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8-K - 8-K - GLOBAL PAYMENTS INCform8-kearningsrelease2017.htm
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Global Payments Reports Third Quarter 2017 Earnings and
Increases 2017 Outlook

ATLANTA, November 8, 2017 -- Global Payments Inc. (NYSE: GPN) today announced results for the third quarter ended September 30, 2017.
"We delivered another quarter of double digit organic adjusted net revenue growth, underscoring the ongoing successful execution of our technology enabled, software driven strategy," said Jeff Sloan, Chief Executive Officer. "Our integrated and vertical markets and ecommerce and omnichannel solutions businesses, which now comprise 40% of our adjusted net revenue, provide further opportunities for sustained share gainsAdditionally, we are delighted with the pace of revenue cross-sell efforts around the world from our recent acquisitions, which positions us well for future growth."

Third Quarter 2017 Summary
GAAP revenues were $1,038.9 million, compared to $951.9 million in the third quarter of 2016; diluted earnings per share were $0.71 compared to $0.36 in the prior year; and operating margin was 16.6% compared to 12.6% in the third quarter of 2016.
Adjusted net revenue grew 12% to $930.4 million, compared to $828.4 million in the third quarter of 2016.
Adjusted earnings per share grew 29% to $1.15, compared to $0.89 in the third quarter of 2016.
Adjusted operating margin expanded 110 basis points to 31.3%.

1



2017 Outlook
“We are very pleased with our performance in the third quarter and year-to-date period, again delivering results in excess of our targets for the business,” stated Cameron Bready, Senior Executive Vice President and Chief Financial Officer. “As a result of this strong performance and to reflect the impacts of the ACTIVE Network transaction, we are increasing our outlook for 2017. We now expect adjusted net revenue to range from $3.505 billion to $3.53 billion, or growth of 23% to 24% over 2016 and adjusted earnings per share to be in a range of $3.94 to $4.02, reflecting growth of 24% to 26% over 2016. We continue to expect adjusted operating margin to expand by as much as 120 basis points.”

Capital Allocation
Global Payments’ Board of Directors approved a dividend of $0.01 per share payable December 29, 2017 to shareholders of record as of December 15, 2017.

Conference Call
Global Payments’ management will host a conference call today, November 8, 2017 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 those measures on an adjusted basis 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 our operations.

2


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 more than 10,000 employees worldwide, Global Payments is a member of the S&P 500 with customers and partners in 30 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
This announcement and comments made by Global Payments' management during the conference call may contain certain forward-looking statements within the meaning of the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including revenue, earnings estimates and management’s expectations regarding future events and developments, are forward-looking statements and are subject to significant risks and uncertainties.
Important factors that may cause actual events or results to differ materially from those anticipated by such forward-looking statements include our ability to safeguard our data; increased competition from larger companies and non-traditional competitors, our ability to update our services in a timely manner; our ability to maintain Visa and MasterCard registration and financial institution sponsorship; our reliance on financial institutions to provide clearing services in connection with our settlement activities; our potential failure to comply with card network requirements; potential systems interruptions or failures; software defects or undetected errors; increased attrition of merchants, referral partners or independent sales organizations; our ability to increase our share of existing markets and

3


expand into new markets; a decline in the use of cards for payment generally; unanticipated increases in chargeback liability; increases in credit card network fees; change in laws, regulations or network rules or interpretations thereof; foreign currency exchange and interest rate risks; political, economic and regulatory changes in the foreign countries in which we operate; future performance, integration and conversion of acquired operations; including without limitation difficulties and delays in integrating the Heartland or ACTIVE Network businesses or fully realizing cost savings and other benefits of the acquisitions at all or within the expected time period; fully realizing anticipated annual interest expense savings from refinancing our corporate debt facilities; our loss of key personnel and other risk factors presented in Item 1- Risk Factors of our Transition Report on Form 10-K for the seven months ended December 31, 2016 and any subsequent SEC filings, which we advise you to review. 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
 
Isabel Janci
 
 
Amy Corn
 
770-829-8478
 
 
770-829-8755

4



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
 
September 30
 
September 30
 
2017
 
2016
 
% Change
 
2017
 
2016
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
1,038,907

 
$
951,885

 
9.1
 %
 
$
2,920,910

 
$
2,420,789

 
20.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Cost of service
493,883

 
469,980

 
5.1
 %
 
1,418,969

 
1,125,041

 
26.1
 %
Selling, general and administrative
372,553

 
361,516

 
3.1
 %
 
1,092,648

 
1,019,626

 
7.2
 %
 
866,436

 
831,496

 
4.2
 %
 
2,511,617

 
2,144,667

 
17.1
 %
 
 
 
 
 

 
 
 
 
 
 
Operating income
172,471

 
120,389

 
43.3
 %
 
409,293

 
276,122

 
48.2
 %
 
 
 
 
 
 
 
 
 
 
 
 
Interest and other income
2,347

 
1,465

 
60.2
 %
 
5,787

 
45,312

 
(87.2
)%
Interest and other expense
(40,764
)
 
(45,609
)
 
(10.6
)%
 
(130,422
)
 
(95,280
)
 
36.9
 %
 
(38,417
)
 
(44,144
)
 
(13.0
)%
 
(124,635
)
 
(49,968
)
 
149.4
 %
 
 
 
 
 

 
 
 
 
 
 
Income before income taxes
134,054

 
76,245

 
75.8
 %
 
284,658

 
226,154

 
25.9
 %
Provision for income taxes
(15,692
)
 
(14,021
)
 
11.9
 %
 
(40,893
)
 
(33,350
)
 
22.6
 %
Net income
118,362

 
62,224

 
90.2
 %
 
243,765

 
192,804

 
26.4
 %
Less: Net income attributable to noncontrolling interests, net of income tax
(7,622
)
 
(6,714
)
 
13.5
 %
 
(17,302
)
 
(15,150
)
 
14.2
 %
Net income attributable to Global Payments
$
110,740

 
$
55,510

 
99.5
 %
 
$
226,463

 
$
177,654

 
27.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
Earnings per share attributable to Global Payments:
 
 
 
 
 
 
 
 
 
 
 
    Basic
$
0.72

 
$
0.36

 
100.0
 %
 
$
1.48

 
$
1.24

 
19.4
 %
    Diluted
$
0.71

 
$
0.36

 
97.2
 %
 
$
1.47

 
$
1.23

 
19.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-average number of shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
    Basic
154,560

 
153,668

 
 
 
153,138

 
143,794

 
 
    Diluted
155,402

 
154,530

 
 
 
154,079

 
144,731

 
 






SCHEDULE 2
NON-GAAP FINANCIAL MEASURES (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
 
Three Months Ended
 
Nine Months Ended
 
September 30
 
September 30
 
2017
 
2016
 
% Change
 
2017
 
2016
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net revenue
$
930,411

 
$
828,436

 
12.3
%
 
$
2,582,231

 
$
2,024,346

 
27.6
%
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
290,773

 
$
249,943

 
16.3
%
 
$
767,260

 
$
581,749

 
31.9
%
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net income
$
178,313

 
$
137,925

 
29.3
%
 
$
452,714

 
$
335,736

 
34.8
%
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EPS
$
1.15

 
$
0.89

 
29.2
%
 
$
2.94

 
$
2.32

 
26.7
%

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.

  







SCHEDULE 3
SEGMENT INFORMATION (UNAUDITED)
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
 
 
Three Months Ended
 
 
 
 
 
 
September 30, 2017
 
September 30, 2016
 
 % Change
 
 
GAAP
 
Non-GAAP1
 
 GAAP
 
Non-GAAP1
 
 GAAP
 
Non-GAAP1
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
764,902

 
$
685,776

 
$
718,977

 
$
618,712

 
6.4
 %
 
10.8
%
Europe
 
205,203

 
175,833

 
173,246

 
150,062

 
18.4
 %
 
17.2
%
Asia-Pacific
 
68,802

 
68,802

 
59,662

 
59,662

 
15.3
 %
 
15.3
%
 
 
$
1,038,907

 
$
930,411

 
$
951,885

 
$
828,436

 
9.1
 %
 
12.3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
138,345

 
$
216,870

 
$
110,983

 
$
188,197

 
24.7
 %
 
15.2
%
Europe
 
76,214

 
83,130

 
63,727

 
71,017

 
19.6
 %
 
17.1
%
Asia-Pacific
 
20,032

 
22,197

 
14,657

 
17,291

 
36.7
 %
 
28.4
%
Corporate
 
(62,120
)
 
(31,424
)
 
(68,978
)
 
(26,562
)
 
(9.9
)%
 
18.3
%
 
 
$
172,471

 
$
290,773

 
$
120,389

 
$
249,943

 
43.3
 %
 
16.3
%
 
 
Nine Months Ended
 
 
 
 
 
 
September 30, 2017
 
September 30, 2016
 
 % Change
 
 
GAAP
 
Non-GAAP1
 
 GAAP
 
Non-GAAP1
 
 GAAP
 
Non-GAAP1
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
2,162,911

 
$
1,907,670

 
$
1,770,957

 
$
1,435,680

 
22.1
 %
 
32.9
%
Europe
 
557,258

 
473,820

 
479,620

 
418,454

 
16.2
 %
 
13.2
%
Asia-Pacific
 
200,741

 
200,741

 
170,212

 
170,212

 
17.9
 %
 
17.9
%
 
 
$
2,920,910

 
$
2,582,231

 
$
2,420,789

 
$
2,024,346

 
20.7
 %
 
27.6
%
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
344,604

 
$
574,391

 
$
258,648

 
$
409,302

 
33.2
 %
 
40.3
%
Europe
 
196,394

 
219,305

 
172,293

 
199,612

 
14.0
 %
 
9.9
%
Asia-Pacific
 
57,321

 
62,756

 
40,266

 
49,021

 
42.4
 %
 
28.0
%
Corporate
 
(189,026
)
 
(89,192
)
 
(195,085
)
 
(76,186
)
 
(3.1
)%
 
17.1
%
 
 
$
409,293

 
$
767,260

 
$
276,122

 
$
581,749

 
48.2
 %
 
31.9
%

1 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.

  







SCHEDULE 4
UNAUDITED CONSOLIDATED BALANCE SHEETS
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except share data)
 
September 30, 2017
 
December 31, 2016
 
 
 
 
ASSETS
 
  
 
Current assets:
 
  
 
Cash and cash equivalents
$
1,186,050

 
$
1,162,779

Accounts receivable, net of allowances for doubtful accounts of $1,423 and $1,092, respectively
296,366

 
275,032

Settlement processing assets
1,847,232

 
1,546,854

Prepaid expenses and other current assets
220,649

 
131,341

Total current assets
3,550,297

 
3,116,006

Goodwill
5,616,414

 
4,807,594

Other intangible assets, net
2,328,709

 
2,085,292

Property and equipment, net
577,188

 
526,370

Deferred income taxes
16,736

 
15,789

Other noncurrent assets
192,205

 
113,299

Total assets
$
12,281,549

 
$
10,664,350

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Settlement lines of credit
$
487,513

 
$
392,072

Current portion of long-term debt
93,408

 
177,785

Accounts payable and accrued liabilities
992,363

 
804,887

Settlement processing obligations
1,550,627

 
1,477,212

Total current liabilities
3,123,911

 
2,851,956

Long-term debt
4,677,910

 
4,260,827

Deferred income taxes
632,648

 
676,472

Other noncurrent liabilities
152,127

 
95,753

Total liabilities
8,586,596

 
7,885,008

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; 158,762,894 issued and outstanding at September 30, 2017 and 152,185,616 issued and outstanding at December 31, 2016

 

Paid-in capital
2,376,331

 
1,816,278

Retained earnings
1,357,526

 
1,137,230

Accumulated other comprehensive loss
(202,508
)
 
(322,717
)
Total Global Payments shareholders’ equity
3,531,349

 
2,630,791

Noncontrolling interests
163,604

 
148,551

Total equity
3,694,953

 
2,779,342

Total liabilities and equity
$
12,281,549

 
$
10,664,350






SCHEDULE 5
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
 
Nine Months Ended
 
September 30, 2017
 
September 30, 2016
Cash flows from operating activities:
 
 
 
Net income
$
243,765

 
$
192,804

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

 
 
Depreciation and amortization of property and equipment
80,868

 
62,964

Amortization of acquired intangibles
249,095

 
173,345

Share-based compensation expense
30,771

 
26,060

Provision for operating losses and bad debts
37,203

 
26,069

Amortization of capitalized customer acquisition costs
32,863

 
9,337

Deferred income taxes
(51,093
)
 
(30,504
)
Gain on sale of investments

 
(41,150
)
Other, net
34,190

 
26,790

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

Accounts receivable
(6,070
)
 
14,216

Settlement processing assets and obligations, net
(232,713
)
 
(109
)
Prepaid expenses and other assets
(12,605
)
 
(27,474
)
Capitalized customer acquisition costs
(65,697
)
 
(45,425
)
Accounts payable and other liabilities
19,546

 
(19,491
)
Net cash provided by operating activities
360,123

 
367,432

Cash flows from investing activities:
 
 
 
Business acquisitions, net of cash acquired
(563,009
)
 
(1,825,975
)
Capital expenditures
(136,612
)
 
(102,442
)
Proceeds from sale of investments

 
37,783

Proceeds from sales of property and equipment
37,520

 

Other, net
(48,056
)
 
(1,409
)
Net cash used in investing activities
(710,157
)
 
(1,892,043
)
Cash flows from financing activities:
 
 
 
Net proceeds from (repayments of) settlement lines of credit
77,397

 
(952
)
Proceeds from long-term debt
1,713,324

 
3,263,045

Repayments of long-term debt
(1,386,721
)
 
(1,110,258
)
Payment of debt issuance costs
(9,520
)
 
(58,448
)
Repurchase of common stock
(32,811
)
 
(130,314
)
Proceeds from stock issued under share-based compensation plans
7,068

 
5,614

Common stock repurchased - share-based compensation plans
(21,171
)
 
(15,622
)
Proceeds from sale of subsidiary shares to noncontrolling interest

 
16,374

Distributions to noncontrolling interests
(9,301
)
 
(10,216
)
Dividends paid
(5,141
)
 
(4,376
)
Net cash provided by financing activities
333,124

 
1,954,847

Effect of exchange rate changes on cash
40,181

 
(7,142
)
Increase in cash and cash equivalents
23,271

 
423,094

Cash and cash equivalents, beginning of the period
1,162,779

 
587,751

Cash and cash equivalents, end of the period
$
1,186,050

 
$
1,010,845








SCHEDULE 6
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
THREE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
 
 
Three Months Ended September 30, 2017
 
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Income Taxes on Adjustments3
 
Non-GAAP
Revenues
 
$
1,038,907

 
$
(108,496
)
 
$

 
$

 
$
930,411

 
 
 
 
 
 
 
 
 
 
 
Operating income
 
$
172,471

 
$
2,008

 
$
116,294

 
$

 
$
290,773

 
 
 
 
 
 
 
 
 
 
 
Net income attributable to Global Payments
 
$
110,740

 
$
2,008

 
$
114,496

 
$
(48,931
)
 
$
178,313

 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share attributable to Global Payments4
 
$
0.71

 
 
 
 
 
 
 
$
1.15

 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2016
 
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Income Taxes on Adjustments3
 
Non-GAAP
Revenues
 
$
951,885

 
$
(123,449
)
 
$

 
$

 
$
828,436

 
 
 
 
 
 
 
 
 
 
 
Operating income
 
$
120,389

 
$

 
$
129,554

 
$

 
$
249,943

 
 
 
 
 
 
 
 
 
 
 
Net income attributable to Global Payments
 
$
55,510

 
$

 
$
127,723

 
$
(45,308
)
 
$
137,925

 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share attributable to Global Payments4
 
$
0.36

 
 
 
 
 
 
 
$
0.89


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 September 30, 2017, includes $2.0 million to eliminate the effect of acquisition accounting fair value adjustments for software deferred revenue associated with the ACTIVE Network transaction.

2 Earnings adjustments to operating income for the three months ended September 30, 2017 include $84.9 million in cost of service and $31.4 million in selling, general and administrative expenses. Adjustments to cost of service include amortization of acquired intangibles of $84.5 million, $0.3 million of acquisition and integration costs and employee termination costs of $0.1 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $9.9 million, acquisition and integration costs of $21.2 million and employee termination costs of $0.3 million.

Earnings adjustments to operating income for the three months ended September 30, 2016 include $87.0 million in cost of service and $42.6 million in selling, general and administrative expenses. Adjustments to cost of service include amortization of acquired intangibles of $86.2 million and employee termination costs and other adjustments of $0.8 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $8.4 million, acquisition and integration costs of $34.0 million and employee termination costs and other adjustments of $0.2 million.

3 Income taxes on adjustments reflect the tax effect of earnings adjustments to income before income taxes. The tax rate used in determining the tax impact of earnings adjustments is either the jurisdictional statutory rate in effect at the time of the adjustment or the jurisdictional expected annual effective tax rate for the period, depending on the nature and timing of the adjustment. In addition, income taxes on adjustments for the three months ended September 30, 2017 reflect the removal of a $7.7 million tax benefit associated with the vesting of share-based awards.

4 Adjusted EPS is calculated by dividing adjusted net income attributable to Global Payments by the diluted weighted-average number of shares outstanding.

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







SCHEDULE 7
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
NINE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands, except per share data)
 
 
Nine Months Ended September 30, 2017
 
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Income Taxes on Adjustments3
 
Non-GAAP
Revenues
 
$
2,920,910

 
$
(338,679
)
 
$

 
$

 
$
2,582,231

 
 
 
 
 
 
 
 
 
 
 
Operating income
 
$
409,293

 
$
2,008

 
$
355,959

 
$

 
$
767,260

 
 
 
 
 
 
 
 
 
 
 
Net income attributable to Global Payments
 
$
226,463

 
$
2,008

 
$
357,372

 
$
(133,129
)
 
$
452,714

 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share attributable to Global Payments4
 
$
1.47

 
 
 
 
 
 
 
$
2.94

 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2016
 
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Income Taxes on Adjustments3
 
Non-GAAP
Revenues
 
$
2,420,789

 
$
(396,443
)
 
$

 
$

 
$
2,024,346

 
 
 
 
 
 
 
 
 
 
 
Operating income
 
$
276,122

 
$

 
$
305,627

 
$

 
$
581,749

 
 
 
 
 
 
 
 
 
 
 
Net income attributable to Global Payments
 
$
177,654

 
$

 
$
260,596

 
$
(102,514
)
 
$
335,736

 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share attributable to Global Payments4
 
$
1.23

 
 
 
 
 
 
 
$
2.32


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 nine months ended September 30, 2017, includes $2.0 million to eliminate the effect of acquisition accounting fair value adjustments for software deferred revenue associated with the ACTIVE Network transaction.

2 Earnings adjustments to operating income for the nine months ended September 30, 2017 include $252.8 million in cost of service and $103.2 million in selling, general and administrative expenses. Adjustments to cost of service include amortization of acquired intangibles of $250.7 million, employee termination costs of $1.8 million and acquisition and integration costs of $0.3 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $31.1 million, acquisition and integration costs of $69.2 million and employee termination costs of $2.9 million. Net income attributable to Global Payments also reflects an adjustment to remove a non-cash charge of $6.8 million associated with the refinancing of our corporate credit facility.

Earnings adjustments to operating income for the nine months ended September 30, 2016 include $176.1 million in cost of service and $129.5 million in selling, general and administrative expenses. Adjustments to cost of service represent amortization of acquired intangibles of $175.0 million and employee termination costs and other adjustments of $1.1 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $25.0 million, acquisition and integration costs of $94.0 million, litigation related costs of $7.6 million and employee termination costs and other adjustments of $2.9 million. Net income attributable to Global Payments also reflects an adjustment to remove a gain on the sale of membership interests in Visa Europe of $41.2 million.

3 Income taxes on adjustments reflect the tax effect of earnings adjustments to income before income taxes. The tax rate used in determining the tax impact of earnings adjustments is either the jurisdictional statutory rate in effect at the time of the adjustment or the jurisdictional expected annual effective tax rate for the period, depending on the nature and timing of the adjustment. In addition, income taxes on adjustments for the nine months ended September 30, 2017 reflect the removal of a $2.4 million tax benefit associated with the elimination of a deferred tax liability and the removal of a $4.0 million tax benefit associated with the vesting of share-based awards. For the nine months ended September 30, 2016, income taxes on adjustments reflect the removal of a $10.9 million tax benefit associated with our decision to indefinitely reinvest earnings in Canada.

4 Adjusted EPS is calculated by dividing adjusted net income attributable to Global Payments by the diluted weighted-average number of shares outstanding.

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





SCHEDULE 8
RECONCILIATION OF SEGMENT NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)
THREE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)
 
 
Three Months Ended September 30, 2017
 
Three Months Ended September 30, 2016
 
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Non-GAAP
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Non-GAAP
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
764,902

 
$
(79,126
)
 
$

 
$
685,776

 
$
718,977

 
$
(100,265
)
 
$

 
$
618,712

Europe
 
205,203

 
(29,370
)
 

 
175,833

 
173,246

 
(23,184
)
 

 
150,062

Asia-Pacific
 
68,802

 

 

 
68,802

 
59,662

 

 

 
59,662

 
 
$
1,038,907

 
$
(108,496
)
 
$

 
$
930,411

 
$
951,885

 
$
(123,449
)
 
$

 
$
828,436

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
138,345

 
$
2,008

 
$
76,517

 
$
216,870

 
$
110,983

 
$

 
$
77,214

 
$
188,197

Europe
 
76,214

 

 
6,916

 
83,130

 
63,727

 

 
7,290

 
71,017

Asia-Pacific
 
20,032

 

 
2,165

 
22,197

 
14,657

 

 
2,634

 
17,291

Corporate
 
(62,120
)
 

 
30,696

 
(31,424
)
 
(68,978
)
 

 
42,416

 
(26,562
)
 
 
$
172,471

 
$
2,008

 
$
116,294

 
$
290,773

 
$
120,389

 
$

 
$
129,554

 
$
249,943


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 September 30, 2017, includes $2.0 million to eliminate the effect of acquisition accounting fair value adjustments for software deferred revenue associated with the ACTIVE Network transaction.  

2 Earnings adjustments to operating income for the three months ended September 30, 2017 include $84.9 million in cost of service and $31.4 million in selling, general and administrative expenses. Adjustments to cost of service include amortization of acquired intangibles of $84.5 million, $0.3 million of acquisition and integration costs and employee termination costs of $0.1 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $9.9 million, acquisition and integration costs of $21.2 million and employee termination costs of $0.3 million.  

Earnings adjustments to operating income for the three months ended September 30, 2016 include $87.0 million in cost of service and $42.6 million in selling, general and administrative expenses. Adjustments to cost of service include amortization of acquired intangibles of $86.2 million and employee termination costs and other adjustments of $0.8 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $8.4 million, acquisition and integration costs of $34.0 million and employee termination costs and other adjustments of $0.2 million.  

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




































SCHEDULE 9  
RECONCILIATION OF SEGMENT NON-GAAP FINANCIAL MEASURES TO GAAP MEASURES (UNAUDITED)  
NINE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016  
GLOBAL PAYMENTS INC. AND SUBSIDIARIES
(In thousands)  


 
 
Nine Months Ended September 30, 2017
 
Nine Months Ended September 30, 2016
 
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Non-GAAP
 
GAAP
 
Net Revenue Adjustments1
 
Earnings Adjustments2
 
Non-GAAP
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
2,162,911

 
$
(255,241
)
 
$

 
$
1,907,670

 
$
1,770,957

 
$
(335,277
)
 
$

 
$
1,435,680

Europe
 
557,258

 
(83,438
)
 

 
473,820

 
479,620

 
(61,166
)
 

 
418,454

Asia-Pacific
 
200,741

 

 

 
200,741

 
170,212

 

 

 
170,212

 
 
$
2,920,910

 
$
(338,679
)
 
$

 
$
2,582,231

 
$
2,420,789

 
$
(396,443
)
 
$

 
$
2,024,346

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
North America
 
$
344,604

 
$
2,008

 
$
227,779

 
$
574,391

 
$
258,648

 
$

 
$
150,654

 
$
409,302

Europe
 
196,394

 

 
22,911

 
219,305

 
172,293

 

 
27,319

 
199,612

Asia-Pacific
 
57,321

 

 
5,435

 
62,756

 
40,266

 

 
8,755

 
49,021

Corporate
 
(189,026
)
 

 
99,834

 
(89,192
)
 
(195,085
)
 

 
118,899

 
(76,186
)
 
 
$
409,293

 
$
2,008

 
$
355,959

 
$
767,260

 
$
276,122

 
$

 
$
305,627

 
$
581,749


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 nine months ended September 30, 2017, includes $2.0 million to eliminate the effect of acquisition accounting fair value adjustments for software deferred revenue associated with the ACTIVE Network transaction.  

2 Earnings adjustments to operating income for the nine months ended September 30, 2017 include $252.8 million in cost of service and $103.2 million in selling, general and administrative expenses. Adjustments to cost of service include amortization of acquired intangibles of $250.7 million, employee termination costs of $1.8 million and acquisition and integration costs of $0.3 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $31.1 million, acquisition and integration costs of $69.2 million and employee termination costs of $2.9 million.  

Earnings adjustments to operating income for the nine months ended September 30, 2016 include $176.1 million in cost of service and $129.5 million in selling, general and administrative expenses. Adjustments to cost of service represent amortization of acquired intangibles of $175.0 million and employee termination costs and other adjustments of $1.1 million. Adjustments to selling, general and administrative expenses include share-based compensation expense of $25.0 million, acquisition and integration costs of $94.0 million, litigation related costs of $7.6 million and employee termination costs and other adjustments of $2.9 million.  

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






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

 
2016 Actual
 
2017 Outlook
 
% Change
Revenues:
 
 
 
 
 
GAAP revenue

$3.37

 
$3.945 to $3.97

 
17% to 18%
Adjustments1
(0.53
)
 
(0.44
)
 
 
Adjusted net revenue

$2.84

 
$3.505 to $3.53

 
23% to 24%
 
 
 
 
 
 
Earnings Per Share ("EPS"):
 
 
 
 
 
GAAP diluted EPS

$1.37

 
$1.97 to $2.05

 
44% to 50%
Acquisition-related amortization expense, share-based compensation expense and other items2
1.82

 
1.97

 
 
Adjusted EPS

$3.19

 
$3.94 to $4.02

 
24% to 26%

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 2017, includes adjustments to eliminate the effect of acquisition accounting fair value adjustments for software deferred revenue associated with the ACTIVE Network transaction.

2 Adjustments to Calendar 2016 GAAP diluted EPS include acquisition related amortization expense of $1.17, share-based compensation expense of $0.14 and net other items of $0.51, including merger-related costs of $0.62, a $0.16 adjustment to remove a gain on the sale of membership interests in Visa Europe and a $0.07 adjustment to remove a tax benefit associated with our decision to indefinitely reinvest earnings in Canada. Adjustments to 2016 GAAP diluted EPS also includes the effect of these adjustments on noncontrolling interests and income taxes, as applicable. For 2017, includes the revenue adjustment described above and adjustments for acquisition-related amortization expense, share-based compensation expense, acquisition and integration costs, employee termination costs and certain income tax benefits.


NON-GAAP FINANCIAL MEASURES

Global Payments supplements revenues, income and EPS information 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 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 and certain other items specific to each reporting period as more fully described in the accompanying reconciliations in Schedules 6, 7, 8 and 9. The tax rate used in determining the net income 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.