FIS amends revolving credit agreement to allow for Worldpay buyout

By Sarah Lizee

Olympia, Wash., April 11 – Fidelity National Information Services, Inc. (FIS) amended its credit agreement on March 29 to permit the borrowing of up to $2 billion of revolving loans on a limited conditional basis to fund the 364-day senior unsecured bridge term loan facility obtained by FIS in connection with its acquisition of Worldpay, Inc., according to an 8-K filing with the Securities and Exchange Commission.

The proceeds of any revolving loans made to FIS may be used to finance a portion of the consideration for the acquisition, to refinance debt of Worldpay and/or to pay costs and expenses in connection with the acquisition, the refinancing and the related transactions.

In connection with the first amendment, the commitments under the bridge facility were reduced to $7.5 billion from $9.5 billion. The bridge facility had previously included a $2 billion backstop facility in case the amendments had not closed by the acquisition date.

Also, an April 5 amendment to the credit agreement permits FIS to exclude any debt issued or incurred for the purpose of financing any acquisition, including the buyout of Worldpay, that uses at least $1.5 billion of debt financing from the calculation of the maximum leverage ratio permitted thereunder prior to the consummation of such acquisition or the termination of the acquisition agreement relating to it, provided that the acquisition financing includes provisions requiring its repayment if the acquisition is not completed.

FIS said it intends to replace the bridge facility prior to closing of the acquisition with permanent financing, which it currently expects to include debt securities, commercial paper and/or revolver borrowings.

The company currently intends to borrow about $11.1 billion of permanent financing to provide funds for the cash portion of the acquisition consideration, the repayment of Worldpay debt and costs and expenses of the acquisition, although the amount of the permanent financing could change, FIS said.

The transaction is expected to close in the second half of this year.

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

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