Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 19, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | GLOBAL PAYMENTS INC | ||
Entity Central Index Key | 1,123,360 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 159,205,866 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 13,694,503,028 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 7 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | |
Income Statement [Abstract] | ||||||||||||||
Revenues | $ 1,054,253 | $ 1,038,907 | $ 962,240 | $ 919,762 | $ 950,187 | $ 951,885 | $ 626,259 | $ 2,202,896 | $ 1,730,070 | $ 842,644 | $ 3,975,163 | $ 3,370,976 | $ 2,898,150 | $ 2,773,718 |
Operating expenses: | ||||||||||||||
Cost of service | 1,094,593 | 638,700 | 1,928,037 | 1,603,532 | 1,147,639 | 1,022,107 | ||||||||
Selling, general and administrative | 870,352 | 784,823 | 1,488,258 | 1,411,096 | 1,325,567 | 1,295,014 | ||||||||
Total costs and expenses | 1,964,945 | 1,423,523 | 3,416,295 | 3,014,628 | 2,473,206 | 2,317,121 | ||||||||
Operating income | 149,575 | 172,471 | 131,852 | 104,970 | 80,226 | 120,389 | 94,573 | 237,951 | 306,547 | 61,161 | 558,868 | 356,348 | 424,944 | 456,597 |
Interest and other income | 44,382 | 2,886 | 8,662 | 46,780 | 5,284 | 4,949 | ||||||||
Interest and other expense | (108,989) | (32,149) | (174,847) | (146,156) | (69,316) | (44,436) | ||||||||
Total nonoperating income (expense) | (64,607) | (29,263) | (166,185) | (99,376) | (64,032) | (39,487) | ||||||||
Income before income taxes | 173,344 | 277,284 | 392,683 | 256,972 | 360,912 | 417,110 | ||||||||
Income tax benefit (provision) | (35,661) | (70,089) | 101,387 | (36,267) | (70,695) | (107,995) | ||||||||
Net income | 250,305 | 118,362 | 72,443 | 52,959 | 27,902 | 62,224 | 63,447 | 137,683 | 207,195 | 67,133 | 494,070 | 220,705 | 290,217 | 309,115 |
Less: Net income attributable to noncontrolling interests | (12,752) | (12,351) | (25,645) | (18,952) | (18,551) | (31,075) | ||||||||
Net income attributable to Global Payments | $ 241,962 | $ 110,740 | $ 66,909 | $ 48,813 | $ 24,101 | $ 55,510 | $ 59,911 | $ 124,931 | $ 194,844 | $ 62,233 | $ 468,425 | $ 201,753 | $ 271,666 | $ 278,040 |
Earnings per share attributable to Global Payments: | ||||||||||||||
Basic earnings per share (USD per share) | $ 1.52 | $ 0.72 | $ 0.44 | $ 0.32 | $ 0.16 | $ 0.36 | $ 0.46 | $ 0.81 | $ 1.50 | $ 0.42 | $ 3.03 | $ 1.38 | $ 2.05 | $ 2.07 |
Diluted earnings per share (USD per share) | $ 1.51 | $ 0.71 | $ 0.44 | $ 0.32 | $ 0.16 | $ 0.36 | $ 0.46 | $ 0.81 | $ 1.49 | $ 0.42 | $ 3.01 | $ 1.37 | $ 2.04 | $ 2.06 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 137,683 | $ 494,070 | $ 290,217 | $ 309,115 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | (92,229) | 146,401 | (55,858) | (220,641) |
Income tax benefit related to foreign currency translation adjustments | 0 | 0 | 0 | 12,152 |
Net unrealized gains (losses) on hedging activities | 5,532 | 4,549 | (12,859) | (10,116) |
Reclassification of net unrealized losses on hedging activities to interest expense | 4,222 | 5,673 | 8,240 | 3,958 |
Income tax (provision) benefit related to hedging activities | (3,639) | (2,583) | 1,738 | 2,284 |
Other comprehensive income (loss), net of tax | 1,030 | (660) | (848) | (450) |
Other comprehensive income (loss) | (85,084) | 153,380 | (59,587) | (212,813) |
Comprehensive income | 52,599 | 647,450 | 230,630 | 96,302 |
Less: comprehensive income attributable to noncontrolling interests | (4,335) | (39,452) | (19,022) | (2,478) |
Comprehensive income attributable to Global Payments | $ 48,264 | $ 607,998 | $ 211,608 | $ 93,824 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 1,335,855 | $ 1,162,779 |
Accounts receivable, net of allowances for doubtful accounts of $1,827 and $1,092, respectively | 301,887 | 275,032 |
Settlement processing assets | 2,459,292 | 1,546,854 |
Prepaid expenses and other current assets | 206,545 | 131,341 |
Total current assets | 4,303,579 | 3,116,006 |
Goodwill | 5,703,992 | 4,807,594 |
Other intangible assets, net | 2,181,707 | 2,085,292 |
Property and equipment, net | 588,348 | 526,370 |
Deferred income taxes | 13,146 | 15,789 |
Other noncurrent assets | 207,297 | 113,299 |
Total assets | 12,998,069 | 10,664,350 |
Current liabilities: | ||
Settlement lines of credit | 635,166 | 392,072 |
Current portion of long-term debt | 100,308 | 177,785 |
Accounts payable and accrued liabilities | 1,039,607 | 804,887 |
Settlement processing obligations | 2,040,509 | 1,477,212 |
Total current liabilities | 3,815,590 | 2,851,956 |
Long-term debt | 4,559,408 | 4,260,827 |
Deferred income taxes | 436,879 | 676,472 |
Other noncurrent liabilities | 220,961 | 95,753 |
Total liabilities | 9,032,838 | 7,885,008 |
Commitments and contingencies | ||
Equity: | ||
Preferred stock, no par value; 5,000,000 shares authorized and none issued | 0 | 0 |
Common stock, no par value; 200,000,000 shares authorized; 159,180,317 issued and outstanding at December 31, 2017 and 152,185,616 issued and outstanding at December 31, 2016 | 0 | 0 |
Paid-in capital | 2,379,774 | 1,816,278 |
Retained earnings | 1,597,897 | 1,137,230 |
Accumulated other comprehensive loss | (183,144) | (322,717) |
Total Global Payments shareholders’ equity | 3,794,527 | 2,630,791 |
Noncontrolling interests | 170,704 | 148,551 |
Total equity | 3,965,231 | 2,779,342 |
Total liabilities and equity | $ 12,998,069 | $ 10,664,350 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances for doubtful accounts | $ 1,827 | $ 1,092 |
Preferred stock, par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 159,180,317 | 152,185,616 |
Common stock, shares outstanding (in shares) | 159,180,317 | 152,185,616 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Cash flows from operating activities: | ||||
Net income | $ 137,683 | $ 494,070 | $ 290,217 | $ 309,115 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization of property and equipment | 53,242 | 113,273 | 74,192 | 64,918 |
Amortization of acquired intangibles | 194,329 | 337,878 | 113,689 | 72,587 |
Share-based compensation expense | 18,707 | 39,095 | 30,809 | 21,056 |
Provision for operating losses and bad debts | 24,074 | 48,443 | 27,202 | 14,506 |
Amortization of capitalized customer acquisition costs | 14,982 | 45,098 | 1,776 | 0 |
Deferred income taxes | (33,523) | (250,670) | (18,162) | 81,079 |
Gain on sale of investments | (41,150) | 0 | 0 | 0 |
Other, net | 32,718 | 44,070 | 15,370 | 8,249 |
Changes in operating assets and liabilities, net of the effects of acquisitions: | ||||
Accounts receivable | 2,189 | (14,096) | (14,542) | 1,248 |
Settlement processing assets and obligations, net | 35,599 | (361,673) | 218,061 | (78,794) |
Prepaid expenses and other assets | 13,997 | (46,439) | (52,254) | 5,426 |
Capitalized customer acquisition costs | (58,161) | (82,988) | (11,962) | 0 |
Accounts payable and other liabilities | 121,140 | 146,327 | (81,506) | (69,513) |
Net cash provided by operating activities | 515,826 | 512,388 | 592,890 | 429,877 |
Cash flows from investing activities: | ||||
Acquisitions, net of cash acquired | (33,865) | (562,688) | (2,034,406) | (355,971) |
Capital expenditures | (88,913) | (181,905) | (91,591) | (92,550) |
Net proceeds from sale of investments | 37,717 | 0 | 0 | 0 |
Net proceeds from sales of property and equipment | 0 | 37,565 | 0 | 10,597 |
Other, net | (1,622) | (28,997) | (1,251) | (2,997) |
Net cash used in investing activities | (86,683) | (736,025) | (2,127,248) | (440,921) |
Cash flows from financing activities: | ||||
Net proceeds from (repayments of) settlement lines of credit | 20,582 | 221,532 | (206,009) | 198,884 |
Proceeds from long-term debt | 1,299,000 | 1,994,324 | 6,078,230 | 2,496,842 |
Repayments of long-term debt | (1,381,161) | (1,781,541) | (3,691,608) | (2,148,907) |
Payment of debt issuance costs | (9,279) | (9,520) | (63,382) | 0 |
Repurchase of common stock | (178,165) | (34,811) | (135,954) | (372,387) |
Proceeds from stock issued under share-based compensation plans | 6,093 | 10,115 | 8,480 | 22,550 |
Common stock repurchased - share-based compensation plans | (20,390) | (31,761) | (12,236) | (15,690) |
Purchase of subsidiary shares from noncontrolling interest | 0 | 0 | (7,550) | 0 |
Proceeds from sale of subsidiary shares to noncontrolling interest | 0 | 0 | 16,374 | 0 |
Distributions to noncontrolling interests | (12,365) | (9,301) | (23,308) | (39,753) |
Dividends paid | (3,069) | (6,732) | (5,439) | (5,340) |
Net cash provided by (used in) financing activities | (278,754) | 352,305 | 1,957,598 | 136,199 |
Effect of exchange rate changes on cash | (32,338) | 44,408 | (29,251) | (56,288) |
Increase in cash and cash equivalents | 118,051 | 173,076 | 393,989 | 68,867 |
Cash and cash equivalents, beginning of the period | 1,044,728 | 1,162,779 | 650,739 | 581,872 |
Cash and cash equivalents, end of the period | $ 1,162,779 | $ 1,335,855 | $ 1,044,728 | $ 650,739 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Total | Total Global Payments Shareholders’ Equity | Number of Shares | Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Noncontrolling Interests |
Balance at beginning of period (in shares) at May. 31, 2014 | 137,692,000 | ||||||
Balance at beginning of period at May. 31, 2014 | $ 1,132,799 | $ 997,227 | $ 183,023 | $ 815,980 | $ (1,776) | $ 135,572 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 309,115 | 278,040 | 278,040 | 31,075 | |||
Other comprehensive (loss) income | (212,813) | (184,216) | (184,216) | (28,597) | |||
Stock issued under share-based compensation plans (in shares) | 2,065,000 | ||||||
Stock issued under share-based compensation plans | 22,550 | 22,550 | 22,550 | ||||
Common stock repurchased - share-based compensation plans (in shares) | (197,000) | ||||||
Common stock repurchased - share-based compensation plans | (7,435) | (7,435) | (7,435) | ||||
Tax benefit from share-based compensation plans | 5,176 | 5,176 | 5,176 | ||||
Share-based compensation expense | 21,056 | 21,056 | 21,056 | ||||
Distributions to noncontrolling interests | (39,753) | (39,753) | |||||
Contribution of subsidiary shares to noncontrolling interest related to a business combination | 7,280 | 7,280 | |||||
Repurchase of common stock (in shares) | (9,002,000) | ||||||
Repurchase of common stock | (369,082) | (369,082) | (75,628) | (293,454) | |||
Dividends paid | (5,340) | (5,340) | (5,340) | ||||
Balance at end of period (in shares) at May. 31, 2015 | 130,558,000 | ||||||
Balance at end of period at May. 31, 2015 | 863,553 | 757,976 | 148,742 | 795,226 | (185,992) | 105,577 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 290,217 | 271,666 | 271,666 | 18,551 | |||
Other comprehensive (loss) income | (59,587) | (60,058) | (60,058) | 471 | |||
Stock issued under share-based compensation plans (in shares) | 591,000 | ||||||
Stock issued under share-based compensation plans | 8,480 | 8,480 | 8,480 | ||||
Common stock repurchased - share-based compensation plans (in shares) | (220,000) | ||||||
Common stock repurchased - share-based compensation plans | (12,193) | (12,193) | (12,193) | ||||
Tax benefit from share-based compensation plans | 7,889 | 7,889 | 7,889 | ||||
Share-based compensation expense | 30,809 | 30,809 | 30,809 | ||||
Issuance of common stock in connection with a business combination (in shares) | 25,645,000 | ||||||
Issuance of common stock in connection with a business combination | 1,879,458 | 1,879,458 | 1,879,458 | ||||
Purchase of subsidiary shares from noncontrolling interest | (7,550) | (11) | (11) | (7,539) | |||
Sale of subsidiary shares to noncontrolling interest | 16,374 | 16,374 | |||||
Distributions to noncontrolling interests | (23,308) | (23,308) | |||||
Contribution of subsidiary shares to noncontrolling interest related to a business combination | $ 24,655 | 3,853 | 3,853 | 20,802 | |||
Repurchase of common stock (in shares) | (673,212) | (2,152,000) | |||||
Repurchase of common stock | $ (135,954) | (135,954) | (90,312) | (45,642) | |||
Dividends paid | (5,439) | (5,439) | (5,439) | ||||
Balance at end of period (in shares) at May. 31, 2016 | 154,422,000 | ||||||
Balance at end of period at May. 31, 2016 | 2,877,404 | 2,746,476 | 1,976,715 | 1,015,811 | (246,050) | 130,928 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 137,683 | 124,931 | 124,931 | 12,752 | |||
Other comprehensive (loss) income | (85,084) | (76,667) | (76,667) | (8,417) | |||
Stock issued under share-based compensation plans (in shares) | 549,000 | ||||||
Stock issued under share-based compensation plans | 6,093 | 6,093 | 6,093 | ||||
Common stock repurchased - share-based compensation plans (in shares) | (267,000) | ||||||
Common stock repurchased - share-based compensation plans | (20,532) | (20,532) | (20,532) | ||||
Tax benefit from share-based compensation plans | 13,017 | 13,017 | 13,017 | ||||
Share-based compensation expense | 18,707 | 18,707 | 18,707 | ||||
Distributions to noncontrolling interests | (12,365) | (12,365) | |||||
Contribution of subsidiary shares to noncontrolling interest related to a business combination | 25,653 | 25,653 | |||||
Repurchase of common stock (in shares) | (2,518,000) | ||||||
Repurchase of common stock | (178,165) | (178,165) | (177,722) | (443) | |||
Dividends paid | (3,069) | (3,069) | (3,069) | ||||
Balance at end of period (in shares) at Dec. 31, 2016 | 152,186,000 | ||||||
Balance at end of period at Dec. 31, 2016 | 2,779,342 | 2,630,791 | 1,816,278 | 1,137,230 | (322,717) | 148,551 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 494,070 | 468,425 | 468,425 | 25,645 | |||
Other comprehensive (loss) income | 153,380 | 139,573 | 139,573 | 13,807 | |||
Stock issued under share-based compensation plans (in shares) | 1,350,000 | ||||||
Stock issued under share-based compensation plans | 10,115 | 10,115 | 10,115 | ||||
Common stock repurchased - share-based compensation plans (in shares) | (338,000) | ||||||
Common stock repurchased - share-based compensation plans | (32,006) | (32,006) | (32,006) | ||||
Share-based compensation expense | 39,095 | 39,095 | 39,095 | ||||
Issuance of common stock in connection with a business combination (in shares) | 6,358,000 | ||||||
Issuance of common stock in connection with a business combination | 572,079 | 572,079 | |||||
Dissolution of a subsidiary | 0 | 7,998 | 7,998 | (7,998) | |||
Distributions to noncontrolling interests | (9,301) | (9,301) | |||||
Repurchase of common stock (in shares) | (376,000) | ||||||
Repurchase of common stock | (34,811) | (34,811) | (25,787) | (9,024) | |||
Dividends paid | (6,732) | (6,732) | (6,732) | ||||
Balance at end of period (in shares) at Dec. 31, 2017 | 159,180,000 | ||||||
Balance at end of period at Dec. 31, 2017 | $ 3,965,231 | $ 3,794,527 | $ 2,379,774 | $ 1,597,897 | $ (183,144) | $ 170,704 |
CONSOLIDATED STATEMENTS OF CHA8
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends paid (USD per share) | $ 0.02 | $ 0.04 | $ 0.04 | $ 0.04 |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Recently Adopted Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ." The amendments in this update changed how companies account for certain aspects of share-based payments to employees. We adopted the various amendments in ASU 2016-09 in our consolidated financial statements effective January 1, 2017 with no material effect at the date of adoption. On a prospective basis, as required, we recognize the income tax effects of the excess benefits or deduction deficiencies of share-based awards in the statement of income when the awards vest or are settled. Previously, these amounts were recorded as an adjustment to additional paid-in capital. In addition, these excess tax benefits or deduction deficiencies from share-based compensation plans, which were previously presented as a financing activity in our consolidated statement of cash flows, are now presented as an operating activity using a retrospective transition method for all periods presented. Finally, we elected to account for forfeitures of share-based awards with service conditions as they occur, which had no material effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments ," which makes clarifications to how cash receipts and cash payments in certain transactions are presented and classified in the statement of cash flows. We adopted ASU 2016-15 on a retrospective basis effective January 1, 2017 with no effect on our consolidated statements of cash flows for any period presented. In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ." The ASU eliminates Step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, under the amendments in this ASU, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. We adopted ASU 2017-04 on a prospective basis effective January 1, 2017 with no effect on our consolidated financial statements. Recently Issued Pronouncements Not Yet Adopted ASC 606 - New Revenue Accounting Standard In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)." The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP and permits the use of either the retrospective or modified retrospective transition method. The update requires significant additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. ASU 2014-09, as amended by ASU 2015-14, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date," is effective for years beginning after December 15, 2017, including interim periods, with early adoption permitted for years beginning after December 15, 2016. Since the issuance of ASU 2014-09, the FASB has issued additional interpretive guidance, including new accounting standards updates, that clarifies certain points of the standard and modifies certain requirements. We have performed a review of the requirements of the new revenue standard and have monitored the activity of the FASB and the transition resource group as it relates to specific interpretive guidance. We established a cross-functional implementation team to assess the effects of the new revenue standard in a multi-phase approach. In the first phase, we analyzed customer contracts for our most significant contract categories, applied the five-step model of the new standard to each contract category and compared the results to our current accounting practices. In the second phase, we quantified the potential effects, assessed additional contract categories and principal agent considerations, revised accounting policies and considered the effects on related disclosures and/or internal control over financial reporting. The third phase, which will complete our adoption and implementation of the new revenue standard, includes activities such as implementing parallel accounting and reporting for areas affected by the new standard, quantifying the cumulative-effect adjustment (including tax effects), evaluating and testing modified and newly implemented internal controls and revising financial statement disclosures. The new standard will change the amount and timing of revenue and expenses to be recognized under certain of our arrangement types. In addition, it could increase the administrative burden on our operations to properly account for customer contracts and provide the more expansive required disclosures. More judgment and estimates will be required when applying the requirements of the new standard than are required under existing GAAP, such as identifying performance obligations in contracts, estimating the amount of variable consideration to include in transaction price, allocating transaction price to each separate performance obligation and estimating expected periods of benefit for certain costs. We expect the timing of revenue to be recognized under ASU 2014-09 for our most significant contract category, core payment services, will be similar to the timing of revenue recognized under our current accounting practices. However, under the new standard, we will reflect revenue net of certain fees that we pay to third parties, including payment network fees, that we currently recognize as a component of operating expense under existing standards. This change in presentation will have no effect on the reported amount of operating income. We will also capitalize additional costs to obtain contracts with customers, as well as certain implementation and set-up costs, and, in some cases, may be required to amortize these costs and costs that we currently capitalize (such as capitalized customer acquisition costs) over a longer period. Finally, the new standard requires additional disclosures regarding our revenues and related capitalized contract costs. We plan to adopt ASU 2014-09, as well as other clarifications and technical guidance issued by the FASB related to this new revenue standard, effective as of January 1, 2018 applying the modified retrospective transition method, which will result in an adjustment to equity for the cumulative-effect of applying the standard to active customer contracts for which certain performance obligations were not completed at the date of initial application. Under this transition method, we would not recast the prior financial statements presented, therefore the new standard requires us to provide additional disclosures of the amount by which each financial statement line item is affected in the current reporting period during 2018, as compared to the guidance that was in effect before the change, and an explanation of the reasons for significant changes, if any. Our preliminary estimate is that we will record a net increase to retained earnings of approximately $50 million as of January 1, 2018, primarily due to the requirement to utilize longer amortization periods for signing bonuses and other sales commissions that are capitalized in connection with obtaining customer contracts. Previously, we amortized these capitalized costs over the term of the related contract. Under ASU 2014-09, we now expect to amortize these capitalized costs over the expected period of benefit, which is generally longer. The expected increase in retained earnings also reflects the capitalization of sales commissions and certain implementation and setup costs for new customers that were not previously capitalized. The expected adjustment to retained earnings is net of the estimated effect of income taxes related to the adjustments described above. ASC 842 - New Lease Accounting Standard In February 2016, the FASB issued ASU 2016-02, "Leases." The amendments in this update require lessees to recognize, on the balance sheet, assets and liabilities for the rights and obligations created by leases. In addition, several new disclosures will be required. In September 2017, the FASB issued ASU 2017-13, "Revenue Recognition" (Topic 605), "Revenue from Contracts with Customers" (Topic 606), "Leases" (Topic 840) and "Leases" (Topic 842), which provides additional implementation guidance on the previously issued ASU 2016-02. Although early adoption is permitted, we expect to adopt ASU 2016-02 when it becomes effective for us on January 1, 2019. As written, the standard would require a modified retrospective transition under which lessees must recognize and measure leases at the beginning of the earliest period presented. The FASB is currently considering an option to allow these entities to choose that transition method or to recognize the effects of applying the new standard as a cumulative-effect adjustment to retained earnings as of the adoption date, which would not require a recast of comparative periods. We have not completed our evaluation of the effect of ASU 2016-02 or ASU 2017-13 on our consolidated financial statements; however, we expect to recognize right of use assets and liabilities for our operating leases in the balance sheet upon adoption. To evaluate the potential effects of this new accounting standard on our consolidated financial statements, we are currently gathering information about our existing leases, which primarily include real estate leases for office space throughout the various global markets in which we conduct business. We expect that we will have to implement new accounting processes and internal controls to meet the requirements for financial reporting and disclosures of our leases and are coordinating with various internal stakeholders to evaluate, design and implement these new processes and controls. We are also evaluating the process by which we will maintain the necessary information about our leases and make the required calculations to support the requirements of the new accounting standard. We further expect these evaluation and implementation activities will continue throughout most of 2018 prior to the effective date of adoption on January 1, 2019. Other Accounting Standards Updates In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities ." The ASU expands and refines hedge accounting for both nonfinancial and financial risk components and aligns the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. In addition, the amendments in this update modify disclosure requirements for presentation of hedging activities. Those modifications include a tabular disclosure related to the effect on the income statement of fair value and cash flow hedges and eliminate the requirement to disclose the ineffective portion of the change in fair value of hedging instruments, if any. We will adopt ASU 2017-12 effective January 1, 2018 with no expected effect on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business ." The ASU clarifies the definition of a business, which affects many areas of accounting including acquisitions, disposals, goodwill and consolidation. The new standard is intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses, with the expectation that fewer will qualify as acquisitions (or disposals) of businesses. The ASU became effective for us on January 1, 2018. These amendments will be applied prospectively from the date of adoption. The effect of ASU 2017-01 will be dependent upon the nature of future acquisitions or dispositions that we make, if any. In October 2016, the FASB issued ASU 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory ." The amendments in this update state that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory, such as intellectual property and property and equipment, when the transfer occurs. We will adopt ASU 2016-16 effective January 1, 2018 with no expected effect on our consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ." The amendments in this update change how companies measure and recognize credit impairment for many financial assets. The new expected credit loss model will require companies to immediately recognize an estimate of credit losses expected to occur over the remaining life of the financial assets (including trade receivables) that are in the scope of the update. The update also made amendments to the current impairment model for held-to-maturity and available-for-sale debt securities and certain guarantees. The guidance will become effective for us on January 1, 2020. Early adoption is permitted for periods beginning on or after January 1, 2019. We are evaluating the effect of ASU 2016-13 on our consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, "Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ." The amendments in this update address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The amendments in this update supersede the guidance to classify equity securities with readily determinable fair values into different categories (that is, trading or available-for-sale) and require equity securities (including other ownership interests, such as partnerships, unincorporated joint ventures and limited liability companies) to be measured at fair value with changes in the fair value recognized through earnings. Equity investments that are accounted for under the equity method of accounting or result in consolidation of an investee are not included within the scope of this update. The amendments allow equity investments that do not have readily determinable fair values to be remeasured at fair value either upon the occurrence of an observable price change or upon identification of an impairment. The amendments also require enhanced disclosures about those investments. We will adopt ASU 2016-01 effective January 1, 2018 with no expected effect on our consolidated financial statements. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS ACTIVE Network We acquired the communities and sports divisions of Athlaction Topco, LLC ("ACTIVE Network") on September 1, 2017 , for total purchase consideration of $1.2 billion . ACTIVE Network delivers cloud-based enterprise software, including payment technology solutions, to event organizers in the communities and health and fitness markets. This acquisition aligns with our technology-enabled, software driven strategy and adds an enterprise software business operating in two additional vertical markets that we believe offer attractive growth fundamentals. The following table summarizes the cash and non-cash components of the consideration transferred on September 1, 2017 (in thousands): Cash consideration paid to ACTIVE Network stockholders $ 599,497 Fair value of Global Payments common stock issued to ACTIVE Network stockholders 572,079 Total purchase consideration $ 1,171,576 We funded the cash portion of the total purchase consideration primarily by drawing on our Revolving Credit Facility (described in "Note 7 —Long-term Debt and Lines of Credit"). The acquisition-date fair value of 6,357,509 shares of our common stock issued to the sellers was determined based on the share price of our common stock as of the acquisition date and the effect of certain transfer restrictions. This transaction was accounted for as a business combination, which requires that we record the assets acquired and liabilities assumed at fair value as of the acquisition date. The accounting for this acquisition was not complete as of December 31, 2017 . The fair values of the assets acquired and the liabilities assumed have been determined provisionally and are subject to adjustment as we obtain additional information. In particular, additional time is needed to refine and review the results of the valuation of assets and liabilities and to evaluate the basis differences for assets and liabilities for financial reporting and tax purposes. The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed provisionally determined as of September 30, 2017 and as subsequently revised for measurement-period adjustments, including a reconciliation to the total purchase consideration, are as follows: Provisional at September 30, 2017 Measurement- Period Adjustments Provisional at December 31, 2017 (in thousands) Cash and cash equivalents $ 42,866 $ 47 $ 42,913 Property and equipment 22,889 (904 ) 21,985 Identified intangible assets 471,120 (60,575 ) 410,545 Other assets 80,485 6,755 87,240 Deferred income taxes (26,757 ) (4,886 ) (31,643 ) Other liabilities (123,047 ) (21,085 ) (144,132 ) Total identifiable net assets 467,556 (80,648 ) 386,908 Goodwill 704,020 80,648 784,668 Total purchase consideration $ 1,171,576 $ — $ 1,171,576 The measurement-period adjustments were the result of continued refinement of certain estimates, particularly regarding the valuation of identified intangible assets, certain tax positions and deferred income taxes. As of December 31, 2017, we still consider these balances to be provisional because we are still in the process of gathering and reviewing information to support the valuation of identified intangible assets, certain tax positions and deferred income taxes. Goodwill of $784.7 million arising from the acquisition, included in the North America operating segment, was attributable to expected growth opportunities, potential synergies from combining our existing businesses and an assembled workforce. We expect that approximately 80% of the goodwill will be deductible for income tax purposes. The following reflects the provisional estimated fair values of the identified intangible assets and the respective weighted-average estimated amortization periods: Provisional Estimated Fair Values Weighted-Average Estimated Amortization Periods (in thousands) (years) Customer-related intangible assets $ 189,000 17 Acquired technology 153,300 9 Trademarks and trade names 59,400 15 Covenants-not-to-compete 8,845 3 Total estimated acquired intangible assets $ 410,545 13 The estimated fair value of customer-related intangible assets was determined using the income approach, which is based on projected cash flows discounted to their present value using discount rates that consider the timing and risk of the forecasted cash flows. The discount rate used is the average estimated value of a market participant’s cost of capital and debt, derived using customary market metrics. Acquired technology was valued using the replacement cost method, which required us to estimate the cost to construct an asset of equivalent utility at prices available at the time of the valuation analysis, with adjustments in value for physical deterioration and functional and economic obsolescence. Trademarks and trade names were valued using the relief-from-royalty approach. This method assumes that trademarks and trade names have value to the extent that their owner is relieved of the obligation to pay royalties for the benefits received from them. This method required us to estimate the future revenue for the related brands, the appropriate royalty rate and the weighted-average cost of capital. The discount rate used is the average estimated value of a market participant’s cost of capital and debt, derived using customary market metrics. Heartland We merged with Heartland on April 22, 2016 for total purchase consideration of $3.9 billion . The merger significantly expanded our small and medium-sized enterprise distribution, customer base and vertical reach in the United States. The following table summarizes the cash and non-cash components of the consideration transferred on April 22, 2016 (in thousands): Cash consideration paid to Heartland stockholders $ 2,043,362 Fair value of Global Payments common stock issued to Heartland stockholders 1,879,458 Total purchase consideration $ 3,922,820 The merger date fair value of common stock issued to Heartland stockholders and equity award holders was determined based on 38.4 million shares of Heartland common stock, including common stock outstanding and equity awards for which vesting accelerated in accordance with the Merger Agreement, multiplied by the exchange ratio of 0.6687 and the closing share price of Global Payments common stock as of April 22, 2016 of $73.29 per share. This transaction was accounted for as a business combination, which requires that we record the assets acquired and liabilities assumed at fair value as of the acquisition date. The estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed provisionally determined as of December 31, 2016 and as subsequently revised for measurement-period adjustments, including a reconciliation to the total purchase consideration, are as follows: Provisional at December 31, 2016 Measurement- Period Adjustments Final (in thousands) Cash and cash equivalents $ 304,747 $ — $ 304,747 Accounts receivable 70,385 — 70,385 Prepaid expenses and other assets 103,090 (5,131 ) 97,959 Identified intangible assets 1,639,040 — 1,639,040 Property and equipment 106,583 — 106,583 Debt (437,933 ) — (437,933 ) Accounts payable and accrued liabilities (457,763 ) (65 ) (457,828 ) Settlement processing obligations (36,578 ) (3,727 ) (40,305 ) Deferred income taxes (518,794 ) 18,907 (499,887 ) Other liabilities (64,938 ) (33,495 ) (98,433 ) Total identifiable net assets 707,839 (23,511 ) 684,328 Goodwill 3,214,981 23,511 3,238,492 Total purchase consideration $ 3,922,820 $ — $ 3,922,820 The measurement-period adjustments were the result of continued refinement of certain estimates, particularly regarding certain tax positions and deferred income taxes. Goodwill of $3.2 billion arising from the merger, included in the North America segment, was attributable to expected growth opportunities, potential synergies from combining our existing businesses and an assembled workforce, and is not deductible for income tax purposes. During the year ended December 31, 2016 , we incurred transaction costs in connection with the merger of $24.7 million , which were recorded in selling, general and administrative expenses in the consolidated statements of income. The following reflects the estimated fair values of the identified intangible assets and the respective weighted-average estimated amortization periods: Estimated Fair Values Weighted-Average Estimated Amortization Periods (in thousands) (years) Customer-related intangible assets $ 977,400 15 Acquired technology 457,000 5 Trademarks and trade names 176,000 7 Covenants-not-to-compete 28,640 1 Total estimated acquired intangible assets $ 1,639,040 11 FIS Gaming Business On June 1, 2015 , we acquired certain assets of Certegy Check Services, Inc., a wholly-owned subsidiary of Fidelity National Information Services, Inc. ("FIS"). Under the purchase arrangement, we acquired substantially all of the assets of its gaming business related to licensed gaming operators (the "FIS Gaming Business"), including relationships with gaming clients in approximately 260 locations as of the acquisition date, for $237.5 million , funded from borrowings on our revolving credit facility and cash on hand. We acquired the FIS Gaming Business to expand our direct distribution and service offerings in the gaming market. This transaction was accounted for as a business combination. The estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed, including a reconciliation to the total purchase consideration, are as follows (in thousands): Customer-related intangible assets $ 143,400 Liabilities (150 ) Total identifiable net assets 143,250 Goodwill 94,250 Total purchase consideration $ 237,500 Goodwill arising from the acquisition, included in the North America segment, was attributable to expected growth opportunities, including cross-selling opportunities at existing and acquired gaming client locations, operating synergies in the gaming business and assembled workforce. Goodwill associated with this acquisition is deductible for income tax purposes. The customer-related intangible assets have an estimated amortization period of 15 years. Realex Payments On March 25, 2015 , we acquired approximately 95% of the outstanding shares of Pay and Shop Limited, which does business as Realex Payments ("Realex"), for € 110.2 million in cash ( $118.9 million equivalent as of the acquisition date). Realex is a leading European online payment gateway technology provider. This acquisition furthered our strategy to provide omnichannel solutions that combine gateway services, payment service provisioning and payment technology services 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. On October 5, 2015, we paid € 6.7 million ( $7.5 million equivalent as of October 5, 2015) to acquire the remaining shares of Realex, after which we own 100% of the outstanding shares. The estimated acquisition date fair values of the assets acquired, liabilities assumed and the noncontrolling interest, including a reconciliation to the total purchase consideration, are as follows (in thousands): 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 Goodwill of $66.8 million arising from the acquisition, included in the Europe segment, was attributable to expected growth opportunities in Europe, potential synergies from combining our existing business with gateway services and payment service provisioning in certain markets and an assembled workforce to support the newly acquired technology. Goodwill associated with this acquisition is not deductible for income tax purposes. The customer-related intangible assets have an estimated amortization period of 16 years. The acquired technology has an estimated amortization of 10 years. The trade name has an estimated amortization period of 7 years. Ezidebit On October 10, 2014 , we completed the acquisition of 100% of the outstanding stock of Ezi Holdings Pty Ltd ("Ezidebit") for AUD 302.6 million in cash ( $266.0 million equivalent as of 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. The acquisition of Ezidebit further enhanced our existing integrated solutions offerings. 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. The estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed, including a reconciliation to the total purchase consideration, are as follows (in thousands): Cash $ 45,826 Customer-related intangible assets 42,721 Acquired technology 27,954 Trade name 2,901 Other assets 2,337 Deferred income tax assets (liabilities) (9,788 ) Other liabilities (49,797 ) Total identifiable net assets 62,154 Goodwill 203,828 Total purchase consideration $ 265,982 Goodwill of $203.8 million arising from the acquisition, included in the Asia-Pacific segment, was attributable to expected growth opportunities in Australia and New Zealand, as well as growth opportunities and operating synergies in integrated payments in our existing Asia-Pacific and North America markets. Goodwill associated with this acquisition is not deductible for income tax purposes. The customer-related intangible assets have an estimated amortization period 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. |
SETTLEMENT PROCESSING ASSETS AN
SETTLEMENT PROCESSING ASSETS AND OBLIGATIONS | 12 Months Ended |
Dec. 31, 2017 | |
Offsetting [Abstract] | |
SETTLEMENT PROCESSING ASSETS AND OBLIGATIONS | SETTLEMENT PROCESSING ASSETS AND OBLIGATIONS Funds settlement refers to the process of transferring funds for sales and credits between card issuers and merchants. For transactions processed on our systems, we use our internal network to provide funding instructions to financial institutions that in turn fund the merchants. We process funds settlement under two models, a sponsorship model and a direct membership model. Under the sponsorship model, we are designated as a Merchant Service Provider by MasterCard and an Independent Sales Organization by Visa, which means that member clearing banks ("Member") sponsor us and require our adherence to the standards of the payment networks. In certain markets, we have sponsorship or depository and clearing agreements with financial institution sponsors. These agreements allow us to route transactions under the Members' control and identification numbers to clear credit card transactions through MasterCard and Visa. In this model, the standards of the payment networks restrict us from performing funds settlement or accessing merchant settlement funds, and, instead, require that these funds be in the possession of the Member until the merchant is funded. Under the direct membership model, we are members in various payment networks, allowing us to process and fund transactions without third-party sponsorship. In this model, we route and clear transactions directly through the card brand’s network and are not restricted from performing funds settlement. Otherwise, we process these transactions similarly to how we process transactions in the sponsorship model. We are required to adhere to the standards of the payment networks in which we are direct members. We maintain relationships with financial institutions, which may also serve as our Member sponsors for other card brands or in other markets, to assist with funds settlement. Timing differences, interchange fees, Merchant Reserves and exception items cause differences between the amount received from the payment networks and the amount funded to the merchants. These intermediary balances arising in our settlement process for direct merchants are reflected as settlement processing assets and obligations on our consolidated balance sheets. Settlement processing assets and obligations include the components outlined below: • Interchange reimbursement . Our receivable from merchants for the portion of the discount fee related to reimbursement of the interchange fee. • Receivable from Members. Our receivable from the Members for transactions in which we have advanced funding to the Members to fund merchants in advance of receipt of funding from networks. • Receivable from networks . Our receivable from a payment network for transactions processed on behalf of merchants where we are a direct member of that particular network. • Exception items . Items such as customer chargeback amounts received from merchants. • Merchant Reserves . Reserves held to minimize contingent liabilities associated with losses that may occur under the merchant agreement. • Liability to Members . Our liability to the Members for transactions for which funding from the payment network has been received by the Members but merchants have not yet been funded. • Liability to merchants . Our liability to merchants for transactions that have been processed but not yet funded where we are a direct member of a particular payment network. • Reserve for operating losses and sales allowances . Our reserve for allowances, charges or losses that we do not expect to collect from the merchants due to concessions, merchant fraud, insolvency, bankruptcy or any other merchant-related reason. We apply offsetting to our settlement processing assets and obligations where a right of setoff exists. In the sponsorship model, we apply offsetting by Member agreement because the Member is ultimately responsible for funds settlement. With these Member transactions, we do not have access to the gross proceeds of the receivable from the payment networks and, thus, do not have a direct obligation or any ability to satisfy the payable to fund the merchant. In these situations, we apply offsetting to determine a net position for each Member agreement. If that net position is an asset, we reflect the net amount in settlement processing assets on our consolidated balance sheet, and we present the individual components in the settlement processing assets table below. If that net position is a liability, we reflect the net amount in settlement processing obligations on our consolidated balance sheet, and we present the individual components in the settlement processing obligations table below. In the direct membership model, offsetting is not applied, and the individual components are presented as an asset or obligation based on the nature of that component. As of December 31, 2017 and 2016 settlement processing assets and obligations consisted of the following: 2017 2016 (in thousands) Settlement processing assets: Interchange reimbursement $ 304,964 $ 150,612 Receivable from Members 104,339 71,590 Receivable from networks 2,055,390 1,325,029 Exception items 7,867 6,450 Merchant Reserves (13,268 ) (6,827 ) $ 2,459,292 $ 1,546,854 Settlement processing liabilities: Interchange reimbursement $ 72,053 $ 199,202 Liability to Members (20,369 ) (177,979 ) Liability to merchants (1,961,107 ) (1,358,271 ) Exception items 6,863 21,194 Merchant Reserves (133,907 ) (158,419 ) Reserve for operating losses and sales allowances (4,042 ) (2,939 ) $ (2,040,509 ) $ (1,477,212 ) |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT As of December 31, 2017 and 2016, property and equipment consisted of the following: Range of Depreciable Lives (Years) 2017 2016 (in thousands) Land N/A $ 2,742 $ 6,159 Buildings 25-30 29,309 61,135 Equipment 2-20 280,774 224,460 Software 2-10 411,975 319,214 Leasehold improvements 3-15 63,154 40,158 Furniture and fixtures 3-7 24,054 15,913 812,008 667,039 Less accumulated depreciation and amortization (314,336 ) (226,570 ) Work-in-progress 90,676 85,901 $ 588,348 $ 526,370 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS As of December 31, 2017 and 2016, goodwill and other intangible assets consisted of the following: 2017 2016 (in thousands) Goodwill $ 5,703,992 $ 4,807,594 Other intangible assets: Customer-related intangible assets $ 2,078,891 $ 1,864,731 Acquired technologies 722,466 547,151 Trademarks and trade names 247,688 188,311 Contract-based intangible assets 171,522 157,882 3,220,567 2,758,075 Less accumulated amortization: Customer-related intangible assets 685,869 487,729 Acquired technologies 210,063 89,633 Trademarks and trade names 50,849 24,142 Contract-based intangible assets 92,079 71,279 1,038,860 672,783 $ 2,181,707 $ 2,085,292 The following table sets forth the changes in the carrying amount of goodwill for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015: North America Europe Asia-Pacific Total (in thousands) Balance at May 31, 2015 $ 779,734 $ 485,921 $ 226,178 $ 1,491,833 Goodwill acquired 3,318,768 — 53,402 3,372,170 Effect of foreign currency translation (3,872 ) (13,737 ) (15,397 ) (33,006 ) Measurement-period adjustments (8,200 ) (411 ) 7,019 (1,592 ) Balance at May 31, 2016 4,086,430 471,773 271,202 4,829,405 Goodwill acquired — 28,820 — 28,820 Effect of foreign currency translation (1,911 ) (45,265 ) (2,160 ) (49,336 ) Measurement-period adjustments (1,267 ) (28 ) — (1,295 ) Balance at December 31, 2016 4,083,252 455,300 269,042 4,807,594 Goodwill acquired 784,668 — — 784,668 Effect of foreign currency translation 5,060 57,838 18,291 81,189 Measurement-period adjustments 23,511 — 7,030 30,541 Balance at December 31, 2017 $ 4,896,491 $ 513,138 $ 294,363 $ 5,703,992 There was no accumulated impairment loss at any date reflected in the above table. Customer-related intangible assets, acquired technologies, contract-based intangible assets, and trademarks and trade names acquired during the year ended December 31, 2017 had weighted-average amortization periods of 16.8 years, 8.8 years, 3 years, and 15 years, respectively. Customer-related intangible assets acquired during the 2016 fiscal transition period had a weighted-average amortization period of 12.1 years. Customer-related intangible assets, acquired technologies and trademarks and trade names acquired during the year ended May 31, 2016 had weighted-average amortization periods of 13.9 years, 5.0 years and 7.0 years, respectively. Customer-related intangible assets, acquired technologies and trademarks and trade names acquired during the year ended May 31, 2015 had weighted-average amortization periods of 15.1 years, 9.1 years and 6.1 years, respectively. Amortization expense of acquired intangibles was $337.9 million for the year ended December 31, 2017 , $194.3 million for the 2016 fiscal transition period and $ 113.7 million and $ 72.6 million for the years ended May 31, 2016 and 2015 , respectively. The estimated amortization expense of acquired intangibles as of December 31, 2017 for the next five years, calculated using the currency exchange rate at the date of acquisition, if applicable, is as follows (in thousands): 2018 $ 345,351 2019 323,457 2020 298,135 2021 216,758 2022 177,891 |
OTHER ASSETS
OTHER ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Other Assets [Abstract] | |
OTHER ASSETS | OTHER ASSETS Through certain of our subsidiaries in Europe, we were a member and shareholder of Visa Europe Limited ("Visa Europe"). On June 21, 2016 , Visa Inc. ("Visa") acquired all of the membership interests in Visa Europe, including ours, upon which we recorded a gain of $41.2 million included in interest and other income in our consolidated statements of income for the 2016 fiscal transition period. We received up-front consideration comprised of € 33.5 million ( $37.7 million equivalent at June 21, 2016 ) in cash and Series B and C convertible preferred shares whose initial conversion rate equates to Visa common shares valued at $22.9 million as of June 21, 2016 . However, the preferred shares were assigned a value of zero based on transfer restrictions, Visa's ability to adjust the conversion rate, and the estimation uncertainty associated with those factors. Based on the outcome of potential litigation involving Visa Europe in the United Kingdom and elsewhere in Europe, the conversion rate of the preferred shares could be adjusted down such that the number of Visa common shares we ultimately receive could be as low as zero, and approximately € 25.6 million ( $28.8 million equivalent at June 21, 2016 ) of the up-front cash consideration could be refundable. We account for the preferred shares using the cost method. On the third anniversary of the closing of the acquisition by Visa, we are contractually entitled to receive € 3.1 million ( $3.5 million equivalent at June 21, 2016 ) of deferred consideration (plus compounded interest at a rate of 4.0% per annum). |
LONG-TERM DEBT AND LINES OF CRE
LONG-TERM DEBT AND LINES OF CREDIT | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT AND LINES OF CREDIT | LONG-TERM DEBT AND LINES OF CREDIT As of December 31, 2017 and 2016, long-term debt consisted of the following: 2017 2016 (in thousands) Credit Facility: Term loans (face amounts of $3,932,677 and $3,728,857 at December 31, 2017 and 2016, respectively, less unamortized debt issuance costs of $37,961 and $46,282 at December 31, 2017 and 2016, respectively) $ 3,894,716 $ 3,682,575 Revolving Credit Facility 765,000 756,000 Capital lease obligations — 37 Total long-term debt 4,659,716 4,438,612 Less current portion of Credit Facility (face amounts of $108,979 and $187,274 at December 31, 2017 and 2016, respectively, less unamortized debt issuance costs of $8,671 and $9,526 at December 31, 2017 and 2016, respectively) and current portion of capital lease obligations of $37 at December 31, 2016 100,308 177,785 Long-term debt, excluding current portion $ 4,559,408 $ 4,260,827 Maturity requirements on long-term debt as of December 31, 2017 by year are as follows (in thousands): Years ending December 31, 2018 $ 108,979 2019 141,912 2020 161,144 2021 180,376 2022 3,021,391 2023 and thereafter 1,083,875 Total $ 4,697,677 We are party to a credit facility agreement with Bank of America, N.A., as administrative agent, and a syndicate of financial institutions as lenders and other agents (as amended from time to time, the "Credit Facility"). On May 2, 2017 , we entered into the Fourth Amendment to the Credit Facility (the "Fourth Amendment"), which increased the total financing capacity available under the Credit Facility to $5.2 billion ; however, the aggregate outstanding debt under the Credit Facility did not change as we repaid certain outstanding amounts under the Term A Loan, the Term A-2 Loan and the Revolving Credit Facility (each as defined below) in connection with the Fourth Amendment. As of December 31, 2017 , the Credit Facility provided for secured financing comprised of (i) a $1.25 billion revolving credit facility (the "Revolving Credit Facility"); (ii) a $1.5 billion term loan (the "Term A Loan"), (iii) a $1.3 billion term loan (the "Term A-2 Loan"); and (iv) a $1.2 billion term loan facility, which replaced the Term B Loan (the "Term B-2 Loan"). Substantially all of the assets of our domestic subsidiaries are pledged as collateral under the Credit Facility. The Credit Facility provides for an interest rate, at our election, of either London Interbank Offered Rate ("LIBOR") or a base rate, in each case plus a leverage-based margin. As of December 31, 2017 , the interest rates on the Term A Loan, the Term A-2 Loan and the Term B Loan were 3.32% , 3.24% and 3.57% , respectively. The Term A Loan and the Term A-2 Loan mature, and the Revolving Credit Facility expires, on May 2, 2022 . The Term B-2 Loan matures on April 22, 2023 . The Term A Loan principal must be repaid in quarterly installments in the amount of 1.25% of principal through June 2019 , increasing to 1.875% of principal through June 2021 , and increasing to 2.50% of principal through March 2022 , with the remaining principal balance due upon maturity in May 2022 . The Term A-2 Loan principal must be repaid in quarterly installments of $1.7 million through June 2018 , increasing to quarterly installments of $8.6 million through March 2022 , with the remaining balance due upon maturity in May 2022 . The Term B-2 Loan principal must be repaid in quarterly installments in the amount of 0.25% of principal through March 2023 , with the remaining principal balance due upon maturity in April 2023 . The Credit Facility allows us to issue standby letters of credit of up to $100 million in the aggregate under the Revolving Credit Facility. Outstanding letters of credit under the Revolving Credit Facility reduce the amount of borrowings available to us. Borrowings available to us under the Revolving Credit Facility are further limited by the covenants described below under "Compliance with Covenants." The total available commitments under the Revolving Credit Facility at December 31, 2017 were $473.3 million . As of December 31, 2017 , the interest rate on the Revolving Credit Facility was 3.24% . In addition, we are required to pay a quarterly commitment fee on the unused portion of the Revolving Credit Facility at an applicable rate per annum ranging from 0.20% to 0.30% depending on our leverage ratio. The portion of deferred debt issuance costs related to the Revolving Credit Facility is included in other noncurrent assets, and the portion of deferred debt issuance costs related to the term loans is reported as a reduction to the carrying amount of the term loans. Debt issuance costs are amortized as an adjustment to interest expense over the terms of the respective facilities. Settlement Lines of Credit In various markets where we do business, we have specialized lines of credit, which are restricted for use in funding settlement. The settlement lines of credit generally have variable interest rates, are subject to annual review and are denominated in local currency but may, in some cases, facilitate borrowings in multiple currencies. For certain of our settlement lines of credit, the available credit is increased by the amount of cash we have on deposit in specific accounts with the lender. Accordingly, the amount of the outstanding line of credit may exceed the stated credit limit. As of December 31, 2017 and 2016, a total of $59.3 million and $51.0 million , respectively, of cash on deposit was used to determine the available credit. As of December 31, 2017 and 2016, respectively, we had $635.2 million and $392.1 million outstanding under these lines of credit with additional capacity of $689.4 million as of December 31, 2017 to fund settlement. The weighted-average interest rate on these borrowings was 1.97% and 1.90% at December 31, 2017 and 2016, respectively. During the year ended December 31, 2017 , the maximum and average outstanding balances under these lines of credit were $863.6 million and $334.0 million , respectively. Compliance with Covenants The Credit Facility contains customary affirmative and restrictive covenants, including, among others, financial covenants based on our leverage and fixed charge coverage ratios, as defined in the agreement. As of December 31, 2017 , financial covenants under the Credit Facility required a leverage ratio no greater than: (i) 4.50 to 1.00 as of the end of any fiscal quarter ending during the period from July 1, 2017 through June 30, 2018; (ii) 4.25 to 1.00 as of the end of any fiscal quarter ending during the period from July 1, 2018 through June 30, 2019; and (iii) 4.00 to 1.00 as of the end of any fiscal quarter ending thereafter. The fixed charge coverage ratio is required to be no less than 2.25 to 1.00 . The Credit Facility and settlement lines of credit also include various other covenants that are customary in such borrowings. The Credit Facility includes covenants, subject in each case to exceptions and qualifications that may restrict certain payments, including, in certain circumstances, the payment of cash dividends in excess of our current rate of $0.01 per share per quarter. The Credit Facility also 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 were in compliance with all applicable covenants as of and for the year ended December 31, 2017 . Interest Rate Swap Agreements We have interest rate swap agreements with financial institutions to hedge changes in cash flows attributable to interest rate risk on a portion of our variable-rate debt instruments. Net amounts to be received or paid under the swap agreements are reflected as adjustments to interest expense. Since we have designated the interest rate swap agreements as portfolio cash flow hedges, unrealized gains or losses resulting from adjusting the swaps to fair value are recorded as components of other comprehensive income, except for any ineffective portion of the change in fair value, which would be immediately recorded in interest expense. During the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015, there was no ineffectiveness. The fair values of the 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. These derivative instruments were classified within Level 2 of the valuation hierarchy. The table below presents the fair values of our derivative financial instruments designated as cash flow hedges included in the consolidated balance sheets: Weighted-Average Fixed Rate of Interest at Range of Maturity Dates at December 31, Derivative Financial Instruments Balance Sheet Location December 31, 2017 December 31, 2017 2017 2016 (in thousands) Interest rate swaps (Notional of $1,300 and $250 million at December 31, 2017 and 2016, respectively) Other noncurrent assets 1.59% February 28, 2019 - March 31, 2021 $ 9,202 $ 2,147 Interest rate swaps (Notional of $0 million and $750 million at December 31, 2017 and 2016, respectively) Accounts payable and accrued liabilities NA NA $ — $ 3,175 NA = Not applicable. As of December 31, 2017 , the interest rate swap agreements effectively convert $1.3 billion of our variable-rate debt to the weighted-average fixed rates shown in the table above plus a leverage-based margin. The table below presents the effects of our interest rate swaps on the consolidated statements of income and comprehensive income for the periods presented: Year Ended December 31, Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Amount of net unrealized gain (loss) recognized in other comprehensive income $ 4,549 $ 5,532 $ (12,859 ) $ (10,116 ) Amount of net losses reclassified out of other comprehensive income to interest expense $ 5,673 $ 4,222 $ 8,240 $ 3,958 At December 31, 2017 , the amount of gain in accumulated other comprehensive loss related to our interest rate swaps that is expected to be reclassified into interest expense during the next 12 months was approximately $2.4 million . Interest Expense Interest expense was $174.3 million , $108.6 million , $67.9 million and $39.9 million for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 , respectively. |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | ACCOUNTS PAYABLE AND ACCRUED LIABILITIES As of December 31, 2017 and 2016, accounts payable and accrued liabilities consisted of the following: 2017 2016 (in thousands) Customer deposits $ 397,085 $ 303,353 Compensation and benefits 102,187 94,190 Unearned revenue 101,029 69,437 Payment network fees 97,304 87,591 Trade accounts payable 47,391 28,178 Commissions payable to third parties 35,855 39,370 Income taxes payable (1) 35,405 16,810 Unclaimed property 26,468 15,156 Third-party processing fees 24,267 24,971 Current portion of accrued buyout liability (2) 20,739 19,392 Other 151,877 106,439 $ 1,039,607 $ 804,887 (1) The 2017 U.S. Tax Act creates a territorial tax system (with a one-time mandatory "transition" tax on previously deferred foreign earnings), effective January 1, 2018. The transition tax on those deemed repatriated earnings may be paid over eight years. We recorded income taxes payable of $63.7 million on previously deferred foreign earnings, of which $55.7 million is included in other noncurrent liabilities on the consolidated balance sheet as of December 31, 2017 since those payments are not due within the next 12 months. (2) The noncurrent portion of accrued buyout liability of $64.1 million and $58.6 million is included in other noncurrent liabilities on the consolidated balance sheets as of December 31, 2017 and 2016, respectively. |
INCOME TAX
INCOME TAX | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAX | INCOME TAX The income tax provision (benefit) for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 consisted of the following: Year Ended December 31, Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Current income tax provision (benefit): Federal $ 79,903 $ 22,859 $ 26,493 $ 25,022 State 3,468 3,443 5,454 3,905 Foreign 67,851 42,681 56,689 (10,346 ) 151,222 68,983 88,636 18,581 Deferred income tax provision (benefit): Federal (266,869 ) (36,447 ) (18,205 ) 14,822 State 9,678 (1,842 ) (3,620 ) 3,606 Foreign 4,582 4,967 3,884 70,986 (252,609 ) (33,322 ) (17,941 ) 89,414 $ (101,387 ) $ 35,661 $ 70,695 $ 107,995 The income tax provision allocated to noncontrolling interests was $8.6 million for the year ended December 31, 2017 , $4.4 million for the 2016 fiscal transition period and $7.3 million and $8.6 million for the years ended May 31, 2016 and 2015 , respectively. The following presents income (loss) before income taxes for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 : Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) United States $ 29,692 $ (55,279 ) $ 59,876 $ 135,901 Foreign 362,991 228,623 301,036 281,209 $ 392,683 $ 173,344 $ 360,912 $ 417,110 On December 22, 2017 , the United States enacted the 2017 U.S. Tax Act, which resulted in numerous changes, including a reduction in the U.S. federal tax rate from 35% to 21% effective January 1, 2018 and the transition of the U.S. federal tax system to a territorial regime. As part of this transition, the 2017 U.S. Tax Act imposed a one-time mandatory "transition" tax on foreign earnings not previously subjected to U.S. income tax, payable over eight years . As of December 31, 2017 , pursuant to guidance provided in SAB 118, we have not completed our accounting for the effects of the 2017 U.S. Tax Act; however, we have made a reasonable estimate of the effects on our existing deferred tax balances and the one-time transition tax. For these items, which are further described below, we have recognized a provisional net income tax benefit of $158.7 million , which is included as a component of income tax benefit in our consolidated statement of income for the year ended December 31, 2017 . To the extent that any other provisions of the 2017 U.S. Tax Act are determined to affect our December 31, 2017 provision, we have not recorded provisional amounts. We remeasured our U.S. deferred tax assets and liabilities based on the rates at which they are expected to reverse, which is now 21% instead of 35% . We are still analyzing certain aspects of the 2017 U.S. Tax Act and refining our calculations, which could potentially affect the measurement of these balances or potentially give rise to new deferred tax amounts during the measurement period. The provisional income tax benefit recorded as a result of remeasuring our deferred tax assets and liabilities at the lower income tax rate was $222.4 million . The one-time transition tax established by the 2017 U.S. Tax Act is based on our total post-1986 foreign earnings and profits, offset by allowable foreign tax credits. The transition tax rate applied to our foreign earnings is based on the amount of those earnings held in cash and cash equivalents, as well as other assets. We recorded a provisional income tax expense of $63.7 million for the transition tax on our previously deferred foreign earnings. We have not yet finalized our calculation of the post-1986 earnings and profits for our foreign subsidiaries, on which the transition tax is based. We are continuing to gather additional information to more precisely compute the amount of the transition tax. Prior to the enactment of the 2017 U.S. Tax Act, the undistributed earnings of all foreign subsidiaries were considered to be indefinitely reinvested outside the United States (approximately $1.4 billion at December 31, 2016). As a result of the enactment of the 2017 U.S. Tax Act, our provisional position is that we now only consider approximately $60 million of our undistributed foreign earnings to be indefinitely reinvested outside the United States as of December 31, 2017 . Because those earnings are considered to be indefinitely reinvested, no deferred income taxes have been provided thereon. If we were to make a distribution of any portion of those earnings in the form of dividends or otherwise, any such amounts would be subject to withholding taxes payable to various foreign jurisdictions; however, the amounts would not be subject to any additional U.S. income tax. Our effective tax rates for periods presented differ from the federal statutory rate for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 as follows: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 Federal U.S. statutory rate 35.0 % 35.0 % 35.0 % 35.0 % State income taxes, net of federal income tax benefit 1.9 0.6 0.4 1.1 Federal U.S. transition tax 16.2 — — — Federal U.S. rate reduction (55.6 ) — — — Foreign income taxes (primarily U.K.) (12.0 ) (12.6 ) (10.1 ) (8.5 ) Foreign interest income not subject to tax (2.2 ) (2.3 ) (2.6 ) (1.8 ) Taxes on unremitted earnings — — (3.5 ) — Share-based compensation expense (4.2 ) — — — Valuation allowance (3.2 ) — — — Other (1.7 ) (0.1 ) 0.4 1.0 Effective tax rate attributable to Global Payments (25.8 ) 20.6 19.6 26.8 Effective tax rate allocated to noncontrolling interests — — — (0.9 ) Effective tax rate (25.8 )% 20.6 % 19.6 % 25.9 % Deferred income taxes are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax laws and rates. Deferred income taxes as of December 31, 2017 and 2016 reflect the effect of temporary differences between the amounts of assets and liabilities for financial accounting and income tax purposes. As of December 31, 2017 and 2016, principal components of deferred tax items were as follows: 2017 2016 (in thousands) Deferred income tax assets: Basis difference - U.K. business $ 8,961 $ 11,145 Domestic net operating loss carryforwards 17,228 12,723 Foreign income tax credit carryforwards — 7,140 Foreign net operating loss carryforwards 3,819 2,559 Share-based compensation expense 7,856 11,656 Accrued expenses 34,582 54,030 Other 18,502 9,101 90,948 108,354 Less valuation allowance (16,550 ) (16,611 ) 74,398 91,743 Deferred tax liabilities: Acquired intangibles 410,563 663,922 Property and equipment 77,481 86,548 Other 10,087 1,956 498,131 752,426 Net deferred income tax liability $ (423,733 ) $ (660,683 ) The net deferred income taxes reflected on our consolidated balance sheets as of December 31, 2017 and 2016 are as follows: 2017 2016 (in thousands) Noncurrent deferred income tax asset $ 13,146 $ 15,789 Noncurrent deferred income tax liability (436,879 ) (676,472 ) $ (423,733 ) $ (660,683 ) A valuation allowance is provided against deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Changes to our valuation allowance during the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 are summarized below (in thousands): Balance at May 31, 2014 $ (7,199 ) Utilization of foreign net operating loss carryforwards 3,387 Other (11 ) Balance at May 31, 2015 (3,823 ) Allowance for foreign income tax credit carryforward (7,140 ) Allowance for domestic net operating loss carryforwards (4,474 ) Allowance for domestic net unrealized capital loss (1,526 ) Release of allowance of domestic capital loss carryforward 1,746 Other 98 Balance at May 31, 2016 (15,119 ) Allowance for domestic net operating loss carryforwards (1,504 ) Release of allowance of domestic net unrealized capital loss 12 Balance at December 31, 2016 (16,611 ) Allowance for foreign net operating loss carryforwards (6,469 ) Allowance for domestic net operating loss carryforwards (3,793 ) Allowance for state credit carryforwards (685 ) Rate change on domestic net operating loss and capital loss carryforwards 3,868 Utilization of foreign income tax credit carryforward 7,140 Balance at December 31, 2017 $ (16,550 ) The increase in the valuation allowance related to net operating loss carryforwards of $10.3 million for the year ended December 31, 2017 relates primarily to carryforward assets recorded as part of the acquisition of ACTIVE Network. The increase in the valuation allowance related to domestic net operating loss carryforwards of $1.5 million and $4.5 million for the 2016 fiscal transition period and the year ended May 31, 2016 , respectively, relates to acquired carryforwards from the merger with Heartland. Foreign net operating loss carryforwards of $43.2 million and domestic net operating loss carryforwards of $28.9 million at December 31, 2017 will expire between December 31, 2026 and December 31, 2037 if not utilized. We conduct business globally and file income tax returns in the domestic 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. We are no longer subjected to state income tax examinations for years ended on or before May 31, 2008 , U.S. federal income tax examinations for years ended on or before December 31, 2013 and U.K. federal income tax examinations for years ended on or before May 31, 2014. A reconciliation of the beginning and ending amounts of unrecognized income tax benefits, excluding penalties and interest, for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 is as follows: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Balance at the beginning of the year $ 17,916 $ 7,803 $ 2,559 $ 67,576 Additions based on income tax positions related to the current year 7,537 4,626 287 6,311 Additions related to acquisition 13,061 6,149 6,151 — Additions for income tax positions of prior years 411 247 753 512 Effect of foreign currency fluctuations on income tax positions 27 (3 ) 2 (5,713 ) Reductions for income tax positions of prior years (7,285 ) (906 ) (123 ) (32 ) Settlements with income tax authorities (449 ) — (1,826 ) (504 ) Changes in judgment regarding tax position — — — (65,591 ) Balance at the end of the year $ 31,218 $ 17,916 $ 7,803 $ 2,559 As of December 31, 2017 , the total amount of gross unrecognized income tax benefits that, if recognized, would affect the provision for income taxes is $24.1 million . |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS’ EQUITY | SHAREHOLDERS’ EQUITY We make repurchases of our common stock mainly through the use of open market purchases and, at times, through accelerated share repurchase programs ("ASR's"). As of December 31, 2017 , we were authorized to repurchase up to $264.9 million of our common stock. On February 6, 2018 , the board increased its authorization to repurchase shares to $600 million . Year Ended December 31, 2017 During the year ended December 31, 2017 , through open market repurchase plans, we repurchased and retired 376,309 shares of our common stock at a cost of $34.8 million , or an average cost of $92.51 per share, including commissions. 2016 Fiscal Transition Period During the 2016 fiscal transition period, through open market repurchase plans, we repurchased and retired 2.5 million shares of our common stock at a cost of $178.2 million , or an average cost of $70.77 per share, including commissions. Year Ended May 31, 2016 On April 25, 2016 , we entered into an ASR with a financial institution to repurchase an aggregate of $50 million of our common stock. In exchange for an up-front payment of $50 million , the financial institution committed to deliver a number of shares during the ASR's purchase period, which ended on June 23, 2016 . On April 26, 2016 , 545,777 shares were initially delivered to us. At May 31, 2016 , we accounted for the variable component of remaining shares to be delivered under the ASR as a forward contract indexed to our common stock which met all of the applicable criteria for equity classification. On June 23, 2016 , an additional 127,435 shares were delivered to us. The total number of shares delivered under this ASR was 673,212 shares at an average price of $74.27 per share. In addition to shares repurchased under the ASR during the year ended May 31, 2016 , we repurchased and retired 1.5 million shares of our common stock at a cost of $85.9 million , or an average cost of $58.12 per share, including commissions, through open market repurchase plans. Year Ended May 31, 2015 On April 10, 2015 , we entered into an ASR with a financial institution to repurchase an aggregate of $100 million of our common stock. In exchange for an up-front payment of $100 million , we repurchased 1,955,730 shares at an average price of $51.13 per share. In addition to shares repurchased under the ASR during the year ended May 31, 2015, we repurchased and retired 7.0 million shares of our common stock at a cost of $269.0 million , or an average cost of $38.19 per share, including commissions, through open market repurchase plans. |
SHARE-BASED AWARDS AND OPTIONS
SHARE-BASED AWARDS AND OPTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED AWARDS AND OPTIONS | SHARE-BASED AWARDS AND OPTIONS We have granted nonqualified stock options and restricted stock awards to key employees, officers and directors under a long-term incentive plan, which permits grants of equity to employees, officers, directors and consultants. A total of 14.0 million shares of our common stock was reserved and made available for issuance pursuant to awards granted under the plan. The awards are held in escrow and released upon the grantee's satisfaction of conditions of the award certificate. The following table summarizes share-based compensation expense and the related income tax benefit recognized for our share-based awards and stock options: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Share-based compensation expense $ 39,095 $ 18,707 $ 30,809 $ 21,056 Income tax benefit $ 13,849 $ 6,582 $ 9,879 $ 6,907 Restricted Stock Restricted stock awards vest in equal annual installments over a three - or four -year period and in some cases vest at the end of a three -year service period. Restricted shares cannot be sold or transferred until they have vested. The grant date fair value of restricted stock awards, which is based on the quoted market value of our common stock on the grant date, is recognized as share-based compensation expense on a straight-line basis over the vesting period. Performance Units Certain of our executives have been granted performance units under our long-term incentive plan. Performance units are performance-based restricted stock units that, after a performance period, may convert into common shares, which may be restricted. The number of shares is dependent upon the achievement of certain performance measures during the performance period. The target number of performance units and any market-based performance measures ("at threshold," "target," and "maximum") are set by the compensation committee of our board of directors. Performance units are converted only after the compensation committee certifies performance based on pre-established goals. The compensation committee may set a range of possible performance-based outcomes for performance units. For awards with only performance conditions, we recognize compensation expense on a straight-line basis over the performance period using the grant date fair value of the award, which is based on the number of shares expected to be earned according to the level of achievement of performance goals. If the number of shares expected to be earned were to change at any time during the performance period, we would make a cumulative adjustment to share-based compensation expense based on the revised number of shares expected to be earned. The performance period for awards granted range from 28 months to three years. Leveraged Performance Units During the year ended May 31, 2015, certain executives were granted performance units that we refer to as "leveraged performance units," or "LPUs." LPUs contain a market condition based on our relative stock price growth over a three -year performance period. The LPUs contain a minimum threshold performance which, if not met, would result in no payout. The LPUs also contain a maximum award opportunity set as a fixed dollar and fixed number of shares. After the three -year performance period, which concluded in October 2017, one-third of the earned units converted to unrestricted common stock. The remaining two-thirds converted to restricted stock that will vest in equal installments on each of the first two anniversaries of the conversion date. We recognize share-based compensation expense based on the grant date fair value of the LPUs, as determined by use of a Monte Carlo model, on a straight-line basis over the requisite service period for each separately vesting portion of the LPU award. The following table summarizes the changes in unvested restricted stock and performance awards for the year ended December 31, 2017 , the 2016 fiscal transition period and for the years ended May 31, 2016 and 2015 : Shares Weighted-Average (in thousands) Unvested at May 31, 2014 1,754 $ 22.72 Granted 954 36.21 Vested (648 ) 23.17 Forfeited (212 ) 27.03 Unvested at May 31, 2015 1,848 28.97 Granted 461 57.04 Vested (633 ) 27.55 Forfeited (70 ) 34.69 Unvested at May 31, 2016 1,606 37.25 Granted 348 74.26 Vested (639 ) 31.38 Forfeited (52 ) 45.27 Unvested at December 31, 2016 1,263 49.55 Granted 899 79.79 Vested (858 ) 39.26 Forfeited (78 ) 59.56 Unvested at December 31, 2017 1,226 $ 78.29 The total fair value of restricted stock and performance awards vested was $33.7 million for the year ended December 31, 2017 , $20.0 million for the 2016 fiscal transition period and $17.4 million and $15.0 million , respectively, for the years ended May 31, 2016 and 2015 . For restricted stock and performance awards, we recognized compensation expense of $35.2 million for the year ended December 31, 2017 , $17.2 million for the 2016 fiscal transition period and $28.8 million and $19.8 million , respectively, for the years ended May 31, 2016 and 2015 . As of December 31, 2017 , there was $46.1 million of unrecognized compensation expense related to unvested restricted stock and performance awards that we expect to recognize over a weighted-average period of 1.8 years. Our restricted stock and performance award plans provide for accelerated vesting under certain conditions. Stock Options Stock options are granted with an exercise price equal to 100% of fair market value of our common stock on the date of grant and have a term of ten years. Stock options granted before the year ended May 31, 2015 vest in equal installments on each of the first four anniversaries of the grant date. Stock options granted during the year ended May 31, 2015 and thereafter vest in equal installments on each of the first three anniversaries of the grant date. Our stock option plans provide for accelerated vesting under certain conditions. The following summarizes changes in stock option activity for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 : Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) (years) (in millions) Outstanding at May 31, 2014 1,532 $ 20.36 3.8 $ 21.3 Granted 306 35.78 Forfeited (48 ) 27.42 Exercised (896 ) 20.15 16.6 Outstanding at May 31, 2015 894 25.47 5.2 23.9 Granted 145 55.92 Forfeited (8 ) 16.10 Exercised (220 ) 22.46 9.4 Outstanding at May 31, 2016 811 31.81 5.8 36.8 Granted 73 74.66 Forfeited (1 ) 22.93 Exercised (124 ) 22.26 6.5 Outstanding at December 31, 2016 759 37.51 6.0 24.5 Granted 124 79.45 Forfeited — — Exercised (160 ) 23.50 10.1 Outstanding at December 31, 2017 723 $ 47.79 6.4 $ 37.9 Options vested and exercisable at December 31, 2017 502 $ 36.60 5.4 $ 31.9 We recognized compensation expense for stock options of $2.6 million during the year ended December 31, 2017 and $1.1 million , $1.4 million and $0.7 million during the 2016 fiscal transition period and the fiscal years ended May 31, 2016 and 2015 , respectively. As of December 31, 2017 , we had $3.4 million of unrecognized compensation expense related to unvested stock options that we expect to recognize over a weighted-average period of 1.8 years. The weighted-average grant-date fair value of stock options granted during the year ended December 31, 2017 , the 2016 fiscal transition period and during the years ended May 31, 2016 and 2015 was $23.68 , $21.87 , $15.60 and $8.45 , respectively. Fair value was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 Risk-free interest rate 1.99 % 1.05 % 1.62 % 1.57 % Expected volatility 30.00 % 31.58 % 28.65 % 23.65 % Dividend yield 0.06 % 0.06 % 0.10 % 0.13 % Expected term (years) 5 5 5 5 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 per share. We based our assumptions on the expected term of the options on our analysis of the historical exercise patterns of the options and our assumption on the future exercise pattern of options. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Information [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION Supplemental cash flow disclosures for the periods presented are as follows: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Income taxes paid (refunded), net $ 97,002 $ (3,680 ) $ 89,684 $ 66,726 Interest paid $ 154,200 $ 93,624 $ 58,730 $ 36,537 |
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS | 12 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
NONCONTROLLING INTERESTS | NONCONTROLLING INTERESTS The following table is the reconciliation of net income attributable to noncontrolling interests to comprehensive income attributable to noncontrolling interests for the periods presented: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Net income attributable to noncontrolling interests $ 25,645 $ 12,752 $ 18,551 $ 31,075 Foreign currency translation attributable to noncontrolling interests 13,807 (8,417 ) 471 (28,597 ) Comprehensive income attributable to noncontrolling interests $ 39,452 $ 4,335 $ 19,022 $ 2,478 |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 12 Months Ended |
Dec. 31, 2017 | |
AOCI Including Portion Attributable to Noncontrolling Interest [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The changes in the accumulated balances for each component of other comprehensive income (loss), net of tax, were as follows for the periods presented: Foreign Currency Translation Unrealized Losses on Hedging Activities Other Accumulated Other Comprehensive Loss (in thousands) Balance at May 31, 2014 $ 1,583 $ — $ (3,359 ) $ (1,776 ) Other comprehensive loss, net of tax (179,892 ) (3,874 ) (450 ) (184,216 ) Balance at May 31, 2015 (178,309 ) (3,874 ) (3,809 ) (185,992 ) Other comprehensive loss, net of tax (56,329 ) (2,881 ) (848 ) (60,058 ) Balance at May 31, 2016 (234,638 ) (6,755 ) (4,657 ) (246,050 ) Other comprehensive income (loss), net of tax (83,812 ) 6,115 1,030 (76,667 ) Balances at December 31, 2016 (318,450 ) (640 ) (3,627 ) (322,717 ) Other comprehensive income (loss), net of tax 132,594 7,639 (660 ) 139,573 Balances at December 31, 2017 $ (185,856 ) $ 6,999 $ (4,287 ) $ (183,144 ) |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION Information About Profit and Assets We evaluate performance and allocate resources based on the operating income of each operating segment. The operating income of each operating segment includes the revenues of the segment less 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 and provision for income taxes are not allocated to the individual segments. We do not evaluate the performance of or allocate resources to our operating segments using asset data. The accounting policies of the reportable operating segments are the same as those described in the Summary of Significant Accounting Policies in "Note 1 - Basis of Presentation and Summary of Significant Accounting Policies." Information on segments and reconciliations to consolidated revenues and consolidated operating income are as follows for the periods presented: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Revenues (1) : North America $ 2,929,522 $ 1,650,616 $ 2,052,623 $ 1,968,890 Europe 767,524 403,823 631,900 615,966 Asia-Pacific 278,117 148,457 213,627 188,862 Consolidated revenues $ 3,975,163 $ 2,202,896 $ 2,898,150 $ 2,773,718 Operating income (loss) (1) : North America $ 457,009 $ 233,850 $ 307,626 $ 293,139 Europe 272,769 145,767 244,837 240,014 Asia-Pacific 81,273 37,530 50,743 39,697 Corporate (2) (252,183 ) (179,196 ) (178,262 ) (116,253 ) Consolidated operating income $ 558,868 $ 237,951 $ 424,944 $ 456,597 Depreciation and amortization (1) : North America $ 379,953 $ 208,198 $ 128,618 $ 81,051 Europe 46,928 26,178 40,194 39,910 Asia-Pacific 16,466 10,385 13,935 9,973 Corporate 7,804 2,810 5,134 6,571 Consolidated depreciation and amortization $ 451,151 $ 247,571 $ 187,881 $ 137,505 (1) Revenues, operating income and depreciation and amortization reflect the effect of acquired businesses from the respective dates of acquisition. For further discussion, see "Note 2 — Acquisitions." (2) During the year ended December 31, 2017 , the seven months ended December 31, 2016 and the year ended May 31, 2016 , operating loss for Corporate included acquisition and integration expenses of $94.6 million , $91.6 million and $51.3 million , respectively. Enterprise-Wide Information As a percentage of our total consolidated revenues, revenues from external customers in the United States and the United Kingdom were 66% and 11% , respectively, for the year ended December 31, 2017. Revenues from external customers in the United States and the United Kingdom were 67% and 10% , respectively, for the 2016 transition period. Revenues from external customers in the United States, the United Kingdom, and Canada were 61% , 10% and 10% , respectively, for the year ended May 31, 2016 ; and 60% , 13% and 11% , respectively, for the year ended May 31, 2015 . Revenues from external customers are attributed to individual countries based on the location of the customer arrangements. Our results of operations and our financial condition are not significantly reliant upon any single customer. Long-lived assets, excluding goodwill and other intangible assets, by location as of December 31, 2017 and 2016 were as follows: 2017 2016 (in thousands) United States $ 451,436 $ 413,499 Foreign countries 136,912 112,871 $ 588,348 $ 526,370 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Leases and Purchase Obligations We conduct a major part of our operations using leased facilities and equipment. Many of these operating leases have renewal and purchase options and provide that we pay the cost of property taxes, insurance and maintenance. Rent expense on all operating leases for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 was $44.7 million , $19.2 million , $19.7 million and $17.5 million , respectively. We also have contractual obligations related to service arrangements with suppliers for fixed or minimum amounts. In May 2017 , we sold our operating facility in Jeffersonville, Indiana for $37.5 million and simultaneously leased the property back for an initial term of 20 years , followed by four optional renewal terms of 5 years . The arrangement met the criteria to be treated as a sale for accounting purposes, and as a result, we derecognized the associated property. There was no resulting gain or loss on the sale because the proceeds received were equal to the carrying amount of the property. We are accounting for the lease as an operating lease. Future minimum payments at December 31, 2017 for noncancelable operating leases and purchase obligations were as follows: Operating Leases Purchase Obligations (in thousands) Years ending December 31: 2018 $ 41,542 $ 70,663 2019 35,916 58,494 2020 28,149 51,850 2021 25,436 42,699 2022 23,946 13,734 Thereafter 179,295 31,511 Total future minimum payments $ 334,284 $ 268,951 Legal We are party to a number of claims and lawsuits incidental to our business. In our opinion, the liabilities, if any, which may ultimately result from the outcome of such matters, individually or in the aggregate, are not expected to have a material adverse effect on our financial position, liquidity, results of operations or cash flows. Heartland, Heartland’s board of directors, Global Payments, Data Merger Sub One, Inc. (a wholly owned subsidiary of Global Payments) and Data Merger Sub Two, LLC (a wholly owned subsidiary of Global Payments) were named as defendants in a putative class action lawsuit challenging the merger with Heartland. The suit was filed on January 8, 2016 in the New Jersey Superior Court, Mercer County, Civil Division, and is captioned Kevin Merchant v. Heartland Payment Systems, et al, L-45-16. The complaint alleged, among other things, that the directors of Heartland breached their fiduciary duties to Heartland stockholders by agreeing to sell Heartland for inadequate consideration, agreeing to improper deal protection terms in the merger agreement, failing to properly value Heartland, and filing a materially incomplete registration statement with the Securities and Exchange Commission. In addition, the complaint alleged that Heartland, Global Payments, Data Merger Sub One, and Data Merger Sub Two aided and abetted these purported breaches of fiduciary duty. On April 12, 2016, solely to avoid the costs, disruption and distraction of further litigation, and without admitting the validity of any allegations made by the plaintiff, Heartland and Global Payments reached an agreement to settle the suit and entered into a Memorandum of Understanding to document the terms and conditions for settlement of the suit. On April 7, 2017, the court approved the parties' settlement agreement under which Heartland agreed to pay Plaintiffs’ counsel an immaterial amount of attorney’s fees. The settlement releases all claims that were or could have been brought challenging any aspect of the merger with Heartland or the merger agreement related thereto. We have reached preliminary agreement to resolve an SEC investigation against Heartland, which commenced prior to the acquisition of Heartland by us and concerns certain non-financial disclosures made by prior Heartland management between 2013 and 2015. We expect the final resolution of the investigation to be immaterial to our business, financial condition and results of operations. Operating Taxes We are subject to certain taxes that are not derived based on earnings (e.g., sales, gross receipts, property, value-added and other business taxes). During the course of operations, we must interpret the meaning of various operating tax regulations in the United States and in the foreign jurisdictions in which we do business. Taxing authorities in those various jurisdictions may arrive at different interpretations of applicable tax laws and regulations which could result in the payment of additional taxes in those jurisdictions. BIN/ICA Agreements We have entered into sponsorship or depository and processing agreements with certain banks. These agreements allow us to use the banks' identification numbers ("BIN") for Visa transactions and an Interbank Card Association ("ICA") number for MasterCard transactions, to clear credit card transactions through Visa and MasterCard. Certain of these agreements contain financial covenants, and we were in compliance with all such covenants as of December 31, 2017 . |
COMPARATIVE DATA FOR THE YEAR E
COMPARATIVE DATA FOR THE YEAR ENDED DECEMBER 31, 2016 AND THE SEVEN MONTHS ENDED DECEMBER 31, 2015 (UNAUDITED) | 12 Months Ended |
Dec. 31, 2017 | |
Income Statement [Abstract] | |
COMPARATIVE DATA FOR THE YEAR ENDED DECEMBER 31, 2016 AND THE SEVEN MONTHS ENDED DECEMBER 31, 2015 (UNAUDITED) | COMPARATIVE DATA FOR THE YEAR ENDED DECEMBER 31, 2016 AND THE SEVEN MONTHS ENDED DECEMBER 31, 2015 (UNAUDITED) The condensed consolidated statement of income for the year ended December 31, 2016 and the seven months ended December 31, 2015 is as follows (in thousands, except per share data): Year Ended December 31, Seven Months Ended December 31, 2016 2015 Revenues $ 3,370,976 $ 1,730,070 Operating expenses: Cost of service 1,603,532 638,700 Selling, general and administrative 1,411,096 784,823 3,014,628 1,423,523 Operating income 356,348 306,547 Interest and other income 46,780 2,886 Interest and other expense (146,156 ) (32,149 ) (99,376 ) (29,263 ) Income before income taxes 256,972 277,284 Provision for income taxes (36,267 ) (70,089 ) Net income 220,705 207,195 Less: Net income attributable to noncontrolling interests (18,952 ) (12,351 ) Net income attributable to Global Payments $ 201,753 $ 194,844 Earnings per share attributable to Global Payments: Basic earnings per share $ 1.38 $ 1.50 Diluted earnings per share $ 1.37 $ 1.49 QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) Summarized quarterly results for the years ended December 31, 2017 and 2016 are as follows (in thousands, except per share data): Quarter Ended March 31, 2017 June 30, 2017 September 30, 2017 December 31, 2017 Year Ended December 31, 2017 Revenues $ 919,762 $ 962,240 $ 1,038,907 $ 1,054,253 Operating income 104,970 131,852 172,471 149,575 Net income 52,959 72,443 118,362 250,305 Net income attributable to Global Payments 48,813 66,909 110,740 241,962 Basic earnings per share attributable to Global Payments 0.32 0.44 0.72 1.52 Diluted earnings per share attributable to Global Payments 0.32 0.44 0.71 1.51 Quarter Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Year Ended December 31, 2016 Revenues $ 626,259 $ 842,644 $ 951,885 $ 950,187 Operating income 94,573 61,161 120,389 80,226 Net income 63,447 67,133 62,224 27,902 Net income attributable to Global Payments 59,911 62,233 55,510 24,101 Basic earnings per share attributable to Global Payments 0.46 0.42 0.36 0.16 Diluted earnings per share attributable to Global Payments 0.46 0.42 0.36 0.16 The quarterly financial data in the table above reflect the effects of acquisitions and borrowings to fund certain of those acquisitions. Notably, we acquired Heartland during the quarter ended June 30, 2016 and ACTIVE Network during the quarter ended September 30, 2017. Additionally, our consolidated results reflected incremental expenses associated with the acquisition and integration of Heartland and ACTIVE Network. See "Note 2 —Acquisitions" for further discussion of our acquisitions. Acquisition and integration expenses were $26.1 million , $21.9 million , $21.5 million and $25.1 million for the quarters ended March 31, 2017, June 30, 2017, September 30, 2017 and December 31, 2017, respectively. Acquisition and integration expenses were $8.5 million , $50.5 million , $34.0 million , and $49.1 million for the quarters ended March 31, 2016, June 30, 2016, September 30, 2016 and December 31, 2016, respectively. Results for the quarter ended June 30, 2016 reflect a gain of $41.2 million recorded in connection with the sale of our membership interests in Visa Europe. See "Note 6 —Other Assets" for further discussion of this transaction. Results for the quarter ended December 31, 2017 reflect the effects of a net income tax benefit of $158.7 million in connection with the 2017 U.S. Tax Act, which was enacted on December 22, 2017. See "Note 9 —Income Tax" for further discussion of the new tax legislation. |
QUARTERLY CONSOLIDATED FINANCIA
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) | COMPARATIVE DATA FOR THE YEAR ENDED DECEMBER 31, 2016 AND THE SEVEN MONTHS ENDED DECEMBER 31, 2015 (UNAUDITED) The condensed consolidated statement of income for the year ended December 31, 2016 and the seven months ended December 31, 2015 is as follows (in thousands, except per share data): Year Ended December 31, Seven Months Ended December 31, 2016 2015 Revenues $ 3,370,976 $ 1,730,070 Operating expenses: Cost of service 1,603,532 638,700 Selling, general and administrative 1,411,096 784,823 3,014,628 1,423,523 Operating income 356,348 306,547 Interest and other income 46,780 2,886 Interest and other expense (146,156 ) (32,149 ) (99,376 ) (29,263 ) Income before income taxes 256,972 277,284 Provision for income taxes (36,267 ) (70,089 ) Net income 220,705 207,195 Less: Net income attributable to noncontrolling interests (18,952 ) (12,351 ) Net income attributable to Global Payments $ 201,753 $ 194,844 Earnings per share attributable to Global Payments: Basic earnings per share $ 1.38 $ 1.50 Diluted earnings per share $ 1.37 $ 1.49 QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) Summarized quarterly results for the years ended December 31, 2017 and 2016 are as follows (in thousands, except per share data): Quarter Ended March 31, 2017 June 30, 2017 September 30, 2017 December 31, 2017 Year Ended December 31, 2017 Revenues $ 919,762 $ 962,240 $ 1,038,907 $ 1,054,253 Operating income 104,970 131,852 172,471 149,575 Net income 52,959 72,443 118,362 250,305 Net income attributable to Global Payments 48,813 66,909 110,740 241,962 Basic earnings per share attributable to Global Payments 0.32 0.44 0.72 1.52 Diluted earnings per share attributable to Global Payments 0.32 0.44 0.71 1.51 Quarter Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Year Ended December 31, 2016 Revenues $ 626,259 $ 842,644 $ 951,885 $ 950,187 Operating income 94,573 61,161 120,389 80,226 Net income 63,447 67,133 62,224 27,902 Net income attributable to Global Payments 59,911 62,233 55,510 24,101 Basic earnings per share attributable to Global Payments 0.46 0.42 0.36 0.16 Diluted earnings per share attributable to Global Payments 0.46 0.42 0.36 0.16 The quarterly financial data in the table above reflect the effects of acquisitions and borrowings to fund certain of those acquisitions. Notably, we acquired Heartland during the quarter ended June 30, 2016 and ACTIVE Network during the quarter ended September 30, 2017. Additionally, our consolidated results reflected incremental expenses associated with the acquisition and integration of Heartland and ACTIVE Network. See "Note 2 —Acquisitions" for further discussion of our acquisitions. Acquisition and integration expenses were $26.1 million , $21.9 million , $21.5 million and $25.1 million for the quarters ended March 31, 2017, June 30, 2017, September 30, 2017 and December 31, 2017, respectively. Acquisition and integration expenses were $8.5 million , $50.5 million , $34.0 million , and $49.1 million for the quarters ended March 31, 2016, June 30, 2016, September 30, 2016 and December 31, 2016, respectively. Results for the quarter ended June 30, 2016 reflect a gain of $41.2 million recorded in connection with the sale of our membership interests in Visa Europe. See "Note 6 —Other Assets" for further discussion of this transaction. Results for the quarter ended December 31, 2017 reflect the effects of a net income tax benefit of $158.7 million in connection with the 2017 U.S. Tax Act, which was enacted on December 22, 2017. See "Note 9 —Income Tax" for further discussion of the new tax legislation. |
SCHEDULE II VALUATION AND QUALI
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II Valuation & Qualifying Accounts (in thousands) (a) (b) (c) (d) (e) Description Balance at Beginning of Period Additions: Charged to Costs and Expenses Deductions: Uncollectible Accounts Write-Offs (Recoveries) Balance at End of Period Allowance for doubtful accounts May 31, 2015 $ 401 $ 324 $ 257 $ 468 May 31, 2016 468 515 630 353 December 31, 2016 (2) 353 4,283 3,544 1,092 December 31, 2017 $ 1,092 $ 6,113 $ 5,378 $ 1,827 Reserve for operating losses-merchant card processing (1) May 31, 2015 $ 1,724 $ 4,928 $ 5,366 $ 1,286 May 31, 2016 1,286 3,729 2,555 2,460 December 31, 2016 (2) 2,460 4,629 4,810 2,279 December 31, 2017 $ 2,279 $ 14,893 $ 13,712 $ 3,460 Reserve for sales allowances-merchant card processing (1) May 31, 2015 $ 601 $ 7,974 $ 3,646 $ 4,929 May 31, 2016 4,929 3,571 7,450 1,050 December 31, 2016 (2) 1,050 2,637 3,027 660 December 31, 2017 $ 660 $ 3,874 $ 3,954 $ 580 Reserve for operating losses-check guarantee processing May 31, 2015 $ 2,998 $ 9,578 $ 9,892 $ 2,684 May 31, 2016 2,684 22,827 20,643 4,868 December 31, 2016 (2) 4,868 15,204 14,286 5,786 December 31, 2017 $ 5,786 $ 28,064 $ 28,112 $ 5,738 Deferred income tax asset valuation allowance May 31, 2015 $ 7,199 $ (3,376 ) $ — $ 3,823 May 31, 2016 3,823 11,296 — 15,119 December 31, 2016 (2) 15,119 1,492 — 16,611 December 31, 2017 $ 16,611 $ 7,079 $ 7,140 $ 16,550 (1) Included in settlement processing obligations. (2) Additions and deductions in columns (c) and (d), respectively, are for the seven months ended December 31, 2016. |
BASIS OF PRESENTATION AND SUM28
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Business, consolidation and presentation | Business, consolidation and presentation — We are a leading worldwide provider of payment technology and software solutions delivering innovative services to our customers globally. Our technologies, services and employee expertise enable us to provide a broad range of solutions that allow our customers to accept various payment types and operate their businesses more efficiently. We distribute our services across a variety of channels to customers in 30 countries throughout North America, Europe, the Asia-Pacific region and Brazil and operate in three reportable segments: North America, Europe and Asia-Pacific. We were incorporated in Georgia as Global Payments Inc. in 2000 and spun-off from our former parent company in 2001 . Including our time as part of our former parent company, we have been in the payment technology services business since 1967 . Global Payments Inc. and its consolidated subsidiaries are referred to collectively as "Global Payments," the "Company," "we," "our" or "us," unless the context requires otherwise. These consolidated financial statements include our accounts and those of our majority-owned subsidiaries and all intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") and present our financial position, results of operations and cash flows. On July 27, 2016, the board of directors authorized a change in our fiscal year end from May 31 to December 31. As a result, we refer to the period consisting of the seven months ended December 31, 2016 as the "2016 fiscal transition period." |
Use of estimates | 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 | Revenue recognition — We provide payment technology services for credit cards, debit cards, electronic payments and check-related services. Revenue is recognized when such services are performed. Revenue for services provided directly to merchants is recorded net of interchange fees charged by card issuing banks. Our primary business model is to provide our payment services, enterprise software solutions and other value-added services directly to our customers. We also provide certain of our payment services through a wholesale distribution channel comprised of independent sales organizations ("ISOs"). The majority of our revenues is generated by services priced as a percentage of transaction value or a specified fee per transaction, depending on card type or the vertical. We also charge software licensing and subscription fees and other fees based on specific services that are unrelated to the number of transactions or the transaction value. Revenue from credit cards 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. Certain of our integrated and vertical market solutions arrangements contain multiple elements, such as equipment, perpetual licenses, software-as-a-service, maintenance, installation and training. We allocate consideration to each element based on the relative-selling-price method. For certain arrangements, customers pay in advance, but revenue is recognized over the service period. In multiple element arrangements where more-than-incidental software elements are included, the entire amount of revenue under the arrangement is deferred until all elements have been delivered or objective evidence of the fair value of the undelivered items can be established. The amounts paid in advance by customers and amounts deferred for software arrangements are reflected as unearned revenue in the consolidated balance sheets with the portion estimated to be recognized as revenue within the next twelve months reflected in current liabilities and the remainder reflected in other noncurrent liabilities. |
Cash and cash equivalents | Cash and cash equivalents — Cash and cash equivalents include cash on hand and all liquid investments with a maturity of three months or less when purchased. We consider certain portions of our cash and cash equivalents to be unrestricted but not available for general purposes. The amount of cash that we consider to be available for general purposes does not include the following: (i) settlement-related cash balances, (ii) funds held as collateral for merchant losses ("Merchant Reserves") and (iii) funds held for customers. Settlement-related cash balances represent funds that we hold when the incoming amount from the card networks precedes the funding obligation to the merchant. Settlement-related cash balances are not restricted; however, these funds are generally paid out in satisfaction of settlement processing obligations the following day. Merchant Reserves serve as collateral to minimize contingent liabilities associated with any losses that may occur under the merchant agreement. We record a corresponding liability in settlement processing assets and settlement processing obligations in our consolidated balance sheet. While this cash is not restricted in its use, we believe that designating this cash as Merchant Reserves strengthens our fiduciary standing with financial institutions that sponsor us and is in accordance with guidelines set by the card networks. See "Note 3 — Settlement Processing Assets and Obligations" and discussion below for further information. Funds held for customers and the corresponding liability that we record in "customer deposits" include amounts collected prior to remittance on our customers' behalf. |
Settlement processing assets and obligations | Settlement processing assets and obligations — Settlement processing assets and obligations represent intermediary balances arising in our settlement process for direct merchants. In accordance with Accounting Standards Codification ("ASC") Subtopic 210-20, Offsetting , we apply offsetting to our settlement processing assets and obligations where a right of setoff exists. |
Reserve for operating losses | Reserve for operating losses — Our merchant customers are liable for any charges or losses that occur under the merchant agreement. We experience losses in our card processing services when we are unable to collect amounts from merchant customers for any charges properly reversed by the card issuing financial institutions. When we are not able to collect these amounts from the merchants due to merchant fraud, insolvency, bankruptcy or any other reason, we may be liable for the reversed charges. We require cash deposits, guarantees, letters of credit and other types of collateral from certain merchants to minimize any such contingent liability, and we also utilize a number of systems and procedures to manage merchant risk. We experience check guarantee losses when we are unable to collect the full amount of a guaranteed check from the checkwriter. We refer to both merchant credit losses and check guarantee losses as "operating losses." We record an estimated liability for operating losses comprised of estimated known losses and estimated incurred but not reported losses. |
Capitalized customer acquisition costs | Capitalized customer acquisition costs — Capitalized customer acquisition costs, which are included in other noncurrent assets, consist of (1) up-front signing bonus payments made to certain salespersons for the establishment of certain of our new merchant relationships and (2) a deferred acquisition cost representing the estimated cost of buying out the residual commissions of certain vested salespersons. Capitalized customer acquisition costs represent incremental, direct customer acquisition costs that are recoverable through merchant profitability. The capitalized customer acquisition costs are amortized using a method which approximates a proportional revenue approach over the initial term of the related merchant contract. Up-front signing bonuses paid for certain new accounts are based on the estimated profitability for the first year of the merchant contract. The signing bonus, amount capitalized, and related amortization are adjusted after the first year to reflect the actual profitability generated by the merchant contract during that year. The deferred customer acquisition cost asset is accrued over the first year of merchant processing, consistent with the build-up in the accrued buyout liability, as described below. We evaluate the capitalized customer acquisition costs for impairment on an annual basis by comparing, on a pooled basis by vintage month of origination, the expected future net cash flows from underlying merchant relationships to the carrying amount of the capitalized customer acquisition costs. If the estimated future net cash flows are lower than the recorded carrying amount, indicating an impairment of the value of the capitalized customer acquisition costs, the impairment loss would be charged to operations. |
Property and equipment | Property and equipment — Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method, except for certain technology assets discussed below. Leasehold improvements are amortized over the lesser of the remaining term of the lease and the useful life of the asset. We develop software that is used to provide services to customers. Capitalization of internal-use software, primarily associated with operating platforms, occurs when we have completed the preliminary project stage, management authorizes the project, management commits to funding the project, and it is probable the project will be completed and used to perform the function intended. The preliminary project stage consists of the conceptual formulation of alternatives, the evaluation of alternatives, the determination of existence of needed technology and the final selection of alternatives. Costs incurred during the preliminary project stage are expensed as incurred. Internal-use software is amortized over its estimated useful life, which is typically 2 to 10 years, in a manner that best reflects the pattern of economic use of the assets. |
Goodwill and Other intangible assets | Goodwill — We have historically performed our annual goodwill impairment test as of January 1. As a result of the change in our fiscal year end from May 31 to December 31, we elected to change our annual goodwill impairment test date from January 1 to October 1 to give us sufficient time to complete our assessment in conjunction with our year-end reporting. We performed an annual goodwill impairment test on January 1, 2017 and on October 1, 2017 . We test goodwill for impairment at the reporting unit level annually and more often if an event occurs or circumstances change that indicate the fair value of a reporting unit is below its carrying amount. We have the option of performing a qualitative assessment of impairment to determine whether any further quantitative testing for impairment is necessary. The option of whether or not to perform a qualitative assessment is made annually and may vary by reporting unit. Factors we consider in the qualitative assessment include general macroeconomic conditions, industry and market conditions, cost factors, overall financial performance of our reporting units, events or changes affecting the composition or carrying amount of the net assets of our reporting units, sustained decrease in our share price, and other relevant entity-specific events. If we elect to bypass the qualitative assessment or if we determine, on the basis of qualitative factors, that the fair value of the reporting unit is more likely than not less than the carrying amount, a quantitative test would be required. During the first quarter of 2017, we revised our reporting unit structure within our North America segment to reflect changes made in connection with the integration of Heartland Payment Systems, Inc. ("Heartland"). Under the revised reporting unit structure, we operate two reporting units in our North America segment: (i) Payments and (ii) Integrated Solutions and Vertical Markets. We reassigned the goodwill previously allocated to North America merchant services and Heartland to the two new reporting units using a relative fair value approach. As a result of the change in reporting units, we performed goodwill impairment tests immediately before and after this change in reporting units and determined that there was no impairment. Following the revision described above, we now have seven reporting units: North America Payments, North America Integrated Solutions and Vertical Markets, U.K. merchant services, Asia-Pacific merchant services, Central and Eastern Europe merchant services, Russia merchant services and Spain merchant services. As of October 1, 2017 , we elected to perform a qualitative assessment of impairment for each of our reporting units. We determined on the basis of qualitative factors that the fair value of each reporting unit was not more likely than not less than the respective carrying amount. We believe that the fair value of each of our reporting units is substantially in excess of its carrying amount. Other intangible assets — Other intangible assets include customer-related intangible assets (such as customer lists and merchant contracts), contract-based intangible assets (such as noncompete agreements, referral agreements and processing rights), acquired technologies, trademarks and trade names associated with acquisitions. These assets are amortized over their estimated useful lives. The useful lives for customer-related intangible assets are determined based primarily on forecasted cash flows, which include estimates for the revenues, expenses, and customer attrition associated with the assets. The useful lives of contract-based intangible assets are equal to the terms of the agreements. The useful lives of amortizable trademarks and trade names are based on our plans to use the trademarks and trade names in the applicable markets. Acquired technology is amortized on a straight-line basis over its estimated useful life. Amortization for most of our customer-related intangible assets is calculated using an accelerated method. In determining amortization expense under our accelerated method for any given period, we calculate the expected cash flows for that period that were used in determining the acquisition-date fair value of the asset and divide that amount by the expected total cash flows over the estimated life of the asset. We multiply that percentage by the initial carrying amount of the asset to arrive at the amortization expense for that period. If the cash flow patterns that we experience differ significantly from our initial estimates, we adjust the amortization schedule prospectively. These cash flow patterns are derived using certain assumptions and cost allocations due to a significant number of asset interdependencies that exist in our business. We believe that our accelerated method reflects the expected pattern of the benefit to be derived from the acquired customer relationships. We use the straight-line method of amortization for our contract-based intangibles, amortizable trademarks and trade names and acquired technologies. |
Impairment of long-lived assets | Impairment of long-lived assets — We regularly evaluate whether events and circumstances have occurred that indicate the carrying amount of property and equipment and finite-life intangible assets may not be recoverable. When factors indicate that these long-lived assets should be evaluated for possible impairment, we assess the potential impairment by determining whether the carrying amount of such long-lived assets will be recovered through the future undiscounted cash flows expected from use of the asset and its eventual disposition. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded. Fair values are determined based on quoted market prices or discounted cash flow analysis as applicable. We regularly evaluate whether events and circumstances have occurred that indicate the useful lives of property and equipment and finite-life intangible assets may warrant revision. |
Accrued buyout liability | Accrued buyout liability — Certain of our salespersons are paid residual commissions based on the profitability generated by certain merchants. We have the right, but not the obligation, to buy out some or all of these commissions and intend to do so periodically. Such purchases of the commissions are at a fixed multiple of the last 12 months' commissions. Because of our intent and ability to execute purchases of the residual commissions, and the mutual understanding between us and our salespersons, we have accounted for this deferred compensation arrangement pursuant to the substantive nature of the plan. We therefore record the amount that we would have to pay (the "settlement cost") to buy out non-servicing related commissions in their entirety from vested salespersons, and an estimated amount for unvested salespersons, based on their progress towards vesting and the expected percentage that will become vested. As noted above, as the liability increases over the first year of the related merchant contract, we record a related asset for currently vested salespersons. Subsequent changes in the estimated accrued buyout liability due to merchant attrition, same-store sales growth or contraction and changes in profitability are included in the selling, general and administrative expense in the consolidated statement of income. The accrued buyout liability is based on merchants under contract at the balance sheet date, the gross margin generated by those merchants over the prior 12 months, and the contractual buyout multiple. The liability related to a new merchant is therefore zero when the merchant is installed, and increases over the 12 months following the installation date. The same procedure is applied to unvested commissions over the expected vesting period, but is further adjusted to reflect our estimate of the percentage of unvested salespersons that will become vested. The classification of the accrued buyout liability between current and noncurrent on the consolidated balance sheet is based upon our estimate of the amount of the accrued buyout liability that we reasonably expect to pay over the next 12 months. |
Income taxes | Income taxes — Deferred income taxes are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax laws and rates. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Accounting Standards Codification ("ASC") Topic 740, "Income Taxes" ("ASC 740") requires companies to recognize the effect of tax law changes in the period of enactment. To address the application of GAAP in situations when a registrant does not have the necessary information available, prepared or analyzed in reasonable detail to complete the accounting for certain income tax effects of the U.S. Tax Cuts and Jobs Act of 2017 (the "2017 U.S. Tax Act"), which was enacted on December 22, 2017, the U.S. Securities and Exchange Commission (the "SEC") issued Staff Accounting Bulletin No. 118 ("SAB 118"), which provides guidance for registrants regarding the application of ASC Topic 740 in the reporting period that includes December 22, 2017 under three scenarios: • Measurement of certain income tax effects is complete . Registrants must reflect the tax effects of the 2017 U.S. Tax Act for which the accounting is complete. • Measurement of certain income tax effects can be reasonably estimated . Registrants must report provisional amounts for those specific income tax effects of the 2017 U.S. Tax Act for which the accounting is incomplete but a reasonable estimate can be determined. Provisional amounts or adjustments to provisional amounts identified in the measurement period, as defined, should be included as an adjustment to tax expense or benefit from continuing operations in the period the amounts are determined. • Measurement of certain income tax effects cannot be reasonably estimated . Registrants are not required to report provisional amounts for any specific income tax effects of the 2017 U.S. Tax Act for which a reasonable estimate cannot be determined, and would continue to apply ASC 740 based on the provisions of the tax laws that were in effect immediately prior to the enactment of the 2017 U.S. Tax Act. Registrants would report the provisional amounts of the tax effects of the 2017 U.S. Tax Act in the first reporting period in which a reasonable estimate can be determined. SAB 118 provides that the measurement period is complete when a company's accounting is complete and in no circumstances should the measurement period extend beyond one year from the enactment date. Due to the timing of enactment of this new tax legislation, certain details of the 2017 U.S. Tax Act were not fully understood or operationalized by the time we issued this Annual Report on Form 10-K. In February 2018, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2018-02 "Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. " ASU 2018-02. The amendments in this update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the 2017 U.S. Tax Act and require certain disclosures about stranded tax effects. This update is effective January 1, 2019, and we are still evaluating the effect of the update on our consolidated financial statements. Further guidance could be forthcoming from the FASB, the U.S. Treasury or the SEC that could give rise to further effects of the 2017 U.S. Tax Act on our consolidated financial statements in future periods. We periodically assess our tax exposures related to periods that are open to examination. Based on the latest available information, we evaluate our tax positions to determine whether the position will more likely than not be sustained upon examination by the U.S. Internal Revenue Service or other taxing authorities. If we cannot reach a more-likely-than-not determination, no benefit is recorded. If we determine that the tax position is more likely than not to be sustained, we record the largest amount of benefit that is more likely than not to be realized when the tax position is settled. We record interest and penalties related to unrecognized income tax benefits in interest and selling, general and administrative expenses, respectively, in our consolidated statements of income. |
Derivative instruments | Derivative instruments — We may use interest rate swaps or other derivative instruments to manage a portion of our exposure to the variability in interest rates. Our objective in managing our exposure to fluctuation in interest rates is to better control this element of cost and to mitigate the earnings and cash flow volatility associated with changes in applicable rates. We have established policies and procedures that encompass risk-management philosophy and objectives, guidelines for derivative instrument usage, counterparty credit approval, and the monitoring and reporting of derivative activity. We do not enter into derivative instruments for the purpose of speculation. We formally designate and document instruments at inception that qualify for hedge accounting of underlying exposures. When qualified for hedge accounting, these financial instruments are recognized at fair value in our consolidated balance sheets, and changes in fair value are recognized as a component of other comprehensive income and included in accumulated other comprehensive income within equity in our consolidated balance sheets. Cash flows resulting from settlements are presented as a component of cash flows from operating activities within our consolidated statements of cash flows. We formally assess, both at inception and at least quarterly, whether the financial instruments used in hedging transactions are effective at offsetting changes in cash flows of the related underlying exposure. Fluctuations in the value of these instruments generally are offset by changes in the cash flows of the underlying exposures being hedged. This offset is driven by the high degree of effectiveness between the exposure being hedged and the hedging instrument. We designated each of our interest rate swap agreements as a cash flow hedge of interest payments on variable rate borrowings. Any ineffective portion of a change in the fair value of a qualifying instrument would be immediately recognized in earnings. See "Note 7 — Long-Term Debt and Lines of Credit" for more information about our interest rate swaps. |
Fair value measurements | Fair value measurements — Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the reporting date. GAAP establishes a fair value hierarchy that categorizes the inputs to valuation techniques into three broad levels. Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Level 2 inputs are based on other observable market data, such as quoted prices for similar assets and liabilities, and inputs other than quoted prices that are observable such as interest rates and yield curves. Level 3 inputs are developed from unobservable data reflecting our assumptions and include situations where there is little or no market activity for the asset or liability. |
Fair value of financial instruments | Fair value of financial instruments — The carrying amounts of cash and cash equivalents, receivables, settlement lines of credit, accounts payable and accrued liabilities, approximate their fair value given the short-term nature of these items. Our long-term debt includes variable interest rates based on the London Interbank Offered Rate ("LIBOR") , the Federal Funds Effective Rate (as defined in the debt agreements) or the prime rate, plus a margin based on our leverage position. At December 31, 2017, the carrying amount of our long-term debt exclusive of debt issuance costs approximated fair value, which is calculated using Level 2 inputs. The fair values of our swap agreements 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, and classified within Level 2 of the valuation hierarchy. |
Foreign currencies | Foreign currencies — We have significant operations in a number of foreign subsidiaries whose functional currency is the local currency. The assets and liabilities of subsidiaries whose functional currency is a foreign currency are translated into the reporting currency at the period-end rate of exchange. Income statement items are translated at the weighted-average rates prevailing during the period. The resulting translation adjustment is recorded as a component of other comprehensive income and is included in accumulated comprehensive income within equity in our consolidated balance sheets. Gains and losses on transactions denominated in currencies other than the functional currency are generally included in determining net income for the period. For the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 , our transaction gains and losses were insignificant. Transaction gains and losses on intercompany balances of a long-term investment nature are recorded as a component of other comprehensive income and included in accumulated comprehensive income within equity in our consolidated balance sheets. |
Earnings per share | Earnings per share — Basic earnings per share ("EPS") 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 EPS 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 EPS. There were no stock options that would have an antidilutive effect on the computation of diluted EPS for the year ended December 31, 2017 , the 2016 fiscal transition period or for the years ended May 31, 2016 and 2015 . |
Repurchased shares | Repurchased shares — We account for the retirement of repurchased shares using the par value method under which the repurchase price is charged to paid-in capital up to the amount of the original issue proceeds of those shares. When the repurchase price is greater than the original issue proceeds, the excess is charged to retained earnings. We use a last-in, first-out cost flow assumption to identify the original issue proceeds of the shares repurchased. |
Reclassifications | Reclassifications — To conform to the presentation as of December 31, 2017 , we made a reclassification in the consolidated balance sheet as of December 31, 2016 to include $8.2 million of "claims receivable, net" within "prepaid expenses and other current assets." This reclassification had no effect on current assets or total assets as of December 31, 2016 . We also made a corresponding reclassification in the statements of cash flows for the 2016 fiscal transition period and for the years ended May 31, 2016 and 2015 to include changes in "claims receivable" of $16.6 million , $29.1 million and $9.3 million , respectively, within "prepaid expenses and other" among the changes in operating assets and liabilities. These reclassifications had no effect on net cash provided by operating activities for any period. |
Recently adopted and recently issued but not yet adopted accounting pronouncements | Recently Adopted Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ." The amendments in this update changed how companies account for certain aspects of share-based payments to employees. We adopted the various amendments in ASU 2016-09 in our consolidated financial statements effective January 1, 2017 with no material effect at the date of adoption. On a prospective basis, as required, we recognize the income tax effects of the excess benefits or deduction deficiencies of share-based awards in the statement of income when the awards vest or are settled. Previously, these amounts were recorded as an adjustment to additional paid-in capital. In addition, these excess tax benefits or deduction deficiencies from share-based compensation plans, which were previously presented as a financing activity in our consolidated statement of cash flows, are now presented as an operating activity using a retrospective transition method for all periods presented. Finally, we elected to account for forfeitures of share-based awards with service conditions as they occur, which had no material effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments ," which makes clarifications to how cash receipts and cash payments in certain transactions are presented and classified in the statement of cash flows. We adopted ASU 2016-15 on a retrospective basis effective January 1, 2017 with no effect on our consolidated statements of cash flows for any period presented. In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ." The ASU eliminates Step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, under the amendments in this ASU, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. We adopted ASU 2017-04 on a prospective basis effective January 1, 2017 with no effect on our consolidated financial statements. Recently Issued Pronouncements Not Yet Adopted ASC 606 - New Revenue Accounting Standard In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)." The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP and permits the use of either the retrospective or modified retrospective transition method. The update requires significant additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. ASU 2014-09, as amended by ASU 2015-14, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date," is effective for years beginning after December 15, 2017, including interim periods, with early adoption permitted for years beginning after December 15, 2016. Since the issuance of ASU 2014-09, the FASB has issued additional interpretive guidance, including new accounting standards updates, that clarifies certain points of the standard and modifies certain requirements. We have performed a review of the requirements of the new revenue standard and have monitored the activity of the FASB and the transition resource group as it relates to specific interpretive guidance. We established a cross-functional implementation team to assess the effects of the new revenue standard in a multi-phase approach. In the first phase, we analyzed customer contracts for our most significant contract categories, applied the five-step model of the new standard to each contract category and compared the results to our current accounting practices. In the second phase, we quantified the potential effects, assessed additional contract categories and principal agent considerations, revised accounting policies and considered the effects on related disclosures and/or internal control over financial reporting. The third phase, which will complete our adoption and implementation of the new revenue standard, includes activities such as implementing parallel accounting and reporting for areas affected by the new standard, quantifying the cumulative-effect adjustment (including tax effects), evaluating and testing modified and newly implemented internal controls and revising financial statement disclosures. The new standard will change the amount and timing of revenue and expenses to be recognized under certain of our arrangement types. In addition, it could increase the administrative burden on our operations to properly account for customer contracts and provide the more expansive required disclosures. More judgment and estimates will be required when applying the requirements of the new standard than are required under existing GAAP, such as identifying performance obligations in contracts, estimating the amount of variable consideration to include in transaction price, allocating transaction price to each separate performance obligation and estimating expected periods of benefit for certain costs. We expect the timing of revenue to be recognized under ASU 2014-09 for our most significant contract category, core payment services, will be similar to the timing of revenue recognized under our current accounting practices. However, under the new standard, we will reflect revenue net of certain fees that we pay to third parties, including payment network fees, that we currently recognize as a component of operating expense under existing standards. This change in presentation will have no effect on the reported amount of operating income. We will also capitalize additional costs to obtain contracts with customers, as well as certain implementation and set-up costs, and, in some cases, may be required to amortize these costs and costs that we currently capitalize (such as capitalized customer acquisition costs) over a longer period. Finally, the new standard requires additional disclosures regarding our revenues and related capitalized contract costs. We plan to adopt ASU 2014-09, as well as other clarifications and technical guidance issued by the FASB related to this new revenue standard, effective as of January 1, 2018 applying the modified retrospective transition method, which will result in an adjustment to equity for the cumulative-effect of applying the standard to active customer contracts for which certain performance obligations were not completed at the date of initial application. Under this transition method, we would not recast the prior financial statements presented, therefore the new standard requires us to provide additional disclosures of the amount by which each financial statement line item is affected in the current reporting period during 2018, as compared to the guidance that was in effect before the change, and an explanation of the reasons for significant changes, if any. Our preliminary estimate is that we will record a net increase to retained earnings of approximately $50 million as of January 1, 2018, primarily due to the requirement to utilize longer amortization periods for signing bonuses and other sales commissions that are capitalized in connection with obtaining customer contracts. Previously, we amortized these capitalized costs over the term of the related contract. Under ASU 2014-09, we now expect to amortize these capitalized costs over the expected period of benefit, which is generally longer. The expected increase in retained earnings also reflects the capitalization of sales commissions and certain implementation and setup costs for new customers that were not previously capitalized. The expected adjustment to retained earnings is net of the estimated effect of income taxes related to the adjustments described above. ASC 842 - New Lease Accounting Standard In February 2016, the FASB issued ASU 2016-02, "Leases." The amendments in this update require lessees to recognize, on the balance sheet, assets and liabilities for the rights and obligations created by leases. In addition, several new disclosures will be required. In September 2017, the FASB issued ASU 2017-13, "Revenue Recognition" (Topic 605), "Revenue from Contracts with Customers" (Topic 606), "Leases" (Topic 840) and "Leases" (Topic 842), which provides additional implementation guidance on the previously issued ASU 2016-02. Although early adoption is permitted, we expect to adopt ASU 2016-02 when it becomes effective for us on January 1, 2019. As written, the standard would require a modified retrospective transition under which lessees must recognize and measure leases at the beginning of the earliest period presented. The FASB is currently considering an option to allow these entities to choose that transition method or to recognize the effects of applying the new standard as a cumulative-effect adjustment to retained earnings as of the adoption date, which would not require a recast of comparative periods. We have not completed our evaluation of the effect of ASU 2016-02 or ASU 2017-13 on our consolidated financial statements; however, we expect to recognize right of use assets and liabilities for our operating leases in the balance sheet upon adoption. To evaluate the potential effects of this new accounting standard on our consolidated financial statements, we are currently gathering information about our existing leases, which primarily include real estate leases for office space throughout the various global markets in which we conduct business. We expect that we will have to implement new accounting processes and internal controls to meet the requirements for financial reporting and disclosures of our leases and are coordinating with various internal stakeholders to evaluate, design and implement these new processes and controls. We are also evaluating the process by which we will maintain the necessary information about our leases and make the required calculations to support the requirements of the new accounting standard. We further expect these evaluation and implementation activities will continue throughout most of 2018 prior to the effective date of adoption on January 1, 2019. Other Accounting Standards Updates In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities ." The ASU expands and refines hedge accounting for both nonfinancial and financial risk components and aligns the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. In addition, the amendments in this update modify disclosure requirements for presentation of hedging activities. Those modifications include a tabular disclosure related to the effect on the income statement of fair value and cash flow hedges and eliminate the requirement to disclose the ineffective portion of the change in fair value of hedging instruments, if any. We will adopt ASU 2017-12 effective January 1, 2018 with no expected effect on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business ." The ASU clarifies the definition of a business, which affects many areas of accounting including acquisitions, disposals, goodwill and consolidation. The new standard is intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses, with the expectation that fewer will qualify as acquisitions (or disposals) of businesses. The ASU became effective for us on January 1, 2018. These amendments will be applied prospectively from the date of adoption. The effect of ASU 2017-01 will be dependent upon the nature of future acquisitions or dispositions that we make, if any. In October 2016, the FASB issued ASU 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory ." The amendments in this update state that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory, such as intellectual property and property and equipment, when the transfer occurs. We will adopt ASU 2016-16 effective January 1, 2018 with no expected effect on our consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ." The amendments in this update change how companies measure and recognize credit impairment for many financial assets. The new expected credit loss model will require companies to immediately recognize an estimate of credit losses expected to occur over the remaining life of the financial assets (including trade receivables) that are in the scope of the update. The update also made amendments to the current impairment model for held-to-maturity and available-for-sale debt securities and certain guarantees. The guidance will become effective for us on January 1, 2020. Early adoption is permitted for periods beginning on or after January 1, 2019. We are evaluating the effect of ASU 2016-13 on our consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, "Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ." The amendments in this update address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The amendments in this update supersede the guidance to classify equity securities with readily determinable fair values into different categories (that is, trading or available-for-sale) and require equity securities (including other ownership interests, such as partnerships, unincorporated joint ventures and limited liability companies) to be measured at fair value with changes in the fair value recognized through earnings. Equity investments that are accounted for under the equity method of accounting or result in consolidation of an investee are not included within the scope of this update. The amendments allow equity investments that do not have readily determinable fair values to be remeasured at fair value either upon the occurrence of an observable price change or upon identification of an impairment. The amendments also require enhanced disclosures about those investments. We will adopt ASU 2016-01 effective January 1, 2018 with no expected effect on our consolidated financial statements. |
BASIS OF PRESENTATION AND SUM29
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Weighted Average Number of Shares | The following table sets forth the computation of the diluted weighted-average number of shares outstanding for all periods presented: Year Ended December 31, Seven Months Ended December 31, Years Ended May 31, 2017 2016 2016 2015 (in thousands) Basic weighted-average number of shares outstanding 154,652 153,342 132,284 134,072 Plus: Dilutive effect of stock options and other share-based awards 876 889 883 850 Diluted weighted-average number of shares outstanding 155,528 154,231 133,167 134,922 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
ACTIVE Network | |
Business Acquisition [Line Items] | |
Schedule of Disclosure of Business Combination | The following table summarizes the cash and non-cash components of the consideration transferred on September 1, 2017 (in thousands): Cash consideration paid to ACTIVE Network stockholders $ 599,497 Fair value of Global Payments common stock issued to ACTIVE Network stockholders 572,079 Total purchase consideration $ 1,171,576 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed provisionally determined as of September 30, 2017 and as subsequently revised for measurement-period adjustments, including a reconciliation to the total purchase consideration, are as follows: Provisional at September 30, 2017 Measurement- Period Adjustments Provisional at December 31, 2017 (in thousands) Cash and cash equivalents $ 42,866 $ 47 $ 42,913 Property and equipment 22,889 (904 ) 21,985 Identified intangible assets 471,120 (60,575 ) 410,545 Other assets 80,485 6,755 87,240 Deferred income taxes (26,757 ) (4,886 ) (31,643 ) Other liabilities (123,047 ) (21,085 ) (144,132 ) Total identifiable net assets 467,556 (80,648 ) 386,908 Goodwill 704,020 80,648 784,668 Total purchase consideration $ 1,171,576 $ — $ 1,171,576 The following reflects the provisional estimated fair values of the identified intangible assets and the respective weighted-average estimated amortization periods: Provisional Estimated Fair Values Weighted-Average Estimated Amortization Periods (in thousands) (years) Customer-related intangible assets $ 189,000 17 Acquired technology 153,300 9 Trademarks and trade names 59,400 15 Covenants-not-to-compete 8,845 3 Total estimated acquired intangible assets $ 410,545 13 |
Heartland Payment Systems, Inc | |
Business Acquisition [Line Items] | |
Schedule of Disclosure of Business Combination | The following table summarizes the cash and non-cash components of the consideration transferred on April 22, 2016 (in thousands): Cash consideration paid to Heartland stockholders $ 2,043,362 Fair value of Global Payments common stock issued to Heartland stockholders 1,879,458 Total purchase consideration $ 3,922,820 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following reflects the estimated fair values of the identified intangible assets and the respective weighted-average estimated amortization periods: Estimated Fair Values Weighted-Average Estimated Amortization Periods (in thousands) (years) Customer-related intangible assets $ 977,400 15 Acquired technology 457,000 5 Trademarks and trade names 176,000 7 Covenants-not-to-compete 28,640 1 Total estimated acquired intangible assets $ 1,639,040 11 This transaction was accounted for as a business combination, which requires that we record the assets acquired and liabilities assumed at fair value as of the acquisition date. The estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed provisionally determined as of December 31, 2016 and as subsequently revised for measurement-period adjustments, including a reconciliation to the total purchase consideration, are as follows: Provisional at December 31, 2016 Measurement- Period Adjustments Final (in thousands) Cash and cash equivalents $ 304,747 $ — $ 304,747 Accounts receivable 70,385 — 70,385 Prepaid expenses and other assets 103,090 (5,131 ) 97,959 Identified intangible assets 1,639,040 — 1,639,040 Property and equipment 106,583 — 106,583 Debt (437,933 ) — (437,933 ) Accounts payable and accrued liabilities (457,763 ) (65 ) (457,828 ) Settlement processing obligations (36,578 ) (3,727 ) (40,305 ) Deferred income taxes (518,794 ) 18,907 (499,887 ) Other liabilities (64,938 ) (33,495 ) (98,433 ) Total identifiable net assets 707,839 (23,511 ) 684,328 Goodwill 3,214,981 23,511 3,238,492 Total purchase consideration $ 3,922,820 $ — $ 3,922,820 |
FIS Gaming Business | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed, including a reconciliation to the total purchase consideration, are as follows (in thousands): Customer-related intangible assets $ 143,400 Liabilities (150 ) Total identifiable net assets 143,250 Goodwill 94,250 Total purchase consideration $ 237,500 |
Realex Payments | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The estimated acquisition date fair values of the assets acquired, liabilities assumed and the noncontrolling interest, including a reconciliation to the total purchase consideration, are as follows (in thousands): 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 |
Ezidebit | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed, including a reconciliation to the total purchase consideration, are as follows (in thousands): Cash $ 45,826 Customer-related intangible assets 42,721 Acquired technology 27,954 Trade name 2,901 Other assets 2,337 Deferred income tax assets (liabilities) (9,788 ) Other liabilities (49,797 ) Total identifiable net assets 62,154 Goodwill 203,828 Total purchase consideration $ 265,982 |
SETTLEMENT PROCESSING ASSETS 31
SETTLEMENT PROCESSING ASSETS AND OBLIGATIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Offsetting [Abstract] | |
Schedule of Offsetting Assets | As of December 31, 2017 and 2016 settlement processing assets and obligations consisted of the following: 2017 2016 (in thousands) Settlement processing assets: Interchange reimbursement $ 304,964 $ 150,612 Receivable from Members 104,339 71,590 Receivable from networks 2,055,390 1,325,029 Exception items 7,867 6,450 Merchant Reserves (13,268 ) (6,827 ) $ 2,459,292 $ 1,546,854 Settlement processing liabilities: Interchange reimbursement $ 72,053 $ 199,202 Liability to Members (20,369 ) (177,979 ) Liability to merchants (1,961,107 ) (1,358,271 ) Exception items 6,863 21,194 Merchant Reserves (133,907 ) (158,419 ) Reserve for operating losses and sales allowances (4,042 ) (2,939 ) $ (2,040,509 ) $ (1,477,212 ) |
Schedule of Offsetting Liabilities | As of December 31, 2017 and 2016 settlement processing assets and obligations consisted of the following: 2017 2016 (in thousands) Settlement processing assets: Interchange reimbursement $ 304,964 $ 150,612 Receivable from Members 104,339 71,590 Receivable from networks 2,055,390 1,325,029 Exception items 7,867 6,450 Merchant Reserves (13,268 ) (6,827 ) $ 2,459,292 $ 1,546,854 Settlement processing liabilities: Interchange reimbursement $ 72,053 $ 199,202 Liability to Members (20,369 ) (177,979 ) Liability to merchants (1,961,107 ) (1,358,271 ) Exception items 6,863 21,194 Merchant Reserves (133,907 ) (158,419 ) Reserve for operating losses and sales allowances (4,042 ) (2,939 ) $ (2,040,509 ) $ (1,477,212 ) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | As of December 31, 2017 and 2016, property and equipment consisted of the following: Range of Depreciable Lives (Years) 2017 2016 (in thousands) Land N/A $ 2,742 $ 6,159 Buildings 25-30 29,309 61,135 Equipment 2-20 280,774 224,460 Software 2-10 411,975 319,214 Leasehold improvements 3-15 63,154 40,158 Furniture and fixtures 3-7 24,054 15,913 812,008 667,039 Less accumulated depreciation and amortization (314,336 ) (226,570 ) Work-in-progress 90,676 85,901 $ 588,348 $ 526,370 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets | As of December 31, 2017 and 2016, goodwill and other intangible assets consisted of the following: 2017 2016 (in thousands) Goodwill $ 5,703,992 $ 4,807,594 Other intangible assets: Customer-related intangible assets $ 2,078,891 $ 1,864,731 Acquired technologies 722,466 547,151 Trademarks and trade names 247,688 188,311 Contract-based intangible assets 171,522 157,882 3,220,567 2,758,075 Less accumulated amortization: Customer-related intangible assets 685,869 487,729 Acquired technologies 210,063 89,633 Trademarks and trade names 50,849 24,142 Contract-based intangible assets 92,079 71,279 1,038,860 672,783 $ 2,181,707 $ 2,085,292 |
Schedule of Goodwill | The following table sets forth the changes in the carrying amount of goodwill for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015: North America Europe Asia-Pacific Total (in thousands) Balance at May 31, 2015 $ 779,734 $ 485,921 $ 226,178 $ 1,491,833 Goodwill acquired 3,318,768 — 53,402 3,372,170 Effect of foreign currency translation (3,872 ) (13,737 ) (15,397 ) (33,006 ) Measurement-period adjustments (8,200 ) (411 ) 7,019 (1,592 ) Balance at May 31, 2016 4,086,430 471,773 271,202 4,829,405 Goodwill acquired — 28,820 — 28,820 Effect of foreign currency translation (1,911 ) (45,265 ) (2,160 ) (49,336 ) Measurement-period adjustments (1,267 ) (28 ) — (1,295 ) Balance at December 31, 2016 4,083,252 455,300 269,042 4,807,594 Goodwill acquired 784,668 — — 784,668 Effect of foreign currency translation 5,060 57,838 18,291 81,189 Measurement-period adjustments 23,511 — 7,030 30,541 Balance at December 31, 2017 $ 4,896,491 $ 513,138 $ 294,363 $ 5,703,992 |
Schedule of Expected Amortization Expense | The estimated amortization expense of acquired intangibles as of December 31, 2017 for the next five years, calculated using the currency exchange rate at the date of acquisition, if applicable, is as follows (in thousands): 2018 $ 345,351 2019 323,457 2020 298,135 2021 216,758 2022 177,891 |
LONG-TERM DEBT AND LINES OF C34
LONG-TERM DEBT AND LINES OF CREDIT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | As of December 31, 2017 and 2016, long-term debt consisted of the following: 2017 2016 (in thousands) Credit Facility: Term loans (face amounts of $3,932,677 and $3,728,857 at December 31, 2017 and 2016, respectively, less unamortized debt issuance costs of $37,961 and $46,282 at December 31, 2017 and 2016, respectively) $ 3,894,716 $ 3,682,575 Revolving Credit Facility 765,000 756,000 Capital lease obligations — 37 Total long-term debt 4,659,716 4,438,612 Less current portion of Credit Facility (face amounts of $108,979 and $187,274 at December 31, 2017 and 2016, respectively, less unamortized debt issuance costs of $8,671 and $9,526 at December 31, 2017 and 2016, respectively) and current portion of capital lease obligations of $37 at December 31, 2016 100,308 177,785 Long-term debt, excluding current portion $ 4,559,408 $ 4,260,827 |
Schedule of Maturities of Long-Term Debt | Maturity requirements on long-term debt as of December 31, 2017 by year are as follows (in thousands): Years ending December 31, 2018 $ 108,979 2019 141,912 2020 161,144 2021 180,376 2022 3,021,391 2023 and thereafter 1,083,875 Total $ 4,697,677 |
Schedule of Derivative Instruments | The table below presents the fair values of our derivative financial instruments designated as cash flow hedges included in the consolidated balance sheets: Weighted-Average Fixed Rate of Interest at Range of Maturity Dates at December 31, Derivative Financial Instruments Balance Sheet Location December 31, 2017 December 31, 2017 2017 2016 (in thousands) Interest rate swaps (Notional of $1,300 and $250 million at December 31, 2017 and 2016, respectively) Other noncurrent assets 1.59% February 28, 2019 - March 31, 2021 $ 9,202 $ 2,147 Interest rate swaps (Notional of $0 million and $750 million at December 31, 2017 and 2016, respectively) Accounts payable and accrued liabilities NA NA $ — $ 3,175 |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The table below presents the effects of our interest rate swaps on the consolidated statements of income and comprehensive income for the periods presented: Year Ended December 31, Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Amount of net unrealized gain (loss) recognized in other comprehensive income $ 4,549 $ 5,532 $ (12,859 ) $ (10,116 ) Amount of net losses reclassified out of other comprehensive income to interest expense $ 5,673 $ 4,222 $ 8,240 $ 3,958 |
ACCOUNTS PAYABLE AND ACCRUED 35
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | As of December 31, 2017 and 2016, accounts payable and accrued liabilities consisted of the following: 2017 2016 (in thousands) Customer deposits $ 397,085 $ 303,353 Compensation and benefits 102,187 94,190 Unearned revenue 101,029 69,437 Payment network fees 97,304 87,591 Trade accounts payable 47,391 28,178 Commissions payable to third parties 35,855 39,370 Income taxes payable (1) 35,405 16,810 Unclaimed property 26,468 15,156 Third-party processing fees 24,267 24,971 Current portion of accrued buyout liability (2) 20,739 19,392 Other 151,877 106,439 $ 1,039,607 $ 804,887 (1) The 2017 U.S. Tax Act creates a territorial tax system (with a one-time mandatory "transition" tax on previously deferred foreign earnings), effective January 1, 2018. The transition tax on those deemed repatriated earnings may be paid over eight years. We recorded income taxes payable of $63.7 million on previously deferred foreign earnings, of which $55.7 million is included in other noncurrent liabilities on the consolidated balance sheet as of December 31, 2017 since those payments are not due within the next 12 months. (2) The noncurrent portion of accrued buyout liability of $64.1 million and $58.6 million is included in other noncurrent liabilities on the consolidated balance sheets as of December 31, 2017 and 2016, respectively. |
INCOME TAX (Tables)
INCOME TAX (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The income tax provision (benefit) for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 consisted of the following: Year Ended December 31, Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Current income tax provision (benefit): Federal $ 79,903 $ 22,859 $ 26,493 $ 25,022 State 3,468 3,443 5,454 3,905 Foreign 67,851 42,681 56,689 (10,346 ) 151,222 68,983 88,636 18,581 Deferred income tax provision (benefit): Federal (266,869 ) (36,447 ) (18,205 ) 14,822 State 9,678 (1,842 ) (3,620 ) 3,606 Foreign 4,582 4,967 3,884 70,986 (252,609 ) (33,322 ) (17,941 ) 89,414 $ (101,387 ) $ 35,661 $ 70,695 $ 107,995 |
Schedule of Income before Income Tax, Domestic and Foreign | The following presents income (loss) before income taxes for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 : Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) United States $ 29,692 $ (55,279 ) $ 59,876 $ 135,901 Foreign 362,991 228,623 301,036 281,209 $ 392,683 $ 173,344 $ 360,912 $ 417,110 |
Schedule of Effective Income Tax Rate Reconciliation | Our effective tax rates for periods presented differ from the federal statutory rate for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 as follows: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 Federal U.S. statutory rate 35.0 % 35.0 % 35.0 % 35.0 % State income taxes, net of federal income tax benefit 1.9 0.6 0.4 1.1 Federal U.S. transition tax 16.2 — — — Federal U.S. rate reduction (55.6 ) — — — Foreign income taxes (primarily U.K.) (12.0 ) (12.6 ) (10.1 ) (8.5 ) Foreign interest income not subject to tax (2.2 ) (2.3 ) (2.6 ) (1.8 ) Taxes on unremitted earnings — — (3.5 ) — Share-based compensation expense (4.2 ) — — — Valuation allowance (3.2 ) — — — Other (1.7 ) (0.1 ) 0.4 1.0 Effective tax rate attributable to Global Payments (25.8 ) 20.6 19.6 26.8 Effective tax rate allocated to noncontrolling interests — — — (0.9 ) Effective tax rate (25.8 )% 20.6 % 19.6 % 25.9 % |
Schedule of Deferred Tax Assets and Liabilities | As of December 31, 2017 and 2016, principal components of deferred tax items were as follows: 2017 2016 (in thousands) Deferred income tax assets: Basis difference - U.K. business $ 8,961 $ 11,145 Domestic net operating loss carryforwards 17,228 12,723 Foreign income tax credit carryforwards — 7,140 Foreign net operating loss carryforwards 3,819 2,559 Share-based compensation expense 7,856 11,656 Accrued expenses 34,582 54,030 Other 18,502 9,101 90,948 108,354 Less valuation allowance (16,550 ) (16,611 ) 74,398 91,743 Deferred tax liabilities: Acquired intangibles 410,563 663,922 Property and equipment 77,481 86,548 Other 10,087 1,956 498,131 752,426 Net deferred income tax liability $ (423,733 ) $ (660,683 ) The net deferred income taxes reflected on our consolidated balance sheets as of December 31, 2017 and 2016 are as follows: 2017 2016 (in thousands) Noncurrent deferred income tax asset $ 13,146 $ 15,789 Noncurrent deferred income tax liability (436,879 ) (676,472 ) $ (423,733 ) $ (660,683 ) |
Summary of Valuation Allowance | Changes to our valuation allowance during the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 are summarized below (in thousands): Balance at May 31, 2014 $ (7,199 ) Utilization of foreign net operating loss carryforwards 3,387 Other (11 ) Balance at May 31, 2015 (3,823 ) Allowance for foreign income tax credit carryforward (7,140 ) Allowance for domestic net operating loss carryforwards (4,474 ) Allowance for domestic net unrealized capital loss (1,526 ) Release of allowance of domestic capital loss carryforward 1,746 Other 98 Balance at May 31, 2016 (15,119 ) Allowance for domestic net operating loss carryforwards (1,504 ) Release of allowance of domestic net unrealized capital loss 12 Balance at December 31, 2016 (16,611 ) Allowance for foreign net operating loss carryforwards (6,469 ) Allowance for domestic net operating loss carryforwards (3,793 ) Allowance for state credit carryforwards (685 ) Rate change on domestic net operating loss and capital loss carryforwards 3,868 Utilization of foreign income tax credit carryforward 7,140 Balance at December 31, 2017 $ (16,550 ) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amounts of unrecognized income tax benefits, excluding penalties and interest, for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 is as follows: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Balance at the beginning of the year $ 17,916 $ 7,803 $ 2,559 $ 67,576 Additions based on income tax positions related to the current year 7,537 4,626 287 6,311 Additions related to acquisition 13,061 6,149 6,151 — Additions for income tax positions of prior years 411 247 753 512 Effect of foreign currency fluctuations on income tax positions 27 (3 ) 2 (5,713 ) Reductions for income tax positions of prior years (7,285 ) (906 ) (123 ) (32 ) Settlements with income tax authorities (449 ) — (1,826 ) (504 ) Changes in judgment regarding tax position — — — (65,591 ) Balance at the end of the year $ 31,218 $ 17,916 $ 7,803 $ 2,559 |
SHARE-BASED AWARDS AND OPTIONS
SHARE-BASED AWARDS AND OPTIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Compensation Cost , Allocation of Share-based Compensation Costs by Plan | The following table summarizes share-based compensation expense and the related income tax benefit recognized for our share-based awards and stock options: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Share-based compensation expense $ 39,095 $ 18,707 $ 30,809 $ 21,056 Income tax benefit $ 13,849 $ 6,582 $ 9,879 $ 6,907 |
Schedule of Changes in Non-Vested Restricted Stock Awards Activity | The following table summarizes the changes in unvested restricted stock and performance awards for the year ended December 31, 2017 , the 2016 fiscal transition period and for the years ended May 31, 2016 and 2015 : Shares Weighted-Average (in thousands) Unvested at May 31, 2014 1,754 $ 22.72 Granted 954 36.21 Vested (648 ) 23.17 Forfeited (212 ) 27.03 Unvested at May 31, 2015 1,848 28.97 Granted 461 57.04 Vested (633 ) 27.55 Forfeited (70 ) 34.69 Unvested at May 31, 2016 1,606 37.25 Granted 348 74.26 Vested (639 ) 31.38 Forfeited (52 ) 45.27 Unvested at December 31, 2016 1,263 49.55 Granted 899 79.79 Vested (858 ) 39.26 Forfeited (78 ) 59.56 Unvested at December 31, 2017 1,226 $ 78.29 |
Schedule of Share-based Compensation, Stock Options, Activity | The following summarizes changes in stock option activity for the year ended December 31, 2017 , the 2016 fiscal transition period and the years ended May 31, 2016 and 2015 : Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) (years) (in millions) Outstanding at May 31, 2014 1,532 $ 20.36 3.8 $ 21.3 Granted 306 35.78 Forfeited (48 ) 27.42 Exercised (896 ) 20.15 16.6 Outstanding at May 31, 2015 894 25.47 5.2 23.9 Granted 145 55.92 Forfeited (8 ) 16.10 Exercised (220 ) 22.46 9.4 Outstanding at May 31, 2016 811 31.81 5.8 36.8 Granted 73 74.66 Forfeited (1 ) 22.93 Exercised (124 ) 22.26 6.5 Outstanding at December 31, 2016 759 37.51 6.0 24.5 Granted 124 79.45 Forfeited — — Exercised (160 ) 23.50 10.1 Outstanding at December 31, 2017 723 $ 47.79 6.4 $ 37.9 Options vested and exercisable at December 31, 2017 502 $ 36.60 5.4 $ 31.9 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Fair value was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 Risk-free interest rate 1.99 % 1.05 % 1.62 % 1.57 % Expected volatility 30.00 % 31.58 % 28.65 % 23.65 % Dividend yield 0.06 % 0.06 % 0.10 % 0.13 % Expected term (years) 5 5 5 5 |
SUPPLEMENTAL CASH FLOW INFORM38
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | Supplemental cash flow disclosures for the periods presented are as follows: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Income taxes paid (refunded), net $ 97,002 $ (3,680 ) $ 89,684 $ 66,726 Interest paid $ 154,200 $ 93,624 $ 58,730 $ 36,537 |
NONCONTROLLING INTERESTS (Table
NONCONTROLLING INTERESTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Schedule of Net Income Reconciliation | The following table is the reconciliation of net income attributable to noncontrolling interests to comprehensive income attributable to noncontrolling interests for the periods presented: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Net income attributable to noncontrolling interests $ 25,645 $ 12,752 $ 18,551 $ 31,075 Foreign currency translation attributable to noncontrolling interests 13,807 (8,417 ) 471 (28,597 ) Comprehensive income attributable to noncontrolling interests $ 39,452 $ 4,335 $ 19,022 $ 2,478 |
ACCUMULATED OTHER COMPREHENSI40
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
AOCI Including Portion Attributable to Noncontrolling Interest [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The changes in the accumulated balances for each component of other comprehensive income (loss), net of tax, were as follows for the periods presented: Foreign Currency Translation Unrealized Losses on Hedging Activities Other Accumulated Other Comprehensive Loss (in thousands) Balance at May 31, 2014 $ 1,583 $ — $ (3,359 ) $ (1,776 ) Other comprehensive loss, net of tax (179,892 ) (3,874 ) (450 ) (184,216 ) Balance at May 31, 2015 (178,309 ) (3,874 ) (3,809 ) (185,992 ) Other comprehensive loss, net of tax (56,329 ) (2,881 ) (848 ) (60,058 ) Balance at May 31, 2016 (234,638 ) (6,755 ) (4,657 ) (246,050 ) Other comprehensive income (loss), net of tax (83,812 ) 6,115 1,030 (76,667 ) Balances at December 31, 2016 (318,450 ) (640 ) (3,627 ) (322,717 ) Other comprehensive income (loss), net of tax 132,594 7,639 (660 ) 139,573 Balances at December 31, 2017 $ (185,856 ) $ 6,999 $ (4,287 ) $ (183,144 ) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, By Segment | Information on segments and reconciliations to consolidated revenues and consolidated operating income are as follows for the periods presented: Year Ended Seven Months Ended December 31, Year Ended May 31, 2017 2016 2016 2015 (in thousands) Revenues (1) : North America $ 2,929,522 $ 1,650,616 $ 2,052,623 $ 1,968,890 Europe 767,524 403,823 631,900 615,966 Asia-Pacific 278,117 148,457 213,627 188,862 Consolidated revenues $ 3,975,163 $ 2,202,896 $ 2,898,150 $ 2,773,718 Operating income (loss) (1) : North America $ 457,009 $ 233,850 $ 307,626 $ 293,139 Europe 272,769 145,767 244,837 240,014 Asia-Pacific 81,273 37,530 50,743 39,697 Corporate (2) (252,183 ) (179,196 ) (178,262 ) (116,253 ) Consolidated operating income $ 558,868 $ 237,951 $ 424,944 $ 456,597 Depreciation and amortization (1) : North America $ 379,953 $ 208,198 $ 128,618 $ 81,051 Europe 46,928 26,178 40,194 39,910 Asia-Pacific 16,466 10,385 13,935 9,973 Corporate 7,804 2,810 5,134 6,571 Consolidated depreciation and amortization $ 451,151 $ 247,571 $ 187,881 $ 137,505 (1) Revenues, operating income and depreciation and amortization reflect the effect of acquired businesses from the respective dates of acquisition. For further discussion, see "Note 2 — Acquisitions." (2) During the year ended December 31, 2017 , the seven months ended December 31, 2016 and the year ended May 31, 2016 , operating loss for Corporate included acquisition and integration expenses of $94.6 million , $91.6 million and $51.3 million , respectively. |
Schedule of Breakdown of Long-Lived Assets by Geographic Regions | Long-lived assets, excluding goodwill and other intangible assets, by location as of December 31, 2017 and 2016 were as follows: 2017 2016 (in thousands) United States $ 451,436 $ 413,499 Foreign countries 136,912 112,871 $ 588,348 $ 526,370 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for All Noncancelable Leases | Future minimum payments at December 31, 2017 for noncancelable operating leases and purchase obligations were as follows: Operating Leases Purchase Obligations (in thousands) Years ending December 31: 2018 $ 41,542 $ 70,663 2019 35,916 58,494 2020 28,149 51,850 2021 25,436 42,699 2022 23,946 13,734 Thereafter 179,295 31,511 Total future minimum payments $ 334,284 $ 268,951 |
COMPARATIVE DATA FOR THE YEAR43
COMPARATIVE DATA FOR THE YEAR ENDED DECEMBER 31, 2016 AND THE SEVEN MONTHS ENDED DECEMBER 31, 2015 (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Statement [Abstract] | |
Schedule of Comparative Data | The condensed consolidated statement of income for the year ended December 31, 2016 and the seven months ended December 31, 2015 is as follows (in thousands, except per share data): Year Ended December 31, Seven Months Ended December 31, 2016 2015 Revenues $ 3,370,976 $ 1,730,070 Operating expenses: Cost of service 1,603,532 638,700 Selling, general and administrative 1,411,096 784,823 3,014,628 1,423,523 Operating income 356,348 306,547 Interest and other income 46,780 2,886 Interest and other expense (146,156 ) (32,149 ) (99,376 ) (29,263 ) Income before income taxes 256,972 277,284 Provision for income taxes (36,267 ) (70,089 ) Net income 220,705 207,195 Less: Net income attributable to noncontrolling interests (18,952 ) (12,351 ) Net income attributable to Global Payments $ 201,753 $ 194,844 Earnings per share attributable to Global Payments: Basic earnings per share $ 1.38 $ 1.50 Diluted earnings per share $ 1.37 $ 1.49 |
QUARTERLY CONSOLIDATED FINANC44
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Summarized quarterly results for the years ended December 31, 2017 and 2016 are as follows (in thousands, except per share data): Quarter Ended March 31, 2017 June 30, 2017 September 30, 2017 December 31, 2017 Year Ended December 31, 2017 Revenues $ 919,762 $ 962,240 $ 1,038,907 $ 1,054,253 Operating income 104,970 131,852 172,471 149,575 Net income 52,959 72,443 118,362 250,305 Net income attributable to Global Payments 48,813 66,909 110,740 241,962 Basic earnings per share attributable to Global Payments 0.32 0.44 0.72 1.52 Diluted earnings per share attributable to Global Payments 0.32 0.44 0.71 1.51 Quarter Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Year Ended December 31, 2016 Revenues $ 626,259 $ 842,644 $ 951,885 $ 950,187 Operating income 94,573 61,161 120,389 80,226 Net income 63,447 67,133 62,224 27,902 Net income attributable to Global Payments 59,911 62,233 55,510 24,101 Basic earnings per share attributable to Global Payments 0.46 0.42 0.36 0.16 Diluted earnings per share attributable to Global Payments 0.46 0.42 0.36 0.16 |
BASIS OF PRESENTATION AND SUM45
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Business, Consolidation and Presentation (Details) | 12 Months Ended |
Dec. 31, 2017segmentCountry | |
Accounting Policies [Abstract] | |
Number of countries | Country | 30 |
Number of reportable segments | segment | 3 |
BASIS OF PRESENTATION AND SUM46
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reserve for Operating Losses (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | May 31, 2014 | |
Allowance For Uncollectible Customer's Liability - Merchant Card Processing Services | |||||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||||
Valuation and allowance charges | $ 4,629 | $ 14,893 | $ 3,729 | $ 4,928 | |
Valuation and allowance reserve | 2,279 | 3,460 | 2,460 | 1,286 | $ 1,724 |
Reserve for Operating Losses-Check Guarantee Processing | |||||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||||
Valuation and allowance charges | 15,204 | 28,064 | 22,827 | 9,578 | |
Valuation and allowance reserve | $ 5,786 | $ 5,738 | $ 4,868 | $ 2,684 | $ 2,998 |
BASIS OF PRESENTATION AND SUM47
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) - Software | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 2 years | 2 years | 2 years | 2 years |
Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 10 years | 10 years | 10 years | 10 years |
BASIS OF PRESENTATION AND SUM48
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Other Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2017segment | |
Accounting Policies [Abstract] | |
Number of reporting units | 7 |
BASIS OF PRESENTATION AND SUM49
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accrued Buyout Liability (Details) | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Accounting Policies [Abstract] | |
Fixed multiple period for buy out of sales commissions | 12 months |
Determination of accrued buyout liability, gross margin for prior period | 12 months |
Liability related to new merchant | $ 0 |
Period of accrued buyout liability increases for new merchants | 12 months |
BASIS OF PRESENTATION AND SUM50
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2017USD ($) | |
Accounting Policies [Abstract] | |
Provisional income tax benefit related to 2017 US Tax Reform Act | $ 158.7 |
BASIS OF PRESENTATION AND SUM51
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Earnings Per Share (Details) - shares | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Accounting Policies [Abstract] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 0 | 0 |
Basic weighted-average number of shares outstanding (in shares) | 153,342,000 | 154,652,000 | 132,284,000 | 134,072,000 |
Plus: Dilutive effect of stock options and other share-based awards (in shares) | 889,000 | 876,000 | 883,000 | 850,000 |
Diluted weighted-average number of shares outstanding (in shares) | 154,231,000 | 155,528,000 | 133,167,000 | 134,922,000 |
BASIS OF PRESENTATION AND SUM52
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reclassifications (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Prepaid expenses and other current assets | $ 131,341 | $ 206,545 | ||
Increase (decrease) in prepaid expenses and other assets | (13,997) | 46,439 | $ 52,254 | $ (5,426) |
Other, net | 32,718 | 44,070 | 15,370 | 8,249 |
Net proceeds from sales of property and equipment | 0 | $ 37,565 | 0 | 10,597 |
Restatement Adjustment | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Prepaid expenses and other current assets | 8,200 | |||
Increase (decrease) in prepaid expenses and other assets | $ 16,600 | $ 29,100 | $ 9,300 |
BASIS OF PRESENTATION AND SUM53
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Issued Pronouncements Not Yet Adopted (Details) $ in Millions | Jan. 01, 2018USD ($) |
Forecast | Accounting Standards Update 2014-09 | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |
Cumulative effect of change on equity | $ 50 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) $ / shares in Units, $ in Thousands, € in Millions, AUD in Millions | Sep. 01, 2017USD ($)shares | Apr. 22, 2016USD ($)$ / sharesshares | Oct. 05, 2015USD ($) | Oct. 05, 2015EUR (€) | Jun. 01, 2015USD ($)location | Mar. 25, 2015USD ($) | Mar. 25, 2015EUR (€) | Oct. 10, 2014USD ($) | Oct. 10, 2014AUD | May 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | May 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||||||||||||
Goodwill acquired | $ 28,820 | $ 784,668 | $ 3,372,170 | |||||||||||
ACTIVE Network | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire business, gross | $ 599,497 | |||||||||||||
Equity interest issued (shares) | shares | 6,357,509 | |||||||||||||
Goodwill acquired | 784,668 | |||||||||||||
Deductible amount of goodwill (as a percent) | 80.00% | |||||||||||||
Total purchase consideration | $ 1,171,576 | $ 1,171,576 | ||||||||||||
Heartland Payment Systems, Inc | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire business, gross | $ 2,043,362 | |||||||||||||
Goodwill acquired | $ 3,238,492 | |||||||||||||
Total purchase consideration | $ 3,922,820 | $ 37,500 | 3,922,820 | |||||||||||
Equity interest of acquiree outstanding (in shares) | shares | 38,400,000 | |||||||||||||
Exchange ratio per share | shares | 0.6687 | |||||||||||||
Share price (USD per share) | $ / shares | $ 73.29 | |||||||||||||
Business acquisition, transaction costs | $ 24,700 | $ 24,700 | ||||||||||||
Realex Payments | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Percentage of voting interests acquired | 95.00% | 95.00% | ||||||||||||
Cumulative percentage ownership after all transactions | 100.00% | 100.00% | ||||||||||||
Ezidebit | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire business, gross | $ 266,000 | AUD 302.6 | ||||||||||||
Percentage of voting interests acquired | 100.00% | 100.00% | ||||||||||||
FIS Gaming Business | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire business, gross | $ 237,500 | |||||||||||||
Number of locations | location | 260 | |||||||||||||
Customer-related intangible assets | Realex Payments | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 16 years | 16 years | ||||||||||||
Customer-related intangible assets | Ezidebit | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 15 years | 15 years | ||||||||||||
Customer-related intangible assets | FIS Gaming Business | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 15 years | |||||||||||||
Acquired technology | Realex Payments | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 10 years | 10 years | ||||||||||||
Acquired technology | Ezidebit | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 15 years | 15 years | ||||||||||||
Trade name | Realex Payments | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 7 years | 7 years | ||||||||||||
Trade name | Ezidebit | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 5 years | 5 years | ||||||||||||
Euro Member Countries, Euro | Realex Payments | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire business, gross | € | € 6.7 | € 110.2 | ||||||||||||
United States of America, Dollars | Realex Payments | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire business, gross | $ 7,500 | $ 118,900 |
ACQUISITIONS - Components of Co
ACQUISITIONS - Components of Consideration Transferred (Details) € in Millions, AUD in Millions | Sep. 01, 2017USD ($) | Apr. 22, 2016USD ($) | Oct. 05, 2015USD ($) | Oct. 05, 2015EUR (€) | Mar. 25, 2015USD ($) | Mar. 25, 2015EUR (€) | Oct. 10, 2014USD ($) | Oct. 10, 2014AUD | May 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jun. 21, 2016USD ($) |
Business Acquisition [Line Items] | ||||||||||||
Fair value of Global Payments common stock issued to Heartland stockholders | $ 0 | |||||||||||
ACTIVE Network | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash consideration paid to Heartland stockholders | $ 599,497,000 | |||||||||||
Fair value of Global Payments common stock issued to Heartland stockholders | 572,079,000 | |||||||||||
Total purchase consideration | $ 1,171,576,000 | $ 1,171,576,000 | ||||||||||
Heartland Payment Systems, Inc | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash consideration paid to Heartland stockholders | $ 2,043,362,000 | |||||||||||
Fair value of Global Payments common stock issued to Heartland stockholders | 1,879,458,000 | |||||||||||
Total purchase consideration | $ 3,922,820,000 | $ 37,500,000 | $ 3,922,820,000 | |||||||||
Ezidebit | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash consideration paid to Heartland stockholders | $ 266,000,000 | AUD 302.6 | ||||||||||
United States of America, Dollars | Realex Payments | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash consideration paid to Heartland stockholders | $ 7,500,000 | $ 118,900,000 | ||||||||||
Euro Member Countries, Euro | Realex Payments | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash consideration paid to Heartland stockholders | € | € 6.7 | € 110.2 |
ACQUISITIONS - Schedule of Fair
ACQUISITIONS - Schedule of Fair Value of Intangible Assets (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | Sep. 01, 2017 | Apr. 22, 2016 | |
ACTIVE Network | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | $ 410,545 | $ 410,545 | |||||
Weighted-Average Estimated Amortization Periods | 13 years | ||||||
Heartland Payment Systems, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | $ 1,639,040 | $ 1,639,040 | $ 1,639,040 | ||||
Weighted-Average Estimated Amortization Periods | 11 years | ||||||
Customer-related intangible assets | |||||||
Business Acquisition [Line Items] | |||||||
Weighted-Average Estimated Amortization Periods | 12 years 1 month | 16 years 9 months 18 days | 13 years 10 months 24 days | 15 years 1 month 6 days | |||
Customer-related intangible assets | ACTIVE Network | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | 189,000 | ||||||
Weighted-Average Estimated Amortization Periods | 17 years | ||||||
Customer-related intangible assets | Heartland Payment Systems, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | 977,400 | ||||||
Weighted-Average Estimated Amortization Periods | 15 years | ||||||
Acquired technology | |||||||
Business Acquisition [Line Items] | |||||||
Weighted-Average Estimated Amortization Periods | 8 years 9 months 18 days | 5 years | 9 years 1 month 6 days | ||||
Acquired technology | ACTIVE Network | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | 153,300 | ||||||
Weighted-Average Estimated Amortization Periods | 9 years | ||||||
Acquired technology | Heartland Payment Systems, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | 457,000 | ||||||
Weighted-Average Estimated Amortization Periods | 5 years | ||||||
Trademarks and trade names | |||||||
Business Acquisition [Line Items] | |||||||
Weighted-Average Estimated Amortization Periods | 7 years | 6 years 1 month 6 days | |||||
Trademarks and trade names | ACTIVE Network | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | 59,400 | ||||||
Weighted-Average Estimated Amortization Periods | 15 years | ||||||
Trademarks and trade names | Heartland Payment Systems, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | 176,000 | ||||||
Weighted-Average Estimated Amortization Periods | 7 years | ||||||
Covenants-not-to-compete | ACTIVE Network | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | $ 8,845 | ||||||
Weighted-Average Estimated Amortization Periods | 3 years | ||||||
Covenants-not-to-compete | Heartland Payment Systems, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Estimated Fair Values | $ 28,640 | ||||||
Weighted-Average Estimated Amortization Periods | 1 year |
ACQUISITIONS - Assets Acquired
ACQUISITIONS - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 01, 2017 | Apr. 22, 2016 | May 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | Jun. 01, 2015 | Mar. 25, 2015 | Oct. 10, 2014 |
Business Acquisition [Line Items] | |||||||||||||
Goodwill | $ 5,703,992 | $ 4,807,594 | $ 5,703,992 | $ 4,807,594 | |||||||||
Goodwill acquired | $ 28,820 | $ 784,668 | $ 3,372,170 | ||||||||||
Customer-related intangible assets | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets weighted average amortization periods | 12 years 1 month | 16 years 9 months 18 days | 13 years 10 months 24 days | 15 years 1 month 6 days | |||||||||
Acquired technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets weighted average amortization periods | 8 years 9 months 18 days | 5 years | 9 years 1 month 6 days | ||||||||||
Trade name | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets weighted average amortization periods | 15 years | ||||||||||||
Trademarks and trade names | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets weighted average amortization periods | 7 years | 6 years 1 month 6 days | |||||||||||
ACTIVE Network | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash and cash equivalents | 42,913 | $ 42,913 | |||||||||||
Intangible assets | $ 410,545 | 410,545 | $ 410,545 | ||||||||||
Intangible assets weighted average amortization periods | 13 years | ||||||||||||
Other assets | 87,240 | $ 87,240 | |||||||||||
Property and equipment | 21,985 | 21,985 | |||||||||||
Deferred income tax liabilities | (31,643) | (31,643) | |||||||||||
Other liabilities | (144,132) | (144,132) | |||||||||||
Total assets acquired | 386,908 | 386,908 | |||||||||||
Goodwill acquired | 784,668 | ||||||||||||
Total purchase consideration | 1,171,576 | $ 1,171,576 | |||||||||||
Measurement- Period Adjustments | |||||||||||||
Cash and cash equivalents | 47 | ||||||||||||
Identified intangible assets | (60,575) | ||||||||||||
Other assets | 6,755 | ||||||||||||
Property and equipment | (904) | ||||||||||||
Deferred income taxes | (4,886) | ||||||||||||
Other liabilities | (21,085) | ||||||||||||
Total identifiable net assets | (80,648) | ||||||||||||
Goodwill | 80,648 | ||||||||||||
Total purchase consideration | $ 0 | ||||||||||||
ACTIVE Network | Customer-related intangible assets | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 189,000 | ||||||||||||
Intangible assets weighted average amortization periods | 17 years | ||||||||||||
ACTIVE Network | Acquired technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 153,300 | ||||||||||||
Intangible assets weighted average amortization periods | 9 years | ||||||||||||
ACTIVE Network | Trademarks and trade names | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 59,400 | ||||||||||||
Intangible assets weighted average amortization periods | 15 years | ||||||||||||
ACTIVE Network | Covenants-not-to-compete | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | $ 8,845 | ||||||||||||
Intangible assets weighted average amortization periods | 3 years | ||||||||||||
Heartland Payment Systems, Inc | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash and cash equivalents | $ 304,747 | 304,747 | |||||||||||
Accounts receivable | 70,385 | 70,385 | |||||||||||
Prepaid expenses and other assets | 97,959 | 97,959 | |||||||||||
Intangible assets | $ 1,639,040 | 1,639,040 | $ 1,639,040 | ||||||||||
Intangible assets weighted average amortization periods | 11 years | ||||||||||||
Property and equipment | 106,583 | $ 106,583 | |||||||||||
Debt | (437,933) | (437,933) | |||||||||||
Accounts payable and accrued liabilities | (457,828) | (457,828) | |||||||||||
Liabilities | (40,305) | (40,305) | |||||||||||
Deferred income tax liabilities | (499,887) | (499,887) | |||||||||||
Other liabilities | (98,433) | (98,433) | |||||||||||
Total assets acquired | 684,328 | 684,328 | |||||||||||
Goodwill | 3,200,000 | ||||||||||||
Goodwill acquired | 3,238,492 | ||||||||||||
Total purchase consideration | 3,922,820 | $ 37,500 | 3,922,820 | ||||||||||
Measurement- Period Adjustments | |||||||||||||
Cash and cash equivalents | 0 | ||||||||||||
Accounts receivable | 0 | ||||||||||||
Prepaid expenses and other assets | (5,131) | ||||||||||||
Identified intangible assets | 0 | ||||||||||||
Property and equipment | 0 | ||||||||||||
Debt | 0 | ||||||||||||
Accounts payable and accrued liabilities | (65) | ||||||||||||
Settlement processing obligations | (3,727) | ||||||||||||
Deferred income taxes | 18,907 | ||||||||||||
Other liabilities | (33,495) | ||||||||||||
Total identifiable net assets | (23,511) | ||||||||||||
Goodwill | 23,511 | ||||||||||||
Total purchase consideration | $ 0 | ||||||||||||
Heartland Payment Systems, Inc | Customer-related intangible assets | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 977,400 | ||||||||||||
Intangible assets weighted average amortization periods | 15 years | ||||||||||||
Heartland Payment Systems, Inc | Acquired technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 457,000 | ||||||||||||
Intangible assets weighted average amortization periods | 5 years | ||||||||||||
Heartland Payment Systems, Inc | Trademarks and trade names | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 176,000 | ||||||||||||
Intangible assets weighted average amortization periods | 7 years | ||||||||||||
Heartland Payment Systems, Inc | Covenants-not-to-compete | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | $ 28,640 | ||||||||||||
Intangible assets weighted average amortization periods | 1 year | ||||||||||||
FIS Gaming Business | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Liabilities | $ (150) | ||||||||||||
Total assets acquired | 143,250 | ||||||||||||
Goodwill | 94,250 | ||||||||||||
Total purchase consideration | 237,500 | ||||||||||||
FIS Gaming Business | Customer-related intangible assets | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | $ 143,400 | ||||||||||||
Realex Payments | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash and cash equivalents | $ 4,082 | ||||||||||||
Other assets | 6,213 | ||||||||||||
Liabilities | (3,479) | ||||||||||||
Deferred income tax liabilities | (7,216) | ||||||||||||
Total assets acquired | 59,351 | ||||||||||||
Goodwill | 66,809 | ||||||||||||
Noncontrolling interest | (7,280) | ||||||||||||
Total purchase consideration | 118,880 | ||||||||||||
Realex Payments | Customer-related intangible assets | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 16,079 | ||||||||||||
Realex Payments | Acquired technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 39,820 | ||||||||||||
Realex Payments | Trade name | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 3,453 | ||||||||||||
Realex Payments | Other Intangible Assets | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | $ 399 | ||||||||||||
Ezidebit | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash and cash equivalents | $ 45,826 | ||||||||||||
Other assets | 2,337 | ||||||||||||
Liabilities | (49,797) | ||||||||||||
Deferred income tax liabilities | (9,788) | ||||||||||||
Total assets acquired | 62,154 | ||||||||||||
Goodwill | 203,828 | ||||||||||||
Total purchase consideration | 265,982 | ||||||||||||
Ezidebit | Customer-related intangible assets | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 42,721 | ||||||||||||
Ezidebit | Acquired technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | 27,954 | ||||||||||||
Ezidebit | Trade name | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Intangible assets | $ 2,901 | ||||||||||||
Scenario, Previously Reported | ACTIVE Network | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash and cash equivalents | $ 42,866 | ||||||||||||
Intangible assets | 471,120 | ||||||||||||
Other assets | 80,485 | ||||||||||||
Property and equipment | 22,889 | ||||||||||||
Deferred income tax liabilities | (26,757) | ||||||||||||
Other liabilities | (123,047) | ||||||||||||
Total assets acquired | 467,556 | ||||||||||||
Goodwill acquired | 704,020 | ||||||||||||
Total purchase consideration | $ 1,171,576 | ||||||||||||
Scenario, Previously Reported | Heartland Payment Systems, Inc | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash and cash equivalents | 304,747 | $ 304,747 | |||||||||||
Accounts receivable | 70,385 | 70,385 | |||||||||||
Prepaid expenses and other assets | 103,090 | 103,090 | |||||||||||
Intangible assets | 1,639,040 | 1,639,040 | |||||||||||
Property and equipment | 106,583 | 106,583 | |||||||||||
Debt | (437,933) | (437,933) | |||||||||||
Accounts payable and accrued liabilities | (457,763) | (457,763) | |||||||||||
Liabilities | (36,578) | (36,578) | |||||||||||
Deferred income tax liabilities | (518,794) | (518,794) | |||||||||||
Other liabilities | (64,938) | (64,938) | |||||||||||
Total assets acquired | $ 707,839 | 707,839 | |||||||||||
Goodwill acquired | 3,214,981 | ||||||||||||
Total purchase consideration | $ 3,922,820 |
SETTLEMENT PROCESSING ASSETS 58
SETTLEMENT PROCESSING ASSETS AND OBLIGATIONS (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Offsetting Assets [Line Items] | ||
Total | $ 2,459,292 | $ 1,546,854 |
Total | (2,040,509) | (1,477,212) |
Merchant Reserves | ||
Offsetting Assets [Line Items] | ||
Merchant Reserves | (13,268) | (6,827) |
Settlement liabilities, reserves | (133,907) | (158,419) |
Reserve for operating losses and sales allowances | ||
Offsetting Assets [Line Items] | ||
Settlement liabilities, reserves | (4,042) | (2,939) |
Interchange reimbursement | ||
Offsetting Assets [Line Items] | ||
Settlement processing assets, gross | 304,964 | 150,612 |
Settlement processing obligations, gross | 72,053 | 199,202 |
Receivable from Members | ||
Offsetting Assets [Line Items] | ||
Settlement processing assets, gross | 104,339 | 71,590 |
Settlement processing obligations, gross | (20,369) | (177,979) |
Receivable from networks | ||
Offsetting Assets [Line Items] | ||
Settlement processing assets, gross | 2,055,390 | 1,325,029 |
Exception items | ||
Offsetting Assets [Line Items] | ||
Settlement processing assets, gross | 7,867 | 6,450 |
Settlement processing obligations, gross | 6,863 | 21,194 |
Liability to merchants | ||
Offsetting Assets [Line Items] | ||
Settlement processing obligations, gross | $ (1,961,107) | $ (1,358,271) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | $ 667,039 | $ 812,008 | ||
Less accumulated depreciation and amortization | (226,570) | (314,336) | ||
Property and equipment, net | 526,370 | 588,348 | ||
Land | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | 6,159 | 2,742 | ||
Buildings | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | $ 61,135 | $ 29,309 | ||
Buildings | Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 25 years | 25 years | 25 years | 25 years |
Buildings | Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 30 years | 30 years | 30 years | 30 years |
Equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | $ 224,460 | $ 280,774 | ||
Equipment | Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 2 years | 2 years | 2 years | 2 years |
Equipment | Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 20 years | 20 years | 20 years | 20 years |
Software | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | $ 319,214 | $ 411,975 | ||
Software | Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 2 years | 2 years | 2 years | 2 years |
Software | Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 10 years | 10 years | 10 years | 10 years |
Leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | $ 40,158 | $ 63,154 | ||
Leasehold improvements | Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 3 years | 3 years | 3 years | 3 years |
Leasehold improvements | Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 15 years | 15 years | 15 years | 15 years |
Furniture and fixtures | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | $ 15,913 | $ 24,054 | ||
Furniture and fixtures | Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 3 years | 3 years | 3 years | 3 years |
Furniture and fixtures | Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Range of useful lives in years | 7 years | 7 years | 7 years | 7 years |
Work-in-progress | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | $ 85,901 | $ 90,676 |
GOODWILL AND INTANGIBLE ASSET60
GOODWILL AND INTANGIBLE ASSETS - Schedule of Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 5,703,992 | $ 4,807,594 |
Other intangible assets | 3,220,567 | 2,758,075 |
Less accumulated amortization on intangible assets | 1,038,860 | 672,783 |
Other intangible assets, net | 2,181,707 | 2,085,292 |
Customer-related intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets | 2,078,891 | 1,864,731 |
Less accumulated amortization on intangible assets | 685,869 | 487,729 |
Acquired technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets | 722,466 | 547,151 |
Less accumulated amortization on intangible assets | 210,063 | 89,633 |
Trademarks and trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets | 247,688 | 188,311 |
Less accumulated amortization on intangible assets | 50,849 | 24,142 |
Contract-based intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets | 171,522 | 157,882 |
Less accumulated amortization on intangible assets | $ 92,079 | $ 71,279 |
GOODWILL AND INTANGIBLE ASSET61
GOODWILL AND INTANGIBLE ASSETS - Goodwill Roll-Forward (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | |
Goodwill [Roll Forward] | |||
Goodwill, balance at beginning of period | $ 4,829,405 | $ 4,807,594 | $ 1,491,833 |
Goodwill acquired | 28,820 | 784,668 | 3,372,170 |
Effect of foreign currency translation | (49,336) | 81,189 | (33,006) |
Measurement-period adjustments | (1,295) | 30,541 | (1,592) |
Goodwill, balance at end of period | 4,807,594 | 5,703,992 | 4,829,405 |
North America | |||
Goodwill [Roll Forward] | |||
Goodwill, balance at beginning of period | 4,086,430 | 4,083,252 | 779,734 |
Goodwill acquired | 0 | 784,668 | 3,318,768 |
Effect of foreign currency translation | (1,911) | 5,060 | (3,872) |
Measurement-period adjustments | (1,267) | 23,511 | (8,200) |
Goodwill, balance at end of period | 4,083,252 | 4,896,491 | 4,086,430 |
Europe | |||
Goodwill [Roll Forward] | |||
Goodwill, balance at beginning of period | 471,773 | 455,300 | 485,921 |
Goodwill acquired | 28,820 | 0 | 0 |
Effect of foreign currency translation | (45,265) | 57,838 | (13,737) |
Measurement-period adjustments | (28) | 0 | (411) |
Goodwill, balance at end of period | 455,300 | 513,138 | 471,773 |
Asia-Pacific | |||
Goodwill [Roll Forward] | |||
Goodwill, balance at beginning of period | 271,202 | 269,042 | 226,178 |
Goodwill acquired | 0 | 0 | 53,402 |
Effect of foreign currency translation | (2,160) | 18,291 | (15,397) |
Measurement-period adjustments | 0 | 7,030 | 7,019 |
Goodwill, balance at end of period | $ 269,042 | $ 294,363 | $ 271,202 |
GOODWILL AND INTANGIBLE ASSET62
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($) | 7 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | Dec. 31, 2015 | |
Goodwill [Line Items] | |||||
Accumulated impairment loss | $ 0 | $ 0 | $ 0 | $ 0 | |
Amortization expense of acquired intangibles | $ 194,329,000 | $ 337,878,000 | $ 113,689,000 | $ 72,587,000 | |
Customer-related intangible assets | |||||
Goodwill [Line Items] | |||||
Intangible assets weighted average amortization periods | 12 years 1 month | 16 years 9 months 18 days | 13 years 10 months 24 days | 15 years 1 month 6 days | |
Trade name | |||||
Goodwill [Line Items] | |||||
Intangible assets weighted average amortization periods | 15 years | ||||
Acquired technology | |||||
Goodwill [Line Items] | |||||
Intangible assets weighted average amortization periods | 8 years 9 months 18 days | 5 years | 9 years 1 month 6 days | ||
Contract-based intangible assets | |||||
Goodwill [Line Items] | |||||
Intangible assets weighted average amortization periods | 3 years | ||||
Trademarks and trade names | |||||
Goodwill [Line Items] | |||||
Intangible assets weighted average amortization periods | 7 years | 6 years 1 month 6 days |
GOODWILL AND INTANGIBLE ASSET63
GOODWILL AND INTANGIBLE ASSETS - Schedule of Future Intangible Asset Amortization Expense (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2,018 | $ 345,351 |
2,019 | 323,457 |
2,020 | 298,135 |
2,021 | 216,758 |
2,022 | $ 177,891 |
OTHER ASSETS (Details)
OTHER ASSETS (Details) € in Millions | 7 Months Ended | |||
Dec. 31, 2016USD ($) | Dec. 31, 2017Rate | Jun. 21, 2016USD ($) | Jun. 21, 2016EUR (€) | |
Other Assets [Line Items] | ||||
Gain as a result of acquisition of member interests in Visa Europe | $ 41,200,000 | |||
Cash consideration received from sale | $ 37,700,000 | € 33.5 | ||
Equity interest received from sale | 22,900,000 | |||
Preferred shares assigned value | 0 | |||
Amount of deferred compensation received | 3,500,000 | 3.1 | ||
Percentage of interest compounded annually | Rate | 4.00% | |||
Maximum | ||||
Other Assets [Line Items] | ||||
Deferred compensation | $ 28,800,000 | € 25.6 |
LONG-TERM DEBT AND LINES OF C65
LONG-TERM DEBT AND LINES OF CREDIT - Schedule of Outstanding Debt (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Total | $ 4,659,716,000 | $ 4,438,612,000 |
Less current portion of Credit Facility (face amounts of $108,979 and $187,274 at December 31, 2017 and 2016, respectively, less unamortized debt issuance costs of $8,671 and $9,526 at December 31, 2017 and 2016, respectively) and current portion of capital lease obligations of $37 at December 31, 2016 | 100,308,000 | 177,785,000 |
Long-term debt | 4,559,408,000 | 4,260,827,000 |
Face amount of debt instrument | 108,979,000 | 187,274,000 |
Unamortized debt issue costs | 8,671,000 | 9,526,000 |
Current portion of capital lease obligations | 0 | 37,000 |
Term loans | ||
Debt Instrument [Line Items] | ||
Total | 3,894,716,000 | 3,682,575,000 |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Total | 765,000,000 | 756,000,000 |
Notes Payable, Other Payables | ||
Debt Instrument [Line Items] | ||
Capital Lease Obligations | 0 | 37,000 |
Five Year Unsecured Term Loan Due February 2019 | Term loans | ||
Debt Instrument [Line Items] | ||
Face amount of debt instrument | 3,932,677,000 | 3,728,857,000 |
Unamortized debt issue costs | $ 37,961,000 | $ 46,282,000 |
LONG-TERM DEBT AND LINES OF C66
LONG-TERM DEBT AND LINES OF CREDIT - Schedule of Maturity Requirements On Outstanding Debt (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 108,979 |
2,019 | 141,912 |
2,020 | 161,144 |
2,021 | 180,376 |
2,022 | 3,021,391 |
2023 and thereafter | 1,083,875 |
Total | $ 4,697,677 |
LONG-TERM DEBT AND LINES OF C67
LONG-TERM DEBT AND LINES OF CREDIT - Narrative (Details) | 7 Months Ended | 12 Months Ended | 14 Months Ended | 26 Months Ended | 50 Months Ended | 59 Months Ended | 71 Months Ended | ||||||
Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($)$ / sharesRate | May 31, 2016USD ($) | May 31, 2015USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019 | Jun. 30, 2021 | Mar. 31, 2022USD ($) | Mar. 31, 2023 | Sep. 30, 2019 | Sep. 30, 2018 | Mar. 31, 2018 | May 02, 2017USD ($) | |
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt instrument | $ 187,274,000 | $ 108,979,000 | |||||||||||
Other restrictions on payment of dividends (in dollars per share) | $ / shares | $ 0.01 | ||||||||||||
Interest expense | 108,600,000 | $ 174,300,000 | $ 67,900,000 | $ 39,900,000 | |||||||||
2016 Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Minimum interest coverage ratio | 2.25 | ||||||||||||
Secured Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt instrument | $ 5,200,000,000 | ||||||||||||
Secured Debt | Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt instrument | $ 1,250,000,000 | ||||||||||||
Secured Debt | Term Loan A | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt instrument | $ 1,500,000,000 | ||||||||||||
Effective interest rate percentage | Rate | 3.32% | ||||||||||||
Secured Debt | Term Loan A-2 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt instrument | $ 1,300,000,000 | ||||||||||||
Effective interest rate percentage | Rate | 3.24% | ||||||||||||
Secured Debt | Term Loan B-2 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt instrument | $ 1,200,000,000 | ||||||||||||
Secured Debt | Term Loan B | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate percentage at period end | Rate | 3.57% | ||||||||||||
Interest Rate Swap | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Variable rate debt | $ 1,300,000,000 | ||||||||||||
Accumulated other comprehensive income related to interest rate swap | 2,400,000 | ||||||||||||
Line of Credit | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | 863,600,000 | ||||||||||||
Available borrowings under credit facility | 689,400,000 | ||||||||||||
Repayments of lines of credit | 51,000,000 | 59,300,000 | |||||||||||
Amount outstanding under lines of credit, current | $ 392,100,000 | $ 635,200,000 | |||||||||||
Weighted-average interest rate of short-term debt | 1.90% | 1.97% | |||||||||||
Average outstanding amount under credit facility | $ 334,000,000 | ||||||||||||
Forecast | 2016 Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum covenant leverage ratio | 4 | 4.25 | 4.5 | ||||||||||
Forecast | Secured Debt | Term Loan A-2 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Periodic payment of debt | $ 1,700,000 | ||||||||||||
Forecast | Secured Debt | Term A-2 Loan Due October 2021 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Periodic payment of debt | $ 8,600,000 | ||||||||||||
Revolving Credit Facility | Secured Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate percentage at period end | Rate | 3.24% | ||||||||||||
Revolving Credit Facility | Forecast | Term Loan A | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Percentage of quarterly installment payments | 1.25% | 1.875% | 2.50% | ||||||||||
Revolving Credit Facility | Forecast | Term Loan B-2 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Percentage of quarterly installment payments | 0.25% | ||||||||||||
Letter of Credit | Line of Credit | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 100,000,000 | ||||||||||||
Standby Letters of Credit | Line of Credit | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Available borrowings under credit facility | $ 473,300,000 | ||||||||||||
Minimum | Revolving Credit Facility | Fourth Amendment [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Commitment fee percentage | 0.20% | ||||||||||||
Maximum | Revolving Credit Facility | Fourth Amendment [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Commitment fee percentage | 0.30% |
LONG-TERM DEBT AND LINES OF C68
LONG-TERM DEBT AND LINES OF CREDIT - Schedule of Derivative Financial Instruments (Details) - Interest Rate Swap - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Other Assets | ||
Debt Instrument [Line Items] | ||
Weighted-Average Fixed Rate of Interest at | 1.59% | |
Interest rate swaps | $ 9,202,000 | $ 2,147,000 |
Notional amount of derivative | 1,300,000,000 | 250,000,000 |
Accounts payable and accrued liabilities | ||
Debt Instrument [Line Items] | ||
Interest rate swaps | 0 | 3,175,000 |
Notional amount of derivative | $ 0 | $ 750,000 |
LONG-TERM DEBT AND LINES OF C69
LONG-TERM DEBT AND LINES OF CREDIT - Schedule of effect on other comprehensive income (loss) (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Debt Disclosure [Abstract] | ||||
Amount of net unrealized gain (loss) recognized in other comprehensive income | $ 5,532 | $ 4,549 | $ (12,859) | $ (10,116) |
Amount of net losses reclassified out of other comprehensive income to interest expense | $ 4,222 | $ 5,673 | $ 8,240 | $ 3,958 |
ACCOUNTS PAYABLE AND ACCRUED 70
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Customer deposits | $ 397,085 | $ 303,353 |
Compensation and benefits | 102,187 | 94,190 |
Unearned revenue | 101,029 | 69,437 |
Payment network fees | 97,304 | 87,591 |
Trade accounts payable | 47,391 | 28,178 |
Commissions payable to third parties | 35,855 | 39,370 |
Income taxes payable | 35,405 | 16,810 |
Unclaimed property | 26,468 | 15,156 |
Third-party processing fees | 24,267 | 24,971 |
Current portion of accrued buyout liability | 20,739 | 19,392 |
Other | 151,877 | 106,439 |
Accounts payable and accrued liabilities | 1,039,607 | 804,887 |
Provisional liability for taxes on accumulated foreign earnings | 63,700 | |
Provisional liability for taxes on accumulated foreign earnings, amount included in other noncurrent liabilities | 55,700 | |
Noncurrent accrued buyout liability | $ 64,100 | $ 58,600 |
INCOME TAX - Narrative (Details
INCOME TAX - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Operating Loss Carryforwards [Line Items] | |||||
Net noncurrent deferred income tax liability | $ 423,733 | $ 660,683 | $ 423,733 | ||
Provisional income tax benefit related to 2017 US Tax Reform Act | 158,700 | ||||
Income tax benefit related to change in tax rate | 222,400 | ||||
Income tax expense (benefit) allocated to noncontrolling interest | (4,400) | (8,600) | $ (7,300) | $ (8,600) | |
Changes in judgment regarding tax position | 0 | 0 | 0 | 65,591 | |
Unrecognized that would impact effective tax rate | 24,100 | 24,100 | |||
Provisional income tax (expense) benefit from deferred foreign earnings | (63,700) | ||||
Undistributed earnings of foreign subsidiary | 60,000 | 1,400,000 | 60,000 | ||
Foreign Tax Authority | |||||
Operating Loss Carryforwards [Line Items] | |||||
Operating loss carryforwards | 43,200 | 43,200 | |||
Domestic Tax Authority | |||||
Operating Loss Carryforwards [Line Items] | |||||
Operating loss carryforwards | $ 28,900 | 28,900 | |||
Net operating loss carryforwards | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforward | $ (1,504) | (3,793) | $ (4,500) | ||
Net operating loss carryforwards | Foreign Tax Authority | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforward | (6,469) | $ 3,387 | |||
ACTIVE Network | Net operating loss carryforwards | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforward | $ 10,300 |
INCOME TAX - Components of Inco
INCOME TAX - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | |
Current income tax provision (benefit): | ||||||
Federal | $ 22,859 | $ 79,903 | $ 26,493 | $ 25,022 | ||
State | 3,443 | 3,468 | 5,454 | 3,905 | ||
Foreign | 42,681 | 67,851 | 56,689 | (10,346) | ||
Current tax expense | 68,983 | 151,222 | 88,636 | 18,581 | ||
Deferred income tax provision (benefit): | ||||||
Federal | (36,447) | (266,869) | (18,205) | 14,822 | ||
State | (1,842) | 9,678 | (3,620) | 3,606 | ||
Foreign | 4,967 | 4,582 | 3,884 | 70,986 | ||
Deferred tax expense | (33,322) | (252,609) | (17,941) | 89,414 | ||
Provision for income taxes | $ 35,661 | $ 70,089 | $ (101,387) | $ 36,267 | $ 70,695 | $ 107,995 |
INCOME TAX - Income Before Inco
INCOME TAX - Income Before Income Taxes, Domestic and Foreign (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||
United States | $ (55,279) | $ 29,692 | $ 59,876 | $ 135,901 |
Foreign | 228,623 | 362,991 | 301,036 | 281,209 |
Income before income taxes | $ 173,344 | $ 392,683 | $ 360,912 | $ 417,110 |
INCOME TAX - Reconciliation (De
INCOME TAX - Reconciliation (Details) | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Federal U.S. statutory rate | 35.00% | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal income tax benefit | 0.60% | 1.90% | 0.40% | 1.10% |
Federal U.S. transition tax | 0.00% | 16.20% | 0.00% | 0.00% |
Effective Income Tax Rate Reconciliation, Federal Rate Reduction, Percent | 0.00% | (55.60%) | 0.00% | 0.00% |
Foreign income taxes (primarily U.K.) | (12.60%) | (12.00%) | (10.10%) | (8.50%) |
Foreign interest income not subject to tax | (2.30%) | (2.20%) | (2.60%) | (1.80%) |
Taxes on unremitted earnings | (0.00%) | (0.00%) | (3.50%) | (0.00%) |
Share-based compensation expense | 0.00% | (4.20%) | 0.00% | 0.00% |
Valuation allowance | 0.00% | (3.20%) | 0.00% | 0.00% |
Other | (0.10%) | (1.70%) | 0.40% | 1.00% |
Effective tax rate attributable to Global Payments | 20.60% | (25.80%) | 19.60% | 26.80% |
Effective tax rate allocated to noncontrolling interests | (0.00%) | (0.00%) | (0.00%) | (0.90%) |
Effective tax rate | 20.60% | (25.80%) | 19.60% | 25.90% |
INCOME TAX - Deferred Tax Asset
INCOME TAX - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | May 31, 2014 |
Deferred income tax assets: | |||||
Basis difference - U.K. business | $ 8,961 | $ 11,145 | |||
Domestic net operating loss carryforwards | 17,228 | 12,723 | |||
Foreign income tax credit carryforwards | 0 | 7,140 | |||
Foreign net operating loss carryforwards | 3,819 | 2,559 | |||
Share-based compensation expense | 7,856 | 11,656 | |||
Accrued expenses | 34,582 | 54,030 | |||
Other | 18,502 | 9,101 | |||
Deferred tax assets, gross | 90,948 | 108,354 | |||
Less valuation allowance | (16,550) | (16,611) | $ (15,119) | $ (3,823) | $ (7,199) |
Net deferred tax asset | 74,398 | 91,743 | |||
Deferred tax liabilities: | |||||
Acquired intangibles | 410,563 | 663,922 | |||
Property and equipment | 77,481 | 86,548 | |||
Other | 10,087 | 1,956 | |||
Deferred tax liabilities, gross | 498,131 | 752,426 | |||
Net deferred income tax liability | $ (423,733) | $ (660,683) |
INCOME TAX - Net Deferred Tax A
INCOME TAX - Net Deferred Tax Asset and Liability (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Noncurrent deferred income tax asset | $ 13,146 | $ 15,789 |
Noncurrent deferred income tax liability | (436,879) | (676,472) |
Noncurrent deferred income tax liability, net | $ (423,733) | $ (660,683) |
INCOME TAX - Change in Valuatio
INCOME TAX - Change in Valuation Allowance (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, beginning of period | $ (15,119) | $ (16,611) | $ (3,823) | $ (7,199) |
Valuation allowance, end of period | (16,611) | (16,550) | (15,119) | (3,823) |
Net operating loss carryforwards | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | (1,504) | (3,793) | (4,500) | |
Net operating loss carryforwards | Heartland Payment Systems, Inc | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | (4,474) | |||
Net operating loss carryforwards | Foreign Tax Authority | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | (6,469) | 3,387 | ||
Other | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | 7,140 | 98 | $ (11) | |
Income tax credit carryforward | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | (685) | |||
Income tax credit carryforward | Foreign Tax Authority | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | (7,140) | |||
Capital loss | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | $ 12 | (1,526) | ||
Net unrealized capital loss | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | $ 1,746 | |||
Rate change on domestic net operating loss and capital loss carryforwards | ||||
Movement in Deferred Tax Valuation Allowance [Roll Forward] | ||||
Valuation allowance, change | $ 3,868 |
INCOME TAX - Unrecognized Tax B
INCOME TAX - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||
Balance at the beginning of the year | $ 7,803 | $ 17,916 | $ 2,559 | $ 67,576 |
Additions based on income tax positions related to the current year | 4,626 | 7,537 | 287 | 6,311 |
Additions related to acquisition | 6,149 | 13,061 | 6,151 | 0 |
Additions for income tax positions of prior years | 247 | 411 | 753 | 512 |
Effect of foreign currency fluctuations on income tax positions | (3) | 27 | 2 | (5,713) |
Reductions for income tax positions of prior years | (906) | (7,285) | (123) | (32) |
Settlements with income tax authorities | 0 | (449) | (1,826) | (504) |
Changes in judgment regarding tax position | 0 | 0 | 0 | (65,591) |
Balance at the end of the year | $ 17,916 | $ 31,218 | $ 7,803 | $ 2,559 |
SHAREHOLDERS_ EQUITY (Details)
SHAREHOLDERS’ EQUITY (Details) - USD ($) | Jun. 23, 2016 | Apr. 26, 2016 | Apr. 25, 2016 | Apr. 10, 2015 | Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | Feb. 06, 2018 |
Equity, Class of Treasury Stock [Line Items] | |||||||||
Stock repurchase program, remaining authorized repurchase amount (up to) | $ 264,900,000 | ||||||||
Treasury stock, shares acquired (in shares) | 2,500,000 | 376,309 | |||||||
Authorized amount | $ 178,200,000 | $ 34,800,000 | |||||||
Treasury stock acquired, average cost per share (in dollars per share) | $ 70.77 | $ 92.51 | |||||||
ASR program, authorized amount | $ 50,000,000 | $ 100,000,000 | |||||||
Repurchase of common stock (in shares) | 127,435 | 545,777 | 1,955,730 | 673,212 | |||||
Accelerated share repurchases, final price paid per share (in dollars per share) | $ 51.13 | $ 74.27 | |||||||
Stock repurchased and retired, value | $ 178,165,000 | $ 34,811,000 | $ 135,954,000 | $ 369,082,000 | |||||
Other Than Accelerated Share Repurchase Program | |||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||
Treasury stock acquired, average cost per share (in dollars per share) | $ 58.12 | $ 38.19 | |||||||
Repurchase of common stock (in shares) | 1,500,000 | 7,000,000 | |||||||
Stock repurchased and retired, value | $ 85,900,000 | $ 269,000,000 | |||||||
Forecast | |||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||
Authorized amount | $ 600,000,000 |
SHARE-BASED AWARDS AND OPTION80
SHARE-BASED AWARDS AND OPTIONS - Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | May 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 18,707 | $ 39,095 | $ 30,809 | $ 21,056 | |
Income tax benefit | $ 6,582 | $ 13,849 | $ 9,879 | $ 6,907 | |
Stock Option Plan 2011 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares reserved for future issuance (in shares) | 14,000,000 |
SHARE-BASED AWARDS AND OPTION81
SHARE-BASED AWARDS AND OPTIONS - Restricted, Performance and Leveraged Units Stock Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Share-based compensation expense | $ 18,707 | $ 39,095 | $ 30,809 | $ 21,056 |
Leveraged Performance Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award performance period | 3 years | |||
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Nonvested, beginning of period (in shares) | 1,606 | 1,263 | 1,848 | 1,754 |
Granted (in shares) | 348 | 899 | 461 | 954 |
Vested (in shares) | (639) | (858) | (633) | (648) |
Forfeited (in shares) | (52) | (78) | (70) | (212) |
Nonvested, end of period (in shares) | 1,263 | 1,226 | 1,606 | 1,848 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Nonvested, Weighted Average Grant-Date Fair Value, beginning of period (in dollars per share) | $ 37.25 | $ 49.55 | $ 28.97 | $ 22.72 |
Granted, Weighted Average Grant-Date Fair Value (in dollars per share) | 74.26 | 79.79 | 57.04 | 36.21 |
Vested, Weighted Average Grant-Date Fair Value (in dollars per share) | 31.38 | 39.26 | 27.55 | 23.17 |
Forfeited, Weighted Average Grant-Date Fair Value (in dollars per share) | 45.27 | 59.56 | 34.69 | 27.03 |
Nonvested, Weighted Average Grant-Date Fair Value, end of period (in dollars per share) | $ 49.55 | $ 78.29 | $ 37.25 | $ 28.97 |
Total fair value of share awards vested in period | $ 20,000 | $ 33,700 | $ 17,400 | $ 15,000 |
Share-based compensation expense | $ 17,200 | 35,200 | $ 28,800 | $ 19,800 |
Total unrecognized compensation cost | $ 46,100 | |||
Total unrecognized compensation cost, weighted average period (in years) | 1 year 292 days | |||
Share-based Compensation Award, Number of Tranches | Restricted Stock and Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | 4 years | ||
Share-based Compensation Award, Number of Tranches | Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 28 months | |||
One Year Increment | Restricted Stock and Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Year One | Leveraged Performance Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage of performance units | 33.33% | |||
Year Two | Leveraged Performance Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage of performance units | 33.33% | |||
Year Three | Leveraged Performance Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage of performance units | 33.33% |
SHARE-BASED AWARDS AND OPTION82
SHARE-BASED AWARDS AND OPTIONS - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 18,707 | $ 39,095 | $ 30,809 | $ 21,056 |
Total unrecognized compensation cost | $ 3,400 | |||
Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fair market value, percentage | 100.00% | |||
Stock option term | 10 years | |||
Share-based compensation expense | $ 1,100 | $ 2,600 | $ 1,400 | $ 700 |
Total unrecognized compensation cost, weighted average period (in years) | 1 year 9 months | |||
Stock Option Plan 2011 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average grant date fair value (in dollars per share) | $ 21.87 | $ 23.68 | $ 15.60 | $ 8.45 |
Granted Before Fiscal 2015 | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Granted Fiscal 2015 | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years |
SHARE-BASED AWARDS AND OPTION83
SHARE-BASED AWARDS AND OPTIONS - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 7 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | May 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||||
Outstanding, beginning of period (in shares) | 811 | 759 | 894 | 1,532 | ||
Granted (in shares) | 73 | 124 | 145 | 306 | ||
Forfeited (in shares) | (1) | 0 | (8) | (48) | ||
Exercised (in shares) | (124) | (160) | (220) | (896) | ||
Outstanding, end of period (in shares) | 759 | 723 | 759 | 811 | 894 | 1,532 |
Options vested and exercisable (in shares) | 502 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||||
Outstanding, Weighted Average Exercise Price, beginning of period (in dollars per share) | $ 31.81 | $ 37.51 | $ 25.47 | $ 20.36 | ||
Granted, Weighted Average Exercise Price (in dollars per share) | 74.66 | 79.45 | 55.92 | 35.78 | ||
Forfeited, Weighted Average Exercise Price (in dollars per share) | 22.93 | 0 | 16.10 | 27.42 | ||
Exercised, Weighted Average Exercise Price (in dollars per share) | 22.26 | 23.50 | 22.46 | 20.15 | ||
Outstanding, Weighted Average Exercise Price, end of period (in dollars per share) | $ 37.51 | 47.79 | $ 37.51 | $ 31.81 | $ 25.47 | $ 20.36 |
Options vested and exercisable, Weighted Average Exercise Price (in dollars per share) | $ 36.60 | |||||
Weighted-Average Remaining Contractual Term | ||||||
Outstanding, Weighted Average Remaining Contractual Term | 6 years | 6 years 5 months | 5 years 9 months 18 days | 5 years 2 months 8 days | 3 years 9 months 18 days | |
Options vested and exercisable, Weighted Average Remaining Contractual Term | 5 years 5 months | |||||
Aggregate Intrinsic Value | ||||||
Outstanding, Aggregate Intrinsic Value | $ 24.5 | $ 37.9 | $ 24.5 | $ 36.8 | $ 23.9 | $ 21.3 |
Exercised | $ 6.5 | 10.1 | $ 9.4 | $ 16.6 | ||
Options vested and exercisable, Aggregate Intrinsic Value | $ 31.9 |
SHARE-BASED AWARDS AND OPTION84
SHARE-BASED AWARDS AND OPTIONS - Schedule of Valuation (Details) - Employee Stock Option | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate (as a percentage) | 1.05% | 1.99% | 1.62% | 1.57% |
Expected volatility (as a percentage) | 31.58% | 30.00% | 28.65% | 23.65% |
Dividend yield (as a percentage) | 0.06% | 0.06% | 0.10% | 0.13% |
Expected term (years) | 5 years | 5 years | 5 years | 5 years |
SUPPLEMENTAL CASH FLOW INFORM85
SUPPLEMENTAL CASH FLOW INFORMATION - Schedule of Cash Flow Disclosures (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Supplemental Cash Flow Information [Abstract] | ||||
Income taxes paid (refunded), net | $ (3,680) | $ 97,002 | $ 89,684 | $ 66,726 |
Interest paid | $ 93,624 | $ 154,200 | $ 58,730 | $ 36,537 |
NONCONTROLLING INTERESTS - Reco
NONCONTROLLING INTERESTS - Reconciliation of Net Income Attributable to Non Controlling Interest (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | |
Noncontrolling Interest [Abstract] | ||||||
Net income attributable to noncontrolling interests | $ 12,752 | $ 12,351 | $ 25,645 | $ 18,952 | $ 18,551 | $ 31,075 |
Foreign currency translation attributable to noncontrolling interests | (8,417) | 13,807 | 471 | (28,597) | ||
Comprehensive income attributable to noncontrolling interests | $ 4,335 | $ 39,452 | $ 19,022 | $ 2,478 |
ACCUMULATED OTHER COMPREHENSI87
ACCUMULATED OTHER COMPREHENSIVE LOSS - Schedule of AOCI (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 2,630,791 | |||
Other comprehensive income (loss), net of tax | $ (76,667) | 139,573 | $ (60,058) | $ (184,216) |
Ending balance | 2,630,791 | 3,794,527 | ||
Accumulated Other Comprehensive Loss | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (246,050) | (322,717) | (185,992) | (1,776) |
Ending balance | (322,717) | (183,144) | (246,050) | (185,992) |
Foreign Currency Translation | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (234,638) | (318,450) | (178,309) | 1,583 |
Other comprehensive income (loss), net of tax | (83,812) | 132,594 | (56,329) | (179,892) |
Ending balance | (318,450) | (185,856) | (234,638) | (178,309) |
Unrealized Losses on Hedging Activities | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (6,755) | (640) | (3,874) | 0 |
Other comprehensive income (loss), net of tax | 6,115 | 7,639 | (2,881) | (3,874) |
Ending balance | (640) | 6,999 | (6,755) | (3,874) |
Other | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (4,657) | (3,627) | (3,809) | (3,359) |
Other comprehensive income (loss), net of tax | 1,030 | (660) | (848) | (450) |
Ending balance | $ (3,627) | $ (4,287) | $ (4,657) | $ (3,809) |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Segments by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 7 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | |
Segment Reporting Information [Line Items] | ||||||||||||||
Revenues | $ 1,054,253 | $ 1,038,907 | $ 962,240 | $ 919,762 | $ 950,187 | $ 951,885 | $ 626,259 | $ 2,202,896 | $ 1,730,070 | $ 842,644 | $ 3,975,163 | $ 3,370,976 | $ 2,898,150 | $ 2,773,718 |
Operating income (loss) for segments | $ 149,575 | $ 172,471 | $ 131,852 | $ 104,970 | $ 80,226 | $ 120,389 | $ 94,573 | 237,951 | $ 306,547 | $ 61,161 | 558,868 | $ 356,348 | 424,944 | 456,597 |
Depreciation and amortization | 247,571 | 451,151 | 187,881 | 137,505 | ||||||||||
Heartland Payment Systems, Inc | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Acquisition and integration expenses | 91,600 | 94,600 | 51,300 | |||||||||||
Operating Segments | North America | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenues | 1,650,616 | 2,929,522 | 2,052,623 | 1,968,890 | ||||||||||
Operating income (loss) for segments | 233,850 | 457,009 | 307,626 | 293,139 | ||||||||||
Depreciation and amortization | 208,198 | 379,953 | 128,618 | 81,051 | ||||||||||
Operating Segments | Europe | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenues | 403,823 | 767,524 | 631,900 | 615,966 | ||||||||||
Operating income (loss) for segments | 145,767 | 272,769 | 244,837 | 240,014 | ||||||||||
Depreciation and amortization | 26,178 | 46,928 | 40,194 | 39,910 | ||||||||||
Operating Segments | Asia-Pacific | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenues | 148,457 | 278,117 | 213,627 | 188,862 | ||||||||||
Operating income (loss) for segments | 37,530 | 81,273 | 50,743 | 39,697 | ||||||||||
Depreciation and amortization | 10,385 | 16,466 | 13,935 | 9,973 | ||||||||||
Corporate | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Operating income (loss) for segments | (179,196) | (252,183) | (178,262) | (116,253) | ||||||||||
Depreciation and amortization | $ 2,810 | $ 7,804 | $ 5,134 | $ 6,571 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) - Sales Revenue, Net - Geographic Concentration Risk | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of total consolidated revenues from external customers | 67.00% | 66.00% | 61.00% | 60.00% |
United Kingdom | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of total consolidated revenues from external customers | 10.00% | 11.00% | 10.00% | 13.00% |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of total consolidated revenues from external customers | 10.00% | 11.00% |
SEGMENT INFORMATION - Schedul90
SEGMENT INFORMATION - Schedule of Assets by Region (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Long-lived assets, excluding goodwill and other intangible assets | $ 588,348 | $ 526,370 |
United States | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets, excluding goodwill and other intangible assets | 451,436 | 413,499 |
Foreign countries | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets, excluding goodwill and other intangible assets | $ 136,912 | $ 112,871 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands | Apr. 22, 2016USD ($) | May 31, 2017USD ($)option | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | May 31, 2016USD ($) | May 31, 2015USD ($) |
Loss Contingencies [Line Items] | |||||||
Net rent expense on operating leases | $ 19,200 | $ 44,700 | $ 19,700 | $ 17,500 | |||
Heartland Payment Systems, Inc | |||||||
Loss Contingencies [Line Items] | |||||||
Total purchase consideration | $ 3,922,820 | $ 37,500 | $ 3,922,820 | ||||
Term of operating lease contract | 20 years | ||||||
Number of renewal options on operating leases | option | 4 | ||||||
Renewal term on operating leases | 5 years |
COMMITMENTS AND CONTINGENCIES92
COMMITMENTS AND CONTINGENCIES - Leases (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Net rent expense on operating leases | $ 19,200 | $ 44,700 | $ 19,700 | $ 17,500 |
Operating Leases | ||||
2,018 | 41,542 | |||
2,019 | 35,916 | |||
2,020 | 28,149 | |||
2,021 | 25,436 | |||
2,022 | 23,946 | |||
Thereafter | 179,295 | |||
Total future minimum lease payments | 334,284 | |||
Purchase Obligations | ||||
2,018 | 70,663 | |||
2,019 | 58,494 | |||
2,020 | 51,850 | |||
2,021 | 42,699 | |||
2,022 | 13,734 | |||
Thereafter | 31,511 | |||
Total future minimum payments | $ 268,951 |
COMPARATIVE DATA FOR THE YEAR93
COMPARATIVE DATA FOR THE YEAR ENDED DECEMBER 31, 2016 AND THE SEVEN MONTHS ENDED DECEMBER 31, 2015 (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 7 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | |
Income Statement [Abstract] | ||||||||||||||
Revenues | $ 1,054,253 | $ 1,038,907 | $ 962,240 | $ 919,762 | $ 950,187 | $ 951,885 | $ 626,259 | $ 2,202,896 | $ 1,730,070 | $ 842,644 | $ 3,975,163 | $ 3,370,976 | $ 2,898,150 | $ 2,773,718 |
Operating expenses: | ||||||||||||||
Cost of service | 1,094,593 | 638,700 | 1,928,037 | 1,603,532 | 1,147,639 | 1,022,107 | ||||||||
Selling, general and administrative | 870,352 | 784,823 | 1,488,258 | 1,411,096 | 1,325,567 | 1,295,014 | ||||||||
Total costs and expenses | 1,964,945 | 1,423,523 | 3,416,295 | 3,014,628 | 2,473,206 | 2,317,121 | ||||||||
Operating income | 149,575 | 172,471 | 131,852 | 104,970 | 80,226 | 120,389 | 94,573 | 237,951 | 306,547 | 61,161 | 558,868 | 356,348 | 424,944 | 456,597 |
Interest and other income | 44,382 | 2,886 | 8,662 | 46,780 | 5,284 | 4,949 | ||||||||
Interest and other expense | (108,989) | (32,149) | (174,847) | (146,156) | (69,316) | (44,436) | ||||||||
Total nonoperating income (expense) | (64,607) | (29,263) | (166,185) | (99,376) | (64,032) | (39,487) | ||||||||
Income before income taxes | 173,344 | 277,284 | 392,683 | 256,972 | 360,912 | 417,110 | ||||||||
Provision for income taxes | (35,661) | (70,089) | 101,387 | (36,267) | (70,695) | (107,995) | ||||||||
Net income | 250,305 | 118,362 | 72,443 | 52,959 | 27,902 | 62,224 | 63,447 | 137,683 | 207,195 | 67,133 | 494,070 | 220,705 | 290,217 | 309,115 |
Less: Net income attributable to noncontrolling interests | (12,752) | (12,351) | (25,645) | (18,952) | (18,551) | (31,075) | ||||||||
Net income attributable to Global Payments | $ 241,962 | $ 110,740 | $ 66,909 | $ 48,813 | $ 24,101 | $ 55,510 | $ 59,911 | $ 124,931 | $ 194,844 | $ 62,233 | $ 468,425 | $ 201,753 | $ 271,666 | $ 278,040 |
Earnings per share attributable to Global Payments: | ||||||||||||||
Basic earnings per share (USD per share) | $ 1.52 | $ 0.72 | $ 0.44 | $ 0.32 | $ 0.16 | $ 0.36 | $ 0.46 | $ 0.81 | $ 1.50 | $ 0.42 | $ 3.03 | $ 1.38 | $ 2.05 | $ 2.07 |
Diluted earnings per share (USD per share) | $ 1.51 | $ 0.71 | $ 0.44 | $ 0.32 | $ 0.16 | $ 0.36 | $ 0.46 | $ 0.81 | $ 1.49 | $ 0.42 | $ 3.01 | $ 1.37 | $ 2.04 | $ 2.06 |
QUARTERLY CONSOLIDATED FINANC94
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) - Schedule of Summarized Quarterly Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 7 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 | May 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Revenues | $ 1,054,253 | $ 1,038,907 | $ 962,240 | $ 919,762 | $ 950,187 | $ 951,885 | $ 626,259 | $ 2,202,896 | $ 1,730,070 | $ 842,644 | $ 3,975,163 | $ 3,370,976 | $ 2,898,150 | $ 2,773,718 |
Operating income | 149,575 | 172,471 | 131,852 | 104,970 | 80,226 | 120,389 | 94,573 | 237,951 | 306,547 | 61,161 | 558,868 | 356,348 | 424,944 | 456,597 |
Net income | 250,305 | 118,362 | 72,443 | 52,959 | 27,902 | 62,224 | 63,447 | 137,683 | 207,195 | 67,133 | 494,070 | 220,705 | 290,217 | 309,115 |
Net income attributable to Global Payments | $ 241,962 | $ 110,740 | $ 66,909 | $ 48,813 | $ 24,101 | $ 55,510 | $ 59,911 | $ 124,931 | $ 194,844 | $ 62,233 | $ 468,425 | $ 201,753 | $ 271,666 | $ 278,040 |
Basic earnings per share (USD per share) | $ 1.52 | $ 0.72 | $ 0.44 | $ 0.32 | $ 0.16 | $ 0.36 | $ 0.46 | $ 0.81 | $ 1.50 | $ 0.42 | $ 3.03 | $ 1.38 | $ 2.05 | $ 2.07 |
Diluted earnings per share (USD per share) | $ 1.51 | $ 0.71 | $ 0.44 | $ 0.32 | $ 0.16 | $ 0.36 | $ 0.46 | $ 0.81 | $ 1.49 | $ 0.42 | $ 3.01 | $ 1.37 | $ 2.04 | $ 2.06 |
Acquisition and integration expenses | $ 25,100 | $ 21,500 | $ 21,900 | $ 26,100 | $ 49,100 | $ 34,000 | $ 8,500 | $ 50,500 |
QUARTERLY CONSOLIDATED FINANC95
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED) - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 7 Months Ended |
Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | ||
Gain as a result of acquisition of member interests in Visa Europe | $ 41.2 | |
Provisional income tax benefit related to 2017 US Tax Reform Act | $ 158.7 |
SCHEDULE II VALUATION AND QUA96
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | May 31, 2015 | |
Allowance for doubtful accounts | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | $ 353 | $ 1,092 | $ 468 | $ 401 |
Additions: Charged to Costs and Expenses | 4,283 | 6,113 | 515 | 324 |
Deductions: Uncollectible Accounts Write-Offs (Recoveries) | 3,544 | 5,378 | 630 | 257 |
Balance at End of Period | 1,092 | 1,827 | 353 | 468 |
Reserve for operating losses-merchant card processing | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | 2,460 | 2,279 | 1,286 | 1,724 |
Additions: Charged to Costs and Expenses | 4,629 | 14,893 | 3,729 | 4,928 |
Deductions: Uncollectible Accounts Write-Offs (Recoveries) | 4,810 | 13,712 | 2,555 | 5,366 |
Balance at End of Period | 2,279 | 3,460 | 2,460 | 1,286 |
Reserve for sales allowances-Merchant card processing | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | 1,050 | 660 | 4,929 | 601 |
Additions: Charged to Costs and Expenses | 2,637 | 3,874 | 3,571 | 7,974 |
Deductions: Uncollectible Accounts Write-Offs (Recoveries) | 3,027 | 3,954 | 7,450 | 3,646 |
Balance at End of Period | 660 | 580 | 1,050 | 4,929 |
Reserve for operating losses-check guarantee processing | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | 4,868 | 5,786 | 2,684 | 2,998 |
Additions: Charged to Costs and Expenses | 15,204 | 28,064 | 22,827 | 9,578 |
Deductions: Uncollectible Accounts Write-Offs (Recoveries) | 14,286 | 28,112 | 20,643 | 9,892 |
Balance at End of Period | 5,786 | 5,738 | 4,868 | 2,684 |
Deferred income tax asset valuation allowance | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | 15,119 | 16,611 | 3,823 | 7,199 |
Additions: Charged to Costs and Expenses | 1,492 | 7,079 | 11,296 | (3,376) |
Deductions: Uncollectible Accounts Write-Offs (Recoveries) | 0 | 7,140 | 0 | 0 |
Balance at End of Period | $ 16,611 | $ 16,550 | $ 15,119 | $ 3,823 |