0001104659-12-083762.txt : 20121213 0001104659-12-083762.hdr.sgml : 20121213 20121213080023 ACCESSION NUMBER: 0001104659-12-083762 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121212 FILED AS OF DATE: 20121213 DATE AS OF CHANGE: 20121213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Neary James CENTRAL INDEX KEY: 0001323057 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16427 FILM NUMBER: 121260647 MAIL ADDRESS: STREET 1: C/O WARBURG PINCUS LLC STREET 2: 450 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: 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 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 4 1 a4.xml 4 X0306 4 2012-12-12 0 0001136893 Fidelity National Information Services, Inc. FIS 0001323057 Neary James C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 0 0 Common Stock, par value $0.01 2012-12-12 4 J 0 8499977 0.00 D 32803326 I See footnote Common Stock, par value $0.01 2012-12-12 4 J 0 22418 0.00 A 46374 D See Exhibit 99.1 - Explanation of Responses. See Exhibit 99.1 - Explanation of Responses. See Exhibit 99.1 - Explanation of Responses. /s/ James Neary Name: James Neary 2012-12-13 EX-99.1 2 ex-99d1.htm EX-99.1 EXHIBIT 99

EXHIBIT 99.1

 

Explanation of Responses

 

(1)  Prior to the transaction reported herein, WPM, L.P., a Delaware limited partnership (“WPM”) owned an aggregate of 41,303,303 shares of the common stock, par value $0.01 per share (the “Common Stock”), of Fidelity National Information Services, Inc. (“FIS”).  On December 12, 2012, WPM distributed, which distribution did not constitute a purchase or sale of securities, an aggregate of 8,499,977 shares of Common Stock held by it to its partners on a pro rata basis (the “Distribution”), for no consideration.

 

(2)  In connection with the Distribution, an aggregate of 22,418 shares of Common Stock were transferred to Mr. Neary in his personal capacity.  Of the shares of Common Stock indicated as being owned by Mr. Neary, 32,803,326 shares of Common Stock are included because of his affiliation with WPM and 46,374 shares of Common Stock are directly held by Mr. Neary.

 

(3)  WPM GP, LLC, a Delaware limited liability company (“WPM GP”), is the sole general partner of WPM.  Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership (“WP IX”), is the sole member of WPM GP. Warburg Pincus IX LLC, a New York limited liability company (“WP IX LLC”), is the sole general partner of WP IX.  Warburg Pincus Partners LLC, a New York limited liability company (“WP Partners”), is the sole member of WP IX LLC.  Warburg Pincus & Co., a New York general partnership (“WP”), is the managing member of WP Partners.  Warburg Pincus LLC, a New York limited liability company (“WP LLC”), manages WP IX. Messrs. Charles R. Kaye and Joseph P. Landy are each Managing General Partners of WP and Co-Presidents and Managing Members of WP LLC and may be deemed to control WPM, WPM GP, WP IX, WP IX LLC, WP Partners, WP and WP LLC.  By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of WPM GP, WP IX, WP IX LLC, WP Partners, WP, WP LLC, and Messrs. Kaye and Landy may be deemed to be the beneficial owners of any securities that may be deemed to be beneficially owned by WPM.  Each of WPM GP, WP IX, WP IX LLC, WP Partners, WP, WP LLC, and Messrs. Kaye and Landy disclaim beneficial ownership of all shares of Common Stock except to the extent of any indirect pecuniary interest therein.

 

James Neary, the reporting person, who became a director of FIS on October 1, 2009, is a Partner of WP and a Managing Director and Member of WP LLC.  As such, Mr. Neary may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Exchange Act) in an indeterminate portion of the securities reported as beneficially owned by WPM.  Mr. Neary disclaims beneficial ownership of such securities except to the extent of any indirect pecuniary interest therein.

 

This Form 4 shall not be deemed an admission that any reporting person or any other person referred to herein is a beneficial owner of any securities of the Issuer for purposes of Section 16 of the Exchange Act, or for any other purpose or that any reporting person or other person has an obligation to file this Form 4.