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Fidelity National CEO says $35B Worldpay deal is '1 plus 1 coming together as 3'

The combined Fidelity National Information Services Inc. and Worldpay Inc. company will focus on e-commerce and international expansion, executives said on a call to discuss the multi-billion dollar deal.

Fidelity National, commonly referred to by its stock ticker FIS, is buying Worldpay in a cash-and-stock deal that S&P Global Market Intelligence valued at $35.34 billion, which excludes the assumption of Worldpay debt that Fidelity National expects to refinance. This marks the second massive fintech deal announced in 2019, coming only two months after Fiserv Inc. announced its $21.79 billion acquisition of First Data Corp.

In an industry that stresses the importance of scale, executives said this merger is an additive growth story. Combining with Worldpay will move the company to "a No. 1 position in merchant acquiring" and bring it "overnight to No. 1 in e-commerce," FIS President, Chairman and CEO Gary Norcross said on a call to discuss the deal.

"This really is about ... one plus one coming together as three," he said.

Worldpay is no stranger to strategic acquisitions — its predecessor, Vantiv Inc., closed its acquisition of Worldpay Group PLC and took on the latter's name and branding just 14 months ago. In a note following the deal announcement, Guggenheim analyst Jeff Cantwell said Fidelity National will have "unparalleled global scale and product capabilities" once the deal closes, which is expected to occur in the second half.

The companies expect to find $500 million in revenue synergies and $400 million in costs that can be cut. There is little overlap between Fidelity National's and Worldpay's current services, Norcross said, highlighting that characteristic as a "key underlying tenant" of the company's acquisition strategy.

The companies expect revenue synergies to come from global expansion of payment solutions in high-growth markets, such as India and Brazil, where Fidelity National already has a scaled presence, FIS CFO James Woodall said on the call. The companies also expect to enhance fraud solutions, significantly increase volumes processed, cross-sell payment processing capabilities, enable faster payment initiatives and expand into B2B commercial payments, among other ways to create the new revenue.

FIS has been consolidating its data centers and migrating to the cloud, an investment executives plan Worldpay to also undertake over time. Executives on the call said the integration will occur in three years, after which pro forma revenue will hit $15 billion and keep growing at high single digits. The company would be generating almost $7 billion of EBITDA, Woodall said.

The companies also expect nearly $4.5 billion of free cash flow three years following the close of the merger. FIS has paused its share repurchases in light of the deal.

Management expects to save costs by combining issuing and acquiring capabilities from both companies, integrating technology systems and aligning the combined company at the corporate level.

The companies valued the deal, including debt, at about $43 billion. The combined company will retain the FIS name and will be headquartered in Jacksonville, Fla.

Fidelity National's stock was down about 1.6% in midday trading March 18.