United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On February 28, 2023, Fidelity National Information Services, Inc. (the “Company”), JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto entered into a Revolving Credit Agreement, dated as of February 28, 2023 (the “Credit Agreement”). The Credit Agreement provides a $2,000,000,000 revolving credit facility (the “Revolving Line”) to the Company. Any borrowings under the Revolving Line will accrue interest, at the option of the Company, equal to the Adjusted Term SOFR Rate (as defined in the Credit Agreement) plus 0.10% plus a margin ranging from 1.00% to 1.625% subject to the terms therein or equal to the Base Rate (as defined in the Credit Agreement) plus a margin ranging from 0.00% to 0.625% subject to the terms therein. The lenders’ commitments under the Revolving Line will expire on December 15, 2023, and any borrowings under the Revolving Line will mature on such date.
The Company’s obligations under the Credit Agreement are on an unsecured basis. The proceeds of any borrowings under the Credit Agreement will be used to provide ongoing working capital and for other general corporate purposes of the Company and its subsidiaries (including the repayment of certain existing debt of the Company and its subsidiaries and to backstop the Company’s commercial paper program).
The Credit Agreement contains customary covenants restricting, among other things, the incurrence of indebtedness, certain restricted payments and use of proceeds. Each testing period, the Company must comply with a leverage ratio and an interest coverage ratio.
The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated into this report by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 of this report is incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. |
Description | |
| 10.1 | Revolving Credit Agreement, dated as of February 28, 2023, by and among Fidelity National Information Services, Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto. | |
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are 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: March 3, 2023 | Fidelity National Information Services, Inc. (Registrant) | |||||
| By: | /s/ Chip Keller | |||||
| Name: | Chip Keller | |||||
| Title: | Senior Vice President, Senior Deputy General Counsel and Corporate Secretary | |||||