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0001123360false00011233602025-05-062025-05-060001123360us-gaap:CommonStockMember2025-05-062025-05-060001123360gpn:A4875SeniorNotesDue2031Member2025-05-062025-05-06


UNITED STATES
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 (Date of earliest event reported): May 6, 2025
 
 
 Commission file number 001-16111
GlobalPayments_Wordmark_CMYK.jpg

GLOBAL PAYMENTS INC.
(Exact name of registrant as specified in charter)
 
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)
 
Registrant’s telephone number, including area code:     (770) 829-8000
 
NONE
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act
Title of each class Trading symbol Name of exchange on which registered
Common stock, no par value GPN New York Stock Exchange
4.875% Senior Notes due 2031 GPN31A New York Stock Exchange
     
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02.    Results of Operations and Financial Condition

On May 6, 2025, Global Payments Inc. (the "Company" or "Global Payments") issued a press release announcing its financial results for the quarter ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this "Report") and is incorporated herein by reference.

The Company is also furnishing certain supplemental non-GAAP financial information set forth in Exhibit 99.2 to this Report to provide historical amounts that reflect a change in presentation for certain of the Company's non-GAAP financial measures. During the first quarter of 2025, management elected to include the effect of share-based compensation expense in the Company's non-GAAP financial measures. The Company believes this change will enhance its shareholders’ ability to evaluate the Company's operating performance and better align the Company's reporting convention with its peers. The information included in Exhibit 99.2 presents the recasted non-GAAP financial information for the year ended December 31, 2024, including each quarterly reporting period. This change in presentation has no effect on any of the Company’s previously reported U.S. GAAP results for any period.

In addition, the Company is furnishing certain supplemental GAAP financial information set forth in Exhibit 99.3 to this Report to reflect the retrospective effects of a change in presentation for certain cash flow activity. During the first quarter of 2025, management elected to change the Company's presentation of cash flows associated with "Changes in settlement processing assets and obligations, net" and "Changes in funds held for customers" from operating activities to financing activities within the consolidated statements of cash flows. The change has been applied retrospectively and the prior periods have been conformed to the current period presentation. The information included in Exhibit 99.3 presents the recasted GAAP financial information for the years ended December 31, 2024 and 2023 and for each interim year-to-date quarterly period within 2024. This change has no effect on the Company's consolidated statements of income, consolidated statements of comprehensive income, consolidated balance sheets or consolidated statements of changes in equity or on any of the Company's previously reported cash, cash equivalents and restricted cash balances within the consolidated statements of cash flows.

The information being furnished pursuant to Item 2.02 of this Report, including Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
99.1
99.2
99.3
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).







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.

GLOBAL PAYMENTS INC.
Date: May 6, 2025 By: /s/ Joshua J. Whipple
Joshua J. Whipple
Chief Financial Officer



    






EX-99.1 2 exhibit99120250331.htm EX-99.1 Document
Exhibit 99.1
Global Payments Reports
First Quarter 2025 Results
globalpayments-logonew.jpg

May 6, 2025

•First quarter 2025 GAAP diluted earnings per share (EPS) of $1.24, an increase of 2%, and adjusted EPS including share-based compensation expense of $2.69, an increase of 11% constant currency. Adjusted EPS excluding share-based compensation expense of $2.82
•First quarter 2025 GAAP revenue of $2.41 billion, approximately flat, and adjusted net revenue of $2.20 billion, an increase of 5% constant currency ex-dispositions
•Reaffirms outlook for 2025
•Accelerates long-term growth strategy and unlocks shareholder value with previously announced agreements to acquire Worldpay and divest Issuer Solutions


ATLANTA -- Global Payments Inc. (NYSE: GPN) today announced results for the first quarter ended March 31, 2025.

"We delivered solid financial results this quarter, reflecting the resilience of our business and consistent execution of our strategic priorities, despite incremental economic uncertainty during the period,” said Cameron Bready, chief executive officer. "As importantly, we continue to make meaningful progress on our operational transformation initiatives, which are enhancing our efficiency, streamlining our business, elevating client experiences and positioning us for long-term success.”

Bready continued, “The agreements we announced in April to acquire Worldpay and divest Issuer Solutions will sharpen our focus and accelerate our strategy. We have a tremendous opportunity to drive substantial revenue and cost synergies from the transaction as we amplify our collective go-to-market strengths and simplify our business to become a pure play merchant solutions provider with significantly expanded capabilities, extensive scale and greater market access. The transaction will drive an enhanced financial profile for the combined enterprise and unlock long-term value for our shareholders.

"The realignment of our operating model and business structure, together with our transformation will position us with a strong foundation to integrate Worldpay. We are excited about the upcoming launch of Genius later this month, and are continuing to implement our salesforce of the future initiative. Additionally, our unified technology organization is already delivering improved speed to market for new products and enhanced productivity, while providing the scalability, reliability and security that have long been hallmarks of our business.”

1

Exhibit 99.1
Bready concluded, “As we look ahead, we are more confident than ever that we are taking the right steps to reach our goal of becoming the worldwide partner of choice for commerce solutions.”

First Quarter 2025 Summary
•GAAP revenues were $2.41 billion, compared to $2.42 billion in 2024; diluted EPS were $1.24, compared to $1.22 in the prior year; and operating margin was 19.5%, compared to 18.7% in the prior year.
•Adjusted net revenues increased 1% (5% constant currency excluding dispositions) to $2.20 billion, compared to $2.18 billion in the first quarter of 2024.
•Adjusted EPS including share-based compensation expense increased 9% (11% constant currency) to $2.69, compared to $2.46 in the first quarter of 2024; adjusted EPS excluding share-based compensation expense of $2.82.
•Adjusted operating margin expanded 70 basis points to 42.4%.

2025 Outlook
“We are pleased with our positive start to the year, which included constant currency growth for both our Merchant and Issuer businesses, excluding dispositions, consistent with where we exited 2024 despite heightened market volatility," said Josh Whipple, chief financial officer.

Whipple continued, "For the full year 2025, we continue to expect constant currency adjusted net revenue growth to be in a range of 5% to 6%, excluding dispositions, and constant currency adjusted earnings per share growth to be in a range of 10% to 11%. Annual adjusted operating margin is expected to expand 50 basis points, excluding dispositions.”

Whipple concluded, “Our outlook reflects the progress we are making on our transformation plan and a macro backdrop consistent with the current environment. The strategic initiatives we are undertaking this year give us confidence in our ability to quickly and fully integrate Worldpay and realize the synergy benefits we outlined, providing us greater conviction in our medium-term guidance and ability to accelerate our long-term revenue growth.”

Capital Allocation
Global Payments’ Board of Directors approved a dividend of $0.25 per share payable on June 27, 2025 to shareholders of record as of June 13, 2025.

Conference Call
Global Payments’ management will host a live audio webcast today, May 6, 2025, at 7:30 a.m. ET to discuss financial results and business highlights. The audio webcast, along with supplemental financial information, can be accessed via the investor relations page of the company’s website at investors.globalpayments.com.
2

Exhibit 99.1
A replay of the audio webcast will be archived on the company's website following the live event.

Non-GAAP Financial Measures
Global Payments supplements revenues, operating income, operating margin and net income and earnings per share determined in accordance with GAAP by providing these measures with certain adjustments (such measures being non-GAAP financial measures) in this earnings release to assist with evaluating our performance. In addition to GAAP measures, management uses these non-GAAP financial measures to focus on the factors the company believes are pertinent to the daily management of our operations.

Reconciliation of each non-GAAP financial measure to the most directly comparable GAAP measure is included in the schedules to this release, except for forward-looking measures where a reconciliation to the corresponding GAAP measures is not available due to the variability, complexity and limited visibility of the items that are excluded from the non-GAAP outlook measures. The company is unable to address the probable significance of the unavailable information.

About Global Payments
Global Payments Inc. (NYSE: GPN) is a leading payments technology company delivering innovative software and services to our customers globally. Our technologies, services and team member expertise allow us to provide a broad range of solutions that enable our customers to operate their businesses more efficiently across a variety of channels around the world.

Headquartered in Georgia with approximately 27,000 team members worldwide, Global Payments is a Fortune 500® company and a member of the S&P 500 with worldwide reach spanning North America, Europe, Asia Pacific and Latin America. For more information, visit company.globalpayments.com and follow Global Payments on X, LinkedIn and Facebook.

Forward-Looking Statements
Investors are cautioned that some of the statements we use in this release contain forward-looking statements and are made pursuant to the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and geographies in which we operate, and beliefs of and assumptions made by our management, involve risks, uncertainties and assumptions that could significantly affect the financial condition, results of operations, business plans and the future performance of Global Payments. Actual events or results might differ materially from those expressed or forecasted in these forward-looking statements. Accordingly, we cannot guarantee that our plans and expectations will be achieved.
3

Exhibit 99.1
Examples of forward-looking statements include, but are not limited to, statements we make regarding future financial and operating results, including revenue, earnings estimates, liquidity, and deleveraging plans, management’s expectations regarding future plans, objectives and goals; market and growth opportunities; capital available for allocation; the effects of general economic conditions on our business; statements about the strategic rationale and anticipated benefits of acquisitions or dispositions, including future financial and operating results, and the successful integration of our acquisitions; statements about the completion of anticipated benefits and strategic or operational initiatives; statements regarding our success and timing in developing and introducing new services and expanding our business; and other statements regarding our future financial performance and the company’s plans, objectives, expectations and intentions. Statements can generally be identified as forward-looking because they include words such as “believes,” “anticipates,” “expects,” “intends,” “plan,” “forecast,” “could,” “should,” “will,” “would,” or words of similar meaning. Although we believe that the plans and expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our plans and expectations will be attained, and therefore actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements.

In addition to factors previously disclosed in Global Payments’ reports filed with the SEC and those identified elsewhere in this communication, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the occurrence of any event, change or other circumstances that could give rise to the right of one or more of the parties to terminate the transaction agreements for the divestiture of the Company’s Issuer Solutions business and the acquisition of Worldpay (collectively, the “Transaction”); the outcome of any legal proceedings that may be instituted against Worldpay, Global Payments, or its directors; the ability to obtain regulatory approvals and meet other closing conditions for the Transaction on a timely basis or at all, including the risk that regulatory approvals required for the Transaction are not obtained on a timely basis or at all, or are obtained subject to conditions that are not anticipated or that could adversely affect Global Payments following the Transaction or the expected benefits of the Transaction; risks related to the financing in connection with the Transaction; difficulties and delays in integrating the Worldpay business into that of Global Payments, including with respect to implementing controls to prevent a material security breach of any internal systems or to successfully manage credit and fraud risks in business units; failing to fully realize anticipated cost savings and other anticipated benefits of the Transaction when expected or at all, business disruptions from the proposed transaction that will harm Global Payments’ or Worldpay’s businesses, including current plans and operations; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the Transaction, including as it relates to Global Payments’ or Worldpay’s ability to successfully renew existing client contracts on favorable terms or at all and obtain new clients; failing to comply with the applicable requirements of Visa, Mastercard or other payment networks or card schemes or changes in those requirements; the ability of Global Payments or Worldpay to retain and hire key personnel; the diversion of management’s attention from ongoing business operations; uncertainty as to the long-term value of the common stock of Global Payments following the Transaction, including the dilution caused by Global Payments’ issuance of additional shares of its common stock in connection with the Transaction; the continued availability of capital and financing; the effects of global economic, political, market, health and social events or other conditions; the imposition of tariffs and other trade policies and the resulting impacts on market volatility and global trade; macroeconomic pressures and general uncertainty regarding the overall future economic environment; foreign currency exchange, inflation and rising interest rate risks; the effects of a security breach or operational failure on our business; the ability to maintain Visa and Mastercard registration and financial institution sponsorship; difficulties, increased competition in the markets in which we operate and our ability to increase our market share in existing markets and expand into new markets; our ability to safeguard our data; risks associated with our indebtedness; the potential effect of climate change including natural disasters; the effects of new or changes in current laws, regulations, credit card association rules or other industry standards on us or our partners and customers, including privacy and cybersecurity laws and regulations; and other events beyond our control, and other factors included in the “Risk Factors” section in our most recent Annual Report on Form 10-K and in other documents that we file with the SEC, which are available at https://www.sec.gov.
4

Exhibit 99.1

These cautionary statements qualify all of our forward-looking statements, and you are cautioned not to place undue reliance on these forward-looking statements. Our forward-looking statements speak only as of the date they are made and should not be relied upon as representing our plans and expectations as of any subsequent date. While we may elect to update or revise forward-looking statements at some time in the future, we specifically disclaim any obligation to publicly release the results of any revisions to our forward-looking statements, except as required by law.

Investor contact: investor.relations@globalpay.com Media contact: media.relations@globalpay.com
Winnie Smith Emily Edmonds


Source: Global Payments Inc.
5

Exhibit 99.1
SCHEDULE 1
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
Three Months Ended
March 31,
2025 2024 % Change
Revenues $ 2,412,098  $ 2,420,187  (0.3) %
Operating expenses:
Cost of service 921,195  922,390  (0.1) %
Selling, general and administrative 1,024,011  1,045,545  (2.1) %
Gain on business disposition (3,993) —  nm
1,941,213  1,967,935 
Operating income 470,885  452,252  4.1  %
Interest and other income 39,389  35,928  9.6  %
Interest and other expense (157,110) (162,147) (3.1) %
(117,721) (126,219)
Income before income taxes and equity in income of equity method investments 353,164  326,033  8.3  %
Income tax expense 58,678  19,382  202.7  %
Income before equity in income of equity method investments 294,486  306,651  (4.0) %
Equity in income of equity method investments, net of tax 18,286  16,411  11.4  %
Net income 312,772  323,062  (3.2) %
Net income attributable to noncontrolling interests (7,038) (9,755) (27.9) %
Net income attributable to Global Payments $ 305,734  $ 313,307  (2.4) %
Earnings per share attributable to Global Payments:
Basic earnings per share $ 1.24  $ 1.22  1.6  %
Diluted earnings per share $ 1.24  $ 1.22  1.6  %
Weighted-average number of shares outstanding:
    Basic 246,749  256,926 
    Diluted 247,160  257,588 

Note: nm = not meaningful.







6

Exhibit 99.1
SCHEDULE 2
NON-GAAP FINANCIAL MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)

Three Months Ended
March 31,
2025 2024 % Change
Adjusted net revenue $ 2,204,828  $ 2,183,939  1.0  %
Adjusted operating income $ 933,888  $ 909,505  2.7  %
Adjusted net income attributable to Global Payments $ 665,291  $ 634,188  4.9  %
Adjusted diluted earnings per share attributable to Global Payments $ 2.69  $ 2.46  9.3  %

----------------------------------------------------------------------------------

See Schedule 6 for a reconciliation of each non-GAAP financial measure to the most comparable GAAP measure, Schedule 7 for a reconciliation of adjusted net revenue and adjusted operating income by segment to the most comparable GAAP measure, and Schedule 8 for a discussion of non-GAAP financial measures.

All non-GAAP results now include the impact of share-based compensation expense and prior period non-GAAP results have been recast to reflect this change.
7

Exhibit 99.1
SCHEDULE 3
SEGMENT INFORMATION (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
Three Months Ended
March 31, 2025 March 31, 2024  % Change
GAAP Non-GAAP GAAP Non-GAAP GAAP Non-GAAP
Revenues:
Merchant Solutions $ 1,808,687  $ 1,691,854  $ 1,834,094  $ 1,683,384  (1.4) % 0.5  %
Issuer Solutions 620,730  528,815  602,735  515,610  3.0  % 2.6  %
Intersegment eliminations (17,319) (15,841) (16,642) (15,055) (4.1) % (5.2) %
$ 2,412,098  $ 2,204,828  $ 2,420,187  $ 2,183,939  (0.3) % 1.0  %
Operating income (loss):
Merchant Solutions $ 614,102  $ 808,953  $ 580,438  $ 790,413  5.8  % 2.3  %
Issuer Solutions 109,318  244,944  106,097  241,401  3.0  % 1.5  %
Corporate (256,528) (120,010) (234,283) (122,310) (9.5) % 1.9  %
Gain on business disposition 3,993  —  —  —  nm nm
$ 470,885  $ 933,888  $ 452,252  $ 909,505  4.1  % 2.7  %


----------------------------------------------------------------------------------

See Schedule 7 for a reconciliation of adjusted net revenue and adjusted operating income by segment to the most comparable GAAP measures and Schedule 8 for a discussion of non-GAAP financial measures.

Note: Amounts may not sum due to rounding.

Note: nm = not meaningful.
8

Exhibit 99.1
SCHEDULE 4
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except share data)
  March 31, 2025 December 31, 2024
ASSETS    
Current assets:    
Cash and cash equivalents $ 2,896,024  $ 2,538,416 
Accounts receivable, net 1,112,308  1,081,740 
Settlement processing assets 1,836,890  1,620,921 
Prepaid expenses and other current assets 893,338  795,593 
Total current assets 6,738,560  6,036,670 
Goodwill 26,417,195  26,286,318 
Other intangible assets, net 8,668,020  8,931,943 
Property and equipment, net 2,352,656  2,277,593 
Deferred income taxes 105,694  106,083 
Notes receivable 788,075  772,297 
Other noncurrent assets 2,545,906  2,479,351 
Total assets $ 47,616,106  $ 46,890,255 
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Current liabilities:
Settlement lines of credit $ 727,975  $ 503,407 
Current portion of long-term debt 1,180,408  1,075,708 
Accounts payable and accrued liabilities 2,925,073  3,079,924 
Settlement processing obligations 2,307,400  1,593,675 
Total current liabilities 7,140,856  6,252,714 
Long-term debt 15,014,421  15,164,659 
Deferred income taxes 1,770,186  1,832,996 
Other noncurrent liabilities 666,070  623,319 
Total liabilities 24,591,533  23,873,688 
Commitments and contingencies
Redeemable noncontrolling interests 166,791  160,623 
Equity:
Preferred stock, no par value; 5,000,000 shares authorized and none issued —  — 
Common stock, no par value; 400,000,000 shares authorized at March 31, 2025 and December 31, 2024; 245,361,590 shares issued and outstanding at March 31, 2025 and 248,708,899 shares issued and outstanding at December 31, 2024 —  — 
Paid-in capital 17,678,643  18,118,942 
Retained earnings 5,019,346  4,774,736 
Accumulated other comprehensive loss (449,646) (612,992)
Total Global Payments shareholders’ equity 22,248,343  22,280,686 
Nonredeemable noncontrolling interests 609,439  575,258 
Total equity 22,857,782  22,855,944 
Total liabilities, redeemable noncontrolling interests and equity $ 47,616,106  $ 46,890,255 


9

Exhibit 99.1
SCHEDULE 5
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
Three Months Ended
March 31, 2025 March 31, 2024
Cash flows from operating activities:
Net income $ 312,772  $ 323,062 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of property and equipment 122,839  117,919 
Amortization of acquired intangibles 329,269  343,217 
Amortization of capitalized contract costs 34,424  32,883 
Share-based compensation expense 39,740  40,117 
Provision for operating losses and credit losses 19,950  19,409 
Noncash lease expense 14,162  15,397 
Deferred income taxes (70,737) (111,886)
Paid-in-kind interest capitalized to principal of notes receivable (19,499) (17,694)
Equity in income of equity method investments, net of tax (18,286) (16,411)
Distributions received on investments 7,512  — 
Gain on business disposition (3,993) — 
Other, net 19,338  12,075 
Changes in operating assets and liabilities, net of the effects of business combinations:
Accounts receivable (36,734) 50,934 
Prepaid expenses and other assets (93,552) (120,774)
Accounts payable and other liabilities (102,081) (158,669)
Net cash provided by operating activities 555,124  529,579 
Cash flows from investing activities:
Business combinations and other acquisitions, net of cash and restricted cash acquired (49,886) (2,557)
Capital expenditures (127,577) (145,441)
Payment received on notes receivable 4,375  — 
Net cash used in investing activities (173,088) (147,998)
Cash flows from financing activities:
Changes in funds held for customers (58,461) (88,573)
Changes in settlement processing assets and obligations, net 479,153  (24,689)
Net borrowings from settlement lines of credit 223,216  133,228 
Net borrowings (repayments) from commercial paper notes 867,582  (1,093,043)
Proceeds from long-term debt 1,551,000  4,609,000 
Repayments of long-term debt (2,546,613) (2,628,548)
Payments of debt issuance costs —  (29,391)
Repurchases of common stock (446,286) (800,048)
Proceeds from stock issued under share-based compensation plans 6,340  11,031 
Common stock repurchased - share-based compensation plans (36,006) (41,140)
Distributions to noncontrolling interests (10,327) (4,748)
Proceeds and contributions from noncontrolling interests —  89 
Purchase of capped calls related to issuance of convertible notes —  (256,250)
Dividends paid (61,124) (63,616)
Net cash used in financing activities (31,526) (276,698)
Effect of exchange rate changes on cash, cash equivalents and restricted cash 61,790  (34,035)
Increase in cash, cash equivalents and restricted cash 412,300  70,848 
Cash, cash equivalents and restricted cash, beginning of the period 2,735,975  2,256,875 
Cash, cash equivalents and restricted cash, end of the period $ 3,148,275  $ 2,327,723 
10

Exhibit 99.1
SCHEDULE 6
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
Three Months Ended March 31, 2025
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Income
Taxes on Adjustments(3)
Non-GAAP
Revenues $ 2,412,098  $ (207,270) $ —  $ —  $ 2,204,828 
Operating income $ 470,885  $ 294  $ 462,709  $ —  $ 933,888 
Net income attributable to Global Payments $ 305,734  $ 294  $ 459,742  $ (100,479) $ 665,291 
Diluted earnings per share attributable to Global Payments $ 1.24  $ 2.69 
Diluted weighted-average shares outstanding 247,160  247,160 
Three Months Ended March 31, 2024
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Income
Taxes on Adjustments(3)
Non-GAAP
Revenues $ 2,420,187  $ (236,248) $ —  $ —  $ 2,183,939 
Operating income $ 452,252  $ 462  $ 456,791  $ —  $ 909,505 
Net income attributable to Global Payments $ 313,307  $ 462  $ 453,449  $ (133,030) $ 634,188 
Diluted earnings per share attributable to Global Payments $ 1.22  $ 2.46 
Diluted weighted-average number of shares outstanding 257,588  257,588 

----------------------------------------------------------------------------------

(1)Includes adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain lines of business to reflect economic benefits to the company. For the three months ended March 31, 2025 and 2024, net revenue adjustments also included $0.3 million and $0.5 million, respectively, to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses.

(2)For the three months ended March 31, 2025, earnings adjustments to operating income included $329.3 million in cost of services (COS) and $137.4 million in selling, general and administrative expenses (SG&A). Adjustments to COS included amortization of acquired intangibles of $329.3 million. Adjustments to SG&A included acquisition, integration and separation expenses of $28.4 million, facilities exit charges of $4.7 million, charges for business transformation activities of $66.3 million, modernization charges of $9.3 million, charges related to the resolution of a certain legal matter of $18.3 million, and other items of $10.4 million.

For the three months ended March 31, 2025, earnings adjustments to operating income also included the elimination of a $4.0 million gain on business dispositions.

For the three months ended March 31, 2024, earnings adjustments to operating income included $343.2 million in COS and $113.6 million in SG&A. Adjustments to COS consisted of amortization of acquired intangibles of $343.2 million. Adjustments to SG&A included acquisition, integration and separation expenses of $78.9 million, employee severance charges of $24.9 million, and other items of $9.8 million.

(3)Income taxes on adjustments reflect the tax effect of earnings adjustments to income before income taxes. The tax rate used in determining the tax impact of earnings adjustments is either the jurisdictional statutory rate in effect at the time of the adjustment or the jurisdictional expected annual effective tax rate for the period, depending on the nature and timing of the adjustment.

See "Non-GAAP Financial Measures" discussion on Schedule 8.

Note: Amounts may not sum due to rounding.
11

Exhibit 99.1
SCHEDULE 6A
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
SUPPLEMENTAL SCHEDULE EXCLUDING EFFECT OF SHARE-BASED COMPENSATION EXPENSE
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
Three Months Ended March 31, 2025
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Income
Taxes on Adjustments(3)
Non-GAAP
Revenues $ 2,412,098  $ (207,270) $ —  $ —  $ 2,204,828 
Operating income $ 470,885  $ 294  $ 501,313  $ —  $ 972,492 
Net income attributable to Global Payments $ 305,734  $ 294  $ 498,347  $ (107,968) $ 696,407 
Diluted earnings per share attributable to Global Payments $ 1.24  $ 2.82 
Diluted weighted-average number of shares outstanding 247,160  247,160 

----------------------------------------------------------------------------------

(1)Includes adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain lines of business to reflect economic benefits to the company. For the three months ended March 31, 2025 and 2024, net revenue adjustments also included $0.3 million and $0.5 million, respectively, to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses.

(2)For the three months ended March 31, 2025, earnings adjustments to operating income included $329.3 million in COS and $176.0 million in SG&A. Adjustments to COS included amortization of acquired intangibles of $329.3 million. Adjustments to SG&A included share-based compensation expense of $38.6 million, acquisition, integration and separation expenses of $28.4 million, facilities exit charges of $4.7 million, charges for business transformation activities of $66.3 million, modernization charges of $9.3 million, charges related to the resolution of a certain legal matter of $18.3 million, and other items of $10.4 million.

For the three months ended March 31, 2025, earnings adjustments to operating income also included the elimination of a $4.0 million gain on business dispositions.

(3)Income taxes on adjustments reflect the tax effect of earnings adjustments to income before income taxes. The tax rate used in determining the tax impact of earnings adjustments is either the jurisdictional statutory rate in effect at the time of the adjustment or the jurisdictional expected annual effective tax rate for the period, depending on the nature and timing of the adjustment.

See "Non-GAAP Financial Measures" discussion on Schedule 8.

Note: Amounts may not sum due to rounding.
12

Exhibit 99.1
SCHEDULE 7
RECONCILIATION OF SEGMENT NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
Three Months Ended March 31, 2025
GAAP
Net Revenue Adjustments (1)
Earnings Adjustments(2)
Non-GAAP
Revenues:
Merchant Solutions $ 1,808,687  $ (116,833) $ —  $ 1,691,854 
Issuer Solutions 620,730  (91,915) —  528,815 
Intersegment eliminations (17,319) 1,478  —  (15,841)
$ 2,412,098  $ (207,270) $ —  $ 2,204,828 
Operating income (loss):
Merchant Solutions $ 614,102  $ (92) $ 194,943  $ 808,953 
Issuer Solutions 109,318  386  135,240  244,944 
Corporate (256,528) —  136,518  (120,010)
Gain on business disposition 3,993  —  (3,993) — 
$ 470,885  $ 294  $ 462,709  $ 933,888 
Three Months Ended March 31, 2024
GAAP
Net Revenue Adjustments (1)
Earnings Adjustments(2)
Non-GAAP
Revenues:
Merchant Solutions $ 1,834,094  $ (150,710) $ —  $ 1,683,384 
Issuer Solutions 602,735  (87,125) —  515,610 
Intersegment eliminations (16,642) 1,587  —  (15,055)
$ 2,420,187  $ (236,248) $ —  $ 2,183,939 
Operating income (loss):
Merchant Solutions $ 580,438  $ —  $ 209,975  $ 790,413 
Issuer Solutions 106,097  462  134,843  241,401 
Corporate (234,283) —  111,973  (122,310)
$ 452,252  $ 462  $ 456,791  $ 909,505 
------------------------------------------------------------------------------------------

(1)Includes adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain lines of business to reflect economic benefits to the company. For the three months ended March 31, 2025 and 2024, net revenue adjustments also included $0.3 million and $0.5 million, respectively, to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses.

(2)For the three months ended March 31, 2025, earnings adjustments to operating income included $329.3 million in COS and $137.4 million in SG&A. Adjustments to COS included amortization of acquired intangibles of $329.3 million. Adjustments to SG&A included acquisition, integration and separation expenses of $28.4 million, facilities exit charges of $4.7 million, charges for business transformation activities of $66.3 million, modernization charges of $9.3 million, charges related to the resolution of a certain legal matter of $18.3 million, and other items of $10.4 million.

For the three months ended March 31, 2025, earnings adjustments to operating income also included the elimination of a $4.0 million gain on business dispositions.

For the three months ended March 31, 2024, earnings adjustments to operating income included $343.2 million in COS and $113.6 million in SG&A. Adjustments to COS consisted of amortization of acquired intangibles of $343.2 million. Adjustments to SG&A included acquisition, integration and separation expenses of $78.9 million, employee severance charges of $24.9 million, and other items of $9.8 million.

See "Non-GAAP Financial Measures" discussion on Schedule 8.

Note: Amounts may not sum due to rounding.
13

Exhibit 99.1
SCHEDULE 8
OUTLOOK SUMMARY (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In millions, except per share data)
2025 Growth
Revenues:
GAAP revenues 1% to 2%
Adjustments(1)
0%
FX impact ~1%
Constant currency (CC) adj net revenue 2% to 3%
Dispositions ~3%
CC adjusted net revenue excluding dispositions 5% to 6%
Earnings Per Share:
GAAP diluted EPS 5% to 6%
Adjustments(2)
~4%
FX impact ~1%
Constant currency adjusted EPS 10% to 11%

(1)Includes adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain lines of business to reflect economic benefit to the company. Amounts also included adjustments to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses.

(2)Adjustments to 2024 GAAP diluted EPS included the removal of 1) software-related contract liability adjustments described above of $0.01, 2) acquisition related amortization expense of $4.13, 3) acquisition, integration, and separation expense of $0.64, 4) charges for business transformation activities of $0.30, 5) employee termination benefits of $0.24, 6) non-cash charges for technology assets that will no longer be utilized under a revised technology architecture development strategy of $0.17, 7) modernization charges of $0.07, 8) non-cash asset write-offs for discontinued initiatives of $0.06, 9) facilities exit charges of $0.04, 10) gain/loss on business dispositions of $(0.83), 11) other income and expense of $(0.05), 12) discrete tax items of $0.04, 13) other items of $0.04, 14) the effect of noncontrolling interests and income taxes, as applicable.

Note: nm = not meaningful.

NON-GAAP FINANCIAL MEASURES
Global Payments supplements revenues, operating income, operating margin and net income, and earnings per share (EPS) determined in accordance with U.S. GAAP by providing these measures with certain adjustments (such measures being non-GAAP financial measures) in this document to assist with evaluating our performance. In addition to GAAP measures, management uses these non-GAAP financial measures to focus on the factors the company believes are pertinent to the daily management of our operations. The constant currency growth measures adjust for the impact of exchange rates and are calculated using average exchange rates during the comparable period in the prior year. Management uses these non-GAAP financial measures, together with other metrics, to set goals for and measure the performance of the business and to determine incentive compensation. Adjusted net revenue, adjusted operating income, adjusted operating margin, and adjusted EPS should be considered in addition to, and not as substitutes for, revenues, operating income, and EPS determined in accordance with GAAP. The non-GAAP financial measures reflect management's judgment of particular items, and may not be comparable to similarly titled measures reported by other companies.

Adjusted net revenue excludes gross-up related payments associated with certain lines of business to reflect economic benefits to the company. On a GAAP basis, these payments are presented gross in both revenues and operating expenses. Management believes adjusted net revenue more closely reflects the economic benefits to the company's core business and allows for better comparisons with industry peers.

Adjusted operating income, adjusted net income and adjusted EPS exclude acquisition-related amortization expense, acquisition, integration and separation expense, gains or losses on business dispositions, business transformation activities, and certain other items specific to each reporting period as more fully described in the accompanying reconciliations in Schedules 6 and 7. The tax rate used in determining the income tax impact of earnings adjustments is either the jurisdictional statutory rate in effect at the time of the adjustment or the jurisdictional expected annual effective tax rate for the period, depending on the nature and timing of the adjustment.

Adjusted operating margin is derived by dividing adjusted operating income by adjusted net revenue.
14
EX-99.2 3 exhibit99220250331.htm EX-99.2 Document
Exhibit 99.2
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)

GAAP Q1 Q2 Q3 Q4 2024
Revenues $ 2,420,187  $ 2,568,768  $ 2,601,552  $ 2,515,386  $ 10,105,894 
Operating income $ 452,252  $ 572,623  $ 475,581  $ 833,148  $ 2,333,605 
Net income attributable to Global Payments $ 313,307  $ 374,760  $ 315,125  $ 567,173  $ 1,570,365 
Diluted earnings per share attributable to Global Payments $ 1.22  $ 1.47  $ 1.24  $ 2.25  $ 6.16 
Diluted weighted-average number of shares outstanding 257,588  255,166  254,897  251,766  254,845 

Adjustments Q1 Q2 Q3 Q4 2024
Net revenue adjustments (1)
$ (236,248) $ (244,647) $ (244,621) $ (226,371) $ (951,887)
Operating income adjustments (2)
$ 457,253  $ 434,461  $ 559,987  $ 171,017  $ 1,622,718 
Earnings adjustments (2)
$ 453,911  $ 431,559  $ 541,454  $ 174,268  $ 1,601,192 
Income taxes on adjustments (3)
$ (133,030) $ (92,478) $ (113,126) $ (23,509) $ (362,143)

Non-GAAP Q1 Q2 Q3 Q4 2024
Adjusted net revenue $ 2,183,939  $ 2,324,121  $ 2,356,931  $ 2,289,015  $ 9,154,007 
Adjusted operating income $ 909,505  $ 1,007,084  $ 1,035,569  $ 1,004,165  $ 3,956,323 
Adjusted net income attributable to Global Payments $ 634,188  $ 713,840  $ 743,454  $ 717,931  $ 2,809,413 
Adjusted diluted earnings per share attributable to Global Payments $ 2.46  $ 2.80  $ 2.92  $ 2.85  $ 11.02 
Diluted weighted-average number of shares outstanding 257,588  255,166  254,897  251,766  254,845 

(1)Includes adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain lines of business to reflect economic benefits to the company. For the three months ended March 31, 2024, June 30, 2024, September 30, 2024, and December 31, 2024, net revenue adjustments also included $0.5 million, $0.4 million, $1.0 million, and $0.3 million, respectively, to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses. These quarterly adjustments amounted to $2.2 million for the year ended December 31, 2024.

(2)Includes adjustments for acquisition-related amortization expense, acquisition, integration and separation expense, gains or losses on business dispositions, business transformation activities, and certain other items specific to each reporting period as further described below.

For the three months ended March 31, 2024, adjustments included $343.2 million in cost of services (COS) and $113.6 million in selling, general and administrative expenses (SG&A). Adjustments to COS consisted of amortization of acquired intangibles of $343.2 million. Adjustments to SG&A included acquisition, integration and separation expenses of $78.9 million, employee termination benefits of $24.9 million, and other items of $9.8 million.

For the three months ended June 30, 2024, adjustments included $345.9 million in COS and $88.1 million in SG&A. Adjustments to COS consisted of amortization of acquired intangibles of $345.9 million. Adjustments to SG&A included acquisition, integration and separation expenses of $55.7 million, employee termination benefits of $10.1 million, and other items of $22.3 million.

1



For the three months ended September 30, 2024, adjustments included $347.1 million in COS and $211.8 million in SG&A. Adjustments to COS included amortization of acquired intangibles of $347.6 million and other items of $(0.5) million. Adjustments to SG&A included acquisition, integration and separation expenses of $45.8 million, employee termination benefits of $40.9 million, charges for business transformation activities of $59.2 million, charges of $55.8 million for technology assets that will no longer be utilized under a revised technology architecture development strategy, and other items of $10.2 million.

For the three months ended December 31, 2024, adjustments included $332.8 million in COS and $111.0 million in SG&A. Adjustments to COS included amortization of acquired intangibles of $332.6 million and other items of $0.2 million. Adjustments to SG&A included acquisition, integration and separation expenses of $31.2 million, employee termination benefits of $4.3 million, facilities exit charges of $6.8 million, charges for business transformation activities of $39.9 million, non-cash asset write-offs of $18.2 million for discontinued initiatives, and other items of $10.6 million. For the three months ended December 31, 2024, earnings adjustments to operating income also included the elimination of a $273.1 million gain on business dispositions.

For the year ended December 31, 2024, adjustments included $1,369.1 million in COS and $524.5 million in SG&A. Adjustments to COS included amortization of acquired intangibles of $1,369.3 million and other items of $(0.2) million. Adjustments to SG&A included acquisition, integration and separation expenses of $211.6 million, employee termination benefits of $80.1 million, facilities exit charges of $13.4 million, charges for business transformation activities of $99.1 million, non-cash charges of $55.8 million for technology assets that will no longer be utilized under a revised technology architecture development strategy, non-cash asset write-offs of $18.2 million for discontinued initiatives, modernization charges of $22.9 million, and other items of $23.5 million. For the year ended December 31, 2024, earnings adjustments to operating income also included the elimination of a $273.1 million gain on business dispositions.

(3)Income taxes on adjustments reflects the tax effect of earnings adjustments to income before income taxes. The tax rate used in determining the tax effect of earnings adjustments is either the jurisdictional statutory rate in effect at the time of the adjustment or the jurisdictional expected annual effective tax rate for the period, depending on the nature and timing of the adjustment.

Note: Amounts may not sum due to rounding.
2
EX-99.3 4 exhibit99320250331.htm EX-99.3 Document
Exhibit 99.3
CASH FLOW INFORMATION (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)

Three Months Ended March 31, 2024
As Previously Reported Change in Presentation As Adjusted
Cash flows from operating activities:
Changes in operating assets and liabilities, net of the effects of business combinations:
Settlement processing assets and obligations, net $ (24,689) $ 24,689  $ — 
Accounts payable and other liabilities (247,242) 88,573  (158,669)
Net cash provided by operating activities $ 416,317  $ 113,262  $ 529,579 
Cash flows from financing activities:
Changes in funds held for customers $ —  $ (88,573) $ (88,573)
Changes in settlement processing assets and obligations, net —  (24,689) (24,689)
Net cash used in financing activities $ (163,436) $ (113,262) $ (276,698)
Six Months Ended June 30, 2024
As Previously Reported Change in Presentation As Adjusted
Cash flows from operating activities:
Changes in operating assets and liabilities, net of the effects of business combinations:
Settlement processing assets and obligations, net $ (57,718) $ 57,718  $ — 
Accounts payable and other liabilities (232,396) 127,497  (104,899)
Net cash provided by operating activities $ 1,153,199  $ 185,215  $ 1,338,414 
Cash flows from financing activities:
Changes in funds held for customers $ —  $ (127,497) $ (127,497)
Changes in settlement processing assets and obligations, net —  (57,718) (57,718)
Net cash used in financing activities $ (371,960) $ (185,215) $ (557,175)
Nine Months Ended September 30, 2024
As Previously Reported Change in Presentation As Adjusted
Cash flows from operating activities:
Changes in operating assets and liabilities, net of the effects of business combinations:
Settlement processing assets and obligations, net $ 789,702  $ (789,702) $ — 
Accounts payable and other liabilities (219,081) 84,592  (134,489)
Net cash provided by operating activities $ 2,879,256  $ (705,110) $ 2,174,146 
Cash flows from financing activities:
Changes in funds held for customers $ —  $ (84,592) $ (84,592)
Changes in settlement processing assets and obligations, net —  789,702  789,702 
Net cash used in financing activities $ (1,151,073) $ 705,110  $ (445,963)
1



Year Ended December 31, 2024
As Previously Reported Change in Presentation As Adjusted
Cash flows from operating activities:
Changes in operating assets and liabilities, net of the effects of business combinations:
Settlement processing assets and obligations, net $ 338,341  $ (338,341) $ — 
Accounts payable and other liabilities 107,263  (136,759) (29,496)
Net cash provided by operating activities $ 3,532,683  $ (475,100) $ 3,057,583 
Cash flows from financing activities:
Changes in funds held for customers $ —  $ 136,759  $ 136,759 
Changes in settlement processing assets and obligations, net —  338,341  338,341 
Net cash used in financing activities $ (2,766,858) $ 475,100  $ (2,291,758)
Year Ended December 31, 2023
As Previously Reported Change in Presentation As Adjusted
Cash flows from operating activities:
Changes in operating assets and liabilities, net of the effects of business combinations:
Settlement processing assets and obligations, net $ (345,898) $ 345,898  $ — 
Accounts payable and other liabilities 51,108  (44,834) 6,274 
Net cash provided by operating activities $ 2,248,741  $ 301,064  $ 2,549,805 
Cash flows from financing activities:
Changes in funds held for customers $ —  $ 44,834  $ 44,834 
Changes in settlement processing assets and obligations, net —  (345,898) (345,898)
Net cash provided by financing activities $ 2,141,121  $ (301,064) $ 1,840,057 

2