Business, consolidation and presentation— We are a leading worldwide provider of payment technology services ~~that delivers~~delivering innovative solutions to our ~~customers globally.~~customers. Our technologies, partnerships ~~technologies~~ and employee expertise enable us to provide a broad range of ~~products and~~ services that allow our customers to accept ~~all~~various payment types. We distribute our ~~products~~payment services and digital commerce services across a variety of channels to merchants and partners in 2829 countries throughout North America, Europe, the Asia-Pacific region and Brazil. We ~~provide payment and digital commerce solutions and~~ operate in ~~two~~three reportable segments: North America, ~~merchant services~~Europe, and ~~International merchant services.~~Asia-Pacific.

We were incorporated in Georgia as Global Payments Inc. in ~~September~~ 2000, and we spun-off from our former parent company onin ~~January 31,~~ 2001. Including our time as part of our former parent company, we have been in the payments business since 1967. Global Payments Inc. and its consolidated subsidiaries are referred to collectively ~~in this report~~ as "Global Payments," the "Company," "we," "our" or "us," unless the context requires otherwise.

These unaudited consolidated financial statements include our accounts and those of our majority-owned subsidiaries, and all intercompany balances and transactions have been ~~eliminated.~~eliminated in consolidation. These unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information pursuant to the rules and ~~with Rule 10-01~~regulations of ~~Regulation S-X.~~the Securities and Exchange Commission (the "SEC").

In the opinion of our management, all known adjustments necessary for a fair presentation of the results of the interim periods have been made. These adjustments consist of normal recurring accruals and estimates that ~~impact~~affect the carrying ~~value~~amount of assets and liabilities. We suggest that these financial statements be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the ~~fiscal~~ year ended May 31, ~~2014.~~2015.

Use of estimates— The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reported period. Actual results could differ materially from those estimates.

~~Revenue recognition~~Reclassifications— ~~Our~~ ~~two~~ ~~merchant services segments primarily provide payment solutions for credit cards, debit cards, electronic payments~~ In the consolidated balance sheet as of August 31, 2015, we presented inventory within prepaid expenses and ~~check-related services. Revenue is recognized as such services are performed. Revenue for services provided directly to merchants is recorded net~~other current assets instead of interchange fees charged by card issuing banks. Our primary business model provides payment products and services directly to merchants as our end customers. We also provide similar products and services to financial institutions and a limited number of independent sales organizations ("ISOs") that, in turn, resell our products and services, in which case, the financial institutions and select ISOs are our end customers. The majority of merchant services revenue is generated on services priced as a ~~percentage~~separate line item. Therefore, we reclassified inventory of ~~transaction value or a specified fee per transaction, depending on card type. We also charge other fees based on specific services that are unrelated~~$5.2 million as of May 31, 2015 to conform to the ~~number~~current presentation. The reclassification also resulted in the combination of ~~transactions or the transaction value. Revenue from credit cards~~changes in inventory of $1.0 million with changes in prepaid expenses and ~~signature debit cards is generally based on a percentage of transaction value along with~~ other ~~related fees, while revenue from PIN-based debit cards is typically based on a fee per transaction.~~

New accounting pronouncements— From time-to-time, new accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") or other standards setting bodies that ~~are adopted by us as of the specified effective date. Unless otherwise discussed below,~~may affect our ~~management believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated~~current and/or future financial statements ~~upon adoption.~~when adopted.

In ~~April~~September 2015, the FASB issued Accounting Standards Update ("ASU") 2015-16, "Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments." The update requires than an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, including the cumulative effect of the change in provisional amount as if the accounting had been completed at the acquisition date. The adjustments related to previous reporting periods since the acquisition date must be disclosed by income statement line item either on the face of the income statement or in the notes. We adopted this ASU during the three months ended August 31, 2015. Accordingly, we applied the amendments in this update to the measurement period adjustments made during the three months ended August 31, 2015 with no material effect on previous-period or current-period earnings. See "Note 3—Business Intangible Asset Acquisition and Joint Ventures" for more information regarding adjustments to provisional amounts that occurred during the three months ended August 31, 2015.

In April 2015, the FASB issued ASU 2015-03, ~~Interest - Imputation~~"Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance ~~Costs.~~Costs." The update requires debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of being presented as an asset. Debt disclosures will include the face amount of the debt liability and the effective interest rate. The update requires retrospective application and represents a change in accounting principle. The update is effective for fiscal years beginning after December 15, 2015. Early adoption permitted for financial statements that have not been previously issued. We are evaluating the impact of ASU 2015-03 on our consolidated financial statements.

We adopted both ASUs as of June 1, 2015, electing to continue to present debt issuance costs related to our revolving credit facilities as an asset, and reclassified prior-period amounts for debt issuance costs related to our term loans to conform to the ~~Consolidation Analysis.~~ current-period presentation. In our consolidated balance sheet as of May 31, 2015, we reclassified debt issuance costs of $0.7 million from prepaid expenses and other current assets to current portion of long-term debt and $1.7 million was reclassified from other noncurrent assets to long-term debt. The adoption of this standard did not affect our results of operations or cash flows in either the current or previous interim or annual periods. See "Note 5—Long-Term Debt and Credit Facilities" for more information about the presentation of debt issuance costs.

In April 2015, the FASB issued ASU 2015-05, "Intangibles—Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement." The amendments in this update ~~make changes to consolidation~~provide guidance to ~~address concerns~~customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of ~~stakeholders that current~~the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance will not change GAAP for a customer’s accounting for certain legal entities might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations.service contracts. The amendments ~~in this Update are~~will be effective for ~~public business entities for fiscal years, and for~~annual periods, including interim periods within those ~~fiscal years,~~annual periods, beginning after December 15, 2015. Early adoption is permitted ~~including adoption in an interim period.~~

13

On September 30, 2014, we entered into an asset purchase agreement with Certegy Check Services, Inc., a ~~Delaware corporation and~~ wholly-owned subsidiary ofFidelity National Information Services, Inc. ~~(NYSE:FIS)~~ ("FIS"), to acquire substantially all of the assets of its gaming business related to licensed gaming operators (the "FIS Gaming Business")~~. Pursuant to~~, which consisted primarily of customer contracts. On June 1, 2015, we completed the ~~terms of the asset purchase agreement, we will acquire substantially all of the assets of the FIS Gaming Business,~~acquisition, which ~~includes~~included approximately 260 gaming client locations, for ~~$236.5~~$237.5 million ~~subject to certain adjustments at closing. We expect the acquisition to close early in the first quarter of fiscal 2016, subject to the satisfaction of customary closing conditions, and to be~~ funded from borrowings on our revolving credit ~~facility.~~facility and cash on hand. We acquired the FIS Gaming Business to expand our direct distribution and service offerings in the gaming industry. This transaction was accounted for as a business combination. We recorded the assets acquired and liabilities assumed at their estimated fair values as of the acquisition date, June 1, 2015. Due to the timing of this transaction, we have not finalized the valuation of intangible assets acquired. Acquisition costs associated with this purchase were not material. The revenue and earnings associated with the acquired business for the year ending May 31, 2016 are not expected to be material nor were the historical revenue and earnings of the acquired business material for the purpose of presenting pro forma information for the current or prior-year periods.

AtThe following table summarizes the ~~same time, we~~preliminary estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands):

Goodwill of $102.5 million arising from the acquisition was included in the North America segment and was attributable to expected growth opportunities, including cross-selling opportunities at existing and acquired gaming client locations, operating

We also entered into a gaming bureau license agreement and an outsourcing agreement with ~~FIS.~~FIS on September 30, 2014. Under the license agreement, we acquired a perpetual software license for a gaming bureau application that we believe enhances our casino clients’ credit decision process. The software license ~~is reflected~~was recorded in property and equipment in our consolidated balance sheet at

We provide merchant acquiring services in the Philippines through our subsidiary Global Payments Asia-Pacific Philippines Incorporated ("GP Philippines"). On August 3, 2015, we made a cash payment of $3.6 million and contributed a 49% ownership interest in GP Philippines to Bank of the Philippines ("BPI") in return for its merchant acquiring business, which is now part of GP Philippines, in which we have retained a controlling 51% interest.

The acquisition of BPI's merchant acquiring business was accounted for as a business combination. We recorded the assets acquired and liabilities assumed at their estimated fair values as of the acquisition date, August 3, 2015. The estimated total purchase consideration for BPI's merchant acquiring business was $33.0 million, consisting of cash paid of $3.6 million and shares issued to BPI representing a 49% ownership interest in GP Philippines with an estimated acquisition-date fair value of $29.4 million. Due to the timing of this transaction, we have not finalized the valuation of shares issued to BPI for the noncontrolling interest or the intangible assets acquired; but, we have recorded provisional estimated amounts.

On July 27, 2015, we announced an agreement with CaixaBank, S.A. ("CaixaBank") and Erste Group Bank AG (“Erste Group”) to form a venture to provide merchant acquiring and payment services in three Central and Eastern European markets: the Czech Republic, the Slovak Republic and Romania. As part of the agreement, Global Payments and CaixaBank will ~~become effective when~~form an entity, in which Global Payments will have a 51% controlling interest. This newly formed entity will pay €30 million ($34 million equivalent as of August 31, 2015) in cash to acquire a 51% controlling ownership in the ~~asset purchase agreement closes.~~venture with Erste Group, which will contribute its existing merchant acquiring businesses in each of the three countries to the venture and hold a 49% interest. The transaction is expected to close in the second half of fiscal 2016, subject to receipt of regulatory approvals and satisfaction of customary closing conditions.

On March 25, 2015, we acquired approximately 95% of the outstanding shares of Pay and Shop Limited for €110.2 million in cash ($118.9 million equivalent as of the acquisition date) funded from borrowings on our revolving credit facility. On October 5, 2015, we paid €6.7 million ($7.6 million equivalent) to acquire the remaining shares. Pay and Shop Limited, which does business as Realex Payments ("Realex"), is a leading European online payment gateway technology provider based in Dublin, Ireland. This transaction furthers our strategy to provide omnichannel solutions that combine gateway services, payment service provisioning and merchant acquiring across Europe. This transaction was accounted for as a business combination. We recorded the assets acquired, liabilities assumed and noncontrolling interest at their estimated fair values as of the acquisition date, March 25, 2015. Due to the timing of this transaction, we have not finalized the valuation of intangible assets acquired and related deferred income taxes.

The following table summarizes the preliminary estimated fair values of the assets acquired, liabilities assumed and the noncontrolling interest as of the acquisition date (in thousands):

On October 10, 2014, we completed the acquisition of 100% of the outstanding stock of Ezi Holdings Pty Ltd ("Ezidebit") for ~~AU$305.0~~AUD302.6 million ~~less working capital~~(US$266.0 million equivalent as of ~~AU$2.4 million (US$268.1 million less working capital of US$2.1 million)~~the acquisition date). This acquisition was funded by a combination of cash on hand and borrowings on our revolving credit facility. Ezidebit is a leading integrated payments company focused on recurring payments verticals in Australia and New Zealand. Ezidebit markets its ~~products~~services through a network of integrated software vendors and direct channels to numerous vertical markets. We acquired Ezidebit to establish a direct distribution channel in Australia and New Zealand and to further enhance our existing integrated solutions offerings. This ~~acquisition~~transaction was ~~recorded~~accounted for as a business ~~combination, and the purchase price was allocated to~~combination. We recorded the assets acquired and liabilities assumed ~~based on~~at their estimated fair ~~values. Due~~values as of the acquisition date, October 10, 2014. Certain adjustments to estimated fair value were recorded during the three months ended August 31, 2015 based on new information obtained that existed as of the acquisition date. During the measurement period, management determined that deferred income taxes should be reflected for certain nondeductible intangible assets. These adjustments are detailed in the table below. FASB Accounting Standards Codification ("ASC") 805, "Business Combinations," as amended by ASU 2015-16, requires than an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. During the three months ended August 31, 2015, we increased deferred income tax liabilities by $11.6 million with a corresponding adjustment to goodwill, and with no material effect on previous-period or current-period earnings or other comprehensive income.

The acquisition-date fair values of major classes of assets acquired and liabilities assumed as previously determined and as revised for measurement period adjustments as of August 31, 2015, including a reconciliation to the ~~timing of this transaction, the allocation of the~~total purchase ~~price~~consideration, is preliminary pending final valuation of intangible assets. Acquisition costs associated with this purchase were not material. The revenue and earnings of Ezidebit for the three and nine months ended February 28, 2015 are not material nor are the historical revenue and earnings of Ezidebit material for the purpose of presenting pro forma information for the current or prior-year periods.

~~The preliminary purchase price allocation resulted in goodwill,~~Goodwill of $203.8 million arising from the acquisition was included in the ~~International merchant services~~Asia-Pacific segment ~~of $194.1 million. Goodwill is~~and was attributable to expected future growth opportunities in Australia and New Zealand, ~~as well as~~ growth ~~opportunities~~ and ~~operating synergies in~~expansion of integrated payments in the Asia-Pacific region, economies of scale in our existing Asia-Pacific business and ~~North America markets. Goodwill~~an assembled workforce. Neither the goodwill nor the customer-related intangible assets associated with this acquisition ~~is not~~are deductible for income tax purposes. The customer-related intangible assets have an estimated amortization periods of 15 years. The acquired technology has an estimated amortization period of 15 years. The trade name has an estimated amortization period of 5 years.

The following table sets forth the changes in the carrying amount of goodwill for the ~~nine~~three months ended ~~February 28, 2015:~~August 31, 2015 (in thousands):

⁽¹⁾~~During the nine months ended February 28,~~There were no accumulated impairment losses as of August 31, 2015 we recorded an adjustment to decrease goodwill by $0.7 million in our North America merchant services segment in connection with the finalization of the intangible asset and deferred tax valuations associated with the purchase price allocation and the working capital settlement for the PayPros acquisition.or May 31, 2015.

As of ~~February 28,~~August 31, 2015 and May 31, ~~2014, outstanding~~2015, long-term debt consisted of the ~~following:~~following (in thousands):

On ~~February 28, 2014,~~July 31, 2015, we entered into ana second amended and restated term loan agreement ~~("Term Loan"~~(the “Term Loan Agreement”) and ana second amended and restated credit agreement ~~("Corporate~~(the “Revolving Credit ~~Facility"~~Facility Agreement” and, together with the Term Loan Agreement, the “Agreements”), each with a syndicate of financial institutions. The Term Loan Agreement and the Revolving Credit Facility Agreement amended and restated the our prior term loan agreement and revolving credit facility agreement, each dated February 28, 2014.

The Term Loan isAgreement provides for a five-year senior unsecured $1.75 billion term loan facility (the “Term Loan”), and the Revolving Credit Facility Agreement provides for a senior unsecured $1.25 billion ~~term loan. We used proceeds~~revolving credit facility (the “Revolving Credit Facility”). The available borrowings under the Revolving Credit Facility may be increased, at our option, by up to an additional $500 million, subject to our receipt of increased or new commitments from lenders and the satisfaction of certain conditions.

Pursuant to the Term Loan ~~to partially fund our acquisition of PayPros on March 4, 2014 and to repay~~Agreement, the ~~outstanding balances on our previously existing revolving credit facility and our previously existing term loan.~~

19

Upon the closing of the Term Loan and ~~May~~the Revolving Credit Facility, which occurred on July 31, ~~2014 was $626.5 million~~2015, we used the proceeds of approximately $2.0 billion to repay the outstanding balances on our previously existing term loan and ~~$851.9 million, respectively.~~revolving credit facility together with accrued interest and fees on each. We intend to use the remaining proceeds to support strategic capital allocation initiatives, including acquisitions and ongoing share repurchases.

We incurred fees and expenses associated with these new arrangements of approximately $4.9 million. The portion of the debt issuance costs related to the Revolving Credit Facility are included in prepaid expenses and other current assets and other noncurrent assets in our consolidated balance sheets at August 31, 2015. The portion of the debt issuance costs related to the Term Loan are reported as a reduction to the carrying amount of the debt. Debt issuance costs are amortized as an adjustment to interest expense over the terms of the Agreements.

The ~~agreements~~Agreements contain customary affirmative and restrictive covenants, including, among others, financial covenants based on our leverage and fixed charge coverage ratios. ~~Please see~~See "Compliance with Covenants" below. Each of the ~~agreements~~Agreements includes customary events of default, the occurrence of which, following any applicable cure period, would permit the lenders to, among other things, declare the principal, accrued interest and other obligations to be immediately due and payable.

We have short-term lines of credit with banks in the United States and Canada as well as several countries in Europe and in the Asia-Pacific region in which we do business. The short-term lines of credit, which are ~~primarily used to fund~~restricted for use in funding settlement, generally have variable short-term interest rates and are subject to annual review. The credit facilities are generally denominated in local currency but may, in some cases, facilitate borrowings in multiple currencies. For certain of our lines of credit, the line of credit balance is reduced by the amount of cash we have on deposit in specific accounts with the lender when determining ~~compliance with~~ the ~~credit limit.~~available credit. Accordingly, the amount of the outstanding line of credit ~~balance~~ may exceed the stated credit limit, ~~at any given point in time, when in fact~~while the ~~combined~~net position is less than the credit limit. As of ~~February 28,~~August 31, 2015 and May 31, ~~2014, we had~~2015, a total of $~~901.5~~108.9 million and ~~$818.5~~$193.2 million, respectively, of ~~additional borrowing capacity~~cash on deposit was used to determine the available credit.

As of August 31, 2015 and May 31, 2015, respectively, we had $356.7 million and $592.6 million outstanding under ~~our~~these short-term lines of credit with additional capacity as of August 31, 2015 of $859.5 million to fund settlement. The weighted-average interest rate on these borrowings was 1.83% and 1.50% at August 31, 2015 and May 31, 2015, respectively. We are required to pay a commitment fee on unused portions of short-term lines of credit.

There are certain financial and non-financial covenants contained in our various credit facilities and Term Loan. ~~Our Term Loan and Corporate Credit Facility~~The Agreements include financial covenants requiring (i) a leverage ratio no greater than 3.50 to ~~1.00~~ ~~(3.75~~ to 1.00, ~~in the case of a business~~or up to 3.75 to 1.00 if we were to complete an acquisition, subject to certain ~~conditions)~~conditions, and (ii) a fixed charge coverage ratio no less than 2.50 to ~~1.00~~.1.00. We complied with all applicable covenants as of and for the three ~~and nine~~ months ended ~~February 28, 2015 and as of May~~August 31, ~~2014.~~2015.

~~On October 9, 2014, we entered into an~~We have interest rate swap ~~agreement~~agreements with a major financial ~~institution~~institutions to hedge changes in cash flows attributable to interest rate risk on a portion of our variable-rate debt instruments. ~~The~~A $500 million notional interest rate swap agreement, which became effective on October 31, 2014, effectively converted $500 million of our variable-rate debt to a fixed rate of 1.52% plus a leverage-based margin and will mature on February 28, 2019. ~~The fair value of our~~A $250 million notional interest rate swap, ~~as of February~~which became effective on August 28, 2015, ~~was~~effectively converted $250 million of our variable-rate debt to a ~~liability~~fixed rate of ~~$4.0 million, which is reflected in accounts payable~~1.34% plus a leverage-based margin and ~~accrued liabilities in our consolidated balance sheet.~~ will mature on July 31, 2020.

Net amounts to be received or paid under the swap ~~agreement~~agreements are reflected as adjustments to interest expense. Since we have designated the interest rate swap ~~agreement~~agreements as a cash flow ~~hedge,~~hedges, unrealized gains or losses resulting from adjusting ~~this swap~~the swaps to ~~its~~ fair value are recorded as ~~elements~~components of ~~AOCI within the consolidated balance sheet~~other comprehensive income, except for any ineffective portion of the change in fair value, which would be immediately recorded in interest expense. During the three ~~and nine~~ months ended ~~February 28,~~August 31, 2015, there was no ineffectiveness. The fair ~~value~~values of the ~~swap agreement is~~interest rate swaps were determined based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date. ~~This~~These derivative ~~instrument is~~instruments were classified within Level 2 of the valuation hierarchy.

~~At February 28, 2015,~~The table below presents the fair values of our derivative financial instruments designated as cash flow hedges included within the consolidated balance sheets (in thousands):

The table below presents the effects of our interest rate ~~swap agreement effectively converted $500.0 million~~swaps on the consolidated statements of ~~our variable-rate debt to a fixed rate of 1.52% plus a leverage-based margin. During~~income and other comprehensive income for the three ~~and nine~~ months ended ~~February 28,~~August 31, 2015 ~~we recognized $1.8 million and $2.3 million, respectively, in interest expense related to settlements on~~(in thousands):

At August 31, 2015, the ~~interest rate swap. At February 28, 2015, the~~

Interest expense was $13.4 million and $8.5 million for the three months ended August 31, 2015 and 2014, respectively. Interest expense is comprised primarily of interest on our long-term debt and short-term lines of credit. Interest expense also includes settlements on our interest rate swaps, amortization of deferred debt issuance costs and commitment fees on the unused portions of our Revolving Credit Facility and short-term lines of credit.

Our effective income tax rates were ~~24.9%~~26.0% and ~~28.2%~~26.3% for the three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014, respectively. Our effective income tax rates were 25.7% and 28.4% for the nine months ended February 28, 2015 and February 28, 2014, respectively. The effective tax rates for the three and nine months ended February 28, 2014 reflects additional income tax expense we recorded as a result of the reduction of certain U.K. deferred tax assets due to enacted corporate tax rate reductions in the United Kingdom of 3%. Our effective tax rate differsdiffer from the U.S. statutory rate primarily due to ~~domestic and international tax planning initiatives and~~ income generated in international jurisdictions with lower tax rates.

We conduct business globally and file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. In the normal course of business, we are subject to examination by taxing authorities around the world, including, without limitation, the United States, the United Kingdom and Canada. We are no longer subject to state income tax examinations for years ended on or before May 31, 2008 and are no longer subject to U.S. federal income tax examinations by the U.S. Internal Revenue Service for fiscal years prior to ~~2012.~~2012 and U.K. federal income tax examinations for years ended on or before May 31, 2013.

During the three months ended August 31, 2014, we repurchased and ~~3.1~~retired 1.8 million shares of our common stock at a cost of ~~$56.6 million and $228.5~~$124.5 million, or an average cost of ~~$88.74 and $74.25~~$69.82 per share, ~~respectively, including commissions. As of February 28, 2015, we had $243.4 million of remaining authorized share repurchases.~~

The following table summarizes share-based compensation expense and the related income tax benefit recognized for our share-based awards and stock options ~~restricted stock, performance units, TSR units, and shares issued under our employee stock purchase plan (each as described below).~~(in thousands):

The following table summarizes the changes in unvested share-based awards for the ~~nine~~three months ended ~~February 28, 2015:~~August 31, 2015 (shares in thousands):

~~Including the restricted stock, performance units and TSR units described above, the~~The total fair value of share-based awards vested during the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014 was $~~14.9~~15.7 million and $~~15.9~~13.0 million, respectively.

For these share-based awards, we recognized compensation expense of $~~5.4~~6.1 million and $~~5.0~~3.7 million induring the three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014, ~~respectively. For the nine months ended February 28, 2015 and February 28, 2014, we recognized compensation expense for these share-based awards of $13.8 million and $16.2 million,~~ respectively. As of ~~February 28,~~August 31, 2015, there was $~~47.5~~$58.3 million of unrecognized compensation expense related to unvested share-based awards that we expect to recognize over a ~~weighted average~~weighted-average period of ~~2.27~~2.5 years.

We have an employee stock purchase plan under which the sale of 2.4 million shares of our common stock has been authorized. Employees may designate up to the lesser of $25,000 or 20% of their annual compensation for the purchase of our common stock. The price for shares purchased under the plan is 85% of the market value on the last day of each calendar quarter. As of ~~February 28,~~August 31, 2015, 1.1 million shares had been issued under this plan, with 1.3 million shares reserved for future issuance. We recognized compensation expense for the plan of ~~$0.1~~$0.2 million in ~~both~~each of the ~~three months~~three-month periods ended ~~February 28,~~August 31, 2015 and ~~February 28, 2014. We recognized compensation expense for the plan of $0.5 million and $0.4 million in the nine months ended February 28, 2015 and February 28,~~August 31, 2014, respectively.

The ~~weighted average~~weighted-average grant-date fair value of each designated share purchased under this plan during the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014 was approximately $813 and $7, respectively, which represents the fair value of the 15% discount.

Stock options are granted with an exercise price equal to 100% of fair market value on the date of grant and have a term of ten years. Stock options granted before fiscal 2015 vest in equal installments on each of the first four anniversaries of the grant date. Stock options granted during fiscal 2015 and thereafter vest in equal installments on each of the first three anniversaries of the grant date. During the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and August 31, 2014, we granted 0.1 million and 0.2 million stock ~~options. We did not grant stock~~ options, ~~during the three months ended February 28, 2015 or during the three and nine months ended February 28, 2014.~~respectively. Our stock option plans provide for accelerated vesting under certain conditions.

The following is a summary of our stock option activity as of and for the ~~nine~~three months ended ~~February 28,~~August 31, 2015:

We recognized compensation expense for stock options of ~~$0.2~~$0.2 million ~~in both~~ and $0.1 million during the three months ended ~~February 28,~~August 31, 2015 and ~~February 28, 2014. We recognized compensation expense for stock options of $0.5 million and $0.7 million in the nine months ended February 28, 2015 and February 28,~~August 31, 2014, respectively. The aggregate intrinsic value of stock options exercised during the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014 was $~~11.7~~2.7 million and $~~24.0~~8.1 million, respectively. As of ~~February 28,~~August 31, 2015, we had $~~1.9~~3.6 million of unrecognized compensation expense related to unvested stock options that we expect to recognize over a ~~weighted average~~weighted-average period of ~~3.3~~4.1 years.

The ~~weighted average~~weighted-average grant-date fair value of each stock option granted during the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and August 31, 2014 was ~~$17.~~$31 and $17, respectively. Fair value was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions:

The risk-free interest rate is based on the yield of a zero coupon U.S. Treasury security with a maturity equal to the expected life of the option from the date of the grant. Our assumption on expected volatility is based on our historical volatility. The dividend yield assumption is calculated using our average stock price over the preceding year and the annualized amount of our most current quarterly ~~dividend.~~dividend per share. We based our assumptions on the expected lives of the options on our analysis of the historical exercise patterns of the options and our assumption on the future exercise pattern of options.

Basic earnings per share is computed by dividing reported net income attributable to Global Payments by the weighted-average number of shares outstanding during the period. Earnings available to common shareholders is the same as reported net income attributable to Global Payments for all periods presented.

Diluted earnings per share is computed by dividing net income attributable to Global Payments by the weighted-average number of shares outstanding during the period, including the effect of share-based awards that would have a dilutive effect on earnings per share. All stock options with an exercise price lower than the average market share price of our common stock for the period are assumed to have a dilutive effect on earnings per share. The diluted share base for the three months ended August 31, 2015 and August 31, 2014 excludes 0.1 million and 0.2 million shares, respectively, related to stock options that would have an antidilutive effect on the computation of diluted earnings per share.

The following table sets forth the computation of diluted weighted-average shares outstanding for the three months ended August 31, 2015 and August 31, 2014 (in thousands):

We are a leading worldwide provider of payment technology services ~~that delivers~~delivering innovative solutions ~~driven by~~to our ~~customer needs globally.~~customers. Our partnerships, technologies and employee expertise enable us to provide a broad range of ~~products and~~ services

We evaluate performance and allocate resources based on the operating income of each segment. The operating income of each segment includes the revenues of the segment less those expenses that are directly related to those revenues. Operating overhead, shared costs and certain compensation costs are included in Corporate in the following table. Interest and other income, interest and other expense, the financial results of equity method investments and provision for income taxes are not allocated to the individual segments. We do not evaluate performance or allocate resources using segment asset data. The accounting policies of the reportable segments are the same as those described in our Annual Report on Form 10-K for the year ended May 31, ~~2014~~2015 and our summary of significant accounting policies in ~~Note 1.~~"Note 1-Basis of Presentation and Summary of Significant Accounting Policies."

For the three months ended ~~February 28,~~August 31, 2015, revenues increased ~~7.9%~~6.2% to ~~$665.0 million~~ ~~compared to the prior year, reflecting growth in most of our markets. For the nine months ended February 28, 2015, revenues increased 9.9% to $2,067.2~~$748.8 million compared to the ~~prior year~~prior-year period. The increase in our revenues during the three ~~and nine~~ months ended ~~February 28,~~August 31, 2015 was partially offset by the unfavorable effect of currency fluctuations ~~in foreign currency exchange rates. For the three and nine months ended February 28, 2015, currency exchange rate fluctuations decreased our revenues by~~ ~~$28.8 million~~ ~~and~~ ~~$42.9 million, respectively, compared to the prior year, calculated by converting our fiscal 2015 actual revenues using fiscal 2014 rates.~~

North America Segment. For the three months ended ~~February 28,~~August 31, 2015, revenue from our North America ~~merchant services~~ segment increased ~~10.2%~~5.3% to ~~$473.1 million~~ compared to the prior year, despite the impact of unfavorable currency fluctuations in Canada. For the nine months ended February 28, 2015, revenue from our North America merchant services segment increased 10.5% to $1,465.8 million compared to prior year. U.S. revenue growth was driven by growth in our direct integrated solutions channel, including the addition of PayPros. Revenue growth in our U.S. ISO channel was less than 1% for the three and nine months ended February 28, 2015.

Europe Segment. For the ~~nine~~three months ended ~~February 28,~~August 31, 2015, ~~revenues in Canada decreased 1.0%~~Europe revenue increased 3.4% to ~~$243.0~~$168.4 million compared to the prior year. In both periods, our revenues in Canada decreased due to unfavorable changes in exchange rates, which outweighed revenue growth achieved in local currency resulting from stable business performance and selective pricing initiatives.

Asia-Pacific ~~merchant services~~Segment. For the three months ended August 31, 2015, Asia-Pacific revenue of ~~$53.5~~increased 30.1% to $49.6 million compared to the prior year. Revenue growth in the Asia-Pacific segment for the three months ended ~~February 28,~~August 31, 2015 ~~represents an increase of~~ ~~23.7%~~ compared to the prior year. Asia-Pacific merchant services revenue of $140.2 million for the nine months ended February 28, 2015 represents an increase of 17.3% compared to the prior year period. For the three and nine months ended February 28, 2015, revenue growth in the Asia-Pacific region was primarily due ~~largely~~ to growth in card transactions and volume, including increases from the ~~addition~~acquisition of Ezidebit, partially offset by the unfavorable ~~changes in exchange rates.~~effect of currency fluctuations.

Cost of Service. Cost of service increased ~~7.4%~~4.9% to $272.7 million for the three months ended ~~February 28, 2015 compared to the prior year and increased 9.9% for the nine months ended February 28,~~August 31, 2015 compared to the prior year. As a percentage of revenue, cost of service decreased to ~~37.6%~~36.4% for the three months ended ~~February 28,~~August 31, 2015 from ~~37.8%~~ ~~in the prior year. As a percentage of revenue, cost of service decreased slightly to 37.1% for the nine months ended February 28, 2015 from 37.2%~~36.9% in the prior year. The increase in cost of service ~~for the three and nine month periods ended February 28, 2015~~ was driven primarily by an increase in the variable costs associated with revenue growth and additional intangible asset amortization and other incremental cost of service associated with our acquisitions, ~~of PayPros and Ezidebit,~~ partially offset by the favorable ~~changes in exchange rates.~~effect of currency fluctuations.

~~Sales,~~Selling, General and Administrative Expenses. Selling, general and administrative expenses increased ~~8.3%~~5.5% to $338.4 million for the three months ended ~~February 28, 2015 compared to the prior year and increased 8.5% for the nine months ended February 28,~~August 31, 2015 compared to the prior year. As a percentage of revenues, ~~sales, general and administrative expenses increased slightly to~~ ~~46.6%~~ ~~for the three months ended February 28, 2015 from~~ ~~46.4%~~ ~~in the prior year. As a percentage of revenues, sales,~~selling, general and administrative expenses decreased to ~~45.8%~~45.2% for the ~~nine~~three months ended ~~February 28,~~August 31, 2015 from ~~46.4%~~45.5% in the prior year. The increase in ~~sales,~~selling, general and administrative expenses ~~for the three and nine month periods ended February 28, 2015~~ was primarily due to an increase in commission payments to third-party sales partners and incremental costs related to our acquisitions, ~~of PayPros and Ezidebit,~~ partially offset by the favorable ~~changes in exchange rates.~~effect of currency fluctuations.

Our available cash balance includes ~~$218.9~~$165.0 million of cash held by foreign subsidiaries whose earnings are considered permanently reinvested for U.S. tax purposes. These cash balances reflect our capital investments in these subsidiaries and the accumulation of cash flows generated by ~~each subsidiary's~~their operations, net of cash flows used to service debt locally and fund ~~non-U.S. acquisitions.~~acquisitions outside of the United States. We believe that we are able to maintain a sufficient level of liquidity for our domestic operations and commitments

Operating activities provided net cash of ~~$347.1~~$513.4 million for the ~~nine~~three months ended ~~February 28,~~August 31, 2015 ~~compared to $314.4~~and used net cash of $63.5 million for the ~~nine~~three months ended ~~February 28, 2014~~August 31, 2014. The increase in cash flow from operating activities was primarily due to ~~growth~~a change in ~~our earnings and favorable changes in working capital, including~~ settlement processing assets and ~~obligations.~~obligations of $582.1 million. Fluctuations in settlement processing assets and obligations are largely due to timing of ~~month end.~~month-end.

We used net cash of ~~$10.8~~$90.1 million for financing activities during the ~~nine~~three months ended ~~February 28, 2015 compared to $91.0 million for~~August 31, 2015. During the ~~nine~~three months ended ~~February 28, 2014.~~August 31, 2014, financing activities provided cash of $94.1 million. On July 31, 2015, we refinanced our term loan and revolving credit facility as further discussed below under "Long-term Debt and Credit Facilities - Contractual Obligations." We used proceeds from the refinancing of approximately $2.0 billion to repay the outstanding balances on our previously existing term loan and revolving credit facility together with accrued interest and fees on each. During the ~~nine~~three months ended ~~February 28,~~August 31, 2015, net borrowings under long-term debt, including the refinancing, were ~~$214.8~~$194.5 million compared to ~~$290.1~~$26.3 million in the prior year. A portion of our borrowings during the three months ended August 31, 2015 were made to fund the acquisition of the FIS Gaming Business.

During the ~~nine~~three months ended ~~February 28,~~August 31, 2015, net ~~borrowings~~repayments on short-term lines of credit used to fund settlement were ~~$44.6~~$236.0 million compared to ~~$74.6~~net borrowings of $212.0 million in the prior year. Fluctuations in short-term lines of credit are largely due to timing of ~~month end~~month-end on settlement. ~~The net proceeds from these borrowing activities were offset by common stock repurchases~~

In addition, we used cash of ~~$231.8~~$34.3 million and $132.3 million during the ~~nine~~three months ended ~~February 28,~~August 31, 2015 ~~compared~~and 2014, respectively, to ~~$258.6 million in the prior year and cash used to fund distributions to noncontrolling interests and dividends.~~repurchase shares of our common stock.

We believe that our current level of cash and borrowing capacity under our ~~lines of credit~~debt facilities described below, together with future cash flows from operations, ~~are~~will be sufficient to meet the needs of our existing operations and planned ~~improvements~~requirements for the foreseeable future. ~~We expect capital expenditures for fiscal 2015 to approximate $90.0 million.~~

As a result of ~~February 28,~~a debt refinancing we completed on July 31, 2015, ~~and May 31, 2014, outstanding~~we have a long-term debt ~~consisted~~facility comprised of ~~the following:~~

The Term Loan must be repaid in equal quarterly installments of $43.8 million commencing in November 2017 and ending in May 2020, with the remaining principal balance due upon maturity in July 2020; provided, however, that ~~expires February 28, 2019~~the Term Loan may be prepaid without penalty. The Term Loan and ~~bears~~the Revolving Credit Facility bear an interest rate, at our election, atof either ~~the~~ London Interbank Offered Rate ("LIBOR") or a base rate, in each case plus a leverage-based margin. As of ~~February 28,~~August 31, 2015, the interest rate on the ~~term loan~~Term Loan was ~~1.92%~~1.70%. ~~Commencing in May 2015 and ending in November 2018, the term loan has scheduled quarterly principal payments~~

The corporate credit facility is a five-year senior unsecured $1.0 billion revolving credit facility that expires February 28, 2019 and bears interest, at our election, at either LIBOR or a base rate, in each case plus a leverage-based margin. ~~Borrowing under the corporate credit facility is available in various currencies.~~ As of~~February 28,~~ August 31, 2015,, the outstanding balance on the ~~corporate credit facility~~Revolving Credit Facility was ~~$358.5~~$187 million, and the interest rate was ~~1.89%~~1.65%. The ~~corporate credit facility is available for general corporate purposes.~~

We intend to use the remaining proceeds to support strategic capital allocation initiatives, including acquisitions and ~~May 31, 2014 was $626.5 million and $851.9 million, respectively.~~ongoing share repurchases. The Agreements expire in July 2020.

The loan agreements contain customary affirmative and restrictive covenants, including, among others, financial covenants based on our leverage and fixed charge coverage ratios. ~~Please see~~See "Compliance with Covenants" below. Each of the ~~agreements~~Agreements includes customary events of default, the occurrence of which, following any applicable cure period, would permit the lenders to, among other things, declare the principal, accrued interest and other obligations to be immediately due and payable.

We have short-term lines of credit with banks in the United States and Canada as well as several countries in Europe and in the Asia-Pacific region in which we do business. The short-term lines of credit, which are ~~primarily used to fund~~restricted for use in funding settlement, generally have variable short-term interest rates and are subject to annual review. The credit facilities are generally denominated in local currency but may, in some cases, facilitate borrowings in multiple currencies. For certain of our lines of credit, the line of credit balance is reduced by the amount of cash we have on deposit in specific accounts with the lender when determining ~~compliance with~~ the ~~credit limit.~~available credit. Accordingly, the amount of the outstanding line of credit ~~balance~~ may exceed the stated credit limit, ~~at any given point in time, when in fact~~while the ~~combined~~net position is less than the credit limit. As of ~~February 28,~~August 31, 2015 and May 31, ~~2014, we had~~ ~~$901.5~~2015, a total of $108.9 million and ~~$818.5~~$193.2 million, respectively, of ~~additional borrowing capacity~~cash on deposit was used to determine the available credit.

As of August 31, 2015 and May 31, 2015, respectively, we had $356.7 million and $592.6 million outstanding under ~~our~~these short-term lines of credit with additional capacity as of August 31, 2015 of $859.5 million to fund settlement. The weighted-average interest rate on these borrowings was 1.83% and 1.50% at August 31, 2015 and May 31, 2015, respectively. We are required to pay a commitment fee on unused portions of short-term lines of credit.

There are certain financial and non-financial covenants contained in our various credit facilities and Term Loan. Our Term Loan and ~~Corporate~~Revolving Credit Facility agreements include financial covenants requiring (i) a leverage ratio no greater than 3.50 to ~~1.00~~ ~~(3.75~~ to 1.00, ~~in the case of a business~~or up to 3.75 to 1.00 if we were to complete an acquisition, subject to certain ~~conditions)~~conditions, and (ii) a fixed charge coverage ratio no less than 2.50 to ~~1.00~~.1.00. We complied with all applicable covenants as of and for the three ~~and nine~~ months ended ~~February~~ August 31, 2015.

See "Note 5—Long-Term Debt and Credit Facilities" in the notes to the accompanying unaudited consolidated financial statements for further discussion of our borrowing arrangements.



Georgia		58-2567903
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)



10 Glenlake Parkway, North Tower, Atlanta, Georgia		30328
(Address of principal executive offices)		(Zip Code)



Large accelerated filer x		Accelerated filer ¨
Non-accelerated filer ¨ (Do not check if a smaller reporting company)		Smaller reporting company ¨



		Page
PART I - FINANCIAL INFORMATION
ITEM 1.	Unaudited Consolidated Statements of Income for the three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014	3
	Unaudited Consolidated Statements of Comprehensive Income for the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014	4
	~~Unaudited~~ Consolidated ~~Statements of Comprehensive Income (Loss) for the three months ended February 28,~~Balance Sheets at August 31, 2015 (unaudited) and ~~February 28, 2014~~May 31, 2015	5
	Unaudited Consolidated Statements of ~~Comprehensive Income~~Cash Flows for the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and ~~February 28, 2014~~	5
	~~Consolidated Balance Sheets at February 28, 2015 (unaudited) and May~~August 31, 2014	6
	Unaudited Consolidated Statements of ~~Cash Flows for the nine months ended February 28, 2015 and February 28, 2014~~	7
	~~Unaudited Consolidated Statements of~~ Changes in Equity for the ~~nine~~three months ended ~~February 28,~~August 31, 2015 and ~~February 28,~~August 31, 2014	87
	Notes to Unaudited Consolidated Financial Statements	109
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	2723
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	3930
ITEM 4.	CONTROLS AND PROCEDURES	3931
PART II - OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	3931
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	40
~~ITEM 5.~~	~~OTHER INFORMATION~~	4031
ITEM 6.	EXHIBITS	4132
	SIGNATURES	4233


	Three Months Ended						Three Months Ended
	February 28, 2015			February 28, 2014			August 31, 2015			August 31, 2014

Revenues	$	664,983		$	616,452		$	748,796		$	704,895
Operating expenses:
Cost of service	250,255			232,937			272,666			259,839
Sales, general and administrative	310,113			286,224
Selling, general and administrative							338,358			320,658
	560,368			519,161			611,024			580,497
Operating income	104,615			97,291			137,772			124,398
Other income (expense):

Interest and other income	1,160			2,944			1,142			1,192
Interest and other expense	(13,429		)	(16,457		)	(13,243		)	(11,010		)
	(12,269		)	(13,513		)	(12,101		)	(9,818		)
Income before income taxes	92,346			83,778			125,671			114,580
Provision for income taxes	(23,031		)	(23,657		)	(32,623		)	(30,146		)
Net income	69,315			60,121			93,048			84,434
Less: Net income attributable to noncontrolling interests, net of income tax	(6,747		)	(5,000		)	(6,402		)	(9,068		)
Net income attributable to Global Payments	$	62,568		$	55,121		$	86,646		$	75,366

Earnings per share attributable to Global Payments:
Basic	$	0.94		$	0.77
Diluted	$	0.93		$	0.76
Basic earnings per share							$	1.33		$	1.11
Diluted earnings per share							$	1.32		$	1.10



x		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



¨		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



	Nine Months Ended
	February 28, 2015			February 28, 2014

Revenues	$	2,067,169		$	1,880,259
Operating expenses:
Cost of service	767,890			698,852
Sales, general and administrative	946,282			871,825
Processing system intrusion	—			(7,000		)
	1,714,172			1,563,677
Operating income	352,997			316,582
Other income (expense):
Interest and other income	3,634			11,570
Interest and other expense	(34,789		)	(32,361		)
	(31,155		)	(20,791		)
Income before income taxes	321,842			295,791
Provision for income taxes	(82,837		)	(84,105		)
Net income	239,005			211,686
Less: Net income attributable to noncontrolling interest, net of income tax	(26,290		)	(18,025		)
Net income attributable to Global Payments	$	212,715		$	193,661

Earnings per share attributable to Global Payments:
Basic	$	3.15		$	2.67
Diluted	$	3.13		$	2.65


	February 28, 2015			May 31, 2014			August 31, 2015			May 31, 2015
	(Unaudited)						(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	610,148		$	581,872		$	803,309		$	650,739
Accounts receivable, net of allowances for doubtful accounts of $405 and $401, respectively	170,895			214,574
Claims receivable, net	584			809
Accounts receivable, net of allowances for doubtful accounts of $398 and $468, respectively							207,949			202,390
Claims receivable, net of allowances for doubtful accounts of $5,933 and $548, respectively							7,177			548
Settlement processing assets	744,976			780,917			1,658,193			2,394,822
Inventory	5,587			6,636
Deferred income taxes	11,933			12,963			12,179			11,664
Prepaid expenses and other current assets	49,027			45,673			58,231			41,416
Total current assets	1,593,150			1,643,444			2,747,038			3,301,579
Goodwill	1,422,900			1,337,285			1,603,593			1,491,833
Other intangible assets, net	516,083			535,173			686,852			560,136
Property and equipment, net	355,885			369,753			368,795			374,143
Deferred income taxes	93,549			101,928			30,375			30,578
Other	36,753			31,067			36,265			32,846
Total assets	$	4,018,320		$	4,018,650		$	5,472,918		$	5,791,115
LIABILITIES AND EQUITY
Current liabilities:
Lines of credit	$	446,800		$	440,128		$	356,675		$	592,629
Current portion of long-term debt	62,500			17,677			—			61,784
Accounts payable and accrued liabilities	284,472			290,106			303,497			312,647
Settlement processing obligations	426,368			451,317			1,699,353			2,033,900
Income taxes payable	22,560			12,390			30,711			14,228
Total current liabilities	1,242,700			1,211,618			2,390,236			3,015,188
Long-term debt	1,546,000			1,376,002			1,932,028			1,678,283
Deferred income taxes	201,737			209,099			216,844			214,669
Other long-term liabilities	86,255			89,132
Other noncurrent liabilities							16,667			19,422
Total liabilities	3,076,692			2,885,851			4,555,775			4,927,562
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; 66,457,816 issued and outstanding at February 28, 2015 and 68,845,643 issued and outstanding at May 31, 2014	—			—
Common stock, no par value; 200,000,000 shares authorized; 64,941,393 issued and outstanding at August 31, 2015 and 65,278,838 issued and outstanding at May 31, 2015							—			—
Paid-in capital	147,344			183,023			138,212			148,742
Retained earnings	861,955			815,980			861,212			795,226
Accumulated other comprehensive loss	(184,226		)	(1,776		)	(212,727		)	(185,992		)
Total Global Payments shareholders’ equity	825,073			997,227			786,697			757,976
Noncontrolling interests	116,555			135,572			130,446			105,577
Total equity	941,628			1,132,799			917,143			863,553
Total liabilities and equity	$	4,018,320		$	4,018,650		$	5,472,918		$	5,791,115



	Number of Shares		Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Total Global Payments Shareholders’ Equity			Noncontrolling Interests			Total Equity
Balance at May 31, 2015	65,279		$	148,742		$	795,226		$	(185,992	)	$	757,976		$	105,577		$	863,553
Net income						86,646						86,646			6,402			93,048
Other comprehensive income (loss), net of tax									(26,735		)	(26,735		)	1,898			(24,837		)
Stock issued under share-based compensation plans	473		2,513									2,513						2,513
Common stock repurchased - share-based compensation plans	(301	)	(11,381		)							(11,381		)				(11,381		)
Tax benefit from share-based compensation, net			5,760									5,760						5,760
Share-based compensation expense			6,467									6,467						6,467
Distributions to noncontrolling interests												—			(8,158		)	(8,158		)
Contribution of subsidiary shares to noncontrolling interest as consideration in business combination			4,673									4,673			24,727			29,400
Repurchase of common stock	(510	)	(18,562		)	(19,355		)				(37,917		)				(37,917		)
Dividends paid ($0.02 per share)						(1,305		)				(1,305		)				(1,305		)
Balance at August 31, 2015	64,941		$	138,212		$	861,212		$	(212,727	)	$	786,697		$	130,446		$	917,143


	February 28, 2015			May 31, 2014
	(in thousands)						August 31, 2015			May 31, 2015
Settlement processing assets:
Interchange reimbursement	$	183,973		$	217,806		$	22,566		$	186,660
Receivable from Members	189,877			206,322			66,793			294,837
Receivable from networks	411,997			430,763			1,566,936			1,919,148
Exception items	9,055			5,573			2,156			4,920
Merchant Reserves	(49,926		)	(79,547		)	(258		)	(10,743		)
	$	744,976		$	780,917		$	1,658,193		$	2,394,822

Settlement processing obligations:
Interchange reimbursement	$	31,246		$	54,459		$	235,716		$	68,444
Liability to Members	(1,710		)	(5,490		)	(209,525		)	(628		)
Liability to merchants	(338,868		)	(407,651		)	(1,564,142		)	(1,931,390		)
Exception items	4,299			6,313			10,794			5,331
Merchant Reserves	(119,919		)	(96,622		)	(167,543		)	(169,442		)
Reserve for operating losses	(1,119		)	(1,725		)	(1,223		)	(1,286		)
Reserves for sales allowances	(297		)	(601		)
Reserve for sales allowances							(3,430		)	(4,929		)
	$	(426,368	)	$	(451,317	)	$	(1,699,353	)	$	(2,033,900	)



Customer-related intangible assets	$	135,200
Liabilities	(150		)
Total identifiable net assets	135,050
Goodwill	102,450
Total purchase consideration	$	237,500



Cash	$	4,082
Customer-related intangible assets	16,079
Acquired technology	39,820
Trade name	3,453
Other intangible assets	399
Other assets	6,213
Liabilities	(3,479		)
Deferred income tax liabilities	(7,216		)
Total identifiable net assets	59,351
Goodwill	66,809
Noncontrolling interest	(7,280		)
Total purchase consideration	$	118,880


				As Previously Determined			Measurement Period Adjustments			Revised

Cash	$	45,826		$	45,826		$	—		$	45,826
Goodwill	194,136
Customer-related intangible assets	42,721			42,721			—			42,721
Acquired technology	27,954			27,954			—			27,954
Trade name	2,901			2,901			—			2,901
Other assets	2,337			2,337			—			2,337
Total assets acquired	315,875
Liabilities	(49,797		)
Deferred income taxes	(96		)
Net assets acquired	$	265,982
Deferred income tax assets (liabilities)				1,815			(11,603		)	(9,788		)
Other liabilities				(49,797		)	—			(49,797		)
Total identifiable net assets				73,757			(11,603		)	62,154
Goodwill				192,225			11,603			203,828
Total purchase consideration				$	265,982		$	—		$	265,982



Goodwill	$	270,878
Customer-related intangible assets	147,500
Contract-based intangible assets	30,200
Acquired technology	10,800
Property and equipment	1,680
Other assets	3,872
Total assets acquired	464,930
Deferred income taxes	(38,478		)
Net assets acquired	$	426,452



	Yes ¨ No x


	Shares		Weighted Average Grant-Date Fair Value		Shares		Weighted-Average Grant-Date Fair Value
	(in thousands)
Unvested at May 31, 2014	877		$	45
Unvested at May 31, 2015					924		$	58
Granted	469		72		223		112
Vested	(322	)	46		(301	)	52
Forfeited	(92	)	53		(9	)	57
Unvested at February 28, 2015	932		$	58
Unvested at August 31, 2015					837		$	73


	Options		Weight Average Exercise Price		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value		Options		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value
	(in thousands)				(in years)	(in millions)		(in thousands)				(in years)	(in millions)
Outstanding at May 31, 2014	766		$	41	3.8	$	21.3
Outstanding at May 31, 2015								447		$	51	5.2	$	23.9
Granted	153		72					72		112
Forfeited	(23	)	56					(9	)	37
Exercised	(366	)	41					(37	)	47
Outstanding at February 28, 2015	530		$	49	4.9	$	22.8
Outstanding at August 31, 2015								473		$	61	5.9	$	24.1

Options vested and exercisable at February 28, 2015	392		$	41	3.3	$	20.0
Options vested and exercisable at August 31, 2015								314		$	47	4.1	$	20.5



~~Risk-free interest rates~~	~~1.57%~~
~~Expected volatility~~	~~23.65%~~
~~Dividend yields~~	~~0.13%~~
~~Expected lives~~	~~5 years~~



	Unaudited
	Three Months Ended				Nine Months Ended
	February 28, 2014		February 28, 2014		February 28, 2014		February 28, 2014
	(Actual)		(Pro forma)		(Actual)		(Pro forma)
	(in thousands, except per share data)				(in thousands, except per share data)
Total revenues	$	616,452	$	643,086	$	1,880,259	$	1,954,570
Net income attributable to Global Payments	$	55,121	$	54,885	$	193,661	$	189,645

Net income per share attributable to Global Payments, basic	$	0.77	$	0.76	$	2.67	$	2.61
Net income per share attributable to Global Payments, diluted	$	0.76	$	0.76	$	2.65	$	2.59



	North America Merchant Services			International Merchant Services			Total
	(in thousands)
Balance at May 31, 2014	$	786,655		$	550,630		$	1,337,285
Accumulated impairment losses	—			—			—
	786,655			550,630			1,337,285

Goodwill acquired	—			194,136			194,136
Adjustment⁽¹⁾	(699		)	—			(699		)
Effect of foreign currency translation	(12,065		)	(95,757		)	(107,822		)
Balance at February 28, 2015	$	773,891		$	649,009		$	1,422,900



	North America			Europe			Asia-Pacific			Total

Balance at May 31, 2015	$	779,734		$	485,921		$	226,178		$	1,491,833
Goodwill acquired	102,450			—			16,500			118,950
Effect of foreign currency translation	(4,146		)	1,594			(15,830		)	(18,382		)
Measurement-period adjustments	—			(411		)	11,603			11,192
Balance at August 31, 2015	$	878,038		$	487,104		$	238,451		$	1,603,593



	February 28, 2015		May 31, 2014
Lines of credit:	(in thousands)
Corporate Credit Facility - long-term	$	358,500	$	140,000
Short-term lines of credit	446,800		440,128
Total lines of credit	805,300		580,128
Notes payable	—		3,679
Term loan	1,250,000		1,250,000
Total debt	$	2,055,300	$	1,833,807

Current portion	$	509,300	$	457,805
Long-term debt	1,546,000		1,376,002
Total debt	$	2,055,300	$	1,833,807



	August 31, 2015		May 31, 2015

Term loan:
$1,750,000 face amount (less unamortized debt issuance costs of $4,972) at August 31, 2015 and $1,234,375 face amount (less unamortized debt issuance costs of $2,433) at May 31, 2015	$	1,745,028	$	1,231,942
Revolving credit facility	187,000		508,125
Total long-term debt	1,932,028		1,740,067
Less current portion of long-term debt ($62,500 face amount less unamortized debt issuance costs of $716 at May 31, 2015)	—		61,784
Long-term debt, excluding current portion	$	1,932,028	$	1,678,283



2016	$	—
2017	—
2018	131,250
2019	175,000
2020 and thereafter	1,630,750
Total	$	1,937,000



	Consolidated Balance Sheet Location	August 31, 2015		May 31, 2015
Interest rate swap ($250 million notional)	Other assets	$	1,541	$	—
Interest rate swap ($500 million notional)	Accounts payable and accrued liabilities	$	5,996	$	6,157



	Foreign Currency Translation			Unrealized Gains (Losses) on Hedging Activities			Defined Benefit Pension Plans			Accumulated Other Comprehensive Loss

Balance at May 31, 2014	$	1,583		$	—		$	(3,359	)	$	(1,776	)
Other comprehensive loss, net of income tax	(17,575		)	—			—			(17,575		)
Balance at August 31, 2014	$	(15,992	)	$	—		$	(3,359	)	$	(19,351	)

Balance at May 31, 2015	$	(178,309	)	$	(3,874	)	$	(3,809	)	$	(185,992	)
Other comprehensive income (loss), net of income tax	(27,815		)	1,080			—			(26,735		)
Balance at August 31, 2015	$	(206,124	)	$	(2,794	)	$	(3,809	)	$	(212,727	)


																Three Months Ended August 31, 2015			% of Revenue⁽¹⁾		Three Months Ended August 31, 2014			% of Revenue⁽¹⁾		Change			% Change
	Three Months Ended February 28, 2015			% of Revenue⁽¹⁾		Three Months Ended February 28, 2014			% of Revenue⁽¹⁾		Change			% Change
	(dollar amounts in thousands)															(dollar amounts in thousands)
Revenues:
United States	$	404,016		60.8	%	$	355,880		57.7	%	$	48,136		13.5	%
Canada	69,047			10.4	%	73,467			11.9	%	(4,420		)	(6.0	)%
North America merchant services	473,063			71.1	%	429,347			69.6	%	43,716			10.2	%

North America																$	530,857		70.9	%	$	504,007		71.5	%	$	26,850		5.3	%
Europe	138,378			20.8	%	143,832			23.3	%	(5,454		)	(3.8	)%	168,357			22.5	%	162,787			23.1	%	5,570			3.4	%
Asia-Pacific⁽²⁾	53,542			8.1	%	43,273			7.0	%	10,269			23.7	%	49,582			6.6	%	38,101			5.4	%	11,481			30.1	%
International merchant services	191,920			28.9	%	187,105			30.4	%	4,815			2.6	%
Total revenues																748,796			100.0	%	704,895			100.0	%	43,901			6.2	%

Total revenues	$	664,983		100	%	$	616,452		100	%	$	48,531		7.9	%

Consolidated operating expenses:
Cost of service	$	250,255		37.6	%	$	232,937		37.8	%	$	17,318		7.4	%	272,666			36.4	%	259,839			36.9	%	12,827			4.9	%
Sales, general and administrative	310,113			46.6	%	286,224			46.4	%	23,889			8.3	%
Selling, general and administrative																338,358			45.2	%	320,658			45.5	%	17,700			5.5	%
Operating income	$	104,615		15.7	%	$	97,291		15.8	%	$	7,324		7.5	%	$	137,772		18.4	%	$	124,398		17.6	%	$	13,374		10.8	%

Operating income (loss) for segments:
North America merchant services	$	66,723				$	61,695				$	5,028		8.1	%
International merchant services	64,902					58,077					6,825			11.8	%
North America																$	83,513				$	77,937				$	5,576		7.2	%
Europe																72,733					67,045					5,688			8.5	%
Asia-Pacific⁽²⁾																12,233					6,557					5,676			86.6	%
Corporate	(27,010		)			(22,481		)			(4,529		)	20.1	%	(30,707		)			(27,141		)			(3,566		)	13.1	%
Operating income	$	104,615				$	97,291				$	7,324		7.5	%	$	137,772				$	124,398				$	13,374		10.8	%

Operating margin for segments:
North America merchant services	14.1		%			14.4		%			(0.3		)%
International merchant services	33.8		%			31.0		%			2.8		%
North America																15.7		%			15.5		%			0.2		%
Europe																43.2		%			41.2		%			2.0		%
Asia-Pacific⁽²⁾																24.7		%			17.2		%			7.5		%



	Nine Months Ended February 28, 2015			% of Revenue⁽¹⁾		Nine Months Ended February 28, 2014			% of Revenue⁽¹⁾		Change			% Change
	(dollar amounts in thousands)
Revenues:
United States	$	1,222,841		59.2	%	$	1,081,506		57.5	%	$	141,335		13.1	%
Canada	243,004			11.8	%	245,379			13.1	%	(2,375		)	(1.0	)%
North America merchant services	1,465,845			70.9	%	1,326,885			70.6	%	138,960			10.5	%

Europe	461,140			22.3	%	433,886			23.1	%	27,254			6.3	%
Asia-Pacific⁽²⁾	140,184			6.8	%	119,488			6.4	%	20,696			17.3	%
International merchant services	601,324			29.1	%	553,374			29.4	%	47,950			8.7	%

Total revenues	$	2,067,169		100	%	$	1,880,259		100	%	$	186,910		9.9	%

Consolidated operating expenses:
Cost of service	$	767,890		37.1	%	$	698,852		37.2	%	$	69,038		9.9	%
Sales, general and administrative	946,282			45.8	%	871,825			46.4	%	74,457			8.5	%
Processing system intrusion	—			—	%	(7,000		)	(0.4	)%	7,000			(100.0	)%
Operating income	$	352,997		17.1	%	$	316,582		16.8	%	$	36,415		11.5	%

Operating income (loss) for segments:
North America merchant services	$	218,906				$	201,831				$	17,075		8.5	%
International merchant services	214,947					182,085					32,862			18.0	%
Corporate ⁽³⁾	(80,856		)			(67,334		)			(13,522		)	20.1	%
Operating income	$	352,997				$	316,582				$	36,415		11.5	%

Operating margin for segments:
North America merchant services	14.9		%			15.2		%			(0.3		)%
International merchant services	35.7		%			32.9		%			2.8		%



	Payments Due by Future Period
	Total		Less than 1 Year		1-3 Years		3-5 Years		5+ Years

Long-term debt	$	1,937,000	$	—	$	175,000	$	1,762,000	$	—
Interest on long-term debt⁽¹⁾	167,868		43,784		71,981		52,103		—
Short-term lines of credit	356,675		356,675		—		—		—
Operating lease obligations⁽²⁾	59,934		13,079		21,818		15,941		9,096
Purchase obligations⁽³⁾	276,035		83,332		101,454		36,403		54,846
	$	2,797,512	$	496,870	$	370,253	$	1,866,447	$	63,942



Plan category	Total Number of Shares Purchased	Approximate Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
December 1, 2014 - December 31, 2014	—	$	—	—
January 1, 2015 - January 31, 2015	304,600	86.40		304,600
February 1, 2015 - February 28, 2015	333,274	90.87		333,274
Total	637,874	$	88.74	637,874	$	243,402,708



2.1*10.1		~~Asset Purchase~~Second Amended and Restated Term Loan Agreement, dated as of July 31, 2015, by and among ~~Certegy Check Services, Inc., Global Payments Gaming Services, Inc.~~the Company and Global Payments Direct, Inc., as borrowers, Bank of America, N.A., as administrative agent, and certain other lenders party thereto, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed August 6, 2015.
~~10.1*+~~10.2		~~Form~~Second Amended and Restated Credit Agreement, dated as of ~~Restricted Stock Award pursuant~~July 31, 2015, by and among the Company and certain wholly owned subsidiaries of the Company, as borrowers, Bank of America, N.A., as administrative agent, swing line lender and letter of credit issuer, and certain other lenders party thereto, incorporated by reference to Exhibit 10.2 to the ~~2011 Incentive Plan for Executive Officers (fiscal 2015).~~
~~10.2*+~~		Company’s Current Report on Form ~~of Stock Option Award pursuant to the 2011 Incentive Plan for Executive Officers (fiscal 2015).~~8-K filed August 6, 2015.
10.3*+		~~Form of Performance Unit Award Certificate Award pursuant to the 2011 Incentive Plan for Executive Officers (fiscal 2015).~~Second Amended and Restated Non-Employee Director Compensation Plan.
10.4*+		Form of Performance Unit Award Certificate ~~(Leveraged Performance Units)~~ pursuant to the 2011 Incentive Plan for Executive Officers (fiscal ~~2015)~~2016).
~~10.5*+~~		~~Change in Control, Non-Competition and Non-Solicitation Agreement between David M. Sheffield and the Company, dated as of April 6, 2015.~~
31.1*		Certification of the Principal Executive Officer pursuant to Exchange Act Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification of the Principal Financial Officer pursuant to Exchange Act Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*		Certification of the Principal Executive Officer and the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101*		The following financial information from the Quarterly Report on Form 10-Q for the quarter ended ~~February 28,~~August 31, 2015, formatted in XBRL (eXtensible Business Reporting Language) and filed electronically herewith: (i) the Unaudited Consolidated Statements of Income; (ii) the Unaudited Consolidated Statements of Comprehensive Income (Loss); (iii) the Consolidated Balance Sheets; (iv) the Unaudited Consolidated Statements of Cash Flows; (v) the Unaudited Consolidated Statements of Changes in Equity; and (vi) the Notes to Unaudited Consolidated Financial Statements.



		Global Payments Inc.
		(Registrant)

Date: ~~April 8,~~October 7, 2015		/s/ Cameron M. Bready
		Cameron M. Bready
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)


~~Date: April 8, 2015~~		~~/s/ Daniel C. O’Keefe~~
		~~Daniel C. O’Keefe~~
		~~Chief Accounting Officer~~