UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.02 | Results of Operations and Financial Condition. |
On February 13, 2023, Fidelity National Information Services, Inc. (the “Company”) issued a press release announcing financial results for the three months and year ended December 31, 2022, and guidance for the three months ending March 31, 2023, and full year 2023. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.
The information included in this Item 2.02, including the accompanying exhibits, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in such filing.
| Item 7.01 | Regulation FD Disclosure. |
On February 13, 2023, the Company issued a press release announcing its intent to spin off its Merchant Solutions business, resulting in two standalone, publicly traded companies, in a transaction that is intended to be tax-free for the Company’s shareholders for U.S. federal income tax purposes. A copy of the press release is furnished herewith as Exhibit 99.2 and is incorporated by reference herein.
The information in this Item 7.01, including the accompanying exhibits, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act, regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Exhibit Description | |
| 99.1 | Press release of Fidelity National Information Services, Inc., dated February 13, 2023, regarding financial results for the three months and year ended December 31, 2022, and guidance for the three months ending March 31, 2023, and full year 2023. | |
| 99.2 | Press release of Fidelity National Information Services, Inc., dated February 13, 2023, regarding the planned separation of its Merchant Solutions business. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURE
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.
| Date: February 13, 2023 | Fidelity National Information Services, Inc. (Registrant) | |||||
| By: | /s/ Erik D. Hoag | |||||
| Name: | Erik D. Hoag | |||||
| Title: | Chief Financial Officer | |||||
| Date: February 13, 2023 | Fidelity National Information Services, Inc. (Registrant) | |||||
| By: | /s/ Thomas K. Warren | |||||
| Name: | Thomas K. Warren | |||||
| Title: | Chief Accounting Officer | |||||