v3.26.1
Acquisitions
6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisitions Acquisitions
Issuer Solutions Acquisition

As discussed in Note 1, on January 9, 2026, FIS completed its previously announced acquisition of the Issuer Solutions Business from Global Payments by acquiring 100% of the Issuer Solutions Business equity pursuant to the Transaction Agreement. The Issuer Solutions Business, which was later rebranded as "FIS Total IssuingTM Solutions," is a global payments technology and financial services provider specializing in issuer processing and a wide range of payment solutions for financial institutions. The Issuer Solutions Acquisition is expected to strengthen FIS' banking and capital markets solutions by complementing FIS' existing processing capabilities while also extending its suite of payment products.

Upon the terms and subject to the conditions set forth in the Transaction Agreement, FIS acquired the Issuer Solutions Business from Global Payments in exchange for FIS' $5.8 billion interest, net of taxes and other costs, in Worldpay and approximately $7.7 billion in cash. The cash payment amount remains subject to change based on the resolution of post-closing adjustments in respect of the respective purchase price for each of Worldpay and the Issuer Solutions Business. FIS also converted certain outstanding Global Payments equity awards into corresponding equity awards for shares of FIS common stock based on an exchange ratio in the Transaction Agreement designed to maintain the intrinsic value of the applicable awards immediately prior to conversion. FIS funded the cash portion of the transaction consideration through borrowings of $7.7 billion under senior unsecured term loans as part of the term facility entered into on May 1, 2025 (the "Term Facility"), as further described in Note 7. FIS repaid the Term Facility with new senior notes issued on March 10, 2026, and the Term Facility was terminated in accordance with its terms.

The total purchase price was as follows (in millions):

Cash Consideration$7,695 
2026 Worldpay Minority Interest Sale
5,762 
Share-based Consideration
16 
Total purchase price$13,473 

The acquisition was accounted for as a business combination under FASB Accounting Standards Codification ("ASC") Topic 805, Business Combinations ("ASC 805"). We recorded a preliminary allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed of the Issuer Solutions Business based on estimated fair values as of January 9, 2026. The provisional amounts for intangible assets are based on preliminary third-party valuation analyses. Goodwill was recorded as the residual amount by which the purchase price exceeded the provisional fair value of the net assets acquired. Goodwill consists primarily of expected synergies from combining operations, the acquired workforce and future growth opportunities, none of which qualify as separately identifiable intangible assets. The acquired business is reported within the Banking Solutions segment, and accordingly, goodwill recognized in the acquisition is allocated to that segment.

Our analyses used to assign fair values to assets acquired and liabilities assumed as of January 9, 2026, are ongoing and include evaluations of the facts and circumstances that existed as of that date and assessments of the economic characteristics of the acquired software and other intangibles. During the quarter ended June 30, 2026, the Company recognized measurement-period adjustments of $466 million, which were primarily related to changes in deferred taxes and the valuation of intangible
assets. We expect to finalize the purchase price allocation as soon as practicable, but no later than one year from the acquisition date.

The preliminary purchase price allocation as of June 30, 2026, is as follows (in millions):

Cash acquired
$147 
Trade receivables
316 
Prepaid expenses and other current assets, including settlement assets and other receivables265 
Property and equipment, net445 
Goodwill
6,997 
Intangible assets
3,615 
Software2,282 
Other noncurrent assets
193 
Accounts payable, accrued and other liabilities, including settlement payables(427)
Deferred revenue(49)
Current portion of long-term debt(79)
Long-term debt, excluding current portion(31)
Deferred income taxes(82)
Other non-current liabilities(119)
Total purchase price$13,473 

The gross contractual amount of trade receivables acquired was approximately $325 million. The difference between that total and the provisional amount reflected above represents our best estimate at the acquisition date of the contractual cash flows not expected to be collected. This difference was derived using Issuer Solutions' historical bad debts, sales allowances and collection trends.

Approximately $5.5 billion of the goodwill recognized is expected to be deductible for U.S. federal income tax purposes.

Intangible assets consist primarily of customer relationship assets and trademarks with weighted average estimated useful lives of 10 years and 2 years, respectively, and provisional fair value amounts of $3,580 million and $35 million, respectively. Software consists primarily of developed technology, which has a weighted average estimated useful life of 7 years and a provisional fair value of $2,020 million.

Unaudited Supplemental Pro Forma Results Giving Effect to the Issuer Solutions Acquisition

Issuer Solutions' revenue and pre-tax income included in the consolidated statements of earnings (loss) were $666 million and $37 million, respectively, for the three month-period ended June 30, 2026, and $1,258 million and $72 million, respectively, for the period from January 9, 2026, through June 30, 2026.

Pursuant to ASC 805, the Company's unaudited supplemental pro forma results of operations for the three and six months ended June 30, 2026 and 2025, assuming the Issuer Solutions Acquisition had occurred as of January 1, 2025, are presented below (in millions):

Three months ended June 30,Six months ended June 30,
2026202520262025
Revenue$3,377 $3,231 $6,727 $6,361 
Net earnings (loss) attributable to FIS
$261 $65 $448 $2,250 
The unaudited pro forma results include certain pro forma adjustments to revenue and net earnings that were directly attributable to the acquisition, assuming the acquisition had occurred on January 1, 2025, including the following:

change in amortization expense that would have been recognized relating to the acquired intangible assets;

adjustment to interest expense to record the interest on the senior notes assumed to be in place as of January 1, 2025;

adjustment to equity method investment earnings (loss), net of tax of $2,206 million for the six months ended June 30, 2025, to reflect the gain on the 2026 Worldpay Minority Interest Sale, which represents the remeasurement of FIS' remaining Worldpay equity interest to fair value and the non-cash consideration transferred for the Issuer Solutions Acquisition; and

a reduction in selling, general, and administrative expenses for the three and six months ended June 30, 2026, of $8 million and $12 million, respectively, and an increase in selling, general, and administrative expenses for the six months ended June 30, 2025, of $49 million, for acquisition-related transaction costs.

Other 2026 Business Combinations

During the first six months of 2026, the Company completed the acquisition of two additional businesses for aggregate consideration of approximately $505 million, consisting of cash consideration, the issuance of approximately 1.3 million shares of FIS common stock, and contingent consideration with an estimated acquisition-date fair value of $110 million. The contingent consideration consists of potential future cash payments based on the achievement of implemented revenue targets, with an aggregate potential amount ranging from $0 to $834 million and periodic payments, if any, occurring through the second quarter of 2033. These acquisitions were accounted for as business combinations. The results of operations and financial position of the acquired businesses are included in the consolidated financial statements subsequent to the closing of each acquisition.

The Company recorded provisional allocations of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values, consisting primarily of $93 million in customer relationships and $92 million in software assets. The Company also recorded approximately $366 million of goodwill, representing the excess of the purchase consideration over the provisional fair value of the net assets acquired. Goodwill consists primarily of expected synergies, including cross-selling opportunities and integration benefits, the assembled workforce, and future growth opportunities, none of which qualifies as separately identifiable intangible assets. The purchase price allocations are provisional as of June 30, 2026, and the Company expects to finalize them as soon as practicable, but no later than one year from the respective acquisition dates.

During the quarter ended June 30, 2026, the Company recognized measurement period adjustments that resulted in a $12 million decrease to goodwill, attributable in its entirety to a decrease in the estimated acquisition-date contingent consideration liability.

In connection with one of the acquisitions, the Company entered into an indemnification arrangement pursuant to which it may be required to make payments upon the occurrence of certain post‑closing events. The Company's maximum potential exposure under this arrangement is approximately $170 million. The Company believes the likelihood of any payments under this arrangement is remote; accordingly, no liability has been recorded as of June 30, 2026. The Company has obtained insurance coverage intended to mitigate potential losses associated with this indemnification; however, the Company remains primarily obligated under the arrangement.


2025 Business Combinations

During the year ended December 31, 2025, the Company completed the acquisition of two businesses for total consideration, net of cash acquired, of $586 million, consisting of initial cash payments of $571 million, net of cash acquired, and $15 million in estimated fair value of contingent consideration. These acquisitions were recorded as business combinations. The results of operations and financial position of the acquisitions are included in the consolidated financial statements subsequent to the closing of each acquisition. The Company recorded an allocation of the purchase price to tangible and
identifiable intangible assets acquired and liabilities assumed based on their fair values, consisting primarily of $163 million in customer relationships and $85 million in software assets. The Company also recorded $326 million of goodwill for the residual amount by which the purchase price exceeded the fair value of the net assets acquired. The purchase price allocation for one of the acquisitions remained provisional as of June 30, 2026, and the Company expects to finalize it as soon as practicable, but no later than one year from the acquisition date.