FIS Accelerates Path to Create Two Highly Focused Independent Companies

Jacksonville, Florida - FIS, a global leader in financial services technology, has announced an acceleration of its previously announced separation plan to create two highly focused global companies with greater strategic flexibility. As part of this plan, FIS has signed a definitive agreement to sell a majority stake in its Worldpay Merchant Solutions business to private equity funds managed by GTCR. The transaction values Worldpay at $18.5 billion, with FIS retaining a non-controlling 45% ownership interest in a new standalone joint venture.

The transaction is designed to maximize shareholder value by immediately securing proceeds based on a $17.5 billion valuation. This upfront valuation represents a 9.8-times multiple on expected fiscal 2023 adjusted EBITDA, including estimated dis-synergies and previously unallocated corporate and other costs. FIS will receive upfront, net proceeds of approximately $11.7 billion. The transaction is subject to regulatory approvals and other customary closing conditions and is expected to close by Q1 2024.

The agreement enables both FIS and Worldpay to have greater management focus and operational simplification. FIS will use the proceeds from the sale to pay down debt, return additional capital to shareholders through share repurchases, and for general corporate purposes. Meanwhile, Worldpay will become a privately held company and benefit from the resources and expertise of GTCR, which has committed additional capital to support Worldpay's inorganic growth in the rapidly evolving payments space.

Stephanie Ferris, CEO and President of FIS, stated that this transaction allows FIS to monetize its Merchant Solutions business at an attractive valuation while simplifying and driving greater focus on delivering innovative financial technology and software solutions. Ferris expressed gratitude to the team for their hard work in preparing for the separation and emphasized the excitement of partnering with GTCR to create and define the future of merchant payment solutions.

Charles Drucker, incoming Worldpay CEO, also expressed excitement about the new separation path, stating that it positions Worldpay for immediate success. He believes that with the support of GTCR's resources and expertise, Worldpay will be able to achieve long-term success in the marketplace.

Collin Roche, Co-CEO and Managing Director at GTCR, expressed enthusiasm about working with the Worldpay leadership team to invest in new capabilities and advance its leadership position. He believes in the opportunity for sustained, long-term growth at Worldpay and looks forward to delivering value for customers and other stakeholders in partnership with FIS.

Under the new structure, Worldpay will continue to be a leader of commerce solutions to merchants of all sizes, while FIS will remain a leading provider of financial technology solutions for financial institutions, capital markets firms, corporates, and developers globally. FIS and Worldpay will enter into commercial agreements that allow both businesses to preserve key value propositions for their clients and minimize potential dis-synergies.

The completion of the transaction is subject to regulatory approvals and other customary closing conditions. Following the closing of the transaction, FIS' ownership interest in Worldpay will be reported as income from minority interest.

In conclusion, FIS's acceleration of its separation plan to create two highly focused independent companies demonstrates its commitment to maximizing shareholder value and driving strategic flexibility. This transaction allows FIS to simplify its operations and deliver innovative financial technology solutions, while Worldpay can benefit from the resources and expertise of GTCR as a privately held company. The partnership between FIS and GTCR is poised to create significant value for customers and stakeholders in the evolving payments industry.