| Item 1.01 | Entry into a Material Definitive Agreement. |
Seventh Amendment and Restatement of Credit Agreement
On September 21, 2018, Fidelity National Information Services, Inc. (“FIS”), JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, entered into a Seventh Amendment and Restatement Agreement, dated as of September 21, 2018 (the “Credit Facility Amendment”), which amends and restates FIS’s existing credit agreement (as amended, the “Restated Credit Agreement”). The Credit Facility Amendment increases the revolving credit commitments outstanding under the Restated Credit Agreement from $3.0 billion to $4.0 billion and extends the term of the Restated Credit Agreement to September 21, 2023. Under the Restated Credit Agreement, the maximum leverage ratio remains at 3.50x with potentialstep-ups to 4.00x or 4.50x following acquisitions of a certain size. Borrowings under the Restated Credit Agreement will be used for general corporate purposes, including backstopping any Notes that FIS may issue under the Commercial Paper Program disclosed in Item 8.01 below.
The foregoing descriptions of the Credit Facility Amendment and the Restated Credit Agreement are qualified in their entirety by reference to the actual terms of such documents, copies of which are attached as Exhibit 10.1 (with respect to the Credit Facility Amendment and, through its Annex A, the Restated Credit Agreement and its exhibits and schedules) to this report and are incorporated by reference into this Item 1.01.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under anOff-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 under the heading “Seventh Amendment and Restatement of Credit Agreement” is incorporated by reference into this Item 2.03.
Commercial Paper Program
On September 21, 2018, FIS established a U.S. commercial paper program (the “Commercial Paper Program”) for the issuance and sale of senior, unsecured commercial paper notes (the “Notes”), up to a maximum aggregate amount outstanding at any time of $4.0 billion. The Notes will have maturities of up to 397 days from the date of issue. The proceeds of the Notes are expected to be used for general corporate purposes.
This Current Report on Form8-K does not constitute an offer to sell nor a solicitation of an offer to buy any security. The Notes have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered or sold in the United States absent registration or in reliance upon an applicable exemption from the registration requirements under the Securities Act and applicable state laws.
On September 24, 2018, FIS issued a press release announcing that it had (i) completed the Credit Facility Amendment and (ii) established the Commercial Paper Program.
A copy of the press release is attached hereto as Exhibit 99.1.
