Fidelity National gives results, prices any-and-all tender offer

By Wendy Van Sickle

Columbus, Ohio, Dec. 2 – Fidelity National Information Services Inc. gave the results of its tender offer to purchase for cash any and all of its $1.15 billion 3.625% senior notes due 2020, $750 million 2.25% senior notes due 2021 and $300,006,000 4.5% senior notes due 2022, according to a press release.

By the expiry of the offer at 5 p.m. ET on Dec. 2, holders had tendered $545,508,000 of the 2020 notes; $638,618,000 of the 2021 notes; and $158,294,000 of the 2022 notes.

These amounts do not include $763,000 of the 2020 notes and $942,000 of the 2021 notes tendered under the guaranteed delivery procedures.

Pricing was calculated at 2 p.m. ET on Dec. 2. The company will pay

• $1,012.47 for the 3.625% notes, which was set using the 1.375% Treasury due Sept. 15, 2020 plus a spread of 35 basis points;

• $1,005.81 for the 2.25% notes, which was set using the 2.625% Treasury due July 15, 2021 plus a spread of 20 bps; and

• $1,063.38 for the 4.5% notes, which was set using the 1.5% Treasury due Aug. 15, 2022 plus a spread of 45 bps.

The any-and-all offer was announced on Nov. 21, along with a capped tender offer for up to $650 million of the company’s $900 million 5% senior notes due 2025, $600 million 4.75% senior notes due 2048 and $500 million 4.5% senior notes due 2046

Pricing for the notes covered in the capped offer, listed in order of acceptance priority level, will be calculated at 10 a.m. ET on Dec. 6 as follows:

• For the 5% notes, the 1.5% Treasury due Oct. 31, 2024 plus a spread of 55 bps;

• For the 4.75% notes, the 2.25% Treasury due Aug. 15, 2049 plus a spread of 115 bps; and

• For the 4.5% notes, the 2.25% Treasury due Aug. 15, 2049 plus a spread of 120 bps.

The total consideration paid for notes tendered in the capped offer will include an early tender payment of $30 per $1,000 principal amount.

The capped tender offer will expire at 11:59 p.m. ET on Dec. 19.

Holders who tender their notes in the capped tender offer by 5 p.m. ET on Dec. 5, the early tender date, will be eligible to receive the early tender premium. Holders who tender their notes after the early tender date but prior to or at the expiration date will be eligible to receive the applicable total consideration minus the early tender premium.

Holders will also receive accrued interest.

Settlement for the any-and-all tender offer is expected for Dec. 3. Early settlement for the capped tender offer is expected for Dec. 9, and final settlement is expected for Dec. 20.

Any-and-all tenders could be withdrawn at or prior to 5 p.m. ET on Dec. 2.

Capped tenders may be withdrawn at or prior to 5 p.m. ET on Dec. 5.

The offers are subject to a financing condition.

The dealer managers are BofA Securities, Inc. (980 387-3907 or 888 292-0070) and J.P. Morgan Securities LLC (866 834-4666 or 212 834-3424).

The information and tender agent is D.F. King & Co., Inc. (212 269-5550 for banks and brokers, 800 549-6864 for all others or fis@dfking.com).

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

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