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

January 22, 2013

Date of Report (Date of Earliest Event Reported)

Total System Services, Inc.

(Exact Name of Registrant as Specified in its Charter)

Georgia	1-10254	58-1493818
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One TSYS Way, Columbus, Georgia 31901

(Address of principal executive offices) (Zip Code)

(706) 649-2310

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

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:

¨ 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))

Item 2.02 Results of Operations and Financial Condition.

On January 22, 2013, Total System Services, Inc. (“Registrant”) issued a press release announcing financial results for the full year and fourth quarter ended December 31, 2012. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information in the press release shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934 or incorporated by reference into any document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934 except as shall be expressly set forth by specific reference in such filing.

Item 7.01 Regulation FD Disclosure.

On January 22, 2013, Registrant will hold an investor conference call and webcast to discuss its financial results for the full year and fourth quarter ended December 31, 2012. A copy of the presentation to be used during the conference call is attached hereto as Exhibit 99.2 and incorporated herein by reference. The information in the presentation shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934 or incorporated by reference into any document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934 except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Registrant’s press release dated January 22, 2013
99.2	Registrant’s presentation dated January 22, 2013

2

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		TOTAL SYSTEM SERVICES, INC. (“Registrant”)
Dated:	January 22, 2013	By:	/s/ Kathleen Moates
			Kathleen Moates Senior Deputy General Counsel

3

EX-99.1

Exhibit 99.1

Total System Services, Inc. One TSYS Way Post Office Box 2567 Columbus GA 31902-2567   +1.706.649.2307 +1.706.649.5740 www.tsys.com

For immediate release:

Contacts:

Shawn Roberts

TSYS Investor Relations

+1.706.644.6081

shawnroberts@tsys.com

TSYS Reports 2012 Earnings Per Share Up 13.1%

Provides 2013 EPS Guidance of 10%-12% Growth

COLUMBUS, Ga., Jan. 22, 2013 — TSYS (NYSE: TSS) today reported results for the fourth quarter and full year with basic earnings per share (EPS) at $0.33 for the quarter, an increase of 3.7%, and $1.30 for the full year, an increase of 13.1% over 2011. Revenues before reimbursable items for the quarter were $418.6 million, an increase of 2.7%, and $1,618.5 million for the year, an increase of 5.0% over 2011. Total revenues were $479.1 million for the quarter and $1,871.0 million for the full year, increases of 1.5% and 3.4%, respectively, as compared to 2011. Total revenues were impacted by decreases of $4.0 million for the quarter and $15.8 million for the year in reimbursable items.

Operating margin excluding reimbursable items for the year was 22.1%, an increase of 117 basis points over last year. The increase is attributable to a 5.0% increase in revenues before reimbursable items, while expenses before reimbursable items were up only 3.5%.

“We are pleased to report that we exceeded the high end of our net income and EPS guidance for 2012. These results reflect continued strong same client transaction growth of 12.0% in our card issuer processing business. Point-Of-Sale transactions, excluding deconverted clients in the indirect merchant business, were up 9.9% and sales volume in the direct merchant business was up 12.9%. Excluding the impact of acquisitions, sales volume was up 3.2%. Also contributing to our strong results was our consolidated internal revenue growth of 5.1% for the year, combined with acquisitions in the acquiring space, which added 1.8% to our growth in revenues before reimbursable items,” said Philip W. Tomlinson, chairman and chief executive officer of TSYS.

“Our guidance for 2013 is included in the table below and we expect 6% to 8 % growth in revenues before reimbursable items and 10% to 12% EPS growth. This is the second year in a row that we have projected double digit EPS growth. We remain focused on executing our strategy of growing our existing businesses, adding strategic acquisitions and deploying capital to enhance shareholder return. In support of this strategy during 2012, we purchased 3.2 million shares of our stock for $75 million, used $190 million to invest in acquisitions, and returned $94 million in dividends to our shareholders, for a total spend of $359 million,” said Tomlinson.

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	2013 Guidance
	Range (in millions, except per share amounts)					Percent Change
Total revenues	$	1,955	to	$	1,995		5	%	to	7	%
Revenues before reimbursable items	$	1,711	to	$	1,746		6	%	to	8	%
Net Income attributable to TSYS common shareholders	$	266	to	$	272		9	%	to	11	%
EPS attributable to TSYS common shareholders	$	1.43	to	$	1.45		10	%	to	12	%

Conference Call

TSYS will host its quarterly conference call at 5:00 p.m. ET on Tuesday, January 22. The conference call can be accessed via simultaneous Internet broadcast at tsys.com by clicking on the link under “Webcasts” on the main homepage. The replay will be archived for 12 months and will be available approximately 30 minutes after the completion of the call. A slide presentation to accompany the call will be available by clicking on the link under “Webcasts” on the main homepage of tsys.com.

Non-GAAP Measures

The financial highlights section of this release and this release contain the non-GAAP financial measures of revenues and operating results on a constant currency basis, and revenues and operating margin excluding reimbursable items, respectively, to describe TSYS’ performance. Management uses these non-GAAP financial measures to better understand and assess TSYS’ operating results and financial performance. TSYS believes these non-GAAP financial measures provide meaningful additional information about TSYS to assist investors in understanding and evaluating its operating results.

Additional information about non-GAAP financial measures and a reconciliation of those measures to the most directly comparable GAAP measures are included on pages 11 and 12 of this release.

About TSYS

At TSYS, (NYSE: TSS), we believe payments should revolve around people — not the other way around. We call this belief “People-Centered Payments^SM.” By putting people at the center of every decision we make, with unmatched customer service and industry insight, TSYS is able to support financial institutions, businesses and governments in more than 80 countries. Offering merchant payment-acceptance solutions as well as services in credit, debit, prepaid, mobile, chip, healthcare and more, we make it possible for those in the global marketplace to conduct safe and secure electronic transactions with trust and convenience.

TSYS’ headquarters are located in Columbus, Georgia, with local offices spread across the Americas, EMEA and Asia-Pacific. TSYS provides services to more than half of the top 20 international banks, is a Fortune 1000 company and was named one of the 2012 World’s Most Ethical Companies by Ethisphere magazine. For more information, please visit us at www.tsys.com.

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Forward-Looking Statements

This press release contains “forward-looking statements” – that is, statements related to future, not past, events. Forward-looking statements often address our expected future business and financial performance and often contain words such as “expect,” “anticipate,” “intend,” “believe,” “should,” “plan,” “will,” “could,” and similar expressions. These forward-looking statements include, among others, statements regarding TSYS’ earnings guidance for 2013 total revenues, revenues before reimbursable items, net income attributable to TSYS common shareholders and EPS attributable to TSYS common shareholders, and the assumptions underlying such statements. These statements are based on the current beliefs and expectations of TSYS’ management, are based on management’s assumptions and are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by the forward-looking statements. A number of important factors could cause actual results to differ materially from those contemplated by our forward-looking statements in this press release. Many of these factors are beyond TSYS’ ability to control or predict. These factors include, but are not limited to, the effect of current domestic and worldwide economic conditions; the material breach of security of any of TSYS’ systems; the impact of potential and completed acquisitions, including the costs associated therewith and their being more difficult to integrate than anticipated; adverse developments with respect to foreign currency exchange rates; expenses are incurred associated with the signing of a significant client; the deconversion of a significant client; changes occur in laws, rules, regulations, credit card association rules or other industry standards affecting TSYS and our clients that may result in costly new compliance burdens on TSYS and our clients and lead to a decrease in the volume and/or number of transactions processed; the costs and effects of litigation, investigations or similar matters or adverse facts and developments relating thereto; adverse developments with respect to the credit card industry in general, including a decline in the use of credit cards as a payment mechanism; and growth rates of TSYS’ existing clients are lower than anticipated or attrition rates of existing clients are higher than anticipated. Additional risks and other factors that could cause actual results to differ materially from those contemplated in this release can be found in TSYS’ filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K. We believe these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. We do not assume any obligation to update any forward-looking statements as a result of new information, future developments or otherwise.

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TSYS Announces Fourth Quarter 2012 Earnings

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TSYS

Financial Highlights

(unaudited)

(in thousands, except per share data)

	Three Months Ended									Twelve Months Ended
	December 31,									December 31,
							Percent									Percent
	2012			2011			Change			2012			2011			Change
Total revenues	$	479,100			472,234			1.5	%	$	1,870,972			1,808,966			3.4	%
Cost of services		315,698			322,946			(2.2	)		1,262,310			1,257,970			0.3
Selling, general and administrative expenses		73,571			59,570			23.5			251,010			228,540			9.8
Operating income		89,831			89,718			0.1			357,652			322,456			10.9
Nonoperating income (expenses)		5			(541	)		nm			(2,798	)		(5,905	)		52.6
Income before income taxes, noncontrolling interests and equity in income of equity investments		89,836			89,177			0.7			354,854			316,551			12.1
Income taxes		30,767			29,497			4.3			115,102			102,597			12.2
Income before noncontrolling interests and equity in income of equity investments		59,069			59,680			(1.0	)		239,752			213,954			12.1
Equity in income of equity investments		3,188			1,234			nm			10,171			8,708			16.8
Net income		62,257			60,914			2.2			249,923			222,662			12.2
Net income attributable to noncontrolling interests		(1,395	)		(1,040	)		(34.1	)		(5,643	)		(2,103	)		nm
Net income attributable to TSYS common shareholders	$	60,862			59,874			1.7	%	$	244,280			220,559			10.8	%
Basic earnings per share	$	0.33			0.31			3.7	%	$	1.30			1.15			13.1	%
Diluted earnings per share	$	0.32			0.31			3.4	%	$	1.29			1.15			12.5	%
Dividends declared per share	$	0.10			0.10					$	0.40			0.31

nm = not meaningful

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TSYS Announces Fourth Quarter 2012 Earnings

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TSYS

Consolidated Statements of Comprehensive Income

(unaudited)

(in thousands)

	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
	2012			2011			2012			2011
Net income	$	62,257			60,914			249,923			222,662
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments		(2,257	)		(2,944	)		678			1,133
Postretirement healthcare plan adjustments		(415	)		263			(1,665	)		1,056
Other comprehensive income (loss)		(2,672	)		(2,681	)		(987	)		2,189
Comprehensive income		59,585			58,233			248,936			224,851
Comprehensive income attributable to noncontrolling interests		(1,041	)		(1,146	)		2,803			2,152
Comprehensive income attributable to TSYS common shareholders	$	60,626			59,379			246,133			222,699

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TSYS Announces Fourth Quarter 2012 Earnings

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TSYS

Earnings Per Share

(unaudited)

(in thousands, except per share data)

	Three Months Ended					Three Months Ended					Twelve Months Ended					Twelve Months Ended
	December 31, 2012					December 31, 2011					December 31, 2012					December 31, 2011
	Common			Participating		Common			Participating		Common			Participating		Common			Participating
	Stock			Securities		Stock			Securities		Stock			Securities		Stock			Securities
Basic Earnings per share:
Net income	$	60,862					59,874				$	244,280					220,559
Less income allocated to nonvested awards		(186	)		186		(213	)		213		(800	)		800		(805	)		805
Net income allocated to common stock for EPS calculation ( a )	$	60,676			186		59,661			213	$	243,480			800		219,754			805
Average common shares outstanding ( b )		185,888			583		189,506			684		187,403			627		191,239			707
Average common shares and participating securities		186,471					190,190					188,030					191,946
Basic Earnings per share ( a )/( b )	$	0.33			0.32		0.31			0.31	$	1.30			1.29		1.15			1.14
Diluted Earnings per share:
Net income	$	60,862					59,874				$	244,280					220,559
Less income allocated to nonvested awards		(186	)		186		(212	)		212		(796	)		796		(804	)		804
Net income allocated to common stock for EPS calculation ( c )	$	60,676			186		59,662			212	$	243,484			796		219,755			804
Average common shares outstanding		185,888			583		189,506			684		187,403			627		191,239			707
Increase due to assumed issuance of shares related to common equivalent shares outstanding		983					517					1,262					345
Average common and common equivalent shares outstanding ( d )		186,871			583		190,023			684		188,665			627		191,584			707
Average common and common equivalent shares and participating securities		187,454					190,707					189,292					192,291
Diluted Earnings per share ( c )/( d )	$	0.32			0.32		0.31			0.31	$	1.29			1.27		1.15			1.14

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TSYS Announces Fourth Quarter 2012 Earnings

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TSYS

Segment Breakdown

(unaudited)

(in thousands)

	Three Months Ended December 31,												Twelve Months Ended December 31,
							Change												Change
	2012			2011			$			%			2012			2011			$			%
Revenues before reimbursable items
North America Services	$	213,639			209,618			4,021			1.9	%	$	826,750			809,069			17,681			2.2	%
International Services		102,427			102,792			(365	)		(0.4	)%		396,149			380,129			16,020			4.2	%
Merchant Services		105,855			100,379			5,476			5.5	%		409,698			373,159			36,539			9.8	%
Intersegment revenues		(3,352	)		(5,106	)		1,754			34.4	%		(14,106	)		(21,659	)		7,553			34.9	%
Revenues before reimbursable items from external customers	$	418,569			407,683			10,886			2.7	%	$	1,618,491			1,540,698			77,793			5.0	%
Total revenues
North America Services	$	247,612			246,190			1,422			0.60	%	$	965,393			954,550			10,843			1.1	%
International Services		107,000			106,560			440			0.4	%		413,467			394,831			18,636			4.7	%
Merchant Services		129,413			126,224			3,189			2.5	%		512,580			487,997			24,583			5.0	%
Intersegment revenues		(4,925	)		(6,740	)		1,815			26.9	%		(20,468	)		(28,412	)		7,944			28.0	%
Revenues from external customers	$	479,100			472,234			6,866			1.5	%	$	1,870,972			1,808,966			62,006			3.4	%
Depreciation and amortization
North America Services	$	18,817			18,767			50			0.3	%	$	74,674			78,155			(3,481	)		(4.5	)%
International Services		14,510			15,373			(863	)		(5.6	)%		57,127			51,888			5,239			10.1	%
Merchant Services		9,509			8,893			616			6.9	%		36,252			36,124			128			0.4	%
Corporate Admin		446			729			(283	)		(38.8	)%		2,557			2,998			(441	)		(14.7	)%
Total depreciation and amortization	$	43,282			43,762			(480	)		(1.1	)%	$	170,610			169,165			1,445			0.9	%
Segment operating income
North America Services	$	77,801			66,560			11,241			16.9	%	$	287,595			253,844			33,751			13.3	%
International Services		6,058			11,983			(5,925	)		(49.4	)%		27,335			41,408			(14,073	)		(34.0	)%
Merchant Services		30,438			32,958			(2,520	)		(7.6	)%		132,115			112,986			19,129			16.9	%
Corporate Admin		(24,466	)		(21,783	)		(2,683	)		(12.3	)%		(89,393	)		(85,782	)		(3,611	)		(4.2	)%
Operating income	$	89,831			89,718			113			0.1	%	$	357,652			322,456			35,196			10.9	%
Other:
Reimbursable items:
North America Services	$	33,973			36,572			(2,599	)		(7.1	)%	$	138,643			145,481			(6,838	)		(4.7	)%
International Services		4,573			3,768			805			21.4	%		17,318			14,702			2,616			17.8	%
Merchant Services		23,558			25,845			(2,287	)		(8.8	)%		102,882			114,838			(11,956	)		(10.4	)%
Intersegment revenues		(1,573	)		(1,634	)		61			3.7	%		(6,362	)		(6,753	)		391			5.8	%
Reimbursable items	$	60,531			64,551			(4,020	)		(6.2	)%	$	252,481			268,268			(15,787	)		(5.9	)%
Volumes:
FTEs (full-time equivalents)
North America Services														4,096			4,318			(222	)		(5.1	)%
International Services														2,404			2,376			28			1.2	%
Merchant Services														1,481			1,158			323			27.9	%
Corporate Admin														425			397			28			7.1	%
FTEs														8,406			8,249			157			1.9	%
													At						Change
													12/31/2012			12/31/2011			$			%
Total assets (in thousands)
North America Services													$	1,747,096			1,621,664			125,432			7.7	%
International Services														445,642			433,203			12,439			2.9	%
Merchant Services														696,426			487,858			208,568			42.8	%
Intersegment assets														(870,406	)		(684,333	)		(186,073	)		(27.2	)%
Total assets													$	2,018,758			1,858,392			160,366			8.6	%
	Three Months Ended December 31,												Twelve Months Ended December 31,
							Change												Change
	2012			2011			Inc(Dec)			%			2012			2011			Inc(Dec)			%
North America Segment:
Accounts on File (AOF) (in millions)														424.8			351.4			73.4			20.9	%
Transactions (in millions)		2,194.7			1,947.8			246.9			12.7	%		8,102.3			7,218.4			884.0			12.2	%
International Segment:
AOF (in millions)														54.6			52.8			1.8			3.5	%
Transactions (in millions)		474.0			399.5			74.5			18.6	%		1,674.5			1,426.7			247.8			17.4	%
Merchant Segment:
Point-of-sale Transactions (in millions)		1,153.2			1,216.4			(63.2	)		(5.2	)%		4,877.6			4,955.5			(77.9	)		(1.6	)%

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TSYS Announces Fourth Quarter 2012 Earnings

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TSYS

Balance Sheet

(unaudited)

(in thousands)

	Dec 31, 2012			Dec 31, 2011
Assets
Current assets:
Cash and cash equivalents	$	247,612			316,337
Accounts receivable, net		247,075			248,541
Deferred income tax assets		9,825			12,872
Prepaid expenses and other current assets		70,206			72,431
Total current assets		574,718			650,181
Goodwill		513,273			355,498
Property and equipment, net		260,389			266,608
Computer software, net		226,017			215,244
Contract acquisition costs, net		161,267			162,987
Equity investments, net		87,764			82,924
Other intangible assets, net		130,054			81,250
Deferred income tax assets, net		5,334			4,069
Other assets		59,942			39,631
Total assets	$	2,018,758			1,858,392
Liabilities
Current liabilities:
Accounts payable	$	63,370			26,095
Current portion of notes payable		27,687			181,251
Accrued salaries and employee benefits		26,243			33,004
Current portion of obligations under capital leases		13,263			14,363
Other current liabilities		94,505			125,863
Total current liabilities		225,068			380,576
Long-term debt, excluding current portion		174,533			39,104
Deferred income tax liabilities		48,771			32,889
Obligations under capital leases, excluding current portion		17,155			24,489
Other long-term liabilities		68,791			60,325
Total liabilities		534,318			537,383
Redeemable noncontrolling interest		39,505			—
Equity
Shareholders’ equity:
Common stock		20,247			20,186
Additional paid-in capital		141,793			125,948
Accumulated other comprehensive income (loss), net		1,408			(445	)
Treasury stock		(287,301	)		(225,034	)
Retained earnings		1,549,063			1,380,634
Total shareholders’ equity		1,425,210			1,301,289
Noncontrolling interests in consolidated subsidiaries		19,725			19,720
Total equity		1,444,935			1,321,009
Total liabilities and equity	$	2,018,758			1,858,392

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TSYS Announces Fourth Quarter 2012 Earnings

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TSYS

Cash Flow

(unaudited)

(in thousands)

	Twelve Months Ended December 31,
	2012			2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	249,923			222,662
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in income of equity investments		(10,171	)		(8,708	)
Dividends received from equity investments		7,524			6,835
Net loss on foreign currency translation		2,012			3,091
Depreciation and amortization		170,610			169,165
Amortization of debt issuance costs		298			160
Changes in fair value of private equity investments		(898	)		—
Share-based compensation		18,621			16,477
Excess tax benefit from share-based payment arrangements		(1,259	)		523
Asset impairments		—			799
Provisions for bad debt expense and billing adjustments		1,054			1,552
Charges for transaction processing provisions		2,803			4,750
Deferred income tax expense (benefit)		285			1,491
(Gain) loss on disposal of equipment, net		324			(1,159	)
Changes in operating assets and liabilities:
Accounts receivable		2,855			(7,044	)
Prepaid expenses, other current assets and other long-term assets		(2,945	)		23,099
Accounts payable		37,206			(15,512	)
Accrued salaries and employee benefits		(7,083	)		4,492
Other current liabilities and other long-term liabilities		(15,406	)		13,646
Net cash provided by operating activities		455,753			436,319
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment, net		(31,434	)		(26,938	)
Additions to licensed computer software from vendors		(33,001	)		(19,502	)
Additions to internally developed computer software		(19,285	)		(17,882	)
Proceeds from sale of trade name		—			4,500
Proceeds from disposition, net of expenses paid and cash disposed		39			—
Cash used in acquisitions, net of cash acquired		(188,698	)		(47,909	)
Purchase of private equity investments		(3,031	)		(1,573	)
Subsidiary repurchase of noncontrolling interest		—			(493	)
Additions to contract acquisition costs		(34,384	)		(31,623	)
Net cash used in investing activities		(309,794	)		(141,420	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long-term debt borrowings and capital lease obligations		(200,052	)		(28,892	)
Proceeds from borrowings of long-term debt		150,000			—
Proceeds from exercise of stock options		9,672			8,065
Excess tax benefit from share-based payment arrangements		1,259			(523	)
Repurchase of common stock		(74,939	)		(121,271	)
Debt issuance costs		(2,073	)		—
Purchase of noncontrolling interests		—			(174,050	)
Subsidiary dividends paid to noncontrolling shareholders		(2,797	)		(433	)
Dividends paid on common stock		(94,035	)		(53,949	)
Net cash used in financing activities		(212,965	)		(371,053	)
CASH AND CASH EQUIVALENTS:
Effect of exchange rate changes on cash and cash equivalents		(1,719	)		(2,304	)
Net increase (decrease) in cash and cash equivalents		(68,725	)		(78,458	)
Cash and cash equivalents at beginning of period		316,337			394,795
Cash and cash equivalents at end of period	$	247,612			316,337

- more -

TSYS Announces Fourth Quarter 2012 Earnings

Page 10 of 12

Supplemental Information:

	Accounts on File
	Total
(in millions)	December 2012		December 2011		% Change
Consumer Credit		200.5		195.0		2.8
Retail		25.0		24.6		2.0
Total Consumer		225.5		219.6		2.7
Commercial		37.1		35.2		5.3
Other		12.8		7.9		61.4
Subtotal		275.4		262.7		4.8
Prepaid/Stored Value		115.9		85.2		36.1
Government Services		57.0		29.7		92.0
Commercial Card Single Use		31.1		26.6		17.1
Total AOF		479.4		404.2		18.6

Growth in Accounts on File (in millions):

	December 2011 to December 2012			December 2010 to December 2011
Beginning balance		404.2			342.9
Change in accounts on file due to:
Internal growth of existing clients		31.5			33.9
New clients		80.1			43.4
Purges/Sales		(33.6	)		(15.3	)
Deconversions		(2.8	)		(0.7	)
Ending balance		479.4			404.2

- more -

TSYS Announces Fourth Quarter 2012 Earnings

Page 11 of 12

Reconciliation of GAAP to Non-GAAP

Non-GAAP Measures

The schedule below provides a reconciliation of revenues and operating results on a constant currency basis to reported revenues and operating income. This non-GAAP measure presents year-to-date 2012 financial results using the previous year’s foreign currency exchange rates. On a year-to-date constant currency basis, TSYS’ total revenues grew 3.8% as compared to a reported GAAP increase of 3.4%.

The schedule below also provides a reconciliation of revenues and operating margin excluding reimbursable items to reported revenues and operating margin. On a year-to-date basis, TSYS’ total revenues excluding reimbursable items grew 5.0% as compared to a reported GAAP increase of 3.4%. On a year-to-date basis, TSYS’ operating margin excluding reimbursable items was 22.1% as compared to a reported GAAP margin of 19.1%.

TSYS believes that non-GAAP financial measures are important to enable investors to understand and evaluate its ongoing operating results. Accordingly, TSYS includes non-GAAP financial measures when reporting its financial results to shareholders and investors in order to provide them with an additional tool to evaluate TSYS’ ongoing business operations. TSYS believes that the non-GAAP financial measures are representative of comparative financial performance that reflects the economic substance of TSYS’ current and ongoing business operations.

Although non-GAAP financial measures are often used to measure TSYS’ operating results and assess its financial performance, they are not necessarily comparable to similarly titled captions of other companies due to potential inconsistencies in the method of calculation.

TSYS believes that its use of non-GAAP financial measures provides investors with the same key financial performance indicators that are utilized by management to assess TSYS’ operating results, evaluate the business and make operational decisions on a prospective, going-forward basis. Hence, management provides disclosure of non-GAAP financial measures to give shareholders and potential investors an opportunity to see TSYS as viewed by management, to assess TSYS with some of the same tools that management utilizes internally and to be able to compare such information with prior periods. TSYS believes that the presentation of GAAP financial measures alone would not provide its shareholders and potential investors with the ability to appropriately analyze its ongoing operational results, and therefore expected future results. TSYS therefore believes that inclusion of non-GAAP financial measures provides investors with additional information to help them better understand its financial statements just as management utilizes these non-GAAP financial measures to better understand the business, manage budgets and allocate resources.

- more -

TSYS Announces Fourth Quarter 2012 Earnings

Page 12 of 12

Reconciliation of GAAP to Non-GAAP

Constant Currency Comparison

(unaudited)

(in thousands)

	Three Months Ended December 31,							Twelve Months Ended December 31,
					Percent								Percent
	2012		2011		Change			2012			2011		Change
Consolidated
Constant currency (1)	$	479,027		472,234		1.4	%	$	1,876,979			1,808,966		3.8	%
Foreign currency (2)		73		—					(6,007	)		—
Total revenues	$	479,100		472,234		1.5	%	$	1,870,972			1,808,966		3.4	%
Constant currency (1)	$	88,830		89,718		(1.0	)%	$	352,955			322,456		9.5	%
Foreign currency (2)		1,001		—					4,697			—
Operating income	$	89,831		89,718		0.1	%	$	357,652			322,456		10.9	%
International Services
Constant currency (1)	$	106,985		106,560		0.4	%	$	419,993			394,831		6.4	%
Foreign currency (2)		15		—					(6,526	)		—
Total revenues	$	107,000		106,560		0.4	%	$	413,467			394,831		4.7	%

(1) Reflects current period results on a non-GAAP basis as if foreign currency rates did not change from the comparable prior year period.

(2) Reflects the impact of calculated changes in foreign currency rates from the comparable period.

Operating Margin Excluding Reimbursable Items

(unaudited)

(in thousands)

	Three Months Ended December 31,									Twelve Months Ended December 31,
							Percent									Percent
	2012			2011			Change			2012			2011			Change
Operating income (a)	$	89,831			89,718			0.1		$	357,652			322,456			10.9
Total Revenues (b)	$	479,100			472,234			1.5		$	1,870,972			1,808,966			3.4
Less reimbursable items		60,531			64,551			(6.2	)		252,481			268,268			(5.9	)
Revenues before reimbursable items ( c )	$	418,569			407,683			2.7		$	1,618,491			1,540,698			5.0
Operating margin (GAAP) (a) / (b)		18.75	%		19.00	%		-25 bps			19.12	%		17.83	%		129 bps
Operating margin excluding reimbursable items (a) / (c)		21.46	%		22.01	%		-55 bps			22.10	%		20.93	%		117 bps

- ### -

EX-99.2

2012 Fourth Quarter and Year to Date Results

January 22, 2013

©2013 Total System Services, Inc.® All rights reserved worldwide.

People-Centered Payments

Exhibit 99.2

This presentation and comments made by management contain

forward-looking statements including, among others, statements

regarding the expected future operating results of TSYS.  These

statements are based on management’s current expectations and

assumptions and are subject to risks, uncertainties and changes in

circumstances.  Forward-looking statements include all statements

that are not historical facts and can be identified by the use of forward-

looking

terminology

such

as

the

words

“believe,”

“expect,”

“anticipate,”

“intend,”

“plan,”

“estimate”

or similar expressions.  Actual results may

differ materially from those set forth in the forward-looking statements

due to a variety of factors.  More information about these risks,

uncertainties

and

factors

may

be

found

in

TSYS’

2011

Annual

Report

on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports

on Form 8-K.  TSYS does not assume any obligation to update any

forward-looking statements as a result of new information, future

developments or otherwise.

2

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Forward-Looking Statements

Use of Non-GAAP Financial Measures

This slide presentation contains certain non-GAAP financial measures

determined by methods other than in accordance with generally

accepted accounting principles. Such non-GAAP financial measures

include the following: revenues before reimbursable items; operating

margin excluding reimbursable items; revenues measured on a

constant currency basis; free cash flow; and EBITDA. The most

comparable GAAP measures to these measures are revenues;

operating margin; revenues; cash flows from operating activities; and

net income, respectively. Management uses these non-GAAP financial

measures

to

assess

the

performance

of

TSYS’

core

business.

TSYS

believes that these non-GAAP financial measures provide meaningful

additional information about TSYS to assist investors in evaluating

TSYS’

operating results. These non-GAAP financial measures should

not be considered as a substitute for operating results determined in

accordance with GAAP and may not be comparable to other similarly

titled measures of other companies. The computations of the non-

GAAP financial measures used in this slide presentation are set forth in

the Appendix to this slide presentation.

3

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Phil Tomlinson

Chairman and Chief Executive Officer

People-Centered Payments

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Jim Lipham

Chief Financial Officer

People-Centered Payments

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Consolidated Selected Financial Highlights

6

$ 479,100

$ 472,234

1.5%

Total Revenues

$ 1,870,972

$ 1,808,966

3.4%

418,569

407,683

2.7

Revenues Before Reimbursable Items

1,618,491

1,540,698

5.0

89,831

89,718

0.1

Operating Income

357,652

322,456

10.9

60,862

59,874

1.7

Net Income Attributable to TSYS

Common Shareholders

244,280

220,559

10.8

2,668.6

2,347.3

13.7

Total Cardholder Transactions (in millions)

9,776.8

8,645.0

13.1

$0.33

$0.31

3.7

Earnings Per Share

Attributable to TSYS Common

Shareholders

$1.30

$1.15

13.1

YTD

2012

YTD

2011

Percent

Change

(in thousands, except per share data)

4   Qtr

2012

4   Qtr

2011

Percent

Change

th

th

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

2012 YTD Revenue Change

Revenues Before Reimbursable Items

7

10%

15%

5%

0%

5.1%

Internal

Growth

New

Clients

3.2%

Acquisitions

Lost

Business,

Non-recurring

Items and

Price

Compression

(4.7%)

Reported

5.0%

Currency

(0.4%)

1.8%

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Consumer Credit

200.5

195.0

2.8

200.5

195.0

2.8

Retail

25.0

24.6

2.0

25.0

24.1

3.8

Total Consumer

225.5

219.6

2.7

225.5

219.1

2.9

Commercial

37.1

35.2

5.3

37.1

36.3

2.3

Other

12.8

7.9

61.4

12.8

11.1

15.3

Subtotal

275.4

262.7

4.8

275.4

266.4

3.4

Prepaid /

Stored Value

115.9

85.2

36.1

115.9

114.3

1.4

Government

Services

57.0

29.7

92.0

57.0

48.8

16.8

Commercial Card

Single Use

31.1

26.6

17.1

31.1

36.8

(15.4

)

Total AOF

479.4

404.2

18.6

479.4

466.4

2.8

Consolidated Accounts on File Portfolio Summary

(in millions)

Dec

2012

Dec

2011

%

Change

Dec

2012

Sep

2012

%

Change

8

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Key Drivers

4Q 2012 Year Over Year Segment Financial Highlights

•

Strong internal growth

•

Increased volumes

•

Pricing concessions

•

Lost business

North America

Services

9

•

Total accounts on file were 424.8 million, an

increase of 20.9%

•

Excluding prepaid, govt. services and single use,

accounts on file were 222.7 million, an increase

of 5.5%

•

Total cardholder transactions were 2,194.7

million, an increase of 12.7%

Volumes

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Revenues

$247.6 million

Increase of 0.6%

Excluding Reimbursables

$213.6 million

Increase of 1.9%

Operating Income

$77.8 million

Increase of 16.9%

Operating Margin

31.4%

Excluding Reimbursables

36.4%

Same Client Transactions

2,154.6 million

Increase of 13.2%

4Q 2012 Year Over Year Segment Financial Highlights

•

Strong internal growth

•

Deconversion fee

•

Lost business

•

Conversion of new clients

•

Dedication of more internal resources,

previously shared between our North America

and International segments

10

Key Drivers

Volumes

•

Accounts on file were 54.6 million, an increase

of 3.5%

•

Total cardholder transactions were 474.0

million, an increase of 18.6%

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

International

Services

Revenues

$107.0 million

Increase of 0.4%

Constant currency basis

$107.0 million

Excluding Reimbursables

$102.4 million

Decrease of 0.4%

Operating Income

$6.1 million

Decrease of 49.4%

Operating Margin

5.7%

Excluding Reimbursables

5.9%

Same Client Transactions

441.0

million

Increase of 12.9%

Merchant

Services

•

Upward trends in transaction volumes

•

Strong dollar volume growth in direct acquiring

•

Acquisition of Central Payment

11

Key Drivers

Volumes

•

Point-of-Sale transactions were 1,153.2 million,

a decrease of 5.2%

•

Excluding deconverted clients, Point-of-Sale

transactions increased 9.9%

4Q 2012 Year Over Year Segment Financial Highlights

Revenues

$129.4 million

Increase of 2.5%

Excluding Reimbursables

$105.9 million

Increase of 5.5%

Operating Income

$30.4 million

Decrease of 7.6%

Operating Margin

23.5%

Excluding Reimbursables

28.8%

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Cash Flow Strength:

2012 Consolidated Financial Highlights

(in millions)

12

$600

$525

$450

$375

$300

$225

$150

$75

$528

$0

$456

$338

$250

$248

EBITDA

Cash flow from operations

Free cash flow

Net income

Ending cash

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

2013 Guidance

13

Total Revenues

$1,955

to

$1,995

5%

to

7%

Revenues Before Reimbursable Items

1,711

to

1,746

6

to

8

Income attributable

to TSYS Common Shareholders

266

to

272

9

to

11

Earnings per Share from attributable

to TSYS Common Shareholder

$1.43

to

$1.45

10%

to

12%

(in millions, except per share data)

Range

Percent Change

Range

Change

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

2013 Guidance Revenue Change

Revenues Before Reimbursable Items

14

20%

10%

0%

Internal

Growth

New

Clients

3-4%

Acquisitions

Lost

Business,

Non-recurring

Items and

Price

Compression

(5-7%)

Guidance

6-8%

Currency

5-7%

3-4%

0%

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Appendix

People-Centered Payments

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Appendix Non-GAAP Reconciliation –

Revenues Before Reimbursable Items

Three Months Ended                  Twelve Months Ended

Total Revenues

$  472,234     

$  1,870,972     

Reimbursable Items

64,551

252,481

268,268

Revenues Before Reimbursable Items

$   407,683

$   1,618,491

$   1,540,698

(in thousands)

16

12/31/12

12/31/11

12/31/11

12/31/12

$  1,808,966

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

$  479,100

60,531

$   418,569

Operating Income (a)

Total Revenues (b)

Reimbursable Items

Revenues Before

Reimbursable Items(c)

Operating Margin (a)/(b)

Operating Margin Excluding Reimbursables (a)/(c)

Appendix Non-GAAP Reconciliation –

Segment

Operating Margin Excluding Reimbursable Items

North America

International

Merchant

(in thousands)

17

Three Months Ended

Three Months Ended

Three Months Ended

12/31/12

12/31/11

12/31/11

12/31/11

$  77,801

247,612

33,973

31.42%

36.42%

$  66,560

246,190

36,572

27.04%

31.75%

107,000

4,573

102,427

106,560

3,768

102,792

129,413

23,558

105,855

126,224

25,845

100,379

5.66%

5.91%

23.52%

11.66%

26.11%

11.25%

28.75%

32.83%

$  6,058

209,618

213,639

12/31/12

$  11,983

12/31/12

$  30,438

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

$  32,958

Twelve

Months Ended

12/31/12        12/31/11

Percentage

Change

Three

Months Ended

12/31/12        12/31/11

Percentage

Change

Appendix Non-GAAP Reconciliation –

Constant Currency

(1) Reflects current period results on a non-GAAP basis as if foreign currency rates did not change from the comparable prior year period.

(2) Reflects the impact of calculated changes in foreign currency rates from the comparable period.

(in thousands)

18

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Consolidated:

Constant Currency (1)

$ 479,027

$ 472,234

1.4%

$1,876,979

$ 1,808,966

3.8%

Foreign Currency (2)

73

---

(6,007)

---

Total Revenues

$479,100

$472,234

1.5%

$1,870,972

$1, 808,966

3.4%

International Services:

Constant Currency (1)

$ 106,985

$106,560

0.4%

$ 419,993

$ 394,831

6.4%

Foreign Currency (2)

15

---

(6,526)

---

Total Revenues

$107,000

$106,560

0.4%

$413,467

$394,831

4.7%

Appendix Non-GAAP Reconciliation –

EBITDA

Twelve Months

Ended

12/31/2012

(in thousands)

19

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.

Net Income

$     249,922

Adjusted for:

Deduct: Equity in Income of Equity Investments

(10,171)

Add: Income Taxes

115,103

Add: Nonoperating expense

2,798

Add: Depreciation and Amortization

170,610

EBITDA

$    528,263

Appendix Non-GAAP Reconciliation –

Free Cash Flow

Twelve Months

Ended

12/31/2012

(in thousands)

20

Cash Flows from Operating Activities

$     455,753 

Less:

Purchase of Property and Equipment

(31,434)

Additions to Licensed Computer Software from Vendors

(33,001)

Additions to Internally Developed Computer Software

(19,285)

Additions to Contract Acquisition Costs

(34,384)

Free Cash Flow

$     337,649

©2013 Total System Services, Inc.® Proprietary. All rights reserved worldwide.