Discontinued Operations

3 Months Ended

Mar. 31, 2024

Discontinued Operations and Disposal Groups [Abstract]

Sale of Worldpay Merchant Solutions Business

As discussed in Note 1, the Company completed the Worldpay Sale on January 31, 2024. The results of the Worldpay Merchant Solutions business prior to the completion of the Worldpay Sale have been presented as discontinued operations. The assets and liabilities of our Worldpay Brazil and RealNet subsidiaries, the value of which was included as part of the Worldpay Sale, were not conveyed in the closing and are expected to be transferred as soon as all regulatory approvals have been received. These assets and liabilities continue to be reported as assets held for sale, and their related earnings (loss) are deemed immaterial.

The following table represents a reconciliation of the major components of Earnings (loss) from discontinued operations, net of tax, presented in the consolidated statements of earnings (loss), reflecting activity through January 31, 2024 (the date the Worldpay Sale closed) (in millions). The Company's presentation of earnings (loss) from discontinued operations excludes general corporate overhead costs that were historically allocated to the Worldpay Merchant Solutions business. Additionally, beginning on July 5, 2023, the Company stopped amortization of long-lived assets held for sale in accordance with ASC 360.


	One month		Three months
	ended		ended
	January 31, 2024		March 31, 2023
Major components of earnings (loss) from discontinued operations before income taxes:
Revenue	$	403	$	1,113
Cost of revenue	(63)		(600)
Selling, general, and administrative expenses	(155)		(487)
Interest income (expense), net	1		5
Other, net	(4)		24
Earnings (loss) from discontinued operations related to major components of pretax earnings (loss)	182		55
Loss on sale of disposal group	(466)		—
Earnings (loss) from discontinued operations	(284)		55
Provision (benefit) for income taxes	(991)		11
Earnings (loss) from discontinued operations, net of tax attributable to FIS	$	707	$	44

Loss on sale of disposal group of $466 million reflects the impact of the excess of the carrying value of the disposal group over the estimated fair value less cost to sell. The Company recorded a tax benefit of $991 million primarily from the write-off

of U.S. deferred tax liabilities that were not transferred in the Worldpay Sale, net of the estimated current U.S. tax cost that the Company expects to incur as a result of the Worldpay Sale and which was recorded based on available data and management determinations as of March 31, 2024. Post-closing selling price adjustments and completion of other purchase agreement provisions in connection with the Worldpay Sale could result in further adjustments to the loss on sale amount and the estimated tax impact.

The following table represents the major classes of assets and liabilities of the disposal group classified as held for sale presented in the consolidated balance sheets as of March 31, 2024, and December 31, 2023 (in millions). Assets held for sale are reported at the lower of their carrying value or fair value less cost to sell and are not depreciated or amortized.


	March 31, 2024		December 31, 2023
Major classes of assets included in discontinued operations:
Cash and cash equivalents	$	47	$	1,380
Settlement assets	891		6,727
Trade receivables, net of allowance for credit losses of $— and $52	3		1,843
Prepaid expenses and other current assets	1		161
Total current assets	942		10,111
Property and equipment, net	—		207
Goodwill	17		10,906
Intangible assets, net	—		5,971
Software, net	—		1,321
Other noncurrent assets	2		613
Total noncurrent assets	19		19,018
Less valuation allowance	—		(1,909)
Total assets of the disposal group classified as held for sale	$	961	$	27,220


Major classes of liabilities included in discontinued operations:
Accounts payable, accrued and other liabilities	$	3	$	998
Settlement payables (1)	891		7,821
Other current liabilities	—		65
Total current liabilities	894		8,884
Deferred income taxes	—		599
Other noncurrent liabilities	—		494
Total noncurrent liabilities	—		1,093
Total liabilities of the disposal group classified as held for sale	$	894	$	9,977

(1)As of March 31, 2024, Settlement payables includes $101 million due to Payrix, a subsidiary of Worldpay, which is a related party.

Settlement Assets

The principal components of the Company's settlement assets of the disposal group are as follows (in millions):


	March 31, 2024		December 31, 2023
Settlement assets
Settlement deposits	$	—	$	56
Merchant float	792		2,594
Settlement receivables	99		4,077
Total Settlement assets	$	891	$	6,727

Held-for-sale Disposal Group Measurement

The net assets held for sale as of March 31, 2024, consisting of the net assets of our Worldpay Brazil and RealNet subsidiaries, are recorded at carrying value less cost to sell.