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