SUMMARY

For your convenience, provided below is a summary of certain information contained in this joint proxy statement/prospectus. This summary highlights selected information from this joint proxy statement/prospectus, but does not contain all of the information that may be important to you. You are urged to read this joint proxy statement/prospectus in its entirety, its annexes and the other documents referred to or incorporated by reference herein in order to fully understand the merger, the merger agreement and other matters to be considered in connection with the FIS special meeting and the Worldpay special meeting. See “Where You Can Find More Information” beginning on page [●]. Each item in this summary refers to the beginning page of this joint proxy statement/prospectus on which that subject is discussed in more detail.

The Companies (page [●])

FIS

FIS, a Georgia corporation, is a global leader in financial services technology, providing solutions and services to clients in the retail and institutional banking, payments, capital markets, asset management and wealth and retirement markets. Through the depth and breadth of its solutions portfolio, global capabilities and domain expertise, FIS serves clients in over 130 countries. FIS employs more than 47,000 people worldwide and holds leadership positions in payment processing, financial software and banking solutions. Providing software, services and outsourcing of the technology that empowers the financial world, FIS is a Fortune 500 company and is a member of the Standard & Poor’s 500 Index. FIS’ principal executive office is located at 601 Riverside Avenue, Jacksonville, Florida 32204, and its telephone number is (904) 438-6000.

Worldpay

Worldpay, a Delaware corporation, is a leading payments technology company with unique capability to power global omni-commerce. With an integrated technology platform, Worldpay offers a comprehensive suite of products and services, delivered globally through a single provider. Worldpay processes over 40 billion transactions annually, supporting more than 300 payment types across 146 countries and 126 currencies. Worldpay is focused on expanding into high-growth markets and customer segments, including global eCommerce, integrated payments and B2B. Worldpay’s principal executive office is located at 8500 Governor’s Hill Drive, Symmes Township, Ohio 45249, and its telephone number is (800) 735-3362.

Merger Sub

Merger Sub, a direct, wholly-owned subsidiary of FIS, is a Delaware corporation that was incorporated for the sole purpose of effecting the merger. In the merger, Merger Sub will merge with and into Worldpay, with Worldpay surviving as a direct, wholly-owned subsidiary of FIS, and the separate corporate existence of Merger Sub will cease. Merger Sub’s principal executive office is located at c/o Fidelity National Information Services, Inc., 601 Riverside Avenue, Jacksonville, Florida 32204, and its telephone number is (904) 438-6000.

FIS Special Meeting (page [●])

General

The FIS special meeting will be held on [●], 2019 at 10:00 am, Eastern Time at [●]. At the FIS special meeting, FIS shareholders will vote on:

The approval of the FIS share issuance proposal by the requisite vote of FIS shareholders is required to complete the merger.

FIS Record Date

The FIS board has fixed the close of business on [●], 2019 as the FIS record date for determination of the FIS shareholders of record entitled to vote at the FIS special meeting or any adjournment or postponement thereof. Only FIS shareholders of record as of the close of business on the FIS record date are entitled to receive notice of, and to vote at, the FIS special meeting or any adjournment or postponement thereof.

As of the close of business on the FIS record date, there were [●] shares of FIS common stock issued and outstanding and entitled to vote at the FIS special meeting, held by [●] shareholders of record. Each outstanding share of FIS common stock is entitled to one vote on each matter to be acted upon at the FIS special meeting.

Quorum

Shares of FIS common stock representing a majority of the votes entitled to be cast on a matter, present in person or by proxy, will constitute a quorum at the FIS special meeting. The inspector of election appointed for the FIS special meeting will determine whether a quorum is present at the FIS special meeting. The inspector of election will treat abstentions as present for purposes of determining the presence of a quorum. Broker non-votes, if any, will not be counted as present and entitled to vote for purposes of determining quorum because it is expected that all proposals to be voted on at the FIS special meeting will be “non-routine” matters.

Required Vote

Approval of the FIS share issuance proposal requires the affirmative vote of a majority of votes cast by FIS shareholders present in person or by proxy at the FIS special meeting and entitled to vote thereon, where a quorum is present.

Whether or not a quorum is present, approval of the FIS adjournment proposal requires the affirmative vote of a majority of votes present in person or by proxy at the FIS special meeting and entitled to vote thereon.

Abstentions are treated as shares present and entitled to vote and, under NYSE Rules, a vote cast. Abstentions will have the same effect as votes “AGAINST” the FIS share issuance proposal and the FIS adjournment proposal. Broker non-votes will have no effect on the approval of the FIS share issuance proposal or FIS adjournment proposal.

Share Ownership of and Voting by FIS Directors and Executive Officers

As of the close of business on the FIS record date, FIS’ directors and executive officers and their affiliates were entitled to vote an aggregate of [●] shares of FIS common stock at the FIS special meeting, which represents approximately [●]% of the issued and outstanding shares of FIS common stock entitled to vote at the FIS special meeting. In addition, as described in the section of this joint proxy statement/prospectus entitled “Certain Beneficial Owners of FIS Common Stock,” as of the close of business on the FIS record date, FIS’ directors and executive officers and their affiliates beneficially owned an aggregate of [●] shares of FIS common stock.

It is expected that FIS’ directors and executive officers will vote their shares “FOR” the FIS share issuance proposal and “FOR” the FIS adjournment proposal, although none of them has entered into any agreement obligating him or her to do so.

Worldpay Special Meeting (page [●])

General

The Worldpay special meeting will be held on [●], 2019 at [●], local time, at [●]. At the Worldpay special meeting, Worldpay stockholders will vote on:

The approval of the Worldpay merger proposal by the requisite vote of Worldpay stockholders is required to complete the merger.

Worldpay Record Date

The Worldpay board has fixed the close of business on [●], 2019 as the Worldpay record date for determination of the Worldpay stockholders of record entitled to vote at the Worldpay special meeting or any adjournment or postponement thereof. Only Worldpay stockholders of record as of the close of business on the Worldpay record date are entitled to receive notice of, and to vote at, the Worldpay special meeting or any adjournment or postponement thereof.

As of the close of business on the Worldpay record date, there were [●] shares of Worldpay Class A common stock issued and outstanding and entitled to vote at the Worldpay special meeting, held by [●] stockholders of record. Each outstanding share of Worldpay Class A common stock is entitled to one vote on each matter to be acted upon at the Worldpay special meeting.

Quorum

A majority of the issued and outstanding shares of the capital stock of Worldpay entitled to vote, present in person or by proxy, will constitute a quorum at the Worldpay special meeting. The inspector of election appointed for the Worldpay special meeting will determine whether a quorum is present at the Worldpay special meeting. The inspector of election will treat abstentions as present for purposes of determining the presence of a quorum. Broker non-votes, if any, will not be counted as present and entitled to vote for purposes of determining quorum because it is expected that all proposals to be voted on at the Worldpay special meeting will be “non-routine” matters.

Required Vote

Approval of the Worldpay merger proposal requires the affirmative vote of the holders of a majority of the outstanding shares of Worldpay Class A common stock entitled to vote thereon at a meeting of the Worldpay stockholders at which a quorum exists. Abstentions, broker non-votes and failing to submit a vote will have the same effect as a vote “AGAINST” the Worldpay merger proposal.

Approval of the Worldpay compensation proposal requires the affirmative vote of a majority of shares present in person or by proxy at the Worldpay special meeting and entitled to vote thereon. Abstentions will have the same effect as a vote “AGAINST” the Worldpay compensation proposal. Broker non-votes and failing to submit a vote will not have any effect on the Worldpay compensation proposal.

If there is no quorum, approval of the Worldpay adjournment proposal requires the affirmative vote of a majority of shares present in person or by proxy. Abstentions will have the same effect as a vote “AGAINST” the Worldpay adjournment proposal. Broker non-votes and failing to submit a vote will not have any effect on the Worldpay adjournment proposal.

Share Ownership of and Voting by Worldpay Directors and Executive Officers

As of the close of business on the Worldpay record date, Worldpay’s directors and executive officers and their affiliates were entitled to vote an aggregate of [●] shares of Worldpay Class A common stock at the Worldpay special meeting, which represents approximately [●]% of the issued and outstanding shares of Worldpay Class A common stock entitled to vote at the Worldpay special meeting. In addition, as described in the section of this joint proxy statement/prospectus entitled “Certain Beneficial Owners of Worldpay Class A Common Stock,” as of the close of business on the Worldpay record date, Worldpay’s directors and executive officers and their affiliates beneficially owned an aggregate of [●] shares of Worldpay Class A common stock.

It is expected that Worldpay’s directors and executive officers will vote their shares “FOR” the Worldpay merger proposal, “FOR” the Worldpay compensation proposal and “FOR” the Worldpay adjournment proposal, although none of them has entered into any agreement obligating him or her to do so.

The Merger and the Merger Agreement (page [●])

Under the terms and subject to the conditions of the merger agreement, Merger Sub will merge with and into Worldpay, with Worldpay as the surviving corporation in the merger and becoming a direct, wholly-owned subsidiary of FIS, and the separate corporate existence of Merger Sub will cease. Following the effective time, the Worldpay Class A common stock will be delisted from the NYSE and the LSE (to the extent not delisted prior to completion of the merger), will be deregistered under the Exchange Act and will cease to be publicly traded.

A copy of the merger agreement is attached as Annex A to this joint proxy statement/prospectus. You are urged to read the merger agreement in its entirety because it is the legal document that governs the merger. For more information on the merger and the merger agreement, see “The Merger” and “The Merger Agreement” beginning on pages [●] and [●], respectively.

As of the date of this joint proxy statement/prospectus, it is not possible to accurately estimate the closing date of the merger because the merger is subject to the satisfaction (or, to the extent permitted by applicable law, waiver) of the conditions to FIS’ and Worldpay’s obligations to complete the merger; however, FIS and Worldpay currently expect the merger to close during the second half of 2019. Due to conditions such as the approval of the FIS share issuance proposal by the requisite vote of FIS shareholders and approval of the Worldpay merger proposal by the requisite vote of Worldpay stockholders, competition and regulatory approvals, as well as other outstanding conditions required to complete the merger, no assurance can be given as to when, or if, the merger will be completed.

Merger Consideration (page [●])

At the effective time, each share of Worldpay Class A common stock issued and outstanding immediately prior to the effective time (other than the excluded shares) will be converted into the right to receive, without interest and subject to any applicable withholding taxes, 0.9287 shares of FIS common stock, together with cash in lieu of fractional shares, if any, and $11.00 in cash. The shares of FIS common stock to be issued in the merger will be listed on the NYSE.

Based on the $108.88 closing price of FIS common stock on March 15, 2019, the last full trading day before the public announcement of the merger, the per share value of Worldpay Class A common stock implied by the merger consideration was $112.12 as of such date. Based on the $[●] closing price of FIS common stock on [●], 2019, the most recent practicable trading day prior to the date of this joint proxy statement/prospectus, the per share value of Worldpay Class A common stock implied by the merger consideration was $[●].

The exchange ratio is fixed, which means that it will not change between now and the closing date of the merger, which we refer to as the closing date, regardless of whether the market price on the NYSE of either FIS common stock or Worldpay Class A common stock changes. Therefore, the value of the merger consideration will depend, in part, on the market price of FIS common stock at the effective time. The cash portion of the merger consideration is fixed at $11.00, without interest. The market price of FIS common stock has fluctuated since the date of the announcement of the merger agreement and will continue to fluctuate from the date of this joint proxy statement/prospectus to the date of the Worldpay special meeting, the date of the FIS special meeting, the date the merger is completed and thereafter. The market price of FIS common stock, when received by Worldpay stockholders after the merger is completed, could be greater than, less than or the same as the market price of FIS common stock on the date of this joint proxy statement/prospectus or at the date of the Worldpay special meeting. Accordingly, you should obtain current stock price quotations for FIS common stock and Worldpay Class A common stock before deciding how to vote, or whether to abstain from voting, on any of the proposals described in this joint proxy statement/prospectus. FIS common stock is traded on the NYSE under the symbol “FIS” and Worldpay Class A common stock is traded on the NYSE under the symbol “WP” and on the LSE under the symbol “WPY.”

Treatment of Fractional Shares (page [●])

No fractional shares of FIS common stock will be issued upon the conversion of shares of Worldpay Class A common stock pursuant to the merger agreement. In lieu of the issuance of any fractional shares, FIS will pay an amount in cash as further described in “The Merger Agreement—Treatment of Fractional Shares” beginning on page [●].

Treatment of Worldpay Equity Awards (page [●])

Worldpay directors, executive officers and other employees hold various types of compensatory equity awards relating to Worldpay Class A common stock. The merger agreement provides for the treatment at the effective time described below with respect to these awards.

Stock Options. Each option to acquire Worldpay Class A common stock that is outstanding immediately prior to the effective time, which we refer to as a Worldpay option, will be converted into an option to acquire a number of shares of FIS common stock (rounded down to the nearest whole share) equal to the product of (i) the number of shares of Worldpay Class A common stock subject to the option immediately prior to the effective time and (ii) the equity award exchange ratio (which is described below), which we refer to as a converted option, with an exercise price per share of FIS common stock (rounded up to the nearest whole cent) equal to (a) the per share exercise price of Worldpay Class A common stock that applies to the Worldpay option immediately prior to the effective time, divided by (b) the equity award exchange ratio. The terms and conditions of each converted option that apply following the effective time, including with respect to the vesting, forfeiture and exercisability of the converted option, will be the same as those that applied to the corresponding Worldpay option as in effect immediately prior to the effective time (including any accelerated vesting upon a qualifying termination of employment in accordance with the terms of the Worldpay option).

Time Vesting Restricted Shares. Each time vesting restricted share of Worldpay Class A common stock that is outstanding immediately prior to the effective time, which we refer to as a Worldpay restricted share, will be converted at the effective time into a restricted share award consisting of a number of shares of FIS common stock equal to the product of (i) the number of shares of Worldpay Class A common stock subject to the restricted share award immediately prior to the effective time and (ii) the equity award exchange ratio (rounded up to the nearest whole share), which we refer to as a converted restricted share. The terms and conditions of each converted restricted share that apply following the effective time, including with respect to the vesting and forfeiture of the converted restricted share, will be the same as those that applied to the corresponding Worldpay

restricted share as in effect immediately prior to the effective time (including any accelerated vesting upon a qualifying termination of employment in accordance with the terms of the Worldpay restricted share).

Time Vesting Restricted Stock Units; Deferred Stock Units. Each time vesting restricted stock unit award that is outstanding immediately prior to the effective time and each deferred stock unit award relating to shares of Worldpay Class A common stock that is outstanding immediately prior to the effective time, which we refer to as a Worldpay stock unit, will be converted at the effective time into a restricted stock unit award or a deferred stock unit award, as applicable, relating to a number of shares of FIS common stock equal to the product of (i) the number of shares of Worldpay Class A common stock subject to the Worldpay stock unit immediately prior to the effective time and (ii) the equity award exchange ratio (rounded up to the nearest whole share), which we refer to as a converted stock unit. The terms and conditions of each converted stock unit that apply following the effective time, including with respect to vesting and forfeiture, will be the same as those that applied to the corresponding Worldpay stock unit as in effect immediately prior to the effective time (including any accelerated vesting upon a qualifying termination of employment or separation from service in accordance with the terms of the Worldpay stock unit).

Performance Vesting Stock Units; Performance Vesting Restricted Shares. Each performance stock unit award relating to shares of Worldpay Class A common stock that is outstanding immediately prior to the effective time and each restricted share of Worldpay Class A common stock that vests based upon attainment of performance goals and is outstanding immediately prior to the effective time, which we refer to as a Worldpay performance award will be converted at the effective time into a time vesting award relating to a number of shares of FIS common stock equal to the product of (i) the number of shares of Worldpay Class A common stock subject to the Worldpay performance award immediately prior to the effective time, determined as described below, and (ii) the equity award exchange ratio (rounded up to the nearest whole share), which we refer to as a converted performance award. For purposes of determining the number of shares of Worldpay Class A common stock subject to each Worldpay performance award immediately prior to the effective time, the relevant performance goals will be deemed to be achieved at the following levels of performance: (1) 300% of the target level for each Worldpay performance award denominated as a “Performance Share Unit Acquisition Award,” (2) 200% of the target level for each other Worldpay performance award with a performance period beginning in 2017 or 2018, (3) 133% of the target level for each Worldpay performance award with a performance period beginning in 2019 and (4) 100% of the target level for each performance award granted prior to the date of the merger agreement with a performance period beginning in 2020, but in no event will the applicable level of achievement exceed the maximum level of performance that applies to any particular Worldpay performance award. The terms and conditions of each converted performance award that apply following the effective time will be the same as those that applied to the corresponding Worldpay performance award as in effect immediately prior to the effective time, except that the converted performance award will cliff vest based on the holder’s continued service to FIS through the scheduled completion date of the applicable performance period or such other date(s) as provided under the applicable award agreement governing the corresponding Worldpay performance award (subject to any accelerated vesting in accordance with the terms of the Worldpay performance award) without any ongoing performance vesting conditions.

Equity Award Exchange Ratio. For purposes of the conversion of Worldpay equity awards into equity awards relating to FIS common stock at the effective time as described above, which we refer to as the equity award exchange ratio, is equal to the sum, rounded to the nearest one hundredth, of (x) the exchange ratio, plus (y) the quotient of (1) the cash consideration payable in the transaction, divided by (2) the volume-weighted average price per share of FIS common stock on the NYSE calculated for the five consecutive trading days immediately preceding (but not including) the date of closing. The equity award exchange ratio is designed to permit an adjustment which preserves, immediately following the effective time, the pre-closing intrinsic value of the Worldpay equity awards.

Worldpay Employee Stock Purchase Plan

Prior to the effective time, Worldpay is required to take all actions that may be necessary or required under the ESPP to ensure that no new offering period will be authorized or commenced after the date of the merger agreement and to provide that, if then ongoing, the offering period that commenced on or about January 1, 2019 and the ESPP will terminate in its entirety at the effective time.

Worldpay Save as You Earn Plans

Holders of outstanding options under the SAYE Plans will be allowed to exercise their SAYE options in connection with the merger and receive, in respect of the shares of stock they acquire, the same consideration paid to holders of shares of Worldpay Class A common stock. As of the effective time, FIS will offer holders of outstanding SAYE options the opportunity to exchange their option for an option denominated in shares of FIS common stock on the same terms and conditions as applicable prior to the effective time based on the equity award exchange ratio. With respect to SAYE options that are not exercised or exchanged as described in the preceding sentences and are exercised following the merger, FIS may take actions to provide that the shares issued with respect to any such option will be immediately transferred after exercise to FIS (or otherwise be redeemed) in exchange for a number of shares of FIS common stock and cash equal to the merger consideration holders of Worldpay Class A common stock will receive in connection with the merger. Any SAYE options that are not exchanged for options denominated in shares of FIS common stock will cease to be exercisable on the date that is six months following the effective time.

Recommendation of the FIS Board; FIS’ Reasons for the Merger (page [●])

The FIS board unanimously recommends that FIS shareholders vote “FOR” the FIS share issuance proposal and “FOR” the FIS adjournment proposal.

In reaching its decision to approve the merger agreement and the transactions contemplated thereby, including the merger, and declaring it advisable that FIS enter into the merger agreement, the FIS board, as described in “The Merger—Background of the Merger” beginning on page [●], held a number of meetings, consulted with FIS’ senior management, outside legal counsel and financial advisors, and considered a number of factors it believed supported its decision to enter into the merger agreement, including, without limitation, those listed in “The Merger—Recommendation of the FIS Board; FIS’ Reasons for the Merger” beginning on page [●].

Recommendation of the Worldpay Board; Worldpay’s Reasons for the Merger (page [●])

The Worldpay board unanimously recommends that Worldpay stockholders vote “FOR” the Worldpay merger proposal, “FOR” the Worldpay compensation proposal and “FOR” the Worldpay adjournment proposal.

In reaching its decision to approve the merger agreement and the transactions contemplated thereby, including the merger, and declaring it advisable, fair to and in the best interests of Worldpay and its stockholders that Worldpay enter into the merger agreement, the Worldpay board, as described in “The Merger—Background of the Merger” beginning on page [●], held a number of meetings and consulted with Worldpay’s senior management, financial advisor and outside legal counsel. In addition, the Worldpay independent directors separately reviewed the proposed merger and consulted with their financial advisor and outside legal counsel. The Worldpay directors considered a number of factors that they believed supported the Worldpay board’s decision to enter into the merger agreement, including, without limitation, those listed in “The Merger—Recommendation of the Worldpay Board; Worldpay’s Reasons for the Merger” beginning on page [●].

Opinion of FIS’ Financial Advisors (page [●])

Centerview Partners LLC

FIS retained Centerview Partners LLC, which we refer to as Centerview, as financial advisor to the FIS board in connection with the proposed merger and the other transactions contemplated by the merger agreement, which we collectively refer to as the transaction throughout this section and the summary of Centerview’s opinion below under the caption “The Merger—Opinion of Centerview, FIS’ Financial Advisor” beginning on page [●]. In connection with this engagement, the FIS board requested that Centerview evaluate the fairness, from a financial point of view, to FIS, of the merger consideration to be paid by FIS in the merger pursuant to the merger agreement. On March 16, 2019, Centerview rendered to the FIS board its oral opinion, which was subsequently confirmed by delivery of a written opinion dated March 16, 2019 that, as of such date and based upon and subject to the assumptions made, procedures followed, matters considered, and qualifications and limitations upon the review undertaken by Centerview in preparing its opinion, the merger consideration proposed to be paid by FIS in the merger pursuant to the merger agreement was fair, from a financial point of view, to FIS.

The full text of Centerview’s written opinion, dated March 16, 2019, which describes the assumptions made, procedures followed, matters considered, and qualifications and limitations upon the review undertaken by Centerview in preparing its opinion, is attached as Annex B to this joint proxy statement/prospectus and is incorporated herein by reference. Centerview’s financial advisory services and opinion were provided for the information and assistance of the FIS board (in their capacity as directors and not in any other capacity) in connection with and for purposes of its consideration of the transaction and Centerview’s opinion addressed only the fairness, from a financial point of view, as of the date thereof, to FIS, of the merger consideration to be paid by FIS in the merger pursuant to the merger agreement. Centerview’s opinion did not address any other term or aspect of the merger agreement or the transaction and does not constitute a recommendation to any shareholder of FIS or any other person as to how such stockholder or other person should vote with respect to the merger or otherwise act with respect to the transaction or any other matter.

The full text of Centerview’s written opinion, attached to this joint proxy statement/prospectus as Annex B, should be read carefully in its entirety for a description of the assumptions made, procedures followed, matters considered, and qualifications and limitations upon the review undertaken by Centerview in preparing its opinion.

Goldman Sachs

Pursuant to an engagement letter, FIS engaged Goldman Sachs & Co. LLC, which we refer to as Goldman Sachs, as a financial advisor in connection with the proposed merger.

At a meeting of the FIS board, Goldman Sachs rendered its oral opinion, subsequently confirmed by delivery of a written opinion, dated March 17, 2019, to the FIS board, to the effect that, as of the date of Goldman Sachs’ written opinion and based upon and subject to the factors and assumptions set forth in Goldman Sachs’ written opinion, the merger consideration to be paid by FIS for each share of Worldpay Class A common stock pursuant to the merger agreement was fair from a financial point of view to FIS.

The full text of the written opinion of Goldman Sachs, dated March 17, 2019, which sets forth the assumptions made, procedures followed, matters considered, qualifications and limitations on the review undertaken in connection with the opinion, is attached to this joint proxy statement/prospectus as Annex C. The summary of Goldman Sachs’ opinion contained in this joint proxy statement/prospectus is qualified in its entirety by reference to the full text of Goldman Sachs’ written opinion. Goldman Sachs’ advisory services and opinion were provided for the information and assistance of the FIS board in

connection with its consideration of the proposed merger and the opinion does not constitute a recommendation as to how any FIS shareholder should vote with respect to the proposed merger or any other matter.

Goldman Sachs’ opinion was approved by a fairness committee of Goldman Sachs.

For additional information, see “The Merger—Opinion of Goldman Sachs, FIS’ Financial Advisors” beginning on page [●] and Annex C to this joint proxy statement/prospectus.

Opinion of Worldpay’s Financial Advisor (page [●])

On March 17, 2019, Credit Suisse Securities (USA) LLC, which we refer to as Credit Suisse, rendered its oral opinion to the Worldpay board (which was subsequently confirmed in writing by delivery of Credit Suisse’s written opinion dated the same date) as to, as of March 17, 2019, the fairness, from a financial point of view, to the holders of Worldpay Class A common stock of the merger consideration to be received by such holders in the merger pursuant to the merger agreement.

Credit Suisse’s opinion was directed to the Worldpay board, and only addressed the fairness, from a financial point of view, to the holders of Worldpay Class A common stock of the merger consideration to be received by such holders in the merger and did not address any other aspect or implication of the merger. The summary of Credit Suisse’s opinion in this joint proxy statement/prospectus is qualified in its entirety by reference to the full text of its written opinion, which is included as Annex D to this joint proxy statement/prospectus and sets forth the procedures followed, assumptions made, qualifications and limitations on the review undertaken and other matters considered by Credit Suisse in connection with the preparation of its opinion. However, neither Credit Suisse’s written opinion nor the summary of its opinion and the related analyses set forth in this joint proxy statement/prospectus is intended to be, and they do not constitute, advice or a recommendation to any securityholder as to how such securityholder should vote or act with respect to any matter relating to the merger.

For additional information, see “The Merger—Opinion of Worldpay’s Financial Advisor” beginning on page [●] and Annex D to this joint proxy statement/prospectus.

Interests of Certain Worldpay Directors and Executive Officers in the Merger (page [●])

In considering the recommendation of the Worldpay board that Worldpay stockholders vote “FOR” the Worldpay merger proposal, “FOR” the Worldpay compensation proposal and “FOR” the Worldpay adjournment proposal, Worldpay stockholders should be aware that certain executive officers and directors of Worldpay may have interests in the merger that may be different from, or in addition to, the interests of Worldpay stockholders generally. These interests include, among others, severance rights, rights to continuing indemnification and directors’ and officers’ liability insurance, accelerated vesting of certain equity awards and the right of the Worldpay CEO to be an executive of FIS and the executive vice chairman of the FIS board upon the effective time of the merger. The Worldpay board was aware of and considered these interests, among other matters, in evaluating the terms and structure, and overseeing the negotiation, of the merger, in approving the merger agreement and the transactions contemplated thereby, including the merger, and in recommending that the Worldpay stockholders adopt and approve the merger agreement.

For additional information, see “The Merger—Interests of Certain Worldpay Directors and Executive Officers in the Merger” beginning on page [●].

Governance of the Combined Company (page [●])

Chairman and Chief Executive Officer

The merger agreement provides that, at the effective time, the chairman, chief executive officer and president of FIS as of immediately prior to the effective time, who we refer to as the FIS CEO, will continue to serve as the chief executive officer and president of FIS and will remain the chairman of the FIS board.

Worldpay CEO Continued Role

The merger agreement provides that, at the effective time, the executive chairman and chief executive officer of Worldpay as of immediately prior to the effective time, who we refer to as the Worldpay CEO, will become an executive of FIS and will serve as executive vice chairman of the FIS board for a period of no less than one year following the effective time.

FIS Board

Board of Directors

The merger agreement provides that, immediately following the effective time, the FIS board will be comprised of 12 directors, of which:

See “The Merger—Governance of the Combined Company” beginning on page [●] for the definition of “FIS continuing directors” and “Worldpay continuing directors.”

As of the date of this joint proxy statement/prospectus, other than as indicated above, the individuals who will serve on the FIS board at the effective time have not been determined.

Lead Independent Director and Committees of the FIS Board of Directors

Immediately following the effective time:

Regulatory Approvals (page [●])

General

FIS and Worldpay have agreed to use reasonable best efforts to take, or cause to be taken, all necessary actions, and to do, or cause to be done, all things necessary, proper or advisable, subject to certain limitations, to consummate and make effective the transactions contemplated by the merger agreement as promptly as practicable following the date of the merger agreement. For a description of the parties’ obligations with respect to regulatory approvals related to the merger, see “The Merger Agreement—Regulatory Matters; Efforts to Complete the Merger” beginning on page [●].

Requisite Regulatory Approvals

The completion of the merger is subject to the receipt of the requisite regulatory approvals described below:

There can be no assurance that the antitrust regulators or other government agencies, including state attorneys general or private parties, will not initiate actions to challenge the merger before or after it is completed, and, if such an action or challenge is made, there can be no assurance as to its result. Any such action or challenge to the merger could result in an administrative or court order enjoining the merger or in restrictions or conditions that would have a material adverse effect on FIS after completion of the merger. Such restrictions and conditions could include requiring the divestiture or spin-off of certain businesses, assets or products, the licensing of intellectual property rights and the imposition of limitations on the ability of FIS, as a condition to completion of the merger, to operate its business as it sees fit. Neither FIS nor Worldpay can provide assurance that any such conditions, terms, obligations or restrictions will not result in the delay or abandonment of the merger.

Ownership of the Combined Company After the Merger (page [●])

As of the date of this joint proxy statement/prospectus, based on the estimated number of shares of common stock of FIS and Worldpay that will be outstanding immediately following the completion of the merger, after giving effect to the FIS share issuance, FIS and Worldpay estimate that holders of shares of FIS common stock as of immediately prior to the completion of the merger will hold, in the aggregate, approximately 53% of the issued and outstanding shares of common stock of the combined company immediately following the completion of the merger, and holders of shares of Worldpay Class A common stock as of immediately prior to the completion of the merger will hold, in the aggregate, approximately 47% of the issued and outstanding shares of common stock of the combined company immediately following the completion of the merger.

Debt Financing (page [●])

The merger is not subject to a financing condition.

As of December 31, 2018, FIS had total indebtedness of approximately $9.0 billion and Worldpay had total indebtedness of approximately $7.9 billion. In connection with the merger, on March 17, 2019, FIS entered into a bridge facility commitment letter, which we refer to as the original commitment letter, with Barclays Bank PLC, Goldman Sachs Bank USA and Goldman Sachs Lending Partners LLC, who we collectively refer to as the Lenders, pursuant to which the Lenders committed to provide a 364-day senior unsecured bridge term loan facility in an aggregate principal amount of $9.5 billion which we refer to as the bridge facility, consisting of (i) a $2.0 billion tranche to backstop an amendment to FIS’ existing revolving credit facility, dated September 21, 2018, which we refer to as the existing revolving credit facility, to permit the borrowing of revolving loans thereunder up to $2.0 billion, which we refer to as the specified revolving loans, on a limited conditionality basis consistent with the conditions precedent to funding under the bridge facility (such tranche being referred to herein as the amendment tranche) and (ii) a $7.5 billion tranche, which we refer to as the capital markets tranche. The capital markets tranche of the bridge facility was established for the purpose of refinancing certain outstanding indebtedness of Worldpay and its subsidiaries on the closing date, financing a portion of the merger consideration, and paying fees and expenses related to the merger, the refinancing and the related transactions. On March 29, 2019, FIS entered into a joinder agreement to the original commitment letter to, among other things, add additional commitment parties and reallocate the commitments in respect of the capital markets tranche of the bridge facility thereunder. The original commitment letter, as amended by the joinder agreement, is referred to in this joint proxy statement/prospectus as the commitment letter. On March 29, 2019, FIS and certain financial institutions party to the existing revolving credit facility entered into an amendment to the existing revolving credit facility to, among other things, permit the borrowing of the specified revolving loans on a limited conditionality basis consistent with the conditions precedent to funding under the bridge facility and, in connection with the entry into such amendment, the commitments in respect of the amendment tranche of the bridge facility were automatically and permanently reduced to zero. The specified revolving loans may also be used to refinance certain outstanding indebtedness of Worldpay and its subsidiaries on the closing date, finance a portion of the merger consideration and pay fees and expenses related to the merger, the refinancing and the related transactions.

FIS intends to replace the capital markets tranche of the bridge facility prior to the closing of the merger with a portion of what we refer to as the permanent financing, which we currently expect to include debt securities, commercial paper and/or revolving credit borrowings FIS currently intends to borrow approximately $11.1 billion of permanent financing, although the amount of the permanent financing could change.

In addition, depending on market conditions, FIS might choose to leave outstanding some or all of Worldpay’s existing notes, in an aggregate principal amount of approximately $1.7 billion, which would reduce the amount of permanent financing that FIS would seek to raise. In the event that new FIS unsecured notes are not issued and sold prior to the closing of the merger, then FIS intends to use the proceeds of the bridge facility, together with commercial paper and/or revolving credit borrowings, to pay the cash portion of the purchase price and fees and expenses and repay the outstanding Worldpay bank debt at closing, and leave the Worldpay notes outstanding. In such event, it would be FIS’ intention to refinance the bridge facility following the closing when new FIS notes can be issued.

On April 5, 2019, FIS and certain financial institutions party to the existing revolving credit facility entered into a second amendment to the existing revolving credit facility to permit FIS to exclude indebtedness issued or

incurred for the purpose of financing any acquisition that utilizes at least $1.5 billion of debt financing from the calculation of the maximum leverage ratio permitted thereunder prior to the consummation of such acquisition or the termination of the acquisition agreement with respect thereto; provided that such acquisition financing includes provisions requiring its repayment if the acquisition is not completed.

The funding of the capital markets tranche of the bridge facility on the closing date is subject to the satisfaction (or waiver) of certain conditions set forth in the commitment letter, including, among others, completion of the merger substantially concurrent with the funding of the bridge facility, the non-occurrence of a material adverse effect (as defined in the merger agreement) with respect to Worldpay, delivery of certain financial statements of FIS and Worldpay, the accuracy (subject to certain materiality qualifiers) of certain representations and warranties, the execution and delivery of definitive documentation and other customary conditions more fully set forth in the commitment letter. The conditions precedent to the funding of the specified revolving loans under the existing revolving credit facility on the closing date are substantially the same as the conditions precedent to the funding of the bridge facility on the closing date.

For information regarding the debt financing, see “The Merger—Debt Financing” beginning on page [●].

No Solicitation of Acquisition Proposals (page [●])

Each of FIS and Worldpay has agreed that it will not, and it will cause its subsidiaries and its subsidiaries’ executive officers and directors not to, and will direct its and its subsidiaries’ respective representatives that are not executive officers or directors not to, directly or indirectly:

Notwithstanding the foregoing, prior to the requisite approval by the FIS shareholders of the FIS share issuance proposal or prior to the requisite approval by the Worldpay stockholders of the Worldpay merger proposal, as applicable, in the event that FIS or Worldpay, as applicable, receives an unsolicited bona fide written acquisition proposal after the date of the merger agreement (which acquisition proposal did not result from a breach of the merger agreement) and the FIS board or the Worldpay board, as applicable, concludes in good faith (after receiving the advice of its outside legal counsel and its outside financial advisor) that such acquisition proposal constitutes, or would reasonably be expected to result in, a superior proposal, FIS or Worldpay, as applicable, may, and may permit its subsidiaries and its subsidiaries’ respective representatives to, furnish, or cause to be furnished, confidential or non-public information or data and participate in such negotiations or discussions to the extent that the FIS board or the Worldpay board, as applicable, concludes in good faith (after receiving the advice of its outside legal counsel and its outside financial advisor) that failure to take such actions would be inconsistent with its fiduciary duties under applicable law. Prior to providing any confidential or non-public information or data permitted to be provided pursuant to the foregoing provisions, (i) FIS or Worldpay, as applicable, are obligated to enter into a confidentiality agreement with such third party on terms no less

restrictive to such person (or group of persons) than the terms of the confidentiality agreement between FIS and Worldpay, and such confidentiality agreement will not provide such person with any exclusive right to negotiate with FIS or Worldpay, as applicable, and (ii) any confidential or non-public information to be provided by FIS or Worldpay, as applicable, to such third party shall have been previously provided, or is concurrently provided, to Worldpay, in the case of FIS, or FIS, in the case of Worldpay.

For more information, including the definition of “acquisition proposal,” see “The Merger Agreement—No Solicitation of Acquisition Proposals” beginning on page [●].

Change in Board Recommendation (page [●])

Under the merger agreement, subject to certain exceptions described below, each of FIS and Worldpay has agreed to use its reasonable best efforts to obtain the requisite approval by FIS shareholders of the FIS share issuance proposal and the requisite approval by Worldpay stockholders of the Worldpay merger proposal, as applicable.

However, if the FIS board or the Worldpay board, after receiving the advice of its outside legal counsel and its outside financial advisor, determines in good faith that it would be inconsistent with its fiduciary duties under applicable law to continue to recommend the merger agreement, then the FIS board or the Worldpay board, as applicable, may take any of the following actions, which we refer to as the change in FIS recommendation or the change in Worldpay recommendation, as applicable:

Notwithstanding the foregoing, neither the FIS board nor the Worldpay board may effect a change in FIS recommendation or a change in Worldpay recommendation, as applicable, unless:

Any material amendment to an acquisition proposal will be deemed to be a new acquisition proposal, except that two business days’ prior written notice shall be given, instead of four business days as described above.

Conditions to the Completion of the Merger (page [●])

The respective obligations of each of Worldpay, FIS and Merger Sub to effect the merger are subject to the satisfaction at or prior to the effective time of the following conditions:

The obligations of FIS and Merger Sub to effect the merger are subject to the satisfaction, or waiver by FIS, at or prior to the effective time, of the following additional conditions:

The obligations of Worldpay to effect the merger are subject to the satisfaction, or waiver by Worldpay, at or prior to the effective time, of the following additional conditions:

Termination (page [●])

Termination by Mutual Consent

The merger agreement may be terminated at any time prior to the effective time by mutual consent of FIS and Worldpay in a written instrument.

Termination by Either FIS or Worldpay

Either FIS or Worldpay may terminate the merger agreement at any time prior to the effective time under the following circumstances:

Termination by FIS

FIS may also terminate the merger agreement under the following circumstances:

Termination by Worldpay

Worldpay may also terminate the merger agreement under the following circumstances:

Termination Fee (page [●])

FIS will be required to pay to Worldpay a termination fee of $1 billion under the following circumstances:

Worldpay will be required to pay to FIS a termination fee of $1 billion under the following circumstances:

For more information, see “The Merger Agreement—Termination Fee” beginning on page [●].

NYSE Listing of Shares of FIS common stock (page [●])

Under the terms of the merger agreement, FIS is required to cause shares of FIS common stock to be issued in the merger to be authorized for listing on the NYSE prior to the effective time, subject to official notice of issuance. Accordingly, FIS will apply to have the shares of FIS common stock to be issued in the merger authorized for listing on the NYSE, where shares of FIS common stock are currently traded under the symbol “FIS.”

Delisting and Deregistration of Worldpay Class A Common Stock (page [●])

If the merger is completed, there will no longer be any publicly held shares of Worldpay Class A common stock. Accordingly, Worldpay Class A common stock (i) will no longer be listed on the NYSE and will be deregistered under the Exchange Act and (ii) to the extent not delisted prior to completion of the merger, will no longer be listed on the Standard Segment of the Official List of the FCA and the admission to trading of Worldpay’s Class A common stock on the main market of the LSE will be cancelled. Under the terms of the merger agreement, Worldpay is required to cooperate with FIS and use its reasonable best efforts to enable (i) the delisting of Worldpay Class A common stock from the NYSE and the deregistration of Worldpay Class A common stock under the Exchange Act effective as of immediately following the effective time and (ii) the delisting of Worldpay Class A common stock on the Standard Segment of the Official List of the FCA and the cancellation of the admission to trading of Worldpay’s Class A Common Stock on the main market of the LSE effective prior to, but no later than, the effective time. Worldpay, on April 10, 2019, applied for the cancellation of the listing of its Class A common stock on the standard listing of the Official List of the FCA and of trading on the Main Market of the LSE, which we refer to as the Worldpay LSE delisting application. The delisting from the LSE is expected to take effect at or around 8:00 am (BST) on May 20, 2019.

Comparison of the Rights of FIS Shareholders and Worldpay Stockholders (page [●])

Worldpay stockholders will have different rights once they become FIS shareholders due to differences between the organizational documents of, and governing laws applicable to, Worldpay and FIS. See “Comparison of the Rights of FIS Shareholders and Worldpay Stockholders” beginning on page [●].

Appraisal Rights (page [●])

Under Georgia law, FIS shareholders are not entitled to dissenters’ or appraisal rights in connection with the issuance of shares of FIS common stock in the merger.

For purposes of the merger, each holder of record of Worldpay Class A common stock is entitled to appraisal rights under Delaware law in connection with the merger. Pursuant to Section 262 of the DGCL, a holder of record of Worldpay Class A common stock who does not vote for the adoption and approval of the merger agreement and who otherwise follows the procedures set forth in Section 262 of the DGCL has the right to seek appraisal of his, her or its shares of Worldpay Class A common stock, subject to certain limitations in the DGCL, and to receive payment in cash of the judicially determined fair value of his, her or its shares of Worldpay Class A common stock, exclusive of any element of value arising from the accomplishment or expectation of the merger, as determined by the Delaware Court of Chancery, together with interest, if any, to be paid upon the amount judicially determined to be the fair value of such shares of Worldpay Class A common stock. These rights are known as appraisal rights. The “fair value” of such shares of Worldpay Class A common stock as determined by the Delaware Court of Chancery may be more or less than, or the same as, the merger consideration that a holder of record of Worldpay Class A common stock is otherwise entitled to receive for the same number of shares of Worldpay Class A common stock under the terms of the merger agreement. Strict compliance with the statutory procedures in Section 262 of the DGCL is required. A holder of record of Worldpay Class A common stock who wishes to exercise appraisal rights, or preserve the ability to do so, must not vote for the Worldpay merger proposal, or deliver a signed proxy without indicating a decision on the Worldpay merger proposal. Any signed proxies returned without indicating a decision on the Worldpay merger proposal will be considered as voting “FOR” the Worldpay merger proposal.

The DGCL requirements for exercising appraisal rights are described in further detail in “Appraisal Rights” beginning on page [●], and Section 262 of the DGCL, the relevant section of the DGCL regarding appraisal rights, is reproduced and attached as Annex E to this joint proxy statement/prospectus. A holder of record of Worldpay Class A common stock intending to exercise his, her or its appraisal rights should carefully review Annex E to this joint proxy statement/prospectus in its entirety. Failure to follow precisely any of the statutory procedures set forth in Section 262 of the DGCL may result in loss of appraisal rights.

Material U.S. Federal Income Tax Consequences of the Merger (page [●])

Worldpay and FIS intend for the merger to qualify as a “reorganization” within the meaning of Section 368(a) of the Code. Assuming that the merger is so treated, if you are a U.S. holder of Worldpay Class A common stock and you exchange all of your Worldpay Class A common stock in exchange for FIS common stock and cash in the merger, you will not recognize any gain or loss with respect to your Worldpay Class A common stock, except to the extent of any cash you may receive as part of the merger consideration and cash in lieu of a fractional share.

Worldpay has requested that Skadden render its opinion to Worldpay, dated the closing date of the merger, to the effect that, based on certain facts, representations, covenants, and assumptions, the merger will qualify as a reorganization within the meaning of Section 368(a) of the Code. Whether such opinion can be given will depend on, among other factors, the fair market value of the FIS common stock as of the closing date of the merger. Moreover, if such opinion is rendered, there can be no assurance that the IRS will agree with the conclusions expressed therein. The obligation of FIS and Worldpay to consummate the merger, however, is not conditioned upon the receipt of such opinion from Skadden or any other counsel, nor have the parties applied for a ruling from the IRS.

In the event that Skadden is unable to deliver an opinion that the merger will qualify as a reorganization under Section 368(a) of the Code, Worldpay and FIS will each use its reasonable best efforts to employ an alternative structure that would qualify as a reorganization within the meaning of Section 368(a) of the Code. The tax consequences of any alternative structure to holders of Worldpay Class A common stock would be the same as described below in “The Merger—Material U.S. Federal Income Tax Consequences of the Merger” if the merger qualified as a reorganization. Worldpay’s and FIS’ obligations to employ an alternative structure (A) shall not

(1) without the consent of Worldpay and FIS, alter or change the amount, nature or mix of the merger consideration or (2) impose any material incremental economic costs on FIS or Worldpay or reduce the anticipated benefits to FIS or Worldpay of the merger or the other transactions contemplated by the merger agreement in any material respect and (B) shall be capable of consummation by the termination date.

If the merger fails to qualify as a reorganization within the meaning of Section 368(a) of the Code, and an alternative structure that would qualify as a reorganization within the meaning of Section 368(a) of the Code is not undertaken, a U.S. holder of Worldpay Class A common stock generally would recognize gain or loss in an amount equal to the difference between (1) the fair market value of the shares of FIS common stock and the amount of cash received in the merger by the holder (including cash received in lieu of a fractional share of FIS common stock) and (2) the holder’s basis in the Worldpay Class A common stock surrendered.

You should read “The Merger—Material U.S. Federal Income Tax Consequences of the Merger” beginning on page [●] of this joint proxy statement/prospectus for a more complete discussion of the material U.S. federal income tax consequences of the merger. The discussion of the material U.S. federal income tax consequences contained in this joint proxy statement/prospectus is intended to provide only a general discussion and is not a complete analysis or description of all potential U.S. federal income tax consequences of the merger that may vary with, or are dependent on, individual circumstances. In addition, it does not address the effects of any foreign, state or local tax laws. You should consult your tax advisor to determine the tax consequences of the merger to you.

Accounting Treatment of the Merger (page [●])

The merger will be accounted for using the acquisition method of accounting, with FIS as the acquirer of Worldpay. FIS will record assets acquired, including identifiable intangible assets, and liabilities assumed from Worldpay at their respective fair values at the effective time of the merger. Any excess of the purchase price over the fair value of such assets minus the fair value of such liabilities will be recorded as goodwill. See “The Merger—Accounting Treatment of the Merger” beginning on page [●].

SELECTED HISTORICAL CONSOLIDATED FINANCIAL DATA OF FIS

The following table presents selected historical consolidated financial data of FIS as of and for the fiscal years ended December 31, 2018, 2017, 2016, 2015 and 2014. The selected historical consolidated financial data as of December 31, 2018 and 2017, and for the years ended December 31, 2018, 2017 and 2016, have been derived from FIS’ audited consolidated financial statements and accompanying notes contained in FIS’ Annual Report on Form 10-K for the year ended December 31, 2018, which is incorporated by reference herein. The selected historical consolidated financial data as of December 31, 2016, 2015 and 2014, and for the years ended December 31, 2015 and 2014, have been derived from FIS’ audited consolidated financial statements for such years and accompanying notes, which are not incorporated by reference herein.

The information set forth below is only a summary. You should read the following information together with FIS’ consolidated financial statements and accompanying notes and the sections entitled “Selected Financial Data” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in FIS’ Annual Report on Form 10-K for the year ended December 31, 2018, which is incorporated by reference herein, and in FIS’ other reports filed with the SEC. The selected historical data presented below constitutes historical financial data of FIS. FIS’ historical consolidated financial information may not be indicative of the future performance of FIS or the combined company. For more information, see “Where You Can Find More Information” beginning on page [●].

SELECTED HISTORICAL CONSOLIDATED FINANCIAL DATA OF WORLDPAY

The following tables present selected historical consolidated financial data of Worldpay as of and for the fiscal years ended December 31, 2018, 2017, 2016, 2015 and 2014. The selected historical consolidated financial data as of December 31, 2018 and 2017, and for the years ended December 31, 2018, 2017 and 2016, have been derived from Worldpay’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2018 contained in Worldpay’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on February 26, 2019, which is incorporated by reference herein. The selected historical consolidated financial data as of December 31, 2016, 2015 and 2014, and for the years ended December 31, 2015 and 2014, have been derived from Worldpay’s audited consolidated financial statements for such years and accompanying notes, which are not incorporated by reference herein.

The information set forth below is only a summary. You should read the following information together with Worldpay’s consolidated financial statements and accompanying notes and the sections entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in Worldpay’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on February 26, 2019, which is incorporated by reference herein, and in Worldpay’s other reports filed with the SEC. Worldpay’s historical consolidated financial information may not be indicative of the future performance of Worldpay or the combined company. For more information, see “Where You Can Find More Information” beginning on page [●].

The results for the year ended December 31, 2018 presented in the table above include the legacy Worldpay acquisition beginning on January 16, 2018.

SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL DATA

The following tables present unaudited pro forma condensed combined financial information about FIS’ consolidated balance sheet and statement of earnings after giving effect to the merger. The information under “Unaudited Pro Forma Condensed Combined Balance Sheet Data” in the table below gives effect to the merger as if it had taken place on December 31, 2018. The information under “Unaudited Pro Forma Condensed Combined Statement of Earnings Data” in the table below gives effect to the merger as if it had taken place on January 1, 2018. This selected unaudited pro forma condensed combined financial information was prepared using the acquisition method of accounting where FIS is considered the acquirer of Worldpay for accounting purposes. See “The Merger—Accounting Treatment of the Merger” beginning on page [●].

This selected unaudited pro forma condensed combined financial information has been prepared for illustrative purposes only and is based on currently available information and assumptions and estimates considered appropriate by FIS’ management; however, it is not necessarily indicative of what FIS’ consolidated financial condition or results of operations actually would have been assuming the merger had been completed as of the dates indicated. The information presented below should be read in conjunction with the historical consolidated financial statements of FIS and Worldpay, including the related notes, filed by each of them with the SEC, in addition to the pro forma condensed combined financial information of FIS and Worldpay, including the related notes, appearing elsewhere in this joint proxy statement/prospectus. See the sections entitled “Where You Can Find More Information” and “Unaudited Pro Forma Condensed Combined Financial Statements” beginning on pages [●] and [●], respectively, of this joint proxy statement/prospectus.

Unaudited Pro Forma Condensed Combined Statement of Earnings Data

Unaudited Pro Forma Condensed Combined Balance Sheet Data

COMPARATIVE HISTORICAL AND UNAUDITED PRO FORMA PER SHARE DATA

The historical per share data for FIS common stock and Worldpay Class A common stock below has been derived from the audited consolidated financial statements of each of FIS and Worldpay, respectively, as of and for the year ended December 31, 2018, contained in the FIS’ Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on February 21, 2019, and the Worldpay’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on February 26, 2019, respectively, which are each incorporated by reference herein. The unaudited pro forma combined per share data and unaudited pro forma combined per share equivalent data has been derived from such historical per share data.

The unaudited pro forma combined per share data set forth below gives effect to the merger as if it had occurred on January 1, 2018, the beginning of the earliest period presented, in the case of continuing net earnings per share data, and as of December 31, 2018, in the case of book value per share data, assuming that each outstanding share of Worldpay Class A common stock (other than the excluded shares and assuming all outstanding and issued Worldpay Class B common stock had previously been converted into Worldpay Class A common stock and cancelled), had been converted into shares of FIS common stock based on the exchange ratio of 0.9287 shares of FIS common stock for each share of Worldpay Class A common stock.

The unaudited pro forma combined per share data has been prepared using the acquisition method of accounting. See “Unaudited Pro Forma Condensed Combined Financial Statements” beginning on page [●] for more information. Accordingly, the pro forma adjustments reflect the assets and liabilities of Worldpay at their preliminary estimated fair values. Differences between these preliminary estimates and the final values in acquisition accounting will occur and these differences could have a material impact on the unaudited pro forma combined per share information set forth below.

The unaudited pro forma combined per share data is presented for illustrative purposes only and does not purport to represent the actual results of operations that FIS would have achieved had the merger been completed as of the dates indicated.

The unaudited pro forma combined per share equivalent data set forth below shows the effect of the merger from the perspective of an owner of Worldpay Class A common stock. The information was calculated by multiplying the unaudited pro forma combined per share data by the exchange ratio of 0.9287. These computations exclude the benefit to Worldpay stockholders from receiving the cash portion of the merger consideration. This data shows how each share of Worldpay Class A common stock would have participated in net income and book value of FIS if the companies had been consolidated for accounting and financial reporting purposes as of the dates indicated. These amounts, however, are not intended to reflect future per share levels of net income and book value of FIS.

You should read the information below in conjunction with the selected historical consolidated financial data included elsewhere in this joint proxy statement/prospectus and the historical consolidated financial statements of FIS and Worldpay and related notes that have been filed with the SEC, certain of which are incorporated by reference herein. See “Selected Historical Consolidated Financial Data of FIS,” “Selected Historical

Consolidated Financial Data of Worldpay” and “Where You Can Find More Information” beginning on pages [●],[●] and [●], respectively.

COMPARATIVE PER SHARE MARKET PRICES AND IMPLIED VALUE OF MERGER CONSIDERATION

The following table sets forth the closing price per share of FIS common stock and of Worldpay Class A common stock as of March 15, 2019, the last trading day prior to the public announcement of the merger, and [●], 2019, the most recent practicable trading day prior to the date of this joint proxy statement/prospectus. The table also shows the implied value of the merger consideration for each share of Worldpay Class A common stock as of the same two dates. This implied value was calculated by multiplying the closing price of a share of FIS common stock on the relevant date by the exchange ratio of 0.9287 plus $11.00 in cash. FIS common stock is listed on NYSE under the trading symbol “FIS.” Worldpay Class A common stock is listed on the NYSE under the trading symbol “WP” and on the LSE under the trading symbol “WPY.”

The market prices of shares of FIS common stock and Worldpay Class A common stock have fluctuated since the date of the announcement of the merger and will continue to fluctuate between the date of this joint proxy statement/prospectus, the date of the FIS special meeting, the Worldpay special meeting and the date on which the merger is completed, and the market price of shares of FIS common stock will continue to fluctuate after the completion of the merger. No assurance can be given concerning the market prices of FIS common stock or Worldpay Class A common stock before the completion of the merger or FIS common stock after the completion of the merger. Because the stock consideration is payable in a fixed number of shares of FIS common stock, the market price of FIS common stock (and therefore the value of the merger consideration) when received by Worldpay stockholders after the completion of the merger could be greater than, less than or the same as shown in the table above. Accordingly, Worldpay stockholders are advised to obtain current market quotations for FIS common stock and Worldpay Class A common stock when considering whether to vote or abstain from voting on the Worldpay merger proposal.

The cash component of the merger consideration is fixed at $11.00 per share of Worldpay Class A common stock.

Dividends

Worldpay does not currently pay a dividend on its Class A common stock. FIS currently pays a quarterly dividend on its common stock. Under the terms of the merger agreement, Worldpay agreed not to make, and currently does not intend to, declare or pay any dividend on its capital stock without FIS’ consent and FIS is permitted to, and intends to, continue declaring and paying a quarterly dividend on its capital stock in accordance with its past practices in respect of timing and amount.