Certegy Shareholders Approve Combination with Fidelity National Information Services
27 1월 2006 - 5:40AM
PR Newswire (US)
ST. PETERSBURG, Fla., Jan. 26 /PRNewswire-FirstCall/ -- Certegy
Inc. (NYSE:CEY) announced today that its shareholders have voted to
approve all proposals relating to the proposed combination of
Certegy with Fidelity National Information Services, Inc. ("FIS"),
a majority-owned subsidiary of Fidelity National Financial, Inc.
(NYSE:FNF), pursuant to a stock-for-stock merger. Of the shares
voted, approximately 99.2 percent were in favor of the issuance of
Certegy stock in the transaction, 98.4 percent were in favor of
amending the company's charter and 93.7 percent were in favor of
amending and restating the company's Stock Incentive Plan.
Consummation of the transaction, which is expected to occur
effective 12:01 a.m., Eastern time, on February 1, 2006, is subject
to various additional customary conditions that must be satisfied
or waived prior to closing. Certegy also announced today the
declaration of the special cash dividend of $3.75 per share that
the company previously announced as part of the combination plan.
The dividend will be paid to record holders of Certegy's common
stock as of the close of business on the last business day
preceding the day on which the proposed combination with FIS is to
become effective. The company anticipates, based on the current
schedule for the transaction, that the record date for the special
dividend will be January 31, 2006. Payment of this dividend, which
remains subject to the satisfaction or waiver of the conditions to
the company's obligations to close the merger of FIS with and into
a wholly-owned subsidiary of Certegy, is conditioned upon the
consummation of such merger. About Certegy Inc. Certegy Inc.
(NYSE:CEY) provides credit and debit processing, check risk
management and check cashing services, merchant processing and
e-banking services to over 6,000 financial institutions, 100,000
retailers and 100 million consumers worldwide. Headquartered in St.
Petersburg, Florida, Certegy maintains a strong global presence
with operations in the United States, United Kingdom, Ireland,
France, Chile, Brazil, Australia, New Zealand, Thailand and the
Caribbean. As a leading payment services provider, Certegy offers a
comprehensive range of transaction processing services, check risk
management solutions and integrated customer support programs that
facilitate the exchange of business and consumer payments. Certegy
generated over $1.0 billion in revenue in 2004. For more
information on Certegy, please visit http://www.certegy.com/.
Forward-Looking Statements The statements in this release include
forward-looking statements that are based on current expectations,
assumptions, estimates, and projections about Certegy and our
industry. Forward-looking statements are not guarantees of future
performance and are subject to risks and uncertainties, many of
which are outside of Certegy's control that may cause actual
results to differ significantly from what is expressed in those
statements. Factors that could, either individually or in the
aggregate, affect our performance include: our reliance on a small
number of business segments and strategic relationships; our
ability to comply with bankcard association rules and government
regulations; the sensitivity of our business to the economy;
declines in check writing; and other factors described in detail in
the section entitled "Certain Factors Affecting Forward-Looking
Statements" in our 2004 Annual Report on Form 10-K filed on March
11, 2005, with the SEC. First Call Analyst: FCMN Contact:
DATASOURCE: Certegy Inc. CONTACT: Mary Waggoner, SVP-Investor
Relations of Certegy Inc., +1-678-867-8004 Web site:
http://www.certegy.com/
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