SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report May 17, 1995 FISERV, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 0-14948 39-1506125 (Commission File Number) (IRS Employer Identification No.) 255 FIserv Drive 53045 Brookfield, Wisconsin (Zip code) (Address of principal executive offices) Registrant's telephone number, including area code (414) 879-5000 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On May 17, 1995, the Registrant completed the acquisition of Information Technology, Inc. (ITI), which is engaged in the business of developing, licensing and maintenance of computer software for financial institutions and the sale of related computer equipment. The transaction will be accounted for as a purchase and, accordingly, the operations of ITI will be included with those of the Registrant from the date of acquisition. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial statements of Information Technology, Inc.: Report of Independent Accountants Balance Sheets as of December 31, 1994, 1993 and 1992 Statements of Income and Retained Earnings for the years ended December 31, 1994, 1993 and 1992 Statements of Cash Flows for the years ended December 31, 1994, 1993 and 1992 Notes to Financial Statements Balance Sheet (unaudited) as of March 31, 1995 Statements of Operations and Retained Earnings (unaudited) for the three months ended March 31, 1995 and 1994 Statements of Cash Flows (unaudited) for the three months ended March 31, 1995 and 1994 Notes to Financial Statements (b) Unaudited Pro forma condensed consolidated financial information of FIserv, Inc. and ITI: Pro Forma Condensed Consolidated Balance Sheet as of December 31, 1994 Pro Forma Condensed Consolidated Statement of Income for the Year Ended December 31, 1994 Pro Forma Condensed Consolidated Balance Sheet as of March 31, 1995 Pro Forma Condensed Consolidated Statement of Income for the three months ended March 31, 1995 Notes to Pro Forma Consolidated Financial Statements SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FISERV, INC. By EDWARD P. ALBERTS ----------------- EDWARD P. ALBERTS Senior Vice President - Finance Date: May 17, 1995 INFORMATION TECHNOLOGY, INC. REPORT ON AUDITS OF FINANCIAL STATEMENTS for the years ended December 31, 1994, 1993 and 1992 This information is confidential and is provided for the restricted use of your staff, board of directors or examining agencies. Because this information is often requested by the various agencies during examinations, please notify the appropriate staff members of its receipt and file accordingly. ACCOUNTANTS' REPORT Report of Independent Accountants - --------------------------------- TO THE STOCKHOLDERS AND BOARD OF DIRECTORS INFORMATION TECHNOLOGY, INC. We have audited the accompanying balance sheets of Information Technology, Inc. as of December 31, 1994, 1993 and 1992 and the related statements of income and retained earnings, and cash flow for the years then ended. These financial statements are the responsibility of the Companys' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Information Technology, Inc. as of December 31, 1994, 1993 and 1992 and the results of its operations and its cash flows for the years then ended, in conformity with generally accepted accounting principles. The company changed its method of accounting for investment securities as described in note 3. The 1993 and 1992 financial statements were restated as described in note 6. Coopers & Lybrand L.L.P. 700 Cornhusker Plaza Lincoln, Nebraska February 7, 1995 INFORMATION TECHNOLOGY, INC. December 31, 1994, 1993 & 1992 BALANCE SHEETS ASSETS ______________________________________________________________________________ 1994 1993 1992 Current Assets: Cash and cash equivalents $31,076,452 $16,253,908 $9,975,496 Accounts receivable 7,322,335 5,787,588 6,302,850 Deposits and prepaids 7,943,019 6,166,091 5,674,076 Investment securities 16,831,427 24,836,405 25,183,212 ----------- ----------- ----------- 63,173,233 53,043,992 47,135,634 ----------- ----------- ----------- Property, plant and equipment at cost: Land 1,909,630 1,909,630 1,909,630 Building and improvements 7,399,346 6,995,730 3,589,550 Transportation equipment 4,430,716 4,430,716 3,240,096 Furniture and equipment 5,576,898 4,747,154 3,105,858 Building in Process - 206,663 46,577 ----------- ----------- ----------- 19,316,590 18,289,893 11,891,711 Less accumulated depreciation 9,634,395 7,953,965 8,069,309 ----------- ----------- ----------- 9,682,195 10,335,928 3,822,402 Investment securities 21,323,693 19,342,521 19,187,853 Other assets 546,321 514,063 485,720 ----------- ----------- ----------- $94,725,442 $83,236,504 $70,631,609 =========== =========== =========== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. INFORMATION TECHNOLOGY, INC. December 31, 1994, 1993 & 1992 BALANCE SHEETS LIABILITIES ______________________________________________________________________________ 1994 1993 1992 Current Liabilities: Accounts payable $10,553,612 $8,884,114 $9,317,242 Accrued liabilities 872,780 662,032 563,610 Customer downpayments 5,613,687 4,476,357 4,128,325 Deferred maintenance income 12,702,000 10,527,000 9,483,000 Dividend Payable 50,000,000 - - ----------- ----------- ----------- 79,742,079 24,549,503 23,492,177 ----------- ----------- ----------- EQUITY ______________________________________________________________________________ Common stock, $.50 par value, 20,000 shares authorized, issued and outstanding $10,000 $10,000 $10,000 Unrealized loss on Investment Securities (1,056,617) Retained earnings 16,029,980 58,677,001 47,129,432 ----------- ----------- ----------- 14,983,363 58,687,001 47,139,432 ----------- ----------- ----------- $94,725,442 $83,236,504 $70,631,609 =========== =========== =========== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. INFORMATION TECHNOLOGY, INC. For the years ended December 31, 1994 & 1993 & 1992 STATEMENTS OF INCOME & RETAINED EARNINGS 1994 1993 1992 Revenues: Equipment $64,476,399 $52,744,268 $51,558,986 Software license 22,963,784 19,512,982 16,537,978 Software maintenance 20,815,007 18,495,194 16,098,737 Other 7,076,068 5,961,974 5,571,925 ----------- ----------- ---------- 115,331,258 96,714,418 89,767,626 ----------- ----------- ---------- Operating expenses: Cost of equipment sold 54,462,706 44,156,780 43,577,134 Salaries and benefits 10,050,471 10,844,992 10,148,498 Depreciation 2,078,438 1,313,029 795,107 Other 7,283,614 6,109,045 3,404,118 ----------- ----------- ---------- 73,875,229 62,423,846 57,924,857 ----------- ----------- ---------- Operating income 41,456,029 34,290,572 31,842,769 ----------- ----------- ---------- Other income (expense): Interest and dividend income 2,596,775 2,584,606 2,302,832 Interest expense (54) (6,172) (1,935) Gain on disposal of fixed assets 237,601 (1,853) (542) Loss on sale of investments (201,041) 490,350 312,090 ----------- ----------- ---------- 2,633,281 3,066,931 2,612,445 ----------- ----------- ----------- Net income 44,089,310 37,357,503 34,455,214 ----------- ----------- ----------- Beginning retained earnings as previously reported 58,677,001 47,129,432 42,711,343 Restatement (Note 6) - - (8,141,000) ----------- ----------- ----------- Retained earnings as restated 58,677,001 47,129,432 34,570,343 Dividends (86,736,331) (25,809,934) (21,896,125) ----------- ----------- ----------- Retained earnings end of year $16,029,980 $58,677,001 $47,129,432 =========== =========== =========== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. INFORMATION TECHNOLOGY, INC. For the years ended December 31, 1994, 1993 & 1992 STATEMENTS OF CASH FLOWS 1994 1993 1992 ---- ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $44,089,310 $37,357,503 $34,455,214 ----------- ----------- ----------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 2,078,438 1,313,029 795,107 Gain on sale of fixed assets (237,601) 1,853 542 Loss on sale of investments 201,041 (490,350) (312,090) Increase in deposits and prepaids (1,776,928) (492,015) (5,020,069) Increase in accounts receivable (1,534,747) 515,262 (1,933,694) Increase in deferred maintenance income 2,175,000 1,044,000 1,342,000 Increase in accounts payable 1,669,498 (433,128) 5,862,033 Increase in accrued liabilities 210,748 98,422 (336,050) Increase in customer downpayments 1,137,330 348,032 1,623,477 ----------- ----------- ----------- Total adjustments 3,922,779 1,905,105 2,021,256 ----------- ----------- ----------- Net cash provided by operating activities $48,012,089 $39,262,608 $36,476,470 ----------- ----------- ----------- THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. INFORMATION TECHNOLOGY, INC. For the years ended December 31, 1994 & 1993 & 1992 STATEMENTS OF CASH FLOWS 1994 1993 1992 ---- ---- ---- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property, plant, and equipment ($1,573,929) ($7,841,236) ($275,301) Proceeds from sale of fixed assets 386,825 12,828 995 Purchases of Investments (113,407,333) (86,017,663) (71,439,948) Proceeds from sales, calls and maturities of investments 118,173,481 86,700,152 59,964,984 Increase in other assets (32,258) (28,343) (26,178) ------------ ----------- ----------- Net cash provided by (used in) investing activities 3,546,786 (7,174,262) (11,775,448) CASH FLOWS FROM FINANCING ACTIVITIES: Dividends (36,736,331) (25,809,934) (21,896,125) ------------ ----------- ----------- Net increase in cash and cash equivalents 14,822,544 6,278,412 2,804,897 Cash and cash equivalents, beginning of year 16,253,908 9,975,496 7,170,599 ------------ ----------- ----------- Cash and cash equivalents, end of year $31,076,452 $16,253,908 $9,975,496 ============ =========== =========== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid for interest $ 54 $ 6,172 $ 1,935 Cash paid for income taxes 713,599 396,563 268,085 Dividends declared 50,000,000 - - THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. INFORMATION TECHNOLOGY, INC. NOTES TO FINANCIAL STATEMENTS 1. ACCOUNTING POLICIES: -------------------- THE FOLLOWING IS A SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES FOLLOWED IN THE PREPARATION OF THESE FINANCIAL STATEMENTS. CERTAIN 1993 AND 1992 AMOUNTS HAVE BEEN RECLASSIFIED TO CONFORM TO THE 1994 PRESENTATION. (A) INDUSTRY INFORMATION: --------------------- INFORMATION TECHNOLOGY, INC.'S (ITI) PRINCIPAL BUSINESS ACTIVITY IS THE DEVELOPMENT, LICENSING AND MAINTENANCE OF COMPUTER SOFTWARE USED BY FINANCIAL INSTITUTIONS AND THE SALE OF RELATED COMPUTER EQUIPMENT. (B) INVESTMENTS: ------------ INVESTMENTS CLASSIFIED AS AVAILABLE FOR SALE ARE STATED AT FAIR VALUE. UNREALIZED GAINS AND LOSSES FROM SECURITIES AVAILABLE FOR SALE ARE REPORTED AS A SEPARATE COMPONENT OF EQUITY. COSTS USED IN COMPUTING GAINS OR LOSSES ON THE SALE OF INVESTMENT SECURITIES ARE DETERMINED BY SPECIFIC IDENTIFICATION. (C) DEPRECIATION: ------------- PROPERTY, PLANT AND EQUIPMENT ARE STATED AT COST LESS ACCUMULATED DEPRECIATION. DEPRECIATION IS COMPUTED USING ACCELERATED METHODS OVER THE ESTIMATED USEFUL LIVES OF THE ASSETS. MAJOR REPLACEMENTS AND BETTERMENTS ARE CAPITALIZED WHILE MAINTENANCE AND REPAIRS AND MINOR REPLACEMENTS ARE CHARGED TO EXPENSE WHEN INCURRED. GAINS OR LOSSES ON DISPOSITIONS ARE REFLECTED IN CURRENT OPERATIONS. (D) REVENUES: --------- ITI RECOGNIZES SOFTWARE LICENSE AND EQUIPMENT REVENUES AS INCOME AT THE TIME OF DELIVERY. MAINTENANCE REVENUES ARE RECOGNIZED OVER THE TERM OF THE RELATED AGREEMENTS. (E) CASH AND CASH EQUIVALENTS: -------------------------- CASH AND CASH EQUIVALENTS INCLUDE CASH ON HAND, BANK ACCOUNTS, MONEY MARKET ACCOUNTS AND CERTIFICATES OF DEPOSIT WITH MATURITIES OF NINETY (90) DAYS OR LESS. (F) SOFTWARE DEVELOPMENT AND MAINTENANCE: ------------------------------------- ITI CHARGES THE COSTS OF DEVELOPING AND MAINTAINING SOFTWARE TO EXPENSE AT THE TIME SUCH COSTS ARE INCURRED. DEVELOPMENTAL COSTS REQUIRING CAPITALIZATION IN ACCORDANCE WITH FINANCIAL ACCOUNTING STANDARDS #86 WERE EXPENSED DUE TO THEIR IMMATERIALITY TO THE FINANCIAL STATEMENTS. 2. INCOME TAXES: ------------- EFFECTIVE OCTOBER 1, 1985, ITI ELECTED TO BE TAXED AS AN S CORPORATION UNDER THE PROVISIONS OF THE INTERNAL REVENUE CODE. ACCORDINGLY, NO PROVISION IS MADE FOR FEDERAL INCOME TAXES SINCE SUCH AMOUNTS ARE ASSETS OR LIABILITIES OF THE INDIVIDUAL STOCKHOLDERS. CERTAIN STATE INCOME TAXES ARE INCLUDED IN OTHER OPERATING EXPENSES. IF ITI HAD NOT ELECTED TO BE TAXED UNDER THE PROVISIONS OF SUBCHAPTER S OF THE INTERNAL REVENUE CODE, THE PROVISION FOR INCOME TAXES WOULD HAVE APPROXIMATED $17,806,000, $14,623,000 AND $13,133,000 FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992, RESPECTIVELY. INFORMATION TECHNOLOGY, INC. NOTES TO FINANCIAL STATEMENTS 3. INVESTMENTS: ------------ ITI ADOPTED THE PROVISIONS OF STATEMENT OF FINANCIAL ACCOUNTING STANDARDS #115 ON JANUARY 1, 1994. THE STATEMENT REQUIRES THE USE OF FAIR VALUE ACCOUNTING FOR SECURITIES CLASSIFIED AS AVAILABLE FOR SALE. PRIOR TO JANUARY 1, 1994, INVESTMENTS WERE RECORDED AT COST, WHICH APPROXIMATED FAIR VALUE. CARRYING AMOUNTS AND FAIR VALUES OF INVESTMENT SECURITIES ARE SUMMARIZED AS FOLLOWS: DECEMBER 31, 1994 ----------------------------------------------- GROSS GROSS UNREALIZED UNREALIZED FAIR COST GAINS LOSSES VALUE ----- ----- ----- ----- U.S. TREASURY SECURITIES $ 2,977,382 $14,564 $ 63,771 $ 2,928,175 OBLIGATIONS OF STATE AND POLITICAL SUBDIVISIONS 36,234,355 78,237 1,085,647 35,226,945 ----------- ---------- ---------- ----------- TOTAL INVESTMENT SECURITIES $39,211,737 $92,801 $1,149,418 $38,155,120 =========== ========== ========== =========== REALIZED GAINS AND LOSSES IN 1994 WERE $343,147 AND $544,188, RESPECTIVELY. THE FOLLOWING TABLE SHOWS THE BOOK VALUE AND MATURITY DISTRIBUTION OF THE INVESTMENT PORTFOLIO: DECEMBER 31, 1994 -------------------------- FAIR COST VALUE ----- ----- DUE WITHIN 1 YEAR $17,129,062 $16,831,427 DUE AFTER 1 YEAR THROUGH 5 YEARS 16,304,213 15,777,372 DUE AFTER 5 YEARS THROUGH 10 YEARS 5,778,462 5,546,321 ----------- ----------- TOTAL INVESTMENT SECURITIES $39,211,737 $38,155,120 =========== =========== 4. PROFIT SHARING PLAN: -------------------- ITI MAINTAINS A DEFINED CONTRIBUTION PROFIT SHARING PLAN FOR ALL ELIGIBLE EMPLOYEES. CONTRIBUTIONS TO THE PLAN WERE APPROXIMATELY $676,000, $701,000 AND $642,000 FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992, RESPECTIVELY. 5. CREDIT AGREEMENT: ----------------- ITI HAS AN AVAILABLE UNSECURED LINE OF CREDIT WITH A REGIONAL BANK WHICH PERMITS BORROWING AT THE NATIONAL PRIME RATE. THE LINE OF CREDIT AVAILABLE AT DECEMBER 31, 1994 WAS $10 MILLION. NO BORROWINGS WERE OUTSTANDING AT DECEMBER 31, 1994. 6. RESTATEMENT: ------------ THE 1993 AND 1992 FINANCIAL STATEMENTS HAVE BEEN RESTATED TO REFLECT RECOGNITION OF INCOME FROM MAINTENANCE AGREEMENTS OVER THE TERM OF THE AGREEMENTS. THE EFFECT OF THE RESTATEMENT IS TO DECREASE NET INCOME FOR 1993 AND 1992 BY $1,044,000 AND $1,342,000 RESPECTIVELY AND RETAINED EARNINGS AT DECEMBER 31, 1991 BY $8,141,000. INFORMATION TECHNOLOGY, INC. FINANCIAL STATEMENTS FOR THREE MONTHS ENDING MARCH 31, 1995 (UNAUDITED) INFORMATION TECHNOLOGY, INC. BALANCE SHEET March 31, 1995 (Unaudited) -------------- ASSETS Current assets: Cash and cash equivalents $ 9,692,219 Accounts receivable 12,805,179 Deposits and prepaids 7,910,717 Investment securities 3,708,648 ------------ Total current assets 34,116,763 Property, plant and equipment, net 9,424,982 Other assets 540,274 ------------ $44,082,019 ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $12,934,227 Accrued liabilities 770,392 Customer downpayments 7,825,045 Deferred maintenance income 13,916,271 ------------ Total current liabilities 35,445,935 ------------ Stockholders' equity: Common stock, $.50 par value, 20,000 shares authorized, issued and outstanding 10,000 Unrealized loss on investment securities (27,524) Retained earnings 8,653,608 ------------ 8,636,084 ------------ $44,082,019 ============ The accompanying notes are an integral part of the financial statements. INFORMATION TECHNOLOGY, INC. STATEMENTS OF OPERATIONS AND RETAINED EARNINGS for the three months ended March 31, 1995 and 1994 (Unaudited) ------------- Three Months Ended March 31, ------------------------------ 1995 1994 ------ ------ Revenues $ 35,107,094 $26,771,576 ------------ ----------- Cost of revenues: Operating expenses 21,777,828 17,107,731 Depreciation and amortization 363,120 406,566 ------------ ----------- 22,140,948 17,514,297 ------------ ----------- Operating income 12,966,146 9,257,279 Other - net (335,380) 100,532 ------------ ----------- Net income 12,630,766 9,357,811 Retained earnings, beginning of period 16,029,980 58,677,001 Dividends (20,007,138) (712,314) ------------ ----------- Retained earnings, end of period $ 8,653,608 $67,332,498 ============ =========== The accompanying notes are an integral part of the financial statements. INFORMATION TECHNOLOGY, INC. STATEMENTS OF CASH FLOWS for the three months ended March 31, 1995 and 1994 (Unaudited) ------------- Three Months Ended March 31, ------------------------------ 1995 1994 ------ ------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 12,630,766 $ 9,357,811 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 363,120 406,566 Loss on sale of investments 956,393 - (Increase) decrease in: Accounts receivable (5,482,844) (1,394,517) Deposits and prepaids 32,302 2,526,404 Increase (decrease) in: Accounts payable 2,380,615 (1,392,103) Accrued liabilities (102,388) (137,498) Customers downpayments 2,211,358 259,180 Deferred maintenance income 1,214,271 1,150,193 Dividend payable (50,000,000) - ------------ ------------ Net cash provided by (used in) operating activities (35,796,407) 10,776,036 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property, plant and equipment (105,907) (48,933) Purchases of investments - (15,624,674) Proceeds from sales, calls and maturities of investments 34,519,172 - Decrease in other assets 6,047 - ------------ ------------ Net cash provided by (used in) investing activities 34,419,312 (15,673,607) ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Dividends (20,007,138) (712,314) ------------ ------------ Net decrease in cash and cash equivalents (21,384,233) (5,609,885) Cash and cash equivalents, beginning of period 31,076,452 16,253,908 ------------ ------------ Cash and cash equivalents, end of period $ 9,692,219 $ 10,644,023 ============ ============ The accompanying notes are an integral part of the financial statements. INFORMATION TECHNOLOGY, INC. NOTES TO FINANCIAL STATEMENTS (Unaudited) ------------ 1. Basis of Presentation: ---------------------- The accompanying unaudited financial statements include the accounts of Information Technology, Inc. (the "Company"). In the opinion of management, the financial statements contain all adjustments necessary to present fairly the Company's financial position and results of operations for the three months ended March 31, 1995 and 1994. Such adjustments consisted of normal recurring items. These unaudited financial statements should be read in conjunction with the audited financial statements as of December 31, 1994, and the notes thereto. 2. Subsequent Event: ----------------- On April 6, 1995, FIserv, Inc. entered into a Stock Purchase Agreement to purchase the Company for approximately $373,000,000, two-thirds in cash and one-third in FIserv Common Stock. The acquisition is subject to several conditions precedent, including receipt of government approvals, and is expected to close by the end of May. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma condensed consolidated balance sheets combine the condensed consolidated balance sheets of FIserv and ITI as of December 31, 1994 and March 31, 1995. The following unaudited condensed consolidated statements of income combine the condensed consolidated statements of income of FIserv and ITI for the year ended December 31, 1994 and the three months ended March 31, 1995. The financial information presented as of any date other than December 31 has been prepared from the books and records without audit. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial information for the periods indicated, have been included. The pro forma condensed consolidated balance sheets as of December 31, 1994 and March 31, 1995 and the pro forma condensed consolidated statements of income for the periods then ended have been prepared by FIserv management based upon the audited and unaudited financial statements of FIserv and ITI for the periods indicated. The allocations of the purchase price assigned to the assets acquired, including their related amortizations, and the liabilities assumed in the accompanying pro forma financial statements are based upon preliminary estimates and will be revised when the final fair value allocations are determined, as will the related income tax effects of the pro forma adjustments. The pro forma condensed consolidated statements of income are not necessarily indicative of the results that actually would have occurred if the acquisition had occurred at the beginning of the periods indicated or which may be obtained in the future. The pro forma financial statements should be read in conjunction with the audited financial statements of ITI (included herein) and of FIserv for the year ended December 31, 1994, as included in its Annual Report on Form 10-K for the year, incorporated herein by reference. FISERV, INC. AND INFORMATION TECHNOLOGY, INC. Unaudited Pro Forma Combined Condensed Balance Sheet (in thousands)