costs that do not constitute normal, recurring, cash operating expenses on a total company combined basis. These excluded costs generally include purchase price amortization of acquired intangible assets, as well as acquisition, integration and certain other costs and asset impairments.

Adjusted Combined EBITDA Margin reflects Adjusted Combined EBITDA, as defined above, divided by Pro Forma Combined Revenue.

FIDELITY NATIONAL INFORMATION SERVICES, INC.

COMBINED COMPANY PRELIMINARY SUPPLEMENTAL INFORMATION – UNAUDITED

Exhibit Index

Exhibit A		Pro Forma Combined Revenue, Adjusted Combined EBITDA, and Adjusted Combined EBITDA Margin— Unaudited
Exhibit B		Pro Forma Combined Revenue, Adjusted Combined EBITDA, and Adjusted Combined EBITDA Margin by Segment — Unaudited

FIDELITY NATIONAL INFORMATION SERVICES, INC.

PRO FORMA COMBINED REVENUE, ADJUSTED COMBINED EBITDA, AND ADJUSTED COMBINED EBITDA

MARGIN — UNAUDITED

Exhibit A

(In millions)		FY 2024				Q1 2025				Q2 2025				Q3 2025				Q4 2025				FY 2025
FIS Revenue		$	10,127			$	2,532			$	2,616			$	2,717			$	2,812				10,677
Issuer Solutions Revenue			2,393				598				615				640				656				2,509
Pro Forma Combined Revenue (a)		$	12,520			$	3,130			$	3,231			$	3,357			$	3,468			$	13,186
Pro Forma Combined Operating Income (a)			2,056				431				505				563				647				2,146
Non-GAAP Adjustments:
Depreciation and amortization, excluding purchase accounting amortization			1,168				310				332				328				344				1,314
Purchase accounting amortization (b)			1,038				259				264				264				243				1,030
Removal of Issuer Solutions corporate allocations (c)			166				57				43				42				41				183
Issuer Solutions TSA and corporate overhead (c)			(61	)			(15	)			(15	)			(15	)			(16	)			(61	)
Adjustment to Issuer Solutions stock-based compensation (d)			(14	)			1				(5	)			(6	)			(4	)			(14	)
Acquisition, integration and other costs (e)			735				168				188				230				229				815
Asset Impairments (f)			56				2				—				2				14				18
Indirect Worldpay business support costs (g)			14				—				—				—				—				—
Adjusted Combined EBITDA		$	5,158			$	1,213			$	1,312			$	1,408			$	1,498			$	5,431
Adjusted Combined EBITDA Margin			41.2	%			38.8	%			40.6	%			41.9	%			43.2	%			41.2	%
FIS Adjusted EBITDA			4,136				958				1,041				1,135				1,196				4,331
Issuer Solutions Adjusted EBITDA			1,022				255				271				273				302				1,100
Adjusted Combined EBITDA		$	5,158			$	1,213			$	1,312			$	1,408			$	1,498			$	5,431

Amounts may not sum or calculate due to rounding.

See Notes to Exhibit A and B

FIDELITY NATIONAL INFORMATION SERVICES, INC.

PRO FORMA COMBINED REVENUE, ADJUSTED COMBINED EBITDA, AND ADJUSTED COMBINED EBITDA

MARGIN BY SEGMENT — UNAUDITED

Exhibit B

(In millions)		FY 2024				Q1 2025				Q2 2025				Q3 2025				Q4 2025				FY 2025
Banking Solutions		$	8,951			$	2,231			$	2,335			$	2,451			$	2,446			$	9,463
Banking			3,639				951				949				1,019				1,027				3,946
Payments (h)			5,312				1,280				1,386				1,432				1,419				5,517
Capital Market Solutions			3,039				787				783				799				898				3,267
Corporate and Other			530				112				113				107				124				456
Pro Forma Combined Revenue (a)		$	12,520			$	3,130			$	3,231			$	3,357			$	3,468			$	13,186
Banking Solutions (h)		$	3,944			$	920			$	1,027			$	1,109			$	1,106			$	4,162
Capital Market Solutions			1,629				393				409				417				528				1,747
Corporate and Other			(415	)			(100	)			(124	)			(118	)			(136	)			(478	)
Adjusted Combined EBITDA		$	5,158			$	1,213			$	1,312			$	1,408			$	1,498			$	5,431
Banking Solutions (h)			44.1	%			41.2	%			44.0	%			45.2	%			45.2	%			44.0	%
Capital Market Solutions			53.6	%			49.9	%			52.2	%			52.2	%			58.8	%			53.5	%
Adjusted Combined EBITDA Margin			41.2	%			38.8	%			40.6	%			41.9	%			43.2	%			41.2	%
Issuer Solutions Revenue		$	2,393			$	598			$	615			$	640			$	656			$	2,509
Issuer Solutions Adjusted EBITDA		$	1,022			$	255			$	271			$	273			$	302			$	1,100

Amounts may not sum or calculate due to rounding.

See Notes to Exhibit A and B.

FIDELITY NATIONAL INFORMATION SERVICES, INC.

COMBINED COMPANY PRELIMINARY SUPPLEMENTAL INFORMATION – UNAUDITED

Notes to Exhibit A and B

(a) Quarterization of FIS’ annual unaudited pro forma condensed combined statements of earnings (loss) for the year ended December 31, 2025. The annual unaudited pro forma condensed combined statements of earnings (loss) for the year ended December 31, 2025 was prepared in accordance with Article 11 of Regulation S-X in Exhibit 99.2 to the Company’s Current Report on Form 8-K/A filed on February 24, 2026, to which represents the historical consolidated statements of earnings of FIS and the combined statements of income of the Issuer Solutions Business giving effect to the transactions as if they had occurred on January 1, 2025. Additionally, the 2024 annual period was prepared in accordance with Article 11 of Regulation S-X as if the transactions occurred on January 1, 2024.

(b) This item represents purchase price amortization expense on all intangible assets acquired through various acquisitions including the preliminary amounts estimated for the Issuer Solutions Business acquisition, including customer relationships, contract value, trademarks and tradenames, non-compete agreements and technology assets acquired. The Company has excluded the impact of purchase accounting amortization of intangibles as such amounts can be significantly impacted by the timing and/or size of acquisitions. Although the Company excludes these amounts from its non-GAAP expenses, the Company believes that it is important for investors to understand that such intangible assets contribute to revenue generation. Purchase accounting amortization of intangible assets will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in purchase price amortization of future intangible assets.

(c) These items represent the reversal of corporate allocations to the Issuer Solutions Business under periods of Global Payments ownership not expected to recur following the Issuer Solutions Business acquisition, partially offset by expected costs under transition services agreements and corporate overhead.

(d) This item represents the expected stock-based compensation to employees of the Issuer Solutions Business.

(e) Acquisition, integration, and other costs include expenses incurred by both FIS and the Issuer Solutions Business in connection with completed and pending acquisitions, integration of acquired businesses, enterprise transformation initiatives (including platform modernization), severance and termination costs, separation of the Worldpay Merchant Solutions business, incremental stock-based compensation related to specific programs, divestiture-related costs, and other enterprise cost control and strategic initiatives.

(f) There were no material impairments during the quarterly and year-to-date periods for fiscal year 2025. The year ended December 31, 2024 included impairments primarily related to the termination of certain internally developed software projects.

(g) This item represents historical FIS costs that were incurred in support of the Worldpay Merchant Solutions business prior to the separation but are not directly attributable to it and thus were not recorded in discontinued operations. The Company was reimbursed for these expenses as part of transition services agreements and/or eliminated them post separation; therefore, the expenses have been adjusted out of continuing operations and added to discontinued operations.

(h) The Issuer Solutions Business has been included within the Banking Solutions segment within Payments.

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 84.3 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 5.3 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 15.2 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 26.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 16.4 KB