UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 16, 2018
Worldpay, Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-35462 | | 26-4532998 |
| (State of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
8500 Governor’s Hill Drive
Symmes Township, Ohio 45249
(Address of principal executive offices, including zip code)
(513)900-5250
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form8-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 Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule12b-2 of the Securities Exchange Act of 1934 (17 CFR§240.12b-2).
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. ☐
Explanatory Note
On January 16, 2018, Worldpay, Inc. (the “Company”) filed a Current Report on Form8-K (the “Initial8-K”) with the Securities and Exchange Commission announcing the completion of its acquisition (the “Acquisition”) of all of the outstanding shares of Worldpay Group Limited, formerly Worldpay Group plc, a public limited company registered in England and Wales (“Legacy Worldpay”). The Company is filing this Amendment No. 1 to the Initial8-K to include the financial statements and pro forma financial information required by Items 9.01(a) and 9.01(b) of Form8-K and should be read in conjunction with the Initial Form8-K. Except as specifically amended hereby, the Initial8-K remains unchanged.
| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial Statements of Business Acquired.
The audited annual report and accounts of Legacy Worldpay at December 31, 2017 and 2016 and for the years ended December 31, 2017, 2016 and 2015 are filed as Exhibit 99.1 to this Form8-K/A and incorporated herein by reference.
(b) Pro Form Financial Information
The unaudited pro forma condensed financial information is filed as Exhibit 99.2 to this Form8-K/A and incorporated herein by reference.
(d) Exhibits
| | |
Exhibit
No. | | Description |
| |
| 23.1 | | Consent of KPMG LLP |
| |
| 99.1 | | The audited consolidated financial statements of Worldpay Group Limited as of December 31, 2017 and 2016 and for each of the years in the three-year period ended December 31, 2017. |
| |
| 99.2 | | Unaudited Pro Forma Condensed Combined Financial Statements |
EXHIBIT INDEX
SIGNATURES
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.
| | | | | | | | |
| | | | WORLDPAY, INC. |
| | | |
Dated: April 3, 2018 | | | | By: | | /s/ NELSON F. GREENE |
| | | | | | Name: | | Nelson F. Greene |
| | | | | | Title: | | Chief Legal Officer and Corporate Secretary |
