Business Context and Reporting Period
This Form 8-K was filed by Fidelity National Information Services, Inc. (formerly Certegy Inc.) on March 13, 2006. The filing addresses a change in the registrant's certifying accountant following a business combination consummated on February 1, 2006, between Certegy Inc. and Fidelity National Information Services, Inc. (Former FIS). The merger is treated as a reverse acquisition for accounting purposes.
Key Financial Metrics
This filing is a current report regarding a corporate governance event and does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The filing text does not provide a clear value for any financial metrics.
Material Changes
The primary material change reported is the replacement of the independent registered public accounting firm:
- Outgoing Firm: Ernst & Young LLP, which served as the auditor for Certegy Inc. and completed the audit for the fiscal year ended December 31, 2005.
- Incoming Firm: KPMG LLP, which served as the auditor for Former FIS and was engaged by the Audit Committee on March 13, 2006, for the fiscal year ending December 31, 2006.
Management Commentary, Risks, and Contingencies
Management confirmed that there were no disagreements with Ernst & Young regarding accounting principles, financial statement disclosure, or auditing scope during the fiscal years ended December 31, 2005 and 2004, or the subsequent interim period. Ernst & Young's reports for those years did not contain adverse opinions, disclaimers, or qualifications. Additionally, the registrant confirmed that no consultations were held with KPMG regarding accounting principles or reportable events prior to their engagement.
Investor Verification Checklist
- Verify the effective date of the KPMG engagement for the 2006 fiscal year.
- Confirm the absence of any undisclosed disagreements with the former auditor, Ernst & Young.
- Review the letter from Ernst & Young (Exhibit 16.1) to ensure it aligns with the registrant's statements regarding the change.
- Monitor future filings for the first financial statements audited by KPMG under the new corporate structure.