8-K

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): December 18, 2003

Commission file number 001-16111

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.)
Four Corporate Square, Atlanta, Georgia	30329-2009
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 404-728-2719

NONE

(Former name, former address and former fiscal year, if changed since last report)

Item 7. Financial Statements and Exhibits

(c) Exhibits

Exhibit Number	Description
99.1	Press Release dated December 18, 2003

Item 12. Results of Operations and Financial Condition

On December 18, 2003, Global Payments Inc., a Georgia corporation, announced results for the quarter ended November 30, 2003. A copy of the press release announcing the results is attached hereto as Exhibit 99.1.

2

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 thereunto duly authorized.

	Global Payments Inc. (Registrant)
Date: December 18, 2003	By: /s/    James G. Kelly
	James G. Kelly Chief Financial Officer (Principal Financial Officer and Chief Accounting Officer)

EX-99.1

Exhibit 99.1

For Immediate Release

Contact: Jane M. Forbes

404-728-2719 Voice

404-728-3216 Fax

investor.relations@globalpay.com

Global Payments Reports Second Quarter Earnings

ATLANTA, December 18, 2003 — Global Payments Inc. (NYSE: GPN) today announced results for the second quarter ended November 30, 2003. Revenue grew 15% to $148.4 million compared to $129.5 million in the prior year. This includes $3.8 million in revenue recorded in the current quarter as a result of the DolEx money transfer acquisition that closed on November 12, 2003. Net income grew 24% to $16.8 million compared to $13.6 million in the prior year quarter and diluted earnings per share grew 19% to $0.43 compared to $0.36 in the prior year quarter, excluding a restructuring charge of $2.0 million, net of tax or $0.05 per share in the current quarter.

The company continues to make progress consolidating certain locations to gain greater efficiencies and reduce costs. Including the restructuring charge related to this plan, second quarter GAAP net income and diluted earnings per share were $14.9 million and $0.38, respectively, compared to $13.6 million and $0.36, respectively, in the prior year. Global expects to complete this plan by the fourth quarter of fiscal 2004.

For the six months ending November 30, 2003, revenue grew 11% to $284.9 million compared to $257.2 million in the prior year period. Net income grew 19% to $33.6 million from $28.2 million in the prior period and diluted earnings per share grew 16% to $0.87 from $0.75 in the prior year period, excluding a restructuring charge of $2.9 million, net of tax or $0.07 per share in the current year period. Year-to-date GAAP net income and diluted earnings per share were $30.7 million and $0.80, respectively.

Comments and Outlook

Chairman, President and CEO, Paul R. Garcia, stated, “We are very pleased with the addition of DolEx to the Global family and are excited about the expansion opportunities within the payments sector that it will provide. We have reported another quarter of solid growth in our merchant services business, primarily driven by our ISO and domestic direct distribution channels. In addition, our ongoing consolidation of operating functions, other cost reduction initiatives and last year’s

-More

Global Payments Reports Second Quarter Earnings

December 18, 2003

Page 2

Comments and Outlook, continued

acquisition integration efforts continue to produce operating margin improvements. As a result, we are reaffirming our annual revenue guidance of $588 million to $608 million and diluted earnings per share guidance of $1.65 to $1.72 for fiscal 2004. This guidance excludes the impact of restructuring charges.”

Conference Call

Global Payments will hold a conference call on December 19, 2003, at 10:30 a.m. EST to discuss financial results and business highlights. The conference call can be accessed by calling 1-888-428-4480 (U.S.) or 1-651-291-5254 (internationally), or via Web cast at www.globalpaymentsinc.com. A replay of the call will be available on the Global Payments Web site through January 3, 2004.

Global Payments Inc. (NYSE:GPN) is a leading provider of electronic transaction processing services to consumers, merchants, Independent Sales Organizations (ISOs), financial institutions, government agencies and multi-national corporations located throughout the United States, Canada, Latin America and Europe. Global Payments offers a comprehensive line of payment solutions, including credit and debit cards, business-to-business purchasing cards, gift cards, check guarantee, check verification and recovery, terminal management and money transfer services. For additional information about the company and its services, visit www.globalpaymentsinc.com

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This announcement and comments made by Global Payments’ management during the conference call may contain forward-looking statements pursuant to the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward- looking statements involve risks and uncertainties such as product demand, market and customer acceptance, the effect of economic conditions, competition, pricing, development difficulties, foreign currency risks, costs of capital, continued certification by credit card associations, the ability to consummate and integrate acquisitions, and other risks detailed in the Company’s SEC filings, including the most recent Form 10-K. The Company undertakes no obligation to revise any of these statements to reflect future circumstances or the occurrence of unanticipated events.

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

GLOBAL PAYMENTS INC. AND SUBSIDIARIES

(In thousands, except per share data)

	Three Months Ended November 30,
	2003			2002
Revenues	$	148,447		$	129,461
Operating expenses:
Cost of service		67,274			64,395
Sales, general and administrative		51,947			41,311
Restructuring		3,123			—
		122,344			105,706
Operating income		26,103			23,755
Other income (expense):
Interest and other income		429			243
Interest and other expense		(1,059	)		(1,199	)
Minority interest		(1,716	)		(1,101	)
		(2,346	)		(2,057	)
Income before income taxes		23,757			21,698
Provision for income taxes		8,885			8,116
Net Income	$	14,872		$	13,582
Earnings per share:
Basic	$	0.40		$	0.37
Diluted	$	0.38		$	0.36
Weighted average shares outstanding:
Basic		37,466			36,912
Diluted		38,861			37,639

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

GLOBAL PAYMENTS INC. AND SUBSIDIARIES

(In thousands, except per share data)

	Six Months Ended November 30,
	2003			2002
Revenues	$	284,911		$	257,189
Operating expenses:
Cost of service		129,436			131,281
Sales, general and administrative		97,488			76,836
Restructuring		4,703			—
		231,627			208,117
Operating income		53,284			49,072
Other income (expense):
Interest and other income		753			513
Interest and other expense		(1,635	)		(2,207	)
Minority interest		(3,366	)		(2,337	)
		(4,248	)		(4,031	)
Income before income taxes		49,036			45,041
Provision for income taxes		18,339			16,846
Net Income	$	30,697		$	28,195
Earnings per share:
Basic	$	0.82		$	0.76
Diluted	$	0.80		$	0.75
Weighted average shares outstanding:
Basic		37,304			36,875
Diluted		38,585			37,707

CONSOLIDATED CONDENSED BALANCE SHEETS

GLOBAL PAYMENTS INC. AND SUBSIDIARIES

(In thousands)

	November 30, 2003		May 31, 2003
	(Unaudited)
Assets
Cash and cash equivalents	$	79,753	$	38,010
Accounts receivable, net		45,386		44,929
Claims receivable, net		651		608
Settlement processing receivable		—		34,170
Other current assets		17,781		10,486
Current assets		143,571		128,203
Property and equipment, net		62,681		51,785
Goodwill		291,294		161,216
Intangible assets, net		182,215		137,898
Other assets		12,724		5,132
Total assets	$	692,485	$	484,234
Liabilities & Shareholders’ Equity
Notes payable	$	114,229	$	—
Settlement processing payable		32,210		—
Accounts payable and other accrued liabilities		78,855		61,405
Obligations under capital leases		1,132		1,456
Current liabilities		226,426		62,861
Obligations under capital leases		2,671		3,251
Other accrued liabilities		31,212		28,455
Total liabilities		260,309		94,567
Minority interest in equity of subsidiaries		22,316		23,241
Shareholders’ equity		409,860		366,426
Total liabilities & shareholders’ equity	$	692,485	$	484,234

UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW

GLOBAL PAYMENTS INC. AND SUBSIDIARIES

(In thousands)

	Six Months Ended November 30,
	2003			2002
Cash flows from operating activities:
Net income	$	30,697		$	28,195
Non-cash items
Restructuring		387			—
Depreciation and amortization		15,521			15,872
Restructuring and other		—			—
Minority interest in earnings		3,366			2,337
Other, net		3,819			5,800
Changes in working capital, which provided (used) cash
Settlement processing		311			(12,779	)
Other, net		874			14,600
Net cash provided by operating activities		54,975			54,025
Cash flows from investing activities:
Capital expenditures		(9,668	)		(9,809	)
Net business development activities		(61,460	)		(968	)
Net cash used in investing activities		(71,128	)		(10,777	)
Cash flows from financing activities:
Net repayments on line of credit		—			(22,000	)
Net borrowings on line of credit restricted for merchant funding		61,203			—
Principal payments under capital leases and other notes		(904	)		(1,326	)
Net stock issued to employees under stock plans and dividends		(814	)		(702	)
Distributions to minority interests		(4,291	)		(3,376	)
Net cash provided by (used in) financing activities		55,194			(27,404	)
Effect of exchange rate changes on cash		2,702			(58	)
Increase in cash and cash equivalents		41,743			15,786
Cash and cash equivalents, beginning of period		38,010			19,194
Cash and cash equivalents, end of period	$	79,753		$	34,980

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

GLOBAL PAYMENTS INC. AND SUBSIDIARIES

(In thousands, except per share data)

	Three Months Ending November 30, 2003
	Normalized			Restructuring1			GAAP
Revenue	$	148,447		$	—		$	148,447
Operating expenses:
Cost of service		67,274			—			67,274
Sales, general and administrative		51,947			—			51,947
Restructuring		—			3,123			3,123
		119,221			3,123			122,344
Operating income		29,226			(3,123	)		26,103
Other income/(expense)
Interest and other income		429			—			429
Interest and other expense		(1,059	)		—			(1,059	)
Minority interest in earnings		(1,716	)		—			(1,716	)
		(2,346	)		—			(2,346	)
Income before income taxes		26,880			(3,123	)		23,757
Provision for income taxes		10,053			(1,168	)		8,885
Net income	$	16,827		$	(1,955	)	$	14,872
Basic shares		37,466			—			37,466
Basic earnings per share	$	0.45		$	(0.05	)	$	0.40
Diluted shares		38,861			—			38,861
Diluted earnings per share	$	0.43		$	(0.05	)	$	0.38

¹ Primarily relating to severance and facilites due to redundant activities and facility closures, as well as the related income tax benefit using the company’s effective tax rate.

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

GLOBAL PAYMENTS INC. AND SUBSIDIARIES

(In thousands, except per share data)

	Six Months Ending November 30, 2003
	Normalized			Restructuring1			GAAP
Revenue	$	284,911		$	—		$	284,911
Operating expenses:
Cost of service		129,436			—			129,436
Sales, general and administrative		97,488			—			97,488
Restructuring		—			4,703			4,703
		226,924			4,703			231,627
Operating income		57,987			(4,703	)		53,284
Other income/(expense)
Interest and other income		753			—			753
Interest and other expense		(1,635	)		—			(1,635	)
Minority interest in earnings		(3,366	)		—			(3,366	)
		(4,248	)		—			(4,248	)
Income before income taxes		53,739			(4,703	)		49,036
Provision for income taxes		20,098			(1,759	)		18,339
Net income	$	33,641		$	(2,944	)	$	30,697
Basic shares		37,304			—			37,304
Basic earnings per share	$	0.90		$	(0.08	)	$	0.82
Diluted shares		38,585			—			38,585
Diluted earnings per share	$	0.87		$	(0.07	)	$	0.80

¹ Primarily relating to severance and facilities due to redundant activities and facility closures, as well as the related income tax benefit using the company’s effective tax rate.