Georgia (State or Other Jurisdiction of Incorporation or Organization) |
37-1490331 (IRS Employer Identification Number) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure. | ||||||||
Item 9.01. Financial Statements and Exhibits. | ||||||||
SIGNATURE | ||||||||
EXHIBIT INDEX | ||||||||
EX-99.1 | ||||||||
EX-99.2 |
99.1 | Presentation Materials for use at the investor and analyst conference hosted by FIS on December 7, 2009.* | |
99.2 | Supplemental financial schedules and reconciliations of non-GAAP measures.* |
* | As described in Item 7.01 above of this Current Report, this exhibit is furnished and not filed with this Current Report. |
Fidelity National Information Services, Inc. |
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Date: December 7, 2009 | By: | /s/ Michael D. Hayford | ||
Name: | Michael D. Hayford | |||
Title: | Corporate Executive Vice President and Chief Financial Officer |
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Fidelity National Information Services, Inc. |
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Date: December 7, 2009 | By: | /s/ James W. Woodall | ||
Name: | James W. Woodall | |||
Title: | Senior Vice President and Chief Accounting Officer |
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Exhibit | Description | |
99.1
|
Presentation Materials for use at the investor and analyst conference hosted by FIS on December 7, 2009.* | |
99.2 | Supplemental financial schedules and reconciliations of non-GAAP measures.* |
* | As described in Item 7.01 above of this Current Report, this exhibit is furnished and not filed with this Current Report. |
Investor Day Agenda 2 * Includes break Frank Martire President and Chief Executive Officer FIS Overview Opening Remarks Operations Review* Financial Summary and Outlook Mike Hayford Chief Financial Officer Executive Panel Reception |
This presentation contains statements related to FIS' future plans and expectations and, as such, constitutes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future economic performance and are not statements of fact, actual results may differ materially from those projected. The risks and uncertainties that forward-looking statements are subject to, include, without limitation: changes in general economic, business and political conditions, including changes in the financial markets; the effect of governmental regulations; the effects of our substantial leverage, which may limit the funds available to make acquisitions and invest in our business; the risk of reduction in revenue from the elimination of existing and potential customers due to consolidation in the banking, retail and financial services industries or due to financial failures suffered by firms in those industries; failures to adapt our services to changes in technology or in the marketplace; the failure to achieve some or all of the benefits that we expect from the acquisition of Metavante, including the possibility that our acquisition of Metavante may not be accretive to our earnings due to undisclosed liabilities, management or integration issues, loss of customers, the inability to achieve targeted cost savings, or other factors; our potential inability to find suitable acquisition candidates or difficulties in integrating acquisitions; competitive pressures on product pricing and services; and other risks detailed in the "Statement Regarding Forward-Looking Information," "Risk Factors" and other sections of the Company's Form 10-K and other filings with the Securities and Exchange Commission ("SEC") that are available on the SEC's Web site located at www.sec.gov. All forward-looking statements included in this document are based on information available at the time of the document. FIS assumes no obligation to update any forward-looking statement. Forward-Looking Statements 3 |
Generally Accepted Accounting Principles (GAAP) is the term used to refer to the standard framework of guidelines for financial accounting. GAAP includes the standards, conventions, and rules accountants follow in recording and summarizing transactions, and in the preparation of financial statements. In addition to reporting financial results in accordance with GAAP, the company has provided non-GAAP financial measures, which it believes are useful to help investors better understand its financial performance, competitive position and prospects for the future. These non-GAAP measures include adjusted revenue, earnings before interest, taxes and depreciation and amortization (EBITDA), adjusted earnings before interest and taxes (EBIT), adjusted net earnings, and free cash flow. Adjusted EBITDA and EBIT exclude the impact of merger and acquisition and integration expenses, LPS spin-off related costs, certain stock compensation charges and certain other costs. Adjusted revenue includes purchase accounting adjustments related to deferred revenue. Adjusted net earnings exclude the after-tax impact of merger and acquisition and integration expenses, LPS spin-off related costs, certain stock compensation charges, acquisition related amortization and certain other costs. Free cash flow is GAAP operating cash flow less capital expenditures and acquisition related cash items. Any non-GAAP measures should be considered in context with the GAAP financial presentation and should not be considered in isolation or as a substitute for GAAP net earnings. Further, FIS' non-GAAP measures may be calculated differently from similarly titled measures of other companies. Reconciliations of these non-GAAP measures to related GAAP measures are provided in the Investor Relations section of the FIS Web site, www.fisglobal.com. Use of Non-GAAP Measures 4 |
Strategic Overview William P. Foley, IIExecutive Chairman |
Creating the Industry LeaderTargeted, Disciplined and SuccessfullyIntegrated Acquisitions 6 Ancillary Core Deposits/Loan Channels Integration Payments (CHART) Scale Product Capability Global Reach Revenue* E * Historical revenue reflects FIS on a stand-alone basis. |
Strengthens competitive position in a dynamic industry Generates significant economies of scale Augments depth and breadth of management team Combined product suite enhances long-term growth potential PositionsFIS as the global industryleader "... arguably the most important financial technology deal of the decade." - Bank Technology News, November 2009 Creating the Industry LeaderFIS/Metavante Combination 7 |
FIS Today - The Industry Leader 8 Best positioned to capitalize on changing industry dynamics Track record of superior execution Active participant in industry consolidation Focused on Increasing Shareholder Value |
Frank MartirePresident and Chief Executive Officer FIS Overview |
Why Invest in FIS? 10 A Strong Foundation ... Excellent customer relationships Significant economies of scale Superior execution 30,000 dedicated employees worldwide .... Drives Exceptional Performance Sustainable organic growth High customer satisfaction and retention Strong margin expansion Significant cash flow .... and Superior Shareholder Returns |
11 FiservSunGardFidelity National Information ServicesDieboldNCRTata Consultancy Services (TCS)First DataTotal System Services (TSYS)Lender Processing ServicesMetavante TechnologiesInfosys TechnologiesCA (Computer Associates)Cognizant Technology SolutionsDST SystemsExperian GroupSASEquifaxJack Henry & Associates $4,830$4,2263,6603,1232,8852,8172,5802,2201,9391,8251,7071,5991,5751,2671,2151,116950826749 2008 Revenue($ Millions) Source: American Banker, October 2009. Note: The #1 ranking for "new FIS" is based on the combined 2008 financial technology revenue for Fidelity National Information Services and Metavante Technologies. Top 100 FinTech Companies |
> $5 billion pro forma revenue > $1.3 billion EBITDA More than 14,000 client relationships ... .... In more than 100 countries $8.7 billion market cap FIS Today - The Industry Leader #1 Bank Financial Technology Provider 12 |
Leading Global FinancialTechnology Provider 13 Clients in more than 100 countriesEstablished operations in more than 27 countries30,000 employees strong15,000 U.S.-based15,000 offshore Strategic Operating Centers FIS presence No FIS presence Milwaukee, Wis. Little Rock, Ark. Jacksonville, Fla.Orlando, Fla.St. Petersburg, Fla. United Kingdom Germany Sao Paulo, Brazil Melbourne, Australia Mumbai, India |
Broad and Diverse Client Base 14 More than 14,000 clients worldwide Global Reach 59% global revenue in higher growth payment solutions Diversified revenue streams (CHART) (CHART) 59%PaymentSolutions 41%FinancialSolutions 68%U.S. Banks 15%International 17%Non-FI Relationships with 40 of the top 50 global banks, includin g nine of the top 10 Solution Leadership 2,600 core processing customers, incl uding > 300 outside the U.S. Anchor Relationships Approximately 7,000 debit, credit and prepaid card issuers Expansive Payments Base Healthcare Government Commercial Growing Non-FI Base |
15 Strong customer relationshipsMultiple market segments and geographiesExcellent cross-sell opportunities Premier Client Base Payments Financial |
Value Creation Revenue enhancement programsScale allows price competitivenessBundled offeringsHigh levels of integration Relationship Model Complete suite of integrated productsSimplicity in vendor managementHigh touch, client-centric model Reputation Highly referenceable client basePartnership approachStrong industry knowledge Long-Term Viability and Stability Strong financial metricsBroad industry expertiseCompetitive positionSuccessful track record Why Clients Choose FIS 16 |
Frank R. Martire, President and Chief Executive OfficerJoined Metavante in 200310 years, Fiserv: President and COO, Financial Institutions Systems and Services Group10 years, Citigroup Information Resources: Chairman and CEOGary Norcross, Chief Operating Officer Joined FIS in 198812 years, ALLTEL Information Services: President, Integrated Financial Solutions (acquired by FIS) 3 years, Systematics, Inc. (acquired by ALLTEL)Mike Hayford, Chief Financial OfficerJoined Metavante in 1992 as Head of OperationsCOO 2006-2009; CFO 2001-200610 Years, Andersen Consulting Frank Sanchez, EVP, Strategic Solutions Joined FIS in 2004 Sanchez Computer Associates: 1979-2004; CEO 1999-2004 Brent Bickett, EVP, Strategic Planning Joined FIS in 2006 10 years, Fidelity National Financial Nine years, Bear, Stearns & Co., Inc. Broad Industry Expertise 17 |
Key Management Priorities 18 Intense Customer Focus High Performance Culture Organic Revenue Growth Achieve Synergy Targets Service, innovation and value Attract and retain industry'smost talented employees Leverage combined product set,customer base and global footprint Proven track record Strong Execution |
Gary NorcrossChief Operating Officer FIS Operations Review |
Business OverviewMetavante UpdateSolutions OverviewGo-to-Market StrategyMarket Trends and FIS StrengthsConclusions Key Topics 20 |
Key Themes 21 Breadth and Depth of Solutions Outsourcing and Pricing Scale Global Presence Scale Penetration in Large FIs and Mid-Tier FIs Required for Long Term 6-9% Growth |
Business Overview |
23 Revenue: $5.1 billion EBITDA: $1.3 billion (25%) Long-term contracts85% recurring revenueMore than 300 products and servicesNine domestic and four international technology centersMarket penetration Relationships with more than 75% of U.S. financial institutionsProcessing Volume 25% of demand deposit accounts in the U.S. 34% of consumer debt (non-card) in the U.S. InternationalSolutions Group$.8 billion Financial Solutions Group$1.8 billion Payment Solutions Group$2.5 billion * 2008 Proforma Revenue Global Scale Revenue* Financial Institutions . Retail Merchants . Government Entities . Healthcare . Networks . Corporations Overview (CHART) 15% 50% 35% Financial ? Merchants ? Government Healthcare ? Corporations |
Client Geography Market Segments International15% U.S.85% U.S.85% Highly Diversified Revenue 24 Non-FI (Retail, Corporate, Government, Healthcare)17% CommunityInstitutions(< $5B)29% Mid-Tier U.S.Institutions($5B - $30B)21% Top-Tier U.S.Institutions(> $30B)18% International15% (CHART) (CHART) U.S.85% Most Diversified Client Base of Any Provider |
ExceptionalPerformance MarketLeadership ShareholderValue ClientLoyalty Strategic Acquisitions and Divestitures Product Integration and Innovation Superior Execution Enterprise Sales Global Diversification Expense Management Growth Strategy 25 FIS Consistently Outperforms Industry Growth |
Jack Henry Oracle / I-Flex CSG TCS Sungard Financial Objects Infosys Harland Fiserv Most Used Vendors (CHART) 3% 3% 3% 3% 3% 3% 8% 25% 10% 63% 3% 3% 3% 3% 3% Source: Aite "Bank Technology Executives' Most Admired Vendors" July & August 2009 survey Top 3 mentions among "40 large FI" North American technology executives - Figures 8 & 9 with FIS/MV combined results. Industry Recognition - Core Banking Most Admired Vendors Based on responses, FIS is both the most admired and most used Core Banking provider ... 26 |
Metavante Update |
Future Present Consumers' banking touch- points changingMarket conditions, declining profitability and capital constraints forcing banks to reduce costsIncreasing demand for low- cost, integrated products and servicesAbove factors accelerate trend toward outsourcing Competitive Imperatives Client Market Drivers Core processingCard servicesItem processingATM servicesE-bankingBill payment Integrated payment and core processing servicesIntegrated data, delivery and risk managementLower costs, more efficient deliveryGlobal capabilitiesGlobal anchor customersBetter positioned against emerging competitors Past Mono-Line Companies Single Product Capability (Best-of-Breed) Industry Evolution 28 |
Broadest Product Suite with Unmatched Scale 2,000 core processing, check imaging and item processing clientsIntercept ATM network, enhanced regulatory reporting 2005 Additional payment scale, expanded domestic and international footprint, new data and analytics capability, offshore operations 2007 Strategic Acquisitions 29 Expanded payment capability, credit card, loyalty, debit and merchant 2006 Profile core and Xpress enterprise services and direct banking 2004 Check imaging, document imaging and remittance processing New markets: credit unions and savings banksExpanded item processing product capability and markets 2009 Expanded core processing and payment capability, national EFT network, healthcare, bill payment, trust and wealth management services |
MetavanteTransaction Targeted Synergies ($M) Timing Payment Solutions $75 6-24 months Financial Solutions 60 6-24 months IT/Operations 60 6-18 months Corporate 65 6 months Total $260M Company Acquisition Date Targeted Synergies ($m) Achieved / Exceeded eFunds September 2007 $65 u Certegy February 2006 50 u Intercept December 2004 25 u NYCE (MV Acq.) July 2004 24 u Aurum March 2004 15 u HistoricalAcquisitions Disciplined Synergy Attainment Acquisition Synergy Performance 30 |
Metavante Integration Solutions Combining product functionality and operations to create market-leading solutions Consolidating domestic and global assets to eliminate expense and redundancies Strategic data centers FacilitiesRightshoring back-office operations Insourcing functions previously outsourced to third-party vendors Operations Enterprise Bringing together corporate functions and cultures to support our employees and clients Extensive product, service and integration status communications Corporate systems integrationDocumented strategic plansDriving product and service cross sales PrepaidNetworksBillPayCommercial treasuryHealthcareCore integration On Target with Integration Plans 31 |
Metavante Synergies - Revenue Achievements:Integrated sales into single domestic and international organizationRebranded as FISSuccessfully integrated Metavante debit processing with FIS core engines and launched into production for two top 50 institutionsSuccessfully cross-sold Metavante Bill Payment to eTrade, a leading Profile account Initiated:Merging Intercept Network with NYCE, increasing PIN acceptance rate across FIS clientsConsolidating Metavante Nomad payment solutions with the EMEA core offeringsIntegrating ACBS with the Integrated Banking Solutions (IBS) core processing systemOffering FIS Decision Solutions analytics to Metavante's healthcare solutions 32 |
Metavante Synergies - Expense Achievements:Realigned all products and services with integrated business units Integrated sales to create a single domestic and international organizationOn track with headcount reductionsSuccessfully moved 150 data entry FTEs to our captive global services groupIn-sourced check imaging to FIS that was previously outsourced to a competitor Initiated:Consolidating strategic data centers, disaster recovery and item processing locationsMigrating third-party offshore IT resources to Global Services organizationConsolidating all B2C call centers throughout the enterpriseConsolidating purchasing functions across enterpriseCombining overlapping product road maps to drive solutions and client benefits 33 |
34 Solutions Overview |
Business Operations 35 Gary NorcrossChief Operating Officer Anthony JabbourFinancial Solutions Frank D'AngeloPayment Solutions Jim SusorenySales & Business Development Marcia DanzeisenGlobal Marketing & Communications Mark DaveyInternational Brian HurdisTechnology Services Ram CharyGlobal Commercial Services |
36 Financial Solutions Group |
Deposit and Loan Account ProcessingAccounting and General LedgerData Access and IntegrationLending SolutionsTrust SolutionsWealth Solutions Trust and Investment ProcessingTrust Operations OutsourcingPortfolio ManagementInvestment Performance ReportingCash Sweep Services Commercial eBankingAccount Analysis and ReconciliationSweep ProcessingPayables and Receivables ManagementCollections Account OriginationTransaction FraudRegulatory SolutionsComplianceOnline and Mobile BankingVoice Response Financial Solutions Group Wealth Management Treasury and Cash Management Channel Solutions $1.8B+ business ? 5,300+ employees in North America Business Scope FSG provides the most comprehensive delivery of software and services for core processing, channel solutions, treasury, cash management and wealth management solutions in North America. Anthony JabbourJoined FIS in 2004 -Prior successful careerswith CIBC and IBM (CHART) Percent of total FIS revenue Long Term Growth: Mid single digit 37 Core Processing |
Market-focused solutionsContinuous innovation and product investmentBusiness process outsourcing servicesExtensive business analytics and reportingMarket-leading next generation core processing solutionLeadership in mid-tier and tier 1 financial institutions Increased trend toward outsourcingEnterprise integrationExpansion of ITO/BPO servicesMarket reputation and consistent service delivery to clients and end-consumersAccount growth as mid-tier and tier 1 financial institutions expandSignificant increase in sales presence throughout North America Growth Drivers Differentiators Financial Solutions Group 38 |
2,300 core processing clients9 out of 10 top banks18 of the top 25 banks ranked by Tier 1 Capital are clients of ACBS Industry-leading account analysisMore than three million accountsLargest provider of multi-bank cash management services 88 percent of N.A. deposit new accounts scored More than 1,500 financial institutionsMore than 4.5M consumersMore than 350,000 business usersFour-plus million voice response unit calls monthly 200 financial services clientsASP Technology with optional BPO servicesOver $700B in assets Core Processing Treasury and Cash Management Channel Solutions WealthManagement Financial Solutions Group - Scale 39 |
Tier 1 Banks Mid-Tier Banks HORIZON(tm) BankWay Credit Unions MISER (r)Mercury Small/De Novo Banks BancPac Specialty Lending Specialty Solutions Wealth Trust International Profile (Global)Systematics (Global)Integrated Banking Solutions (IBS)MISER(r) (Savings Banks) Auto Finance (Global)ACBS (Global) Kordoba (Germany)Corebank (Japan)eCAS (China) Core Solutions Tailored to All Sizes and Types of Financial Institutions Core Solutions Overview 40 |
Individuals, institutions and customersSupports packages and agreementsLinks internal and external accounts Demand Deposit AccountsCertificate of DepositSavingsRetirement ConsumerCommercialMortgageRevolving On-line, continuous real-time processingIntegrated product factoryMarket-of-one product customizabilityChannel independent architectureMulti-language and multi-currencyDatabase and OS independentIntegrated browser user interfaceHighly extendable component architecture Customer Information Management Deposits Loans Design Features ConsumerLending MortgageLending CustomerManagement SavingsAccounts Debit/Credit Cards DepositAccounts CommercialLending Profile - Transformational Core Solution Single Deposit, Loan and Customer Platform 41 |
Single integrated system Innovation and Competitiveness Reducing the time required to define and take new loan products to market by 93 percentReducing the time required to define and take new deposit products to market by 90 percent Single Integrated System Implementation in 6-9 monthsLarge scale conversions in 12-18 months Efficiency Cost-to-income ratio for retail banks improved to 45 percentCost-to-income ratio for direct banks improved to 37 percentReduction of back-office expenses by 30-50% due to elimination of exception processing Profitability Return on assets increased by 50 percent Profile - Real-life Results 42 |
Channel Capabilities Consumer access demands have driven market innovationMulti-channel and multi-host solutions are criticalAn effective channel strategy provides a large number of electronic access points:Tight integrationSeamless customer experienceElectronic channel access in banking drives two-sided benefits:Cost reduction for FIsIncreased satisfaction for end users Voice Response Internet Mobile Branch ATM Point of Sale Check Integrated Consumer Access Channels 43 |
Infrastructure HostingSystems AdministrationNetwork ServicesSecurity ServicesHelp Desk Infrastructure Management Global Voice Services Information Technology Services Data/Back-Office Processing Purchasing Power Back-office Process SupportCustomer Service/ E-mail/ChatAccount SetupBusiness Analytics and Reporting Application DevelopmentQA and TestingRe-engineering ServicesIT Consulting Inbound and Outbound Customer ServiceAfter Hours/Seasonal SupportAccount ActivationsMulti-lingual SupportCollectionsOutbound Sales Volume Pricing NegotiationSupplier Risk ManagementSupplier Spend Analytics Vendor Alliances Global Commercial Services Approximately 15% of FSG Revenue ? 6,000+ employees worldwideSeveral major delivery centers: U.S., India and PhilippinesKey clients: BPO: American Express, Ceridian and O2, ITO: Accenture, AT&T, FNF, First Tennessee, IBC, MetLife, Sedgwick CMS GCS provides "Global Delivery" of technology, software and business processes for clients, resulting in business transformation, cost savings, and process improvements. Ram CharyJoined FIS from eFundsin 2007 - Prior successful career with IBM 44 Business Scope |
45 Payment Solutions Group |
Debit Card ProcessingPrepaid Card ProcessingCredit Card ProcessingLoyaltyMerchantCard Personalization Consumer Driven Healthcare SolutionsHealth and Financial Network SolutionsPay Direct SolutionsElectronic Benefit Transactions (EBT) Check Image ProcessingStatement CompositionRemote Capture (Branch, Teller, Merchant)Print and MailPOS Check Authorization Consumer Bill PaymentBusiness Bill PaymentACHMobile PaymentsExpedited Payments NYCEAFFNInterceptQuestDASHEndpoint ExchangeSUM Surcharge Free Government and Healthcare Check/Image ePayment Network Payment Solutions Group Card Processing $2.5B+ business ? 6,400+ employees in North America Business Scope PSG provides the most comprehensive delivery of software and services for EFT, network, card processing, image, bill payment, government and healthcare solutions in North America. Frank D'AngeloJoined FIS (Metavante) in 1997 - Prior successful careers with Diebold and Unisys Percent of total FIS revenue (CHART) 46 Long Term Growth: Mid to high single digit |
Single-source provider offering end-to-end payment solution suiteFull-service solutions including BPO, print and mail, and call center Core integration Clear leader in debit, credit, healthcare and prepaid processing New and cross sales in the large FI marketCapitalize on sales in the high growth healthcare and government marketsElectronic transaction growthCross-sell newly combined payment products to legacy Metavante and FIS clientsPursue large print, mail and card productionSignificant increase in sales presence throughout North America Growth Drivers Differentiators 47 Payment Solutions Group |
Credit Card Processing ePayments 71% of U.S. credit card issuers10M credit card accounts9M+ loyalty card holders95M+ plastic cards produced annually 300M+ bill payments annually1.1B transactions totaling $2.5 trillion annuallyA leader in mobile payments Debit/Prepaid Card Processing 65M debit cards10B debit transactions annually180M prepaid cards - loaded value at $28B 46% of the U.S. prepaid market Payment Solutions Group - Scale 48 |
Image Processing Over 5B items processed on software annually33 back office capture centers nationwide1,500+ clients using FIS platforms1,750 Service bureau branch capture locations70K merchant capture locations Government and Healthcare 7M debit healthcare cards60M health ID cards issued in 2009$12 -$13B in payments in 2009Serving 34 states Network 80% NYCE ATM penetrationNYCE Network - 1.5B transactions annually31,000 ATMs2M point-of-sale terminals Payment Solutions Group - Scale 49 |
50 International Solutions Group |
Check Image Processing Debit Card ProcessingPrepaid Card ProcessingCredit Card ProcessingMerchant Services Account OriginationOnline and Mobile Banking Deposit and Loan Account ProcessingAccounting and General LedgerData Access and IntegrationLending Solutions $.8B+ business ? 11,700+ employees worldwide in Latin America, Europe, Middle East, Africa, Asia and Australia ISG provides both core and payment solutions on a global basis in both licensed and outsourcing models. Mark DaveyJoined FIS in 2004 - Prior successful careers with Unisys and Misys Retail Banking Systems (CHART) Percent of total FIS revenue International Solutions Group 51 Long Term Growth: >10% Business Scope Image Card Processing Channel Solutions Core Processing |
Domestic technology provider with a strategic and scale international footprintCard and payment processing scale in Australia, Brazil, New Zealand and ThailandThe number one core processing provider in Europe and ChinaThe number one retail core processor in Germany Expansion of FIS global sales force and solution sets into internationalPrimary focus on tier 1 and 2 banks in Western EuropePioneering outsourcing and hosting services in EMEAExpanding payment processing throughout Asia and Latin AmericaExpansion of ITO/BPO services throughout base Growth Drivers Differentiators International Solutions Group 52 |
400+ core banking clients40 of the top 50 global banks50M payment cardsClients in more than100 countries27 global operating centers Brazil BPO22 million checks cleared per month20 million bills processed per month11 million signature cards2,600 bank branches serviced38 sites throughout Brazil3,200 employeesBrazil Card Joint VentureLargest third-party processor in BrazilProcessing more than 33M cardsProcessing more than 35.6M transactions per month International Solutions Group - Scale 53 |
54 Go-to-Market Strategy |
Most Flexibility in Pricing and Delivery of Products Delivery Model Options 55 |
Introduces new solutions and resources to drive revenue growth, greater efficiencies and expense reductionUnderstands industry trends and marketsConsulting/partnershipOwns overall client satisfaction STRATEGIC Growth and Development Client RelationshipManager Commitment to Relationship Model 56 |
DomesticIncrease Direct Sales Force CommitmentIncreased our domestic sales force by over 60 percent while over- achieving our synergy targetFocusPenetration into large FIsEnhanced demand generation organizationEmphasis on consultant and third-party relationsSignificant commitment to channel distribution strategy InternationalIncrease Direct Sales Force CommitmentIncreased our international sales force by 64 percent over 2009 levelsFocusExpand U.S. products into internationalEMEA Extend FIS transaction processing servicesAsia/AustralasiaExpand card processing and paymentsLeverage Australia processing in Asia market LatAm Strong focus on Brazil Expand market for entire suite of FIS products Sales Force Enhancements 57 |
Total Contract Value: More than $200M High Profile Wins - 2009 58 Core (IBS) Core (Profile) eBanking Financial Solutions Core (Kordoba) Core (Profile) Core (Systematics) Acquiring Healthcare Loyalty Output Prepaid Payment Solutions International Solutions |
Break |
60 Market Trends and FIS Strengths |
Financial Institution Profitability Constraints Banking and Payments Are Migrating to Electronic Global Marketplace Mergers, Failures and De Novo Activity Key Market Trends 61 |
FI Mergers, Failures and De Novo Activity Source: FDIC # Bank De Novo Launches(2000 - Oct'2009) Total # U.S. Financial Institutions(2000 - 2009) Sources: FDIC, CUNA Source: FDIC # Bank Mergers & Failures(2000 - Oct'2009) 14,00012,00010,008,0006,0004,0002,000 62 |
Change in # U.S. FIs(2000 vs. 2009) Community Community Change in Assets of U.S. FIs(2000 - 2009) Source: FDIC, 2009 (CHART) Performance by Segment 63 |
$ U.S. Fin Tech Spending(Forecast 2010) $2.5B $3.8B $16.8B Source: Financial Insights, an IDC Company, 2009 Opportunities Are Best Among Large and Mid-Tier FIs 64 |
Representative Client - New York Community Bank (NYCB) Profile: $33B NYCB had three cores and therefore three back officesFiserv for a credit union that changed its charter to a bank OSI for the large savings bankBankway for commercialBusiness Objective: Consolidate all back officesSolution: FIS solved needs of all three with MISER(r) Strategic integration with Metavante EFT, NYCE, Image and Risk and Compliance solutions Results: Largest new conversion in recent years that went exceptionally well from a standing start 18 months prior "For our shareholders, the new system means we have a more efficient operation, with an expected 40 to 50 percent reduction in our systems-related expense," said chairman, president and chief executive officer, Joseph R. Ficalora. "In addition, the MISER system will facilitate any future systems integrations necessitated by our acquisition of other banks and thrifts." 65 |
(CHART) Sources: ABA Consumer Banking Preference study. eCom Advisors; (ignores telephone and mail channels) Consumer Preferred Banking Channels Billions Sources: Federal Reserve. Bank of Boston. 2008. eCom Advisors (CHART) Banking and Payments Are Migrating to Electronic 66 |
Online merchants and credit card issuers have dramatically improved fraud detection capabilitiesThis has forced fraudsters to target other channels that offer better opportunities Source: 2008 Javelin Strategy and Research U.S. Annual Fraud Victims (millions) Even with massive fraud management efforts in recent years, annual fraud exposure is $45B, with actual losses in the billions 10.1 9.3 8.9 8.4 8.1 2004 2005 2006 2007 2008 Electronic Migration Creating Huge Fraud Management Opportunities 67 (CHART) |
Enterprise Fraud Capabilities 68 Account Origination Transactional Fund Compliance Suite Regulatory Solutions Enterprise Financial Crimes FIS Fraud and Risk Management Solutions QualiFileClassicAdvantagePremierCross-sell ID VerificationID AuthenticationAccount OwnershipBackground ReportsOFAC Debit Report FraudFinder DepositShieldExpressDirectFusion Kite Detection On-Us Deposit Fraud Employee Fraud Prime AMLLicensed versionASP versionPrime DatalistOFAC Address Analysis Red Flag Checklist Big Orange Book Collections Regulatory ReportingCall ReporterTime SaverY9 ReporterRisk ReporterFinancial ManagerRisk Monitor2900 Reporter Risk Case ManagerEnterprise EditionClassic Edition Investigative Case Management System Risk & Compliance ConsultingBSA consultingLegal and compliance servicesRisk consulting Spanning the Account Lifecycle |
Migration of transactions is strongly aligned with FIS competencies ... Significant economies of scale for electronic payments across all channelsCardInternationalACHBill PaymentRanked #1 mobile banking provider by ABI ResearchNew account risk management and depositing screening services to more than 8,700 financial institutions Share of All Credit Card Issuing Institutions (CHART) FIS71% (CHART) 180M 65M Prepaid Cards Debit Cards Electronic Payment Capabilities 69 |
Profile:$62B in assets700 branch banking centers in 19 Western and Midwestern statesOnline banking customers from all 50 statesBusiness Objective:Inefficient high cost processing of checks in current environmentWork was being performed in four Bank of the West and nine Fiserv sitesWide geographic coverage with low branch densitySolution:Converted Bank of the West to full image processingInstalled MV Remote Branch and Teller Capture through our Touchpoint solutionCompletely exited paper check processing and the need for branch couriersResults: $20M in cost savings and infrastructureSolution that supports the Bank of the West sales and service modelImproved quality of service Representative Client - Bank of the West 70 |
U.S. Commercial Bank and Savings Institution Net Income and Projected Shortfall Sources: FDIC; U.S. Treasury; eCom Advisors (CHART) FI Profitability Creating Opportunities 71 2004 2005 2006 2007 2008 2009 |
Large Scale Outsourcing Promotes Operational Efficiencies for Clients18,000 employees doing ITO and BPO "best practices" around our products, driving superior results30-plus years of outsourcing expertiseBusiness and/or technology focusSignificant cost saving opportunities The Most Comprehensive Product Set in the Industry Drives RevenueFIS provides a strong integrated solution set that allows clients to grow revenueCost savings for clients by leveraging FIS for multiple service offerings Business Process Outsourcing Information Technology Outsourcing Remote Infrastructure Management Card Services Check Imaging Core Processing Commercial Lending/Trading Fraud Management Document Solutions ePayments Remittance Processing Technology Financing FI Cost Reduction and Revenue Growth 72 |
Profile:$10B community bank, 70-plus branches, acquisition focusedIn-house; core with a variety of third-party/ancillary systemsBusiness Objective:Partner that offered both technology and consulting as core competenciesSolution:Comprehensive IBS core solution; Business Process Improvement and Operations Assessment - road map for retail, lending and technologyRecommend methods to enhance revenue and improve operational efficiency via new technology and business processesResults: Over $17M in realized annual financial benefitUpgraded technology, reduced IT expenses/improved total cost of ownership Performance MetricsEfficiency RatioROAROE 12/31/0172%1.1%10% 12/31/0753%1.8%26% Representative Client - Bank of Hawaii 73 |
Source: Visa, Visa Europe & MasterCard company reports, J.P. Morgan estimates and calculations Existing Volume and Purchase Growth by Region - 2008 Overseas markets represent an attractive secular growth story for processors of all types. While difficult to size, we use bankcard usage as a proxy for penetration of payments by region. - JP Morgan "Bank Processing Industry Primer," September 2009 Growth in Payment Processing in Global Markets Significantly Outpacing U.S. Opportunities 74 LatAm Middle East / Africa |
Source: Gartner 2009 North AmericaEuropeAsia PacificOtherTotal Available Market $10.8B11.8B6.2B2.0B$30.8B 2010 Growth in Core processing in Global Markets Significantly Outpacing U.S. Opportunities 75 (CHART) Europe38% North America35% Asia Pacific20% Other7% |
LatAm - $294M Core bankingPayment SwitchCredit cardOrigination EMEA - $356M Core bankingCredit cardPayment SwitchPrepaid (Nomad)MerchantsCommercial Lending Asia - $50M Core bankingPayment SwitchATM (India)Commercial Lending Australasia - $55M Credit cardPayment Switch (CHART) Capabilities for International and Areas of Focus 76 Emerging Market Mature Market Emerging Market Mature Market |
Profile:Barclays PLC is the second largest bank in the UK with $32.5B in assetsBarclays UK Retail Bank has 1.2M loans accounting for 20 percent of the UK lending marketBusiness Objective:Achieve compliance with new regulations, cut risk and find significant cost savingsDeliver a hosted service supporting all unsecured lending in the UKSolution:Delivered a totally scalable, integrated system with costs tied to volumesReplaced three existing legacy systems with one, hosted fail-safe service - within 12 monthsResults:Achieved compliance80 percent reduction in costs Representative Client - Barclays UK Retail Bank 77 |
Benefits DeliveredCost containment and reductionReduce TCO for core bankingImprove value for maintenance through closer interaction with FIS product managementIncrease IT flexibilityContinuity/availability of skills and knowledgeShorter time-to-marketImprove quality and service levels through service based contract, SLM reportingSimplify application landscape, FIS facilitated core transformation The Solution - currently 61 FTEs supporting four ING subsidiariesDedicated team comprised of onsite and offshore resources to provide outsourced application management for the Profile and legacy mainframe applications of INGFlexible framework to add team capacity within a pre-agreed flexible knowledge pool to address additional project and resource needsAccess to specialized resources from FIS experts (product management) Simplify and standardize the workflows and methodologies into a single process including automation of some key tasks International Innovation ING - Outsourced Application Management 78 |
79 Conclusions |
Significant revenue diversificationStrong, growing international business (largest among U.S. Cores)Strong, growing non-FI business (largest among U.S. Cores)Balanced business modelSector-leading growth opportunities in Payments, International, Corporate and among Mid-Tier and Large FIsPredictable revenue and cash flow85% processing and maintenance FIS' Business Fundamentals are STRONG 80 |
Stronger growth opportunities in domestic U.S. market among large and mid-tier FIs than community institutionsFraud management, delivery channel and payment opportunities created by ongoing electronification of banking and paymentsCost reduction opportunities required by current FI profitability challengesStrong growth opportunities in global core and payment processing versus domestic U.S. market 81 FIS is Well-positioned to Capitalize on Industry Macro-trends |
Combined company #1 Fin Tech 100Combined company is most admired and used professional IT services and core banking provider in the world 14,000+ clients worldwideIncredible cross-sell opportunities Payments Financial FIS Has Market-leading Brand Recognition and Client Base 82 |
FIS. Never Compromise. FIS. Never Compromise. 83 |
Mike HayfordChief Financial Officer Financial Overview |
Broad and diverse customer base High recurring revenues Leveragable assets Meaningful margin expansion Strong earnings growth Financial Strength, Robust Business Model 85 |
Revenue Adjusted EBITDA Free Cash Flow Note: Financial data for 2007 and 2008 reflects FIS and Metavante combined operations. Strong Execution ($ Billions) 86 Excellent Performance in a Challenging Environment |
87 (1) Includes retail, government, education, healthcare, commercial and print /mail Note: Reflects FIS and Metavante combined operations TTM 9/30/09. Multiple Market Segments Broad Geographic Reach U.S.85% EMEA6% LatinAmerica6% APAC andOther3% Other(1)17% CommunityInstitutions(< $5B)29% Mid-Tier U.S.Institutions($5B - $30B)21% Top-Tier U.S.Institutions(> $30B)18% International15% Diverse Revenue Streams Broad Customer Base Limits Downside Risk and Increases Growth Opportunities |
Reporting Segments 88 Solution Type Note: Reflects FIS and Metavante combined operations TTM 9/30/09. Payment59% Core andRelated41% International15% Financial35% Payment50% Balanced Revenue Model Significant Payment Capabilities and International Presence Drive Strong Growth Opportunities |
89 Note: Reflects FIS and Metavante combined operations TTM 9/30/09. Processing and Maintenance 85% Professional Services 10% Other 5% Long-term contracts Account based Transaction based Monthly maintenance Consulting Services Implementation Services Software 3% Equipment 1% Termination Fees 1% Significant Recurring and Contractual Revenue |
90 Note: Reflects FIS and Metavante combined operations TTM 9/30/09. Financial Solutions Payment Solutions International Solutions Other7% Processing andMaintenance77% ProfessionalServices16% Processing andMaintenance91% Other3% ProfessionalServices6% Processing andMaintenance85% Other5% ProfessionalServices10% Revenue Model Number of accounts processed New account openings Software maintenance fees Project based fees License fees Revenue Model Transaction fees Project based fees License fees Revenue Model Number of accounts processed Software maintenance fees Transaction fees Project based fees License fees Revenue Composition by Segment |
91 Q408 Q409 Revenue Reported Revenue Growth Constant Currency Growth $1,281 Slightly Positive(1)Flat(1) Adjusted EBITDA Adjusted EBITDA margin Margin expansion ~ $30M synergies Q409 $34827.1% > 200 bps Adjusted EPS N/A $0.41 - $0.44 Free cash flow N/A $130 - $140 Fully diluted shares outstanding N/A 376 million (1) Net of deferred revenue purchase accounting. Q4 2009 Updated Outlook ($ millions, except per share data) |
92 Adjusted Revenue $5,092 Growth Slightly Negative +2% to 4% Constant Currency Flat +1% to 3% Adjusted EBITDA Margin 25.6% Margin Expansion(1) > 250 bps > 300 bps Adjusted EPS(2) N/A N/A $1.91 - $2.01 Free Cash Flow(2) N/A N/A > $750 million 2009 Pro Forma Preliminary 2010 Assumes incremental cost synergies of $62 million in 2009 and $150 million in 2010 related to Metavante acquisition.2008 and 2009 Adjusted EPS and 2008 Free Cash Flow not presented due to change in capital structure. 2008 Pro Forma Note: Refer to www.investor.fisglobal.com for reconciliation of GAAP to non-GAAP items. 2010 Preliminary Outlook ($ Millions) Continued Strong Growth in Earnings and Free Cash Flow |
93 (CHART) ~$62 Q1 $43 Q3 $36 Q2 $40 Q4 $31 ~$212 ~$260 Core Processing23% IT/Operations23% Corporate25% PaymentProcessing29% $150 in-year Synergy Assumptions/P&L Impact ($ Millions) Proven Track Record |
94 Estimated Pre-tax acquisition related purchase amortization(1) $250 - $255 After-tax $160 - $165 Other depreciation and amortization $365 - $380 In-year synergies realized ~ $150 Interest expense, net(2) $90 - $100 Effective tax rate 36% Average diluted shares ~ 378 million Includes all acquisition related intangibles.Interest expense expected to decline sequentially throughout 2010 due to expiration of interest rate swaps, debt reduction and purchase accounting adjustments. 2010 Assumptions ($ Millions) |
2010 2009 Brazil (BRL) 0.57 0.51 Europe (EUR) 1.48 1.39 U.K. (GBP) 1.65 1.57 95 Average Monthly F/X Rates Per U.S. Dollar 2010 Currency Assumptions Estimated $60 Million Revenue Benefit in 2010 |
96 (1) Includes integration capital expenditures of $31 million. Capital Expenditures ($ Millions) Run Rate Capital ExpendituresApproximately 5% of Revenue |
97 CapEx by Type CapEx by Segment CapitalizedDevelopment IntegrationCapital Equipment andPurchasedSoftware International FinancialSolutions Leveraged Services PaymentSolutions IntegrationCapital Capital Expenditures 2010 Assumptions |
98 Note: Reflects FIS and Metavante combined operations. Strong Free Cash Flow ($ Millions) Strong Growth in Free Cash Flow |
99 Scheduled repayments of $218 million in 2010Targeting investment grade ratingProjected 12/31/2009 debt to EBITDA ~ 2.3x New product developmentTechnology enhancements Annual cash dividends of ~$75 Million Further reduce leverageConsider stock repurchase programFund strategic opportunities Reduce Outstanding Debt Fund Organic Growth Initiatives Maintain Current Dividend Maintain Financial Flexibility Cash Flow Priorities |
100 Source: Datamonitor 2009Note: Market reflects all North American banks with assets of at least $10B. Market size and CAGR Trends Market Trends North America - Core Banking IT Spending ($M) Year over year growth |
101 Historical Growth Legacy FIS FIS Has Consistently Outperformed Through Superior Sales Execution, Product Innovation and Market Breadth. |
102 Long-Term Outlook Revenue Growth Positioned to Generate Above Average Growth in Stable Market Environment |
103 % of Total Revenue % of Total Revenue Current 3 Year Growth Drivers Financial Solutions 35% < 35% Mid-single digit Organic account growth New sales wins Discretionary spend Core replacements Product innovation Payment Solutions 50% > 50% Mid-to-high single digit Transaction growth New sales wins Product innovation InternationalSolutions 15% > 15% > 10% Organic account growth Transaction growth Discretionary spend New market opportunities Consolidated 6 - 9% Long-Term Outlook Revenue Growth |
104 Industry Leadership Integrated Products High Incremental MarginsSuperior Execution Financial Strength High Recurring Revenues Diverse Customer Base Broad Geographic Reach Multiple Market Channels Revenue Lift Through Cross-Sales SUPERIOR SHAREHOLDER RETURNS Summary Above Average Industry GrowthMeaningful Margin ExpansionStrong Earnings GrowthExcellent Free Cash Flow |
Questions and Answers |
Frank MartirePresident and Chief Executive Officer Closing Remarks |
SUPERIOR SHAREHOLDER RETURNS Strong Foundation Exceptional Performance Sustainable organic growth High customer satisfaction and retention Strong margin expansion Significant cash flow Excellent customer relationships Significant economies of scale Superior execution 30,000 dedicated employees worldwide Key Investment Highlights 107 |
Fourth | Full | First | Second | Third | |||||||||||||||||
Quarter | Year | Quarter | Quarter | Quarter | |||||||||||||||||
2008 | 2008 | 2009 | 2009 | 2009 | |||||||||||||||||
Processing and services revenue |
$ | 1,281.4 | $ | 5,092.0 | $ | 1,211.9 | $ | 1,261.3 | $ | 1,262.5 | |||||||||||
Expenses: |
|||||||||||||||||||||
Cost of revenues |
886.8 | 3,598.8 | 855.8 | 860.3 | 855.9 | ||||||||||||||||
Selling, general and administrative expenses |
133.5 | 550.6 | 136.5 | 131.4 | 126.5 | ||||||||||||||||
Total expenses |
1,020.3 | 4,149.4 | 992.3 | 991.7 | 982.4 | ||||||||||||||||
Operating income, as adjusted |
$ | 261.1 | $ | 942.6 | $ | 219.6 | $ | 269.6 | $ | 280.1 | |||||||||||
Operating margin, as adjusted |
20.4 | % | 18.5 | % | 18.1 | % | 21.4 | % | 22.2 | % | |||||||||||
1
Three Months Ended September 30, 2009 | ||||||||||||||||||||
Financial | Payment | International | Corporate & | |||||||||||||||||
Solutions | Solutions | Solutions | Other | Total | ||||||||||||||||
Pro forma processing and services revenue |
$ | 439.3 | $ | 612.2 | $ | 211.6 | $ | (0.6 | ) | $ | 1,262.5 | |||||||||
Pro forma operating income |
$ | 149.5 | $ | 197.6 | $ | 33.0 | $ | (177.7 | ) | $ | 202.4 | |||||||||
Non GAAP items (1) |
| | | 10.2 | 10.2 | |||||||||||||||
Purchase price amortization |
| | | 67.5 | 67.5 | |||||||||||||||
Non GAAP operating income |
149.5 | 197.6 | 33.0 | (100.0 | ) | 280.1 | ||||||||||||||
Depreciation and amortization from continuing operations as adjusted |
37.7 | 28.1 | 16.2 | 10.4 | 92.4 | |||||||||||||||
EBITDA, as adjusted |
$ | 187.2 | $ | 225.7 | $ | 49.2 | $ | (89.6 | ) | $ | 372.5 | |||||||||
EBITDA margin, as adjusted |
42.6 | % | 36.9 | % | 23.3 | % | N/A | 29.5 | % | |||||||||||
Three Months Ended June 30, 2009 | ||||||||||||||||||||
Financial | Payment | International | Corporate & | |||||||||||||||||
Solutions | Solutions | Solutions | Other | Total | ||||||||||||||||
Pro forma processing and services revenue |
$ | 445.0 | $ | 631.1 | $ | 185.8 | $ | (0.6 | ) | $ | 1,261.3 | |||||||||
Pro forma operating income |
$ | 151.6 | $ | 194.8 | $ | 21.5 | $ | (172.3 | ) | $ | 195.6 | |||||||||
Non GAAP items (1) |
| | | 6.4 | 6.4 | |||||||||||||||
Purchase price amortization |
| | | 67.6 | 67.6 | |||||||||||||||
Non GAAP operating income |
151.6 | 194.8 | 21.5 | (98.3 | ) | 269.6 | ||||||||||||||
Depreciation and amortization from continuing operations as adjusted |
39.4 | 28.5 | 14.5 | 7.8 | 90.2 | |||||||||||||||
EBITDA, as adjusted |
$ | 191.0 | $ | 223.3 | $ | 36.0 | $ | (90.5 | ) | $ | 359.8 | |||||||||
EBITDA margin, as adjusted |
42.9 | % | 35.4 | % | 19.4 | % | N/A | 28.5 | % | |||||||||||
Three Months Ended March 31, 2009 | ||||||||||||||||||||
Financial | Payment | International | Corporate & | |||||||||||||||||
Solutions | Solutions | Solutions | Other | Total | ||||||||||||||||
Pro forma processing and services revenue |
$ | 429.9 | $ | 612.8 | $ | 169.7 | $ | (0.5 | ) | $ | 1,211.9 | |||||||||
Pro forma operating income |
$ | 125.2 | $ | 177.6 | $ | 17.0 | $ | (178.2 | ) | $ | 141.6 | |||||||||
Non GAAP items (1) |
| | | 9.5 | 9.5 | |||||||||||||||
Purchase price amortization |
| | | 68.5 | 68.5 | |||||||||||||||
Non GAAP operating income |
125.2 | 177.6 | 17.0 | (100.2 | ) | 219.6 | ||||||||||||||
Depreciation and amortization from continuing operations as adjusted |
37.7 | 29.0 | 13.1 | 8.9 | 88.7 | |||||||||||||||
EBITDA, as adjusted |
$ | 162.9 | $ | 206.6 | $ | 30.1 | $ | (91.3 | ) | $ | 308.3 | |||||||||
EBITDA margin, as adjusted |
37.9 | % | 33.7 | % | 17.7 | % | N/A | 25.4 | % | |||||||||||
(1) | Amounts represent charges for restructuring and integration relating to merger and acquisition activities, corporate costs attributable to Lender Processing Services (LPS) not allocable to discontinued operations under U.S. generally accepted accounting principles, incremental transaction costs incurred by the Company directly related to LPS spin-off in 2008, and impairment charges related to the decline in fair value of a trademark associated with our retail check business. |
2
Three Months Ended December 31, 2008 | ||||||||||||||||||||
Financial | Payment | International | Corporate & | |||||||||||||||||
Solutions | Solutions | Solutions | Other | Total | ||||||||||||||||
Pro forma processing and services revenue |
$ | 458.4 | $ | 635.9 | $ | 187.3 | $ | (0.2 | ) | $ | 1,281.4 | |||||||||
Pro forma operating income |
$ | 159.0 | $ | 190.6 | $ | 22.4 | $ | (209.3 | ) | $ | 162.7 | |||||||||
Non GAAP items (1) |
| | | 27.5 | 27.5 | |||||||||||||||
Purchase price amortization |
| | | 70.9 | 70.9 | |||||||||||||||
Non GAAP operating income |
159.0 | 190.6 | 22.4 | (110.9 | ) | 261.1 | ||||||||||||||
Depreciation and amortization from continuing operations as adjusted |
37.5 | 27.7 | 11.2 | 10.2 | 86.6 | |||||||||||||||
EBITDA, as adjusted |
$ | 196.5 | $ | 218.3 | $ | 33.6 | $ | (100.7 | ) | $ | 347.7 | |||||||||
EBITDA margin, as adjusted |
42.9 | % | 34.3 | % | 17.9 | % | N/A | 27.1 | % | |||||||||||
Year Ended December 31, 2008 | ||||||||||||||||||||
Financial | Payment | International | Corporate & | |||||||||||||||||
Solutions | Solutions | Solutions | Other | Total | ||||||||||||||||
Pro forma processing and services revenue |
$ | 1,788.4 | $ | 2,517.2 | $ | 788.9 | $ | (2.5 | ) | $ | 5,092.0 | |||||||||
Pro forma operating income |
$ | 553.6 | $ | 724.9 | $ | 73.7 | $ | (806.8 | ) | $ | 545.4 | |||||||||
Non GAAP items (1) |
| | | 101.2 | 101.2 | |||||||||||||||
Purchase price amortization |
| | | 296.0 | 296.0 | |||||||||||||||
Non GAAP operating income |
553.6 | 724.9 | 73.7 | (409.6 | ) | 942.6 | ||||||||||||||
Depreciation and amortization from continuing operations as adjusted |
158.3 | 116.1 | 53.6 | 31.8 | 359.8 | |||||||||||||||
EBITDA, as adjusted |
$ | 711.9 | $ | 841.0 | $ | 127.3 | $ | (377.8 | ) | $ | 1,302.4 | |||||||||
EBITDA margin, as adjusted |
39.8 | % | 33.4 | % | 16.1 | % | N/A | 25.6 | % | |||||||||||
(1) | Amounts represent charges for restructuring and integration relating to merger and acquisition activities, corporate costs attributable to Lender Processing Services (LPS) not allocable to discontinued operations under U.S. generally accepted accounting principles, incremental transaction costs incurred by the Company directly related to LPS spin-off in 2008, and impairment charges related to the decline in fair value of a trademark associated with our retail check business. |
3
FIDELITY NATIONAL INFORMATION SERVICES, INC. | ||||||||||
Unaudited Pro Forma GAAP to Non-GAAP Condensed Combined Operating Income | ||||||||||
(in millions) |
For the Three Months Ended September 30, 2009 | ||||||||||||||||||||||||||||||||
M&A, | ||||||||||||||||||||||||||||||||
Restructuring | ||||||||||||||||||||||||||||||||
And | Purchase | Non-GAAP | ||||||||||||||||||||||||||||||
As Reported | As Reported | Pro Forma | Pro Forma | Integration | Price | Pro Forma | ||||||||||||||||||||||||||
FIS | Metavante | Adjustments | Combined | Costs (2) | Amortization (6) | Combined | ||||||||||||||||||||||||||
Processing and services revenue |
$ | 850.7 | $ | 425.0 | $ | (13.2 | ) | (a | )(b) | $ | 1,262.5 | $ | | $ | | $ | 1,262.5 | |||||||||||||||
Expenses: |
||||||||||||||||||||||||||||||||
Cost of revenues (1) |
622.8 | 272.7 | 27.9 | (a | )(b)(c) | 923.4 | | (67.5 | ) | 855.9 | ||||||||||||||||||||||
Selling, general and
administrative expenses |
92.2 | 54.5 | (10.0 | ) | (a | )(b)(d) | 136.7 | (10.2 | ) | | 126.5 | |||||||||||||||||||||
Total expenses |
715.0 | 327.2 | 17.9 | 1,060.1 | (10.2 | ) | (67.5 | ) | 982.4 | |||||||||||||||||||||||
Operating income |
$ | 135.7 | $ | 97.8 | $ | (31.1 | ) | $ | 202.4 | $ | 10.2 | $ | 67.5 | $ | 280.1 | |||||||||||||||||
For the Three Months Ended June 30, 2009 | ||||||||||||||||||||||||||||||||
M&A, | ||||||||||||||||||||||||||||||||
Restructuring | ||||||||||||||||||||||||||||||||
And | Purchase | Non-GAAP | ||||||||||||||||||||||||||||||
As Reported | As Reported | Pro Forma | Pro Forma | Integration | Price | Pro Forma | ||||||||||||||||||||||||||
FIS | Metavante | Adjustments | Combined | Costs (2) | Amortization (6) | Combined | ||||||||||||||||||||||||||
Processing and services revenue |
$ | 834.8 | $ | 440.3 | $ | (13.8 | ) | (a | )(b) | $ | 1,261.3 | $ | | $ | | $ | 1,261.3 | |||||||||||||||
Expenses: |
||||||||||||||||||||||||||||||||
Cost of revenues (1) |
624.2 | 277.1 | 26.6 | (a | )(b)(c) | 927.9 | | (67.6 | ) | 860.3 | ||||||||||||||||||||||
Selling, general and
administrative expenses |
93.2 | 53.9 | (9.3 | ) | (a | )(b)(d) | 137.8 | (6.4 | ) | | 131.4 | |||||||||||||||||||||
Total expenses |
717.4 | 331.0 | 17.3 | 1,065.7 | (6.4 | ) | (67.6 | ) | 991.7 | |||||||||||||||||||||||
Operating income |
$ | 117.4 | $ | 109.3 | $ | (31.1 | ) | $ | 195.6 | $ | 6.4 | $ | 67.6 | $ | 269.6 | |||||||||||||||||
For the Three Months Ended March 31, 2009 | ||||||||||||||||||||||||||||||||
M&A, | ||||||||||||||||||||||||||||||||
Restructuring | ||||||||||||||||||||||||||||||||
And | Purchase | Non-GAAP | ||||||||||||||||||||||||||||||
As Reported | As Reported | Pro Forma | Pro Forma | Integration | Price | Pro Forma | ||||||||||||||||||||||||||
FIS | Metavante | Adjustments | Combined | Costs (2) | Amortization (6) | Combined | ||||||||||||||||||||||||||
Processing and services revenue |
$ | 797.8 | $ | 426.9 | $ | (12.8 | ) | (a | )(b) | $ | 1,211.9 | $ | | $ | | $ | 1,211.9 | |||||||||||||||
Expenses: |
||||||||||||||||||||||||||||||||
Cost of revenues (1) |
616.9 | 280.3 | 27.1 | (a | )(b)(c) | 924.3 | | (68.5 | ) | 855.8 | ||||||||||||||||||||||
Selling, general and
administrative expenses |
99.0 | 57.1 | (10.1 | ) | (a | )(b)(d) | 146.0 | (9.5 | ) | | 136.5 | |||||||||||||||||||||
Total expenses |
715.9 | 337.4 | 17.0 | 1,070.3 | (9.5 | ) | (68.5 | ) | 992.3 | |||||||||||||||||||||||
Operating income |
$ | 81.9 | $ | 89.5 | $ | (29.8 | ) | $ | 141.6 | $ | 9.5 | $ | 68.5 | $ | 219.6 | |||||||||||||||||
4
M&A, | ||||||||||||||||||||||||||||||||||||
Restructuring | ||||||||||||||||||||||||||||||||||||
And | Purchase | Non-GAAP | ||||||||||||||||||||||||||||||||||
As Reported | As Reported | Pro Forma | Pro Forma | Integration | Trademark | Price | Pro Forma | |||||||||||||||||||||||||||||
FIS | Metavante | Adjustments | Combined | Costs (2) | Impairment (5) | Amortization (6) | Combined | |||||||||||||||||||||||||||||
Processing and services revenue |
$ | 862.0 | $ | 433.4 | $ | (14.0 | ) | (a | )(b) | $ | 1,281.4 | $ | | $ | | $ | | $ | 1,281.4 | |||||||||||||||||
Expenses: |
||||||||||||||||||||||||||||||||||||
Cost of revenues (1) |
675.5 | 283.6 | 24.6 | (a | )(b)(c) | 983.7 | | (26.0 | ) | (70.9 | ) | 886.8 | ||||||||||||||||||||||||
Selling, general and
administrative expenses |
80.5 | 64.7 | (10.2 | ) | (a | )(b)(d) | 135.0 | (1.5 | ) | | | 133.5 | ||||||||||||||||||||||||
Total expenses |
756.0 | 348.3 | 14.4 | 1,118.7 | (1.5 | ) | (26.0 | ) | (70.9 | ) | 1,020.3 | |||||||||||||||||||||||||
Operating income |
$ | 106.0 | $ | 85.1 | $ | (28.4 | ) | $ | 162.7 | $ | 1.5 | $ | 26.0 | $ | 70.9 | $ | 261.1 | |||||||||||||||||||
5
M&A, | ||||||||||||||||||||||||||||||||||||||||||||
Restructuring | Corporate | |||||||||||||||||||||||||||||||||||||||||||
And | Costs | LPS | Purchase | Non-GAAP | ||||||||||||||||||||||||||||||||||||||||
As Reported | As Reported | Pro Forma | Pro Forma | Integration | Non-Disc | Spin | Trademark | Price | Pro Forma | |||||||||||||||||||||||||||||||||||
FIS | Metavante | Adjustments | Combined | Costs (2) | Ops (3) | Costs (4) | Impairment (5) | Amortization (6) | Combined | |||||||||||||||||||||||||||||||||||
Processing and services revenue |
$ | 3,446.0 | $ | 1,707.2 | $ | (61.2 | ) | (a | )(b) | $ | 5,092.0 | $ | | $ | | $ | | $ | | $ | | $ | 5,092.0 | |||||||||||||||||||||
Expenses: |
||||||||||||||||||||||||||||||||||||||||||||
Cost of revenues (1) |
2,721.7 | 1,118.5 | 105.9 | (a | )(b)(c) | 3,946.1 | (25.3 | ) | | | (26.0 | ) | (296.0 | ) | 3,598.8 | |||||||||||||||||||||||||||||
Selling, general and
administrative expenses |
389.4 | 251.1 | (40.0 | ) | (a | )(b)(d) | 600.5 | (22.5 | ) | (18.1 | ) | (9.3 | ) | | | 550.6 | ||||||||||||||||||||||||||||
Total expenses |
3,111.1 | 1,369.6 | 65.9 | 4,546.6 | (47.8 | ) | (18.1 | ) | (9.3 | ) | (26.0 | ) | (296.0 | ) | 4,149.4 | |||||||||||||||||||||||||||||
Operating income |
$ | 334.9 | $ | 337.6 | $ | (127.1 | ) | $ | 545.4 | $ | 47.8 | $ | 18.1 | $ | 9.3 | $ | 26.0 | $ | 296.0 | $ | 942.6 | |||||||||||||||||||||||
6
(a) | To eliminate activity between FIS and Metavante consisting principally of imaging and card-processing services provided by Metavante to FIS and to conform historical Metavante classifications to FIS presentation. A portion of the conforming reclassifications impacts other expenses that are not part of operating income. |
Fourth | Full | First | Second | Third | ||||||||||||||||
Quarter | Year | Quarter | Quarter | Quarter | ||||||||||||||||
2008 | 2008 | 2009 | 2009 | 2009 | ||||||||||||||||
Processing and services revenue |
$ | (10.0 | ) | $ | (42.9 | ) | $ | (9.1 | ) | $ | (8.2 | ) | $ | (7.9 | ) | |||||
Cost of revenues |
$ | (7.5 | ) | $ | (32.7 | ) | $ | (8.0 | ) | $ | (7.7 | ) | $ | (7.4 | ) | |||||
Selling, general and administrative expenses |
$ | (0.5 | ) | $ | (1.6 | ) | $ | (0.4 | ) | $ | 0.3 | $ | (0.5 | ) | ||||||
(b) | Operating results of ClearPar will be presented as discontinued operations beginning with FIS reported results for the fourth quarter of 2009. This presentation combines revenues and costs into one line item that will be presented below continuing operations. |
Fourth | Full | First | Second | Third | ||||||||||||||||
Quarter | Year | Quarter | Quarter | Quarter | ||||||||||||||||
2008 | 2008 | 2009 | 2009 | 2009 | ||||||||||||||||
Processing and services revenue |
$ | (4.0 | ) | $ | (18.3 | ) | $ | (3.7 | ) | $ | (5.6 | ) | $ | (5.3 | ) | |||||
Cost of revenues |
$ | (1.7 | ) | $ | (6.4 | ) | $ | (1.4 | ) | $ | (1.4 | ) | $ | (1.5 | ) | |||||
Selling, general and administrative expenses |
$ | (0.2 | ) | $ | (0.8 | ) | $ | (0.2 | ) | $ | (0.2 | ) | $ | (0.2 | ) | |||||
(c) | To record the following adjustments to cost of revenues: |
Fourth | Full | First | Second | Third | ||||||||||||||||
Quarter | Year | Quarter | Quarter | Quarter | ||||||||||||||||
2008 | 2008 | 2009 | 2009 | 2009 | ||||||||||||||||
Estimated Metavante intangible asset
amortization and incremental software
amortization |
$ | 37.2 | $ | 158.7 | $ | 39.7 | $ | 39.7 | $ | 39.7 | ||||||||||
Reverse amortization of Metavante deferred
conversion costs eliminated in purchase
accounting |
(3.4 | ) | (13.7 | ) | (3.2 | ) | (4.0 | ) | (2.9 | ) | ||||||||||
$ | 33.8 | $ | 145.0 | $ | 36.5 | $ | 35.7 | $ | 36.8 | |||||||||||
(d) | To record the following adjustments: |
Fourth | Full | First | Second | Third | ||||||||||||||||
Quarter | Year | Quarter | Quarter | Quarter | ||||||||||||||||
2008 | 2008 | 2009 | 2009 | 2009 | ||||||||||||||||
Eliminate Metavante intangible asset
amortization |
$ | (7.4 | ) | $ | (29.7 | ) | $ | (7.4 | ) | $ | (7.4 | ) | $ | (7.4 | ) | |||||
Conform recognition of commission
expense to FIS policy |
(2.1 | ) | (7.9 | ) | (2.1 | ) | (2.0 | ) | (1.9 | ) | ||||||||||
$ | (9.5 | ) | $ | (37.6 | ) | $ | (9.5 | ) | $ | (9.4 | ) | $ | (9.3 | ) | ||||||
Fourth | Full | First | Second | Third | ||||||||||||||||
Quarter | Year | Quarter | Quarter | Quarter | ||||||||||||||||
2008 | 2008 | 2009 | 2009 | 2009 | ||||||||||||||||
Processing and services revenue |
$ | (14.0 | ) | $ | (61.2 | ) | $ | (12.8 | ) | $ | (13.8 | ) | $ | (13.2 | ) | |||||
Cost of revenues |
24.6 | 105.9 | 27.1 | 26.6 | 27.9 | |||||||||||||||
Selling, general and administrative expenses |
(10.2 | ) | (40.0 | ) | (10.1 | ) | (9.3 | ) | (10.0 | ) | ||||||||||
Operating income |
$ | (28.4 | ) | $ | (127.1 | ) | $ | (29.8 | ) | $ | (31.1 | ) | $ | (31.1 | ) | |||||
7
(1) | Research and development expenses, that have historically been reported separately, have been grouped with cost of revenues for this presentation. | |
(2) | This column represents charges for restructuring and integration costs relating to merger and acquisition activities including, but not limited to, the recently completed acquisition of Metavante Technologies, Inc. | |
(3) | This column represents corporate costs attributable to LPS as previously reported in our investor package furnished on Form 8-K on May 28, 2008. These amounts are not allocable to discontinued operations under U.S. Generally Accepted Accounting Principles. | |
(4) | This column represents incremental transaction costs incurred by the Company directly related to the LPS spin-off. | |
(5) | This column represents an impairment charge of $26 million related to a decline in the fair value of a trademark associated with our retail check business. | |
(6) | This column represents purchase price amortization expense related to intangible assets acquired through various Company acquisitions. |
8
Revenue | ||||
FIS as Reported |
$ | 2,921.0 | ||
Metavante as Reported |
1,598.1 | |||
Pro forma adjustments |
(68.8 | )(a) | ||
Pro forma combined |
$ | 4,450.3 | ||
(a) | To eliminate activity between FIS and Metavante consisting principally of imaging and card-processing services provided by Metavante to FIS and to conform historically Metavante classifications to FIS presentation. Additionally, amount also includes revenue recorded by ClearPar that will be presented as discontinued operations beginning with FIS reported results for the fourth quarter of 2009. This presentation combines revenues and costs into one line item that will be presented below continuing operations. |
EBITDA Reconciliation | ||||||||||||
FIS | MV | Total | ||||||||||
Operating Income from Continuing Operations |
$ | 281.9 | $ | 152.9 | $ | 434.8 | ||||||
Plus Depreciation and Amortization |
393.3 | 154.4 | 547.7 | |||||||||
Plus MV impairment charge |
| 129.4 | 129.4 | |||||||||
EBITDA, unadjusted |
675.2 | 436.7 | 1,111.9 | |||||||||
Add back Non-GAAP adjustments (b) |
31.1 | 21.5 | 52.6 | |||||||||
Adjusted Non GAAP EBITDA |
$ | 706.3 | $ | 458.2 | $ | 1,164.5 | ||||||
(b) | Non GAAP adjustments per FIS 8K filed 2/10/09 and transaction costs on Metavante 2007 income statement. |
9
Year Ended December 31, 2008 | ||||||||||||
FIS | MV | Total | ||||||||||
Net Cash Provided by Operating Activities |
$ | 596.4 | $ | 302.5 | $ | 898.9 | ||||||
Less Capex |
(255.4 | ) | (137.5 | ) | (392.9 | ) | ||||||
Free Cash Flow unadjusted |
341.0 | 165.0 | 506.0 | |||||||||
Less FCF attributable to LPS |
(111.5 | ) | | (111.5 | ) | |||||||
Add back Non GAAP adjustments |
114.6 | | 114.6 | |||||||||
Adjusted Non GAAP FCF |
$ | 344.1 | $ | 165.0 | $ | 509.1 | ||||||
Year Ended December 31, 2007 | ||||||||||||
FIS | MV | Total | ||||||||||
Net Cash Provided by Operating Activities |
$ | 463.5 | $ | 345.4 | $ | 808.9 | ||||||
Less Capex |
(343.3 | ) | (143.4 | ) | (486.7 | ) | ||||||
Free Cash Flow unadjusted |
120.2 | 202.0 | 322.2 | |||||||||
Less FCF attributable to LPS |
(212.4 | ) | | (212.4 | ) | |||||||
Add back Non GAAP adjustments |
241.5 | | 241.5 | |||||||||
Adjusted Non GAAP FCF |
$ | 149.3 | $ | 202.0 | $ | 351.3 | ||||||
10