FIS to hold special meeting of shareholders to approve issuance of shares in connection with Worldpay deal

Maria Nikolova

In connection with the pending merger of FIS and Worldpay, FIS will be holding a special meeting of shareholders on Wednesday, July 24.

Financial services technology expert FIS (NYSE:FIS) has announced that, in connection with the pending business combination of FIS and Worldpay, Inc, it will be holding a special meeting of shareholders on Wednesday, July 24.

Those who own shares of FIS stock, either through the ESPP Plan or through a broker are encouraged to vote those shares at their earliest convenience. FIS says participation is critical to the corporate governance process.

The proposals being voted on at the special meeting are:

  • 1. To approve the issuance of shares of FIS common stock in connection with the Worldpay transaction.
  • 2. To approve an amendment to the articles of incorporation of FIS to increase the number of authorized shares of FIS common stock of FIS from 600,000,000 to 750,000,000.
  • 3. To adjourn the FIS special meeting, if necessary or appropriate, to solicit additional proxies.

FIS’s Board of Directors recommends that shareholders vote in favor of proposals 1 through 3.

The deadline for voting is Tuesday, July 23 for all FIS shareholders.

In May this year, FIS announced that it had completed an amendment of its existing Revolving Credit Facility that increases its borrowing capacity under the unsecured revolving facility from $4 billion to $5.5 billion with the expiration of the agreement remaining September 21, 2023. Consistent with the increase in its Revolving Credit Facility, FIS increased the capacity under its existing U.S. Commercial Paper (USCP) program to $5.5 billion.

Further, FIS set up a new European Commercial Paper (ECP) program under which it may issue, on a private placement basis, senior unsecured commercial paper notes up to a maximum aggregate amount outstanding at any time of $4.7 billion. Under the ECP program, FIS may issue notes from time to time, with maturities that vary, but do not exceed 183 days from the date of issue.

FIS plans to use approximately $2.9 billion in borrowings under the ECP and USCP programs, together with the proceeds from its recently completed $8.2 billion multi-currency bond offering, to finance the cash portion of the consideration for its pending merger with Worldpay Inc (NYSE:WP), the repayment of outstanding Worldpay debt and other costs and expenses of the merger.

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