Fidelity National Information Services, Inc. (NYSE: FIS) has announced its acquisition plans with Metavante Technologies Inc. (NYSE: MV) on April 1, 2009, to become the world’s largest provider of comprehensive integrated payment and financial core processing services.            

Short description about these two companies

Fidelity National Information Services, Inc. (NYSE: FIS) is a leading provider of core processing services; card issuer and transaction processing services; and outsourcing services to financial institutions and retailers. FIS has processing and technology relationships with 40 of the top 50 global banks, including nine of the top 10. Headquartered in Jacksonville, Fla., FIS maintains a strong global presence, serving more than 14,000 financial institutions in more than 90 countries worldwide.

Metavante Technologies, Inc. (NYSE: MV) is the parent company of Metavante Corporation, which delivers banking and payments technologies to approximately 8,000 financial services firms and businesses worldwide. The company’s products and services drive account processing for deposit; loan and trust systems; image-based and conventional check processing; electronic funds transfer; consumer healthcare payments; and electronic presentment and payment; outsourcing, and payment network solutions including the NYCE Network, a leading ATM/PIN debit network.            

Terms of the acquisition agreement

The boards of directors of Fidelity National Information Services and Metavante Technologies have approved a definitive agreement under which FIS will acquire Metavante for about $2.94 billion. Under the terms of the agreement, Metavante shareholders will receive a fixed exchange ratio of 1.35 shares of FIS common stock for each share of Metavante common stock they own. Based on Fidelity National's share price, the deal values Metavante stock at a 23 percent premium over its Tuesday closing price of $19.96. Fidelity National shares closed Tuesday at $18.20. Based on the 1.35 fixed exchange ratio, FIS would issue approximately 162 million basic shares to Metavante shareholders.

At closing, the combined company would have approximately 374 million fully diluted shares outstanding. After giving effect to the transaction, the pro forma enterprise value of the combined company is approximately $10 billion. FIS has appointed Banc of America Securities LLC and Goldman, Sachs & Co. as its financial advisors, while Metavante appointed Barclays Capital as its financial advisor.

The transaction is subject to approvals by FIS and Metavante shareholders, receipt of regulatory approvals and the satisfaction of customary closing conditions.