☒
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Georgia
|
|
58-2567903
|
(State or other jurisdiction of
incorporation or organization) |
|
(I.R.S. Employer
Identification No.) |
3550 Lenox Road
|
,
|
Atlanta
|
,
|
Georgia
|
|
30326
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Securities registered pursuant to Section 12(b) of the Act
|
||
Title of each class
|
Ticker symbol
|
Name of exchange on which registered
|
Common stock, no par value
|
GPN
|
New York Stock Exchange
|
Large accelerated filer
|
☒
|
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
|
Smaller reporting company
|
☐
|
|
|
|
Emerging growth company
|
☐
|
|
Yes
|
☐
|
|
No
|
☒
|
|
|
|
|
Page
|
PART I - FINANCIAL INFORMATION
|
|||
ITEM 1.
|
|
||
|
|
||
|
|
||
|
|
||
|
|
||
|
|
||
ITEM 2.
|
|
||
ITEM 3.
|
|
||
ITEM 4.
|
|
||
PART II - OTHER INFORMATION
|
|||
ITEM 1.
|
|
||
ITEM 1A.
|
|
||
ITEM 2.
|
|
||
ITEM 6.
|
|
||
|
|
|
Three Months Ended
|
||||||
|
June 30, 2019
|
|
June 30, 2018
|
||||
|
|
|
|
||||
Revenues
|
$
|
935,152
|
|
|
$
|
833,164
|
|
Operating expenses:
|
|
|
|
||||
Cost of service
|
302,276
|
|
|
264,544
|
|
||
Selling, general and administrative
|
411,150
|
|
|
377,883
|
|
||
|
713,426
|
|
|
642,427
|
|
||
Operating income
|
221,726
|
|
|
190,737
|
|
||
|
|
|
|
||||
Interest and other income
|
6,176
|
|
|
2,568
|
|
||
Interest and other expense
|
(65,616
|
)
|
|
(47,720
|
)
|
||
|
(59,440
|
)
|
|
(45,152
|
)
|
||
Income before income taxes
|
162,286
|
|
|
145,585
|
|
||
Provision for income taxes
|
(32,247
|
)
|
|
(27,856
|
)
|
||
Net income
|
130,039
|
|
|
117,729
|
|
||
Net income attributable to noncontrolling interests, net of income tax
|
(9,581
|
)
|
|
(8,660
|
)
|
||
Net income attributable to Global Payments
|
$
|
120,458
|
|
|
$
|
109,069
|
|
|
|
|
|
||||
Earnings per share attributable to Global Payments:
|
|
|
|
||||
Basic earnings per share
|
$
|
0.77
|
|
|
$
|
0.69
|
|
Diluted earnings per share
|
$
|
0.77
|
|
|
$
|
0.68
|
|
|
Six Months Ended
|
||||||
|
June 30, 2019
|
|
June 30, 2018
|
||||
|
|
|
|
||||
Revenues
|
$
|
1,818,190
|
|
|
$
|
1,628,141
|
|
Operating expenses:
|
|
|
|
||||
Cost of service
|
607,505
|
|
|
516,930
|
|
||
Selling, general and administrative
|
789,467
|
|
|
764,304
|
|
||
|
1,396,972
|
|
|
1,281,234
|
|
||
Operating income
|
421,218
|
|
|
346,907
|
|
||
|
|
|
|
||||
Interest and other income
|
9,112
|
|
|
14,262
|
|
||
Interest and other expense
|
(124,697
|
)
|
|
(93,325
|
)
|
||
|
(115,585
|
)
|
|
(79,063
|
)
|
||
Income before income taxes
|
305,633
|
|
|
267,844
|
|
||
Provision for income taxes
|
(56,388
|
)
|
|
(52,529
|
)
|
||
Net income
|
249,245
|
|
|
215,315
|
|
||
Net income attributable to noncontrolling interests, net of income tax
|
(16,445
|
)
|
|
(14,847
|
)
|
||
Net income attributable to Global Payments
|
$
|
232,800
|
|
|
$
|
200,468
|
|
|
|
|
|
||||
Earnings per share attributable to Global Payments:
|
|
|
|
||||
Basic earnings per share
|
$
|
1.48
|
|
|
$
|
1.26
|
|
Diluted earnings per share
|
$
|
1.48
|
|
|
$
|
1.25
|
|
|
Three Months Ended
|
||||||
|
June 30, 2019
|
|
June 30, 2018
|
||||
|
|
|
|
||||
Net income
|
$
|
130,039
|
|
|
$
|
117,729
|
|
Other comprehensive income (loss):
|
|
|
|
||||
Foreign currency translation adjustments
|
7,704
|
|
|
(78,550
|
)
|
||
Income tax benefit (provision) related to foreign currency translation adjustments
|
1,517
|
|
|
(763
|
)
|
||
Net unrealized gains (losses) on hedging activities
|
(42,222
|
)
|
|
2,932
|
|
||
Reclassification of net unrealized gains on hedging activities to interest expense
|
(893
|
)
|
|
(1,104
|
)
|
||
Income tax benefit (provision) related to hedging activities
|
10,527
|
|
|
(445
|
)
|
||
Other, net of tax
|
17
|
|
|
52
|
|
||
Other comprehensive loss
|
(23,350
|
)
|
|
(77,878
|
)
|
||
|
|
|
|
||||
Comprehensive income
|
106,689
|
|
|
39,851
|
|
||
Comprehensive (income) loss attributable to noncontrolling interests
|
(13,529
|
)
|
|
2,551
|
|
||
Comprehensive income attributable to Global Payments
|
$
|
93,160
|
|
|
$
|
42,402
|
|
|
Six Months Ended
|
||||||
|
June 30, 2019
|
|
June 30, 2018
|
||||
|
|
|
|
||||
Net income
|
$
|
249,245
|
|
|
$
|
215,315
|
|
Other comprehensive income (loss):
|
|
|
|
||||
Foreign currency translation adjustments
|
12,902
|
|
|
(65,225
|
)
|
||
Income tax benefit (provision) related to foreign currency translation adjustments
|
1,551
|
|
|
(365
|
)
|
||
Net unrealized gains (losses) on hedging activities
|
(56,731
|
)
|
|
10,508
|
|
||
Reclassification of net unrealized gains on hedging activities to interest expense
|
(2,723
|
)
|
|
(1,167
|
)
|
||
Income tax benefit (provision) related to hedging activities
|
14,512
|
|
|
(2,310
|
)
|
||
Other, net of tax
|
128
|
|
|
—
|
|
||
Other comprehensive loss
|
(30,361
|
)
|
|
(58,559
|
)
|
||
|
|
|
|
||||
Comprehensive income
|
218,884
|
|
|
156,756
|
|
||
Comprehensive income attributable to noncontrolling interests
|
(15,815
|
)
|
|
(14,930
|
)
|
||
Comprehensive income attributable to Global Payments
|
$
|
203,069
|
|
|
$
|
141,826
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||||
|
(Unaudited)
|
|
|
||||
ASSETS
|
|
|
|
|
|||
Current assets:
|
|
|
|
|
|||
Cash and cash equivalents
|
$
|
1,047,727
|
|
|
$
|
1,210,878
|
|
Accounts receivable, net
|
394,603
|
|
|
348,400
|
|
||
Settlement processing assets
|
2,844,267
|
|
|
1,600,222
|
|
||
Prepaid expenses and other current assets
|
261,082
|
|
|
216,708
|
|
||
Total current assets
|
4,547,679
|
|
|
3,376,208
|
|
||
Goodwill
|
6,345,563
|
|
|
6,341,355
|
|
||
Other intangible assets, net
|
2,308,333
|
|
|
2,488,618
|
|
||
Property and equipment, net
|
712,396
|
|
|
653,542
|
|
||
Deferred income taxes
|
6,950
|
|
|
8,128
|
|
||
Other noncurrent assets
|
663,151
|
|
|
362,923
|
|
||
Total assets
|
$
|
14,584,072
|
|
|
$
|
13,230,774
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Settlement lines of credit
|
$
|
736,209
|
|
|
$
|
700,486
|
|
Current portion of long-term debt
|
151,062
|
|
|
115,075
|
|
||
Accounts payable and accrued liabilities
|
1,117,938
|
|
|
1,176,703
|
|
||
Settlement processing obligations
|
2,478,373
|
|
|
1,276,356
|
|
||
Total current liabilities
|
4,483,582
|
|
|
3,268,620
|
|
||
Long-term debt
|
5,000,585
|
|
|
5,015,168
|
|
||
Deferred income taxes
|
556,130
|
|
|
585,025
|
|
||
Other noncurrent liabilities
|
368,659
|
|
|
175,618
|
|
||
Total liabilities
|
10,408,956
|
|
|
9,044,431
|
|
||
Commitments and contingencies
|
|
|
|
|
|
||
Equity:
|
|
|
|
||||
Preferred stock, no par value; 5,000,000 shares authorized and none issued
|
—
|
|
|
—
|
|
||
Common stock, no par value; 200,000,000 shares authorized; 156,674,688 issued and outstanding at June 30, 2019 and 157,961,982 issued and outstanding at December 31, 2018
|
—
|
|
|
—
|
|
||
Paid-in capital
|
2,126,065
|
|
|
2,235,167
|
|
||
Retained earnings
|
2,204,445
|
|
|
2,066,415
|
|
||
Accumulated other comprehensive loss
|
(339,906
|
)
|
|
(310,175
|
)
|
||
Total Global Payments shareholders’ equity
|
3,990,604
|
|
|
3,991,407
|
|
||
Noncontrolling interests
|
184,512
|
|
|
194,936
|
|
||
Total equity
|
4,175,116
|
|
|
4,186,343
|
|
||
Total liabilities and equity
|
$
|
14,584,072
|
|
|
$
|
13,230,774
|
|
|
Six Months Ended
|
||||||
|
June 30, 2019
|
|
June 30, 2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
249,245
|
|
|
$
|
215,315
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization of property and equipment
|
82,760
|
|
|
69,088
|
|
||
Amortization of acquired intangibles
|
210,993
|
|
|
176,303
|
|
||
Amortization of capitalized contract costs
|
31,965
|
|
|
23,835
|
|
||
Share-based compensation expense
|
27,914
|
|
|
30,104
|
|
||
Provision for operating losses and bad debts
|
18,637
|
|
|
22,942
|
|
||
Deferred income taxes
|
(6,483
|
)
|
|
(3,061
|
)
|
||
Other, net
|
22,469
|
|
|
(6,228
|
)
|
||
Changes in operating assets and liabilities, net of the effects of business combinations:
|
|
|
|
||||
Accounts receivable
|
(49,774
|
)
|
|
(21,763
|
)
|
||
Settlement processing assets and obligations, net
|
(41,715
|
)
|
|
95,232
|
|
||
Prepaid expenses and other assets
|
(148,435
|
)
|
|
(92,154
|
)
|
||
Accounts payable and other liabilities
|
(150,223
|
)
|
|
(2,857
|
)
|
||
Net cash provided by operating activities
|
247,353
|
|
|
506,756
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Acquisitions, net of cash acquired
|
(78,245
|
)
|
|
—
|
|
||
Capital expenditures
|
(133,312
|
)
|
|
(102,669
|
)
|
||
Other, net
|
13,182
|
|
|
(1,436
|
)
|
||
Net cash used in investing activities
|
(198,375
|
)
|
|
(104,105
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Net borrowings (repayments) of settlement lines of credit
|
32,163
|
|
|
(88,325
|
)
|
||
Proceeds from long-term debt
|
586,000
|
|
|
694,214
|
|
||
Repayments of long-term debt
|
(569,119
|
)
|
|
(1,024,695
|
)
|
||
Payment of debt issuance costs
|
—
|
|
|
(10,884
|
)
|
||
Repurchase of common stock
|
(233,996
|
)
|
|
(177,261
|
)
|
||
Proceeds from stock issued under share-based compensation plans
|
12,952
|
|
|
6,340
|
|
||
Common stock repurchased - share-based compensation plans
|
(11,167
|
)
|
|
(9,989
|
)
|
||
Distributions to noncontrolling interests
|
(26,239
|
)
|
|
—
|
|
||
Dividends paid
|
(3,137
|
)
|
|
(3,171
|
)
|
||
Net cash used in financing activities
|
(212,543
|
)
|
|
(613,771
|
)
|
||
Effect of exchange rate changes on cash
|
414
|
|
|
(25,206
|
)
|
||
Decrease in cash and cash equivalents
|
(163,151
|
)
|
|
(236,326
|
)
|
||
Cash and cash equivalents, beginning of the period
|
1,210,878
|
|
|
1,335,855
|
|
||
Cash and cash equivalents, end of the period
|
$
|
1,047,727
|
|
|
$
|
1,099,529
|
|
|
Number of Shares
|
|
Paid-in Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Loss
|
|
Total Global Payments Shareholders’ Equity
|
|
Noncontrolling Interests
|
|
Total Equity
|
|||||||||||||
Balance at March 31, 2019
|
157,130
|
|
|
$
|
2,151,623
|
|
|
$
|
2,111,798
|
|
|
$
|
(312,608
|
)
|
|
$
|
3,950,813
|
|
|
$
|
191,648
|
|
|
$
|
4,142,461
|
|
Net income
|
|
|
|
|
120,458
|
|
|
|
|
120,458
|
|
|
9,581
|
|
|
130,039
|
|
|||||||||
Other comprehensive income (loss)
|
|
|
|
|
|
|
(27,298
|
)
|
|
(27,298
|
)
|
|
3,948
|
|
|
(23,350
|
)
|
|||||||||
Stock issued under share-based compensation plans
|
67
|
|
|
5,104
|
|
|
|
|
|
|
5,104
|
|
|
|
|
5,104
|
|
|||||||||
Common stock repurchased - share-based compensation plans
|
(9
|
)
|
|
(1,406
|
)
|
|
|
|
|
|
(1,406
|
)
|
|
|
|
(1,406
|
)
|
|||||||||
Share-based compensation expense
|
|
|
16,497
|
|
|
|
|
|
|
16,497
|
|
|
|
|
16,497
|
|
||||||||||
Distributions to noncontrolling interest
|
|
|
|
|
|
|
|
|
—
|
|
|
(20,665
|
)
|
|
(20,665
|
)
|
||||||||||
Repurchase of common stock
|
(513
|
)
|
|
(45,753
|
)
|
|
(26,246
|
)
|
|
|
|
(71,999
|
)
|
|
|
|
(71,999
|
)
|
||||||||
Dividends paid ($0.01 per share)
|
|
|
|
|
(1,565
|
)
|
|
|
|
(1,565
|
)
|
|
|
|
(1,565
|
)
|
||||||||||
Balance at June 30, 2019
|
156,675
|
|
|
$
|
2,126,065
|
|
|
$
|
2,204,445
|
|
|
$
|
(339,906
|
)
|
|
$
|
3,990,604
|
|
|
$
|
184,512
|
|
|
$
|
4,175,116
|
|
|
Number of Shares
|
|
Paid-in Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Loss
|
|
Total Global Payments Shareholders’ Equity
|
|
Noncontrolling Interests
|
|
Total Equity
|
|||||||||||||
Balance at March 31, 2018
|
159,533
|
|
|
$
|
2,390,022
|
|
|
$
|
1,738,545
|
|
|
$
|
(176,961
|
)
|
|
$
|
3,951,606
|
|
|
$
|
188,184
|
|
|
$
|
4,139,790
|
|
Net income
|
|
|
|
|
109,069
|
|
|
|
|
109,069
|
|
|
8,660
|
|
|
117,729
|
|
|||||||||
Other comprehensive loss
|
|
|
|
|
|
|
(66,668
|
)
|
|
(66,668
|
)
|
|
(11,210
|
)
|
|
(77,878
|
)
|
|||||||||
Stock issued under share-based compensation plans
|
151
|
|
|
3,727
|
|
|
|
|
|
|
3,727
|
|
|
|
|
3,727
|
|
|||||||||
Common stock repurchased - share-based compensation plans
|
(10
|
)
|
|
(1,078
|
)
|
|
|
|
|
|
(1,078
|
)
|
|
|
|
(1,078
|
)
|
|||||||||
Share-based compensation expense
|
|
|
15,206
|
|
|
|
|
|
|
15,206
|
|
|
|
|
15,206
|
|
||||||||||
Repurchase of common stock
|
(1,603
|
)
|
|
(153,094
|
)
|
|
(26,823
|
)
|
|
|
|
(179,917
|
)
|
|
|
|
(179,917
|
)
|
||||||||
Dividends paid ($0.01 per share)
|
|
|
|
|
(1,578
|
)
|
|
|
|
(1,578
|
)
|
|
|
|
(1,578
|
)
|
||||||||||
Balance at June 30, 2018
|
158,071
|
|
|
$
|
2,254,783
|
|
|
$
|
1,819,213
|
|
|
$
|
(243,629
|
)
|
|
$
|
3,830,367
|
|
|
$
|
185,634
|
|
|
$
|
4,016,001
|
|
|
Number of Shares
|
|
Paid-in Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Loss
|
|
Total Global Payments Shareholders’ Equity
|
|
Noncontrolling Interests
|
|
Total Equity
|
|||||||||||||
Balance at December 31, 2018
|
157,962
|
|
|
$
|
2,235,167
|
|
|
$
|
2,066,415
|
|
|
$
|
(310,175
|
)
|
|
$
|
3,991,407
|
|
|
$
|
194,936
|
|
|
$
|
4,186,343
|
|
Net income
|
|
|
|
|
232,800
|
|
|
|
|
232,800
|
|
|
16,445
|
|
|
249,245
|
|
|||||||||
Other comprehensive loss
|
|
|
|
|
|
|
(29,731
|
)
|
|
(29,731
|
)
|
|
(630
|
)
|
|
(30,361
|
)
|
|||||||||
Stock issued under share-based compensation plans
|
609
|
|
|
12,952
|
|
|
|
|
|
|
12,952
|
|
|
|
|
12,952
|
|
|||||||||
Common stock repurchased - share-based compensation plans
|
(88
|
)
|
|
(11,606
|
)
|
|
|
|
|
|
|
(11,606
|
)
|
|
|
|
(11,606
|
)
|
||||||||
Share-based compensation expense
|
|
|
27,914
|
|
|
|
|
|
|
27,914
|
|
|
|
|
27,914
|
|
||||||||||
Distributions to noncontrolling interest
|
|
|
|
|
|
|
|
|
—
|
|
|
(26,239
|
)
|
|
(26,239
|
)
|
||||||||||
Repurchase of common stock
|
(1,808
|
)
|
|
(138,362
|
)
|
|
(91,633
|
)
|
|
|
|
(229,995
|
)
|
|
|
|
(229,995
|
)
|
||||||||
Dividends paid ($0.02 per share)
|
|
|
|
|
(3,137
|
)
|
|
|
|
(3,137
|
)
|
|
|
|
(3,137
|
)
|
||||||||||
Balance at June 30, 2019
|
156,675
|
|
|
$
|
2,126,065
|
|
|
$
|
2,204,445
|
|
|
$
|
(339,906
|
)
|
|
$
|
3,990,604
|
|
|
$
|
184,512
|
|
|
$
|
4,175,116
|
|
|
Number of Shares
|
|
Paid-in Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Loss
|
|
Total Global Payments Shareholders’ Equity
|
|
Noncontrolling Interests
|
|
Total Equity
|
|||||||||||||
Balance at December 31, 2017
|
159,180
|
|
|
$
|
2,379,774
|
|
|
$
|
1,597,897
|
|
|
$
|
(183,144
|
)
|
|
$
|
3,794,527
|
|
|
$
|
170,704
|
|
|
$
|
3,965,231
|
|
Cumulative effect of adoption of new accounting standard
|
|
|
|
|
50,970
|
|
|
(1,843
|
)
|
|
49,127
|
|
|
|
|
49,127
|
|
|||||||||
Net income
|
|
|
|
|
200,468
|
|
|
|
|
200,468
|
|
|
14,847
|
|
|
215,315
|
|
|||||||||
Other comprehensive income (loss)
|
|
|
|
|
|
|
(58,642
|
)
|
|
(58,642
|
)
|
|
83
|
|
|
(58,559
|
)
|
|||||||||
Stock issued under share-based compensation plans
|
570
|
|
|
6,340
|
|
|
|
|
|
|
|
6,340
|
|
|
|
|
6,340
|
|
||||||||
Common stock repurchased - share-based compensation plans
|
(67
|
)
|
|
(7,489
|
)
|
|
|
|
|
|
(7,489
|
)
|
|
|
|
(7,489
|
)
|
|||||||||
Share-based compensation expense
|
|
|
30,104
|
|
|
|
|
|
|
30,104
|
|
|
|
|
30,104
|
|
||||||||||
Repurchase of common stock
|
(1,612
|
)
|
|
(153,946
|
)
|
|
(26,951
|
)
|
|
|
|
(180,897
|
)
|
|
|
|
(180,897
|
)
|
||||||||
Dividends paid ($0.02 per share)
|
|
|
|
|
(3,171
|
)
|
|
|
|
(3,171
|
)
|
|
|
|
(3,171
|
)
|
||||||||||
Balance at June 30, 2018
|
158,071
|
|
|
$
|
2,254,783
|
|
|
$
|
1,819,213
|
|
|
$
|
(243,629
|
)
|
|
$
|
3,830,367
|
|
|
$
|
185,634
|
|
|
$
|
4,016,001
|
|
Cash and cash equivalents
|
|
$
|
7,540
|
|
Property and equipment
|
|
5,838
|
|
|
Identified intangible assets
|
|
188,294
|
|
|
Other assets
|
|
22,275
|
|
|
Deferred income taxes
|
|
(48,560
|
)
|
|
Other liabilities
|
|
(31,350
|
)
|
|
Total identifiable net assets
|
|
144,037
|
|
|
Goodwill
|
|
266,164
|
|
|
Total purchase consideration
|
|
$
|
410,201
|
|
|
Estimated Fair Values
|
|
Weighted-Average Estimated Amortization Periods
|
||
|
|
|
|
||
|
(in thousands)
|
|
(years)
|
||
Customer-related intangible assets
|
$
|
104,900
|
|
|
14
|
Acquired technologies
|
65,312
|
|
|
6
|
|
Trademarks and trade names
|
11,202
|
|
|
3
|
|
Contract-based intangible assets
|
6,880
|
|
|
5
|
|
Total estimated identified intangible assets
|
$
|
188,294
|
|
|
10
|
Cash and cash equivalents
|
|
$
|
7,657
|
|
Property and equipment
|
|
5,672
|
|
|
Identified intangible assets
|
|
419,500
|
|
|
Other assets
|
|
11,785
|
|
|
Deferred income taxes
|
|
(93,372
|
)
|
|
Other liabilities
|
|
(15,647
|
)
|
|
Total identifiable net assets
|
|
335,595
|
|
|
Goodwill
|
|
371,290
|
|
|
Total purchase consideration
|
|
$
|
706,885
|
|
|
Estimated Fair Values
|
|
Weighted-Average Estimated Amortization Periods
|
||
|
|
|
|
||
|
(in thousands)
|
|
(years)
|
||
Customer-related intangible assets
|
$
|
303,100
|
|
|
11
|
Acquired technologies
|
83,700
|
|
|
5
|
|
Trademarks and trade names
|
32,700
|
|
|
15
|
|
Total estimated identified intangible assets
|
$
|
419,500
|
|
|
10
|
|
Three Months Ended June 30, 2019
|
||||||||||||||
|
North America
|
|
Europe
|
|
Asia-Pacific
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Direct:
|
|
|
|
|
|
|
|
||||||||
Relationship-led
|
$
|
301,094
|
|
|
$
|
110,655
|
|
|
$
|
30,742
|
|
|
$
|
442,491
|
|
Technology-enabled
|
349,839
|
|
|
49,694
|
|
|
28,142
|
|
|
427,675
|
|
||||
|
650,933
|
|
|
160,349
|
|
|
58,884
|
|
|
870,166
|
|
||||
Wholesale
|
64,986
|
|
|
—
|
|
|
—
|
|
|
64,986
|
|
||||
|
$
|
715,919
|
|
|
$
|
160,349
|
|
|
$
|
58,884
|
|
|
$
|
935,152
|
|
|
Three Months Ended June 30, 2018
|
||||||||||||||
|
North America
|
|
Europe
|
|
Asia-Pacific
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Direct:
|
|
|
|
|
|
|
|
||||||||
Relationship-led
|
$
|
244,861
|
|
|
$
|
102,960
|
|
|
$
|
32,371
|
|
|
$
|
380,192
|
|
Technology-enabled
|
296,419
|
|
|
52,671
|
|
|
23,361
|
|
|
372,451
|
|
||||
|
541,280
|
|
|
155,631
|
|
|
55,732
|
|
|
752,643
|
|
||||
Wholesale
|
80,521
|
|
|
—
|
|
|
—
|
|
|
80,521
|
|
||||
|
$
|
621,801
|
|
|
$
|
155,631
|
|
|
$
|
55,732
|
|
|
$
|
833,164
|
|
|
Six Months Ended June 30, 2019
|
||||||||||||||
|
North America
|
|
Europe
|
|
Asia-Pacific
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Direct:
|
|
|
|
|
|
|
|
||||||||
Relationship-led
|
$
|
571,637
|
|
|
$
|
205,220
|
|
|
$
|
64,161
|
|
|
$
|
841,018
|
|
Technology-enabled
|
691,947
|
|
|
97,998
|
|
|
56,470
|
|
|
846,415
|
|
||||
|
1,263,584
|
|
|
303,218
|
|
|
120,631
|
|
|
1,687,433
|
|
||||
Wholesale
|
130,757
|
|
|
—
|
|
|
—
|
|
|
130,757
|
|
||||
|
$
|
1,394,341
|
|
|
$
|
303,218
|
|
|
$
|
120,631
|
|
|
$
|
1,818,190
|
|
|
Six Months Ended June 30, 2018
|
||||||||||||||
|
North America
|
|
Europe
|
|
Asia-Pacific
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Direct:
|
|
|
|
|
|
|
|
||||||||
Relationship-led
|
$
|
471,281
|
|
|
$
|
195,174
|
|
|
$
|
67,613
|
|
|
$
|
734,068
|
|
Technology-enabled
|
579,776
|
|
|
103,734
|
|
|
45,790
|
|
|
729,300
|
|
||||
|
1,051,057
|
|
|
298,908
|
|
|
113,403
|
|
|
1,463,368
|
|
||||
Wholesale
|
164,773
|
|
|
—
|
|
|
—
|
|
|
164,773
|
|
||||
|
$
|
1,215,830
|
|
|
$
|
298,908
|
|
|
$
|
113,403
|
|
|
$
|
1,628,141
|
|
|
Balance Sheet Location
|
|
June 30, 2019
|
|
December 31, 2018
|
||||
|
|
|
|
|
|
||||
|
|
|
(in thousands)
|
||||||
|
|
|
|
|
|
||||
Assets:
|
|
|
|
|
|
||||
Capitalized costs to obtain customer contracts, net
|
Other noncurrent assets
|
|
$
|
210,609
|
|
|
$
|
194,616
|
|
Capitalized costs to fulfill customer contracts, net
|
Other noncurrent assets
|
|
$
|
19,319
|
|
|
$
|
12,954
|
|
|
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
|
||||
Contract liabilities, net (current)
|
Accounts payable and accrued liabilities
|
|
$
|
156,930
|
|
|
$
|
146,947
|
|
Contract liabilities, net (noncurrent)
|
Other noncurrent liabilities
|
|
$
|
9,532
|
|
|
$
|
8,595
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||||
|
|
|
|
||||
|
(in thousands)
|
||||||
|
|
|
|
||||
Settlement processing assets:
|
|
|
|
||||
Interchange reimbursement
|
$
|
260,103
|
|
|
$
|
154,978
|
|
Receivable from members
|
176,687
|
|
|
228,107
|
|
||
Receivable from networks
|
2,412,382
|
|
|
1,221,060
|
|
||
Exception items
|
11,042
|
|
|
7,636
|
|
||
Merchant reserves
|
(15,947
|
)
|
|
(11,559
|
)
|
||
|
$
|
2,844,267
|
|
|
$
|
1,600,222
|
|
|
|
|
|
||||
Settlement processing obligations:
|
|
|
|
||||
Interchange reimbursement
|
$
|
89,895
|
|
|
$
|
193,235
|
|
Liability to members
|
(23,815
|
)
|
|
(182,450
|
)
|
||
Liability to merchants
|
(2,400,467
|
)
|
|
(1,144,249
|
)
|
||
Exception items
|
11,505
|
|
|
7,146
|
|
||
Merchant reserves
|
(151,450
|
)
|
|
(145,826
|
)
|
||
Reserve for operating losses and sales allowances
|
(4,041
|
)
|
|
(4,212
|
)
|
||
|
$
|
(2,478,373
|
)
|
|
$
|
(1,276,356
|
)
|
|
June 30, 2019
|
|
December 31, 2018
|
||||
|
|
|
|
||||
|
(in thousands)
|
||||||
|
|
|
|
||||
Goodwill
|
$
|
6,345,563
|
|
|
$
|
6,341,355
|
|
Other intangible assets:
|
|
|
|
||||
Customer-related intangible assets
|
$
|
2,496,055
|
|
|
$
|
2,486,217
|
|
Acquired technologies
|
920,398
|
|
|
896,701
|
|
||
Trademarks and trade names
|
288,003
|
|
|
289,588
|
|
||
Contract-based intangible assets
|
175,397
|
|
|
178,391
|
|
||
|
3,879,853
|
|
|
3,850,897
|
|
||
Less accumulated amortization:
|
|
|
|
||||
Customer-related intangible assets
|
970,427
|
|
|
860,715
|
|
||
Acquired technologies
|
429,592
|
|
|
351,170
|
|
||
Trademarks and trade names
|
97,964
|
|
|
83,234
|
|
||
Contract-based intangible assets
|
73,537
|
|
|
67,160
|
|
||
|
1,571,520
|
|
|
1,362,279
|
|
||
|
$
|
2,308,333
|
|
|
$
|
2,488,618
|
|
|
North America
|
|
Europe
|
|
Asia-Pacific
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Balance at December 31, 2018
|
$
|
5,530,087
|
|
|
$
|
484,761
|
|
|
$
|
326,507
|
|
|
$
|
6,341,355
|
|
Effect of foreign currency translation
|
4,878
|
|
|
(724
|
)
|
|
(570
|
)
|
|
3,584
|
|
||||
Measurement-period adjustments
|
(4,092
|
)
|
|
—
|
|
|
4,716
|
|
|
624
|
|
||||
Balance at June 30, 2019
|
$
|
5,530,873
|
|
|
$
|
484,037
|
|
|
$
|
330,653
|
|
|
$
|
6,345,563
|
|
|
|
Balance Sheet Location
|
|
June 30, 2019
|
|
January 1, 2019
|
||||
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
||||
Assets:
|
|
|
|
|
|
|
||||
Operating lease right-of-use assets(1)
|
|
Other noncurrent assets
|
|
$
|
219,006
|
|
|
$
|
235,979
|
|
|
|
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
|
|
||||
Operating lease liabilities (current)
|
|
Accounts payable and accrued liabilities
|
|
$
|
34,589
|
|
|
$
|
37,339
|
|
Operating lease liabilities (noncurrent)
|
|
Other noncurrent liabilities
|
|
224,751
|
|
|
236,697
|
|
||
Total operating lease liabilities
|
|
|
|
$
|
259,340
|
|
|
$
|
274,036
|
|
Year ending December 31,
|
|
|
||
2019
|
|
$
|
24,694
|
|
2020
|
|
42,249
|
|
|
2021
|
|
35,221
|
|
|
2022
|
|
32,536
|
|
|
2023
|
|
28,964
|
|
|
2024
|
|
27,187
|
|
|
2025 and thereafter
|
|
147,981
|
|
|
Total lease payments(1)
|
|
338,832
|
|
|
Imputed interest
|
|
(79,492
|
)
|
|
Total operating lease liabilities
|
|
$
|
259,340
|
|
Year ending December 31:
|
|
|
||
2019
|
|
$
|
50,095
|
|
2020
|
|
47,700
|
|
|
2021
|
|
40,035
|
|
|
2022
|
|
37,055
|
|
|
2023
|
|
33,298
|
|
|
2024 and thereafter
|
|
225,225
|
|
|
Total future minimum payments(1)
|
|
$
|
433,408
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||||
|
|
|
|
||||
|
(in thousands)
|
||||||
|
|
|
|
||||
Credit Facility:
|
|
|
|
||||
Term loans (face amounts of $4,419,554 and $4,463,643 at June 30, 2019 and December 31, 2018, respectively, less unamortized debt issuance costs of $32,906 and $37,400 at June 30, 2019 and December 31, 2018, respectively)
|
$
|
4,386,647
|
|
|
$
|
4,426,243
|
|
Revolving Credit Facility
|
765,000
|
|
|
704,000
|
|
||
Total long-term debt
|
5,151,647
|
|
|
5,130,243
|
|
||
Less current portion of Credit Facility
|
151,062
|
|
|
115,075
|
|
||
Long-term debt, excluding current portion
|
$
|
5,000,585
|
|
|
$
|
5,015,168
|
|
Year ending December 31,
|
|
||
2019
|
$
|
80,087
|
|
2020
|
159,979
|
|
|
2021
|
195,848
|
|
|
2022
|
267,587
|
|
|
2023
|
4,006,053
|
|
|
2024 and thereafter
|
475,000
|
|
|
Total
|
$
|
5,184,554
|
|
|
|
|
|
|
|
|
|
Fair Values
|
||||||
Derivative Financial Instruments
|
|
Balance Sheet Location
|
|
Weighted-Average Fixed Rate of Interest at June 30, 2019
|
|
Range of Maturity Dates at
June 30, 2019
|
|
June 30,
2019
|
|
December 31, 2018
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
(in thousands)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||
Interest rate swaps (Notional of $250 million at June 30, 2019 and $750 million at December 31, 2018)
|
|
Prepaid expenses and other current assets
|
|
1.58%
|
|
December 31, 2019
|
|
$
|
582
|
|
|
$
|
3,200
|
|
Interest rate swaps (Notional of $250 million at June 30, 2019 and $550 million at December 31, 2018)
|
|
Other noncurrent assets
|
|
1.34%
|
|
July 31, 2020 - March 31, 2021
|
|
$
|
1,317
|
|
|
$
|
8,256
|
|
Interest rate swaps (Notional of $1.0 billion at June 30, 2019)
|
|
Accounts payable and accrued liabilities
|
|
2.09%
|
|
December 31, 2019
|
|
$
|
14,617
|
|
|
$
|
—
|
|
Interest rate swaps (Notional of $1.6 billion at June 30, 2019 and $950 million at December 31, 2018)
|
|
Other noncurrent liabilities
|
|
2.57%
|
|
March 31, 2021 - December 31, 2022
|
|
$
|
49,886
|
|
|
$
|
14,601
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30, 2019
|
|
June 30, 2018
|
|
June 30, 2019
|
|
June 30, 2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Amount of net unrealized gains (losses) recognized in other comprehensive income
|
$
|
(42,222
|
)
|
|
$
|
2,932
|
|
|
$
|
(56,731
|
)
|
|
$
|
10,508
|
|
Amount of net unrealized gains reclassified out of other comprehensive income to interest expense
|
$
|
(893
|
)
|
|
$
|
(1,104
|
)
|
|
$
|
(2,723
|
)
|
|
$
|
(1,167
|
)
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30, 2019
|
|
June 30, 2018
|
|
June 30, 2019
|
|
June 30, 2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Share-based compensation expense
|
$
|
16,496
|
|
|
$
|
15,205
|
|
|
$
|
27,914
|
|
|
$
|
30,104
|
|
Income tax benefit
|
$
|
3,728
|
|
|
$
|
3,377
|
|
|
$
|
6,237
|
|
|
$
|
6,662
|
|
|
Shares
|
|
Weighted-Average
Grant-Date
Fair Value
|
|||
|
|
|
|
|||
|
(in thousands)
|
|
|
|||
|
|
|
|
|||
Unvested at December 31, 2018
|
1,084
|
|
|
|
$108.51
|
|
Granted
|
475
|
|
|
133.58
|
|
|
Vested
|
(260
|
)
|
|
94.78
|
|
|
Forfeited
|
(62
|
)
|
|
107.74
|
|
|
Unvested at June 30, 2019
|
1,237
|
|
|
|
$121.06
|
|
|
Options
|
|
Weighted-Average Exercise Price
|
|
Weighted-Average Remaining Contractual Term
|
|
Aggregate Intrinsic Value
|
|||
|
|
|
|
|
|
|
|
|||
|
(in thousands)
|
|
|
|
(years)
|
|
(in millions)
|
|||
|
|
|
|
|
|
|
|
|||
Outstanding at December 31, 2018
|
598
|
|
|
|
$59.16
|
|
|
6.2
|
|
$27.3
|
Granted
|
109
|
|
|
128.22
|
|
|
|
|
|
|
Exercised
|
(193
|
)
|
|
34.01
|
|
|
|
|
|
|
Outstanding at June 30, 2019
|
514
|
|
|
|
$83.31
|
|
|
7.1
|
|
$39.5
|
|
|
|
|
|
|
|
|
|||
Options vested and exercisable at June 30, 2019
|
296
|
|
|
|
$61.73
|
|
|
5.8
|
|
$29.1
|
|
Six Months Ended
|
||
|
June 30, 2019
|
|
June 30, 2018
|
|
|
|
|
Risk-free interest rate
|
2.49%
|
|
2.60%
|
Expected volatility
|
30%
|
|
29%
|
Dividend yield
|
0.04%
|
|
0.04%
|
Expected term (years)
|
5
|
|
5
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
June 30, 2019
|
|
June 30, 2018
|
|
June 30, 2019
|
|
June 30, 2018
|
||||
|
|
|
|
|
|
|
|
||||
|
(in thousands)
|
||||||||||
|
|
|
|
|
|
|
|
||||
Basic weighted-average number of shares outstanding
|
156,768
|
|
|
159,003
|
|
|
157,141
|
|
|
159,161
|
|
Plus: Dilutive effect of stock options and other share-based awards
|
494
|
|
|
674
|
|
|
497
|
|
|
679
|
|
Diluted weighted-average number of shares outstanding
|
157,262
|
|
|
159,677
|
|
|
157,638
|
|
|
159,840
|
|
|
Foreign Currency Translation
|
|
Unrealized Gains (Losses) on Hedging Activities
|
|
Other
|
|
Accumulated Other Comprehensive Loss
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Balance at March 31, 2019
|
$
|
(294,467
|
)
|
|
$
|
(14,725
|
)
|
|
$
|
(3,416
|
)
|
|
$
|
(312,608
|
)
|
Other comprehensive income (loss)
|
5,273
|
|
|
(32,588
|
)
|
|
17
|
|
|
(27,298
|
)
|
||||
Balance at June 30, 2019
|
$
|
(289,194
|
)
|
|
$
|
(47,313
|
)
|
|
$
|
(3,399
|
)
|
|
$
|
(339,906
|
)
|
|
|
|
|
|
|
|
|
||||||||
Balance at March 31, 2018
|
$
|
(185,269
|
)
|
|
$
|
12,647
|
|
|
$
|
(4,339
|
)
|
|
$
|
(176,961
|
)
|
Other comprehensive income (loss)
|
(68,103
|
)
|
|
1,383
|
|
|
52
|
|
|
(66,668
|
)
|
||||
Balance at June 30, 2018
|
$
|
(253,372
|
)
|
|
$
|
14,030
|
|
|
$
|
(4,287
|
)
|
|
$
|
(243,629
|
)
|
|
Foreign Currency Translation
|
|
Unrealized Gains (Losses) on Hedging Activities
|
|
Other
|
|
Accumulated Other Comprehensive Loss
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Balance at December 31, 2018
|
$
|
(304,274
|
)
|
|
$
|
(2,374
|
)
|
|
$
|
(3,527
|
)
|
|
$
|
(310,175
|
)
|
Other comprehensive income (loss)
|
15,080
|
|
|
(44,939
|
)
|
|
128
|
|
|
(29,731
|
)
|
||||
Balance at June 30, 2019
|
$
|
(289,194
|
)
|
|
$
|
(47,313
|
)
|
|
$
|
(3,399
|
)
|
|
$
|
(339,906
|
)
|
|
|
|
|
|
|
|
|
||||||||
Balance at December 31, 2017
|
$
|
(185,856
|
)
|
|
$
|
6,999
|
|
|
$
|
(4,287
|
)
|
|
$
|
(183,144
|
)
|
Cumulative effect of adoption of new accounting standard
|
(1,843
|
)
|
|
—
|
|
|
—
|
|
|
(1,843
|
)
|
||||
Other comprehensive income (loss)
|
(65,673
|
)
|
|
7,031
|
|
|
—
|
|
|
(58,642
|
)
|
||||
Balance at June 30, 2018
|
$
|
(253,372
|
)
|
|
$
|
14,030
|
|
|
$
|
(4,287
|
)
|
|
$
|
(243,629
|
)
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30, 2019
|
|
June 30, 2018
|
|
June 30, 2019
|
|
June 30, 2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Revenues(1):
|
|
|
|
|
|
|
|
||||||||
North America
|
$
|
715,919
|
|
|
$
|
621,801
|
|
|
$
|
1,394,341
|
|
|
$
|
1,215,830
|
|
Europe
|
160,349
|
|
|
155,631
|
|
|
303,218
|
|
|
298,908
|
|
||||
Asia-Pacific
|
58,884
|
|
|
55,732
|
|
|
120,631
|
|
|
113,403
|
|
||||
Consolidated revenues
|
$
|
935,152
|
|
|
$
|
833,164
|
|
|
$
|
1,818,190
|
|
|
$
|
1,628,141
|
|
|
|
|
|
|
|
|
|
||||||||
Operating income (loss)(1):
|
|
|
|
|
|
|
|
||||||||
North America
|
$
|
185,286
|
|
|
$
|
147,184
|
|
|
$
|
341,433
|
|
|
$
|
272,588
|
|
Europe
|
86,345
|
|
|
82,682
|
|
|
158,306
|
|
|
153,230
|
|
||||
Asia-Pacific
|
23,257
|
|
|
19,577
|
|
|
50,530
|
|
|
43,351
|
|
||||
Corporate(2)
|
(73,162
|
)
|
|
(58,706
|
)
|
|
(129,051
|
)
|
|
(122,262
|
)
|
||||
Consolidated operating income
|
$
|
221,726
|
|
|
$
|
190,737
|
|
|
$
|
421,218
|
|
|
$
|
346,907
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization(1):
|
|
|
|
|
|
|
|
||||||||
North America
|
$
|
124,573
|
|
|
$
|
105,433
|
|
|
$
|
252,810
|
|
|
$
|
207,958
|
|
Europe
|
13,101
|
|
|
11,775
|
|
|
26,095
|
|
|
24,520
|
|
||||
Asia-Pacific
|
5,141
|
|
|
4,726
|
|
|
10,181
|
|
|
9,359
|
|
||||
Corporate
|
2,308
|
|
|
1,714
|
|
|
4,667
|
|
|
3,555
|
|
||||
Consolidated depreciation and amortization
|
$
|
145,123
|
|
|
$
|
123,648
|
|
|
$
|
293,753
|
|
|
$
|
245,392
|
|
•
|
Consolidated revenues for the three and six months ended June 30, 2019 increased to $935.2 million and $1,818.2 million, respectively, compared to $833.2 million and $1,628.1 million for the prior-year periods, primarily due to additional revenues from businesses acquired in the second half of 2018.
|
•
|
Consolidated operating income for the three and six months ended June 30, 2019 increased to $221.7 million and $421.2 million, respectively, compared to $190.7 million and $346.9 million for the prior-year periods. Operating margin for the three and six months ended June 30, 2019 was 23.7% and 23.2%, respectively, compared to 22.9% and 21.3% for the prior-year periods.
|
•
|
Net income attributable to Global Payments for the three and six months ended June 30, 2019 increased to $120.5 million and $232.8 million, respectively, compared to $109.1 million and $200.5 million for the prior-year periods.
|
•
|
Diluted earnings per share for the three and six months ended June 30, 2019 increased to $0.77 and $1.48, respectively, compared to $0.68 and $1.25 for the prior-year periods.
|
|
Three Months Ended June 30, 2019
|
|
% of Revenues(1)
|
|
Three Months Ended June 30, 2018
|
|
% of Revenues(1)
|
|
Change
|
|
% Change
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
(dollar amounts in thousands)
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Revenues(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
North America
|
$
|
715,919
|
|
|
76.6
|
%
|
|
$
|
621,801
|
|
|
74.6
|
%
|
|
$
|
94,118
|
|
|
15.1
|
%
|
Europe
|
160,349
|
|
|
17.1
|
%
|
|
155,631
|
|
|
18.7
|
%
|
|
4,718
|
|
|
3.0
|
%
|
|||
Asia-Pacific
|
58,884
|
|
|
6.3
|
%
|
|
55,732
|
|
|
6.7
|
%
|
|
3,152
|
|
|
5.7
|
%
|
|||
Total revenues
|
$
|
935,152
|
|
|
100.0
|
%
|
|
$
|
833,164
|
|
|
100.0
|
%
|
|
$
|
101,988
|
|
|
12.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated operating expenses(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Cost of service
|
$
|
302,276
|
|
|
32.3
|
%
|
|
$
|
264,544
|
|
|
31.8
|
%
|
|
$
|
37,732
|
|
|
14.3
|
%
|
Selling, general and administrative
|
411,150
|
|
|
44.0
|
%
|
|
377,883
|
|
|
45.4
|
%
|
|
33,267
|
|
|
8.8
|
%
|
|||
Operating expenses
|
$
|
713,426
|
|
|
76.3
|
%
|
|
$
|
642,427
|
|
|
77.1
|
%
|
|
$
|
70,999
|
|
|
11.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Operating income (loss)(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
North America
|
$
|
185,286
|
|
|
|
|
|
$
|
147,184
|
|
|
|
|
|
$
|
38,102
|
|
|
25.9
|
%
|
Europe
|
86,345
|
|
|
|
|
82,682
|
|
|
|
|
3,663
|
|
|
4.4
|
%
|
|||||
Asia-Pacific
|
23,257
|
|
|
|
|
19,577
|
|
|
|
|
3,680
|
|
|
18.8
|
%
|
|||||
Corporate(3)
|
(73,162
|
)
|
|
|
|
(58,706
|
)
|
|
|
|
(14,456
|
)
|
|
24.6
|
%
|
|||||
Operating income
|
$
|
221,726
|
|
|
23.7
|
%
|
|
$
|
190,737
|
|
|
22.9
|
%
|
|
$
|
30,989
|
|
|
16.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Operating margin(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
North America
|
25.9
|
%
|
|
|
|
23.7
|
%
|
|
|
|
2.2
|
%
|
|
|
||||||
Europe
|
53.8
|
%
|
|
|
|
53.1
|
%
|
|
|
|
0.7
|
%
|
|
|
||||||
Asia-Pacific
|
39.5
|
%
|
|
|
|
35.1
|
%
|
|
|
|
4.4
|
%
|
|
|
|
Six Months Ended June 30, 2019
|
|
% of Revenues(1)
|
|
Six Months Ended June 30, 2018
|
|
% of Revenues(1)
|
|
Change
|
|
% Change
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
(dollar amounts in thousands)
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Revenues(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
North America
|
$
|
1,394,341
|
|
|
76.7
|
%
|
|
$
|
1,215,830
|
|
|
74.7
|
%
|
|
$
|
178,511
|
|
|
14.7
|
%
|
Europe
|
303,218
|
|
|
16.7
|
%
|
|
298,908
|
|
|
18.4
|
%
|
|
4,310
|
|
|
1.4
|
%
|
|||
Asia-Pacific
|
120,631
|
|
|
6.6
|
%
|
|
113,403
|
|
|
7.0
|
%
|
|
7,228
|
|
|
6.4
|
%
|
|||
Total revenues
|
$
|
1,818,190
|
|
|
100.0
|
%
|
|
$
|
1,628,141
|
|
|
100.0
|
%
|
|
$
|
190,049
|
|
|
11.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated operating expenses(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Cost of service
|
$
|
607,505
|
|
|
33.4
|
%
|
|
$
|
516,930
|
|
|
31.7
|
%
|
|
$
|
90,575
|
|
|
17.5
|
%
|
Selling, general and administrative
|
789,467
|
|
|
43.4
|
%
|
|
764,304
|
|
|
46.9
|
%
|
|
25,163
|
|
|
3.3
|
%
|
|||
Operating expenses
|
$
|
1,396,972
|
|
|
76.8
|
%
|
|
$
|
1,281,234
|
|
|
78.7
|
%
|
|
$
|
115,738
|
|
|
9.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Operating income (loss)(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
North America
|
$
|
341,433
|
|
|
|
|
|
$
|
272,588
|
|
|
|
|
|
$
|
68,845
|
|
|
25.3
|
%
|
Europe
|
158,306
|
|
|
|
|
153,230
|
|
|
|
|
5,076
|
|
|
3.3
|
%
|
|||||
Asia-Pacific
|
50,530
|
|
|
|
|
43,351
|
|
|
|
|
7,179
|
|
|
16.6
|
%
|
|||||
Corporate(3)
|
(129,051
|
)
|
|
|
|
(122,262
|
)
|
|
|
|
(6,789
|
)
|
|
5.6
|
%
|
|||||
Operating income
|
$
|
421,218
|
|
|
23.2
|
%
|
|
$
|
346,907
|
|
|
21.3
|
%
|
|
$
|
74,311
|
|
|
21.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Operating margin(2):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
North America
|
24.5
|
%
|
|
|
|
22.4
|
%
|
|
|
|
2.1
|
%
|
|
|
||||||
Europe
|
52.2
|
%
|
|
|
|
51.3
|
%
|
|
|
|
0.9
|
%
|
|
|
||||||
Asia-Pacific
|
41.9
|
%
|
|
|
|
38.2
|
%
|
|
|
|
3.7
|
%
|
|
|
Period
|
Total Number of
Shares Purchased (1) |
|
Average Price Paid per Share
|
|
Total Number of
Shares Purchased as Part of Publicly Announced Plans or Programs |
|
Maximum
Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2) |
||||||
|
|
|
|
|
|
|
(in millions)
|
||||||
April 2019
|
451,609
|
|
|
$
|
139.63
|
|
|
451,169
|
|
|
$
|
575.0
|
|
May 2019
|
63,588
|
|
|
145.34
|
|
|
61,947
|
|
|
566.0
|
|
||
June 2019
|
6,949
|
|
|
158.80
|
|
|
—
|
|
|
566.0
|
|
||
Total
|
522,146
|
|
|
$
|
140.58
|
|
|
513,116
|
|
|
$
|
566.0
|
|
(1)
|
Our board of directors has authorized us to repurchase shares of our common stock through any combination of Rule 10b5-1 open-market repurchase plans, accelerated share repurchase plans, discretionary open-market purchases or privately negotiated transactions.
|
(2)
|
On February 13, 2019, we announced that our board of directors approved an increase to our existing share repurchase program authorization, which raised the total available authorization to $750 million. As of June 30, 2019, the approximate dollar value of shares that may yet be purchased under our share repurchase program was $566.0 million. The board authorization does not expire, but could be revoked at any time. In addition, we are not required by the board’s authorization or otherwise to complete any repurchases by any specific time or at all.
|
2.1
|
|
|
3.1
|
|
|
3.2
|
|
|
4.1
|
|
|
10.1
|
|
|
10.2
|
|
|
10.3
|
|
|
10.4
|
|
|
31.1*
|
|
|
31.2*
|
|
|
32.1*
|
|
|
101*
|
|
The following financial information from the Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, formatted in XBRL (eXtensible Business Reporting Language) and filed electronically herewith: (i) the Unaudited Consolidated Statements of Income; (ii) the Unaudited Consolidated Statements of Comprehensive Income; (iii) the Consolidated Balance Sheets; (iv) the Unaudited Consolidated Statements of Cash Flows; (v) the Unaudited Consolidated Statements of Changes in Equity; and (vi) the Notes to Unaudited Consolidated Financial Statements. The instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
|
*
|
|
Filed herewith.
|
++
|
|
Certain schedules and exhibits to this agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K and Global Payments Inc. agrees to furnish supplementally to the Securities and Exchange Commission a copy of any omitted schedule and/or exhibit upon request.
|
|
|
Global Payments Inc.
|
|
|
(Registrant)
|
|
|
|
Date: July 30, 2019
|
|
/s/ Cameron M. Bready
|
|
|
Cameron M. Bready
|
|
|
Senior Executive Vice President and Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Global Payments Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
By: /s/ Jeffrey S. Sloan
|
Date: July 30, 2019
|
|
|
Jeffrey S. Sloan
|
|
Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Global Payments Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
By: /s/ Cameron M. Bready
|
Date: July 30, 2019
|
|
|
Cameron M. Bready
|
|
Chief Financial Officer
|
1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Jeffrey S. Sloan
|
|
|
/s/ Cameron M. Bready
|
|
|
Jeffrey S. Sloan
Chief Executive Officer
Global Payments Inc.
|
|
|
Cameron M. Bready
Chief Financial Officer
Global Payments Inc.
|
|
|
July 30, 2019
|
|
|
July 30, 2019
|
|