← Back to FIS filing summaryOriginal filing text · Part I
Item 2 — Management's Discussion and Analysis
Fidelity National Information Services, Inc. · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
View complete filing on SEC EDGAR ↗This is the extracted source text from the SEC filing. Formatting may differ from the original document.
Unless stated otherwise or the context otherwise requires, all references to "FIS," "we," "our," "us," the "Company" or the "registrant" are to Fidelity National Information Services, Inc., a Georgia corporation, and its subsidiaries.
The following discussion should be read in conjunction with Item 1. Condensed Consolidated Financial Statements (Unaudited) and the Notes thereto included elsewhere in this report. The statements contained in this Form 10-Q or in our other documents or in oral presentations or other management statements that are not purely historical are forward-looking statements within the meaning of the U.S. federal securities laws. Statements that are not historical facts, as well as other statements about our expectations, beliefs, intentions, or strategies regarding the future, or other characterizations of future events or circumstances, are forward-looking statements. Forward-looking statements include statements about anticipated financial outcomes, including any earnings outlook or projections, projected revenue or expense synergies or dis-synergies, business and market conditions, outlook, foreign currency exchange rates, deleveraging plans, expected dividends and share repurchases of the Company, the Company's sales pipeline and anticipated profitability and growth, plans, strategies and objectives for future operations, strategic value creation, risk profile and investment strategies, any statements regarding future economic conditions or performance and any statements with respect to the future impacts of the recently completed acquisition of the Issuer Solutions Business, which has been rebranded as FIS Total Issuing™ Solutions. These statements may be identified by words such as "expect," "anticipate," "intend," "plan," "believe," "will," "should," "could," "would," "project," "continue," "likely," and similar expressions, and include statements reflecting future results or outlook, statements of outlook and various accruals and estimates. These statements relate to future events and our future results and involve a number of risks and uncertainties. Forward-looking statements are based on management's beliefs as well as assumptions made by, and information currently available to, management.
Actual results, performance or achievement could differ materially from these forward-looking statements. The risks and uncertainties to which forward-looking statements are subject include the following, without limitation:
•changes in general economic, business and political conditions, a recession, intensified or expanded international hostilities, acts of terrorism, fluctuations in rates of inflation or interest, effects of announced or future tariff increases and any resulting regulatory changes in global trade relations and changes in consumer or business confidence;
•changes in either or both the United States and international lending, capital and financial markets or currency fluctuations;
•the risk that acquired businesses, including FIS Total Issuing™ Solutions, will not be integrated successfully, will not provide the expected benefits, or that the integration will be more costly or more time-consuming and complex than anticipated;
•the risk that cost savings and synergies anticipated to be realized from acquisitions, including the Issuer Solutions Acquisition, may not be fully realized or may take longer to realize than expected or that costs may be greater than anticipated;
•the risks of doing business internationally;
•the effect of legislative initiatives or proposals, statutory changes, governmental or applicable regulations and/or changes in industry requirements, including privacy, data protection, cybersecurity, cyber resilience and AI laws and regulations;
•our ability to comply with climate change legal and regulatory requirements and to maintain practices that meet our stakeholders' evolving expectations;
•the risks of reduction in revenue from the elimination of existing and potential customers due to consolidation in, or new laws or regulations affecting, the banking, retail and financial services industries or due to financial failures or other setbacks suffered by firms in those industries;
•changes in the growth rates of the markets for our solutions;
•the amount, declaration and payment of future dividends is at the discretion of our Board of Directors and depends on, among other things, our investment opportunities, results of operations, financial condition, cash requirements, future prospects, and other factors that may be considered relevant by our Board of Directors, including legal and contractual restrictions;
•the amount and timing of any future share repurchases is subject to, among other things, our share price, our other investment opportunities and cash requirements, our results of operations and financial condition, our future prospects and other factors that may be considered relevant by our Board of Directors and management;
•failures to adapt our solutions to changes in technology or in the marketplace;
•internal or external security or privacy breaches of our systems, including those relating to unauthorized access, theft, corruption or loss of personal information and computer viruses and other malware affecting our software or platforms, and the reactions of customers, card associations, government regulators and others to any such events;
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•the risk that implementation of software, including software updates, for customers or at customer locations or employee error in monitoring our software and platforms may result in the corruption or loss of data or customer information, interruption of business operations, outages, exposure to liability claims or loss of customers;
•the risk that partners and third parties may fail to satisfy their legal obligations to us;
•risks associated with managing pension cost, cybersecurity issues, and IT outages experienced;
•our ability to navigate the opportunities and risks associated with using and/or incorporating AI technologies into our business;
•the reaction of current and potential customers to communications from us or regulators regarding information security, risk management, internal audit or other matters;
•competitive pressures on pricing related to the decreasing number of community banks in the U.S., the development of new disruptive technologies competing with one or more of our solutions, increasing presence of international competitors in the U.S. market and the entry into the market by global banks and global companies with respect to certain competitive solutions, each of which may have the impact of unbundling individual solutions from a comprehensive suite of solutions we provide to many of our customers;
•the failure to innovate in order to keep up with new emerging technologies, which could impact our solutions and our ability to attract new, or retain existing, customers;
•an operational or natural disaster at one of our major operations centers;
•failure to comply with applicable requirements of payment networks or changes in those requirements;
•fraud by bad actors; and
•other risks detailed elsewhere in the "Risk Factors" section and other sections of this report, and in our other filings with the SEC.
Other unknown or unpredictable factors also could have a material adverse effect on our business, financial condition, results of operations and prospects. Accordingly, readers should not place undue reliance on these forward-looking statements. These forward-looking statements are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Except as required by applicable law or regulation, we do not undertake (and expressly disclaim) any obligation and do not intend to publicly update or review any of these forward-looking statements, whether as a result of new information, future events or otherwise.
Overview
About FIS
FIS is a financial technology company providing solutions to financial institutions, businesses and developers. We unlock financial technology to the world across the money lifecycle underpinning the world's financial systems. Our people are dedicated to advancing the way the world pays, banks and invests, by helping our clients to confidently run, grow and protect their businesses. Our expertise comes from decades of experience helping financial institutions and businesses of all sizes adapt to meet the needs of their customers by harnessing where reliability meets innovation in financial technology. Headquartered in Jacksonville, Florida, FIS is a member of the Fortune 500® and the Standard & Poor's 500® Index. FIS is incorporated under the laws of the State of Georgia as Fidelity National Information Services, Inc., and our stock is traded under the trading symbol "FIS" on the New York Stock Exchange.
Growth and Strategy Objectives
Our growth continues to be driven by the expansion of our clients' businesses, our internal development of innovative
solutions, our focused sales and marketing efforts and our deepening reach across global financial ecosystems. Strategic
acquisitions and partnerships have further enhanced our offerings, diversified our client portfolio, and expanded our reach into
new and attractive markets aligned with our long-term objectives. As we advance our transformation into a platform company,
we are embedding artificial intelligence ("AI") across our solutions and operations. We have shifted to a functional operating
model, streamlining decision-making, fostering closer collaboration across the organization and with our clients. By
reallocating resources toward high-value, integrated client experiences and modernizing our technology infrastructure, we are
strengthening our competitive position and operational resilience.
Worldpay Sale and Issuer Solutions Acquisition
On January 31, 2024, we completed the sale (the "2024 Worldpay Sale") of a 55% equity interest in our Worldpay Merchant Solutions business to private equity funds managed by GTCR, LLC (such funds, the "Buyer"). FIS retained a non-controlling 45% equity interest in a new standalone joint venture, Worldpay Holdco, LLC ("Worldpay"), following the closing of the 2024 Worldpay Sale. In connection with the 2024 Worldpay Sale, FIS and Worldpay entered into commercial
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agreements, preserving a key value proposition for clients of both businesses and reducing potential dis-synergies. FIS and Worldpay also entered into additional agreements as described in Note 2 to the consolidated financial statements.
On April 17, 2025, FIS entered into definitive agreements to (i) buy the Issuer Solutions business (the "Issuer Solutions Business") from Global Payments Inc. ("Global Payments") (the "Issuer Solutions Acquisition") and (ii) sell its remaining equity interest in Worldpay to Global Payments (the "2026 Worldpay Minority Interest Sale"). The transaction closed on January 9, 2026. We funded the Issuer Solutions Acquisition through a combination of approximately $7.7 billion of new debt and the 2026 Worldpay Minority Interest Sale.
Business Trends and Conditions
Revenue Sources and Markets
Our revenue from continuing operations is primarily derived from a combination of technology and processing solutions, transaction processing fees, professional services and software license fees. While we are a global company and do business around the world, the majority of our revenue is generated by clients in the U.S. The majority of our international revenue is generated by clients in the United Kingdom, Canada, Germany, Australia, India, and Ireland. In addition, the majority of our revenue has historically been recurring under multi-year Banking and Capital Markets contracts that contribute relative stability to our revenue stream. These solutions, in general, are considered critical to our clients' operations. Professional services revenue is typically non-recurring, though recognition often occurs over time rather than at a point in time. Sales of software licenses are typically non-recurring with point-in-time recognition and are less predictable.
Economic Trends
We continue to experience relatively stable sales cycles and levels of client activity across our businesses. While inflation remains elevated on a multi-year basis, recent inflation levels in our primary markets have moderated compared to the peak levels observed over the past several years. However, we have experienced, and continue to experience, significant cost increases from vendors, and market conditions limit our ability to fully offset these increases through pricing actions. Relatively high interest rates have had, and may continue to have, a negative impact on our interest expense. During 2024, we used a portion of the net proceeds from the 2024 Worldpay Sale to repay our borrowings under our commercial paper programs and reduce our long-term debt, which decreased our interest expense from previous levels. However, we incurred approximately $7.7 billion of new debt upon closing of the Issuer Solutions Acquisition in the first quarter of 2026, as further discussed in Note 7 to the consolidated financial statements, which will increase our interest expense in 2026. Given the volatility of exchange rates and the mix of currencies involved in both revenues and expenses, the direction and magnitude of future effects of currency fluctuations are uncertain. We continue to monitor the potential impacts of recently enacted and potential future tariff regimes in the U.S. and internationally. As of June 30, 2026, tariffs have not had a significant impact on our financial condition or results of operations.
2026 Worldpay Minority Interest Sale
As a result of the 2026 Worldpay Minority Interest Sale, we recorded as part of Equity method investment earnings (loss) an estimated pre-tax gain of $2.2 billion in the first quarter of 2026, representing the excess of the net selling price over the carrying value of the Worldpay equity method investment as of the date of closing, adjusted for the impact of our share of Worldpay's cumulative translation adjustments recorded in accumulated other comprehensive earnings (loss). In addition, we recorded as part of Equity method investment earnings (loss) estimated tax expense of $44 million, which is net of the reversal of our Worldpay equity method investment deferred tax liability as of January 8, 2026. Post-closing purchase price adjustments and completion of other purchase agreement provisions in connection with the 2026 Worldpay Minority Interest Sale could result in further adjustments to the estimated gain on sale and related tax expense. The final gain could differ materially from the current estimate.
Investments in Innovation
We continue to assist financial institutions and other businesses in migrating to outsourced integrated technology solutions to improve their profitability and address increasing and ongoing regulatory requirements. We believe our integrated solutions and outsourced services are well-positioned to address this outsourcing trend across the markets we serve.
We continue to invest in modernization, innovation and integrated solutions to meet the demands of the markets we serve and to compete with global banks, financial and other technology providers, and emerging technology innovators. We invest both internally and through investment opportunities in companies building complementary technologies in the financial
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services space. Our internal development activities have related primarily to the modernization of our proprietary core systems in each of our segments, design and development of next-generation digital and innovative solutions and development of processing systems and related software applications and risk management platforms. We expect to continue to invest an appropriate level of resources to maintain, enhance and extend the functionality of our proprietary systems and existing software applications, to develop new and innovative software applications and systems to address emerging technology trends in response to the needs of our clients, and to enhance the capabilities of our outsourcing infrastructure.
Digital One Platform
Consumer preference, particularly in younger generations, continues to shift to digital-first banking solutions. It is increasingly clear that a priority for our clients is to provide a unified, engaging and inclusive banking experience powered by digital capabilities across all channels and customer activities. Our Digital One platform helps our clients, from top-tier large financial institutions with over $10 billion in assets to top-tier and mid-tier community banks, provide a set of modern digital solutions to support all customer types, including retail consumers, sole proprietors, small businesses and large corporations, through any channel, including desktop, tablet, smartphone, and branch. The uniform customer experience extends to support a broad range of financial services including opening new accounts, servicing existing accounts, money movement, and personal financial management, as well as other consumer, small business and commercial banking capabilities. The Digital One platform is host-agnostic, and our digital suite has been enabled across multiple FIS core banking platforms, including IBS, Horizon, Modern Banking Platform, AffinityEdge, and Systematics, in addition to non-FIS platforms run by banking financial institutions that demand market-leading digital capabilities.
Banking Industry Consolidation
We expect continued consolidation within the banking industry, primarily in the form of merger and acquisition activity among financial institutions, which generally increases competition among financial technology providers. However, consolidation resulting from specific merger and acquisition transactions may be beneficial to our business. When consolidations of financial institutions occur, merger partners often operate systems obtained from competing service providers. The newly formed entity generally makes a determination to migrate its core and payments systems to a single platform. When a financial institution processing client is involved in a consolidation, we may benefit if the client retains our solutions and expands the use of them following the consolidation to support the newly combined entity. Conversely, we may lose revenue if our solutions are not chosen to support the newly combined entity. It is also possible that larger financial institutions resulting from consolidation may have greater leverage in negotiating terms or could decide to perform in-house some or all of the solutions that we currently provide or could provide. We seek to mitigate the risks of consolidations by offering other competitive solutions to take advantage of specific opportunities at the surviving company.
Demand in the Payments Market
We continue to see demand in the payments market for innovative solutions that will deliver faster, more convenient payment options in mobile channels, internet applications, in-store cards, and digital currencies. The payment processing industry is adopting new technologies, developing new solutions, evolving new business models, and is being affected by new market entrants and by an evolving regulatory environment. As financial institutions respond to these changes by seeking solutions to help them enhance their own offerings to consumers, including the ability to accept card-not-present payments in eCommerce and mobile environments, as well as contactless cards and mobile wallets at the point of sale, FIS believes that payment processors will seek to develop additional capabilities in order to serve clients' evolving needs. To facilitate this expansion, we believe that payment processors will need to enhance their technology platforms so they can deliver these capabilities and differentiate their offerings from other providers.
We believe that these market changes present both an opportunity and a risk for us, and we cannot predict which emerging technologies or solutions will be successful. However, FIS believes that payment processors, like FIS, that have scalable, integrated business models, provide solutions across the payment processing value chain and utilize broad distribution capabilities will be best-positioned to enable emerging alternative electronic payment technologies in the long term. Further, FIS believes that its depth of capabilities and breadth of distribution will enhance its position as emerging payment technologies are adopted by merchants and other businesses. FIS' ability to partner with non-financial institution enterprises, such as mobile payment providers and internet, retail and social media companies, continues to create attractive growth opportunities as these new entrants seek to become more active participants in the development of alternative electronic payment technologies and to facilitate the convergence of retail, online, mobile and social commerce applications.
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Cybersecurity Threats and Solutions
Cyberattacks on information technology systems and the vendors and technological supply chain on which they rely continue to grow in frequency, complexity and sophistication, including the increasing use of AI by threat actors and the potential targeting of entities like FIS for the purposes of disruption of services or financial gain. Technical solutions that serve many customers are increasingly becoming targets of these kinds of attacks, including direct attacks on our supply chain partners, or our clients. This is a trend we expect to continue with widespread impacts. The continued growth in the frequency, complexity and sophistication of cyberattacks, coupled with the continued interconnection in the global technology ecosystem, present both a threat and an opportunity for FIS. Using expertise we have gained from our ongoing focus and investment, we have developed and we offer fraud, security, risk management and compliance solutions to target this growth opportunity in the financial services industry. We also use certain of these solutions to manage our own risks.
Critical Accounting Policies and Estimates
There have been no significant changes to our critical accounting policies and estimates as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025.
Consolidated Results of Operations - Comparisons of three-month and six-month periods ended June 30, 2026 and 2025
Three months ended June 30, Six months ended June 30,
$ % $ %
2026 2025 Change Change 2026 2025 Change Change
(In millions) (In millions)
Revenue $ 3,377 $ 2,616 $ 761 29 % $ 6,671 $ 5,148 $ 1,523 30 %
Cost of revenue (2,203) (1,664) (539) 32 (4,390) (3,317) (1,073) 32
Gross profit 1,174 952 222 23 2,281 1,831 450 25
Gross profit margin 35 % 36 % 34 % 36 %
Selling, general and administrative expenses (684) (572) (112) 20 (1,289) (1,130) (159) 14
Asset impairments — — — NM (104) (2) (102) NM
Other operating (income) expense, net (including related-party transactions of $28 and $56 for the three- and six-month periods ended June 30, 2025, respectively) (17) (28) 11 NM (41) (56) 15 NM
Operating income $ 507 $ 408 99 24 $ 929 $ 755 174 23
Operating margin 15 % 16 % 14 % 15 %
NM = Not meaningful
Revenue
Revenue for the three and six months ended June 30, 2026, increased primarily due to the revenue generated by the Issuer Solutions Business, which was acquired on January 9, 2026. See "Segment Results of Operations" below for a more detailed explanation.
Cost of Revenue, Gross Profit and Gross Profit Margin
Cost of revenue for the three and six months ended June 30, 2026, increased primarily due to expenses associated with the acquisition of the Issuer Solutions Business. Gross profit for the three and six months ended June 30, 2026, increased primarily driven by the revenue increases noted above. Gross profit margin for the three and six months ended June 30, 2026, decreased due to the dilutive impact of the Issuer Solutions Business, including the amortization of acquired intangible assets.
Selling, General and Administrative Expenses
Selling, general and administrative expenses for the three and six months ended June 30, 2026, increased primarily due to the expenses of the Issuer Solutions Business, which was acquired on January 9, 2026, partially offset by the benefits of continued cost management.
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Asset Impairments
There were no asset impairments during the three months ended June 30, 2026. Asset impairments for the six months ended June 30, 2026, were primarily related to software impairment charges, which were driven by the rationalization of certain software assets following a strategic realignment.
Other Operating (Income) Expense, Net
Under the terms of the TSA and the Global Payments rTSA, during the three- and six-month periods ended June 30, 2026 and 2025, the Company provided technology and other support services to Worldpay and Global Payments. The income received for these services is recorded in Other operating (income) expense, net, and the corresponding expenses are recognized in Cost of revenue and Selling, general and administrative expense in the consolidated statements of earnings (loss). Net TSA income decreased from 2025 to 2026 primarily as a result of winding down certain of the TSA services, partially offset by the commencement of the Global Payments rTSA services.
Operating Income and Operating Margin
The change in operating income and operating margin for the three and six months ended June 30, 2026, resulted from the revenue and cost variances noted above.
Total Other Income (Expense), Net
Three months ended June 30, Six months ended June 30,
$ % $ %
2026 2025 Change Change 2026 2025 Change Change
Other income (expense): (In millions) (In millions)
Interest expense, net $ (200) $ (110) $ (90) 82 % $ (397) $ (190) $ (207) 109%
Other income (expense), net (12) (159) 147 NM 23 (195) 218 NM
Total other income (expense), net $ (212) $ (269) 57 NM $ (374) $ (385) 11 NM
NM = Not meaningful
Interest expense (net) for the three and six months ended June 30, 2026, increased primarily due to a $7.7 billion increase in borrowings used to fund the Issuer Solutions Acquisition.
Other income (expense), net for the periods presented consists of various income and expense items outside of the Company's operating activities, including foreign currency transaction remeasurement gains and losses; realized and unrealized gains and losses on equity security investments, including impairment losses on these investments; and fair value adjustments on certain non-operating assets and liabilities, including certain derivatives, as further described in Note 8 to the consolidated financial statements.
The three-month period ended June 30, 2026, included the impact of changes in the fair value of interest rate swaps accounted for as economic hedges, foreign currency transaction remeasurement gains and losses, offset by a gain related to a change in the estimated fair value of acquisition related contingent consideration. The six-month period ended June 30, 2026, primarily included gains related to changes in the estimated fair value of acquisition-related contingent consideration. The three- and six-month periods ended June 30, 2025, included primarily the impact of a $(108) million write-off of the contingent consideration included as part of the 2024 Worldpay Sale, which write-off was triggered by the Transaction Agreement, and a change in the fair value of interest rate swaps accounted for as economic hedges, as well as foreign currency transaction remeasurement losses.
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Provision (Benefit) for Income Taxes
Three months ended June 30, Six months ended June 30,
$ % $ %
2026 2025 Change Change 2026 2025 Change Change
(In millions) (In millions)
Provision (benefit) for income taxes $ 63 $ 10 $ 53 NM $ 170 $ 93 $ 77 NM
Effective tax rate 21 % 7 % 31 % 25 %
NM = Not meaningful
The increase in the effective tax rate for the three months ended June 30, 2026, was primarily driven by one-time discrete items in the comparative period that had a disproportionately large impact on the effective tax rate due to lower pre-tax earnings in the period ended June 30, 2025. For the six months ended June 30, 2026, the increase in the effective tax rate is primarily due to one-time discrete costs relating to a recent tax law development in one of our foreign jurisdictions. As described in Note 2 to the consolidated financial statements, the Company reflects its investor-level tax impact relating to equity method investments as a component of Equity method investment earnings (loss), net of tax in the consolidated statements of earnings (loss). Therefore, equity method investment earnings (loss) and the related investor-level tax are excluded from the calculation of FIS' annual effective tax rate.
Equity Method Investment Earnings (Loss)
Three months ended June 30, Six months ended June 30,
$ % $ %
2026 2025 Change Change 2026 2025 Change Change
(In millions) (In millions)
Equity method investment earnings (loss), net of tax $ — $ (598) $ 598 NM $ 2,214 $ (669) $ 2,883 NM
NM = Not meaningful
As discussed in Note 1 to the consolidated financial statements, the Company completed the 2024 Worldpay Sale on January 31, 2024, retaining a non-controlling equity interest in Worldpay. Until the closing of the 2026 Worldpay Minority Interest Sale, we accounted for our 45% equity interest in Worldpay using the equity method of accounting. During the period from February 1, 2024 through January 8, 2026, our share of the net income of Worldpay was reported as Equity method investment earnings (loss), net of tax, in the consolidated statements of earnings (loss) and reflects FIS' investor-level tax impact on its investment in Worldpay. As a result of the 2026 Worldpay Minority Interest Sale, we recorded as part of Equity method investment earnings (loss) an estimated pre-tax gain of $2.2 billion in the first quarter of 2026, representing the excess of the net selling price over the carrying value of the Worldpay equity method investment as of the date of closing, adjusted for the impact of our share of Worldpay's cumulative translation adjustments recorded in accumulated other comprehensive earnings (loss). In addition, we recorded as part of Equity method investment earnings (loss) estimated tax expense of $44 million, which is net of the reversal of our Worldpay equity method investment deferred tax liability as of January 8, 2026.
Segment Results of Operations - Comparisons of three- and six-month periods ended June 30, 2026 and 2025
FIS reports its financial performance based on the following segments: Banking Solutions, Capital Market Solutions, and Corporate and Other.
Adjusted EBITDA is a measure of segment profit or loss reported to the chief operating decision maker, the Company's Chief Executive Officer and President, for purposes of making decisions about allocating resources to the segments and assessing their performance. For this reason, Adjusted EBITDA, as it relates to our segments, is presented in conformity with FASB ASC 280, Segment Reporting. Adjusted EBITDA is defined as net earnings (loss) before net interest expense, net other income (expense), income tax provision (benefit), equity method investment earnings (loss), and depreciation and amortization, and excludes certain costs that do not constitute normal, recurring, cash operating expenses necessary to operate our business. These excluded costs generally consist of the purchase price amortization of acquired intangible assets, as well as acquisition, integration and certain other costs and asset impairments. Financial information, including details of Adjusted EBITDA, for each of our segments is set forth in Note 11 to the consolidated financial statements.
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Banking Solutions
Three months ended June 30, Six months ended June 30,
$ % $ %
2026 2025 Change Change 2026 2025 Change Change
(In millions) (In millions)
Revenue $ 2,483 $ 1,720 $ 763 44 % $ 4,857 $ 3,352 $ 1,505 45 %
Adjusted EBITDA $ 1,136 $ 756 380 50 $ 2,174 $ 1,421 $ 753 53
Adjusted EBITDA margin 45.8 % 44.0 % 44.8 % 42.4 %
Adjusted EBITDA margin basis points change 179 237
Three months ended June 30:
Revenue in our Banking segment increased 44% for the three months ended June 30, 2026, primarily due to the revenue generated by the Issuer Solutions Business, which was acquired on January 9, 2026. Excluding the impact of the Issuer Solutions Business, Banking revenue grew 6%, driven by increases in recurring revenue and software license revenue.
Adjusted EBITDA increased year over year due to the acquisition of the Issuer Solutions Business. Excluding the impact of the Issuer Solutions Business, Adjusted EBITDA increased year over year primarily due to the revenue increases noted above, favorable revenue mix, and the impact of continued cost management. Adjusted EBITDA margin increased year over year due to the accretive impact of the Issuer Solutions Business, operating leverage on increased revenues, and cost management.
Six months ended June 30:
Revenue in our Banking segment increased 45% for the six months ended June 30, 2026, primarily due to the revenue generated by the Issuer Solutions Business, which was acquired on January 9, 2026. Excluding the impact of the Issuer Solutions Business, Banking revenue grew 7%, driven by increases in recurring revenue and software license revenue, which were partially offset by a decline in professional services revenue.
Adjusted EBITDA increased year over year due to the acquisition of the Issuer Solutions Business. Excluding the impact of the Issuer Solutions Business, Adjusted EBITDA increased year over year primarily due to the revenue increases noted above, favorable revenue mix, and the impact of continued cost management. Adjusted EBITDA margin increased year over year due to the accretive impact of the Issuer Solutions Business, favorable revenue mix and cost management.
Capital Market Solutions
Three months ended June 30, Six months ended June 30,
$ % $ %
2026 2025 Change Change 2026 2025 Change Change
(In millions) (In millions)
Revenue $ 810 $ 783 $ 27 3 % $ 1,633 $ 1,571 $ 62 4 %
Adjusted EBITDA $ 420 $ 409 11 3 $ 845 $ 802 43 5
Adjusted EBITDA margin 51.9 % 52.2 % 51.7 % 51.1 %
Adjusted EBITDA margin basis points change (32) 65
Three months ended June 30:
Revenue in our Capital Markets segment increased 3% for the three months ended June 30, 2026, driven primarily by recurring revenue which grew 5%, contributing 4% to the total segment revenue growth rate, largely from the implementation of new sales, favorable pricing, and acquisitions. Non-recurring revenue contributed 1% to the total segment growth rate, primarily due to higher software license revenue compared to the prior year, and was offset by lower professional services revenue, which contributed (2%) to segment growth.
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Adjusted EBITDA increased year over year primarily due to the revenue impacts noted above. Adjusted EBITDA margin decreased year over year primarily due to higher labor costs and the timing of certain customer-related expenses in the quarter.
Six months ended June 30:
Revenue in our Capital Markets segment increased 4% for the six months ended June 30, 2026, driven primarily by recurring revenue which grew 4%, contributing 3% to the total segment revenue growth rate, largely from the implementation of new sales, favorable pricing, and acquisitions. Non-recurring revenue contributed 1% to the total segment growth rate, primarily due to higher software license revenue compared to the prior year, and was offset by lower professional services revenue, which contributed (1%) to segment growth. Foreign currency movements contributed 1% to the segment revenue growth rate, primarily driven by the movement of the Pound Sterling and Swedish Krona.
Adjusted EBITDA increased year over year primarily due to the revenue impacts noted above and cost management. Adjusted EBITDA margin increased year over year primarily due to operating leverage on increased revenues and cost management.
Corporate and Other
The Corporate and Other segment results consist of selling, general and administrative expenses and depreciation and intangible asset amortization not otherwise allocated to the reportable segments. Corporate and Other also includes other operating income recorded in connection with our TSA with Worldpay and the Global Payments rTSA as well as results of operations from certain non-strategic businesses.
Three months ended June 30, Six months ended June 30,
$ % $ %
2026 2025 Change Change 2026 2025 Change Change
(In millions) (In millions)
Revenue $ 84 $ 113 $ (29) (26) % $ 181 $ 225 $ (44) (20) %
Adjusted EBITDA $ (147) $ (124) (23) 19 $ (306) $ (224) (82) 37
Three months ended June 30:
Revenue in our Corporate and Other segment decreased 26% for the three months ended June 30, 2026, primarily due to the run-off of certain non-strategic businesses.
Adjusted EBITDA decreased compared to the prior year primarily due to the decline in revenue from non-strategic businesses noted above.
Six months ended June 30:
Revenue in our Corporate and Other segment decreased 20% for the six months ended June 30, 2026, primarily due to the run-off of certain non-strategic businesses.
Adjusted EBITDA decreased compared to the prior year due to the decline in revenue from non-strategic businesses noted above and higher personnel-related expenses.
Liquidity and Capital Resources
Cash Requirements
Our principal ongoing cash requirements include operating expenses, income taxes, debt service payments, capital expenditures, stockholder dividends, working capital and timing differences in settlement-related assets and liabilities and may include discretionary debt repayments, share repurchases and business acquisitions. Our principal sources of funds are cash generated by operations and borrowings, including the capacity under our revolving credit facilities, the U.S. commercial paper program and the Euro-commercial paper program discussed in Note 7 to the consolidated financial statements.
As of June 30, 2026, the Company had $3.4 billion of available liquidity, including $744 million of cash and cash equivalents and $2.6 billion of capacity available under its revolving credit facilities. Approximately $447 million of cash and cash equivalents is held by our foreign entities. A portion of our domestic cash and cash equivalents relates to net deposits-in-
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transit, which are typically settled within a few business days. Debt outstanding totaled $21.2 billion, with an effective weighted average interest rate of 3.8%. We intend to continue to maintain investment-grade debt ratings.
The Issuer Solutions Acquisition was funded through a combination of cash consideration and the 2026 Worldpay Minority Interest Sale. The cash consideration was financed with new debt, which was refinanced with senior notes in March 2026, resulting in higher expected future cash interest payments.
We believe that our current level of cash and cash equivalents plus cash flows from operations will be sufficient to fund our operating cash requirements, capital expenditures and debt service payments for the next 12 months and the foreseeable future.
A regular quarterly dividend of $0.44 per common share is payable on September 25, 2026, to shareholders of record as of the close of business on September 11, 2026. We currently expect to continue to pay quarterly dividends targeting dividend-per-share growth aligned to adjusted earnings-per-share growth. However, the amount, declaration and payment of future dividends are at the discretion of the Board of Directors and depend on, among other things, our investment opportunities (including potential mergers and acquisitions), results of operations, financial condition, cash requirements, future prospects, and other factors, including legal and contractual restrictions, that may be considered relevant by our Board of Directors. Additionally, the payment of cash dividends may be limited by covenants in certain debt agreements.
In August 2024, the Company's Board of Directors approved a share repurchase program authorizing the repurchase of up to $3.0 billion in aggregate value of shares of our common stock. Repurchases under the program may be made from time to time at management's discretion through open market purchases, privately negotiated transactions, or pursuant to Rule 10b5-1 plans. The program does not have an expiration date and may be suspended, amended or discontinued at any time. During the quarter ended June 30, 2026, the Company repurchased approximately 1.0 million shares for approximately $42 million. As of June 30, 2026, approximately $1.7 billion remained available for repurchase under the program. Following the closing of the Issuer Solutions Acquisition, the Company has temporarily curtailed repurchases under this program and may resume at management's discretion, taking into account our target leverage ratio.
Cash Flows from Operations
Our net cash provided by operating activities consists primarily of net earnings, adjusted to add back depreciation and amortization and other non-cash items, including asset impairments. Cash flows from operations were $1,207 million and $839 million for the six-month periods ended June 30, 2026 and 2025, respectively. Cash flows from operations increased $368 million during the six months ended June 30, 2026, primarily due to improved operating performance.
Cash Flows from Investing
Our principal investing activity relates to capital expenditures for software (purchased and internally developed) and property and equipment. We invested approximately $517 million and $451 million in capital expenditures (excluding purchases of certain hardware and software subject to financing or other long-term payment arrangements) during the six-month periods ended June 30, 2026 and 2025, respectively. We expect to continue investing in software and in property and equipment to support our business.
We also invest in acquisitions that complement and extend our existing solutions and capabilities and provide additional solutions to our portfolio, and we dispose of assets that are no longer considered strategic. We used approximately $7,859 million and $197 million of cash (net of cash acquired) for new acquisitions during the six-month periods ended June 30, 2026 and 2025, respectively. In the first half of 2025, in connection with the conveyance of RealNet to Buyer as part of the 2024 Worldpay Sale, we divested approximately $1.4 billion in cash, cash equivalents and restricted cash included in current assets held for sale at the date of transfer. While we expect to continue to invest in acquisitions as part of our strategy to add solutions to help win new clients and cross-sell to existing clients, the Company expects to limit further investment in acquisitions to accelerate deleveraging until it returns to its target leverage ratio.
We received regular cash distributions from Worldpay pursuant to the terms of a Limited Liability Company Operating Agreement until the completion of the 2026 Worldpay Minority Interest Sale. During the six months ended June 30, 2026 and 2025, we received distributions of $32 million and $66 million, respectively, from Worldpay recorded as investing cash flows.
Cash flows from investing also occasionally include cash received or paid relative to other activities that are not regularly recurring in nature.
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Cash Flows from Financing
Cash flows from financing principally involve borrowing funds, repaying debt, repurchasing shares and paying dividends. For information regarding the Company's debt and financing activity, see "Risk Factors—Risks Related to Our Indebtedness" in Item 1A and "Quantitative and Qualitative Disclosures About Market Risk" of our Annual Report on Form 10-K filed on February 24, 2026, and "Quantitative and Qualitative Disclosures About Market Risk—Interest Rate Risk" in Item 3 below as well as Notes 7 and 8 to the consolidated financial statements.
Contractual Obligations
There were no material changes in our contractual obligations through the six months ended June 30, 2026, in comparison to the table included in our Annual Report on Form 10-K for the year ended December 31, 2025, except as disclosed in Notes 7 and 8 to the consolidated financial statements.
Recent Accounting Pronouncements
See Note 1 to the consolidated financial statements for information on recently adopted accounting guidance and recent accounting guidance not yet adopted.