As filed with the Securities and Exchange Commission on July 16, 2010
Registration No. 333-111768
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 2
to
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
GLOBAL PAYMENTS INC.
(Exact name of registrant as specified in its charter)
| Georgia | 58-2567903 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
10 Glenlake Parkway, North Tower
Atlanta, Georgia 30328-3473
(770) 829-8000
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Suellyn P. Tornay
Executive Vice President and General Counsel
Global Payments Inc.
10 Glenlake Parkway, North Tower
Atlanta, Georgia 30328-3473
(770) 829-8000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copy to:
Mark F. McElreath, Esq.
Alston & Bird LLP
90 Park Avenue
New York, New York 10016
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | x | Accelerated filer | ¨ | |||
| Non-accelerated filer | ¨ (Do not check if a smaller reporting company) | Smaller reporting company | ¨ | |||
TERMINATION OF REGISTRATION
This Post-Effective Amendment No. 2 relates to the Registration Statement on Form S-3 (Registration No. 333-111768) (as amended, the “Registration Statement”) of Global Payments, Inc. (the “Company”) filed on January 8, 2004, pertaining to the offer and sale of an aggregate of up to 564,160 shares of common stock of the Company underlying stock options which were held by MRY Partners, L.P.
As of the date hereof, the Company has terminated all offerings of its securities pursuant to the Registration Statement. In accordance with an undertaking contained in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities which remain unsold at the termination of the offering, the Company hereby terminates the Registration Statement because it has satisfied its obligation under that certain agreement by and among the Company, MRY Partners, L.P., and Robert A. Yellowlees dated December 19, 2003, to maintain an effective registration statement for the period of time specified in the agreement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has duly caused this Post-Effective Amendment No. 2 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on July 15, 2010.
| GLOBAL PAYMENTS, INC. | ||
| (Registrant) | ||
| By: | /s/ SUELLYN TORNAY | |
| Suellyn P. Tornay | ||
| Executive Vice President and General Counsel | ||