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SECURITIES AND EXCHANGE COMMISSION

FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): September 4, 2003

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CERTEGY INC.

Registrant’s telephone number, including area code: (678) 867-8000

Not Applicable
(Former name or former address, if changed since last report)

 

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SIGNATURES
Exhibit Index
EX-99.1 PRESS RELEASE DATED SEPTEMBER 4, 2003

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Item 5. Other Events.

On September 4, 2003, Certegy Inc. issued a press release announcing that it intends to issue $200 million aggregate principal amount of unsecured 4.75% notes (priced to yield 4.82%) due 2008 in a private placement. The debt securities to be issued in the private placement will not be registered under the Securities Act of 1933 and will not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. A copy of the press release, which was issued in accordance with Rule 135c under the Securities Act of 1933, as amended, is attached hereto as Exhibit 99.1.

Item 7. Financial Statements and Exhibits.

      (a) Financial Statements of Businesses Acquired:

      None.

      (b) Pro Forma Financial Information:

      None.

      (c) Exhibits:

 

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SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				CERTEGY INC.
				By:		/s/ Michael T. Vollkommer
						Name:		Michael T. Vollkommer
						Title:		Corporate Vice President and Chief Financial Officer
Dated:		September 4, 2003

 

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Exhibit Index

The following exhibit is being filed with this report:

 

\                                                                EXHIBIT 99.1

                   PRESS RELEASE              Certegy Inc.
                                              11720 Amber Park Drive
                                              Suite 600
                                              Alpharetta, Georgia 30004


                   Date: September 4, 2003    Phone: 678-867-8000
                                              Fax:   678-867-8100

                                              Contact: Mary Waggoner
                                              Certegy Inc.
                                              VP - Investor and Public Relations
                                              678-867-8004

FOR IMMEDIATE RELEASE

                  CERTEGY ANNOUNCES PROPOSED DEBT OFFERING AND
                        NEW $200 MILLION CREDIT FACILITY

ALPHARETTA, Georgia, September 4, 2003 -- Certegy Inc. (NYSE: CEY) today
announced that it intends to issue $200 million aggregate principal amount of
unsecured 4.75% notes (priced to yield 4.82%) due 2008 in a private placement.
Completion of the private placement is expected to occur on September 10, 2003,
and is subject to satisfaction of customary closing conditions. Certegy intends
to use the net proceeds from the sale of the notes to pay off the outstanding
indebtedness under Certegy's $300 million revolving credit facility, which upon
completion of the private placement will be cancelled and replaced with a new
$200 million revolving credit facility, and for general corporate purposes. The
new $200 million revolving credit facility will have substantially the same
terms as the former facility, except there will be no subsidiary guarantees.

This press release does not constitute an offer to sell or the solicitation of
an offer to buy the notes. Any offers of the notes will be made only by means of
a private offering memorandum. The notes will not be registered under the
Securities Act of 1933, as amended, or any state securities law. Therefore, the
notes may not be offered or sold in the United States absent registration or an
applicable exemption from such registration requirements.

The statements in this release include forward-looking statements that are based
on current expectations, assumptions, estimates, and projections about Certegy
and our industry. They are not guarantees of future performance and are subject
to risks and uncertainties, many of which are outside of Certegy's control, that
may cause actual results to differ significantly from what is expressed in those
statements. The factors that could, either individually or in the aggregate,
affect our performance include the following, which are described in greater
detail in the section entitled "Certain Factors Affecting Forward-Looking
Statements" in our 2002 Annual Report on Form 10-K and our Quarterly Report for
the period ended June 30, 2003 on Form 10-Q, filed with the SEC: Our ability to
maintain or improve our competitive positions against current and potential
competitors; the level of economic growth or other factors affecting demand for
our products and services; loss of key customer contracts or strategic
relationships; changes in

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regulation or industry standards applicable to our businesses or those of our
customers; risks associated with investments and operations in foreign
countries, including exchange rate fluctuations and local political, social, and
economic factors, and those other risks listed in the above-referenced sections
of our Form 10-K and Form 10-Q.


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