-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TdbTfK3G4xUk+MQQKApVmXu9wPOaWZARWB4RTIxO97r/IO5evi3+Df4yhSQ8VOB7 Fo7RbxHJwznZmxQzDEzWCA== 0000909518-08-000134.txt : 20080212 0000909518-08-000134.hdr.sgml : 20080212 20080212120329 ACCESSION NUMBER: 0000909518-08-000134 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080212 DATE AS OF CHANGE: 20080212 GROUP MEMBERS: GREAT-WEST INVESTORS LP GROUP MEMBERS: PUTNAM INVESTMENT HOLDINGS, LLC GROUP MEMBERS: PUTNAM INVESTMENTS EMPLOYEES' SECURITIES COMPANY I LLC GROUP MEMBERS: PUTNAM INVESTMENTS EMPLOYEES' SECURITIES COMPANY II LLC GROUP MEMBERS: THL EQUITY ADVISORS V, LLC GROUP MEMBERS: THL FNIS HOLDINGS, LLC GROUP MEMBERS: THOMAS H. LEE ADVISORS, LLC GROUP MEMBERS: THOMAS H. LEE EQUITY (CAYMAN) FUND V, L.P. GROUP MEMBERS: THOMAS H. LEE INVESTORS LIMITED PARTNERSHIP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Fidelity National Information Services, Inc. CENTRAL INDEX KEY: 0001136893 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 371490331 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-62419 FILM NUMBER: 08596595 BUSINESS ADDRESS: STREET 1: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 BUSINESS PHONE: 904-854-8547 MAIL ADDRESS: STREET 1: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 FORMER COMPANY: FORMER CONFORMED NAME: CERTEGY INC DATE OF NAME CHANGE: 20010607 FORMER COMPANY: FORMER CONFORMED NAME: EQUIFAX PS INC DATE OF NAME CHANGE: 20010315 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEE THOMAS H EQUITY FUND V LP CENTRAL INDEX KEY: 0001114370 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6172271050 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 SC 13G/A 1 mm02-1108_sc13ga1.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (AMENDMENT NO. 1) UNDER THE SECURITIES EXCHANGE ACT OF 1934 FIDELITY NATIONAL INFORMATION SYSTEMS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 31620M106 (CUSIP Number) December 31, 2007 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [X] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SEC 1745 (6-00) CUSIP NO. 31620M106 13G PAGE 2 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON THL FNIS Holdings LLC - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 5,701,557 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 5,701,557 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,701,557 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.9% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* OO - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 31620M106 13G PAGE 3 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Thomas H. Lee Equity (Cayman) Fund V, L.P. - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 62,375 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 62,375 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 62,375 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Less than 1.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* PN - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 31620M106 13G PAGE 4 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Thomas H. Lee Investors Limited Partnership - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 33,884 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 33,884 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 33,884 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Less than 1.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* PN - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 31620M106 13G PAGE 5 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON THL Equity Advisors V, LLC - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 5,890,998 REPORTING PERSON --- --------------------------------------------------------- WITH 7 SOLE DISPOSITIVE POWER -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 5,890,998 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,890,998 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* OO - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 31620M106 13G PAGE 6 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Thomas H. Lee Advisors, LLC - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 5,890,998 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 5,890,998 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,890,998 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* OO - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 31620M106 13G PAGE 7 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Great-West Investors LP - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 35,476 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 35,476 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 35,476 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Less than 1.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* PN - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 31620M106 13G PAGE 8 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Putnam Investment Holdings, LLC - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 57,706 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 57,706 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 57,706 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Less than 1.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* OO - ----- -------------------------------------------------------------------------- CUSIP NO. 31620M106 13G PAGE 9 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Putnam Investments Employees' Securities Company I LLC - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 30,486 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 30,486 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 30,486 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Less than 1.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* OO - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 31620M106 13G PAGE 10 OF 23 - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Putnam Investments Employees' Securities Company II LLC - ----- -------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |X| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ----- -------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF -0- SHARES --- --------------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 27,220 REPORTING --- --------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 27,220 - ----- -------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 27,220 - ----- -------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - ----- -------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Less than 1.0% - ----- -------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* OO - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! ITEM 1 (A). NAME OF ISSUER: Fidelity National Information Services, Inc. ITEM 1 (B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 601 Riverside Avenue Jacksonville, FL 32204 ITEM 2 (A). NAME OF PERSON FILING: THL FNIS Holdings, LLC Thomas H. Lee Equity (Cayman) Fund V, L.P. Thomas H. Lee Investors Limited Partnership THL Equity Advisors V, LLC Thomas H. Lee Advisors, LLC Great-West Investors LP Putnam Investment Holdings, LLC Putnam Investments Employees' Securities Company I LLC Putnam Investments Employees' Securities Company II LLC ITEM 2 (B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: For the THL Entities: c/o Thomas H. Lee Partners, L.P. 100 Federal Street, 35th Floor Boston, MA 02110 For the Putnam Entities: c/o Putnam Investments, LLC One Post Office Square Boston, MA 02109 For Great-West: c/o Great-West Life Annuity Insurance Company 8515 E. Orchard Road 3T2 Greenwood Village, CO 80111 ITEM 2 (C). CITIZENSHIP: THL FNIS Holdings, LLC - Delaware Thomas H. Lee Equity (Cayman) Fund V, L.P. - Cayman Islands Thomas H. Lee Investors Limited Partnership - Massachusetts THL Equity Advisors V, LLC - Delaware Thomas H. Lee Advisors, LLC - Delaware Great-West Investors LP - Delaware Putnam Investment Holdings, LLC - Delaware Putnam Investments Employees' Securities Company I LLC - Delaware Putnam Investments Employees' Securities Company II LLC - Delaware PAGE 11 OF 23 ITEM 2 (D). TITLE OF CLASS OF SECURITIES: Common Stock, par value $0.001 per share ITEM 2 (E). CUSIP NUMBER: 31620M106 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A: Not Applicable (a) [_] Broker or dealer registered under Section 15 of the Exchange Act; (b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act; (c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange Act; (d) [_] Investment company registered under Section 8 of the Investment Company Act; (e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [_] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). ITEM 4. OWNERSHIP (a) Amount Beneficially Owned: Based on existing relationships between the Reporting Persons regarding voting the securities of the Issuer, as described below, the Reporting Persons may be collectively deemed the beneficial owners of 5,890,998 shares, which constitute 3.0% of the shares of the identified class of securities. THL FNIS Holdings LLC, a Delaware limited liability company, is the record holder of 5,701,557 shares of the identified class of securities. Thomas H. Lee Equity (Cayman) Fund V, L.P., a Cayman Islands exempted limited partnership, is the record holder of 62,375 shares of the identified class of securities (together, the "THL Funds"). PAGE 12 OF 23 As the sole general partner of each of the THL Funds and pursuant to the terms of the Amended and Restated Limited Partnership Agreement of Fund V, which require the Putnam entities to dispose of their shares of the identified class of securities pro rata with the THL Funds, THL Equity Advisors V, LLC, a Delaware limited liability company, may be deemed to be the beneficial owner of 5,890,998 shares of the identified class of securities, which represents approximately 3.0% of the shares of the identified class of securities. As the sole general partner of Thomas H. Lee Partners, L.P. (the sole owner of THL Equity Advisors V, LLC), Thomas H. Lee Advisors, LLC, a Delaware limited liability company, may be deemed to be the beneficial owner of the 5,890,998 shares of the identified class of securities, which represents approximately 3.0% of the Issuer's outstanding common stock. Thomas H. Lee Investors Limited Partnership, a Delaware limited partnership, is the record holder of 33,884 shares of the identified class of securities. Putnam Investments Employees' Securities Company I LLC, a Delaware limited liability company, ("Putnam I") is the record holder of 30,486 shares of the identified class of securities. Putnam Investments Employees' Securities Company II LLC, a Delaware limited liability company, ("Putnam II") is the record holder of 27,220 shares of the identified class of securities. As the managing member of each of Putnam I and Putnam II, Putnam Investment Holdings, LLC, a Delaware limited liability company, ("Holdings" and together with Putnam I and Putnam II, the "Putnam Entities") may be deemed to be the beneficial owner of 57,706 shares of the identified class of securities. On or about November 1, 2007, Holdings transferred its shares of the identified class of securities to its affiliate, Great-West Investors LP, a Delaware limited partnership ("Great-West"). Great-West is the record holder of 35, 476 shares of the identified class of securities. (b) Percent of Class: See Item 11 of each cover page. (c) Number of Shares as to which Such Person has: (i) Sole power to vote or to direct the vote: See Item 5 of each cover page (ii) Shared power to vote or to direct the vote: See Item 6 of each cover page (iii) Sole power to dispose or to direct the disposition of: See Item 7 of each cover page (iv) Shared power to dispose or to direct the disposition of: See Item 8 of each cover page PAGE 13 OF 23 ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following . ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not Applicable. See Item 4(a) above. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not Applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP See Item 2(a). ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not Applicable. ITEM 10. CERTIFICATION Not Applicable. This statement on Schedule 13G is not filed pursuant to Rule 13d-1(b) or Rule 13d-1(c). PAGE 14 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. THL FNIS HOLDINGS, LLC By: Thomas H. Lee Equity Fund V, L.P. its managing member By: THL Equity Advisors V, LLC its General Partner By: /s/ Charles P. Holden ------------------------------ Name: Charles P. Holden Title: Assistant Treasurer The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 15 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. THOMAS H. LEE EQUITY (CAYMAN) FUND V, L.P. By: THL Equity Advisors V, LLC, its General Partner By: /s/ Charles P. Holden ------------------------------ Name: Charles P. Holden Title: Assistant Treasurer The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 16 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. THOMAS H. LEE INVESTORS LIMITED PARTNERSHIP By: THL Investment Management Corp., its general partner By: /s/ Charles P. Holden --------------------------------- Name: Charles P. Holden Title: Assistant Treasurer The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 17 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. THL EQUITY ADVISORS V, LLC By: /s/ Charles P. Holden ------------------------------ Name: Charles P. Holden Title: Assistant Treasurer The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 18 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. THOMAS H. LEE ADVISORS, LLC By: /s/ Charles P. Holden ------------------------------ Name: Charles P. Holden Title: Assistant Treasurer The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 19 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. GREAT-WEST INVESTORS LP By: /s/ Mark Corbett ----------------------------------- Name: Mark Corbett Title: Senior Vice President, Investments, Great-West Life & Annuity Insurance Company By: /s/ Ernie Friesen ----------------------------------- Name: Ernie Friesen Title: Vice President, Investments, Great-West Life & Annuity Insurance Company The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 20 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. PUTNAM INVESTMENT HOLDINGS, LLC By: Putnam Investments, LLC, its Managing Member By: /s/ Robert T. Burns ----------------------------------- Name: Robert T. Burns Title: Managing Director The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 21 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. PUTNAM INVESTMENTS EMPLOYEES' SECURITIES COMPANY I LLC, By: Putnam Investment Holdings, LLC, its Managing Member By: Putnam Investments, LLC, its Managing Member By: /s/ Robert T. Burns ----------------------------------- Name: Robert T. Burns Title: Managing Director The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 22 OF 23 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 1, 2008. PUTNAM INVESTMENTS EMPLOYEES' SECURITIES COMPANY II LLC, By: Putnam Investment Holdings, LLC, its Managing Member By: Putnam Investments, LLC, its Managing Member By: /s/ Robert T. Burns ----------------------------------- Name: Robert T. Burns Title: Managing Director The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) PAGE 23 OF 23 -----END PRIVACY-ENHANCED MESSAGE-----