Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 26, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-16111 | |
Entity Registrant Name | GLOBAL PAYMENTS INC | |
Entity Incorporation, State or Country Code | GA | |
Entity Tax Identification Number | 58-2567903 | |
Entity Address, Address Line One | 3550 Lenox Road | |
Entity Address, City or Town | Atlanta | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30326 | |
City Area Code | 770 | |
Local Phone Number | 829-8000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 261,953,137 | |
Entity Central Index Key | 0001123360 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common stock, no par value | |
Trading Symbol | GPN | |
Security Exchange Name | NYSE | |
4.875% Senior Notes due 2031 | ||
Document Information [Line Items] | ||
Title of 12(b) Security | 4.875% Senior Notes due 2031 | |
Trading Symbol | GPN31A | |
Security Exchange Name | NYSE |
UNAUDITED CONSOLIDATED STATEMEN
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenues | $ 2,292,447 | $ 2,156,254 |
Operating expenses: | ||
Cost of service | 947,753 | 957,158 |
Selling, general and administrative | 1,043,126 | 823,149 |
Loss on business dispositions | 244,833 | 0 |
Total operating expenses | 2,235,712 | 1,780,307 |
Operating income | 56,735 | 375,947 |
Interest and other income | 11,153 | 1,711 |
Interest and other expense | (122,945) | (93,283) |
Total nonoperating income (expense) | (111,792) | (91,572) |
(Loss) income before income taxes and equity in income of equity method investments | (55,057) | 284,375 |
Income tax (benefit) expense | (31,399) | 52,218 |
(Loss) income before equity in income of equity method investments | (23,658) | 232,157 |
Equity in income of equity method investments, net of tax | 19,238 | 17,479 |
Net (loss) income | (4,420) | 249,636 |
Net income attributable to noncontrolling interests, net of tax | (6,621) | (4,903) |
Net (loss) income attributable to Global Payments | $ (11,041) | $ 244,733 |
(Loss) earnings per share attributable to Global Payments: | ||
Basic (loss) earnings per share (in USD per share) | $ (0.04) | $ 0.87 |
Diluted (loss) earnings per share (in USD per share) | $ (0.04) | $ 0.87 |
UNAUDITED CONSOLIDATED STATEM_2
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) income | $ (4,420) | $ 249,636 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 37,450 | (32,960) |
Income tax (expense) benefit related to foreign currency translation adjustments | (187) | 670 |
Net unrealized (losses) gains on hedging activities | (48,051) | 8,934 |
Reclassification of net unrealized losses on hedging activities to interest expense | 1,386 | 9,445 |
Income tax benefit (expense) related to hedging activities | 10,950 | (4,456) |
Other, net of tax | (22) | 0 |
Other comprehensive income (loss) | 1,526 | (18,367) |
Comprehensive (loss) income | (2,894) | 231,269 |
Comprehensive (income) loss attributable to noncontrolling interests | (12,995) | 441 |
Comprehensive (loss) income attributable to Global Payments | $ (15,889) | $ 231,710 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 2,001,671 | $ 1,997,566 |
Accounts receivable, net | 1,067,174 | 998,332 |
Settlement processing assets | 1,575,515 | 2,519,114 |
Current assets held for sale | 163,285 | 138,815 |
Prepaid expenses and other current assets | 787,409 | 660,321 |
Total current assets | 5,595,054 | 6,314,148 |
Goodwill | 26,850,666 | 23,320,736 |
Other intangible assets, net | 10,587,887 | 9,658,374 |
Property and equipment, net | 2,023,463 | 1,838,809 |
Deferred income taxes | 58,321 | 37,907 |
Noncurrent assets held for sale | 1,058,649 | 1,295,799 |
Other noncurrent assets | 2,464,604 | 2,343,241 |
Total assets | 48,638,644 | 44,809,014 |
Current liabilities: | ||
Settlement lines of credit | 482,339 | 747,111 |
Current portion of long-term debt | 1,185,365 | 1,169,330 |
Accounts payable and accrued liabilities | 2,514,616 | 2,442,560 |
Settlement processing obligations | 1,799,999 | 2,413,799 |
Current liabilities held for sale | 101,091 | 125,891 |
Total current liabilities | 6,083,410 | 6,898,691 |
Long-term debt | 16,534,074 | 12,289,248 |
Deferred income taxes | 2,434,230 | 2,428,412 |
Noncurrent liabilities held for sale | 4,691 | 4,478 |
Other noncurrent liabilities | 699,410 | 647,975 |
Total liabilities | 25,755,815 | 22,268,804 |
Commitments and contingencies | ||
Redeemable noncontrolling interests | 556,070 | 0 |
Equity: | ||
Preferred stock, no par value; 5,000,000 shares authorized and none issued | 0 | 0 |
Common stock, no par value; 400,000,000 shares authorized at March 31, 2023 and December 31, 2022; 261,770,665 issued and outstanding at March 31, 2023 and 263,081,872 issued and outstanding at December 31, 2022 | 0 | 0 |
Paid-in capital | 19,839,506 | 19,978,095 |
Retained earnings | 2,654,589 | 2,731,380 |
Accumulated other comprehensive loss | (410,817) | (405,969) |
Total Global Payments shareholders’ equity | 22,083,278 | 22,303,506 |
Nonredeemable noncontrolling interests | 243,481 | 236,704 |
Total equity | 22,326,759 | 22,540,210 |
Total liabilities, redeemable noncontrolling interests and equity | $ 48,638,644 | $ 44,809,014 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in USD per share) | $ 0 | $ 0 |
Preferred stock authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0 | $ 0 |
Common stock authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock issued (in shares) | 261,770,665 | 263,081,872 |
Common stock outstanding (in shares) | 261,770,665 | 263,081,872 |
UNAUDITED CONSOLIDATED STATEM_3
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (4,420) | $ 249,636 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization of property and equipment | 105,983 | 99,665 |
Amortization of acquired intangibles | 301,267 | 329,007 |
Amortization of capitalized contract costs | 29,336 | 25,906 |
Share-based compensation expense | 89,566 | 38,399 |
Provision for operating losses and credit losses | 29,859 | 28,523 |
Noncash lease expense | 15,810 | 21,555 |
Deferred income taxes | (160,040) | (80,841) |
Equity in income of equity method investments, net of tax | (19,238) | (17,479) |
Facilities exit charges | 5,164 | 0 |
Loss on business dispositions | 244,833 | 0 |
Other, net | 10,521 | 12,149 |
Changes in operating assets and liabilities, net of the effects of business combinations: | ||
Accounts receivable | 30,767 | (34,191) |
Settlement processing assets and obligations, net | 248,710 | 48,198 |
Prepaid expenses and other assets | (119,479) | (115,904) |
Accounts payable and other liabilities | (209,113) | 25,377 |
Net cash provided by operating activities | 599,526 | 630,000 |
Cash flows from investing activities: | ||
Business combinations and other acquisitions, net of cash and restricted cash acquired | (4,046,785) | (4,726) |
Capital expenditures | (162,195) | (156,102) |
Other, net | 2,187 | 5 |
Net cash used in investing activities | (4,206,793) | (160,823) |
Cash flows from financing activities: | ||
Net (repayments of) borrowings from settlement lines of credit | (281,411) | 16,497 |
Net borrowings from commercial paper notes | 1,048,620 | 0 |
Proceeds from long-term debt | 4,708,140 | 1,529,157 |
Repayments of long-term debt | (1,555,954) | (1,176,496) |
Payments of debt issuance costs | (11,593) | (1,706) |
Repurchases of common stock | (202,785) | (649,654) |
Proceeds from stock issued under share-based compensation plans | 6,103 | 7,940 |
Common stock repurchased - share-based compensation plans | (28,323) | (26,295) |
Distributions to noncontrolling interests | (6,218) | (5,534) |
Dividends paid | (65,750) | (70,243) |
Net cash provided by (used in) financing activities | 3,610,829 | (376,334) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 18,584 | (36,147) |
Increase in cash, cash equivalents and restricted cash | 22,146 | 56,696 |
Cash, cash equivalents and restricted cash, beginning of the period | 2,215,606 | 2,123,023 |
Cash, cash equivalents and restricted cash, end of the period | $ 2,237,752 | $ 2,179,719 |
UNAUDITED CONSOLIDATED STATEM_4
UNAUDITED 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 | NonredeemableNoncontrolling Interests |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 284,750,000 | ||||||
Balance at beginning of period at Dec. 31, 2021 | $ 25,869,417 | $ 25,628,201 | $ 22,880,261 | $ 2,982,122 | $ (234,182) | $ 241,216 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 249,636 | 244,733 | 244,733 | 4,903 | |||
Other comprehensive income (loss) | (18,367) | (13,023) | (13,023) | (5,344) | |||
Stock issued under share-based compensation plans (in shares) | 1,395,000 | ||||||
Stock issued under share-based compensation plans | 7,940 | 7,940 | 7,940 | ||||
Common stock repurchased - share-based compensation plans (in shares) | (195,000) | ||||||
Common stock repurchased - share-based compensation plans | (26,789) | (26,789) | (26,789) | ||||
Share-based compensation expense | $ 38,399 | 38,399 | 38,399 | ||||
Repurchase of common stock (in shares) | (4,515,626) | (4,516,000) | |||||
Repurchases of common stock | $ (649,654) | (649,654) | (561,725) | (87,929) | |||
Distributions to noncontrolling interest | (5,534) | (5,534) | |||||
Cash dividends declared | (70,243) | (70,243) | (70,243) | ||||
Balance at end of period (in shares) at Mar. 31, 2022 | 281,434,000 | ||||||
Balance at end of period at Mar. 31, 2022 | 25,394,805 | 25,159,564 | 22,338,086 | 3,068,683 | (247,205) | 235,241 | |
Balance at beginning of period (in shares) at Dec. 31, 2022 | 263,082,000 | ||||||
Balance at beginning of period at Dec. 31, 2022 | 22,540,210 | 22,303,506 | 19,978,095 | 2,731,380 | (405,969) | 236,704 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | (4,420) | (11,041) | (11,041) | 6,621 | |||
Other comprehensive income (loss) | 1,526 | (4,848) | (4,848) | 6,374 | |||
Stock issued under share-based compensation plans (in shares) | 1,014,000 | ||||||
Stock issued under share-based compensation plans | 6,103 | 6,103 | 6,103 | ||||
Common stock repurchased - share-based compensation plans (in shares) | (266,000) | ||||||
Common stock repurchased - share-based compensation plans | (30,189) | (30,189) | (30,189) | ||||
Share-based compensation expense | 89,566 | 89,566 | 89,566 | ||||
Issuance of share-based awards in connection with a business combination | $ 2,484 | 2,484 | 2,484 | ||||
Repurchase of common stock (in shares) | (2,058,902) | (2,059,000) | |||||
Repurchases of common stock | $ (206,553) | (206,553) | (206,553) | ||||
Distributions to noncontrolling interest | (6,218) | (6,218) | |||||
Cash dividends declared | (65,750) | (65,750) | (65,750) | ||||
Balance at end of period (in shares) at Mar. 31, 2023 | 261,771,000 | ||||||
Balance at end of period at Mar. 31, 2023 | $ 22,326,759 | $ 22,083,278 | $ 19,839,506 | $ 2,654,589 | $ (410,817) | $ 243,481 |
UNAUDITED CONSOLIDATED STATEM_5
UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends per share (in USD per share) | $ 0.25 | $ 0.25 |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business, consolidation and presentation - We are a leading payments technology company delivering innovative software and services to our customers globally. Our technologies, services and team member expertise allow us to provide a broad range of solutions that enable our customers to operate their businesses more efficiently across a variety of channels around the world. We operate in three reportable segments: Merchant Solutions, Issuer Solutions and Consumer Solutions, which are described in "Note 15—Segment Information." Global Payments Inc. and its consolidated subsidiaries are referred to herein collectively as "Global Payments," the "Company," "we," "our" or "us," unless the context requires otherwise. These unaudited consolidated financial statements include our accounts and those of our majority-owned subsidiaries, and all intercompany balances and transactions have been eliminated in consolidation. These unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The consolidated balance sheet as of December 31, 2022 was derived from the audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022 but does not include all disclosures required by GAAP for annual financial statements. In the opinion of our management, all known adjustments necessary for a fair presentation of the results of the interim periods have been made. These adjustments consist of normal recurring accruals and estimates that affect the carrying amount of assets and liabilities. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022. 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. In particular, uncertainty resulting from global events and other macroeconomic conditions are difficult to predict at this time, and the ultimate effect could result in additional charges related to the recoverability of assets, including financial assets, long-lived assets and goodwill and other losses. These unaudited consolidated financial statements reflect the financial statement effects based upon management’s estimates and assumptions utilizing the most currently available information. |
ACQUISITION
ACQUISITION | 3 Months Ended |
Mar. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITION | ACQUISITION EVO Payments, Inc. On March 24, 2023, we acquired all of the outstanding common stock of EVO Payments, Inc. (“EVO”). EVO is a leading payment technology and services provider, offering an array of payment solutions to merchants ranging from small and middle market enterprises to multinational companies and organizations across the Americas and Europe. The acquisition aligns with our technology-enabled payments strategy, expands our geographic presence and augments our business-to-business software and payment solutions business. Total purchase consideration was $4.3 billion, which consisted of the following (in thousands): Cash paid to EVO shareholders (1) $ 3,273,951 Cash paid for equity awards attributable to purchase consideration (2) 58,510 Value of replacement awards attributable to purchase consideration (3) 2,484 Total purchase consideration transferred to EVO shareholders 3,334,945 Repayment of EVO's unsecured revolving credit facility (including accrued interest and fees) 665,557 Payment of certain acquiree transaction costs and other liabilities on behalf of EVO (4) 269,118 Total purchase consideration $ 4,269,620 (1) Holders of EVO common stock, convertible preferred stock and common units received $34 for each share of EVO common stock held at the effective time of the transaction. (2) Pursuant to the merger agreement, we cash settled vested options and certain unvested equity awards of EVO equity award holders. (3) Pursuant to the merger agreement, we granted equity awards for approximately 0.3 million shares of Global Payments common stock to certain EVO equity awards holders. Each such replacement award is subject to the same terms and conditions (including vesting and exercisability or payment terms) that applied to the corresponding EVO equity award. We apportioned the fair value of the replacement awards between purchase consideration and amounts to be recognized in periods following the acquisition as share-based compensation expense over the requisite service period of the replacement awards. (4) Certain acquiree transaction costs and liabilities, including amounts outstanding under EVO’s tax receivable agreement, were required to be repaid by us upon consummation of the acquisition. The cash portion of the purchase consideration was funded through cash on hand and borrowings from our revolving credit facility. The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed as of March 31, 2023, including a reconciliation to the total purchase consideration, were as follows (in thousands): Cash and cash equivalents $ 324,859 Accounts receivable 105,680 Settlement processing assets 125,061 Deferred income tax assets 15,464 Property and equipment 83,540 Identifiable intangible assets 1,208,400 Other assets 157,166 Accounts payable and accrued liabilities (277,800) Settlement lines of credit (11,371) Settlement processing obligations (199,161) Deferred income tax liabilities (168,098) Other liabilities (58,089) Total identifiable net assets 1,305,651 Redeemable noncontrolling interests (556,070) Goodwill 3,520,039 Total purchase consideration $ 4,269,620 As of March 31, 2023, we considered these amounts to be provisional because we were still in the process of gathering and reviewing information to support the valuations of the assets acquired, liabilities assumed and related tax positions. Goodwill arising from the acquisition was included in the Merchant Solutions segment as of March 31, 2023 and was attributable to expected growth opportunities, potential synergies from combining the acquired business into our existing business and an assembled workforce. We expect that a portion of the goodwill from this acquisition will be deductible for income tax purposes. Due to the timing of the acquisition, we are still in the process of assigning goodwill to our reporting units. The following table reflects the provisional estimated fair values of the identified intangible assets of EVO and their respective weighted-average estimated amortization periods: Estimated Fair Value Weighted-Average Estimated Amortization Periods (in thousands) (years) Customer-related intangible assets $ 641,000 10 Contract-based intangible assets 423,000 12 Acquired technologies 138,400 7 Trademarks and trade names 6,000 2 Total estimated identifiable intangible assets $ 1,208,400 10 |
BUSINESS DISPOSITIONS
BUSINESS DISPOSITIONS | 3 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
BUSINESS DISPOSITIONS | BUSINESS DISPOSITIONS Businesses Held for Sale Consumer Business. On April 26, 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our Consumer Solutions segment, for approximately $1 billion, subject to final closing adjustments. In connection with the sale, we provided seller financing consisting of a first lien seven-year secured term loan facility in an aggregate principal amount of $350 million bearing interest at a fixed annual rate of 9% and a second lien twenty-five year secured term loan facility in an aggregate principal amount of $325 million bearing interest at a fixed annual rate of 13%. In addition, we provided the purchasers a first lien five-year $50 million secured revolving facility available from the date of closing of the sale. The assets and liabilities of our consumer business were classified as held for sale and the disposal group was reported at fair value less costs to sell in our consolidated balance sheets as of March 31, 2023 and December 31, 2022. We recognized a loss on business dispositions in our consolidated statement of income of $244.8 million during the three months ended March 31, 2023 to reduce the carrying amount of the disposal group to estimated fair value less costs to sell. The loss during the three months ended March 31, 2023 included the effects of incremental negotiated closing adjustments, changes in the estimated fair value of the seller financing and the effects of the final tax structure of the transaction. Gaming Business. On April 1, 2023 , we completed the sale of our gaming business for approximately $400 million, including seller financing consisting of a 7-year unsecured promissory note in an aggregate principal amount of $32 million bearing interest at a fixed annual rate of 11%, and subject to final closing adjustments. The assets and liabilities of our gaming business were classified as held for sale in our consolidated balance sheets as of March 31, 2023 and December 31, 2022. We expect to recognize a gain on the sale of approximately $100 million in the second quarter of 2023. Assets and Liabilities Held for Sale. The major classes of assets presented as held for sale in the consolidated balance sheet as of March 31, 2023 include cash of $88.7 million, accounts receivable of $16.1 million, other current assets of $58.4 million, goodwill of $529.5 million, other intangible assets of $717.9 million, property and equipment of $82.3 million, other noncurrent assets of $45.6 million and an asset group valuation allowance of $316.7 million. The major classes of liabilities presented as held for sale in the consolidated balance sheet as of March 31, 2023 include accounts payable and accrued liabilities of $101.1 million and other noncurrent liabilities of $4.7 million. The major classes of assets presented as held for sale in the consolidated balance sheet as of December 31, 2022, include cash of $70.6 million, accounts receivable of $18.4 million, other current assets of $42.3 million, goodwill of $529.5 million, other intangible assets of $717.9 million, property and equipment of $82.9 million, other noncurrent assets of $44.9 million and an asset group valuation allowance of $71.9 million. The major classes of liabilities presented as held for sale in the consolidated balance sheet as of December 31, 2022 include accounts payable and accrued liabilities of $125.9 million and other noncurrent liabilities of $4.5 million. |
REVENUES
REVENUES | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES The following tables present a disaggregation of our revenues from contracts with customers by geography for each of our reportable segments for the three months ended March 31, 2023 and 2022 and have been recast to align with the change in the presentation of segment information during 2022 as further described in “Note 15 — Segment Information:” Three Months Ended March 31, 2023 Merchant Issuer Consumer Intersegment Total (in thousands) Americas $ 1,365,894 $ 443,345 $ 143,709 $ (17,321) $ 1,935,627 Europe 176,098 117,104 — — 293,202 Asia Pacific 63,618 10,458 — (10,458) 63,618 $ 1,605,610 $ 570,907 $ 143,709 $ (27,779) $ 2,292,447 Three Months Ended March 31, 2022 Merchant Issuer Consumer Intersegment Total (in thousands) Americas $ 1,242,620 $ 406,728 $ 169,115 $ (14,619) $ 1,803,844 Europe 174,055 122,011 — — 296,066 Asia Pacific 56,344 8,587 — (8,587) 56,344 $ 1,473,019 $ 537,326 $ 169,115 $ (23,206) $ 2,156,254 The following table presents a disaggregation of our Merchant Solutions segment revenues by distribution channel for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Relationship-led $ 795,680 $ 752,214 Technology-enabled 809,930 720,805 $ 1,605,610 $ 1,473,019 ASC Topic 606, Revenues from Contracts with Customers ("ASC 606") requires that we determine for each customer arrangement whether revenue should be recognized at a point in time or over time. For the three months ended March 31, 2023 and 2022, substantially all of our revenues were recognized over time. Supplemental balance sheet information related to contracts from customers as of March 31, 2023 and December 31, 2022 was as follows: Balance Sheet Location March 31, 2023 December 31, 2022 (in thousands) Assets: Capitalized costs to obtain customer contracts, net Other noncurrent assets $ 332,417 $ 329,785 Capitalized costs to fulfill customer contracts, net Other noncurrent assets $ 166,497 $ 152,520 Liabilities: Contract liabilities, net (current) Accounts payable and accrued liabilities $ 223,675 $ 226,254 Contract liabilities, net (noncurrent) Other noncurrent liabilities $ 50,180 $ 45,613 Net contract assets were not material at March 31, 2023 or at December 31, 2022. Revenue recognized for the three months ended March 31, 2023 and 2022 from contract liability balances at the beginning of each period was $83.7 million and $84.1 million, respectively. ASC 606 requires disclosure of the aggregate amount of the transaction price allocated to unsatisfied performance obligations. The purpose of this disclosure is to provide additional information about the amounts and expected timing of revenue to be recognized from the remaining performance obligations in our existing contracts. The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at March 31, 2023. However, as permitted, we have elected to exclude from this disclosure any contracts with an original duration of one year or less and any variable consideration that meets specified criteria. Accordingly, the total amount of unsatisfied or partially unsatisfied performance obligations related to processing services is significantly higher than the amounts disclosed in the table below (in thousands): Year Ending December 31, 2023 $ 801,521 2024 844,665 2025 695,525 2026 569,521 2027 428,345 2028 196,636 2029 and thereafter 304,716 Total $ 3,840,929 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS As of March 31, 2023 and December 31, 2022, goodwill and other intangible assets consisted of the following: March 31, 2023 December 31, 2022 (in thousands) Goodwill $ 26,850,666 $ 23,320,736 Other intangible assets: Customer-related intangible assets $ 10,188,001 $ 9,524,922 Acquired technologies 3,004,005 2,863,731 Contract-based intangible assets 2,169,122 1,741,321 Trademarks and trade names 1,074,058 1,067,745 16,435,186 15,197,719 Less accumulated amortization: Customer-related intangible assets 3,329,392 3,155,838 Acquired technologies 1,778,936 1,692,762 Contract-based intangible assets 216,279 197,478 Trademarks and trade names 522,692 493,267 5,847,299 5,539,345 $ 10,587,887 $ 9,658,374 The following table sets forth the changes by reportable segment in the carrying amount of goodwill for the three months ended March 31, 2023: Merchant Issuer Consumer Total (in thousands) Balance at December 31, 2022 $ 13,816,945 $ 9,503,791 $ — $ 23,320,736 Goodwill acquired 3,520,039 — — 3,520,039 Effect of foreign currency translation 5,187 4,940 — 10,127 Measurement period adjustments (236) — — (236) Balance at March 31, 2023 $ 17,341,935 $ 9,508,731 $ — $ 26,850,666 Accumulated impairment losses for goodwill as of March 31, 2023 and December 31, 2022 were $833.1 million, of which $475.1 million related to the held for sale consumer business. |
LONG-TERM DEBT AND LINES OF CRE
LONG-TERM DEBT AND LINES OF CREDIT | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT AND LINES OF CREDIT | LONG-TERM DEBT AND LINES OF CREDIT As of March 31, 2023 and December 31, 2022, long-term debt consisted of the following: March 31, 2023 December 31, 2022 (in thousands) 3.750% senior notes due June 1, 2023 $ 550,845 $ 552,113 4.000% senior notes due June 1, 2023 551,099 552,747 1.500% senior notes due November 15, 2024 498,409 498,164 2.650% senior notes due February 15, 2025 996,907 996,485 1.200% senior notes due March 1, 2026 1,094,411 1,093,932 4.800% senior notes due April 1, 2026 783,899 786,724 2.150% senior notes due January 15, 2027 745,258 744,945 4.950% senior notes due August 15, 2027 495,708 495,463 4.450% senior notes due June 1, 2028 472,702 473,800 3.200% senior notes due August 15, 2029 1,239,983 1,239,588 5.300% senior notes due August 15, 2029 495,537 495,362 2.900% senior notes due May 15, 2030 991,659 991,367 2.900% senior notes due November 15, 2031 742,765 742,555 5.400% senior notes due August 15, 2032 742,291 742,085 4.150% senior notes due August 15, 2049 740,592 740,503 5.950% senior notes due August 15, 2052 738,277 738,177 4.875% senior notes due March 17, 2031 857,064 — 1.000% convertible notes due August 15, 2029 1,447,292 1,445,225 Revolving credit facility 2,323,000 — Commercial paper notes 1,048,620 — Finance lease liabilities 30,871 32,435 Other borrowings 132,250 96,908 Total long-term debt 17,719,439 13,458,578 Less current portion 1,185,365 1,169,330 Long-term debt, excluding current portion $ 16,534,074 $ 12,289,248 The carrying amounts of our senior notes and convertible notes in the table above are presented net of unamortized discount and unamortized debt issuance costs, as applicable. At March 31, 2023, the unamortized discount on senior notes and convertible notes was $51.8 million, and unamortized debt issuance costs on senior notes and convertible notes were $89.2 million. At December 31, 2022, the unamortized discount on senior notes and convertible notes was $50.8 million and unamortized debt issuance costs on senior notes and convertible notes were $85.4 million. The portion of unamortized debt issuance costs related to revolving credit facilities is included in other noncurrent assets. At March 31, 2023 and December 31, 2022, unamortized debt issuance costs on the unsecured revolving credit facility were $22.3 million and $23.5 million, respectively. At March 31, 2023, future maturities of long-term debt (excluding finance lease liabilities) are as follows by year (in thousands): Year Ending December 31, 2023 $ 1,147,502 2024 554,394 2025 1,009,577 2026 1,860,108 2027 4,635,269 2028 450,000 2029 and thereafter 8,117,160 Total $ 17,774,010 Senior Notes On March 17, 2023, we issued €800 million aggregate principal amount of 4.875% senior unsecured notes due March 2031 and received net proceeds of €790.6 million, or $843.6 million based on the exchange rate on the issuance date. We issued the senior notes at a discount of $2.8 million, and we incurred debt issuance costs of $7.2 million, including underwriting fees, professional services fees and registration fees, which were capitalized and reflected as a reduction of the related carrying amount of the notes in our consolidated balance sheet at March 31, 2023. Interest on the senior unsecured notes is payable annually in arrears on March 17 of each year, commencing March 17, 2024. The notes are unsecured and unsubordinated indebtedness and rank equally in right of payment with all of our other outstanding unsecured and unsubordinated indebtedness. The net proceeds from the offering were used for general corporate purposes. Commercial Paper In January 2023, we established a $2.0 billion commercial paper program under which we may issue senior unsecured commercial paper notes with maturities of up to 397 days from the date of issue. Commercial paper notes are expected to be issued at a discount from par, or they may bear interest, each at commercial paper market rates dictated by market conditions at the time of their issuance. The proceeds from issuances of commercial paper notes will be used primarily for general corporate purposes but may also be used for acquisitions, to pay dividends, for debt refinancing or for other purposes. As of March 31, 2023, we had net borrowings under our commercial paper program of $1,048.6 million outstanding, presented within long-term debt in our consolidated balance sheet based on our intent and ability to continually refinance on a long-term basis, with a weighted average annual in terest rate of 5.87%. The commercial program is backstopped by our revolving credit agreement, in that the amount of commercial paper notes outstanding cannot exceed the undrawn portion of our revolving credit facility. As suc h, we could draw on the revolving credit facility to repay commercial paper notes that cannot be rolled over or refinanced with similar debt . Fair Value of Long-Term Debt As of March 31, 2023, our senior notes had a total carrying amount of $12.7 billion and an estimated fair value of $11.8 billion. The estimated fair value of our senior notes was based on quoted market prices in an active market and is considered to be a Level 1 measurement of the valuation hierarchy. As of March 31, 2023, our convertible notes had a total carrying amount of $1.4 billion and an estimated fair value of $1.5 billion. The estimated fair value of our convertible notes was based on a lattice pricing model and is considered to be a Level 3 measurement of the valuation hierarchy. The fair value of other long-term debt approximated its carrying amount at March 31, 2023. Compliance with Covenants The convertible notes include customary covenants and events of default for convertible notes of this type. The revolving credit agreement contains customary affirmative covenants and restrictive covenants, including, among others, financial covenants based on net leverage and interest coverage ratios, and customary events of default. The required leverage ratio was increased to 4.50 to 1.00 as a result of the qualifying acquisition of EVO, which will remain in effect for up to eight consecutive quarters with a gradual step-down to 3.75 to 1.00, and the required interest coverage ratio is 3.00 to 1.00. We were in compliance with all applicable covenants as of March 31, 2023. Interest Expense Interest expense was $119.0 million and $89.3 million for the three months ended March 31, 2023 and 2022, respectively. |
DERIVATIVES AND HEDGING INSTRUM
DERIVATIVES AND HEDGING INSTRUMENTS | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES AND HEDGING INSTRUMENTS | DERIVATIVES AND HEDGING INSTRUMENTS Net Investment Hedge We have designated our Euro-denominated senior notes as a hedge of our net investment in our Euro-denominated operations. The purpose of the net investment hedge is to reduce the volatility of our net investment in our Euro-denominated operations due to changes in foreign currency exchange rates. Investments in foreign operations with functional currencies other than the reporting currency are subject to foreign currency risk as the assets and liabilities of these subsidiaries are translated into the reporting currency at the period-end rate of exchange with the resulting foreign currency translation adjustment presented as a component of other comprehensive income and included in accumulated comprehensive income within equity in our consolidated balance sheets. Net investment hedge accounting offers protection from this risk, and the foreign currency remeasurement gains and losses associated with the Euro-denominated senior notes are presented within the same components of other comprehensive income and accumulated comprehensive income. As of March 31, 2023, an aggregate €800 million related to our Euro-denominated senior notes due March 2031 was designated as a net investment hedge of our investment in Euro-denominated operations. We recognized a loss of $18.2 million within foreign currency translation adjustments in other comprehensive income in our consolidated statement of comprehensive income during the three months ended March 31, 2023. Interest Rate Swaps 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. In the first quarter of 2023, we entered into new interest rate swap agreements with an aggregate notional amount of $1.5 billion to convert eligible borrowings under our revolving credit facility from a floating term Secured Overnight Financing Rate to a fixed rate. 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 cash flow hedges, unrealized gains or losses resulting from adjusting the swaps to fair value are recorded as components of other comprehensive income. The fair values of our 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 information about our interest rate swaps, designated as cash flow hedges, included in the consolidated balance sheets: Fair Values Derivative Financial Instruments Balance Sheet Location Weighted-Average Fixed Rate of Interest at March 31, 2023 Range of Maturity Dates at March 31, 2023 March 31, 2023 December 31, 2022 (in thousands) Interest rate swaps (Notional of $1.5 billion at March 31, 2023) Other noncurrent liabilities 4.26 % April 17, 2027 - August 17, 2027 $ 46,403 $ — The table below presents the effects of our interest rate swaps on the consolidated statements of income and statements of comprehensive income for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Net unrealized (losses) gains recognized in other comprehensive income (loss) $ (48,051) $ 8,934 Net unrealized losses reclassified out of other comprehensive income (loss) to interest expense $ 1,386 $ 9,445 As of March 31, 2023, the amount of net unrealized losses 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 $0.4 million. |
INCOME TAX
INCOME TAX | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAX | INCOME TAX For the three months ended March 31, 2023, we reported a tax benefit in excess of the U.S. statutory tax rate. The tax benefit included the favorable effect of foreign interest income not subject to tax, tax credits and the foreign-derived intangible income deduction. In addition, the tax benefit on the loss on business dispositions was tax effected at the applicable tax rate, whereas the earnings other than this discrete item were tax effected at the lower estimated annual effective tax rate. Our effective income tax rate for the three months ended March 31, 2022 was 18.4%. Our effective income tax rates for the three months ended March 31, 2022 differed from the U.S. statutory rate primarily as a result of foreign interest income not subject to tax, tax credits and the foreign-derived intangible income deduction. On August 16, 2022, the U.S. government enacted the Inflation Reduction Act into law, which, among other things, implements a 15% corporate alternative minimum tax based on global adjusted financial statement income and a 1% excise tax on share repurchases effective beginning January 1, 2023. We do not expect the corporate alternative minimum tax will have a material effect on our reported results, cash flows or financial position. During the three months ended March 31, 2023, we reflected excise taxes of $2.3 million within equity as part of the price of common stock repurchased during the period. |
REDEEMABLE NONCONTROLLING INTER
REDEEMABLE NONCONTROLLING INTERESTS | 3 Months Ended |
Mar. 31, 2023 | |
Temporary Equity Disclosure [Abstract] | |
REDEEMABLE NONCONTROLLING INTERESTS | REDEEMABLE NONCONTROLLING INTERESTS Through the acquisition of EVO, we have certain redeemable noncontrolling interests related to the portion of equity in our consolidated subsidiaries in Poland, Chile, and Greece, not attributable, directly or indirectly, to us, that is redeemable upon the occurrence of an event that is not solely within our control. We own 66% of our subsidiary in Poland. Under the shareholders agreement, the holder of the remaining 34% of the shares has the option to compel us to purchase the shares held by the minority shareholder at a price per share based on the fair value of the shares. The option expires on January 1, 2024. We own 50.1% of our subsidiary in Chile. Under the shareholders agreement, the holder of the remaining 49.9% of the shares has the option to compel us to purchase those shares at a price per share based on the fair value of the shares. The option has no expiration date. We own 51% of our subsidiary in Greece. Under the shareholders agreement, the holder of the remaining 49% of the shares has the option, under certain limited circumstances, to compel us to purchase those shares at a price set forth in the agreement. In addition, beginning December 2025, the minority shareholder has the option to compel us to purchase those shares at a price per share based on the fair value of the shares. The options have no expiration date. Because the exercise of each of these redemption options is not solely within our control, the redeemable noncontrolling interests are presented in the mezzanine section between total liabilities and shareholders’ equity, as temporary equity, in our consolidated balance sheet as of March 31, 2023. We adjust the redeemable noncontrolling interests at each balance sheet date to reflect our estimate of the maximum redemption amounts with changes recognized as an adjustment to paid-in capital within equity in our consolidated balance sheets. Such estimates are based on projected operating performance of each subsidiary, and the key assumptions used in estimating the fair value include, but are not limited to, revenue growth rates and weighted-average cost of capital. Redeemable noncontrolling interests are carried at fair value on a recurring basis and are classified within Level 3 of the valuation hierarchy. The estimated fair value of the redeemable noncontrolling interests was $556.1 million as of the date of the acquisition of EVO and as of March 31, 2023. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | SHAREHOLDERS’ EQUITY We repurchase our common stock mainly through open market repurchase plans and, at times, through accelerated share repurchase ("ASR") programs. During the three months ended March 31, 2023 and 2022, we repurchased and retired 2,058,902 and 4,515,626 shares of our common stock, respectively, at a cost, including commissions and applicable excise taxes, of $206.6 million and $649.7 million, or $100.33 and $143.95 per share, respectively. As of March 31, 2023, the remaining amount available under our share repurchase program was $1,295.7 million. On April 27, 2023, our board of directors declared a dividend of $0.25 per share payable on June 30, 2023 to common shareholders of record as of June 15, 2023. |
SHARE-BASED AWARDS AND STOCK OP
SHARE-BASED AWARDS AND STOCK OPTIONS | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SHARE-BASED AWARDS AND STOCK OPTIONS | SHARE-BASED AWARDS AND STOCK OPTIONS The following table summarizes share-based compensation expense and the related income tax benefit recognized for our share-based awards and stock options: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Share-based compensation expense $ 89,566 $ 38,399 Income tax benefit $ 9,417 $ 9,679 Share-Based Awards The following table summarizes the changes in unvested restricted stock and performance awards for the three months ended March 31, 2023: Shares Weighted-Average (in thousands) Unvested at December 31, 2022 2,145 $159.04 Replacement awards 202 98.44 Granted 1,170 113.00 Vested (753) 167.81 Forfeited (33) 151.02 Unvested at March 31, 2023 2,731 $132.21 The total fair value of restricted stock and performance awards vested during the three months ended March 31, 2023 and March 31, 2022 was $126.5 million and $93.3 million, respectively. For restricted stock and performance awards, we recognized compensation expens e of $75.2 million and $35.1 million during the three months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, there was $265.4 million of unrecognized compensation expense related to unvested restricted stock and performance awards that we expect to recognize over a weighted-average period of 2.3 years. Stock Options The following table summarizes stock option activity for the three months ended March 31, 2023: Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) (years) (in millions) Outstanding at December 31, 2022 1,139 $111.75 5.4 $17.3 Replacement awards 142 98.44 Granted 195 113.12 Outstanding at March 31, 2023 1,476 $110.65 5.9 $20.9 Options vested and exercisable at March 31, 2023 1,019 $107.00 4.7 $20.9 We recognized compensation expense for stock options of $12.7 million and $1.8 million during the three months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, we had $4.4 million of unrecognized compensation expense related to unvested stock options that we expect to recognize over a weighted-average period of 2.3 years. The weighted-average grant-date fair value of stock options granted, including replacement awards granted in connection with the EVO acquisition, during the three months ended March 31, 2023 and 2022 was $47.08 and $48.88, respectively. Fair value was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions: Three Months Ended March 31, 2023 March 31, 2022 Risk-free interest rate 3.86% 1.87% Expected volatility 45% 40% Dividend yield 0.81% 0.56% Expected term (years) 5 5 The risk-free interest rate was 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 was based on our historical volatility. The dividend yield assumption was determined 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. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share ("EPS") was computed by dividing net income (loss) attributable to Global Payments by the weighted-average number of shares outstanding during the period. Earnings available to common shareholders was the same as reported net income (loss) attributable to Global Payments for all periods presented. Diluted EPS is computed by dividing net income (loss) attributable to Global Payments by the weighted-average number of shares outstanding during the period, including the effect of share-based awards, convertible notes or other potential securities that would have a dilutive effect on EPS. 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. Due to a net loss for the three months ended March 31, 2023, no incremental shares were included in the computation of diluted earnings per share because the effect would be antidilutive. Approximately 1.2 million shares related to stock options and share-based awards were therefore excluded from the dilutive share base for the three months ended March 31, 2023. The dilutive share base for the three months ended March 31, 2022 excluded approximately 388,355 shares related to stock options that would have an antidilutive effect on the computation of diluted earnings per share. The effect of the potential shares needed to settle the conversion spread on the convertible notes is included in diluted EPS if the effect is dilutive. The effect depends on the market share price of our common stock at the time of conversion and would be dilutive if the average market share price of our common stock for the period exceeds the conversion price. For the three months ended March 31, 2023, the convertible notes were not included in the computation of diluted EPS as the effect would have been anti-dilutive. Further, the effect of the related capped call transactions is not included in the computation of diluted EPS as it is always anti-dilutive. The following table sets forth the computation of diluted weighted-average number of shares outstanding for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Basic weighted-average number of shares outstanding 263,115 282,100 Plus: Dilutive effect of stock options and other share-based awards — 467 Diluted weighted-average number of shares outstanding 263,115 282,567 |
SUPPLEMENTAL BALANCE SHEET INFO
SUPPLEMENTAL BALANCE SHEET INFORMATION | 3 Months Ended |
Mar. 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | SUPPLEMENTAL BALANCE SHEET INFORMATION Cash, cash equivalents and restricted cash Cash and cash equivalents include cash on hand and all liquid investments with a maturity of three months or less when purchased. We regularly maintain cash balances with financial institutions in excess of the Federal Deposit Insurance Corporation insurance limit or the equivalent outside the U.S. As of March 31, 2023, approximately 75% of our total balance of cash and cash equivalents was held within a small group of financial institutions, primarily large money center banks. Although we currently believe that the financial institutions with whom we do business will be able to fulfill their commitments to us, there is no assurance that those institutions will be able to continue to do so. We have not experienced any losses associated with our balances in such accounts for the three months ended March 31, 2023. Restricted cash includes amounts that cannot be withdrawn or used for general operating activities under legal or regulatory restrictions. Restricted cash consists of amounts deposited by customers for prepaid card transactions at one of our Spain subsidiaries and funds held as a liquidity reserve at our Chilean and Greek subsidiaries that are subject to local regulatory restrictions requiring appropriate segregation and restriction in their use. Restricted cash is included in prepaid expenses and other current assets in the consolidated balance sheets with a corresponding liability in accounts payable and accrued liabilities. A reconciliation of the amounts of cash and cash equivalents and restricted cash in the consolidated balance sheets to the amount in the consolidated statements of cash flows is as follows: March 31, 2023 December 31, 2022 (in thousands) Cash and cash equivalents $ 2,001,671 $ 1,997,566 Restricted cash included in prepaid expenses and other current assets 147,333 147,422 Cash included in assets held for sale 88,748 70,618 Cash, cash equivalents and restricted cash shown in the statement of cash flows $ 2,237,752 $ 2,215,606 Long-lived assets During the three months ended March 31, 2023, we entered into a new agreement to acquire software, of which $48.0 million was financed utilizing a five-year vendor financing arrangement. In connection with the completion of the EVO acquisition, we acquired right-of-use assets for operating leases of approximately $40.0 million, primarily related to real estate leases, and assumed the associated lease liabilities. As of March 31, |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The changes in the accumulated balances for each component of other comprehensive income (loss) were as follows for the three months ended March 31, 2023 and 2022: Foreign Currency Translation Gains (Losses) Unrealized Gains (Losses) on Hedging Activities Other Accumulated Other Comprehensive Loss (in thousands) Balance at December 31, 2022 $ (380,584) $ (22,420) $ (2,965) $ (405,969) Other comprehensive income (loss) 30,889 (35,715) — (4,848) Balance at March 31, 2023 $ (349,695) $ (58,135) $ (2,965) $ (410,817) Balance at December 31, 2021 $ (182,949) $ (48,490) $ (2,743) $ (234,182) Other comprehensive (loss) income (26,946) 13,923 — (13,023) Balance at March 31, 2022 $ (209,895) $ (34,567) $ (2,743) $ (247,205) Other comprehensive income (loss) attributable to noncontrolling interests, which relates only to foreign currency translation, was $6.4 million and $(5.3) million for the three months ended March 31, 2023 and 2022, respectively. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION During 2022, as a result of the pending divestiture of the consumer business and changes in how the business is managed, we realigned the businesses previously comprising our Business and Consumer Solutions segment to include the business-to-business portion within our Issuer Solutions segment and the consumer portion forming our new Consumer Solutions segment. Our three reportable segments now are: Merchant Solutions, Issuer Solutions and Consumer Solutions. The presentation of segment information for the three months ended March 31, 2022 has been recast to align with the segment presentation for the three months ended March 31, 2023. 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 share-based compensation costs are included in Corporate. Impairment of goodwill and gains or losses on business dispositions are not included in segment operating income. Interest and other income, interest and other expense, income tax expense and equity in income of equity method investments, net of tax, 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 our Annual Report on Form 10-K for the year ended December 31, 2022 and our 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, consolidated operating income and consolidated depreciation and amortization were as follows for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Revenues : (1) Merchant Solutions $ 1,605,610 $ 1,473,019 Issuer Solutions 570,907 537,326 Consumer Solutions 143,709 169,115 Intersegment eliminations (27,779) (23,206) Consolidated revenues $ 2,292,447 $ 2,156,254 Operating income (loss) (1) : Merchant Solutions $ 507,210 $ 444,530 Issuer Solutions 82,810 69,142 Consumer Solutions (5,798) 22,618 Corporate (2) (282,654) (160,343) Loss on business dispositions (244,833) — Consolidated operating income $ 56,735 $ 375,947 Depreciation and amortization : (1) Merchant Solutions $ 241,573 $ 249,961 Issuer Solutions 160,853 154,545 Consumer Solutions — 17,847 Corporate 4,912 6,319 Consolidated depreciation and amortization $ 407,338 $ 428,672 (1) Revenues, operating income (loss) and depreciation and amortization reflect the effects of acquired businesses from the respective acquisition dates and the effects of divested businesses through the respective disposal dates. See “Note 2—Acquisition” and “Note 3—Business Dispositions” for further discussion. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal Matters 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. |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Business, consolidation and presentation | Business, consolidation and presentation - We are a leading payments technology company delivering innovative software and services to our customers globally. Our technologies, services and team member expertise allow us to provide a broad range of solutions that enable our customers to operate their businesses more efficiently across a variety of channels around the world. We operate in three reportable segments: Merchant Solutions, Issuer Solutions and Consumer Solutions, which are described in "Note 15—Segment Information." Global Payments Inc. and its consolidated subsidiaries are referred to herein collectively as "Global Payments," the "Company," "we," "our" or "us," unless the context requires otherwise. These unaudited consolidated financial statements include our accounts and those of our majority-owned subsidiaries, and all intercompany balances and transactions have been eliminated in consolidation. These unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The consolidated balance sheet as of December 31, 2022 was derived from the audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022 but does not include all disclosures required by GAAP for annual financial statements. In the opinion of our management, all known adjustments necessary for a fair presentation of the results of the interim periods have been made. These adjustments consist of normal recurring accruals and estimates that affect the carrying amount of assets and liabilities. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022. |
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. In particular, uncertainty resulting from global events and other macroeconomic conditions are difficult to predict at this time, and the ultimate effect could result in additional charges related to the recoverability of assets, including financial assets, long-lived assets and goodwill and other losses. These unaudited consolidated financial statements reflect the financial statement effects based upon management’s estimates and assumptions utilizing the most currently available information. |
Cash, cash equivalents and restricted cash | Cash, cash equivalents and restricted cash Cash and cash equivalents include cash on hand and all liquid investments with a maturity of three months or less when purchased. We regularly maintain cash balances with financial institutions in excess of the Federal Deposit Insurance Corporation insurance limit or the equivalent outside the U.S. As of March 31, 2023, approximately 75% of our total balance of cash and cash equivalents was held within a small group of financial institutions, primarily large money center banks. Although we currently believe that the financial institutions with whom we do business will be able to fulfill their commitments to us, there is no assurance that those institutions will be able to continue to do so. We have not experienced any losses associated with our balances in such accounts for the three months ended March 31, 2023. Restricted cash includes amounts that cannot be withdrawn or used for general operating activities under legal or regulatory restrictions. Restricted cash consists of amounts deposited by customers for prepaid card transactions at one of our Spain subsidiaries and funds held as a liquidity reserve at our Chilean and Greek subsidiaries that are subject to local regulatory restrictions requiring appropriate segregation and restriction in their use. Restricted cash is included in prepaid expenses and other current assets in the consolidated balance sheets with a corresponding liability in accounts payable and accrued liabilities. |
ACQUISITION (Tables)
ACQUISITION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, Purchase Consideration | Total purchase consideration was $4.3 billion, which consisted of the following (in thousands): Cash paid to EVO shareholders (1) $ 3,273,951 Cash paid for equity awards attributable to purchase consideration (2) 58,510 Value of replacement awards attributable to purchase consideration (3) 2,484 Total purchase consideration transferred to EVO shareholders 3,334,945 Repayment of EVO's unsecured revolving credit facility (including accrued interest and fees) 665,557 Payment of certain acquiree transaction costs and other liabilities on behalf of EVO (4) 269,118 Total purchase consideration $ 4,269,620 (1) Holders of EVO common stock, convertible preferred stock and common units received $34 for each share of EVO common stock held at the effective time of the transaction. (2) Pursuant to the merger agreement, we cash settled vested options and certain unvested equity awards of EVO equity award holders. (3) Pursuant to the merger agreement, we granted equity awards for approximately 0.3 million shares of Global Payments common stock to certain EVO equity awards holders. Each such replacement award is subject to the same terms and conditions (including vesting and exercisability or payment terms) that applied to the corresponding EVO equity award. We apportioned the fair value of the replacement awards between purchase consideration and amounts to be recognized in periods following the acquisition as share-based compensation expense over the requisite service period of the replacement awards. |
Schedule of Major Classes of Assets Acquired and Liabilities Assumed | The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed as of March 31, 2023, including a reconciliation to the total purchase consideration, were as follows (in thousands): Cash and cash equivalents $ 324,859 Accounts receivable 105,680 Settlement processing assets 125,061 Deferred income tax assets 15,464 Property and equipment 83,540 Identifiable intangible assets 1,208,400 Other assets 157,166 Accounts payable and accrued liabilities (277,800) Settlement lines of credit (11,371) Settlement processing obligations (199,161) Deferred income tax liabilities (168,098) Other liabilities (58,089) Total identifiable net assets 1,305,651 Redeemable noncontrolling interests (556,070) Goodwill 3,520,039 Total purchase consideration $ 4,269,620 |
Schedule of Fair Values of Identified Intangible Assets Acquired and Respective Weighted-Average Estimated Amortization Periods | The following table reflects the provisional estimated fair values of the identified intangible assets of EVO and their respective weighted-average estimated amortization periods: Estimated Fair Value Weighted-Average Estimated Amortization Periods (in thousands) (years) Customer-related intangible assets $ 641,000 10 Contract-based intangible assets 423,000 12 Acquired technologies 138,400 7 Trademarks and trade names 6,000 2 Total estimated identifiable intangible assets $ 1,208,400 10 |
REVENUES (Tables)
REVENUES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables present a disaggregation of our revenues from contracts with customers by geography for each of our reportable segments for the three months ended March 31, 2023 and 2022 and have been recast to align with the change in the presentation of segment information during 2022 as further described in “Note 15 — Segment Information:” Three Months Ended March 31, 2023 Merchant Issuer Consumer Intersegment Total (in thousands) Americas $ 1,365,894 $ 443,345 $ 143,709 $ (17,321) $ 1,935,627 Europe 176,098 117,104 — — 293,202 Asia Pacific 63,618 10,458 — (10,458) 63,618 $ 1,605,610 $ 570,907 $ 143,709 $ (27,779) $ 2,292,447 Three Months Ended March 31, 2022 Merchant Issuer Consumer Intersegment Total (in thousands) Americas $ 1,242,620 $ 406,728 $ 169,115 $ (14,619) $ 1,803,844 Europe 174,055 122,011 — — 296,066 Asia Pacific 56,344 8,587 — (8,587) 56,344 $ 1,473,019 $ 537,326 $ 169,115 $ (23,206) $ 2,156,254 The following table presents a disaggregation of our Merchant Solutions segment revenues by distribution channel for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Relationship-led $ 795,680 $ 752,214 Technology-enabled 809,930 720,805 $ 1,605,610 $ 1,473,019 |
Schedule of Contracts with Customers | Supplemental balance sheet information related to contracts from customers as of March 31, 2023 and December 31, 2022 was as follows: Balance Sheet Location March 31, 2023 December 31, 2022 (in thousands) Assets: Capitalized costs to obtain customer contracts, net Other noncurrent assets $ 332,417 $ 329,785 Capitalized costs to fulfill customer contracts, net Other noncurrent assets $ 166,497 $ 152,520 Liabilities: Contract liabilities, net (current) Accounts payable and accrued liabilities $ 223,675 $ 226,254 Contract liabilities, net (noncurrent) Other noncurrent liabilities $ 50,180 $ 45,613 |
Schedule of Remaining Performance Obligation | The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at March 31, 2023. However, as permitted, we have elected to exclude from this disclosure any contracts with an original duration of one year or less and any variable consideration that meets specified criteria. Accordingly, the total amount of unsatisfied or partially unsatisfied performance obligations related to processing services is significantly higher than the amounts disclosed in the table below (in thousands): Year Ending December 31, 2023 $ 801,521 2024 844,665 2025 695,525 2026 569,521 2027 428,345 2028 196,636 2029 and thereafter 304,716 Total $ 3,840,929 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets | As of March 31, 2023 and December 31, 2022, goodwill and other intangible assets consisted of the following: March 31, 2023 December 31, 2022 (in thousands) Goodwill $ 26,850,666 $ 23,320,736 Other intangible assets: Customer-related intangible assets $ 10,188,001 $ 9,524,922 Acquired technologies 3,004,005 2,863,731 Contract-based intangible assets 2,169,122 1,741,321 Trademarks and trade names 1,074,058 1,067,745 16,435,186 15,197,719 Less accumulated amortization: Customer-related intangible assets 3,329,392 3,155,838 Acquired technologies 1,778,936 1,692,762 Contract-based intangible assets 216,279 197,478 Trademarks and trade names 522,692 493,267 5,847,299 5,539,345 $ 10,587,887 $ 9,658,374 |
Schedule of Reportable Segment in Carrying Amount of Goodwill | The following table sets forth the changes by reportable segment in the carrying amount of goodwill for the three months ended March 31, 2023: Merchant Issuer Consumer Total (in thousands) Balance at December 31, 2022 $ 13,816,945 $ 9,503,791 $ — $ 23,320,736 Goodwill acquired 3,520,039 — — 3,520,039 Effect of foreign currency translation 5,187 4,940 — 10,127 Measurement period adjustments (236) — — (236) Balance at March 31, 2023 $ 17,341,935 $ 9,508,731 $ — $ 26,850,666 |
LONG-TERM DEBT AND LINES OF C_2
LONG-TERM DEBT AND LINES OF CREDIT (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | As of March 31, 2023 and December 31, 2022, long-term debt consisted of the following: March 31, 2023 December 31, 2022 (in thousands) 3.750% senior notes due June 1, 2023 $ 550,845 $ 552,113 4.000% senior notes due June 1, 2023 551,099 552,747 1.500% senior notes due November 15, 2024 498,409 498,164 2.650% senior notes due February 15, 2025 996,907 996,485 1.200% senior notes due March 1, 2026 1,094,411 1,093,932 4.800% senior notes due April 1, 2026 783,899 786,724 2.150% senior notes due January 15, 2027 745,258 744,945 4.950% senior notes due August 15, 2027 495,708 495,463 4.450% senior notes due June 1, 2028 472,702 473,800 3.200% senior notes due August 15, 2029 1,239,983 1,239,588 5.300% senior notes due August 15, 2029 495,537 495,362 2.900% senior notes due May 15, 2030 991,659 991,367 2.900% senior notes due November 15, 2031 742,765 742,555 5.400% senior notes due August 15, 2032 742,291 742,085 4.150% senior notes due August 15, 2049 740,592 740,503 5.950% senior notes due August 15, 2052 738,277 738,177 4.875% senior notes due March 17, 2031 857,064 — 1.000% convertible notes due August 15, 2029 1,447,292 1,445,225 Revolving credit facility 2,323,000 — Commercial paper notes 1,048,620 — Finance lease liabilities 30,871 32,435 Other borrowings 132,250 96,908 Total long-term debt 17,719,439 13,458,578 Less current portion 1,185,365 1,169,330 Long-term debt, excluding current portion $ 16,534,074 $ 12,289,248 |
Schedule of Maturities of Long-Term Debt | At March 31, 2023, future maturities of long-term debt (excluding finance lease liabilities) are as follows by year (in thousands): Year Ending December 31, 2023 $ 1,147,502 2024 554,394 2025 1,009,577 2026 1,860,108 2027 4,635,269 2028 450,000 2029 and thereafter 8,117,160 Total $ 17,774,010 |
DERIVATIVES AND HEDGING INSTR_2
DERIVATIVES AND HEDGING INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Financial Instruments, Designated as Cash Flow Hedges | The table below presents information about our interest rate swaps, designated as cash flow hedges, included in the consolidated balance sheets: Fair Values Derivative Financial Instruments Balance Sheet Location Weighted-Average Fixed Rate of Interest at March 31, 2023 Range of Maturity Dates at March 31, 2023 March 31, 2023 December 31, 2022 (in thousands) Interest rate swaps (Notional of $1.5 billion at March 31, 2023) Other noncurrent liabilities 4.26 % April 17, 2027 - August 17, 2027 $ 46,403 $ — |
Schedule of Derivative Instrument Effects on Income | The table below presents the effects of our interest rate swaps on the consolidated statements of income and statements of comprehensive income for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Net unrealized (losses) gains recognized in other comprehensive income (loss) $ (48,051) $ 8,934 Net unrealized losses reclassified out of other comprehensive income (loss) to interest expense $ 1,386 $ 9,445 |
SHARE-BASED AWARDS AND STOCK _2
SHARE-BASED AWARDS AND STOCK OPTIONS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation Expense | The following table summarizes share-based compensation expense and the related income tax benefit recognized for our share-based awards and stock options: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Share-based compensation expense $ 89,566 $ 38,399 Income tax benefit $ 9,417 $ 9,679 |
Schedule of Changes in Unvested Restricted Stock Awards and Performance Awards | The following table summarizes the changes in unvested restricted stock and performance awards for the three months ended March 31, 2023: Shares Weighted-Average (in thousands) Unvested at December 31, 2022 2,145 $159.04 Replacement awards 202 98.44 Granted 1,170 113.00 Vested (753) 167.81 Forfeited (33) 151.02 Unvested at March 31, 2023 2,731 $132.21 |
Schedule of Changes in Stock Option Activity | The following table summarizes stock option activity for the three months ended March 31, 2023: Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) (years) (in millions) Outstanding at December 31, 2022 1,139 $111.75 5.4 $17.3 Replacement awards 142 98.44 Granted 195 113.12 Outstanding at March 31, 2023 1,476 $110.65 5.9 $20.9 Options vested and exercisable at March 31, 2023 1,019 $107.00 4.7 $20.9 |
Schedule of Fair Valuation Assumptions | Fair value was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions: Three Months Ended March 31, 2023 March 31, 2022 Risk-free interest rate 3.86% 1.87% Expected volatility 45% 40% Dividend yield 0.81% 0.56% Expected term (years) 5 5 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted-Average Shares Outstanding | The following table sets forth the computation of diluted weighted-average number of shares outstanding for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Basic weighted-average number of shares outstanding 263,115 282,100 Plus: Dilutive effect of stock options and other share-based awards — 467 Diluted weighted-average number of shares outstanding 263,115 282,567 |
SUPPLEMENTAL BALANCE SHEET IN_2
SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Reconciliation of Cash and Cash Equivalents | A reconciliation of the amounts of cash and cash equivalents and restricted cash in the consolidated balance sheets to the amount in the consolidated statements of cash flows is as follows: March 31, 2023 December 31, 2022 (in thousands) Cash and cash equivalents $ 2,001,671 $ 1,997,566 Restricted cash included in prepaid expenses and other current assets 147,333 147,422 Cash included in assets held for sale 88,748 70,618 Cash, cash equivalents and restricted cash shown in the statement of cash flows $ 2,237,752 $ 2,215,606 |
Schedule of Reconciliation of Restricted Cash | A reconciliation of the amounts of cash and cash equivalents and restricted cash in the consolidated balance sheets to the amount in the consolidated statements of cash flows is as follows: March 31, 2023 December 31, 2022 (in thousands) Cash and cash equivalents $ 2,001,671 $ 1,997,566 Restricted cash included in prepaid expenses and other current assets 147,333 147,422 Cash included in assets held for sale 88,748 70,618 Cash, cash equivalents and restricted cash shown in the statement of cash flows $ 2,237,752 $ 2,215,606 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The changes in the accumulated balances for each component of other comprehensive income (loss) were as follows for the three months ended March 31, 2023 and 2022: Foreign Currency Translation Gains (Losses) Unrealized Gains (Losses) on Hedging Activities Other Accumulated Other Comprehensive Loss (in thousands) Balance at December 31, 2022 $ (380,584) $ (22,420) $ (2,965) $ (405,969) Other comprehensive income (loss) 30,889 (35,715) — (4,848) Balance at March 31, 2023 $ (349,695) $ (58,135) $ (2,965) $ (410,817) Balance at December 31, 2021 $ (182,949) $ (48,490) $ (2,743) $ (234,182) Other comprehensive (loss) income (26,946) 13,923 — (13,023) Balance at March 31, 2022 $ (209,895) $ (34,567) $ (2,743) $ (247,205) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Information on segments and reconciliations to consolidated revenues, consolidated operating income and consolidated depreciation and amortization were as follows for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 March 31, 2022 (in thousands) Revenues : (1) Merchant Solutions $ 1,605,610 $ 1,473,019 Issuer Solutions 570,907 537,326 Consumer Solutions 143,709 169,115 Intersegment eliminations (27,779) (23,206) Consolidated revenues $ 2,292,447 $ 2,156,254 Operating income (loss) (1) : Merchant Solutions $ 507,210 $ 444,530 Issuer Solutions 82,810 69,142 Consumer Solutions (5,798) 22,618 Corporate (2) (282,654) (160,343) Loss on business dispositions (244,833) — Consolidated operating income $ 56,735 $ 375,947 Depreciation and amortization : (1) Merchant Solutions $ 241,573 $ 249,961 Issuer Solutions 160,853 154,545 Consumer Solutions — 17,847 Corporate 4,912 6,319 Consolidated depreciation and amortization $ 407,338 $ 428,672 (1) Revenues, operating income (loss) and depreciation and amortization reflect the effects of acquired businesses from the respective acquisition dates and the effects of divested businesses through the respective disposal dates. See “Note 2—Acquisition” and “Note 3—Business Dispositions” for further discussion. |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 3 Months Ended |
Mar. 31, 2023 segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 3 |
ACQUISITION - Fair Value of Tot
ACQUISITION - Fair Value of Total Purchase Consideration (Details) - EVO Payments, Inc $ / shares in Units, $ in Thousands, shares in Millions | Mar. 24, 2023 USD ($) $ / shares shares |
Business Acquisition [Line Items] | |
Cash paid to EVO shareholders | $ 3,273,951 |
Cash paid for equity awards attributable to purchase consideration | 58,510 |
Value of replacement awards attributable to purchase consideration | 2,484 |
Total purchase consideration transferred to EVO shareholders | 3,334,945 |
Total purchase consideration | $ 4,269,620 |
Price paid per share (in USD per share) | $ / shares | $ 34 |
Equity awards issued (in shares) | shares | 0.3 |
Revolving Credit Facility | |
Business Acquisition [Line Items] | |
Repayment of EVO's unsecured revolving credit facility (including accrued interest and fees) | $ 665,557 |
Payment of certain acquiree transaction expenses and other liabilities on behalf of EVO | |
Business Acquisition [Line Items] | |
Repayment of EVO's unsecured revolving credit facility (including accrued interest and fees) | $ 269,118 |
ACQUISITION - Schedule of Recog
ACQUISITION - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 24, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | |||
Goodwill | $ 26,850,666 | $ 23,320,736 | |
EVO Payments, Inc | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 324,859 | ||
Accounts receivable | 105,680 | ||
Settlement processing assets | 125,061 | ||
Deferred income tax assets | 15,464 | ||
Property and equipment | 83,540 | ||
Identifiable intangible assets | 1,208,400 | ||
Other assets | 157,166 | ||
Accounts payable and accrued liabilities | (277,800) | ||
Settlement lines of credit | (11,371) | ||
Settlement processing obligations | (199,161) | ||
Deferred income tax liabilities | (168,098) | ||
Other liabilities | (58,089) | ||
Total identifiable net assets | 1,305,651 | ||
Redeemable noncontrolling interests | (556,070) | ||
Goodwill | 3,520,039 | ||
Total identifiable net assets | $ 4,269,620 |
ACQUISITION - Fair Value of Int
ACQUISITION - Fair Value of Intangible Assets (Details) - EVO Payments, Inc $ in Thousands | Mar. 24, 2023 USD ($) |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 1,208,400 |
Weighted-Average Estimated Amortization Periods | 10 years |
Customer-related intangible assets | |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 641,000 |
Weighted-Average Estimated Amortization Periods | 10 years |
Contract-based intangible assets | |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 423,000 |
Weighted-Average Estimated Amortization Periods | 12 years |
Acquired technologies | |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 138,400 |
Weighted-Average Estimated Amortization Periods | 7 years |
Trademarks and trade names | |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 6,000 |
Weighted-Average Estimated Amortization Periods | 2 years |
BUSINESS DISPOSITIONS (Details)
BUSINESS DISPOSITIONS (Details) - USD ($) | 3 Months Ended | |||||
Apr. 26, 2023 | Apr. 01, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Loss (gain) on sale of business | $ (244,833,000) | $ 0 | ||||
Noncurrent liabilities held for sale | 4,691,000 | $ 4,478,000 | ||||
Consumer Business | Sale | Subsequent Event | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Business for consideration | $ 1,000,000,000 | |||||
Consumer Business | Sale | Term loans | First Lien Secured Term Loan Facility | Line of credit | Subsequent Event | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Debt term | 7 years | |||||
Principal amount | $ 350,000,000 | |||||
Stated interest rate (as a percent) | 9% | |||||
Consumer Business | Sale | Term loans | Second Lien Secured Term Loan Facility | Line of credit | Subsequent Event | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Debt term | 25 years | |||||
Principal amount | $ 325,000,000 | |||||
Stated interest rate (as a percent) | 13% | |||||
Consumer Business | Sale | Revolving Credit Facility | First Lien Secured Revolving Facility | Line of credit | Subsequent Event | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Debt term | 5 years | |||||
Maximum borrowing capacity | $ 50,000,000 | |||||
Consumer Business | Held for sale | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Additional charge within loss on business dispositions | 244,800,000 | |||||
Gaming Business | Held for sale | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Notes and accounts receivable | 16,100,000 | 18,400,000 | ||||
Cash | 88,700,000 | 70,600,000 | ||||
Other current assets | 58,400,000 | 42,300,000 | ||||
Remaining goodwill | 529,500,000 | 529,500,000 | ||||
Other intangible assets | 717,900,000 | 717,900,000 | ||||
Property, plant and equipment | 82,300,000 | 82,900,000 | ||||
Other noncurrent assets | 45,600,000 | |||||
Asset valuation allowance | 316,700,000 | 71,900,000 | ||||
Accounts payable and accrued liabilities | 101,100,000 | 125,900,000 | ||||
Other liabilities | $ 4,700,000 | |||||
Disposal Group, Including Discontinued Operation, Other Assets, Noncurrent | 44,900,000 | |||||
Noncurrent liabilities held for sale | $ 4,500,000 | |||||
Gaming Business | Held for sale | Forecast | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Loss (gain) on sale of business | $ 100,000,000 | |||||
Gaming Business | Held for sale | Subsequent Event | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Business for consideration | $ 400,000,000 | |||||
Gaming Business | Held for sale | Term loans | Secured Term Loan Facility | Line of credit | Subsequent Event | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Debt term | 7 years | |||||
Principal amount | $ 32,000,000 | |||||
Stated interest rate (as a percent) | 11% |
REVENUES - Disaggregation of Re
REVENUES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | $ 2,292,447 | $ 2,156,254 |
Americas | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 1,935,627 | 1,803,844 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 293,202 | 296,066 |
Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 63,618 | 56,344 |
Operating Segments | Merchant Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 1,605,610 | 1,473,019 |
Operating Segments | Merchant Solutions | Relationship-led | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 795,680 | 752,214 |
Operating Segments | Merchant Solutions | Technology-enabled | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 809,930 | 720,805 |
Operating Segments | Merchant Solutions | Americas | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 1,365,894 | 1,242,620 |
Operating Segments | Merchant Solutions | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 176,098 | 174,055 |
Operating Segments | Merchant Solutions | Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 63,618 | 56,344 |
Operating Segments | Issuer Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 570,907 | 537,326 |
Operating Segments | Issuer Solutions | Americas | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 443,345 | 406,728 |
Operating Segments | Issuer Solutions | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 117,104 | 122,011 |
Operating Segments | Issuer Solutions | Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 10,458 | 8,587 |
Operating Segments | Consumer Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 143,709 | 169,115 |
Operating Segments | Consumer Solutions | Americas | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 143,709 | 169,115 |
Operating Segments | Consumer Solutions | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 0 | 0 |
Operating Segments | Consumer Solutions | Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 0 | 0 |
Intersegment Eliminations | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | (27,779) | (23,206) |
Intersegment Eliminations | Americas | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | (17,321) | (14,619) |
Intersegment Eliminations | Europe | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | 0 | 0 |
Intersegment Eliminations | Asia Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contracts with customers | $ (10,458) | $ (8,587) |
REVENUES - Supplemental Balance
REVENUES - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Disaggregation of Revenue [Line Items] | ||
Contract liabilities, net (current) | $ 223,675 | $ 226,254 |
Contract liabilities, net (noncurrent) | 50,180 | 45,613 |
Obtain Contract | ||
Disaggregation of Revenue [Line Items] | ||
Capitalized costs, net | 332,417 | 329,785 |
Fulfill Contract | ||
Disaggregation of Revenue [Line Items] | ||
Capitalized costs, net | $ 166,497 | $ 152,520 |
REVENUES - Narrative (Details)
REVENUES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized from contract liabilities balances at beginning of the period | $ 83.7 | $ 84.1 |
REVENUES - Remaining Performanc
REVENUES - Remaining Performance Obligations (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3,840,929 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 801,521 |
Expected timing of satisfaction | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 844,665 |
Expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 695,525 |
Expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 569,521 |
Expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 428,345 |
Expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 196,636 |
Expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 304,716 |
Expected timing of satisfaction |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 26,850,666 | $ 23,320,736 |
Other intangible assets: | 16,435,186 | 15,197,719 |
Less accumulated amortization: | 5,847,299 | 5,539,345 |
Other intangible assets, net | 10,587,887 | 9,658,374 |
Customer-related intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets: | 10,188,001 | 9,524,922 |
Less accumulated amortization: | 3,329,392 | 3,155,838 |
Acquired technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets: | 3,004,005 | 2,863,731 |
Less accumulated amortization: | 1,778,936 | 1,692,762 |
Contract-based intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets: | 2,169,122 | 1,741,321 |
Less accumulated amortization: | 216,279 | 197,478 |
Trademarks and trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other intangible assets: | 1,074,058 | 1,067,745 |
Less accumulated amortization: | $ 522,692 | $ 493,267 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill Roll-Forward (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, balance at beginning of period | $ 23,320,736 |
Goodwill acquired | 3,520,039 |
Effect of foreign currency translation | 10,127 |
Measurement period adjustments | (236) |
Goodwill, balance at end of period | 26,850,666 |
Merchant Solutions | |
Goodwill [Roll Forward] | |
Goodwill, balance at beginning of period | 13,816,945 |
Goodwill acquired | 3,520,039 |
Effect of foreign currency translation | 5,187 |
Measurement period adjustments | (236) |
Goodwill, balance at end of period | 17,341,935 |
Issuer Solutions | |
Goodwill [Roll Forward] | |
Goodwill, balance at beginning of period | 9,503,791 |
Goodwill acquired | 0 |
Effect of foreign currency translation | 4,940 |
Measurement period adjustments | 0 |
Goodwill, balance at end of period | 9,508,731 |
Consumer Solutions | |
Goodwill [Roll Forward] | |
Goodwill, balance at beginning of period | 0 |
Goodwill acquired | 0 |
Effect of foreign currency translation | 0 |
Measurement period adjustments | 0 |
Goodwill, balance at end of period | $ 0 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Accumulated impairment losses for goodwill | $ 833.1 | $ 475.1 |
LONG-TERM DEBT AND LINES OF C_3
LONG-TERM DEBT AND LINES OF CREDIT - Schedule of Outstanding Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 17, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | |||
Finance lease liabilities | $ 30,871 | $ 32,435 | |
Total long-term debt | 17,719,439 | 13,458,578 | |
Less current portion | 1,185,365 | 1,169,330 | |
Long-term debt, excluding current portion | 16,534,074 | 12,289,248 | |
Commercial paper notes | Commercial paper notes | |||
Debt Instrument [Line Items] | |||
Short term debt | $ 1,048,620 | 0 | |
Senior Notes | 3.750% senior notes due June 1, 2023 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 3.75% | ||
Gross long-term debt | $ 550,845 | 552,113 | |
Senior Notes | 4.000% senior notes due June 1, 2023 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4% | ||
Gross long-term debt | $ 551,099 | 552,747 | |
Senior Notes | 1.500% senior notes due November 15, 2024 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 1.50% | ||
Gross long-term debt | $ 498,409 | 498,164 | |
Senior Notes | 2.650% senior notes due February 15, 2025 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 2.65% | ||
Gross long-term debt | $ 996,907 | 996,485 | |
Senior Notes | 1.200% senior notes due March 1, 2026 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 1.20% | ||
Gross long-term debt | $ 1,094,411 | 1,093,932 | |
Senior Notes | 4.800% senior notes due April 1, 2026 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.80% | ||
Gross long-term debt | $ 783,899 | 786,724 | |
Senior Notes | 2.150% senior notes due January 15, 2027 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 2.15% | ||
Gross long-term debt | $ 745,258 | 744,945 | |
Senior Notes | 4.950% senior notes due August 15, 2027 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.95% | ||
Gross long-term debt | $ 495,708 | 495,463 | |
Senior Notes | 4.450% senior notes due June 1, 2028 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.45% | ||
Gross long-term debt | $ 472,702 | 473,800 | |
Senior Notes | 3.200% senior notes due August 15, 2029 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 3.20% | ||
Gross long-term debt | $ 1,239,983 | 1,239,588 | |
Senior Notes | 5.300% senior notes due August 15, 2029 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5.30% | ||
Gross long-term debt | $ 495,537 | 495,362 | |
Senior Notes | 2.900% senior notes due May 15, 2030 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 2.90% | ||
Gross long-term debt | $ 991,659 | 991,367 | |
Senior Notes | 2.900% senior notes due November 15, 2031 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 2.90% | ||
Gross long-term debt | $ 742,765 | 742,555 | |
Senior Notes | 5.400% senior notes due August 15, 2032 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5.40% | ||
Gross long-term debt | $ 742,291 | 742,085 | |
Senior Notes | 4.150% senior notes due August 15, 2049 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.15% | ||
Gross long-term debt | $ 740,592 | 740,503 | |
Senior Notes | 5.950% senior notes due August 15, 2052 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5.95% | ||
Gross long-term debt | $ 738,277 | 738,177 | |
Senior Notes | 4.875% senior notes due March 17, 2031 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.875% | 4.875% | |
Gross long-term debt | $ 857,064 | 0 | |
Convertible Notes | 1.000% convertible notes due August 15, 2029 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 1% | ||
Gross long-term debt | $ 1,447,292 | 1,445,225 | |
Revolving credit facility | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Gross long-term debt | 2,323,000 | 0 | |
Other borrowings | |||
Debt Instrument [Line Items] | |||
Gross long-term debt | $ 132,250 | $ 96,908 |
LONG-TERM DEBT AND LINES OF C_4
LONG-TERM DEBT AND LINES OF CREDIT - Narrative (Details) | 1 Months Ended | 3 Months Ended | |||||
Mar. 17, 2023 USD ($) | Mar. 17, 2023 EUR (€) | Jan. 31, 2023 USD ($) | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Mar. 24, 2023 | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 17,774,010,000 | ||||||
Minimum leverage ratio | 4.50 | ||||||
Minimum interest coverage ratio | 3 | ||||||
Interest expense | $ 119,000,000 | $ 89,300,000 | |||||
Scenario, Plan | |||||||
Debt Instrument [Line Items] | |||||||
Minimum leverage ratio | 3.75 | ||||||
Commercial paper notes | Commercial paper notes | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 2,000,000,000 | ||||||
Debt term | 397 days | ||||||
Short term debt | $ 1,048,620,000 | $ 0 | |||||
Weighted-average interest rate of short-term debt (as a percent) | 5.87% | ||||||
Senior notes and convertible notes | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | $ 51,800,000 | 50,800,000 | |||||
Unamortized debt issuance costs | 89,200,000 | 85,400,000 | |||||
Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 12,700,000,000 | ||||||
Senior Notes | Level 1 | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of debt instrument | 11,800,000,000 | ||||||
Senior Notes | 4.875% senior notes due March 17, 2031 | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized discount | 2,800,000 | ||||||
Aggregate principal amount | € 800,000,000 | $ 800,000,000 | |||||
Stated interest rate (as a percent) | 4.875% | 4.875% | |||||
Proceeds from issuance of net received | $ 843,600,000 | € 790,600,000 | |||||
Debt issuance costs | $ 7,200,000 | ||||||
Convertible Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 1,400,000,000 | ||||||
Convertible Notes | Level 3 | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of debt instrument | 1,500,000,000 | ||||||
Revolving credit facility | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized debt issuance costs | $ 22,300,000 | $ 23,500,000 |
LONG-TERM DEBT AND LINES OF C_5
LONG-TERM DEBT AND LINES OF CREDIT - Maturities of Long-Term Debt (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2023 | $ 1,147,502 |
2024 | 554,394 |
2025 | 1,009,577 |
2026 | 1,860,108 |
2027 | 4,635,269 |
2028 | 450,000 |
2029 and thereafter | 8,117,160 |
Total | $ 17,774,010 |
DERIVATIVES AND HEDGING INSTR_3
DERIVATIVES AND HEDGING INSTRUMENTS - Narrative (Details) | 3 Months Ended | ||
Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Mar. 17, 2023 EUR (€) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Loss on foreign currency translation adjustments | $ (37,450,000) | $ 32,960,000 | |
Interest Rate Swap | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Net unrealized losses expected to be reclassified during the next 12 months | 400,000 | ||
Interest Rate Swap | Cash Flow Hedging | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional amount of derivative | 1,500,000,000 | ||
Net investment hedge | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Loss on foreign currency translation adjustments | 18,200,000 | ||
Senior Notes | 4.875% senior notes due March 17, 2031 | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Principal amount | $ 800,000,000 | € 800,000,000 |
DERIVATIVES AND HEDGING INSTR_4
DERIVATIVES AND HEDGING INSTRUMENTS - Derivative Financial Instruments, Designated As Cash Flow Hedges (Details) - Accounts payable and accrued liabilities - Interest rate swap - Net investment hedge - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional amount of derivative | $ 1,500,000,000 | |
Weighted-Average Fixed Rate of Interest at March 31, 2023 | 4.26% | |
Fair Values | $ 46,403,000 | $ 0 |
DERIVATIVES AND HEDGING INSTR_5
DERIVATIVES AND HEDGING INSTRUMENTS - Effect on Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Net unrealized (losses) gains recognized in other comprehensive income (loss) | $ (48,051) | $ 8,934 |
Net unrealized losses reclassified out of other comprehensive income (loss) to interest expense | $ 1,386 | $ 9,445 |
INCOME TAX (Details)
INCOME TAX (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate (as a percent) | 18.40% | |
Excise tax on share repurchases | $ 2.3 |
REDEEMABLE NONCONTROLLING INT_2
REDEEMABLE NONCONTROLLING INTERESTS - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Noncontrolling Interest [Line Items] | ||
Redeemable noncontrolling interests | $ 556,070 | $ 0 |
eService | ||
Noncontrolling Interest [Line Items] | ||
Ownership percentage | 66% | |
eService | PKO Bank Polski | ||
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest, ownership percentage | 34% | |
BCI Pagos | ||
Noncontrolling Interest [Line Items] | ||
Ownership percentage | 50.10% | |
BCI Pagos | BCI | ||
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest, ownership percentage | 49.90% | |
NBG Pay | ||
Noncontrolling Interest [Line Items] | ||
Ownership percentage | 51% | |
NBG Pay | NGB | ||
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest, ownership percentage | 49% |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Apr. 27, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Class of Stock [Line Items] | |||
Stock repurchased and retired (in shares) | 2,058,902 | 4,515,626 | |
Value of stock repurchased and retired | $ 206,553 | $ 649,654 | |
Average cost per share (in USD per share) | $ 100.33 | $ 143.95 | |
Remaining authorized repurchase amount | $ 1,295,700 | ||
Subsequent Event | |||
Class of Stock [Line Items] | |||
Dividends declared (in USD per share) | $ 0.25 |
SHARE-BASED AWARDS AND STOCK _3
SHARE-BASED AWARDS AND STOCK OPTIONS - Share-Based Compensation Expense and Income Tax Benefit (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Share-based compensation expense | $ 89,566 | $ 38,399 |
Income tax benefit | $ 9,417 | $ 9,679 |
SHARE-BASED AWARDS AND STOCK _4
SHARE-BASED AWARDS AND STOCK OPTIONS - Share-Based Awards (Details) - Restricted Stock Awards and Performance Units shares in Thousands | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Shares | |
Beginning balance (in shares) | shares | 2,145 |
Replacement awards (in shares) | shares | 202 |
Granted (in shares) | shares | 1,170 |
Vested (in shares) | shares | (753) |
Forfeited (in shares) | shares | (33) |
Ending balance (in shares) | shares | 2,731 |
Weighted-Average Grant-Date Fair Value | |
Beginning balance (in USD per share) | $ / shares | $ 159.04 |
Replacement awards (in USD per share) | $ / shares | 98.44 |
Granted (in USD per share) | $ / shares | 113 |
Vested (in USD per share) | $ / shares | 167.81 |
Forfeited (in USD per share) | $ / shares | 151.02 |
Ending balance (in USD per share) | $ / shares | $ 132.21 |
SHARE-BASED AWARDS AND STOCK _5
SHARE-BASED AWARDS AND STOCK OPTIONS - Share-Based Awards - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 89,566 | $ 38,399 |
Restricted Stock Awards and Performance Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value of share-based awards vested | 126,500 | 93,300 |
Share-based compensation expense | 75,200 | $ 35,100 |
Compensation not yet recognized | $ 265,400 | |
Weighted-average period of unrecognized compensation cost | 2 years 3 months 18 days |
SHARE-BASED AWARDS AND STOCK _6
SHARE-BASED AWARDS AND STOCK OPTIONS - Stock Option Activity (Details) - Employee stock option - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Options | ||
Outstanding at beginning of period (in shares) | 1,139 | |
Replacement awards (in shares) | 142 | |
Granted (in shares) | 195 | |
Outstanding at end of period (in shares) | 1,476 | 1,139 |
Options vested and exercisable (in shares) | 1,019 | |
Weighted-Average Exercise Price | ||
Outstanding at beginning of period (in USD per share) | $ 111.75 | |
Replacement awards (in USD per share) | 98.44 | |
Granted (in USD per share) | 113.12 | |
Outstanding at end of period (in USD per share) | 110.65 | $ 111.75 |
Options vested and exercisable (in USD per share) | $ 107 | |
Weighted-Average Remaining Contractual Term | ||
Outstanding | 5 years 10 months 24 days | 5 years 4 months 24 days |
Options vested and exercisable | 4 years 8 months 12 days | |
Aggregate Intrinsic Value | ||
Outstanding | $ 20.9 | $ 17.3 |
Options vested and exercisable | $ 20.9 |
SHARE-BASED AWARDS AND STOCK _7
SHARE-BASED AWARDS AND STOCK OPTIONS - Stock Options Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 89,566 | $ 38,399 |
Employee stock option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 12,700 | $ 1,800 |
Total unrecognized compensation cost | $ 4,400 | |
Weighted-average period of unrecognized compensation cost | 2 years 3 months 18 days | |
Weighted average grant date fair value for each option granted (in USD per share) | $ 47.08 | $ 48.88 |
SHARE-BASED AWARDS AND STOCK _8
SHARE-BASED AWARDS AND STOCK OPTIONS - Valuation Assumptions (Details) - Employee stock option | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 3.86% | 1.87% |
Expected volatility | 45% | 40% |
Dividend yield | 0.81% | 0.56% |
Expected term (years) | 5 years | 5 years |
EARNINGS PER SHARE - Narrative
EARNINGS PER SHARE - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,200,000 | 388,355 |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of Weighted-Average Shares Outstanding (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Basic weighted-average number of shares outstanding (in shares) | 263,115 | 282,100 |
Plus: Dilutive effect of stock options and other share-based awards (in shares) | 0 | 467 |
Diluted weighted-average number of shares outstanding (in shares) | 263,115 | 282,567 |
SUPPLEMENTAL BALANCE SHEET IN_3
SUPPLEMENTAL BALANCE SHEET INFORMATION - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash and Cash Equivalents | Financial Institution Concentration Risk | Eight Financial Institutions | ||
Lessee, Lease, Description [Line Items] | ||
Concentration Risk, Percentage | 75% | |
EVO Payments, Inc | ||
Lessee, Lease, Description [Line Items] | ||
Right-of-use assets | $ 40 | |
Lease liability | 40 | |
Lease liability 2023 | 7.5 | |
Lease liability 2024 | 9.9 | |
Lease liability 2025 | 8.9 | |
Lease liability 2026 | 8 | |
Lease liability 2027 | 6.4 | |
Lease liability 2028 | 3.2 | |
Lease liability thereafter | 1.3 | |
Vendor Financing Arrangement | ||
Lessee, Lease, Description [Line Items] | ||
Amount financed under vendor financing arrangement | $ 48 | |
Debt term | 5 years |
SUPPLEMENTAL BALANCE SHEET IN_4
SUPPLEMENTAL BALANCE SHEET INFORMATION - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||||
Cash and cash equivalents | $ 2,001,671 | $ 1,997,566 | ||
Restricted cash included in prepaid expenses and other current assets | 147,333 | 147,422 | ||
Cash included in assets held for sale | 88,748 | 70,618 | ||
Cash, cash equivalents and restricted cash shown in the statement of cash flows | $ 2,237,752 | $ 2,215,606 | $ 2,179,719 | $ 2,123,023 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | $ 22,303,506 | |
Other comprehensive income (loss) | (4,848) | $ (13,023) |
Balance at end of period | 22,083,278 | |
Accumulated Other Comprehensive Loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (405,969) | (234,182) |
Balance at end of period | (410,817) | (247,205) |
Foreign Currency Translation Gains (Losses) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (380,584) | (182,949) |
Other comprehensive income (loss) | 30,889 | (26,946) |
Balance at end of period | (349,695) | (209,895) |
Unrealized Gains (Losses) on Hedging Activities | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (22,420) | (48,490) |
Other comprehensive income (loss) | (35,715) | 13,923 |
Balance at end of period | (58,135) | (34,567) |
Other | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (2,965) | (2,743) |
Other comprehensive income (loss) | 0 | 0 |
Balance at end of period | $ (2,965) | $ (2,743) |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE LOSS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Equity [Abstract] | ||
Foreign currency translation adjustment, other comprehensive income (loss) attributable to noncontrolling interests | $ 6.4 | $ (5.3) |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Segment Reporting Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) segment | Mar. 31, 2022 USD ($) | |
Segment Reporting [Abstract] | ||
Number of reportable segments | segment | 3 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 2,292,447 | $ 2,156,254 |
Operating income (loss) | 56,735 | 375,947 |
Loss on business dispositions | (244,833) | 0 |
Depreciation and amortization | 407,338 | 428,672 |
Operating segments | Merchant Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenues | 1,605,610 | 1,473,019 |
Operating income (loss) | 507,210 | 444,530 |
Depreciation and amortization | 241,573 | 249,961 |
Operating segments | Issuer Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenues | 570,907 | 537,326 |
Operating income (loss) | 82,810 | 69,142 |
Depreciation and amortization | 160,853 | 154,545 |
Operating segments | Consumer Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenues | 143,709 | 169,115 |
Operating income (loss) | (5,798) | 22,618 |
Depreciation and amortization | 0 | 17,847 |
Intersegment eliminations | ||
Segment Reporting Information [Line Items] | ||
Revenues | (27,779) | (23,206) |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Operating income (loss) | (282,654) | (160,343) |
Depreciation and amortization | 4,912 | 6,319 |
Acquisition and integration expenses | $ 87,800 | $ 48,200 |