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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2015
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or
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
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Georgia
(State or other jurisdiction of incorporation or organization)
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37-1490331
(I.R.S. Employer Identification No.)
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601 Riverside Avenue
Jacksonville, Florida
(Address of principal executive offices)
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32204
(Zip Code)
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Title of Each Class:
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Name of Each Exchange on Which Registered:
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Common Stock, par value $0.01 per share
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New York Stock Exchange
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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(Do not check if a smaller reporting company)
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Page
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Item 14
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EX-10.29
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EX- 10.33
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EX-10.37
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EX-10.41
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EX-10.43
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EX-10.44
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EX-10.45
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EX-10.46
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EX-10.47
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EX-10.48
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EX-10.58
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EX-10.59
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EX-10.60
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EX-10.61
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EX-10.62
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EX-10.63
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EX-21.1
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EX-23.1
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EX-31.1
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EX-31.2
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EX-32.1
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EX-32.2
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EX-101 INSTANCE DOCUMENT
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EX-101 SCHEMA DOCUMENT
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EX-101 CALCULATION LINKBASE DOCUMENT
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EX-101 DEFINITION LINKBASE DOCUMENT
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EX-101 LABELS LINKBASE DOCUMENT
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EX-101 PRESENTATION LINKBASE DOCUMENT
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•
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Brand
- FIS has built a global brand known for innovation and thought leadership in the financial services sector. Our Capco subsidiary extends the strong brand through integrated consulting and technology services in this sector, and the completion of the Acquisition will help us expand our brand through the relationships SunGard built across 14,000 customers in more than 100 countries.
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•
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Global Distribution and Scale -
Our worldwide presence, array of solution offerings, customer breadth, established infrastructure and employee depth enable us to leverage our client relationships and global scale to drive revenue growth and operating efficiency. We are a global leader in the markets we serve, supported by a large, knowledgeable talent pool of employees around the world. The complementary solutions and global reach of SunGard further extends our global distribution and scale.
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•
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Extensive Domain Expertise and Extended Portfolio Depth
- FIS has a significant number and wide range of high-quality software applications and service offerings that have been developed over many years with substantial input from our customers. With a business model founded on software and addressing industry verticals that are largely complementary to ours, the Acquisition allows us to extend our breadth of applications and service offerings to financial institutions and other customers. Our broad portfolio of solutions includes a wide range of flexible service arrangements for the deployment and support of our software, from managed processing arrangements, either at the customer's site or at an FIS location, to traditional license and maintenance fee approaches. This broad solution set allows us to bundle tailored or integrated services to compete effectively. In addition, FIS is able to use the modular nature of our software applications and our ability to integrate many of our services with the services of others to provide customized solutions that respond to individualized customer needs. We understand the needs of our customers and have developed and acquired innovative solutions that can give them a competitive advantage and reduce their operating costs.
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•
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Excellent Relationship with Customers
- A significant percentage of FIS’ business with our customers relates to core processing applications and services provided under multi-year, recurring contracts. The nature of these relationships allows us to develop close partnerships with these customers, resulting in high client retention rates. As the breadth of FIS’ service offerings has expanded, we have found that our access to key customer personnel is increasing, presenting greater opportunities for cross-selling and providing integrated, total solutions to our customers. SunGard has served many of its customers for well over a decade. As a result, the Acquisition now significantly extends our access to key customer personnel and further strengthens the customer relationships with those institutions, as it adds relationships with an incremental and broad range of end users, including asset managers, CFOs and Treasurers, traders on the sell-side and buy-side, securities operations managers, fund administrators, risk and compliance officers, plan administrators, and registered investment advisors.
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•
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Expand Client Relationships
- The overall market
we serve
continues to gravitate beyond single-product purchases to multi-solution partnerships. As the market dynamics shift, we expect our clients to rely more on our multidimensional service offerings. Our leveraged solutions and processing expertise can produce meaningful value and cost savings for our clients through more efficient operating processes, improved service quality and convenience for our clients' customers. The complementary solution set acquired from SunGard is expected to help these expanding relationships.
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•
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Build, Buy, or Partner to Add Solutions to Cross-Sell
- We continue to invest in growth through internal product development, as well as through acquisitions and equity investments that complement and extend our existing solutions and capabilities, providing us with additional solutions to cross-sell. The Acquisition adds a significant incremental solution set to our portfolio of offerings. We also partner from time to time with other entities to provide comprehensive offerings to our customers. By investing in solution innovation and integration, we continue to expand our value proposition to our clients.
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•
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Support Our Clients Through Transformation
- Changing market dynamics, particularly in the areas of information security, regulation and innovation, are transforming the way our clients operate, which is driving incremental demand
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Continually Improve to Drive Margin Expansion
- We strive to optimize our performance through investments in infrastructure enhancements, our workforce and other measures that are designed to create organic revenue and margin expansion. With the Acquisition and the resulting extended economies of scale, we are pursuing further margin expansion as we integrate our operations globally.
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•
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Build Global Diversification
- We continue to deploy resources in global markets where we expect to achieve meaningful scale. The SunGard acquisition adds significant customers, resources and solutions globally.
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2015
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2014
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2013
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||||||
IFS
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$
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3,928.9
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$
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3,858.8
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$
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3,712.0
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GFS
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2,717.1
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2,557.3
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2,353.9
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Corporate & Other
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(50.8
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)
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(2.3
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)
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(2.5
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)
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Total Consolidated Revenues
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$
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6,595.2
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$
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6,413.8
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$
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6,063.4
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•
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Core Processing and Ancillary Applications.
Our core processing software applications are designed to run banking processes for our financial institution clients, including deposit and lending systems, customer management, and other central management systems, serving as the system of record for processed activity. Our diverse selection of market-focused core systems enables FIS to compete effectively in a wide range of markets. We also offer a number of services that are ancillary to the primary applications listed above, including branch automation, back office support systems and compliance support.
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•
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Digital Solutions, Including Internet, Mobile and eBanking.
Our comprehensive suite of retail delivery applications enables financial institutions to integrate and streamline customer-facing operations and back-office processes, thereby improving customer interaction across all channels (e.g., branch offices, Internet, ATM, Mobile, call centers). FIS' focus on consumer access has driven significant market innovation in this area, with multi-channel and multi-host solutions and a strategy that provides tight integration of services and a seamless customer experience. FIS is a leader in mobile banking solutions and electronic banking enabling clients to manage banking and payments through the Internet, mobile devices, accounting software and telephone. Our corporate electronic banking solutions provide commercial treasury capabilities including cash management services and multi-bank collection and disbursement services that address the specialized needs of corporate clients. FIS systems provide full accounting and reconciliation for such transactions, serving also as the system of record.
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•
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Fraud, Risk Management and Compliance Solutions.
Our decision solutions offer a spectrum of options that cover the account lifecycle from helping to identify qualified account applicants to managing existing customer accounts and fraud. Our applications include know-your-customer, new account decisioning and opening, account and transaction management, fraud management and collections. Our risk management services use our proprietary risk management
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•
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Electronic Funds Transfer and Network Services.
Our electronic funds transfer and debit card processing businesses offer settlement and card management solutions for financial institution card issuers. We provide traditional ATM- and PIN-based debit network access through NYCE, and emerging real-time payment alternatives are available through our PayNet
®
network. NYCE connects millions of cards and point-of-sale locations nationwide, providing consumers with secure, real-time access to their money. Also through NYCE and PayNet
®
, clients such as financial institutions, retailers and independent ATM operators can capitalize on the efficiency, consumer convenience and security of electronic real-time payments, real-time account-to-account transfers, and strategic alliances such as surcharge-free ATM network arrangements.
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•
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Card Solutions.
More than 5,900 financial institutions use a combination of our technology and/or services to issue VISA
®
, MasterCard
®
or American Express
®
branded credit and debit cards or other electronic payment cards for use by both consumer and business accounts. Card transactions continue to increase as a percentage of total point-of-sale payments, which fuels continuing demand for card-related services. We offer Europay, MasterCard and VISA ("EMV") integrated circuit cards, often referred to as smart cards or chip cards, as well as a variety of stored-value card types and loyalty/reward programs. Our integrated services range from card production and activation to processing to an extensive range of fraud management services and value-added loyalty programs designed to increase card usage and fee-based revenues for financial institutions and merchants. The majority of our programs are full service, including most of the operations and support necessary for an issuer to operate a credit card program. We do not make credit decisions for our card issuing clients. We are also a leading provider of prepaid card services, which include gift cards and reloadable cards, with end-to-end solutions for development, processing and administration of stored-value programs.
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•
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Item Processing and Output Services.
Our item processing services furnish financial institutions with the equipment needed to capture data from checks, transaction tickets and other items; image and sort items; process exceptions through keying; and perform balancing, archiving and the production of statements. Our item processing services are performed at one of our multiple item processing centers located throughout the U.S. or on-site at client locations. Our extensive solutions include distributed (i.e., non-centralized) data capture, mobile deposit capture, check and remittance processing, fraud detection, and document and report management. Clients encompass banks and corporations of all sizes, from de novo banks to the largest financial institutions and corporations. We offer a number of output services that are ancillary to the primary solutions we provide, including print and mail capabilities, document composition software and solutions, and card personalization fulfillment services. Our print and mail services offer complete computer output solutions for the creation, management and delivery of print and fulfillment needs. We provide our card personalization fulfillment services for branded credit cards and branded and non-branded debit and prepaid cards.
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•
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Government Payments Solutions.
We provide comprehensive, customized electronic service applications for government agencies, including Internal Revenue Service (IRS) payment services, government food stamp and nutrition programs known as Supplemental Nutrition Assistance Program (“SNAP”) and Women, Infants and Children ("WIC"). We also facilitate the collection of state income taxes, real estate taxes, utility bills, vehicle registration fees, driver’s license renewal fees, parking tickets, traffic citations, tuition payments, court fees and fines, hunting and fishing license fees, as well as various business licenses.
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•
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ePayment Solutions.
We provide reliable and scalable bill publishing and bill consolidation technology for our clients, generating and facilitating the payment of millions of monthly bills, servicing both billers and financial institution clients. Online bill payment functionality includes credit and debit card-based expedited payments, as well as our emerging person-to-person payment service, PeoplePay ™. Our end-to-end presentment and payment solution provides an all-in-one solution to meet billers’ needs for the distribution and collection of bills and other customer documents. FIS also provides Automated Clearing House ("ACH") processing.
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•
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Retail Solutions.
Our check authorization business provides check risk management and related services to businesses accepting or cashing checks. Our services assess the likelihood (and often provide a guarantee) that a check will clear.
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•
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Retail Banking and Payments Services.
Our GFS operations leverage existing applications and provide services for the specific business needs of our customers in targeted global markets. Services are delivered from our operations centers around the world. Our payment solutions services include fully outsourced card-issuer services and customer support, payment processing and switching services, prepaid and debit card processing, item processing, software licensing and maintenance, outsourced ATM management and retail point-of-sale check warranty services. Our financial solutions services include fully outsourced core bank processing arrangements, application management, software licensing and maintenance and facilities management.
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•
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Securities Processing and Finance.
Our offerings help financial institutions to increase the efficiency, transparency and control of their back-office trading operations, post-trade processing and settlement, risk management, securities lending, syndicated lending, tax processing, and regulatory compliance. The breadth of our offerings also facilitates advanced business intelligence and market data distribution based on our extensive market data access.
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•
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Asset Management
. We offer solutions that help institutional investors, hedge funds, private equity firms, fund administrators and securities transfer agents improve both investment decision-making and operational efficiency, while managing risk and increasing transparency. Our solutions support every stage of the investment process, from research and portfolio management, to valuation, risk management, compliance, investment accounting, transfer agency and client reporting.
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•
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Global Trading
. Our trading solutions provide trade execution, data and network solutions to financial institutions, corporations and municipalities in North America, Europe and other global markets across a variety of asset classes. Our trade execution and network solutions help both buy- and sell-side firms improve execution quality, decrease overall execution costs and address today’s trade connectivity challenges.
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•
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Corporate Liquidity.
Our corporate liquidity solutions help chief financial officers and treasurers manage working capital by increasing visibility to cash, reducing risk and improving communication and response time between a company’s buyers, suppliers, banks and other stakeholders. Our end-to-end collaborative financial management framework helps bring together receivables, treasury and payments for a single view of cash and risk, which helps our clients optimize business processes for enhanced liquidity management.
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•
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Insurance.
Our insurance offerings provide solutions for a variety of insurance lines, including life and health, annuities and pensions, property and casualty, reinsurance and asset management. Our software and services help support front office and back office functions including actuarial risk calculations, policy administration and financial and investment accounting and reporting.
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•
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Wealth Management.
We provide wealth management solutions that help banks, trust companies, brokerage firms, insurance firms, benefit administrators and independent advisors acquire, service and grow their client relationships. We provide solutions for client acquisition, transaction management, trust accounting and recordkeeping that can be deployed as stand-alone products or as part of an integrated wealth management platform.
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•
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Global Commercial Services.
As our clients address their financial, regulatory, growth and security challenges, there is an increased trend toward outsourcing. Our global commercial services include solutions, both onshore and offshore, designed to meet the technology challenges facing clients, large or small, including financial institutions and non-financial institutions. These solutions range in scope from consulting engagements to application development projects and from operations support for a single application to full management of information technology infrastructures. We also provide outsourcing teams to manage costs, improve operational efficiency and transform our clients' back office and customer service processes.
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Strategic Consulting Services.
Capco provides complex, integrated consulting, technology and complex, large-scale IT transformation services to financial institutions. Capco consultants work with financial institutions to design and implement improvements in their information technology architecture, providing design, digital strategy consulting, program and change management and delivery services. Global financial institutions in particular can benefit from the combination of Capco's expertise with FIS' broad solution set as they transform in the evolving marketplace to restore customer confidence, reduce their cost structure and provide innovative solutions to their customers.
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•
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Public Sector and Education.
Our solutions provide clients domain-specific, mission critical enterprise resource planning and administrative software to domestic state and local governments and K-12 educational institutions. Our public sector offerings are designed to meet the specialized needs of local and state governments, public safety and justice agencies, and K-12 educational institutions. These offerings include software and technology services supporting a range of specialized enterprise resource planning and administrative processes for functions such as accounting, human resources, emergency dispatch operations, the operation of courts and jails, and K-12 student information systems.
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•
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Oversight by Banking Regulators.
As a provider of electronic data processing and back-office services to financial institutions, FIS is subject to regulatory oversight and examination by the Federal Financial Institutions Examination Council ("FFIEC"), an interagency body of the Federal Deposit Insurance Corporation, the Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the National Credit Union Administration and various state regulatory authorities as part of the Multi-Region Data Processing Servicer Program ("MDPS"). The MDPS program includes technology suppliers who provide mission critical applications for a large number of financial institutions that are regulated by multiple regulatory agencies. Periodic information technology examination assessments are performed using FFIEC Interagency guidelines to identify potential risks that could adversely affect serviced financial institutions, determine compliance with applicable laws and regulations that affect the services provided to financial institutions and ensure the services we provide to financial institutions do not create systemic risk to the banking system or impact the safe and sound operation of the financial institutions we process. In addition, independent auditors annually review several of our operations to provide reports on internal controls for our clients’ auditors and regulators. We are also subject to review under state and foreign laws and rules that regulate many of the same activities that are described above, including electronic data processing and back-office services for financial institutions and the use of consumer information.
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•
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Oversight by Securities Regulators.
Our subsidiary that conducts our broker-dealer business in the U.S. is registered as a broker-dealer with the SEC, is a member of FINRA, and is registered as a broker-dealer in numerous states. Our broker-dealer is subject to regulation and oversight by the SEC. In addition, FINRA, a self-regulatory organization that is subject to oversight by the SEC, adopts and enforces rules governing the conduct, and examines the activities, of its member firms, including our broker-dealer. State securities regulators also have regulatory or oversight authority over our broker-dealer. Broker-dealers are subject to regulations that cover all aspects of the securities business, including sales methods, trade practices among broker-dealers, public and private securities offerings, use and safekeeping of customers’ funds and securities, capital structure, record keeping, the financing of customers’ purchases and the conduct and qualifications of directors, officers and employees. In particular, as a registered broker-dealer and member of a self-regulatory organization, we are subject to the SEC’s uniform net capital rule, Rule 15c3-1. Rule 15c3-1 specifies the minimum level of net capital a broker-dealer must maintain and also requires that a significant part of a broker-dealer’s assets be kept in relatively liquid form. The SEC and various self-regulatory organizations impose rules that require notification when net capital falls below certain predefined criteria, limit the ratio of subordinated debt to equity in the regulatory capital composition of a broker-dealer and constrain the ability of a broker-dealer to expand its business under certain circumstances. Additionally, the SEC’s uniform net capital rule imposes certain requirements that may have the effect of prohibiting a broker-dealer from distributing or withdrawing capital and requiring prior notice to the SEC for certain withdrawals of capital.
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•
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Privacy.
Our financial institution clients are required to comply with privacy regulations imposed under the Gramm-Leach-Bliley Act. These regulations place restrictions on the use of non-public personal information. All financial institutions must disclose detailed privacy policies to their customers and offer them the opportunity to direct the financial institution not to share information with third parties. The regulations, however, permit financial institutions to share information with non-affiliated parties who perform services for the financial institutions. As a provider of services to financial institutions, we are required to comply with the privacy regulations and are bound by the same limitations on disclosure of the information received from our clients as apply to the financial institutions themselves. Our businesses operating outside of the U.S. are subject to other legal requirements concerning the use and protection of certain customer information, including the E.U. Data Protection Directive and various laws in Asia, including the Japanese Personal Information (Protection) Law, the Hong Kong Personal Data (Protection) Ordinance and the Australian Privacy Act. FIS has adopted measures designed to comply with these and related applicable requirements in all relevant jurisdictions.
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•
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Money Transfer.
Elements of our cash access and money transmission businesses are registered as a Money Services Business and are subject to the USA Patriot Act and reporting requirements of the Bank Secrecy Act and U.S. Treasury Regulations. These businesses may also be subject to certain state, local and tribal licensing requirements. The Financial Crimes Enforcement Network, state attorneys general, and other agencies have enforcement responsibility over laws relating to money laundering, currency transmission, and licensing. In addition, most states have enacted statutes that require entities engaged in money transmission and the sale of stored value cards to register as a money transmitter with that jurisdiction's banking department. Outside the U.S., applicable laws, rules and regulations similarly require designated types of financial institutions to implement anti-money laundering programs. We have implemented policies, procedures and internal controls that are designed to comply with all applicable anti-money laundering laws and regulations. FIS has also implemented policies, procedures, and internal controls that are designed to comply with the regulations and economic sanctions programs administered by the U.S. Treasury’s Office of Foreign Assets Control (“OFAC”), which enforces economic and trade sanctions against targeted foreign countries, entities and individuals based on external threats to the U.S. foreign policy, national security, or economy; by other governments; or by global or regional multilateral organizations, such as the United Nations Security Council and the European Union as applicable.
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•
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Consumer Reporting and Protection.
Our retail check authorization services (Certegy Check Services) and account opening services, including credit scoring analysis (ChexSystems) maintain databases of consumer information and, as a consequence, are subject to the Federal Fair Credit Reporting Act and similar state laws. Among other things, the Federal Fair Credit Reporting Act imposes requirements on us concerning data accuracy, and provides that consumers have the right to know the contents of their files, to dispute their accuracy, and to require verification or removal of disputed information. The Federal Trade Commission, as well as state attorneys general and other agencies, have enforcement responsibility over the collection laws, as well as the various credit reporting laws. In furtherance of our objectives of data accuracy, fair treatment of consumers, protection of consumers’ personal information, and compliance with these laws, we strive to, and have made considerable investment to, maintain a high level of security for our computer systems in which consumer data resides, and we maintain consumer relations call centers to facilitate efficient handling of consumer requests for information and handling disputes. We also are focused on ensuring our operating environments safeguard and protect consumer's personal information in compliance with these laws.
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•
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Debt Collection.
Our collection services supporting our check, card and payment environments are subject to the Federal Fair Debt Collection Practices Act and various state collection laws and licensing requirements. The Federal Trade Commission, as well as state attorneys general and other agencies, have enforcement responsibility over the collection laws, as well as the various credit reporting laws.
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•
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Anti-Corruption
. FIS is subject to applicable anti-corruption laws, such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, in the jurisdictions in which it operates. Anti-corruption laws generally prohibit offering, promising, giving, or authorizing others to give anything of value, either directly or indirectly, to a government official or private party in order to influence official action or otherwise gain an unfair business advantage, such as to obtain or retain business. FIS has implemented policies, procedures, and internal controls that are designed to comply with such laws, rules and regulations.
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Item 1A.
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Risk Factors
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•
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customers periodically renew or upgrade their installed base of our solutions, which trigger buying cycles for current or new versions of our solutions and our revenue generally fluctuates with these refresh cycles as a result;
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•
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the budgeting cycles and purchasing practices of customers, particularly large customers;
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•
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changes in customer, distributor or reseller requirements or market needs;
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•
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deferral of orders from customers in anticipation of new solutions or offerings announced by us or our competitors or otherwise anticipated by the market;
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•
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our ability to successfully expand our business domestically and internationally; and
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•
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insolvency or credit difficulties confronting our customers, which could adversely affect their ability to purchase or pay for our solutions.
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•
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changes in a specific country or region’s political and cultural climate or economic condition, including change in governmental regime;
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•
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trade-protection measures, import or export licensing requirements such as Export Administration Regulations promulgated by the U.S. Department of Commerce and fines, penalties or suspension or revocation of export privileges;
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•
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trade sanctions imposed by the United States or other governments with jurisdictional authority over our business operations;
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•
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the effects of applicable and potentially adverse foreign tax law changes;
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•
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significant adverse changes in foreign currency exchange rates;
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•
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longer accounts receivable cycles;
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•
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managing a geographically dispersed workforce; and
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•
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compliance with the United States Foreign Corrupt Practices Act, or FCPA, and the Office of Foreign Assets
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•
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managing a larger combined company;
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•
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consolidating corporate and administrative infrastructures;
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•
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difficulties attracting and retaining key personnel;
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•
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loss of customers and suppliers and inability to attract new customers and suppliers;
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•
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unanticipated issues in integrating information technology, communications and other systems; and
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•
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unforeseen and unexpected liabilities related to the Acquisition or legacy SunGard business.
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•
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the risk that the Acquisition disrupts current and future plans and operations;
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•
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the effects of the Acquisition on our financial results;
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•
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potential difficulties in employee retention as a result of the Acquisition ;
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•
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disruption from the Acquisition, making it difficult to maintain business and operational relationships;
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•
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the risk that the businesses will not be integrated successfully, or that the integration will be more costly or more time-consuming and complex than anticipated;
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•
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the risk that cost savings and other synergies anticipated to be realized from the Acquisition may not be fully realized or may take longer or be more costly to realize than expected;
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•
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the risk of doing business internationally;
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•
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changes in general economic, business and political conditions, including the possibility of intensified international hostilities, acts of terrorism, and changes in either or both the United States and international lending, capital and financial markets;
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•
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the effect of legislative initiatives or proposals, statutory changes, governmental or other applicable regulations and/or changes in industry requirements, including privacy regulations;
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•
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the risks of reduction in revenue from the elimination of existing and potential customers due to consolidation in, or new laws or regulations affecting, the banking, retail and financial services industries or due to financial failures or other setbacks suffered by firms in those industries;
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•
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changes in the growth rates of the markets for our solutions;
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•
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failures to adapt solutions to changes in technology or in the marketplace;
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•
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internal or external security breaches of our systems, including those relating to the unauthorized access, theft, corruption or loss of personal information and computer viruses and other malware affecting our software or platforms, and the reactions of customers, card associations, government regulators and others to any such events;
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•
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the risk that implementation of software (including software updates) for customers or at customer locations may result in the corruption or loss of data or customer information, interruption of business operations, exposure to liability claims or loss of customers;
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•
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the reaction of current and potential customers to communications from us or regulators regarding information security, risk management, internal audit or other matters;
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•
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competitive pressures on pricing related to our solutions including the ability to attract new, or retain existing, customers;
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•
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an operational or natural disaster at one of our major operations centers; and
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•
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other risks detailed elsewhere in this Risk Factors section and in our other filings with the Securities and Exchange Commission.
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Item 1B.
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Unresolved Staff Comments
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Item 2.
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Properties
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Item 3.
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Legal Proceedings
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•
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These matters raise difficult and complicated factual and legal issues and are subject to many uncertainties and complexities.
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•
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The Company reviews all of its litigation on an on-going basis and follows the authoritative provisions for accounting for contingencies when making accrual and disclosure decisions. A liability must be accrued if (a) it is probable that a liability has been incurred and (b) the amount of loss can be reasonably estimated. If one of these criteria has not been met, disclosure is required when there is at least a reasonable possibility that a material loss may be incurred. When assessing reasonably possible and probable outcomes, the Company bases decisions on the assessment of the ultimate outcome following all appeals. Legal fees associated with defending litigation matters are expensed as incurred.
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Item 4.
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Mine Safety Disclosures
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Item 5.
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Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
High
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Low
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|
Dividend
|
||||||
2015
|
|
|
|
|
|
|
|
|
|||
First Quarter
|
$
|
68.68
|
|
|
$
|
61.25
|
|
|
$
|
0.26
|
|
Second Quarter
|
$
|
68.51
|
|
|
$
|
61.78
|
|
|
$
|
0.26
|
|
Third Quarter
|
$
|
71.86
|
|
|
$
|
61.58
|
|
|
$
|
0.26
|
|
Fourth Quarter
|
$
|
73.50
|
|
|
$
|
58.52
|
|
|
$
|
0.26
|
|
2014
|
|
|
|
|
|
|
|
|
|||
First Quarter
|
$
|
56.55
|
|
|
$
|
48.87
|
|
|
$
|
0.24
|
|
Second Quarter
|
$
|
55.29
|
|
|
$
|
51.28
|
|
|
$
|
0.24
|
|
Third Quarter
|
$
|
58.51
|
|
|
$
|
54.86
|
|
|
$
|
0.24
|
|
Fourth Quarter
|
$
|
64.04
|
|
|
$
|
52.38
|
|
|
$
|
0.24
|
|
|
|
|
|
|
|
Total cost of shares
|
|||||
|
|
|
|
|
|
purchased as part of
|
|||||
|
|
Total number of
|
|
Average price
|
|
publicly announced
|
|||||
Year ended
|
|
shares purchased
|
|
paid per share
|
|
plans or programs
|
|||||
December 31, 2015
|
|
4.5
|
|
|
$
|
66.10
|
|
|
$
|
300.4
|
|
December 31, 2014
|
|
8.7
|
|
|
$
|
54.89
|
|
|
$
|
475.5
|
|
December 31, 2013
|
|
10.7
|
|
|
$
|
44.58
|
|
|
$
|
475.9
|
|
December 31, 2012 *
|
|
14.0
|
|
|
$
|
32.24
|
|
|
$
|
451.4
|
|
December 31, 2011
|
|
15.0
|
|
|
$
|
26.61
|
|
|
$
|
399.2
|
|
December 31, 2010
|
|
1.4
|
|
|
$
|
22.97
|
|
|
$
|
32.2
|
|
Item 6.
|
Selected Financial Data
|
|
Year Ended December 31,
|
||||||||||||||||||
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
||||||||||
|
|
|
(In millions, except per share data)
|
|
|
||||||||||||||
Statement of Earnings Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Processing and services revenues
|
$
|
6,595.2
|
|
|
$
|
6,413.8
|
|
|
$
|
6,063.4
|
|
|
$
|
5,795.8
|
|
|
$
|
5,616.5
|
|
Cost of revenues
|
4,393.2
|
|
|
4,328.3
|
|
|
4,092.7
|
|
|
3,956.2
|
|
|
3,924.5
|
|
|||||
Gross profit
|
2,202.0
|
|
|
2,085.5
|
|
|
1,970.7
|
|
|
1,839.6
|
|
|
1,692.0
|
|
|||||
Selling, general and administrative expenses
|
1,102.8
|
|
|
814.9
|
|
|
907.8
|
|
|
763.3
|
|
|
636.8
|
|
|||||
Impairment charges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.1
|
|
|||||
Operating income
|
1,099.2
|
|
|
1,270.6
|
|
|
1,062.9
|
|
|
1,076.3
|
|
|
1,046.1
|
|
|||||
Total other income (expense)
|
(62.3
|
)
|
|
(217.2
|
)
|
|
(239.4
|
)
|
|
(248.0
|
)
|
|
(322.5
|
)
|
|||||
Earnings from continuing operations before income taxes and equity in loss of unconsolidated entities
|
1,036.9
|
|
|
1,053.4
|
|
|
823.5
|
|
|
828.3
|
|
|
723.6
|
|
|||||
Provision for income taxes
|
378.8
|
|
|
335.1
|
|
|
308.9
|
|
|
270.1
|
|
|
231.6
|
|
|||||
Earnings from continuing operations, net of tax
|
658.1
|
|
|
718.3
|
|
|
514.6
|
|
|
558.2
|
|
|
492.0
|
|
|||||
Earnings (loss) from discontinued operations, net of tax
|
(7.3
|
)
|
|
(11.4
|
)
|
|
3.1
|
|
|
(77.1
|
)
|
|
(10.9
|
)
|
|||||
Net earnings
|
650.8
|
|
|
706.9
|
|
|
517.7
|
|
|
481.1
|
|
|
481.1
|
|
|||||
Net (earnings) loss attributable to noncontrolling interest
|
(19.3
|
)
|
|
(27.8
|
)
|
|
(24.6
|
)
|
|
(19.9
|
)
|
|
(11.5
|
)
|
|||||
Net earnings attributable to FIS
|
$
|
631.5
|
|
|
$
|
679.1
|
|
|
$
|
493.1
|
|
|
$
|
461.2
|
|
|
$
|
469.6
|
|
Net earnings per share — basic from continuing operations attributable to FIS common stockholders
|
$
|
2.24
|
|
|
$
|
2.42
|
|
|
$
|
1.69
|
|
|
$
|
1.84
|
|
|
$
|
1.60
|
|
Net earnings (loss) per share — basic from discontinued operations attributable to FIS common stockholders
|
(0.03
|
)
|
|
(0.04
|
)
|
|
0.01
|
|
|
(0.26
|
)
|
|
(0.04
|
)
|
|||||
Net earnings per share — basic attributable to FIS common stockholders
|
$
|
2.22
|
|
|
$
|
2.38
|
|
|
$
|
1.70
|
|
|
$
|
1.58
|
|
|
$
|
1.56
|
|
Weighted average shares — basic
|
285.0
|
|
|
284.8
|
|
|
289.7
|
|
|
291.8
|
|
|
300.6
|
|
|||||
Net earnings per share — diluted from continuing operations attributable to FIS common stockholders
|
$
|
2.21
|
|
|
$
|
2.39
|
|
|
$
|
1.67
|
|
|
$
|
1.81
|
|
|
$
|
1.57
|
|
Net earnings (loss) per share — diluted from discontinued operations attributable to FIS common stockholders
|
(0.03
|
)
|
|
(0.04
|
)
|
|
0.01
|
|
|
(0.26
|
)
|
|
(0.04
|
)
|
|||||
Net earnings per share — diluted attributable to FIS common stockholders
|
$
|
2.19
|
|
|
$
|
2.35
|
|
|
$
|
1.68
|
|
|
$
|
1.55
|
|
|
$
|
1.53
|
|
Weighted average shares — diluted
|
288.7
|
|
|
288.7
|
|
|
294.2
|
|
|
297.5
|
|
|
307.0
|
|
|||||
Amounts attributable to FIS common stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Earnings from continuing operations, net of tax
|
$
|
638.8
|
|
|
$
|
690.5
|
|
|
$
|
490.0
|
|
|
$
|
538.3
|
|
|
$
|
480.5
|
|
Earnings (loss) from discontinued operations, net of tax
|
(7.3
|
)
|
|
(11.4
|
)
|
|
3.1
|
|
|
(77.1
|
)
|
|
(10.9
|
)
|
|||||
Net earnings attributable to FIS common stockholders
|
$
|
631.5
|
|
|
$
|
679.1
|
|
|
$
|
493.1
|
|
|
$
|
461.2
|
|
|
$
|
469.6
|
|
|
As of December 31,
|
||||||||||||||||||
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
||||||||||
|
(In millions, except per share data)
|
||||||||||||||||||
Balance Sheet Data
:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Cash and cash equivalents
|
$
|
687.6
|
|
|
$
|
492.8
|
|
|
$
|
547.5
|
|
|
$
|
517.6
|
|
|
$
|
415.5
|
|
Goodwill
|
14,744.7
|
|
|
8,877.6
|
|
|
8,500.0
|
|
|
8,381.5
|
|
|
8,542.8
|
|
|||||
Other intangible assets, net
|
5,159.2
|
|
|
1,268.0
|
|
|
1,339.3
|
|
|
1,576.2
|
|
|
1,903.3
|
|
|||||
Total assets
|
26,268.8
|
|
|
14,520.5
|
|
|
13,960.1
|
|
|
13,549.7
|
|
|
13,873.2
|
|
|||||
Total long-term debt
|
11,513.1
|
|
|
5,067.7
|
|
|
4,468.6
|
|
|
4,385.5
|
|
|
4,809.8
|
|
|||||
Total FIS stockholders’ equity
|
9,321.0
|
|
|
6,556.7
|
|
|
6,580.5
|
|
|
6,640.9
|
|
|
6,503.0
|
|
|||||
Noncontrolling interest
|
85.8
|
|
|
134.8
|
|
|
156.8
|
|
|
152.7
|
|
|
148.2
|
|
|||||
Total equity
|
9,406.8
|
|
|
6,691.5
|
|
|
6,737.3
|
|
|
6,793.6
|
|
|
6,651.2
|
|
|||||
Cash dividends declared per share
|
$
|
1.04
|
|
|
$
|
0.96
|
|
|
$
|
0.88
|
|
|
$
|
0.80
|
|
|
$
|
0.20
|
|
|
Quarter Ended
|
||||||||||||||
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
|
(In millions, except per share data)
|
||||||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
||||
Processing and services revenues
|
$
|
1,554.8
|
|
|
$
|
1,586.8
|
|
|
$
|
1,578.8
|
|
|
$
|
1,874.8
|
|
Gross profit
|
484.5
|
|
|
517.8
|
|
|
557.5
|
|
|
642.2
|
|
||||
Earnings from continuing operations before income taxes
|
176.3
|
|
|
403.3
|
|
|
281.5
|
|
|
175.8
|
|
||||
Net earnings attributable to FIS common stockholders
|
110.9
|
|
|
240.2
|
|
|
175.2
|
|
|
105.2
|
|
||||
Net earnings per share — basic attributable to FIS common stockholders
|
$
|
0.39
|
|
|
$
|
0.85
|
|
|
$
|
0.62
|
|
|
$
|
0.36
|
|
Net earnings per share — diluted attributable to FIS common stockholders
|
$
|
0.39
|
|
|
$
|
0.84
|
|
|
$
|
0.62
|
|
|
$
|
0.35
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
||||
Processing and services revenues
|
$
|
1,520.3
|
|
|
$
|
1,599.1
|
|
|
$
|
1,605.3
|
|
|
$
|
1,689.1
|
|
Gross profit
|
475.9
|
|
|
506.6
|
|
|
530.8
|
|
|
572.2
|
|
||||
Earnings from continuing operations before income taxes
|
244.5
|
|
|
266.6
|
|
|
231.2
|
|
|
311.1
|
|
||||
Net earnings attributable to FIS common stockholders
|
154.5
|
|
|
178.8
|
|
|
150.5
|
|
|
195.3
|
|
||||
Net earnings per share — basic attributable to FIS common stockholders
|
$
|
0.54
|
|
|
$
|
0.63
|
|
|
$
|
0.53
|
|
|
$
|
0.69
|
|
Net earnings per share — diluted attributable to FIS common stockholders
|
$
|
0.53
|
|
|
$
|
0.62
|
|
|
$
|
0.52
|
|
|
$
|
0.68
|
|
Item 7.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
•
|
On November 30, 2015, we completed the SunGard acquisition for consideration of approximately 41.8 million shares of common stock of FIS and approximately $2,334.8 million in cash. In addition, we issued restricted stock units ("RSUs") to SunGard employees covering approximately 2.4 million shares of FIS common stock in exchange for unvested SunGard RSUs. FIS also repaid approximately $4.7 billion in the aggregate principal amount of SunGard debt. We funded the cash portion of the merger consideration, the pay-off of the indebtedness of SunGard and the payment of transaction-related expenses through a combination of available cash-on-hand and proceeds from debt financings, including proceeds from an issuance in October 2015 of $4.5 billion aggregate principal amount of senior unsecured notes of FIS. SunGard's results of operations and financial position have been included in the consolidated financial statements from and after the date of acquisition. See Note 6 to the Consolidated Financial Statements included in Item 8 of Part II of this Annual Report.
|
•
|
We have engaged in share repurchase programs throughout all periods presented. In 2015, we repurchased a total of
4.5 million
shares for
$300.4 million
; in 2014, we repurchased a total of
8.7 million
shares for $
475.5 million
; and in 2013, we repurchased a total of
10.7 million
shares for
$475.9 million
.
|
|
2015
|
|
2014
|
|
2013
|
||||||
Processing and services revenues
|
$
|
6,595.2
|
|
|
$
|
6,413.8
|
|
|
$
|
6,063.4
|
|
Cost of revenues
|
4,393.2
|
|
|
4,328.3
|
|
|
4,092.7
|
|
|||
Gross profit
|
2,202.0
|
|
|
2,085.5
|
|
|
1,970.7
|
|
|||
Selling, general, and administrative expenses
|
1,102.8
|
|
|
814.9
|
|
|
907.8
|
|
|||
Operating income
|
1,099.2
|
|
|
1,270.6
|
|
|
1,062.9
|
|
|||
Other income (expense):
|
|
|
|
|
|
|
|
|
|||
Interest income
|
15.7
|
|
|
15.3
|
|
|
10.4
|
|
|||
Interest expense
|
(199.1
|
)
|
|
(172.8
|
)
|
|
(198.6
|
)
|
|||
Other income (expense), net
|
121.1
|
|
|
(59.7
|
)
|
|
(51.2
|
)
|
|||
Total other income (expense)
|
(62.3
|
)
|
|
(217.2
|
)
|
|
(239.4
|
)
|
|||
Earnings from continuing operations before income taxes
|
1,036.9
|
|
|
1,053.4
|
|
|
823.5
|
|
|||
Provision for income taxes
|
378.8
|
|
|
335.1
|
|
|
308.9
|
|
|||
Earnings from continuing operations, net of tax
|
658.1
|
|
|
718.3
|
|
|
514.6
|
|
|||
Earnings (loss) from discontinued operations, net of tax
|
(7.3
|
)
|
|
(11.4
|
)
|
|
3.1
|
|
|||
Net earnings
|
650.8
|
|
|
706.9
|
|
|
517.7
|
|
|||
Net (earnings) loss attributable to noncontrolling interest
|
(19.3
|
)
|
|
(27.8
|
)
|
|
(24.6
|
)
|
|||
Net earnings attributable to FIS
|
$
|
631.5
|
|
|
$
|
679.1
|
|
|
$
|
493.1
|
|
Net earnings per share — basic from continuing operations attributable to FIS common stockholders
|
$
|
2.24
|
|
|
$
|
2.42
|
|
|
$
|
1.69
|
|
Net earnings (loss) per share — basic from discontinued operations attributable to FIS common stockholders
|
(0.03
|
)
|
|
(0.04
|
)
|
|
0.01
|
|
|||
Net earnings per share — basic attributable to FIS common stockholders *
|
$
|
2.22
|
|
|
$
|
2.38
|
|
|
$
|
1.70
|
|
Weighted average shares outstanding — basic
|
285.0
|
|
|
284.8
|
|
|
289.7
|
|
|||
Net earnings per share — diluted from continuing operations attributable to FIS common stockholders
|
$
|
2.21
|
|
|
$
|
2.39
|
|
|
$
|
1.67
|
|
Net earnings (loss) per share — diluted from discontinued operations attributable to FIS common stockholders
|
(0.03
|
)
|
|
(0.04
|
)
|
|
0.01
|
|
|||
Net earnings per share — diluted attributable to FIS common stockholders *
|
$
|
2.19
|
|
|
$
|
2.35
|
|
|
$
|
1.68
|
|
Weighted average shares outstanding — diluted
|
288.7
|
|
|
288.7
|
|
|
294.2
|
|
|||
Amounts attributable to FIS common stockholders:
|
|
|
|
|
|
|
|
|
|||
Earnings from continuing operations, net of tax
|
$
|
638.8
|
|
|
$
|
690.5
|
|
|
$
|
490.0
|
|
Earnings (loss) from discontinued operations, net of tax
|
(7.3
|
)
|
|
(11.4
|
)
|
|
3.1
|
|
|||
Net earnings attributable to FIS
|
$
|
631.5
|
|
|
$
|
679.1
|
|
|
$
|
493.1
|
|
Earnings (loss), net of tax
|
2015
|
|
2014
|
|
2013
|
||||||
eCas business line
|
$
|
(3.9
|
)
|
|
$
|
(5.1
|
)
|
|
$
|
1.2
|
|
ClearPar
|
—
|
|
|
—
|
|
|
16.7
|
|
|||
Healthcare Benefit Solutions Business
|
—
|
|
|
—
|
|
|
0.1
|
|
|||
Participacoes operations
|
(3.4
|
)
|
|
(6.3
|
)
|
|
(14.9
|
)
|
|||
Total discontinued operations
|
$
|
(7.3
|
)
|
|
$
|
(11.4
|
)
|
|
$
|
3.1
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Processing and services revenues
|
$
|
3,928.9
|
|
|
$
|
3,858.8
|
|
|
$
|
3,712.0
|
|
Operating income
|
$
|
1,342.8
|
|
|
$
|
1,314.8
|
|
|
$
|
1,287.6
|
|
Operating margin
|
34.2
|
%
|
|
34.1
|
%
|
|
34.7
|
%
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Processing and services revenues
|
$
|
2,717.1
|
|
|
$
|
2,557.3
|
|
|
$
|
2,353.9
|
|
Operating income
|
$
|
448.0
|
|
|
$
|
386.9
|
|
|
$
|
350.0
|
|
Operating margin
|
16.5
|
%
|
|
15.1
|
%
|
|
14.9
|
%
|
|
|
|
|
Payments Due in
|
||||||||||||||||
|
|
|
|
Less than
|
|
1-3
|
|
3-5
|
|
More than
|
||||||||||
Type of Obligations
|
|
Total
|
|
1 Year
|
|
Years
|
|
Years
|
|
5 Years
|
||||||||||
Long-term debt
|
|
$
|
11,513.1
|
|
|
$
|
15.3
|
|
|
$
|
4,113.2
|
|
|
$
|
2,997.8
|
|
|
$
|
4,386.8
|
|
Interest (1)
|
|
2,167.8
|
|
|
364.0
|
|
|
664.9
|
|
|
524.0
|
|
|
614.9
|
|
|||||
Operating leases
|
|
437.7
|
|
|
107.6
|
|
|
181.1
|
|
|
93.6
|
|
|
55.4
|
|
|||||
Data processing and maintenance
|
|
478.5
|
|
|
174.8
|
|
|
222.8
|
|
|
44.3
|
|
|
36.6
|
|
|||||
Other contractual obligations (2)
|
|
120.2
|
|
|
27.9
|
|
|
48.5
|
|
|
33.6
|
|
|
10.2
|
|
|||||
Total
|
|
$
|
14,717.3
|
|
|
$
|
689.6
|
|
|
$
|
5,230.5
|
|
|
$
|
3,693.3
|
|
|
$
|
5,103.9
|
|
(1)
|
The calculations above assume that: (a) applicable margins and commitment fees remain constant; (b) all variable rate debt is priced at the one-month LIBOR rate in effect as of
December 31, 2015
; and (c) no refinancing occurs at debt maturity.
|
(2)
|
Amount includes the estimated payment for labor claims related to FIS' former item processing and remittance operations in Brazil (see Note 3 of the Notes to Consolidated Financial Statements), amounts due to the Brazilian venture partner, Capco contingent consideration payments (see Note 6 of the Notes to Consolidated Financial Statements) and other contractual obligations.
|
Item 7A.
|
Quantitative and Qualitative Disclosure About Market Risks
|
Effective date
|
|
Termination date
|
|
Notional amount
|
|
Bank pays
variable rate of
|
|
FIS pays
fixed rate of
|
|
|||
February 3, 2014
|
|
February 1, 2017
|
|
$
|
400.0
|
|
|
One Month LIBOR (1)
|
|
0.89
|
%
|
(2)
|
January 4, 2016
|
|
January 1, 2017
|
|
400.0
|
|
|
One Month LIBOR (1)
|
|
0.65
|
%
|
(2)
|
|
January 4, 2016
|
|
January 1, 2018
|
|
500.0
|
|
|
One Month LIBOR (1)
|
|
0.92
|
%
|
(2)
|
|
January 4, 2016
|
|
January 1, 2019
|
|
250.0
|
|
|
One Month LIBOR (1)
|
|
1.18
|
%
|
(2)
|
|
|
|
|
|
$
|
1,550.0
|
|
|
|
|
|
|
(1)
|
0.43%
in effect as of
December 31, 2015
.
|
(2)
|
Does not include the applicable margin and facility fees paid to lenders on Term Loans and the Revolving Loan as described in Note 13 of the Notes to Consolidated Financial Statements.
|
Currency
|
|
2015
|
|
2014
|
|
2013
|
||||||
Real
|
|
$
|
28.9
|
|
|
$
|
38.0
|
|
|
$
|
41.3
|
|
Euro
|
|
32.6
|
|
|
30.5
|
|
|
28.2
|
|
|||
Pound Sterling
|
|
34.2
|
|
|
30.6
|
|
|
22.4
|
|
|||
Indian Rupee
|
|
10.4
|
|
|
8.2
|
|
|
5.4
|
|
|||
Total impact
|
|
$
|
106.1
|
|
|
$
|
107.3
|
|
|
$
|
97.3
|
|
|
Page
Number
|
|
2015
|
|
2014
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
687.6
|
|
|
$
|
492.8
|
|
Settlement deposits
|
370.9
|
|
|
393.9
|
|
||
Trade receivables, net
|
1,701.2
|
|
|
1,126.4
|
|
||
Settlement receivables
|
161.9
|
|
|
153.7
|
|
||
Other receivables
|
196.6
|
|
|
31.5
|
|
||
Due from Brazilian venture partner
|
30.5
|
|
|
33.6
|
|
||
Prepaid expenses and other current assets
|
262.9
|
|
|
167.0
|
|
||
Deferred income taxes
|
99.8
|
|
|
67.4
|
|
||
Assets held for sale
|
—
|
|
|
6.8
|
|
||
Total current assets
|
3,511.4
|
|
|
2,473.1
|
|
||
Property and equipment, net
|
610.7
|
|
|
483.3
|
|
||
Goodwill
|
14,744.7
|
|
|
8,877.6
|
|
||
Intangible assets, net
|
5,159.2
|
|
|
1,268.0
|
|
||
Computer software, net
|
1,583.6
|
|
|
893.4
|
|
||
Deferred contract costs
|
253.0
|
|
|
213.2
|
|
||
Other noncurrent assets
|
406.2
|
|
|
311.9
|
|
||
Total assets
|
$
|
26,268.8
|
|
|
$
|
14,520.5
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued liabilities
|
$
|
1,186.4
|
|
|
$
|
730.3
|
|
Settlement payables
|
537.7
|
|
|
558.4
|
|
||
Deferred revenues
|
615.3
|
|
|
279.4
|
|
||
Current portion of long-term debt
|
15.3
|
|
|
13.1
|
|
||
Due to Brazilian venture partner
|
9.2
|
|
|
13.3
|
|
||
Liabilities held for sale
|
—
|
|
|
4.4
|
|
||
Total current liabilities
|
2,363.9
|
|
|
1,598.9
|
|
||
Long-term debt, excluding current portion
|
11,497.8
|
|
|
5,054.6
|
|
||
Deferred income taxes
|
2,658.4
|
|
|
874.4
|
|
||
Due to Brazilian venture partner
|
24.0
|
|
|
29.6
|
|
||
Deferred revenues
|
30.4
|
|
|
26.1
|
|
||
Other long-term liabilities
|
287.5
|
|
|
245.4
|
|
||
Total liabilities
|
16,862.0
|
|
|
7,829.0
|
|
||
Equity:
|
|
|
|
||||
FIS stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.01 par value, 200 shares authorized, none issued and outstanding as of December 31, 2015 and 2014
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value, 600 shares authorized, 430.1 and 387.6 shares issued as of
December 31, 2015 and 2014, respectively
|
4.3
|
|
|
3.9
|
|
||
Additional paid in capital
|
10,209.7
|
|
|
7,336.8
|
|
||
Retained earnings
|
3,072.9
|
|
|
2,746.8
|
|
||
Accumulated other comprehensive earnings
|
(279.4
|
)
|
|
(107.2
|
)
|
||
Treasury stock, $0.01 par value, 105.6 and 102.7 shares as of December 31, 2015 and 2014, respectively, at cost
|
(3,686.5
|
)
|
|
(3,423.6
|
)
|
||
Total FIS stockholders’ equity
|
9,321.0
|
|
|
6,556.7
|
|
||
Noncontrolling interest
|
85.8
|
|
|
134.8
|
|
||
Total equity
|
9,406.8
|
|
|
6,691.5
|
|
||
Total liabilities and equity
|
$
|
26,268.8
|
|
|
$
|
14,520.5
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
|
|
|
|
|
||||||
Processing and services revenues (for related party activity, see note 5)
|
$
|
6,595.2
|
|
|
$
|
6,413.8
|
|
|
$
|
6,063.4
|
|
Cost of revenues (for related party activity, see note 5)
|
4,393.2
|
|
|
4,328.3
|
|
|
4,092.7
|
|
|||
Gross profit
|
2,202.0
|
|
|
2,085.5
|
|
|
1,970.7
|
|
|||
Selling, general, and administrative expenses (for related party activity, see note 5)
|
1,102.8
|
|
|
814.9
|
|
|
907.8
|
|
|||
Operating income
|
1,099.2
|
|
|
1,270.6
|
|
|
1,062.9
|
|
|||
Other income (expense):
|
|
|
|
|
|
||||||
Interest income
|
15.7
|
|
|
15.3
|
|
|
10.4
|
|
|||
Interest expense
|
(199.1
|
)
|
|
(172.8
|
)
|
|
(198.6
|
)
|
|||
Other income (expense), net
|
121.1
|
|
|
(59.7
|
)
|
|
(51.2
|
)
|
|||
Total other income (expense)
|
(62.3
|
)
|
|
(217.2
|
)
|
|
(239.4
|
)
|
|||
Earnings from continuing operations before income taxes
|
1,036.9
|
|
|
1,053.4
|
|
|
823.5
|
|
|||
Provision for income taxes
|
378.8
|
|
|
335.1
|
|
|
308.9
|
|
|||
Earnings from continuing operations, net of tax
|
658.1
|
|
|
718.3
|
|
|
514.6
|
|
|||
Earnings (loss) from discontinued operations, net of tax
|
(7.3
|
)
|
|
(11.4
|
)
|
|
3.1
|
|
|||
Net earnings
|
650.8
|
|
|
706.9
|
|
|
517.7
|
|
|||
Net earnings attributable to noncontrolling interest
|
(19.3
|
)
|
|
(27.8
|
)
|
|
(24.6
|
)
|
|||
Net earnings attributable to FIS common stockholders
|
$
|
631.5
|
|
|
$
|
679.1
|
|
|
$
|
493.1
|
|
Net earnings per share — basic from continuing operations attributable to FIS common stockholders
|
$
|
2.24
|
|
|
$
|
2.42
|
|
|
$
|
1.69
|
|
Net earnings (loss) per share — basic from discontinued operations attributable to FIS common stockholders
|
(0.03
|
)
|
|
(0.04
|
)
|
|
0.01
|
|
|||
Net earnings per share — basic attributable to FIS common stockholders *
|
$
|
2.22
|
|
|
$
|
2.38
|
|
|
$
|
1.70
|
|
Weighted average shares outstanding — basic
|
285.0
|
|
|
284.8
|
|
|
289.7
|
|
|||
Net earnings per share — diluted from continuing operations attributable to FIS common stockholders
|
$
|
2.21
|
|
|
$
|
2.39
|
|
|
$
|
1.67
|
|
Net earnings (loss) per share — diluted from discontinued operations attributable to FIS common stockholders
|
(0.03
|
)
|
|
(0.04
|
)
|
|
0.01
|
|
|||
Net earnings per share — diluted attributable to FIS common stockholders *
|
$
|
2.19
|
|
|
$
|
2.35
|
|
|
$
|
1.68
|
|
Weighted average shares outstanding — diluted
|
288.7
|
|
|
288.7
|
|
|
294.2
|
|
|||
Amounts attributable to FIS common stockholders:
|
|
|
|
|
|
||||||
Earnings from continuing operations, net of tax
|
$
|
638.8
|
|
|
$
|
690.5
|
|
|
$
|
490.0
|
|
Earnings (loss) from discontinued operations, net of tax
|
(7.3
|
)
|
|
(11.4
|
)
|
|
3.1
|
|
|||
Net earnings attributable to FIS common stockholders
|
$
|
631.5
|
|
|
$
|
679.1
|
|
|
$
|
493.1
|
|
|
2015
|
|
2014
|
|
2013
|
||||||||||||||||||
Net earnings
|
|
|
$
|
650.8
|
|
|
|
|
$
|
706.9
|
|
|
|
|
$
|
517.7
|
|
||||||
Other comprehensive earnings, before tax:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gain (loss) on investments and derivatives
|
$
|
(16.9
|
)
|
|
|
|
$
|
(3.6
|
)
|
|
|
|
$
|
2.8
|
|
|
|
||||||
Reclassification adjustment for gains (losses) included in net earnings
|
3.7
|
|
|
|
|
6.3
|
|
|
|
|
(1.5
|
)
|
|
|
|||||||||
Unrealized gain (loss) on investments and derivatives, net
|
(13.2
|
)
|
|
|
|
2.7
|
|
|
|
|
1.3
|
|
|
|
|||||||||
Foreign currency translation adjustments
|
(196.0
|
)
|
|
|
|
(107.8
|
)
|
|
|
|
(62.2
|
)
|
|
|
|||||||||
Minimum pension liability adjustments
|
(0.7
|
)
|
|
|
|
(9.9
|
)
|
|
|
|
(1.6
|
)
|
|
|
|||||||||
Other comprehensive earnings (loss), before tax
|
(209.9
|
)
|
|
|
|
(115.0
|
)
|
|
|
|
(62.5
|
)
|
|
|
|||||||||
Provision for income tax expense (benefit) related to items of other comprehensive earnings
|
(5.3
|
)
|
|
|
|
(6.7
|
)
|
|
|
|
(5.5
|
)
|
|
|
|||||||||
Other comprehensive earnings (loss), net of tax
|
$
|
(204.6
|
)
|
|
(204.6
|
)
|
|
$
|
(108.3
|
)
|
|
(108.3
|
)
|
|
$
|
(57.0
|
)
|
|
(57.0
|
)
|
|||
Comprehensive earnings
|
|
|
446.2
|
|
|
|
|
598.6
|
|
|
|
|
460.7
|
|
|||||||||
Net (earnings) loss attributable to noncontrolling interest
|
|
|
(19.3
|
)
|
|
|
|
(27.8
|
)
|
|
|
|
(24.6
|
)
|
|||||||||
Other comprehensive (earnings) losses attributable to noncontrolling interest
|
|
|
32.4
|
|
|
|
|
11.0
|
|
|
|
|
17.1
|
|
|||||||||
Comprehensive earnings attributable to FIS common stockholders
|
|
|
$
|
459.3
|
|
|
|
|
$
|
581.8
|
|
|
|
|
$
|
453.2
|
|
FIDELITY NATIONAL INFORMATION SERVICES, INC.
AND SUBSIDIARIES
Consolidated Statements of Equity
Years ended December 31, 2015, 2014 and 2013
(In millions, except per share amounts)
|
|||||||||||||||||||||||||||||||||
|
|
|
|
|
Amount
|
||||||||||||||||||||||||||||
|
|
|
|
|
FIS Stockholders
|
|
|
|
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
||||||||||||||||
|
Number of shares
|
|
|
|
Additional
|
|
|
|
other
|
|
|
|
|
|
|
||||||||||||||||||
|
Common
|
|
Treasury
|
|
Common
|
|
paid in
|
|
Retained
|
|
comprehensive
|
|
Treasury
|
|
Noncontrolling
|
|
Total
|
||||||||||||||||
|
shares
|
|
shares
|
|
stock
|
|
capital
|
|
earnings
|
|
earnings
|
|
stock
|
|
interest
|
|
equity
|
||||||||||||||||
Balances, December 31, 2012
|
385.9
|
|
|
(91.8
|
)
|
|
$
|
3.8
|
|
|
$
|
7,197.0
|
|
|
$
|
2,105.8
|
|
|
$
|
30.0
|
|
|
$
|
(2,695.7
|
)
|
|
$
|
152.7
|
|
|
$
|
6,793.6
|
|
Issuance of restricted stock
|
1.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Exercise of stock options and stock purchase rights
|
—
|
|
|
6.4
|
|
|
—
|
|
|
(52.7
|
)
|
|
—
|
|
|
—
|
|
|
187.2
|
|
|
—
|
|
|
134.5
|
|
|||||||
Treasury shares held for taxes due upon exercise of stock options
|
—
|
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18.6
|
)
|
|
—
|
|
|
(18.6
|
)
|
|||||||
Excess income tax benefit from exercise of stock options
|
—
|
|
|
—
|
|
|
—
|
|
|
40.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40.4
|
|
|||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
53.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53.4
|
|
|||||||
Cash dividends declared ($0.88 per share) and other distributions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(257.0
|
)
|
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
|
(260.4
|
)
|
|||||||
Purchases of treasury stock
|
—
|
|
|
(10.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(475.9
|
)
|
|
—
|
|
|
(475.9
|
)
|
|||||||
Other
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
9.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.6
|
|
|||||||
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
493.1
|
|
|
—
|
|
|
—
|
|
|
24.6
|
|
|
517.7
|
|
|||||||
Other comprehensive earnings, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(39.9
|
)
|
|
—
|
|
|
(17.1
|
)
|
|
(57.0
|
)
|
|||||||
Balances, December 31, 2013
|
387.0
|
|
|
(96.4
|
)
|
|
$
|
3.9
|
|
|
$
|
7,247.6
|
|
|
$
|
2,341.9
|
|
|
$
|
(9.9
|
)
|
|
$
|
(3,003.0
|
)
|
|
$
|
156.8
|
|
|
$
|
6,737.3
|
|
Issuance of restricted stock
|
0.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Exercise of stock options
|
—
|
|
|
2.8
|
|
|
—
|
|
|
(17.0
|
)
|
|
—
|
|
|
—
|
|
|
77.7
|
|
|
—
|
|
|
60.7
|
|
|||||||
Treasury shares held for taxes due upon exercise of stock options
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27.7
|
)
|
|
—
|
|
|
(27.7
|
)
|
|||||||
Excess income tax benefit from exercise of stock options
|
—
|
|
|
—
|
|
|
—
|
|
|
39.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39.5
|
|
|||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
55.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
55.7
|
|
|||||||
Cash dividends declared ($0.96 per share) and other distributions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(274.2
|
)
|
|
—
|
|
|
—
|
|
|
(38.8
|
)
|
|
(313.0
|
)
|
|||||||
Purchases of treasury stock
|
—
|
|
|
(8.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(475.5
|
)
|
|
—
|
|
|
(475.5
|
)
|
|||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
11.0
|
|
|
—
|
|
|
—
|
|
|
4.9
|
|
|
—
|
|
|
15.9
|
|
|||||||
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
679.1
|
|
|
—
|
|
|
—
|
|
|
27.8
|
|
|
706.9
|
|
|||||||
Other comprehensive earnings, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(97.3
|
)
|
|
—
|
|
|
(11.0
|
)
|
|
(108.3
|
)
|
|||||||
Balances, December 31, 2014
|
387.6
|
|
|
(102.7
|
)
|
|
$
|
3.9
|
|
|
$
|
7,336.8
|
|
|
$
|
2,746.8
|
|
|
$
|
(107.2
|
)
|
|
$
|
(3,423.6
|
)
|
|
$
|
134.8
|
|
|
$
|
6,691.5
|
|
Issuance of restricted stock
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Exercise of stock options
|
—
|
|
|
1.9
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
—
|
|
|
56.5
|
|
|
—
|
|
|
57.5
|
|
|||||||
Treasury shares held for taxes due upon exercise of stock options
|
—
|
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20.0
|
)
|
|
—
|
|
|
(20.0
|
)
|
|||||||
Excess income tax benefit from exercise of stock options
|
—
|
|
|
—
|
|
|
—
|
|
|
28.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
28.6
|
|
|||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
97.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97.9
|
|
|||||||
Cash dividends declared ($1.04 per share) and other distributions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(305.4
|
)
|
|
—
|
|
|
—
|
|
|
(27.1
|
)
|
|
(332.5
|
)
|
|||||||
Purchases of treasury stock
|
—
|
|
|
(4.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(300.4
|
)
|
|
—
|
|
|
(300.4
|
)
|
|||||||
SunGard acquisition
|
41.8
|
|
|
|
|
0.4
|
|
|
2,743.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.2
|
|
|
2,748.5
|
|
||||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|
(13.0
|
)
|
|
(10.5
|
)
|
|||||||
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
631.5
|
|
|
—
|
|
|
—
|
|
|
19.3
|
|
|
650.8
|
|
|||||||
Other comprehensive earnings, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(172.2
|
)
|
|
—
|
|
|
(32.4
|
)
|
|
(204.6
|
)
|
|||||||
Balances, December 31, 2015
|
430.1
|
|
|
(105.6
|
)
|
|
$
|
4.3
|
|
|
$
|
10,209.7
|
|
|
$
|
3,072.9
|
|
|
$
|
(279.4
|
)
|
|
$
|
(3,686.5
|
)
|
|
$
|
85.8
|
|
|
$
|
9,406.8
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net earnings
|
$
|
650.8
|
|
|
$
|
706.9
|
|
|
$
|
517.7
|
|
Adjustment to reconcile net earnings to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
669.5
|
|
|
626.3
|
|
|
614.6
|
|
|||
Amortization of debt issue costs
|
10.8
|
|
|
19.7
|
|
|
19.9
|
|
|||
Gain on sale of assets
|
(149.1
|
)
|
|
—
|
|
|
(31.6
|
)
|
|||
Gain on mFoundry acquisition
|
—
|
|
|
—
|
|
|
(9.2
|
)
|
|||
Stock-based compensation
|
97.9
|
|
|
55.7
|
|
|
53.4
|
|
|||
Deferred income taxes
|
48.0
|
|
|
(5.5
|
)
|
|
1.5
|
|
|||
Excess income tax benefit from exercise of stock options
|
(28.6
|
)
|
|
(39.5
|
)
|
|
(40.4
|
)
|
|||
Other operating activities, net
|
3.5
|
|
|
20.9
|
|
|
—
|
|
|||
Net changes in assets and liabilities, net of effects from acquisitions and foreign currency:
|
|
|
|
|
|
||||||
Trade receivables
|
(102.8
|
)
|
|
(115.2
|
)
|
|
(56.1
|
)
|
|||
Settlement activity
|
5.1
|
|
|
(6.3
|
)
|
|
(1.7
|
)
|
|||
Prepaid expenses and other assets
|
(39.8
|
)
|
|
(34.2
|
)
|
|
(41.5
|
)
|
|||
Deferred contract costs
|
(119.5
|
)
|
|
(86.6
|
)
|
|
(67.1
|
)
|
|||
Deferred revenue
|
63.3
|
|
|
32.5
|
|
|
(60.7
|
)
|
|||
Accounts payable, accrued liabilities, and other liabilities
|
27.8
|
|
|
(9.8
|
)
|
|
161.5
|
|
|||
Net cash provided by operating activities
|
1,136.9
|
|
|
1,164.9
|
|
|
1,060.3
|
|
|||
|
|
|
|
|
|
||||||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Additions to property and equipment
|
(133.3
|
)
|
|
(148.5
|
)
|
|
(131.7
|
)
|
|||
Additions to computer software
|
(282.0
|
)
|
|
(222.7
|
)
|
|
(204.5
|
)
|
|||
Acquisitions, net of cash acquired
|
(1,720.4
|
)
|
|
(595.2
|
)
|
|
(150.5
|
)
|
|||
Net proceeds from sale of assets
|
241.0
|
|
|
—
|
|
|
26.8
|
|
|||
Other investing activities, net
|
(3.3
|
)
|
|
(18.2
|
)
|
|
(4.8
|
)
|
|||
Net cash used in investing activities
|
(1,898.0
|
)
|
|
(984.6
|
)
|
|
(464.7
|
)
|
|||
|
|
|
|
|
|
||||||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Borrowings
|
13,216.4
|
|
|
7,936.1
|
|
|
10,494.4
|
|
|||
Repayment of borrowings and capital lease obligations
|
(11,560.6
|
)
|
|
(7,364.2
|
)
|
|
(10,421.8
|
)
|
|||
Debt issuance costs
|
(37.2
|
)
|
|
(13.8
|
)
|
|
(18.7
|
)
|
|||
Excess income tax benefit from exercise of stock options
|
28.6
|
|
|
39.5
|
|
|
40.4
|
|
|||
Proceeds from exercise of stock options
|
57.1
|
|
|
61.1
|
|
|
143.0
|
|
|||
Treasury stock activity
|
(320.4
|
)
|
|
(521.9
|
)
|
|
(475.9
|
)
|
|||
Dividends paid
|
(304.7
|
)
|
|
(275.1
|
)
|
|
(256.3
|
)
|
|||
Distributions to Brazilian Venture partner
|
(23.6
|
)
|
|
(34.8
|
)
|
|
—
|
|
|||
Other financing activities, net
|
(40.9
|
)
|
|
(25.0
|
)
|
|
(51.1
|
)
|
|||
Net cash provided by (used in) financing activities
|
1,014.7
|
|
|
(198.1
|
)
|
|
(546.0
|
)
|
|||
Effect of foreign currency exchange rate changes on cash
|
(58.8
|
)
|
|
(36.9
|
)
|
|
(19.7
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
194.8
|
|
|
(54.7
|
)
|
|
29.9
|
|
|||
Cash and cash equivalents, beginning of year
|
492.8
|
|
|
547.5
|
|
|
517.6
|
|
|||
Cash and cash equivalents, end of year
|
$
|
687.6
|
|
|
$
|
492.8
|
|
|
$
|
547.5
|
|
|
|
|
|
|
|
||||||
Supplemental cash flow information:
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
141.5
|
|
|
$
|
168.7
|
|
|
$
|
193.5
|
|
Cash paid for income taxes
|
$
|
355.0
|
|
|
$
|
291.8
|
|
|
$
|
320.3
|
|
•
|
Inputs that are derived principally from or corroborated by observable market data by correlation or other means.
|
|
2015
|
|
2014
|
||||
Trade receivables — billed
|
$
|
1,515.9
|
|
|
$
|
969.8
|
|
Trade receivables — unbilled
|
201.5
|
|
|
172.2
|
|
||
Total trade receivables
|
1,717.4
|
|
|
1,142.0
|
|
||
Allowance for doubtful accounts
|
(16.2
|
)
|
|
(15.6
|
)
|
||
Total trade receivables, net
|
$
|
1,701.2
|
|
|
$
|
1,126.4
|
|
Allowance for doubtful accounts as of December 31, 2012
|
$
|
(19.9
|
)
|
Bad debt expense
|
(3.2
|
)
|
|
Write-offs, net of recoveries
|
6.9
|
|
|
Allowance for doubtful accounts as of December 31, 2013
|
(16.2
|
)
|
|
Bad debt expense
|
(8.5
|
)
|
|
Write-offs, net of recoveries
|
9.1
|
|
|
Allowance for doubtful accounts as of December 31, 2014
|
(15.6
|
)
|
|
Bad debt expense
|
(10.1
|
)
|
|
Write-offs, net of recoveries
|
9.5
|
|
|
Allowance for doubtful accounts as of December 31, 2015
|
$
|
(16.2
|
)
|
Revenues
|
2015
|
|
2014
|
|
2013
|
|||||||
|
eCas business line
|
$
|
—
|
|
|
$
|
3.0
|
|
|
$
|
7.3
|
|
Earnings (loss) from discontinued operations net of tax:
|
2015
|
|
2014
|
|
2013
|
|||||||
|
eCas business line
|
$
|
(3.9
|
)
|
|
$
|
(5.1
|
)
|
|
$
|
1.2
|
|
|
ClearPar
|
—
|
|
|
—
|
|
|
16.7
|
|
|||
|
Healthcare Benefit Solutions Business
|
—
|
|
|
—
|
|
|
0.1
|
|
|||
|
Participacoes operations
|
(3.4
|
)
|
|
(6.3
|
)
|
|
(14.9
|
)
|
|||
|
Total discontinued operations
|
$
|
(7.3
|
)
|
|
$
|
(11.4
|
)
|
|
$
|
3.1
|
|
|
|
|
|
Foreign
|
|
|
|
|
||||||||
|
|
Interest Rate
|
|
Currency
|
|
|
|
|
||||||||
|
|
Swap
|
|
Translation
|
|
|
|
|
||||||||
|
|
Contracts
|
|
Adjustments
|
|
Other (1)
|
|
Total
|
||||||||
Balances, December 31, 2014
|
|
$
|
(0.7
|
)
|
|
$
|
(95.2
|
)
|
|
$
|
(11.3
|
)
|
|
$
|
(107.2
|
)
|
Other comprehensive gain/(loss) before reclassifications
|
|
(1.0
|
)
|
|
(163.4
|
)
|
|
(9.9
|
)
|
|
(174.3
|
)
|
||||
Amounts reclassified from AOCE
|
|
2.1
|
|
|
—
|
|
|
—
|
|
|
2.1
|
|
||||
Net current period AOCE attributable to FIS
|
|
1.1
|
|
|
(163.4
|
)
|
|
(9.9
|
)
|
|
(172.2
|
)
|
||||
Balances, December 31, 2015
|
|
$
|
0.4
|
|
|
$
|
(258.6
|
)
|
|
$
|
(21.2
|
)
|
|
$
|
(279.4
|
)
|
(1)
|
Includes the cash settlement payment on treasury lock contracts associated with bridge financing for the SunGard acquisition. This amount will be amortized as an adjustment to interest expense over the
ten
years in which the related interest payments that were hedged are recognized in income.
|
Cash consideration, including SunGard transaction fees paid at closing
|
$
|
2,334.8
|
|
Value of stock and vested equity awards exchanged for FIS shares
|
2,696.8
|
|
|
Value of vested portion of SunGard stock awards exchanged for FIS awards
|
47.5
|
|
|
|
$
|
5,079.1
|
|
Cash
|
$
|
631.1
|
|
Trade and other receivables
|
559.4
|
|
|
Property and equipment
|
135.5
|
|
|
Computer software
|
674.3
|
|
|
Intangible assets
|
4,190.0
|
|
|
Other assets
|
73.7
|
|
|
Goodwill
|
5,993.8
|
|
|
Liabilities assumed and noncontrolling interest
|
(7,178.7
|
)
|
|
|
$
|
5,079.1
|
|
Long-term debt, subsequently retired
|
$
|
4,737.9
|
|
Deferred income taxes
|
1,650.2
|
|
|
Deferred revenue
|
278.3
|
|
|
Other liabilities and noncontrolling interest
|
512.3
|
|
|
|
$
|
7,178.7
|
|
|
2015
|
|
2014
|
||||
Total processing and services revenues
|
$
|
9,139.1
|
|
|
$
|
8,985.8
|
|
Net earnings (loss) from continuing operations attributable to FIS common stockholders
|
$
|
388.8
|
|
|
$
|
(35.4
|
)
|
Pro forma earnings (loss) per share - basic from continuing operations attributable to FIS common stockholders
|
$
|
1.19
|
|
|
$
|
(0.11
|
)
|
Pro forma earnings (loss) per share - diluted from continuing operations attributable to FIS common stockholders
|
$
|
1.17
|
|
|
$
|
(0.11
|
)
|
|
2015
|
|
2014
|
||||
Land
|
$
|
30.4
|
|
|
$
|
28.1
|
|
Buildings
|
202.9
|
|
|
186.9
|
|
||
Leasehold improvements
|
138.6
|
|
|
111.7
|
|
||
Computer equipment
|
846.0
|
|
|
718.6
|
|
||
Furniture, fixtures, and other equipment
|
177.9
|
|
|
159.1
|
|
||
|
1,395.8
|
|
|
1,204.4
|
|
||
Accumulated depreciation and amortization
|
(785.1
|
)
|
|
(721.1
|
)
|
||
|
$
|
610.7
|
|
|
$
|
483.3
|
|
|
IFS
|
|
GFS
|
|
Total
|
||||||
Balance, December 31, 2013
|
$
|
6,711.6
|
|
|
$
|
1,788.4
|
|
|
$
|
8,500.0
|
|
Goodwill acquired during 2014
|
74.2
|
|
|
329.8
|
|
|
404.0
|
|
|||
Purchase price and foreign currency adjustments
|
—
|
|
|
(26.4
|
)
|
|
(26.4
|
)
|
|||
Balance, December 31, 2014
|
6,785.8
|
|
|
2,091.8
|
|
|
8,877.6
|
|
|||
Goodwill acquired during 2015
|
9.6
|
|
|
5,993.8
|
|
|
6,003.4
|
|
|||
Goodwill distributed through sale of non-strategic assets
|
(98.1
|
)
|
|
—
|
|
|
(98.1
|
)
|
|||
Purchase price and foreign currency adjustments
|
—
|
|
|
(38.2
|
)
|
|
(38.2
|
)
|
|||
Balance, December 31, 2015
|
$
|
6,697.3
|
|
|
$
|
8,047.4
|
|
|
$
|
14,744.7
|
|
|
Cost
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Customer relationships
|
$
|
6,782.3
|
|
|
$
|
(1,782.3
|
)
|
|
$
|
5,000.0
|
|
Trademarks
|
181.1
|
|
|
(21.9
|
)
|
|
159.2
|
|
|||
|
$
|
6,963.4
|
|
|
$
|
(1,804.2
|
)
|
|
$
|
5,159.2
|
|
|
Cost
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Customer relationships
|
$
|
2,761.7
|
|
|
$
|
(1,600.5
|
)
|
|
$
|
1,161.2
|
|
Trademarks
|
122.8
|
|
|
(16.0
|
)
|
|
106.8
|
|
|||
|
$
|
2,884.5
|
|
|
$
|
(1,616.5
|
)
|
|
$
|
1,268.0
|
|
2016
|
$
|
476.9
|
|
2017
|
686.2
|
|
|
2018
|
689.1
|
|
|
2019
|
683.8
|
|
|
2020
|
516.8
|
|
|
2015
|
|
2014
|
||||
Software from business acquisitions
|
$
|
1,188.8
|
|
|
$
|
519.2
|
|
Capitalized software development costs
|
984.7
|
|
|
953.1
|
|
||
Purchased software
|
126.0
|
|
|
120.3
|
|
||
Computer software
|
2,299.5
|
|
|
1,592.6
|
|
||
Accumulated amortization
|
(715.9
|
)
|
|
(699.2
|
)
|
||
Computer software, net of accumulated amortization
|
$
|
1,583.6
|
|
|
$
|
893.4
|
|
|
2015
|
|
2014
|
||||
Installations and conversions in progress
|
$
|
33.8
|
|
|
$
|
17.9
|
|
Installations and conversions completed, net
|
93.4
|
|
|
90.8
|
|
||
Sales commissions and other, net
|
125.8
|
|
|
104.5
|
|
||
Total deferred contract costs
|
$
|
253.0
|
|
|
$
|
213.2
|
|
|
2015
|
|
2014
|
||||
Salaries and incentives
|
$
|
324.5
|
|
|
$
|
138.7
|
|
Accrued benefits and payroll taxes
|
113.9
|
|
|
53.9
|
|
||
Trade accounts payable and other accrued liabilities
|
535.1
|
|
|
386.5
|
|
||
Accrued claims and claims payable
|
19.2
|
|
|
20.8
|
|
||
Accrued interest payable
|
62.5
|
|
|
21.8
|
|
||
Taxes other than income tax
|
65.0
|
|
|
47.5
|
|
||
Capco acquisition related liabilities
|
66.2
|
|
|
61.1
|
|
||
Total accounts payable and accrued liabilities
|
$
|
1,186.4
|
|
|
$
|
730.3
|
|
|
2015
|
|
2014
|
||||
2017 Term Loans (1)
|
$
|
1,300.0
|
|
|
$
|
1,300.0
|
|
2018 Term Loans (2)
|
1,500.0
|
|
|
—
|
|
||
Senior Notes due 2017, interest payable semi-annually at 1.450%
|
300.0
|
|
|
300.0
|
|
||
Senior Notes due April 2018, interest payable semi-annually at 2.000%
|
250.0
|
|
|
250.0
|
|
||
Senior Notes due October 2018, interest payable semi-annually at 2.850%
|
750.0
|
|
|
—
|
|
||
Senior Notes due 2020, interest payable semi-annually at 3.625%
|
1,750.0
|
|
|
—
|
|
||
Senior Notes due March 2022, interest payable semi-annually at 5.000%
|
700.0
|
|
|
700.0
|
|
||
Senior Notes due October 2022, interest payable semi-annually at 4.500%
|
500.0
|
|
|
—
|
|
||
Senior Notes due 2023, interest payable semi-annually at 3.500%
|
1,000.0
|
|
|
1,000.0
|
|
||
Senior Notes due 2024, interest payable semi-annually at 3.875%
|
700.0
|
|
|
700.0
|
|
||
Senior Notes due 2025, interest payable semi-annually at 5.000%
|
1,500.0
|
|
|
—
|
|
||
Revolving Loan, (3)
|
1,250.0
|
|
|
795.0
|
|
||
Other
|
13.1
|
|
|
22.7
|
|
||
|
11,513.1
|
|
|
5,067.7
|
|
||
Current portion
|
(15.3
|
)
|
|
(13.1
|
)
|
||
Long-term debt, excluding current portion
|
$
|
11,497.8
|
|
|
$
|
5,054.6
|
|
(1)
|
Interest on the 2017 Term Loans is generally payable at LIBOR plus an applicable margin of up to
1.75%
based upon the Company's corporate credit ratings. As of
December 31, 2015
, the weighted average interest rate on the 2017 Term Loans was
1.49%
.
|
(2)
|
Interest on the 2018 Term Loans is generally payable at LIBOR plus an applicable margin of up to
1.75%
based upon the Company's corporate credit ratings. As of
December 31, 2015
, the weighted average interest rate on the 2018 Term Loans was
1.48%
.
|
(3)
|
Interest on the Revolving Loan is generally payable at LIBOR plus an applicable margin of up to
1.75%
plus an unused commitment fee of up to
0.25%
, each based upon the Company's corporate credit ratings. As of
December 31, 2015
, the applicable margin on the Revolving Loan, excluding facility fees and unused commitment fees, was
1.25%
.
|
|
|
Total
|
||
2016
|
|
$
|
—
|
|
2017
|
|
1,600.0
|
|
|
2018
|
|
2,500.0
|
|
|
2019
|
|
—
|
|
|
2020
|
|
1,750.0
|
|
|
Thereafter
|
|
4,400.0
|
|
|
Total
|
|
$
|
10,250.0
|
|
Effective date
|
|
Termination date
|
|
Notional amount
|
|
Bank pays
variable rate of
|
|
FIS pays
fixed rate of
|
|
|||
February 3, 2014
|
|
February 1, 2017
|
|
$
|
400.0
|
|
|
One Month LIBOR (1)
|
|
0.89
|
%
|
(2)
|
January 4, 2016
|
|
January 1, 2017
|
|
400.0
|
|
|
One Month LIBOR (1)
|
|
0.65
|
%
|
(2)
|
|
January 4, 2016
|
|
January 1, 2018
|
|
500.0
|
|
|
One Month LIBOR (1)
|
|
0.92
|
%
|
(2)
|
|
January 4, 2016
|
|
January 1, 2019
|
|
250.0
|
|
|
One Month LIBOR (1)
|
|
1.18
|
%
|
(2)
|
|
|
|
|
|
$
|
1,550.0
|
|
|
|
|
|
|
|
(1)
|
0.43%
in effect as of
December 31, 2015
.
|
(2)
|
Does not include the applicable margin and facility fees paid to lenders on term loans and revolving loans as described above.
|
|
December 31, 2015
|
|
December 31, 2014
|
||||||||
|
Balance sheet location
|
|
Fair
value
|
|
Balance sheet location
|
|
Fair
value
|
||||
Interest rate swap contracts
|
Other noncurrent assets
|
|
$
|
1.3
|
|
|
Other noncurrent assets
|
|
$
|
—
|
|
Interest rate swap contracts
|
Accounts payable and accrued liabilities
|
|
—
|
|
|
Accounts payable and accrued liabilities
|
|
0.7
|
|
||
Interest rate swap contracts
|
Other long-term liabilities
|
|
1.0
|
|
|
Other long-term liabilities
|
|
0.9
|
|
|
|
Amount of gain (loss) recognized
in AOCE on derivatives
|
||||||||||
Derivatives in cash flow hedging relationships
|
|
2015
|
|
2014
|
|
2013
|
||||||
Interest rate derivative contracts
|
|
$
|
(17.4
|
)
|
|
$
|
(3.5
|
)
|
|
$
|
0.5
|
|
|
|
Amount of gain (loss) reclassified
from AOCE into income
|
||||||||||
Location of gain (loss) reclassified from AOCE into income
|
|
2015
|
|
2014
|
|
2013
|
||||||
Interest expense
|
|
$
|
(3.7
|
)
|
|
$
|
(6.3
|
)
|
|
$
|
(5.5
|
)
|
|
2015
|
|
2014
|
|
2013
|
||||||
Current provision:
|
|
|
|
|
|
|
|
|
|||
Federal
|
$
|
248.4
|
|
|
$
|
248.2
|
|
|
$
|
232.2
|
|
State
|
32.5
|
|
|
32.1
|
|
|
27.2
|
|
|||
Foreign
|
51.8
|
|
|
63.7
|
|
|
49.3
|
|
|||
Total current provision
|
$
|
332.7
|
|
|
$
|
344.0
|
|
|
$
|
308.7
|
|
Deferred provision (benefit):
|
|
|
|
|
|
|
|
|
|||
Federal
|
$
|
49.8
|
|
|
$
|
(3.6
|
)
|
|
$
|
0.2
|
|
State
|
5.5
|
|
|
(2.3
|
)
|
|
(1.1
|
)
|
|||
Foreign
|
(9.2
|
)
|
|
(3.0
|
)
|
|
1.1
|
|
|||
Total deferred provision
|
46.1
|
|
|
(8.9
|
)
|
|
0.2
|
|
|||
Total provision for income taxes
|
$
|
378.8
|
|
|
$
|
335.1
|
|
|
$
|
308.9
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
United States
|
$
|
863.5
|
|
|
$
|
789.3
|
|
|
$
|
753.8
|
|
Foreign
|
173.4
|
|
|
264.1
|
|
|
69.7
|
|
|||
Total
|
$
|
1,036.9
|
|
|
$
|
1,053.4
|
|
|
$
|
823.5
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Tax expense per statements of earnings
|
$
|
378.8
|
|
|
$
|
335.1
|
|
|
$
|
308.9
|
|
Tax expense attributable to discontinued operations
|
(1.8
|
)
|
|
(3.9
|
)
|
|
2.3
|
|
|||
Unrealized (benefit)/ loss gain on investments and derivatives
|
(5.1
|
)
|
|
1.0
|
|
|
0.4
|
|
|||
Unrealized (loss) gain on foreign currency translation
|
(0.2
|
)
|
|
(4.6
|
)
|
|
(5.8
|
)
|
|||
Other components of other comprehensive income
|
—
|
|
|
(3.1
|
)
|
|
(0.1
|
)
|
|||
Total income tax expense (benefit) allocated to other comprehensive income
|
(5.3
|
)
|
|
(6.7
|
)
|
|
(5.5
|
)
|
|||
Tax benefit from exercise of stock options
|
(28.6
|
)
|
|
(39.5
|
)
|
|
(40.4
|
)
|
|||
Total income tax expense
|
$
|
343.1
|
|
|
$
|
285.0
|
|
|
$
|
265.3
|
|
|
2015
|
|
2014
|
||||
Deferred income tax assets:
|
|
|
|
|
|
||
Net operating loss carryforwards
|
$
|
228.2
|
|
|
$
|
183.2
|
|
Employee benefit accruals
|
98.0
|
|
|
55.5
|
|
||
State taxes
|
44.4
|
|
|
11.8
|
|
||
Foreign currency translation adjustment
|
30.0
|
|
|
28.9
|
|
||
Foreign tax credit carryforwards
|
13.6
|
|
|
12.7
|
|
||
Accruals
|
13.5
|
|
|
27.1
|
|
||
Allowance for doubtful accounts
|
10.6
|
|
|
3.6
|
|
||
Deferred revenue
|
—
|
|
|
43.7
|
|
||
Interest rate swaps
|
—
|
|
|
0.5
|
|
||
Total gross deferred income tax assets
|
438.3
|
|
|
367.0
|
|
||
Less valuation allowance
|
(166.9
|
)
|
|
(121.7
|
)
|
||
Total deferred income tax assets
|
271.4
|
|
|
245.3
|
|
||
Deferred income tax liabilities:
|
|
|
|
|
|
||
Amortization of goodwill and intangible assets
|
2,606.1
|
|
|
899.5
|
|
||
Deferred contract costs
|
102.7
|
|
|
91.1
|
|
||
Depreciation
|
60.9
|
|
|
48.4
|
|
||
Deferred revenue
|
27.5
|
|
|
—
|
|
||
Prepaid expenses
|
10.5
|
|
|
6.6
|
|
||
Other
|
1.6
|
|
|
0.9
|
|
||
Total deferred income tax liabilities
|
2,809.3
|
|
|
1,046.5
|
|
||
Net deferred income tax liability
|
$
|
2,537.9
|
|
|
$
|
801.2
|
|
|
2015
|
|
2014
|
||||
Current assets
|
$
|
99.8
|
|
|
$
|
67.4
|
|
Noncurrent assets (included in other noncurrent assets)
|
22.6
|
|
|
9.5
|
|
||
Total deferred income tax assets
|
122.4
|
|
|
76.9
|
|
||
Current liabilities (included in accounts payable and accrued liabilities)
|
(1.9
|
)
|
|
(3.7
|
)
|
||
Noncurrent liabilities
|
(2,658.4
|
)
|
|
(874.4
|
)
|
||
Net deferred income tax liability
|
$
|
(2,537.9
|
)
|
|
$
|
(801.2
|
)
|
|
Gross Amount
|
||
Amounts of unrecognized tax benefits as of January 1, 2014
|
$
|
29.2
|
|
Amount of decreases due to lapse of the applicable statute of limitations
|
(2.4
|
)
|
|
Amount of decreases due to settlements
|
(14.1
|
)
|
|
Increases as a result of tax positions taken in the current period
|
2.6
|
|
|
Increases as a result of tax positions taken in a prior period
|
3.1
|
|
|
Amount of unrecognized tax benefit as of December 31, 2014
|
18.4
|
|
|
Amount of decreases due to lapse of the applicable statute of limitations
|
(5.3
|
)
|
|
Assumed in SunGard acquisition
|
81.7
|
|
|
Increases as a result of tax positions taken in the current period
|
0.7
|
|
|
Increases as a result of tax positions taken in a prior period
|
2.5
|
|
|
Amount of unrecognized tax benefit as of December 31, 2015
|
$
|
98.0
|
|
•
|
These matters raise difficult and complicated factual and legal issues and are subject to many uncertainties and complexities.
|
•
|
The Company reviews all of its litigation on an on-going basis and follows the authoritative provisions for accounting for contingencies when making accrual and disclosure decisions. A liability must be accrued if (a) it is probable that a liability has been incurred and (b) the amount of loss can be reasonably estimated. If one of these criteria has not been met, disclosure is required when there is at least a reasonable possibility that a material loss may be incurred. When assessing reasonably possible and probable outcomes, the Company bases decisions on the assessment of the ultimate outcome following all appeals. Legal fees associated with defending litigation matters are expensed as incurred.
|
2016
|
$
|
107.6
|
|
2017
|
100.5
|
|
|
2018
|
80.6
|
|
|
2019
|
57.1
|
|
|
2020
|
36.5
|
|
|
Thereafter
|
55.4
|
|
|
Total
|
$
|
437.7
|
|
|
FIS Restated Plan
|
|
Available for grant as of December 31, 2013
|
11.7
|
|
Granted in 2014
|
4.4
|
|
Outstanding as of December 31, 2014
|
15.4
|
|
Available for grant as of December 31, 2014
|
6.7
|
|
Granted in 2015
|
3.1
|
|
Outstanding as of December 31, 2015
|
15.7
|
|
Available for grant as of December 31, 2015
|
25.8
|
|
|
Shares
|
|
Weighted
Average
Exercise Price
|
|||
Balance, December 31, 2012
|
15.8
|
|
|
$
|
24.39
|
|
Granted
|
4.2
|
|
|
48.64
|
|
|
Exercised
|
(6.1
|
)
|
|
22.64
|
|
|
Cancelled
|
(0.1
|
)
|
|
31.58
|
|
|
Balance, December 31, 2013
|
13.8
|
|
|
32.49
|
|
|
Granted
|
4.4
|
|
|
58.72
|
|
|
Exercised
|
(2.7
|
)
|
|
22.69
|
|
|
Cancelled
|
(0.1
|
)
|
|
46.21
|
|
|
Balance, December 31, 2014
|
15.4
|
|
|
41.56
|
|
|
Granted
|
3.1
|
|
|
65.91
|
|
|
Exercised
|
(1.9
|
)
|
|
29.67
|
|
|
Cancelled
|
(0.9
|
)
|
|
54.08
|
|
|
Balance, December 31, 2015
|
15.7
|
|
|
47.19
|
|
|
Outstanding Options
|
|
Exercisable Options
|
||||||||||||||||||||||
Range of Exercise Price
|
Number
of
Options
|
|
Weighted
Average
Remaining
Contractual
Life
|
|
Weighted
Average
Exercise
Price
|
|
Intrinsic
Value as of
December 31,
2015 (a)
|
|
Number of Options
|
|
Weighted
Average
Remaining
Contractual
Life
|
|
Weighted
Average
Exercise
Price
|
|
Intrinsic
Value as of
December 31,
2015 (a)
|
||||||||||
|
(In millions)
|
|
|
|
|
|
(In millions)
|
|
(In millions)
|
|
|
|
|
|
(In millions)
|
||||||||||
$ 0.00 - $25.76
|
2.5
|
|
|
2.08
|
|
$
|
23.65
|
|
|
$
|
91.9
|
|
|
2.5
|
|
|
2.08
|
|
$
|
23.65
|
|
|
$
|
91.9
|
|
$25.77 - $27.40
|
1.7
|
|
|
1.83
|
|
27.10
|
|
|
57.2
|
|
|
1.7
|
|
|
1.83
|
|
27.10
|
|
|
57.2
|
|
||||
$27.41 - $34.33
|
1.1
|
|
|
3.67
|
|
34.12
|
|
|
29.5
|
|
|
1.1
|
|
|
3.67
|
|
34.12
|
|
|
29.5
|
|
||||
$34.34 - $48.75
|
3.5
|
|
|
4.68
|
|
48.70
|
|
|
41.4
|
|
|
2.3
|
|
|
4.60
|
|
48.69
|
|
|
27.2
|
|
||||
$48.76 - $60.60
|
3.4
|
|
|
5.78
|
|
58.18
|
|
|
8.3
|
|
|
0.1
|
|
|
1.98
|
|
57.08
|
|
|
0.2
|
|
||||
$60.61 - $66.18
|
3.5
|
|
|
6.68
|
|
65.70
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
—
|
|
|
—
|
|
||||
$ 0.00 - $66.18
|
15.7
|
|
|
4.57
|
|
$
|
47.19
|
|
|
$
|
228.3
|
|
|
7.7
|
|
|
3.01
|
|
$
|
33.67
|
|
|
$
|
206.0
|
|
(a)
|
Intrinsic value is based on a closing stock price as of
December 31, 2015
of
$60.60
.
|
|
2015
|
|
2014
|
|
2013
|
|||
Risk free interest rate
|
1.4
|
%
|
|
1.4
|
%
|
|
1.0
|
%
|
Volatility
|
21.7
|
%
|
|
21.2
|
%
|
|
23.3
|
%
|
Dividend yield
|
1.6
|
%
|
|
1.6
|
%
|
|
1.8
|
%
|
Weighted average expected life (years)
|
4.2
|
|
|
4.2
|
|
|
4.2
|
|
|
IFS
|
|
GFS
|
|
Corporate
and Other
|
|
Total
|
||||||||
Processing and services revenues
|
$
|
3,928.9
|
|
|
$
|
2,717.1
|
|
|
$
|
(50.8
|
)
|
|
$
|
6,595.2
|
|
Operating expenses
|
2,586.1
|
|
|
2,269.1
|
|
|
640.8
|
|
|
5,496.0
|
|
||||
Operating income
|
$
|
1,342.8
|
|
|
$
|
448.0
|
|
|
$
|
(691.6
|
)
|
|
1,099.2
|
|
|
Other income (expense) unallocated
|
|
|
|
|
|
|
(62.3
|
)
|
|||||||
Income from continuing operations
|
|
|
|
|
|
|
$
|
1,036.9
|
|
||||||
Depreciation and amortization
|
$
|
226.8
|
|
|
$
|
180.9
|
|
|
$
|
261.8
|
|
|
$
|
669.5
|
|
Capital expenditures (1)
|
$
|
222.1
|
|
|
$
|
191.3
|
|
|
$
|
11.1
|
|
|
$
|
424.5
|
|
Total assets
|
$
|
9,059.9
|
|
|
$
|
12,339.8
|
|
|
$
|
4,868.5
|
|
|
$
|
26,268.2
|
|
Goodwill
|
$
|
6,697.3
|
|
|
$
|
8,047.4
|
|
|
$
|
—
|
|
|
$
|
14,744.7
|
|
|
IFS
|
|
GFS
|
|
Corporate
and Other
|
|
Total
|
||||||||
Processing and services revenues
|
$
|
3,858.8
|
|
|
$
|
2,557.3
|
|
|
$
|
(2.3
|
)
|
|
$
|
6,413.8
|
|
Operating expenses
|
2,544.0
|
|
|
2,170.4
|
|
|
428.8
|
|
|
5,143.2
|
|
||||
Operating income
|
$
|
1,314.8
|
|
|
$
|
386.9
|
|
|
$
|
(431.1
|
)
|
|
1,270.6
|
|
|
Other income (expense) unallocated
|
|
|
|
|
|
|
(217.2
|
)
|
|||||||
Income from continuing operations
|
|
|
|
|
|
|
$
|
1,053.4
|
|
||||||
Depreciation and amortization
|
$
|
216.3
|
|
|
$
|
158.8
|
|
|
$
|
251.2
|
|
|
$
|
626.3
|
|
Capital expenditures (1)
|
$
|
198.7
|
|
|
$
|
189.7
|
|
|
$
|
8.9
|
|
|
$
|
397.3
|
|
Total assets
|
$
|
9,049.2
|
|
|
$
|
4,135.8
|
|
|
$
|
1,327.5
|
|
|
$
|
14,512.5
|
|
Goodwill
|
$
|
6,785.8
|
|
|
$
|
2,091.8
|
|
|
$
|
—
|
|
|
$
|
8,877.6
|
|
|
IFS
|
|
GFS
|
|
Corporate
and Other
|
|
Total
|
||||||||
Processing and services revenues
|
$
|
3,712.0
|
|
|
$
|
2,353.9
|
|
|
$
|
(2.5
|
)
|
|
$
|
6,063.4
|
|
Operating expenses
|
2,424.4
|
|
|
2,003.9
|
|
|
572.2
|
|
|
5,000.5
|
|
||||
Operating income
|
$
|
1,287.6
|
|
|
$
|
350.0
|
|
|
$
|
(574.7
|
)
|
|
1,062.9
|
|
|
Other income (expense) unallocated
|
|
|
|
|
|
|
(239.4
|
)
|
|||||||
Income from continuing operations
|
|
|
|
|
|
|
$
|
823.5
|
|
||||||
Depreciation and amortization
|
$
|
199.9
|
|
|
$
|
151.0
|
|
|
$
|
263.7
|
|
|
$
|
614.6
|
|
Capital expenditures (1)
|
$
|
198.0
|
|
|
$
|
144.6
|
|
|
$
|
10.5
|
|
|
$
|
353.1
|
|
Total assets
|
$
|
8,776.1
|
|
|
$
|
3,783.2
|
|
|
$
|
1,399.2
|
|
|
$
|
13,958.5
|
|
Goodwill
|
$
|
6,711.6
|
|
|
$
|
1,788.4
|
|
|
$
|
—
|
|
|
$
|
8,500.0
|
|
|
|
|
|
|
|
Total cost of shares
|
|||||
|
|
|
|
|
|
purchased as part of
|
|||||
|
|
Total number of
|
|
Average price
|
|
publicly announced
|
|||||
Year ended
|
|
shares purchased
|
|
paid per share
|
|
plans or programs
|
|||||
December 31, 2015
|
|
4.5
|
|
|
$
|
66.10
|
|
|
$
|
300.4
|
|
December 31, 2014
|
|
8.7
|
|
|
$
|
54.89
|
|
|
$
|
475.5
|
|
December 31, 2013
|
|
10.7
|
|
|
$
|
44.58
|
|
|
$
|
475.9
|
|
December 31, 2012 *
|
|
14.0
|
|
|
$
|
32.24
|
|
|
$
|
451.4
|
|
December 31, 2011
|
|
15.0
|
|
|
$
|
26.61
|
|
|
$
|
399.2
|
|
December 31, 2010
|
|
1.4
|
|
|
$
|
22.97
|
|
|
$
|
32.2
|
|
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
|
Item 9A.
|
Controls and Procedures.
|
•
|
We have established merger integration teams throughout the organization, comprising members of our management and management of the acquired business, to work together on all material decisions and the post-merger integration process; and
|
•
|
We have reviewed the revenue recognition and other critical accounting policies of the acquired business, and have confirmed that they are in compliance with U.S. GAAP. Where necessary, we have conformed policies to those adopted by FIS. We have also provided management oversight for all significant transactions recorded post-merger
.
|
Item 9B.
|
Other Information.
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
(1)
|
Financial Statement Schedules: All schedules have been omitted because they are not applicable or the required information is included in the Consolidated Financial Statements or Notes to Consolidated Financial Statements.
|
(2)
|
Exhibits: The following is a complete list of exhibits included as part of this report, including those incorporated by reference. A list of those documents filed with this report is set forth on the Exhibit Index appearing elsewhere in this report and is incorporated by reference.
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
|
2.1
|
|
Agreement and Plan of Merger, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc., SunGard, SunGard Capital Corp. II, Seahawk Merger Sub 1, Inc., Seahawk Merger Sub, LLC and Seahawk Merger Sub 3, Inc.
|
8-K
|
001-16427
|
2.1
|
8/14/2015
|
|
3.1
|
|
Amended and Restated Articles of Incorporation of Fidelity National Information Services, Inc.
|
8-K
|
001-16427
|
3.1
|
2/6/2006
|
|
3.2
|
|
Amendment To Articles of Incorporation of Fidelity National Information Services, Inc.
|
10-K
|
001-16427
|
3.2
|
2/26/2013
|
|
3.3
|
|
Amendment To Articles of Incorporation of Fidelity National Information Services, Inc.
|
10-Q
|
001-16427
|
3.1
|
8/7/2014
|
|
3.4
|
|
Third Amended and Restated Bylaws of Fidelity National Information Services, Inc.
|
8-K
|
001-16427
|
3.1
|
8/13/2013
|
|
4.1
|
|
Form of certificate representing Fidelity National Information Services, Inc. Common Stock
|
S-3ASR
|
333-131593
|
4.3
|
2/6/2006
|
|
4.2
|
|
Fifth Amendment and Restatement Agreement, dated as of December 18, 2014, by and among FIS, each lender party thereto and the Administrative Agent, together with its Schedules, Exhibits and Annex, including the Fifth Amended and Restated Credit Agreement dated as of December 18, 2014.
|
8-K
|
001-16427
|
10.1
|
12/18/2014
|
|
4.3
|
|
Indenture, dated as of March 19, 2012, among FIS, as issuer, the subsidiaries of FIS listed on the signature page thereto, as guarantors, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee
|
8-K
|
001-16427
|
4.1
|
3/20/2012
|
|
4.4
|
|
Indenture, dated as of April 15, 2013, among FIS, the Guarantors and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee
|
8-K
|
001-16427
|
4.1
|
4/15/2013
|
|
4.5
|
|
First Supplemental Indenture, dated as of April 15, 2013, among FIS, each of the Guarantors and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee
|
8-K
|
001-16427
|
4.2
|
4/15/2013
|
|
4.6
|
|
Second Supplemental Indenture, dated as of April 15, 2013, among FIS, each of the Guarantors and The Bank of New York Mellon Trust Company, N.A., a national banking association as trustee
|
8-K
|
001-16427
|
4.3
|
4/15/2013
|
|
4.7
|
|
Third Supplemental Indenture, dated as of June 3, 2014, among FIS, each of the Guarantors and the Bank of New York Mellon Trust Company, N.A. a national banking association, as trustee
|
8-K
|
001-16427
|
4.1
|
6/3/2014
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
|
4.8
|
|
Fourth Supplemental Indenture, dated as of June 3, 2014, among FIS, each of the Guarantors and the Bank of New York Mellon Trust Company, N.A. a national banking association, as trustee
|
8-K
|
001-16427
|
4.2
|
6/3/2014
|
|
4.9
|
|
Fifth Supplemental Indenture, dated as of October 20, 2015 between FIS and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee
|
8-K
|
001-16427
|
4.1
|
10/20/2015
|
|
4.10
|
|
Sixth Supplemental Indenture, dated as of October 20, 2015 between FIS and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee
|
8-K
|
001-16427
|
4.2
|
10/20/2015
|
|
4.11
|
|
Seventh Supplemental Indenture, dated as of October 20, 2015 between FIS and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee
|
8-K
|
001-16427
|
4.3
|
10/20/2015
|
|
4.12
|
|
Eighth Supplemental Indenture, dated as of October 20, 2015 between FIS and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee
|
8-K
|
001-16427
|
4.4
|
10/20/2015
|
|
4.13
|
|
Registration Rights Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain stockholders of SunGard and SunGard Capital Corp. II party thereto
|
8-K
|
001-16427
|
10.8
|
8/14/2015
|
|
10.1
|
|
Tax Disaffiliation Agreement, dated as of October 23, 2006, by and among Fidelity National Financial, Inc., Fidelity National Title Group, Inc. and Fidelity National Information Services, Inc.
|
8-K
|
001-16427
|
99.1
|
10/27/2006
|
|
10.2
|
|
Cross-Indemnity Agreement, dated as of October 23, 2006 by and between Fidelity National Information Services, Inc. and Fidelity National Title Group, Inc.
|
8-K
|
001-16427
|
99.2
|
10/27/2006
|
|
10.3
|
|
Certegy Inc. Deferred Compensation Plan, effective as of June 15, 2001 (1)
|
10-K405
|
001-16427
|
10.25
|
3/25/2002
|
|
10.4
|
|
Certegy 2002 Bonus Deferral Program Terms and Conditions (1)
|
10-K405
|
001-16427
|
10.29
|
3/25/2002
|
|
10.5
|
|
Certegy Inc. Officers' Group Personal Excess Liability Insurance Plan (1)
|
10-K405
|
001-16427
|
10.30
|
3/25/2002
|
|
10.6
|
|
Certegy Inc. Executive Life and Supplemental Retirement Benefit Plan Split Dollar Life Insurance Agreement, effective as of November 7, 2003 (1)
|
10-K
|
001-16427
|
10.40
|
2/17/2004
|
|
10.7
|
|
Form of Certegy Inc. Non-Qualified Stock Option Agreement (1)
|
10-K
|
001-16427
|
10.47
|
3/11/2005
|
|
10.8
|
|
Form of Non-Qualified Stock Option Agreement (1)
|
8-K
|
001-16427
|
99.10
|
2/6/2006
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
|
10.9
|
|
Form of Non-Qualified Stock Option Agreement (1)
|
8-K
|
001-16427
|
99.11
|
2/6/2006
|
|
10.10
|
|
Amended and Restated Certegy Inc. Stock Incentive Plan, effective as of June 15, 2001 and amended and restated as of October 23, 2006 (1)
|
S-4/A
|
333-135845
|
Annex B
|
9/19/2006
|
|
10.11
|
|
Grantor Trust Agreement, dated as of July 8, 2001, between Certegy Inc. and Wachovia Bank, N.A. (1)
|
10-K405
|
001-16427
|
10.15
|
3/25/2002
|
|
10.12
|
|
Grantor Trust Agreement, dated as of July 8, 2001 and amended and restated as of December 5, 2003, between Certegy Inc. and Wachovia Bank, N.A. (1)
|
10-K
|
001-16427
|
10.15(a)
|
2/17/2004
|
|
10.13
|
|
Form of Stock Option Agreement and Notice of Stock Option Grant under Fidelity National Information Services, Inc. 2005 Stock Incentive Plan (1)
|
8-K
|
|
99.10
|
8/25/2005
|
|
10.14
|
|
Fidelity National Financial, Inc. 2004 Omnibus Incentive Plan, effective as of December 16, 2004 (1)
|
Schedule 14A
|
|
Annex A
|
11/15/2004
|
|
10.15
|
|
Form of Notice of Stock Option Grant and Stock Option Agreement under Fidelity National Information Services, Inc. 2008 Omnibus Incentive Plan (1)
|
10-K
|
001-16427
|
10.50
|
2/27/2009
|
|
10.16
|
|
Fidelity National Information Services, Inc. Employee Stock Purchase Plan, effective as of March 16, 2006 (1)
|
S-4/A
|
333-135845
|
Annex C
|
9/19/2006
|
|
10.17
|
|
Amended and Restated Metavante 2007 Equity Incentive Plan (1)
|
S-8
|
333-158960
|
10.1
|
10/1/2009
|
|
10.18
|
|
Form of Metavante Non-Statutory Stock Option Award - Certificate of Award Agreement for grants made between November 2007 and October 2008 (1)
|
Metavante Technologies, Inc. 8-K
|
001-33747
|
10.10(a)
|
11/6/2007
|
|
10.19
|
|
Form of Metavante Non-Statutory Stock Option Award - Certificate of Award Agreement for grants made in November 2008 (1)
|
Metavante Technologies, Inc.10-K
|
001-33747
|
10.10(b)
|
2/20/2009
|
|
10.20
|
|
Form of Stock Option Agreement for grants made in November 2009 under the Amended and Restated Metavante 2007 Equity Incentive Plan (1)
|
10-K
|
001-16427
|
10.44
|
2/26/2010
|
|
10.21
|
|
Form of Stock Option grant issued under Amended and Restated Metavante 2007 Equity Incentive Plan - Certificate of Option Agreement for grants made in October 2010 (1)
|
10-K
|
001-16427
|
10.70
|
2/25/2011
|
|
10.22
|
|
Fidelity National Information Services, Inc. Annual Incentive Plan, effective as of October 23, 2006 (1)
|
S-4/A
|
333-135845
|
Annex D
|
9/19/2006
|
|
10.23
|
|
Acceleration, Change of Role and Non-Competition Agreement, dated as of March 30, 2012, by and among Fidelity National Information Services, Inc. and William P. Foley II (1)
|
10-Q
|
001-16427
|
10.1
|
5/4/2012
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
|
10.24
|
|
Form of Fidelity National Information Services, Inc. (f/k/a Certegy Inc.) Non-Qualified Stock Option Agreement (1)
|
10-K
|
001-16427
|
10.56
|
3/1/2007
|
|
10.25
|
|
Employment Agreement, dated as of March 31, 2009, by and among Fidelity National Information Services, Inc. and Frank R. Martire (1)
|
S-4
|
333-158960
|
10.1
|
5/4/2009
|
|
10.26
|
|
Amendment to the Employment Agreement by and between Fidelity National Information Services, Inc. and Frank R. Martire, effective as of December 1, 2009 (1)
|
8-K
|
001-16427
|
10.1
|
12/3/2009
|
|
10.27
|
|
Amendment No. 1 to Employment Agreement, effective as of March 30, 2012, by and among Fidelity National Information Services, Inc. and Frank R. Martire (1)
|
10-Q
|
001-16427
|
10.3
|
5/4/2012
|
|
10.28
|
|
Amendment to Employment Agreement, effective as of January 1, 2015, by and among Fidelity National Information Services, Inc. and Frank R. Martire (1)
|
10-K
|
001-16427
|
10.28
|
2/27/2015
|
|
10.29
|
|
Amendment to Employment Agreement, effective as of February 23, 2016 by and among Fidelity National Information Services, Inc. and Frank R. Martire (1)
|
|
|
|
|
*
|
10.30
|
|
Amended and Restated Employment Agreement, effective as of December 29, 2009, by and among Fidelity National Information Services, Inc. and Gary A. Norcross (1)
|
8-K
|
001-16427
|
10.1
|
12/29/2009
|
|
10.31
|
|
Amendment No. 1 to Amended and Restated Employment Agreement, effective as of March 30, 2012, by and among Fidelity National Information Services, Inc., and Gary A. Norcross (1)
|
10-Q
|
001-16427
|
10.4
|
5/4/2012
|
|
10.32
|
|
Amendment to Employment Agreement, effective as of January 1, 2015, by and among Fidelity National Information Services, Inc., and Gary A. Norcross (1)
|
10-K
|
001-16427
|
10.31
|
2/27/2015
|
|
10.33
|
|
Amendment to Employment Agreement, effective as of February 23, 2016, by and among Fidelity National Information Services, Inc., and Gary A. Norcross (1)
|
|
|
|
|
*
|
10.34
|
|
Employment Agreement, effective as of October 1, 2009, by and among Fidelity National Information Services, Inc. and James W. Woodall (1)
|
8-K
|
|
10.13
|
10/2/2009
|
|
10.35
|
|
Amendment to Employment Agreement, effective as of January 29, 2013, by and between Fidelity National Information Services, Inc., and James W. Woodall (1)
|
10-K
|
001-16427
|
10.51
|
2/28/2014
|
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
|
10.36
|
|
Second Amendment to Employment Agreement, effective as of March 15, 2013, by and between Fidelity National Information Services, Inc., and James W. Woodall (1)
|
10-K
|
001-16427
|
10.52
|
2/28/2014
|
|
10.37
|
|
Amendment to Employment Agreement, effective as of February 23, 2016, by and between Fidelity National Information Services, Inc., and James W. Woodall (1)
|
|
|
|
|
*
|
10.38
|
|
Employment Agreement, effective as of October 1, 2009, by and among Fidelity National Information Services, Inc., and Michael P. Oates (1)
|
10-K
|
001-16427
|
10.43
|
2/28/2014
|
|
10.39
|
|
Amendment No. 1 to Employment Agreement, effective as of February 8, 2012, by and among Fidelity National Information Services, Inc., and Michael P. Oates (1)
|
10-K
|
001-16427
|
10.44
|
2/28/2014
|
|
10.40
|
|
Amendment No. 2 to Employment Agreement, effective as of January 29, 2013, by and among Fidelity National Information Services, Inc., and Michael P. Oates (1)
|
10-K
|
001-16427
|
10.82
|
2/26/2013
|
|
10.41
|
|
Amendment to Employment Agreement, effective as of February 23, 2016 by and among Fidelity National Information Services, Inc., and Michael P. Oates (1)
|
|
|
|
|
*
|
10.42
|
|
Employment Agreement, effective as of April 16, 2012, by and among Fidelity National Information Services, Inc., and Gregory G. Montana (1)
|
10-K
|
001-16427
|
10.81
|
2/26/2013
|
|
10.43
|
|
Amendment to Employment Agreement, effective as of February 23, 2016 by and among Fidelity National Information Services, Inc., and Gregory G. Montana (1)
|
|
|
|
|
*
|
10.44
|
|
Employment Agreement, effective as of June 1, 2015, by and between Fidelity National Information Services, Inc. and Michael Nussbaum. (1)
|
|
|
|
|
*
|
10.45
|
|
Amendment to Employment Agreement, effective as of February 23, 2016 by and between Fidelity National Information Services, Inc. and Michael Nussbaum. (1)
|
|
|
|
|
*
|
10.46
|
|
Employment Agreement, effective as of October 1, 2009, by and between Fidelity National Information Services, Inc. and Anthony Jabbour. (1)
|
|
|
|
|
*
|
10.47
|
|
Amendment to Employment Agreement, effective as of February 23, 2016 by and between Fidelity National Information Services, Inc. and Anthony Jabbour. (1)
|
|
|
|
|
*
|
|
|
Incorporated by Reference
|
|
||||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
|
10.48
|
|
Employment Agreement, effective as of February 1, 2016, by and between Fidelity National Information Services, Inc. and Marianne Brown. (1)
|
|
|
|
|
*
|
10.49
|
|
Form of Stock Option grant issued under Fidelity National Information Services, Inc. 2008 Omnibus Incentive Plan - Certificate of Option Agreement for grants made in October 2010 (1)
|
10-K
|
001-16427
|
10.65
|
2/25/2011
|
|
10.50
|
|
Form of Stock Option grant issued under Fidelity National Information Services, Inc. 2008 Omnibus Incentive Plan - Certificate of Option Agreement for grants made in April, June, September and October 2010 (1)
|
10-K
|
001-16427
|
10.66
|
2/25/2011
|
|
10.51
|
|
Form of Restricted Stock Grant for Directors under Fidelity National Information Services, Inc., 2008 Omnibus Incentive Plan for grants made in November 2012 (1)
|
10-K
|
001-16427
|
10.53
|
2/28/2014
|
|
10.52
|
|
Form of Restricted Stock Grant for Employees under Fidelity National Information Services, Inc., 2008 Omnibus Incentive Plan for grants made in November 2012 (1)
|
10-K
|
001-16427
|
10.54
|
2/28/2014
|
|
10.53
|
|
Form of Restricted Stock Grant for Employees under Fidelity National Information Services, Inc., pursuant to the Amended and Restated 2008 Omnibus Incentive Plan for grants made in November 2012 (1)
|
10-K
|
001-16427
|
10.55
|
2/28/2014
|
|
10.54
|
|
Form of Restricted Stock Grant for Directors under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in October and December 2013 (1)
|
10-K
|
001-16427
|
10.56
|
2/28/2014
|
|
10.55
|
|
Form of Non-Statutory Stock Option Award under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in October and December 2013 (1)
|
10-K
|
001-16427
|
10.57
|
2/28/2014
|
|
10.56
|
|
Form of Restricted Stock Grant for Employees under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in October 2013 (1)
|
10-K
|
001-16427
|
10.58
|
2/28/2014
|
|
10.57
|
|
Fidelity National Information Services, Inc. 2008 Omnibus Incentive Plan, as amended and restated effective May 29, 2013 (1)
|
DEF 14A
|
001-16427
|
Annex A
|
4/19/2013
|
|
10.58
|
|
Form of Restricted Stock Grant for Employees under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2014 (1)
|
|
|
|
|
*
|
|
|
Incorporated by Reference
|
|
|||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
10.59
|
Form of Restricted Stock Grant for Directors under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2014 (1)
|
|
|
|
|
*
|
10.60
|
Form of Non-Statutory Stock Option Award under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2014 (1)
|
|
|
|
|
*
|
10.61
|
Form of Restricted Stock Grant for Employees under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2015 (1)
|
|
|
|
|
*
|
10.62
|
Form of Restricted Stock Grant for Directors under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2015 (1)
|
|
|
|
|
*
|
10.63
|
Form of Non-Statutory Stock Option Award under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2015 (1)
|
|
|
|
|
*
|
10.64
|
Amendment Agreement, dated as of August 21, 2015, by and among Fidelity National Information Services, Inc., certain subsidiaries of the Company party thereto, each lender party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer and Bank of America, N.A., Wells Fargo Bank, National Association, HSBC Bank USA, National Association, The Bank of Tokyo-Mitsubishi UFJ, Ltd. and U.S. Bank National Association, as Swing Line Lenders and L/C Issuers.
|
8-K
|
001-16427
|
10.1
|
8/25/2015
|
|
10.65
|
Term Loan Credit Agreement, dated as of September 1, 2015, by and among Fidelity National Information Services, Inc., each lender party thereto and Bank of America, N.A., as Administrative Agent.
|
8-K
|
001-16427
|
10.1
|
9/3/2015
|
|
10.66
|
Support and Standstill Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain affiliates of Bain Capital, LLC party thereto
|
8-K
|
001-16427
|
10.1
|
8/14/2015
|
|
10.67
|
Support and Standstill Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain affiliates of The Blackstone Group L.P. party thereto
|
8-K
|
001-16427
|
10.53
|
8/14/2015
|
|
|
|
Incorporated by Reference
|
|
|||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
10.68
|
Support and Standstill Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain affiliates of Goldman Sachs & Co. party thereto
|
8-K
|
001-16427
|
10.54
|
8/14/2015
|
|
10.69
|
Support and Standstill Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain affiliates of Kohlberg Kravis Roberts & Co. L.P. party thereto
|
8-K
|
001-16427
|
10.55
|
8/14/2015
|
|
10.70
|
Support and Standstill Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain affiliates of Providence Equity Partners L.L.C. party thereto
|
8-K
|
001-16427
|
10.56
|
8/14/2015
|
|
10.71
|
Support and Standstill Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain affiliates of Silver Lake Management Company, L.L.C. party thereto
|
8-K
|
001-16427
|
10.57
|
8/14/2015
|
|
10.72
|
Support and Standstill Agreement, dated as of August 12, 2015, by and among Fidelity National Information Services, Inc. and certain affiliates of TPG Capital LP. Party thereto
|
8-K
|
001-16247
|
10.58
|
8/14/2015
|
|
10.73
|
SunGard 2005 Management Incentive Plan as amended and restated February 13, 2013 (1)
|
10-K
|
000-53653
|
10.36
|
3/20/2013
|
|
10.74
|
Form of November 2012 Time-Based Restricted Stock Unit Award Agreement, filed as Exhibit 10.65 to SunGard (formerly named SunGard Capital Corp.) Form 10-K for the year ended December 31, 2012 (1)
|
10-K
|
000-53653
|
10.65
|
3/20/2013
|
|
10.75
|
Form of June 2014 Performance-Based Restricted Stock Unit Award Agreement, filed as Exhibit 10.37 to SunGard (formerly named SunGard Capital Corp.) Form 10-K for the year ended December 31, 2014 (1)
|
10-K
|
000-53653
|
10.37
|
3/25/2015
|
|
10.76
|
Form of June 2014 Time-Based Restricted Stock Unit Award Agreement, filed as Exhibit 10.38 to SunGard (formerly named SunGard Capital Corp.) Form 10-K for the year ended December 31, 2014 (1)
|
10-K
|
000-53653
|
10.38
|
3/25/2015
|
|
21.1
|
Subsidiaries of the Registrant.
|
|
|
|
|
*
|
23.1
|
Consent of Independent Registered Public Accounting Firm (KPMG LLP).
|
|
|
|
|
*
|
|
|
Incorporated by Reference
|
|
|||
Exhibit
|
|
|
SEC File
|
|
|
Filed/ Furnished
|
No.
|
Exhibit Description
|
Form
|
Number
|
Exhibit
|
Filing Date
|
Herewith
|
31.1
|
Certification of Gary A. .Norcross, Chief Executive Officer of Fidelity National Information Services, Inc., pursuant to rule 13a-14(a) or 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
*
|
31.2
|
Certification of James W. Woodall Chief Financial Officer of Fidelity National Information Services, Inc., pursuant to rule 13a-14(a) or 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
*
|
32.1
|
Certification of Gary A. Norcross, Chief Executive Officer of Fidelity National Information Services, Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
*
|
32.2
|
Certification of James W. Woodall, Chief Financial Officer of Fidelity National Information Services, Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
*
|
101.INS+
|
XBRL Instance Document
|
|
|
|
|
*
|
101.SCH+
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
*
|
101.CAL+
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
*
|
101.DEF+
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
*
|
101.LAB+
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
*
|
101.PRE+
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
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*
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|
FIDELITY NATIONAL INFORMATION SERVICES, INC.
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ GARY A. NORCROSS
|
|
|
|
Gary A. Norcross
|
|
|
|
President and Chief Executive Officer
|
Date:
|
February 26, 2016
|
By:
|
/s/ JAMES W. WOODALL
|
|
|
|
James W. Woodall
|
|
|
|
Corporate Executive Vice President and
|
|
|
|
Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ MICHAEL A. NUSSBAUM
|
|
|
|
Michael A. Nussbaum
|
|
|
|
Chief Accounting Officer
|
|
|
|
(Principal Accounting Officer)
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ FRANK R. MARTIRE
|
|
|
|
Frank R. Martire
|
|
|
|
Executive Chairman of the Board
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ WILLIAM P. FOLEY, II
|
|
|
|
William P. Foley, II
|
|
|
|
Vice Chairman of the Board
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ GARY A. NORCROSS
|
|
|
|
Gary A. Norcross
|
|
|
|
President, Chief Executive Officer and Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ ELLEN R. ALEMANY
|
|
|
|
Ellen R. Alemany
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ THOMAS M. HAGERTY
|
|
|
|
Thomas M. Hagerty
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ KEITH W. HUGHES
|
|
|
|
Keith W. Hughes
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ DAVID K. HUNT
|
|
|
|
David K. Hunt
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ STEPHAN A. JAMES
|
|
|
|
Stephan A. James
|
|
|
|
Director
|
Date:
|
February 26, 2016
|
By:
|
/s/ RICHARD N. MASSEY
|
|
|
|
Richard N. Massey
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ LESLIE M. MUMA
|
|
|
|
Leslie M. Muma
|
|
|
|
Director
|
|
|
|
|
Date:
|
February 26, 2016
|
By:
|
/s/ JAMES B. STALLINGS, JR.
|
|
|
|
James B. Stallings, Jr.
|
|
|
|
Director
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
11601 Roosevelt Boulevard Realty, LLC
|
|
Florida
|
Advanced Financial Solutions, Inc.
|
|
Oklahoma
|
Advanced Portfolio Technologies Ltd.
|
|
Bermuda
|
Advanced Portfolio Technologies Ltd.
|
|
England & Wales
|
Advanced Portfolio Technologies, Inc.
|
|
Delaware
|
AGES Participacoes Ltda.
|
|
Brazil
|
Aircrown Limited
|
|
England & Wales
|
Armed Forces Financial Network, LLC (50%)
|
|
Florida
|
Asset Exchange, Inc.
|
|
Delaware
|
Aurum Technology LLC
|
|
Delaware
|
Automated Securities Clearance LLC
|
|
Delaware
|
BenchMark Consulting International Europe GmbH
|
|
Germany
|
BenchMark Consulting International N A, Inc.
|
|
Georgia
|
BenchMark Consulting International UK Limited
|
|
England & Wales
|
Birza Limited
|
|
Ireland
|
C&E Holdings Luxembourg S.a.r.l.
|
|
Luxembourg
|
CapAfric Consulting (Pty) Ltd.
|
|
South Africa
|
Capco Belgium BVBA
|
|
Belgium
|
Capco Consulting Singapore Pte. Ltd.
|
|
Singapore
|
Capco Technologies Private Limited
|
|
India
|
Card Brazil Holdings, Inc.
|
|
Georgia
|
Card Brazil LLC
|
|
Georgia
|
Central Credit Services Limited
|
|
Scotland
|
Certegy Canada Company
|
|
Canada
|
Certegy Card Services B.V.
|
|
Netherlands
|
Certegy Card Services Limited
|
|
England & Wales
|
Certegy Check Services, Inc.
|
|
Delaware
|
Certegy Dutch Holdings B.V.
|
|
Netherlands
|
Certegy EziPay Ltd.
|
|
England & Wales
|
Certegy France Limited
|
|
England & Wales
|
Certegy Gaming Services, Inc.
|
|
Delaware
|
Certegy SNC
|
|
France
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
Certegy UK Holdings B.V.
|
|
Netherlands
|
Chex Systems Inc.
|
|
Minnesota
|
Clear2Pay (Shenzhen) Co.
|
|
China
|
Clear2Pay Americas, Inc.
|
|
Delaware
|
Clear2Pay APAC Pte. Ltd.
|
|
Singapore
|
Clear2Pay APAC Pty Ltd.
|
|
Australia
|
Clear2Pay Beijing Co.
|
|
China
|
Clear2Pay Belgium NV
|
|
Belgium
|
Clear2Pay China Limited
|
|
Hong Kong
|
Clear2Pay Consulting Americas, Inc.
|
|
California
|
Clear2Pay France SAS
|
|
France
|
Clear2Pay Germany GmbH
|
|
Germany
|
Clear2Pay Incorporated
|
|
Delaware
|
Clear2Pay India Private Limited
|
|
India
|
Clear2Pay Integri NV
|
|
Belgium
|
Clear2Pay Limited
|
|
England & Wales
|
Clear2Pay Nanjing Co.
|
|
China
|
Clear2Pay Nederland BV
|
|
Netherlands
|
Clear2Pay NV
|
|
Belgium
|
Clear2Pay Polska s.p.z.o.o
|
|
Poland
|
Clear2Pay Scotland Holdings Limited
|
|
Scotland
|
Clear2Pay Scotland Limited
|
|
Scotland
|
Clear2Pay Services NV
|
|
Belgium
|
Clear2Pay Spain S.l.
|
|
Spain
|
ClearCommerce Corporation
|
|
Delaware
|
ClearPark N.V.
|
|
Belgium
|
ClearTwoPay Chile SpA
|
|
Chile
|
Complete Payment Recovery Services, Inc.
|
|
Georgia
|
Compliance Coach, Inc.
|
|
California
|
Credit Management Solutions, Inc.
|
|
Delaware
|
Decalog (1991) Ltd.
|
|
Israel
|
Decalog (UK) Limited
|
|
England & Wales
|
Decalog N.V.
|
|
Netherlands
|
Decision Software, Inc.
|
|
New York
|
EFD Asia, Inc.
|
|
Minnesota
|
eFunds Corporation
|
|
Delaware
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
eFunds Global Holdings Corporation
|
|
Minnesota
|
eFunds Holdings Limited
|
|
England & Wales
|
eFunds International Limited
|
|
England & Wales
|
eFunds IT Solutions Group, Inc.
|
|
Delaware
|
Element NV
|
|
Belgium
|
Endpoint Exchange, LLC
|
|
Oklahoma
|
FAME Information Services (Asia Pacific) Pte Ltd
|
|
Singapore
|
Fidelity Holding Ltda.
|
|
Brazil
|
Fidelity Information Services (France) SARL
|
|
France
|
Fidelity Information Services (Hong Kong) Limited
|
|
Hong Kong
|
Fidelity Information Services (South Africa) (Pty) Ltd.
|
|
South Africa
|
Fidelity Information Services (Thailand) Limited (99.9%)
|
|
Thailand
|
Fidelity Information Services Brasil Participacoes Ltda. (99.9%)
|
|
Brazil
|
Fidelity Information Services GmbH
|
|
Germany
|
Fidelity Information Services Holdings B.V.
|
|
Netherlands
|
Fidelity Information Services India Private Limited
|
|
India
|
Fidelity Information Services International Holdings, Inc.
|
|
Delaware
|
Fidelity Information Services International Holdings, LLC
|
|
Delaware
|
Fidelity Information Services Limited
|
|
England & Wales
|
Fidelity Information Services Operations GmbH
|
|
Germany
|
Fidelity Information Services, LLC
|
|
Arkansas
|
Fidelity International Resource Management, Inc.
|
|
Delaware
|
Fidelity National Asia Pacific Holdings, LLC
|
|
Georgia
|
Fidelity National Card Services, Inc.
|
|
Florida
|
Fidelity National E-Banking Services, Inc.
|
|
Georgia
|
Fidelity National Europe LLC
|
|
Georgia
|
Fidelity National First Bankcard Systems, Inc.
|
|
Georgia
|
Fidelity National Global Card Services, Inc.
|
|
Florida
|
Fidelity National Information Services (Netherlands) B.V.
|
|
Netherlands
|
Fidelity National Information Services C.V.
|
|
Netherlands
|
Fidelity National Information Services, Inc.
|
|
Georgia
|
Fidelity National Information Services, LLC
|
|
Delaware
|
Fidelity National Participacoes e Servicos de Informatica Ltda.
|
|
Brazil
|
Fidelity National Payment Services, Inc.
|
|
Delaware
|
Fidelity National Servicos de Tratamento de Documentos e Informacoes Ltda.
|
|
Brazil
|
Fidelity Participacoes e Servicos Ltda.
|
|
Brazil
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
Fidelity Processadora e Servicos S.A. (51%)
|
|
Brazil
|
Financial Insurance Marketing Group, Inc.
|
|
Washington D.C.
|
Financial Services, Inc.
|
|
New Jersey
|
FIRM I, LLC
|
|
Delaware
|
FIRM II, LLC
|
|
Delaware
|
FIS AsiaPacRim Holdings Ltd.
|
|
England & Wales
|
FIS Australasia Pty Ltd.
|
|
Australia
|
FIS Capital Leasing, Inc.
|
|
Delaware
|
FIS Card Processing Services (Chile) S.A.
|
|
Chile
|
FIS Card Services (Thailand) Co., Ltd.
|
|
Thailand
|
FIS Card Services Caribbean, Ltd.
|
|
Barbados
|
FIS Financial Compliance Solutions, LLC
|
|
Delaware
|
FIS Financial Solutions Canada Inc.
|
|
Canada
|
FIS Foundation, Inc.
|
|
Wisconsin
|
FIS Global Business Solutions India Private Ltd. (99%)
|
|
India
|
FIS Global Holdings S.a.r.l
|
|
Luxembourg
|
FIS Global Recovery Services India Private Limited
|
|
India
|
FIS Global Solutions Philippines, Inc.
|
|
Philippines
|
FIS Holdings (Cayman Islands) Ltd.
|
|
Cayman Islands
|
FIS Holdings (Germany) GmbH i.L.
|
|
Germany
|
FIS Holdings Mauritius
|
|
Mauritius
|
FIS Italy S.r.l.
|
|
Italy
|
FIS Management Services Mexico, S. de R.L. de C.V.
|
|
Mexico
|
FIS Management Services, LLC
|
|
Delaware
|
FIS Middle East FZ-LLC
|
|
United Arab Emirates
|
FIS Output Solutions, LLC
|
|
Georgia
|
FIS Pakistan (Private) Limited
|
|
Pakistan
|
FIS Payment Solutions & Services India Private Limited
|
|
India
|
FIS Payments (Ireland) Limited
|
|
Ireland
|
FIS Payments (UK) Limited
|
|
England & Wales
|
FIS Risk and Security Services, Inc.
|
|
Delaware
|
FIS Romania SRL
|
|
Romania
|
FIS Solutions, LLC
|
|
Delaware
|
FIS Technology (Beijing) Co. Limited
|
|
China
|
FIS Technology Services (New Zealand) Limited
|
|
New Zealand
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
FIS Technology Services (Poland) Sp. z.o.o.
|
|
Poland
|
FIS Technology Services Singapore Pte. Ltd.
|
|
Singapore
|
FIS Vietnam LLC
|
|
Vietnam
|
FIS Wealth Management Services, Inc.
|
|
Delaware
|
FNIS Holding Brasil Ltda.
|
|
Brazil
|
FNIS Istanbul Danismanlik Limited Sirketi
|
|
Turkey
|
FNIS Sweden AB
|
|
Sweden
|
FNX India Software Private Limited
|
|
India
|
GHR Systems, Inc.
|
|
Pennsylvania
|
GIFTS Software Inc.
|
|
New York
|
GL Settle Limited
|
|
England & Wales
|
GL Settle, Inc.
|
|
Delaware
|
GL Trade (South Africa) (Proprietary) Limited
|
|
South Africa
|
GL Trade Americas, Inc.
|
|
New York
|
GL Trade Capital Markets Solutions Inc.
|
|
Pennsylvania
|
GL Trade CMS (Thailand) Limited
|
|
Thailand
|
GL Trade Holdings, Inc.
|
|
Delaware
|
GL Trade Overseas, Inc.
|
|
Delaware
|
GL Trade Software DOO
|
|
Serbia
|
GL Trade Solutions CMS (Thailand) Limited
|
|
Thailand
|
Glesia S.r.l.
|
|
Italy
|
Grove Holdings 2 S.A.
|
|
Luxembourg
|
Grove Holdings US, LLC
|
|
Delaware
|
i DLX International B.V.
|
|
Netherlands
|
Information Services Luxembourg S.a.r.l.
|
|
Luxembourg
|
Integrity Treasury Solutions Europe Limited
|
|
England & Wales
|
Integrity Treasury Solutions Inc.
|
|
Delaware
|
Integrity Treasury Solutions Limited
|
|
England & Wales
|
Integrity Treasury Solutions Pty Limited
|
|
Australia
|
InterCept Data Services, Inc.
|
|
Alabama
|
Kirchman Corporation
|
|
Wisconsin
|
Kronos Software Limited
|
|
England & Wales
|
Level Four Americas LLC
|
|
Delaware
|
Lexcel Solutions, Inc.
|
|
Arizona
|
Link2Gov Corp.
|
|
Tennessee
|
Metavante Corporation
|
|
Wisconsin
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
Metavante Holdings, LLC
|
|
Delaware
|
Metavante Leasing, LLC
|
|
Florida
|
Metavante Limited
|
|
England & Wales
|
Metavante Payment Services, LLC
|
|
Delaware
|
Metavante Technologies Limited
|
|
England & Wales
|
mFoundry, Inc.
|
|
Delaware
|
Minorca Corporation NV
|
|
Netherlands Antilles
|
Monis Management Limited
|
|
England & Wales
|
Monis Software Inc.
|
|
New York
|
Monis Software Limited
|
|
England & Wales
|
NYCE Payments Network, LLC
|
|
Delaware
|
Online Securities Processing Inc.
|
|
Delaware
|
Oshap Software Industries Ltd.
|
|
Israel
|
Oshap Technologies Ltd.
|
|
Israel
|
Panther GP 1
|
|
Delaware
|
Panther GP 2
|
|
Delaware
|
Panther Holdco 2, Inc.
|
|
Delaware
|
Panther Holdco, Inc.
|
|
North Carolina
|
Panther Sub LLC
|
|
Delaware
|
Payment Brasil Holdings Ltda.
|
|
Brazil
|
Payment Chile S.A. (99.99%)
|
|
Chile
|
Payment South America Holdings, Inc.
|
|
Georgia
|
Payment South America LLC
|
|
Georgia
|
PayNet Payments Network, LLC
|
|
Delaware
|
Penley, Inc.
|
|
Georgia
|
Platform Securities Financial Limited
|
|
England & Wales
|
Platform Securities Holdings Limited
|
|
England & Wales
|
Platform Securities International Limited
|
|
Jersey
|
Platform Securities International Nominees Limited
|
|
Jersey
|
Platform Securities LLP
|
|
England & Wales
|
Platform Securities Nominees Limited
|
|
England & Wales
|
Platform Securities Services Limited
|
|
England & Wales
|
PREFCO VI, LLC
|
|
Connecticut
|
Prime Associates, Inc.
|
|
Delaware
|
Profile Partners GP, L.P. (40%)
|
|
Delaware
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
Profile Venture Partners Capital Fund I L.P. (74.7482%)
|
|
Delaware
|
ProNet Solutions, Inc.
|
|
Arizona
|
PT Fidelity Information Services Indonesia
|
|
Indonesia
|
PT. SunGard Systems Indonesia
|
|
Indonesia
|
PVP Advisors, LLC
|
|
Delaware
|
PVP Management, LLC (34%)
|
|
Delaware
|
Reech Capital Limited
|
|
England & Wales
|
Reliance Financial Corporation
|
|
Georgia
|
Reliance Integrated Solutions LLC
|
|
Delaware
|
Reliance Trust Company
|
|
Georgia
|
Reliance Trust Company of Delaware
|
|
Delaware
|
Riofin Limited
|
|
England & Wales
|
Sanchez Capital Services Private Limited
|
|
India
|
Sanchez Computer Associates Pty Limited
|
|
Australia
|
Sanchez Computer Associates, LLC
|
|
Delaware
|
Sanchez Software, Ltd.
|
|
Delaware
|
Second Foundation Europe sro
|
|
Czech Republic
|
Second Foundation, Inc.
|
|
California
|
Secondco Limited
|
|
England & Wales
|
Sherwood US Holdings Limited
|
|
England & Wales
|
SIS Europe Holdings LLC
|
|
Delaware
|
Solutions Plus Consulting Services Limited
|
|
England & Wales
|
Stratix Technologies Inc.
|
|
Ontario
|
SunGard (Benelux) N.V.
|
|
Belgium
|
SunGard (Israel) Ltd.
|
|
Israel
|
SunGard (Switzerland) SA
|
|
Switzerland
|
SunGard Ambit (Australia) Pty Ltd
|
|
Australia
|
SunGard Ambit Holdings Pty Ltd
|
|
Australia
|
SunGard Ambit LLC
|
|
Delaware
|
SunGard Apex International Limited
|
|
England & Wales
|
SunGard Apex UK Limited
|
|
England & Wales
|
SunGard AR Financing LLC
|
|
Delaware
|
SunGard Asia Pacific Inc.
|
|
Delaware
|
SunGard AvantGard LLC
|
|
California
|
SunGard Bilgisayar Hizmetleri Ticaret Limited Sirketi
|
|
Turkey
|
SunGard Brokerage & Securities Services LLC
|
|
Delaware
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
SunGard Business Integration (UK) Limited
|
|
England & Wales
|
SunGard Business Integration AG
|
|
Switzerland
|
SunGard Business Integration GmbH
|
|
Germany
|
SunGard Business Systems LLC
|
|
Delaware
|
SunGard Computer Services LLC
|
|
Delaware
|
SunGard Consulting Services (Ireland) Limited
|
|
Ireland
|
SunGard Consulting Services (UK) Limited
|
|
England & Wales
|
SunGard Consulting Services LLC
|
|
Delaware
|
SunGard CSA LLC
|
|
Delaware
|
SunGard Data Systems Beijing Co. Ltd.
|
|
China
|
SunGard Data Systems Inc.
|
|
Delaware
|
SunGard de Mexico, S. de R.L. de C.V.
|
|
Mexico
|
SunGard Derivatives Utility Services (Singapore) Pte. Ltd.
|
|
Singapore
|
SunGard Derivatives Utility Services (UK) Limited
|
|
England & Wales
|
SunGard Derivatives Utility Services LLC
|
|
Delaware
|
SunGard DIS Inc.
|
|
Delaware
|
SunGard Do Brasil Servicos de Informatica Ltda.
|
|
Brazil
|
SunGard Energy Solutions (Italia) S.r.l.
|
|
Italy
|
SunGard Energy Solutions Limited
|
|
England & Wales
|
SunGard Energy Systems Inc.
|
|
Delaware
|
SunGard eProcess Intelligence LLC
|
|
Delaware
|
SunGard Financial Strategies LLC
|
|
Delaware
|
SunGard Financial Systems (France) SAS
|
|
France
|
SunGard Financial Systems LLC
|
|
Delaware
|
SunGard Front Arena AB
|
|
Sweden
|
SunGard Global Execution Services Limited
|
|
England & Wales
|
SunGard Global Services (Tunisia)
|
|
Tunisia
|
SunGard Global Services (Tunisia) II SARL
|
|
Tunisia
|
SunGard Global Services (Tunisia) III
|
|
Tunisia
|
SunGard Global Technology - Tunisia SARL
|
|
Tunisia
|
SunGard Global Trading (Australia) Pty. Ltd.
|
|
Australia
|
SunGard Global Trading (Belgium) N.V.
|
|
Belgium
|
SunGard Global Trading (Deutschland) GmbH
|
|
Germany
|
SunGard Global Trading (Hong Kong) Limited
|
|
Hong Kong
|
SunGard Global Trading (Iberica) S.L. Unipersonal
|
|
Spain
|
SunGard Global Trading (Nederland) B.V.
|
|
Netherlands
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
SunGard Global Trading (Portugal), Unipessoal Lda
|
|
Portugal
|
SunGard Global Trading (Singapore) Pte. Ltd.
|
|
Singapore
|
SunGard Global Trading (Suisse) SA
|
|
Switzerland
|
SunGard Global Trading (UK) Limited
|
|
England & Wales
|
SunGard Holdco LLC
|
|
Delaware
|
SunGard Holding Corp.
|
|
Delaware
|
SunGard Holdings Limited
|
|
England & Wales
|
SunGard Iberia, S.L.
|
|
Spain
|
SunGard India Sales Private Limited
|
|
India
|
SunGard Insurance Services Limited
|
|
England & Wales
|
SunGard International Holdings Inc.
|
|
Delaware
|
SunGard Investment Systems LLC
|
|
Delaware
|
SunGard Investment Systems U.K. Limited
|
|
England & Wales
|
SunGard Investment Ventures LLC
|
|
Delaware
|
SunGard Investor Services LLC
|
|
Delaware
|
SunGard Italia S.r.l.
|
|
Italy
|
SunGard iWORKS LLC
|
|
Delaware
|
SunGard iWORKS P&C (US) Inc.
|
|
Delaware
|
SunGard Japan KK
|
|
Japan
|
SunGard Kingstar Cayman Islands Limited
|
|
Cayman Islands
|
SunGard Kingstar Data System (China) Co., Ltd.
|
|
China
|
SunGard Kiodex LLC
|
|
Delaware
|
SunGard Korea Ltd.
|
|
Korea, Republic of
|
SunGard Pensions Limited
|
|
England & Wales
|
SunGard Public Sector AG Limited
|
|
England & Wales
|
SunGard Public Sector LLC
|
|
Florida
|
SunGard Reference Data Solutions LLC
|
|
Delaware
|
SunGard Securities Finance International LLC
|
|
Delaware
|
SunGard Securities Finance LLC
|
|
Delaware
|
SunGard Shareholder Systems LLC
|
|
Delaware
|
SunGard Sherwood Systems (Netherlands) B.V.
|
|
Netherlands
|
SunGard Sherwood Systems Group Limited
|
|
England & Wales
|
SunGard Sherwood Systems Limited
|
|
England & Wales
|
SunGard Solutions (India) Private Limited
|
|
India
|
SunGard Solutions Software (India) Private Limited
|
|
India
|
SunGard Systeme GmbH
|
|
Germany
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
SunGard Systems (Middle East) Limited
|
|
United Arab Emirates
|
SunGard Systems Canada Inc.
|
|
Ontario
|
SunGard Systems de Colombia S.A.S.
|
|
Colombia
|
SunGard Systems Hong Kong Limited
|
|
Hong Kong
|
SunGard Systems International Inc.
|
|
Pennsylvania
|
SunGard Systems Kenya Limited
|
|
Kenya
|
SunGard Systems Ltd.
|
|
England & Wales
|
SunGard Systems Luxembourg S.A.
|
|
Luxembourg
|
SunGard Systems Malaysia Sdn. Bhd.
|
|
Malaysia
|
SunGard Systems NZ Limited
|
|
New Zealand
|
SunGard Systems Philippines Inc.
|
|
Philippines
|
SunGard Systems Pty Limited
|
|
Australia
|
SunGard Systems Singapore Pte Limited
|
|
Singapore
|
SunGard Systems South Africa (Proprietary) Limited
|
|
South Africa
|
SunGard Treasury Systems Europe Limited
|
|
England & Wales
|
SunGard Treasury Systems UK Limited
|
|
England & Wales
|
SunGard UK Holdings Limited
|
|
England & Wales
|
SunGard VPM Inc.
|
|
New York
|
SunGard Workflow Solutions LLC
|
|
Delaware
|
SunGard, LLC
|
|
Delaware
|
The Capital Markets Company
|
|
Delaware
|
The Capital Markets Company (UK) Limited
|
|
United Kingdom
|
The Capital Markets Company BV
|
|
Netherlands
|
The Capital Markets Company BVBA
|
|
Belgium
|
The Capital Markets Company GmbH
|
|
Switzerland
|
The Capital Markets Company GmbH
|
|
Germany
|
The Capital Markets Company KK
|
|
Japan
|
The Capital Markets Company Limited
|
|
Canada
|
The Capital Markets Company Limited
|
|
Hong Kong
|
The Capital Markets Company S.A.S.
|
|
France
|
The Capital Markets Company Slovakia, s.r.o.
|
|
Slovakia
|
TP Technologies N.V.
|
|
Belgium
|
Transaction Services, Inc.
|
|
Florida
|
Transax Limited
|
|
England & Wales
|
Trax N.V.
|
|
Belgium
|
TREEV LLC
|
|
Nevada
|
|
|
|
Company
|
|
Incorporation
|
|
|
|
ValueCentric Marketing Group, Inc.
|
|
Delaware
|
Valuelink Information Services Limited
|
|
England & Wales
|
Valutec Card Solutions, LLC
|
|
Delaware
|
VECTORsgi, Inc.
|
|
Delaware
|
Vicor, Inc.
|
|
Nevada
|
WildCard Systems, Inc.
|
|
Florida
|
1.
|
I have reviewed this annual report on Form 10-K of Fidelity National Information Services, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
February 26, 2016
|
By:
|
/s/ GARY A. NORCROSS
|
|
|
|
Gary A. Norcross
|
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Fidelity National Information Services, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
February 26, 2016
|
By:
|
/s/ James W. Woodall
|
|
|
|
James W. Woodall
|
|
|
|
Corporate Executive Vice President and
Chief Financial Officer
|
1.
|
The periodic report containing financial statements to which this certificate is an exhibit fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934.
|
2.
|
The information contained in the periodic report to which this certificate is an exhibit fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
February 26, 2016
|
By:
|
/s/ GARY A. NORCROSS
|
|
|
|
Gary A. Norcross
|
|
|
|
President and Chief Executive Officer
|
1.
|
The periodic report containing financial statements to which this certificate is an exhibit fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934.
|
2.
|
The information contained in the periodic report to which this certificate is an exhibit fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
February 26, 2016
|
By:
|
/s/ James W. Woodall
|
|
|
|
James W. Woodall
|
|
|
|
Chief Financial Officer
|