EX-99.1 2 exhibit99120210630.htm EX-99.1 Document

Global Payments Reports
Second Quarter 2021 Results
globalpayments-logonewa.jpg

August 2, 2021


Raises 2021 Outlook
Deepens European Presence through Proposed Bankia Payments Acquisitions
Enters New Collaboration with AWS through Netspend
Increases Share Repurchase Authorization to $1.5 billion



ATLANTA -- Global Payments Inc. (NYSE: GPN) today announced results for the second quarter ended June 30, 2021.

“Our business accelerated meaningfully in the second quarter of 2021, demonstrating significant ongoing momentum," said Jeff Sloan, Chief Executive Officer of Global Payments. "We also continue to expand our competitive moat through leading strategic partnerships. First, we are excited to have agreed with our partners at CaixaBank to acquire Bankia’s payments businesses in Spain, enhancing our position in one of the most attractive markets in Europe. Second, we are delighted to announce that we have entered into a new collaboration with Amazon Web Services for unique distribution and cutting edge technologies at Netspend to accelerate our strategy across the three pillars of digitization, internationalization and B2B expansion.”

Sloan concluded, “Our differentiated strategies have enabled the compounded rates of growth we realized in the quarter and are now forecasting for the full year compared to 2019 levels. We continue to balance strategic investments across our businesses, unique relationships with the world's largest technology companies, ongoing consistency in execution and efficient return of capital to shareholders.”






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Second Quarter 2021 Summary
GAAP revenues were $2.14 billion, compared to $1.67 billion in the second quarter of 2020; diluted earnings per share were $0.89 compared to $0.12 in the prior year; and operating margin was 17.0% compared to 6.4% in the prior year.
Adjusted net revenues increased 28% to $1.94 billion, compared to $1.52 billion in the second quarter of 2020.    
Adjusted earnings per share increased 56% to $2.04, compared to $1.31 in the second quarter of 2020.
Adjusted operating margin of 41.8% expanded 480 basis points.

Business Update
"We could not be more pleased with the momentum across our businesses evident in our results and outlook for the year, highlighted by the strength in our merchant solutions segment. In particular, our integrated business grew 53% this quarter, and our acquiring businesses globally generated 46% growth despite the pandemic recovery lagging in many markets outside of the United States. We also are delighted by the strong sequential and year-over-year growth in our vertical markets businesses," said Cameron Bready, President and Chief Operating Officer.

2021 Outlook
“We are pleased with our performance in the second quarter, which demonstrated continued sequential improvement that has continued in July,” said Paul Todd, Senior Executive Vice President and Chief Financial Officer. “We achieved strong adjusted net revenue growth, adjusted operating margin expansion and adjusted earnings per share growth, well ahead of our expectations.

“We remain encouraged by the trends we are seeing in our business and are again raising our expectations for full year 2021 adjusted net revenue to be in the range of $7.70 billion to $7.73 billion, reflecting growth of 14% to 15%, and we are increasing our adjusted earnings per share estimate to be in a range of $8.07 to $8.20, or growth of 26% to 28% over 2020. This outlook presumes we remain on a path toward recovery worldwide over the balance of the year.”

Todd concluded, “We also continue to execute on our strategic priorities of balancing reinvestment in the future growth of our business with efficient return of capital. To that end, we are excited with our announcement regarding Bankia, the successful closing of our acquisition of Zego and that our Board of Directors has approved an increase to our share repurchase authorization to $1.5 billion.”

Capital Allocation
Global Payments’ Board of Directors approved a dividend of $0.25 per share payable September 24, 2021 to shareholders of record as of September 10, 2021.
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Investor Conference
Global Payments will host its 2021 Investor Conference virtually on Wednesday, September 8, 2021 at 9:00 a.m. EDST. All interested parties may access the audio webcast via the investor relations page of the company’s website at investors.globalpaymentsinc.com. A replay of the audio webcast will be archived on the company's website following the live event.

Conference Call
Global Payments’ management will host a live audio webcast today, August 2, 2021, at 8:00 a.m. EDST to discuss financial results and business highlights. All interested parties may access the audio webcast via the investor relations page of the company’s website at investors.globalpaymentsinc.com. 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, income, operating income, operating margin 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.

Reconciliations of the non-GAAP measures to the most directly comparable GAAP measure are included in the schedules to this release.

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 nearly 24,000 team members worldwide, Global Payments is a Fortune 500® company and a member of the S&P 500 with worldwide reach spanning over 100 countries throughout North America, Europe, Asia Pacific and Latin America. For more information, visit www.globalpayments.com and follow Global Payments on Twitter (@globalpayinc), LinkedIn and Facebook.

Forward-Looking Statements
Investors are cautioned that some of the statements we use in this report 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 markets in which we operate, and beliefs of and
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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. Examples of forward-looking statements include, but are not limited to, statements we make regarding guidance and projected financial results for the year 2021; the effects of the COVID-19 pandemic on our business, including estimates of the effects of the pandemic on our revenues, financial operating results and liquidity; the effects of actions taken by us in response to the pandemic; the anticipated benefits of the merger with TSYS (the “Merger’), including the combined company’s plans, objectives, expectations and intentions; timing and completion of anticipated benefits of acquisitions or strategic initiatives; our success and timing in developing and introducing new services; and future financial and operating results. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our 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 effects of global economic, political, market, health and social events or other conditions, including the effects and duration of the COVID-19 pandemic and containment taken in response; management’s assumptions and projections used in their estimates of the timing and severity of the effects of the COVID-19 pandemic on our future revenues, results of operations and liquidity; our ability to meet our liquidity needs in light of the effects of the COVID-19 pandemic or otherwise; the outcome of any legal proceedings that may be instituted against the Company and our directors; difficulties, delays and higher than anticipated costs related to integrating the businesses of Global Payments and TSYS, 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 Merger when expected or at all; business disruptions from the Merger integration that may harm our business, including current plans and operations; failing to comply with the applicable requirements of Visa, Mastercard or other payment networks or card schemes or changes in those requirements; the ability to maintain Visa and Mastercard registration and financial institution sponsorship; the ability to retain and hire key personnel; the diversion of management’s attention from ongoing business operations; the continued availability of capital and financing; 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, foreign currency exchange and interest rate risks; the effects of new
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or changes in current laws, regulations, credit card association rules or other industry standards, including privacy and cybersecurity laws and regulations; and events beyond our control, such as acts of terrorism, and other factors included in the “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2020, and in other documents that we file with the SEC, which are available at https://www.sec.gov. Any forward-looking statements speak only as of the date of this communication or as of the date they were made, and we undertake no obligation to update forward-looking statements, except as required by law.



Investor contact:investor.relations@globalpay.comMedia contact:media.relations@globalpay.com
Winnie SmithEmily Edmonds
770-829-8478770-829-8755
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SCHEDULE 1
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
Three Months EndedSix Months Ended
June 30,June 30,
20212020% Change20212020% Change
Revenues$2,137,437 $1,671,952 27.8 %$4,127,444 $3,575,550 15.4 %
Operating expenses:
Cost of service936,310 893,740 4.8 %1,861,556 1,827,611 1.9 %
Selling, general and administrative838,569 670,638 25.0 %1,628,071 1,396,386 16.6 %
1,774,879 1,564,378 13.5 %3,489,627 3,223,997 8.2 %
Operating income362,558 107,574 237.0 %637,817 351,553 81.4 %
Interest and other income5,455 2,787 95.7 %9,689 5,293 83.1 %
Interest and other expense(80,556)(82,855)(2.8)%(163,697)(175,499)(6.7)%
(75,101)(80,068)(6.2)%(154,008)(170,206)(9.5)%
Income before income taxes and equity in income of equity method investments287,457 27,506 945.1 %483,809 181,347 166.8 %
Income tax expense60,808 836 7173.7 %81,483 16,338 398.7 %
Income before equity in income of equity method investments226,649 26,670 749.8 %402,326 165,009 143.8 %
Equity in income of equity method investments, net of tax40,164 12,774 214.4 %62,897 25,041 151.2 %
Net income266,813 39,444 576.4 %465,223 190,050 144.8 %
Net income attributable to noncontrolling interests, net of income tax(3,223)(2,113)52.5 %(4,952)(9,147)(45.9)%
Net income attributable to Global Payments$263,590 $37,331 606.1 %$460,271 $180,903 154.4 %
Earnings per share attributable to Global Payments:
    Basic$0.89 $0.12 641.7 %$1.56 $0.60 160.0 %
    Diluted$0.89 $0.12 641.7 %$1.55 $0.60 158.3 %
Weighted-average number of shares outstanding:
    Basic294,914 299,140 295,665 299,264 
    Diluted296,139 300,246 296,901 300,541 











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SCHEDULE 2
NON-GAAP FINANCIAL MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
Three Months EndedSix Months Ended
June 30,June 30,
20212020% Change20212020% Change
Adjusted net revenue$1,940,537 $1,520,898 27.6 %$3,752,755 $3,249,749 15.5 %
Adjusted operating income810,187 562,219 44.1 %1,545,303 1,236,927 24.9 %
Adjusted net income attributable to Global Payments603,004 394,313 52.9 %1,144,368 868,157 31.8 %
Adjusted diluted earnings per share attributable to Global Payments$2.04 $1.31 55.7 %$3.85 $2.89 33.2 %

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See Schedules 6 and 7 for a reconciliation of each non-GAAP financial measure to the most comparable GAAP measure and Schedule 10 for a discussion of non-GAAP financial measures.







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SCHEDULE 3
SEGMENT INFORMATION (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
Three Months Ended
June 30, 2021June 30, 2020 % Change
GAAPNon-GAAP GAAPNon-GAAP GAAPNon-GAAP
Revenues:
Merchant Solutions$1,426,755 $1,288,709 $1,001,555 $905,663 42.5 %42.3 %
Issuer Solutions505,932 446,407 470,025 414,207 7.6 %7.8 %
Business and Consumer Solutions227,355 227,356 216,722 216,722 4.9 %4.9 %
Intersegment Elimination(22,605)(21,934)(16,350)(15,694)(38.3)%(39.8)%
$2,137,437 $1,940,537 $1,671,952 $1,520,898 27.8 %27.6 %
Operating income:
Merchant Solutions$437,293 $624,656 $175,078 $371,476 149.8 %68.2 %
Issuer Solutions74,806 195,952 58,027 177,114 28.9 %10.6 %
Business and Consumer Solutions42,283 61,223 48,195 70,105 (12.3)%(12.7)%
Corporate(191,824)(71,644)(173,726)(56,476)(10.4)%(26.9)%
$362,558 $810,187 $107,574 $562,219 237.0 %44.1 %

Six Months Ended
June 30, 2021June 30, 2020 % Change
GAAPNon-GAAP GAAPNon-GAAP GAAPNon-GAAP
Revenues:
Merchant Solutions$2,694,627 $2,438,529 $2,216,824 $2,007,007 21.6 %21.5 %
Issuer Solutions1,006,183 885,786 973,787 856,193 3.3 %3.5 %
Business and Consumer Solutions470,941 470,941 420,668 420,668 12.0 %12.0 %
Intersegment Elimination(44,307)(42,502)(35,729)(34,119)(24.0)%(24.6)%
$4,127,444 $3,752,755 $3,575,550 $3,249,749 15.4 %15.5 %
Operating income:
Merchant Solutions$777,283 $1,156,798 $479,231 $871,901 62.2 %32.7 %
Issuer Solutions143,262 385,740 117,331 351,792 22.1 %9.7 %
Business and Consumer Solutions104,205 142,086 79,307 122,591 31.4 %15.9 %
Corporate(386,933)(139,320)(324,316)(109,357)(19.3)%(27.4)%
$637,817 $1,545,303 $351,553 $1,236,927 81.4 %24.9 %

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See Schedules 8 and 9 for a reconciliation of adjusted net revenue and adjusted operating income by segment to the most comparable GAAP measures and Schedule 10 for a discussion of non-GAAP financial measures.


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SCHEDULE 4
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except share data)
 June 30, 2021December 31, 2020
ASSETS  
Current assets:  
Cash and cash equivalents$1,799,549 $1,945,868 
Accounts receivable, net878,431 794,172 
Settlement processing assets1,548,743 1,230,853 
Prepaid expenses and other current assets673,154 621,467 
Total current assets4,899,877 4,592,360 
Goodwill24,422,012 23,871,451 
Other intangible assets, net11,815,103 12,015,883 
Property and equipment, net1,642,283 1,578,532 
Deferred income taxes8,094 7,627 
Other noncurrent assets2,362,304 2,135,692 
Total assets$45,149,673 $44,201,545 
LIABILITIES AND EQUITY
Current liabilities:
Settlement lines of credit$487,538 $358,698 
Current portion of long-term debt52,611 827,357 
Accounts payable and accrued liabilities2,184,201 2,061,384 
Settlement processing obligations1,655,278 1,301,652 
Total current liabilities4,379,628 4,549,091 
Long-term debt10,216,979 8,466,407 
Deferred income taxes2,873,676 2,948,390 
Other noncurrent liabilities829,250 750,613 
Total liabilities18,299,533 16,714,501 
Commitments and contingencies
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 June 30, 2021 and December 31, 2020; 293,702,910 issued and outstanding at June 30, 2021 and 298,332,459 issued and outstanding at December 31, 2020— — 
Paid-in capital24,201,763 24,963,769 
Retained earnings2,664,707 2,570,874 
Accumulated other comprehensive loss(172,707)(202,273)
Total Global Payments shareholders’ equity26,693,763 27,332,370 
Noncontrolling interests156,377 154,674 
Total equity26,850,140 27,487,044 
Total liabilities and equity$45,149,673 $44,201,545 

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SCHEDULE 5
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
Six Months Ended
June 30, 2021June 30, 2020
Cash flows from operating activities:
Net income$465,223 $190,050 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of property and equipment193,574 172,229 
Amortization of acquired intangibles654,042 628,264 
Amortization of capitalized contract costs43,975 38,070 
Share-based compensation expense80,490 62,805 
Provision for operating losses and credit losses50,802 66,921 
Noncash lease expense54,533 47,770 
Deferred income taxes(91,177)(96,458)
Equity in income of equity investments, net of tax(62,897)(25,041)
Other, net13,965 10,823 
Changes in operating assets and liabilities, net of the effects of business combinations:
Accounts receivable(91,580)56,186 
Settlement processing assets and obligations, net25,312 136,453 
Prepaid expenses and other assets(151,353)(97,653)
Accounts payable and other liabilities(75,268)(230,130)
Net cash provided by operating activities1,109,641 960,289 
Cash flows from investing activities:
Business combinations and other acquisitions, net of cash acquired(943,108)(74,095)
Capital expenditures(219,579)(208,384)
Other, net742 12,188 
Net cash used in investing activities(1,161,945)(270,291)
Cash flows from financing activities:
Net borrowings from (repayments of) settlement lines of credit134,245 (25,546)
Proceeds from long-term debt2,820,988 1,867,008 
Repayments of long-term debt(1,830,258)(1,809,199)
Payments of debt issuance costs(8,569)(8,006)
Repurchases of common stock(1,072,934)(421,162)
Proceeds from stock issued under share-based compensation plans29,304 42,632 
Common stock repurchased - share-based compensation plans(49,664)(39,226)
Dividends paid(114,875)(116,591)
Net cash used in financing activities(91,763)(510,090)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(5,980)(32,556)
(Decrease) increase in cash, cash equivalents and restricted cash(150,047)147,352 
Cash, cash equivalents and restricted cash, beginning of the period2,089,771 1,678,273 
Cash, cash equivalents and restricted cash, end of the period$1,939,724 $1,825,625 

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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 June 30, 2021
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Income
Taxes on Adjustments(3)
Non-GAAP
Revenues$2,137,437 $(196,900)$— $— $1,940,537 
Operating income$362,558 $1,278 $446,351 $— $810,187 
Net income attributable to Global Payments$263,590 $1,278 $421,774 $(83,637)$603,004 
Diluted earnings per share attributable to Global Payments$0.89 $2.04 
Diluted weighted average shares outstanding296,139 296,139 
Three Months Ended June 30, 2020
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Income
Taxes on Adjustments(3)
Non-GAAP
Revenues$1,671,952 $(151,054)$— $— $1,520,898 
Operating income$107,574 $2,685 $451,960 $— $562,219 
Net income attributable to Global Payments$37,331 $2,685 $452,443 $(98,146)$394,313 
Diluted earnings per share attributable to Global Payments$0.12 $1.31 
Diluted weighted average shares outstanding300,246 300,246 

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(1)Represents 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 June 30, 2021 and June 30, 2020, includes $1.3 million and $2.7 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 June 30, 2021, earnings adjustments to operating income included $324.7 million in cost of services (COS) and $121.6 million in selling, general and administrative expenses (SG&A). Adjustments to COS represent amortization of acquired intangibles of $324.7 million. Adjustments to SG&A include share-based compensation expense of $43.3 million and acquisition and integration expenses of $78.3 million. Net income attributable to Global Payments also reflects the removal of $23.8 million of equity method investment earnings from our interest in a private equity investment fund.

For the three months ended June 30, 2020, earnings adjustments to operating income included $328.3 million in COS and $123.6 million in SG&A expenses. Adjustments to COS represent amortization of acquired intangibles of $314.4 million, $2.9 million of acquisition and integration expenses and $11.0 million of other items. Adjustments to SG&A include share-based compensation expense of $35.0 million, acquisition and integration expenses of $82.2 million and other items of $6.4 million. Other COS and SG&A items include employee termination benefits and other incremental charges directly related to COVID-19. Net income attributable to Global Payments also reflects the removal of a $2.0 million loss associated with the partial sale of an ownership position in a strategic partner.

(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 10.
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SCHEDULE 7
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)

Six Months Ended June 30, 2021
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Income
Taxes on Adjustments(3)
Non-GAAP
Revenues$4,127,444 $(374,690)$— $— $3,752,755 
Operating income$637,817 $3,027 $904,459 $— $1,545,303 
Net income attributable to Global Payments$460,271 $3,027 $872,710 $(191,639)$1,144,368 
Diluted earnings per share attributable to Global Payments$1.55 $3.85 
Diluted weighted average shares outstanding296,901 296,901 
Six Months Ended June 30, 2020
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Income
Taxes on Adjustments(3)
Non-GAAP
Revenues$3,575,550 $(325,801)$— $— $3,249,749 
Operating income$351,553 $5,584 $879,790 $— $1,236,927 
Net income attributable to Global Payments$180,903 $5,584 $885,384 $(203,714)$868,157 
Diluted earnings per share attributable to Global Payments$0.60 $2.89 
Diluted weighted average shares outstanding300,541 300,541 


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(1)Represents 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 six months ended June 30, 2021 and June 30, 2020, includes $3.0 million and $5.6 million, respectively, to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses.

(2)For the six months ended June 30, 2021, earnings adjustments to operating income included $653.9 million in COS and $250.5 million in SG&A. Adjustments to COS represent amortization of acquired intangibles of $653.9 million. Adjustments to SG&A include share-based compensation expense of $80.5 million and acquisition and integration expenses of $170.0 million. Net income attributable to Global Payments also reflects the removal of $30.1 million of equity method investment earnings from our interest in a private equity investment fund.

For the six months ended June 30, 2020, earnings adjustments to operating income included $648.6 million in COS and $231.1 million in SG&A expenses. Adjustments to COS represent amortization of acquired intangibles of $629.2 million, acquisition and integration expenses of $2.9 million and other items $16.5 million. Adjustments to SG&A include share-based compensation expense of $62.8 million, acquisition and integration expenses of $153.8 million and other items of $14.5 million. Other COS and SG&A items include employee termination benefits and other incremental charges directly related to COVID-19. Net income attributable to Global Payments also reflects the removal of a $8.7 million loss associated with the partial sale of an ownership position in a strategic partner.

(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 10.
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SCHEDULE 8
RECONCILIATION OF SEGMENT NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
Three Months Ended June 30, 2021
GAAP
Net Revenue Adjustments (1)
Earnings Adjustments(2)
Non-GAAP
Revenues:
Merchant Solutions$1,426,755 $(138,046)$— $1,288,709 
Issuer Solutions505,932 (59,525)— 446,407 
Business and Consumer Solutions227,355 — — 227,356 
Intersegment Eliminations(22,605)671 — (21,934)
$2,137,437 $(196,900)$— $1,940,537 
Operating income:
Merchant Solutions$437,293 $133 $187,230 $624,656 
Issuer Solutions74,806 1,145 120,000 195,952 
Business and Consumer Solutions42,283 — 18,940 61,223 
Corporate(191,824)— 120,180 (71,644)
$362,558 $1,278 $446,351 $810,187 
Three Months Ended June 30, 2020
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Non-GAAP
Revenues:
Merchant Solutions$1,001,555 $(95,892)$— $905,663 
Issuer Solutions470,025 (55,818)— 414,207 
Business and Consumer Solutions216,722 — — 216,722 
Intersegment Eliminations(16,350)656 — (15,694)
$1,671,952 $(151,054)$— $1,520,898 
Operating income:
Merchant Solutions$175,078 $320 $196,078 $371,476 
Issuer Solutions58,027 2,365 116,722 177,114 
Business and Consumer Solutions48,195 — 21,910 70,105 
Corporate(173,726)— 117,250 (56,476)
$107,574 $2,685 $451,960 $562,219 


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(1)Represents 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. Also, for the three months ended June 30, 2021 and June 30, 2020, includes $1.3 million and $2.7 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 June 30, 2021, earnings adjustments to operating income included $324.7 million in COS and $121.6 million in SG&A. Adjustments to COS represent amortization of acquired intangibles of $324.7 million. Adjustments to SG&A include share-based compensation expense of $43.3 million and acquisition and integration expenses of $78.3 million.

For the three months ended June 30, 2020, earnings adjustments to operating income included $328.3 million in COS and $123.6 million in SG&A expenses. Adjustments to COS represent amortization of acquired intangibles of $314.4 million, acquisition and integration expenses of $2.9 million and other items of $11.0 million. Adjustments to SG&A include share-based compensation expense of $35.0 million, acquisition and integration expenses of $82.2 million and other items $6.4 million. Other COS and SG&A items include employee termination benefits and other incremental charges directly related to COVID-19.

See "Non-GAAP Financial Measures" discussion on Schedule 10.
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SCHEDULE 9
UNAUDITED RECONCILIATION OF SEGMENT NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)


Six months ended June 30, 2021
GAAP
Net Revenue Adjustments (1)
Earnings Adjustments(2)
Non-GAAP
Revenues:
Merchant Solutions$2,694,627 $(256,098)$— $2,438,529 
Issuer Solutions1,006,183 (120,396)— 885,786 
Business and Consumer Solutions470,941 — — 470,941 
Intersegment Eliminations(44,307)1,804 — (42,502)
$4,127,444 $(374,690)$— $3,752,755 
Operating income:
Merchant Solutions$777,283 $427 $379,088 $1,156,798 
Issuer Solutions143,262 2,600 239,878 385,740 
Business and Consumer Solutions104,205 — 37,881 142,086 
Corporate(386,933)— 247,612 (139,320)
$637,817 $3,027 $904,459 $1,545,303 
Six months ended June 30, 2020
GAAP
Net Revenue Adjustments(1)
Earnings Adjustments(2)
Non-GAAP
Revenues:
Merchant Solutions$2,216,824 $(209,817)$— $2,007,007 
Issuer Solutions973,787 (117,594)— 856,193 
Business and Consumer Solutions420,668 — — 420,668 
Intersegment Eliminations(35,729)1,610 — (34,119)
$3,575,550 $(325,801)$— $3,249,749 
Operating income:
Merchant Solutions$479,231 $517 $392,153 $871,901 
Issuer Solutions117,331 5,067 229,394 351,792 
Business and Consumer Solutions79,307 — 43,284 122,591 
Corporate(324,316)— 214,959 (109,357)
$351,553 $5,584 $879,790 $1,236,927 

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(1)Represents 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. Also, for the six months ended June 30, 2021 and June 30, 2020, includes $3.0 million and $5.6 million, respectively, to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses.

(2)For the six months ended June 30, 2021, earnings adjustments to operating income included $653.9 million in COS and $250.5 million in SG&A. Adjustments to COS represent amortization of acquired intangibles of $653.9 million. Adjustments to SG&A include share-based compensation expense of $80.5 million and acquisition and integration expenses of $170.0 million.

For the six months ended June 30, 2020, earnings adjustments to operating income included $648.6 million in COS and $231.1 million in SG&A expenses. Adjustments to COS represent amortization of acquired intangibles of $629.2 million, acquisition and integration expenses of $2.9 million and other items of $16.5 million. Adjustments to SG&A include $62.8 million of share-based compensation expense, $153.8 million of acquisition and integration expenses and $14.5 million of other items. Other COS and SG&A items include employee termination benefits and other incremental charges directly related to COVID-19. Net income attributable to Global Payments also reflects the removal of a $8.7 million loss associated with the partial sale of an ownership position in a strategic partner.

See "Non-GAAP Financial Measures" discussion on Schedule 10.
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SCHEDULE 10
OUTLOOK SUMMARY (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In billions, except per share data)
20202021 Outlook% Change
Revenues:
GAAP revenues$7.424 $8.450 to $8.48013% to 14%
Adjustments(1)
(0.676)(0.750)
Adjusted net revenue$6.748 $7.700 to $7.73014% to 15%
Earnings Per Share:
GAAP diluted EPS$1.95 $3.67 to $3.8088% to 95%
Adjustments(2)
4.45 4.40
Adjusted diluted EPS$6.40 $8.07 to $8.2026% to 28%

(1)Represents 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 include adjustments to eliminate the effect of acquisition accounting fair value adjustments for software-related contract liabilities associated with acquired businesses.

(2)Adjustments to 2020 GAAP diluted EPS include the removal of 1) software-related contract liability adjustments described above of $0.03, 2) acquisition related amortization expense of $3.20, 3) share-based compensation expense of $0.38, 4) acquisition and integration expense of $0.82, 5) other items, inclusive of employee termination benefits and other incremental charges directly related to COVID-19, of $0.13, 6) gain associated with the fair value of common shares received from the conversion of certain Visa Inc. preferred shares of $0.07, 7) equity method investment earnings from our interest in a private equity investment fund of $0.11, 8) loss associated with the partial sale of an ownership position in a strategic partner of $0.02 and 9) discrete tax items of $0.05. Adjustments to 2020 GAAP diluted EPS include the effect on noncontrolling interests and income taxes, as applicable.


NON-GAAP FINANCIAL MEASURES
Global Payments supplements revenues, income, operating income, operating margin and 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. 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. 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, adjusted net income and adjusted EPS should be considered in addition to, and not as substitutes for, revenues, operating income, net 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. Adjusted operating income, adjusted net income and adjusted EPS exclude acquisition-related amortization expense, share-based compensation expense, acquisition and integration expense and certain other items, such as unusual, direct and discrete costs due to the global pandemic, specific to each reporting period as more fully described in the accompanying reconciliations in Schedules 6 and 7. Adjusted operating margin is derived by dividing adjusted operating income by adjusted net revenue. 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.
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