Attached files

file filename
8-K - 8-K - GLOBAL PAYMENTS INCform8-kq3fy16earningsrelea.htm
Global Payments Reports Third Quarter Earnings and
Raises Annual Fiscal 2016 Outlook

ATLANTA, April 6, 2016 -- Global Payments Inc. (NYSE: GPN) today announced results for its fiscal third quarter ended February 29, 2016.
“We delivered strong financial results for the quarter, accelerating growth across our key markets. We are especially pleased with our performance in North America and Europe, with sequentially higher adjusted net revenue growth in the United States direct channel and the United Kingdom,” said Chief Executive Officer Jeff Sloan. “We also grew margins in each region, highlighting solid execution.”
Sloan continued, “We are delighted with the progress we have made on the partnership with Heartland Payment Systems and look forward to closing the transaction later this month. The combination with Heartland will transform Global Payments into the leading provider of payments technology solutions worldwide.”

Third Quarter 2016 Summary
Adjusted net revenue grew 6% to $497.0 million, compared to $467.8 million in the third quarter of fiscal 2015. On a constant currency basis, adjusted net revenue grew 11%.
Cash diluted earnings per share grew 17% to $0.70, compared to $0.60 in the third quarter of fiscal 2015. On a constant currency basis, cash diluted earnings per share grew 28%.
Cash operating margin expanded to 28.7%, a 50 basis point increase over the third quarter of fiscal 2015. On a constant currency basis, cash operating margin increased 110 basis points.
GAAP revenues were $679.9 million, compared to $665.0 million in the third quarter of fiscal 2015, and diluted earnings per share were $0.53, compared to $0.46 in the prior year.

“We exceeded our expectations for organic adjusted net revenue growth, cash operating margin expansion and cash earnings per share growth for the quarter,” stated Cameron Bready, Executive Vice President and Chief Financial Officer. “As a result of this performance and despite the impacts of continued foreign exchange headwinds, we are pleased to again raise our expectations for fiscal 2016.”




Increased Fiscal 2016 Outlook
For the full year of fiscal 2016, the company expects to be at the upper end of its constant currency adjusted net revenue growth expectation of 10% to 12% over fiscal 2015. Global Payments is also raising expectations for margin expansion and cash earnings per share and now expects annual fiscal 2016 cash operating margin to increase by at least 100 basis points on a constant currency basis and earnings per share on a cash basis to range from $2.93 to $3.00, reflecting growth of 16% to 19% over fiscal 2015. The company’s fiscal 2016 outlook does not include any impact from the Heartland acquisition.

Capital Allocation
Global Payments’ Board of Directors approved a fiscal 2016 third quarter dividend of $0.01 per share payable May 27, 2016 to shareholders of record as of May 13, 2016.
In addition, upon the closing of the Heartland Payment Systems transaction, the company intends to resume its normal capital allocation policies, including being a consistent buyer of its stock.

Conference Call
Global Payments’ management will host a conference call today, April 6, 2016 at 8:00 a.m. ET to discuss financial results and business highlights. Callers may access the conference call via the investor relations page of the company’s website at www.globalpaymentsinc.com; or callers in North America may dial 877-674-6428 and callers outside North America may dial 970-315-0457. A replay of the call will be archived on the company's website within two hours of the live call.

Non-GAAP Financial Measures
Global Payments supplemented revenues, income and earnings per share information determined in accordance with GAAP by providing income and related earnings per share on a "cash earnings" basis and adjusted net revenue in this earnings release to assist with evaluating performance. In addition to GAAP measures, management uses these non-GAAP measures to focus on the factors the company believes are pertinent to the daily management of 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 worldwide provider of payment technology services that delivers innovative solutions driven by customer needs globally. Our technologies, partnerships and employee expertise enable us to provide a broad range of products and services that allow our customers to accept all payment types across a variety of distribution channels in many markets around the world.




Headquartered in Atlanta, Georgia with approximately 4,500 employees worldwide, Global Payments is a Fortune 1000 Company with merchants and partners in 29 countries throughout North America, Europe, the Asia-Pacific region and Brazil. For more information about Global Payments, our Service. Driven. Commerce brand and our technologies, please visit www.globalpaymentsinc.com.

Forward-Looking Statements
Investors are cautioned that some of the statements we use in this release contain forward-looking statements and are made pursuant to the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve a number of risks and uncertainties and depend upon future events or conditions. Actual events or results might differ materially from those expressed or forecasted in these forward-looking statements. Accordingly, we cannot guarantee you that our plans and expectations will be achieved. Such statements may include, but are not limited to, statements about the benefits of the proposed merger between Global Payments and Heartland, including future financial and operating results, the combined company's plans, objectives, expectations and intentions and other statements that are not historical facts. Important factors, among others, associated with the proposed acquisition of Heartland that could cause actual events or results to differ materially from those anticipated by our forward-looking statements or historical performance include the ability to meet closing conditions to the merger at all or on the expected terms and schedule, including without limitation the approval of Heartland’s stockholders; delay in closing the merger or failure to consummate the merger; difficulties and delays in integrating the Heartland business or fully realizing cost savings and other benefits of the merger at all or within the expected time period; business disruption during the pendency of the merger or following the merger making it more difficult to maintain business and operational relationships, including financial institution sponsorship; loss of key personnel, Global Payments’ and Heartland’s ability to accurately predict future market conditions; and changes in laws, regulations or network rules or interpretations thereof impacting Global Payments or Heartland. Additional factors not directly associated with the proposed acquisition of Heartland but that may otherwise cause events or results to differ materially from those anticipated by our forward-looking statements or historical performance can be found in Global Payments’ Annual Report on Form 10-K for the year ended May 31, 2015, Heartland’s Annual Report on Form 10-K for the year ended December 31, 2015 and each company’s subsequent filings with the SEC. Our forward-looking statements speak only as of the date they are made and should not be relied upon as representing our plans and expectations as of any subsequent date. We undertake no obligation to revise any of these statements to reflect future circumstances or the occurrence of unanticipated events.

Investor contact:
investor.relations@globalpay.com
 
Media contact:
media.relations@globalpay.com
 
Andrew Langford
 
 
Amy Corn
 
770-829-8991
 
 
770-829-8755






SCHEDULE 1
UNAUDITED GAAP CONSOLIDATED STATEMENTS OF INCOME
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
 
Three Months Ended
 
Nine Months Ended
 
February 29, 2016
 
February 28, 2015
 
% Change
 
February 29, 2016
 
February 28, 2015
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
679,940

 
$
664,983

 
2.2
 %
 
$
2,151,086

 
$
2,067,169

 
4.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Cost of service
258,728

 
250,255

 
3.4
 %
 
801,959

 
767,890

 
4.4
 %
Selling, general and administrative
313,407

 
310,113

 
1.1
 %
 
980,385

 
946,282

 
3.6
 %
 
572,135

 
560,368

 
2.1
 %
 
1,782,344

 
1,714,172

 
4.0
 %
 
 
 
 
 

 
 
 
 
 
 
Operating income
107,805

 
104,615

 
3.0
 %
 
368,742

 
352,997

 
4.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
Interest and other income
1,092

 
1,160

 
(5.9
)%
 
3,526

 
3,634

 
(3.0
)%
Interest and other expense
(13,300
)
 
(13,429
)
 
(1.0
)%
 
(40,669
)
 
(34,789
)
 
16.9
 %
 
(12,208
)
 
(12,269
)
 
(0.5
)%
 
(37,143
)
 
(31,155
)
 
19.2
 %
 
 
 
 
 

 


 


 

Income before income taxes
95,597

 
92,346

 
3.5
 %
 
331,599

 
321,842

 
3.0
 %
Provision for income taxes
(22,685
)
 
(23,031
)
 
(1.5
)%
 
(82,561
)
 
(82,837
)
 
(0.3
)%
Net income
72,912

 
69,315

 
5.2
 %
 
249,038

 
239,005

 
4.2
 %
Less: Net income attributable to noncontrolling interests, net of income tax
(3,851
)
 
(6,747
)
 
(42.9
)%
 
(14,559
)
 
(26,290
)
 
(44.6
)%
Net income attributable to Global Payments
$
69,061

 
$
62,568

 
10.4
 %
 
$
234,479

 
$
212,715

 
10.2
 %
 
 
 
 
 
 
 

 

 

Earnings per share attributable to Global Payments1:
 
 
 
 
 
 
 
 
 
 
 
    Basic
$
0.53

 
$
0.47

 
12.8
 %
 
$
1.81

 
$
1.58

 
14.6
 %
    Diluted
$
0.53

 
$
0.46

 
15.2
 %
 
$
1.80

 
$
1.57

 
14.6
 %
 
 
 
 
 
 
 

 

 

Weighted-average shares outstanding1:
 
 
 
 
 
 
 
 
 
 
 
    Basic
129,287

 
133,780

 
 
 
129,709

 
134,952

 
 
    Diluted
130,160

 
134,612

 
 
 
130,555

 
135,782

 
 

1 Earnings per share data and weighted-average shares outstanding for prior periods have been adjusted for a two-for-one stock split in the form of a stock dividend paid on November 2, 2015.




SCHEDULE 2
UNAUDITED CASH EARNINGS ATTRIBUTABLE TO GLOBAL PAYMENTS2
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
 
Three Months Ended
 
Nine Months Ended
 
February 29, 2016
 
February 28, 2015
 
% Change
 
February 29, 2016
 
February 28, 2015
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenue
$
496,969

 
$
467,757

 
6.2
 %
 
$
1,552,224

 
$
1,456,634

 
6.6
 %
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Cost of service
221,127

 
212,764

 
3.9
 %
 
683,331

 
652,921

 
4.7
 %
Selling, general and administrative
133,434

 
122,881

 
8.6
 %
 
409,710

 
380,898

 
7.6
 %
 
354,561

 
335,645

 
5.6
 %
 
1,093,041

 
1,033,819

 
5.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
Operating income
142,408

 
132,112

 
7.8
 %
 
459,183

 
422,815

 
8.6
 %
 
 
 
 
 
 
 
 
 
 
 
 
Interest and other income
1,092

 
1,160

 
(5.9
)%
 
3,526

 
3,634

 
(3.0
)%
Interest and other expense
(13,300
)
 
(13,429
)
 
(1.0
)%
 
(40,669
)
 
(34,789
)
 
16.9
 %
 
(12,208
)
 
(12,269
)
 
(0.5
)%
 
(37,143
)
 
(31,155
)
 
19.2
 %
 
 
 
 
 
 
 
 
 
 
 
 
Income before income taxes
130,200

 
119,843

 
8.6
 %
 
422,040

 
391,660

 
7.8
 %
Provision for income taxes
(34,204
)
 
(31,844
)
 
7.4
 %
 
(111,000
)
 
(106,086
)
 
4.6
 %
Net income
95,996

 
87,999

 
9.1
 %
 
311,040

 
285,574

 
8.9
 %
Less: Net income attributable to noncontrolling interests, net of income tax
(4,914
)
 
(7,825
)
 
(37.2
)%
 
(17,429
)
 
(29,776
)
 
(41.5
)%
Net income attributable to Global Payments
$
91,082

 
$
80,174

 
13.6
 %
 
$
293,611

 
$
255,798

 
14.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
Earnings per share attributable to Global Payments1:
 
 
 
 
 
 
 
 
 
 
 
Basic
$
0.70

 
$
0.60

 
16.7
 %
 
$
2.26

 
$
1.90

 
18.9
 %
Diluted
$
0.70

 
$
0.60

 
16.7
 %
 
$
2.25

 
$
1.88

 
19.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-average shares outstanding1:
 
 
 
 
 
 
 
 
 
 
 
Basic
129,287

 
133,780

 
 
 
129,709

 
134,952

 
 
Diluted
130,160

 
134,612

 
 
 
130,555

 
135,782

 
 

1 Earnings per share data and weighted-average shares outstanding for prior periods have been adjusted for a two-for-one stock split in the form of a stock dividend paid on November 2, 2015.

2 See Schedules 7 and 8 for a reconciliation of adjusted net revenue and cash earnings to the most comparable GAAP measures and Schedule 10 for a discussion of non-GAAP financial measures.

  







SCHEDULE 3
UNAUDITED SEGMENT INFORMATION
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
 
 
Three Months Ended
 
 
 
 
 
 
February 29, 2016
 
February 28, 2015
 
 % Change
 
 
GAAP
 
 Adjusted Net Revenue and Cash Earnings1
 
 GAAP
 
 Adjusted Net Revenue and Cash Earnings1
 
 GAAP
 
 Adjusted Net Revenue and Cash Earnings1
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
478,059

 
$
311,617

 
$
473,063

 
$
293,385

 
1.1
%
 
6.2
%
Europe
 
147,002

 
130,473

 
138,378

 
120,830

 
6.2
%
 
8.0
%
Asia-Pacific
 
54,879

 
54,879

 
53,542

 
53,542

 
2.5
%
 
2.5
%
Total
 
$
679,940

 
$
496,969

 
$
664,983

 
$
467,757

 
2.2
%
 
6.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
71,379

 
$
84,838

 
$
66,723

 
$
77,746

 
7.0
%
 
9.1
%
Europe
 
59,056

 
64,902

 
52,710

 
59,986

 
12.0
%
 
8.2
%
Asia-Pacific
 
16,025

 
17,792

 
12,192

 
13,836

 
31.4
%
 
28.6
%
Corporate
 
(38,655
)
 
(25,124
)
 
(27,010
)
 
(19,456
)
 
43.1
%
 
29.1
%
Total
 
$
107,805

 
$
142,408

 
$
104,615

 
$
132,112

 
3.0
%
 
7.8
%


 
 
Nine Months Ended
 
 
 
 
 
 
February 29, 2016
 
February 28, 2015
 
 % Change
 
 
GAAP
 
 Adjusted Net Revenue and Cash Earnings1
 
 GAAP
 
 Adjusted Net Revenue and Cash Earnings1
 
 GAAP
 
 Adjusted Net Revenue and Cash Earnings1
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
1,520,250

 
$
977,935

 
$
1,465,845

 
$
914,219

 
3.7
%
 
7.0
%
Europe
 
473,376

 
416,829

 
461,140

 
402,231

 
2.7
%
 
3.6
%
Asia-Pacific
 
157,460

 
157,460

 
140,184

 
140,184

 
12.3
%
 
12.3
%
Total
 
$
2,151,086

 
$
1,552,224

 
$
2,067,169

 
$
1,456,634

 
4.0
%
 
7.0
%
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
234,014

 
$
274,838

 
$
218,906

 
$
252,480

 
6.9
%
 
8.9
%
Europe
 
193,801

 
210,122

 
184,318

 
200,691

 
5.1
%
 
4.7
%
Asia-Pacific
 
40,115

 
46,118

 
30,629

 
33,801

 
31.0
%
 
36.4
%
Corporate
 
(99,188
)
 
(71,895
)
 
(80,856
)
 
(64,157
)
 
22.7
%
 
12.1
%
Total
 
$
368,742

 
$
459,183

 
$
352,997

 
$
422,815

 
4.0
%
 
9.0
%

1 See Schedule 9 for a reconciliation of adjusted net revenue and cash earnings segment information to the most comparable GAAP measures and Schedule 10 for a discussion of non-GAAP financial measures.

  







SCHEDULE 4
UNAUDITED CONSOLIDATED BALANCE SHEETS
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except share data)
 
February 29, 2016
 
May 31, 2015
 
 
 
 
ASSETS
 
  
 
Current assets:
 
  
 
Cash and cash equivalents
$
825,500

 
$
650,739

Accounts receivable, net of allowances for doubtful accounts of $621 and $468, respectively
172,848

 
202,390

Claims receivable, net of allowances for doubtful accounts of $3,902 and $2,684, respectively
7,575

 
548

Settlement processing assets
1,000,683

 
2,394,822

Prepaid expenses and other current assets
58,497

 
41,416

Total current assets
2,065,103

 
3,289,915

Goodwill
1,556,904

 
1,491,833

Other intangible assets, net
645,541

 
560,136

Property and equipment, net
366,445

 
374,143

Deferred income taxes
24,549

 
30,428

Other
40,559

 
32,846

Total assets
$
4,699,101

 
$
5,779,301

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Lines of credit
$
189,921

 
$
592,629

Current portion of long-term debt
86,402

 
61,784

Accounts payable and accrued liabilities
285,572

 
312,647

Settlement processing obligations
1,160,951

 
2,033,900

Income taxes payable
25,286

 
14,228

Total current liabilities
1,748,132

 
3,015,188

Long-term debt
1,787,675

 
1,678,283

Deferred income taxes
195,354

 
202,855

Other noncurrent liabilities
15,190

 
19,422

Total liabilities
3,746,351

 
4,915,748

Commitments and contingencies
 
 
 
Equity:
 
 
 
Preferred stock, no par value; 5,000,000 shares authorized and none issued

 

Common stock, no par value; 200,000,000 shares authorized; 129,258,574 issued and outstanding at February 29, 2016 and 130,557,676 issued and outstanding at May 31, 2015

 

Paid-in capital
136,405

 
148,742

Retained earnings
981,013

 
795,226

Accumulated other comprehensive loss
(277,301
)
 
(185,992
)
Total Global Payments shareholders’ equity
840,117

 
757,976

Noncontrolling interests
112,633

 
105,577

Total equity
952,750

 
863,553

Total liabilities and equity
$
4,699,101

 
$
5,779,301






SCHEDULE 5
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
 
Nine Months Ended
 
February 29, 2016
 
February 28, 2015
Cash flows from operating activities:
 
 
 
Net income
$
249,038

 
$
239,005

Adjustments to reconcile net income to net cash provided by operating activities:

 
 
Depreciation and amortization of property and equipment
54,343

 
48,628

Amortization of acquired intangibles
62,331

 
54,184

Share-based compensation expense
20,472

 
14,827

Provision for operating losses and bad debts
15,827

 
10,530

Deferred income taxes
(3,292
)
 
13,479

Other, net
2,528

 
469

Changes in operating assets and liabilities, net of the effects of acquisitions:

 

Accounts receivable
23,428

 
32,124

Claims receivable
(24,388
)
 
(7,159
)
Settlement processing assets and obligations, net
523,765

 
(27,948
)
Prepaid expenses and other assets
(26,146
)
 
(5,687
)
Accounts payable and other liabilities
(30,514
)
 
(36,044
)
Income taxes payable
10,627

 
10,677

Net cash provided by operating activities
878,019

 
347,085

Cash flows from operating activities:
 
 
 
Business, intangible and other asset acquisitions, net of cash acquired
(241,982
)
 
(232,864
)
Capital expenditures
(57,548
)
 
(56,746
)
Principal collections on financing receivables

 
219

Net proceeds from sales of investments and business

 
10,597

Net cash used in investing activities
(299,530
)
 
(278,794
)
Cash flows from financing activities:
 
 
 
Net (repayments) borrowings on lines of credit
(388,120
)
 
44,622

Proceeds from issuance of long-term debt
3,186,175

 
1,593,500

Principal payments of long-term debt
(3,050,175
)
 
(1,378,679
)
Payment of debt issuance costs
(4,934
)
 

Repurchase of common stock
(82,832
)
 
(231,844
)
Proceeds from stock issued under share-based compensation plans
7,279

 
18,867

Common stock repurchased - share-based compensation plans
(11,812
)
 
(16,175
)
Tax benefit from share-based compensation plans
6,625

 
3,851

Purchase of subsidiary shares from noncontrolling interest
(7,550
)
 

Distributions to noncontrolling interests
(18,568
)
 
(19,355
)
Dividends paid
(3,895
)
 
(4,035
)
Net cash (used in) provided by financing activities
(367,807
)
 
10,752

Effect of exchange rate changes on cash
(35,921
)
 
(50,767
)
Increase in cash and cash equivalents
174,761

 
28,276

Cash and cash equivalents, beginning of the period
650,739

 
581,872

Cash and cash equivalents, end of the period
$
825,500

 
$
610,148






SCHEDULE 6
UNAUDITED RECONCILIATION OF FREE CASH FLOW TO GAAP MEASURES
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)

 
Three Months Ended
 
February 29, 2016
Net cash provided by operating activities
$
423,949

Changes in settlement processing assets and liabilities, net
(315,319
)
Capital expenditures
(21,302
)
Distributions to noncontrolling interests
(10,410
)
Free Cash Flow1
$
76,918


1Free Cash Flow is a non-GAAP measure. See "Non-GAAP Financial Measures" discussion on Schedule 10.









SCHEDULE 7
UNAUDITED RECONCILIATION OF ADJUSTED NET REVENUE AND CASH EARNINGS TO GAAP MEASURES
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
 
 
Three Months Ended February 29, 2016
 
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenue and Cash Earnings
Revenues
 
$
679,940

$
(182,971
)
$

$

$
496,969

 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
   Cost of service
 
258,728

(16,529
)
(21,072
)

221,127

   Selling, general and administrative
 
313,407

(166,442
)
(7,000
)
(6,531
)
133,434

 
 
572,135

(182,971
)
(28,072
)
(6,531
)
354,561

 
 
 
 
 
 
 
Operating income
 
107,805


28,072

6,531

142,408

 
 
 
 
 
 
 
Interest and other income
 
1,092




1,092

Interest and other expense
 
(13,300
)



(13,300
)
 
 
(12,208
)



(12,208
)
Income before income taxes
 
95,597


28,072

6,531

130,200

Provision for income taxes
 
(22,685
)

(9,215
)
(2,304
)
(34,204
)
Net income
 
72,912


18,857

4,227

95,996

Less: Net income attributable to noncontrolling interests, net of income tax
 
(3,851
)

(1,063
)

(4,914
)
Net income attributable to Global Payments
 
$
69,061

$

$
17,794

$
4,227

$
91,082

Shares outstanding4
 
130,160

 
 
 
130,160

Diluted earnings per share4
 
$
0.53

$

$
0.14

$
0.03

$
0.70

 
 
 
 
 
 
 
 
 
Three Months Ended February 28, 2015
 
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenue and Cash Earnings
Revenues
 
$
664,983

$
(199,102
)
$

$
1,876

$
467,757

 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
   Cost of service
 
250,255

(19,424
)
(18,067
)

212,764

   Selling, general and administrative
 
310,113

(179,678
)
(5,682
)
(1,872
)
122,881

 
 
560,368

(199,102
)
(23,749
)
(1,872
)
335,645

 
 
 
 
 
 
 
Operating income
 
104,615


23,749

3,748

132,112

 
 
 
 
 
 
 
Interest and other income
 
1,160




1,160

Interest and other expense
 
(13,429
)



(13,429
)
 
 
(12,269
)



(12,269
)
Income before income taxes
 
92,346


23,749

3,748

119,843

Provision for income taxes
 
(23,031
)

(7,782
)
(1,031
)
(31,844
)
Net income
 
69,315


15,967

2,717

87,999

Less: Net income attributable to noncontrolling interests, net of income tax
 
(6,747
)

(1,078
)

(7,825
)
Net income attributable to Global Payments
 
$
62,568

$

$
14,889

$
2,717

$
80,174

Shares outstanding4
 
134,612

 
 
 
134,612

Diluted earnings per share4
 
$
0.46

$

$
0.11

$
0.02

$
0.60


1Represents adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain wholesale lines of business to reflect economic benefits to the company.

2Represents adjustments to exclude acquisition-related amortization expense and share-based compensation expense and the related income tax benefits of each.

3For the three months ended February 29, 2016, represents acquisition-related costs along with the related income tax effects. For the three months ended February 28, 2015, the revenue adjustment represents select U.K. customer payments related to a vendor outage and the expense adjustment represents certain business tax assessments in the U.S. for prior periods along with the related income tax effects of each.

4Shares outstanding and diluted earnings per share for prior periods have been adjusted for a two-for-one stock split in the form of a stock dividend paid on November 2, 2015.

See "Non-GAAP Financial Measures" discussion on Schedule 10.





SCHEDULE 8
UNAUDITED RECONCILIATION OF ADJUSTED NET REVENUE AND CASH EARNINGS TO GAAP MEASURES
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
 
 
Nine Months Ended February 29, 2016
 
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenue and Cash Earnings
Revenues
 
$
2,151,086

$
(598,862
)
$

$

$
1,552,224

 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
   Cost of service
 
801,959

(56,547
)
(63,980
)
1,899

683,331

   Selling, general and administrative
 
980,385

(542,315
)
(20,472
)
(7,888
)
409,710

 
 
1,782,344

(598,862
)
(84,452
)
(5,989
)
1,093,041

Operating income
 
368,742


84,452

5,989

459,183

 
 
 
 
 
 
 
Interest and other income
 
3,526




3,526

Interest and other expense
 
(40,669
)



(40,669
)
 
 
(37,143
)



(37,143
)
 
 
 
 
 
 
 
Income before income taxes
 
331,599


84,452

5,989

422,040

Provision for income taxes
 
(82,561
)

(27,426
)
(1,013
)
(111,000
)
Net income
 
249,038


57,026

4,976

311,040

Less: Net income attributable to noncontrolling interests, net of income tax
 
(14,559
)

(2,870
)

(17,429
)
Net income attributable to Global Payments
 
$
234,479

$

$
54,156

$
4,976

$
293,611

 
 
 
 
 
 
 
Shares outstanding4
 
130,555

 
 
 
130,555

Diluted earnings per share4
 
$
1.80

$

$
0.41

$
0.04

$
2.25

 
 
 
 
 
 
 
 
 
Nine Months Ended February 28, 2015
 
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenue and Cash Earnings
Revenues
 
$
2,067,169

$
(612,411
)
$

$
1,876

$
1,456,634

 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
   Cost of service
 
767,890

(60,785
)
(54,184
)

652,921

   Selling, general and administrative
 
946,282

(551,626
)
(14,827
)
1,069

380,898

 
 
1,714,172

(612,411
)
(69,011
)
1,069

1,033,819

Operating income
 
352,997


69,011

807

422,815

 
 
 
 
 
 
 
Interest and other income
 
3,634




3,634

Interest and other expense
 
(34,789
)



(34,789
)
 
 
(31,155
)



(31,155
)
 
 
 
 
 
 
 
Income before income taxes
 
321,842


69,011

807

391,660

Provision for income taxes
 
(82,837
)

(22,806
)
(443
)
(106,086
)
Net income
 
239,005


46,205

364

285,574

Less: Net income attributable to noncontrolling interests, net of income tax
 
(26,290
)

(3,486
)

(29,776
)
Net income attributable to Global Payments
 
$
212,715

$

$
42,719

$
364

$
255,798

 
 
 
 
 
 
 
Shares outstanding4
 
135,782

 
 
 
135,782

Diluted earnings per share4
 
$
1.57

$

$
0.31

$

$
1.88

1Represents adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain wholesale lines of business to reflect economic benefits to the company.

2Represents adjustments to exclude acquisition-related amortization expense and share-based compensation expense and the related income tax benefits of each.

3For the nine months ended February 29, 2016, represents acquisition-related costs, employee termination benefits and recoveries associated with a U.K. vendor outage along with the related income tax effects of each as well as certain other adjustments to the income tax provision.  For the nine months ended February 28, 2015, the revenue adjustment represents select U.K. customer payments related to a vendor outage and the expense adjustments represent certain business tax assessments in the U.S. for prior periods and a gain on the sale of a component of our Russia business that leased ATMs to our sponsor bank in Russia along with the related income tax effects of each. 

4Shares outstanding and diluted earnings per share for prior periods have been adjusted for a two-for-one stock split in the form of a stock dividend paid on November 2, 2015.

See "Non-GAAP Financial Measures" discussion on Schedule10.





SCHEDULE 9
UNAUDITED RECONCILIATION OF ADJUSTED NET REVENUE AND CASH EARNINGS SEGMENT INFORMATION TO GAAP MEASURES
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
 
Three Months Ended
 
February 29, 2016
 
February 28, 2015
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenues and Cash Earnings
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenues and Cash Earnings
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
North America
$
478,059

$
(166,442
)
$

$

$
311,617

 
$
473,063

$
(179,678
)
$

$

$
293,385

Europe
147,002

(16,529
)


130,473

 
138,378

(19,424
)

1,876

120,830

Asia-Pacific
54,879




54,879

 
53,542




53,542

Total revenues
$
679,940

$
(182,971
)
$

$

$
496,969

 
$
664,983

$
(199,102
)
$

$
1,876

$
467,757

 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
North America
$
71,379

$

$
13,459

$

$
84,838

 
$
66,723

$

$
11,023

$

$
77,746

Europe
59,056


5,846


64,902

 
52,710


5,400

1,876

59,986

Asia-Pacific
16,025


1,767


17,792

 
12,192


1,644


13,836

Corporate
(38,655
)

7,000

6,531

(25,124
)
 
(27,010
)

5,682

1,872

(19,456
)
Operating income
$
107,805

$

$
28,072

$
6,531

$
142,408

 
$
104,615

$

$
23,749

$
3,748

$
132,112


 
Nine Months Ended
 
February 29, 2016
 
February 28, 2015
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenues and Cash Earnings
 
GAAP
Net Revenue Adjustment1
Cash Earnings Adjustments2
Other3
Adjusted Net Revenues and Cash Earnings
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
North America
$
1,520,250

$
(542,315
)
$

$

$
977,935

 
$
1,465,845

$
(551,626
)
$

$

$
914,219

Europe
473,376

(56,547
)


416,829

 
461,140

(60,785
)

1,876

402,231

Asia-Pacific
157,460




157,460

 
140,184




140,184

Total revenues
$
2,151,086

$
(598,862
)
$

$

$
1,552,224

 
$
2,067,169

$
(612,411
)
$

$
1,876

$
1,456,634

 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
North America
$
234,014

$

$
40,599

$
225

$
274,838

 
$
218,906

$

$
33,574

$

$
252,480

Europe
193,801


18,220

(1,899
)
210,122

 
184,318


17,438

(1,065
)
200,691

Asia-Pacific
40,115


5,161

842

46,118

 
30,629


3,172


33,801

Corporate
(99,188
)

20,472

6,821

(71,895
)
 
(80,856
)

14,827

1,872

(64,157
)
Operating income
$
368,742

$

$
84,452

$
5,989

$
459,183

 
$
352,997

$

$
69,011

$
807

$
422,815


1Represents adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain wholesale lines of business to reflect economic benefits to the company.

2Represents adjustments to exclude acquisition-related amortization expense and share-based compensation expense.

3For the three months ended February 29, 2016, represents acquisition-related costs.  For the nine months ended February 29, 2016, represents acquisition-related costs, employee termination benefits and recoveries associated with a U.K. vendor outage. For the three months ended February 28, 2015, the revenue adjustment represents select U.K. customer payments related to a vendor outage and the expense adjustment represents certain business tax assessments in the U.S. for prior periods. For the nine months ended February 28, 2015, the revenue adjustment represents select U.K. customer payments related to a vendor outage and the expense adjustments represent certain business tax assessments in the U.S. for prior periods and a gain on the sale of a component of our Russia business that leased ATMs to our sponsor bank in Russia. 

See "Non-GAAP Financial Measures" discussion on Schedule 10.






SCHEDULE 10
OUTLOOK SUMMARY
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In billions, except per share data)

 
 
Fiscal 2015 Actual
 
Fiscal 2016 Outlook3
 
% Change
Revenues:
 
 
 
 
 
 
GAAP Revenues
 
$
2.77

 
 $2.87 to $2.95

 
 4% to 6%
Adjustments1
 
(0.82
)
 
(0.83
)
 
 
Adjusted Net Revenue
 
$
1.95

 
 $2.06 to $2.10

 
 6% to 8%
 
 
 
 
 
 
 
Earnings Per Share2:
 
 
 
 
 
 
GAAP Diluted EPS
 
$
2.06

 
 $2.36 to $2.43

 
 15% to 18%
Acquisition-related amortization expense, share-based compensation expense and non-recurring items4
 
0.46

 
0.57

 
 
Cash EPS
 
$
2.52

 
 $2.93 to $3.00

 
 16% to 19%

1Represents adjustments to revenues for gross-up related payments (included in operating expenses) associated with certain wholesale lines of business to reflect economic benefits to the company and, in fiscal 2015, a revenue adjustment for select U.K. customer payments related to a vendor outage.

2Earnings per share data for prior periods have been adjusted to reflect a two-for-one stock split in the form of a stock dividend paid on November 2, 2015.

3The Fiscal 2016 Outlook does not include the effect of the announced acquisition of Heartland Payment Systems.

4Fiscal 2015 reflects acquisition-related amortization expense of $0.34, share-based compensation expense of $0.09 and non-recurring items of $0.03, including a revenue adjustment for select U.K. customer payments related to a vendor outage and expense adjustments for charges related to employee termination benefits, non-cash losses from the retirement of property and equipment, a transaction-related tax associated with the acquisition of Realex, certain business tax assessments in the U.S. for prior periods, a gain on the sale of our Russia ATM business, reversal of previously recorded interest expense associated with a previously uncertain tax position and the related income tax effects of each.

NON-GAAP FINANCIAL MEASURES

Global Payments supplements revenues, income, earnings per share information and cash flows determined in accordance with U.S. GAAP by providing income and related earnings per share on a “cash earnings” basis, Adjusted Net Revenue and Free Cash Flow 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 believes Free Cash Flow is a useful measure of our ability to service debt, return capital to shareholders, invest in the business, and demonstrate value creation of our underlying operations. 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, income and earnings per share reported on a cash earnings basis and Free Cash Flow should be considered in addition to, and not as substitutes for, revenues, income, earnings per share and cash flows determined in accordance with GAAP. The measures of Adjusted Net Revenue, income and earnings per share on a cash earnings basis and Free Cash Flow 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 wholesale 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. The company defines Free Cash Flow as cash provided by operating activities, excluding the impact of changes in settlement assets and obligations, less capital expenditures and distributions to noncontrolling interests, each of which is derived from our consolidated statement of cash flows.

Income and the related earnings per share on a cash earnings basis exclude acquisition-related amortization expense, share-based compensation and certain other items specific to each reporting period as more fully described in the accompanying reconciliations in Schedule 7, Schedule 8 and Schedule 9. The tax rate used in determining the net income impact of cash 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.