Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 28, 2014 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'TSS | ' |
Entity Registrant Name | 'TOTAL SYSTEM SERVICES INC | ' |
Entity Central Index Key | '0000721683 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 185,897,897 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $266,041 | $247,700 |
Accounts receivable, net of allowance for doubtful accounts and billing adjustments of $5.0 million and $3.4 million as of 2014 and 2013, respectively | 308,671 | 255,773 |
Deferred income tax assets | 13,239 | 14,158 |
Prepaid expenses and other current assets | 96,747 | 95,109 |
Current assets of discontinued operations | 4,003 | 41,193 |
Total current assets | 688,701 | 653,933 |
Goodwill | 1,549,227 | 1,541,574 |
Other intangible assets, net of accumulated amortization of $163.0 million and $105.4 million as of 2014 and 2013, respectively | 423,356 | 481,419 |
Computer software, net of accumulated amortization of $597.4 million and $536.4 million as of 2014 and 2013, respectively | 365,004 | 363,880 |
Property and equipment, net of accumulated depreciation and amortization of $423.6 million and $391.5 million as of 2014 and 2013, respectively | 274,571 | 259,968 |
Contract acquisition costs, net of accumulated amortization of $273.4 million and $251.8 million as of 2014 and 2013, respectively | 226,182 | 184,828 |
Equity investments, net | 96,114 | 94,133 |
Deferred income tax assets, net | 3,871 | 3,972 |
Other assets | 93,556 | 87,146 |
Long-term assets of discontinued operations | ' | 15,715 |
Total assets | 3,720,582 | 3,686,568 |
Current liabilities: | ' | ' |
Accounts payable | 54,507 | 33,651 |
Current portion of long-term borrowings | 40,684 | 34,257 |
Accrued salaries and employee benefits | 29,479 | 38,339 |
Current portion of obligations under capital leases | 6,359 | 22,662 |
Other current liabilities | 166,362 | 159,170 |
Current liabilities of discontinued operations | 4,003 | 9,136 |
Total current liabilities | 301,394 | 297,215 |
Long-term borrowings, excluding current portion | 1,409,999 | 1,428,251 |
Deferred income tax liabilities, net | 191,873 | 228,727 |
Obligations under capital leases, excluding current portion | 6,196 | 7,500 |
Other long-term liabilities | 99,463 | 81,600 |
Long-term liabilities of discontinued operations | ' | 1,197 |
Total liabilities | 2,008,925 | 2,044,490 |
Redeemable noncontrolling interest in consolidated subsidiary | 22,197 | 39,652 |
Commitments and contingencies (Note 10) | ' | ' |
Shareholders' equity: | ' | ' |
Common stock - $0.10 par value. Authorized 600,000 shares; 202,780 and 202,790 issued as of 2014 and 2013, respectively; 186,131 and 187,717 outstanding as of 2014 and 2013, respectively | 20,278 | 20,279 |
Additional paid-in capital | 165,161 | 165,841 |
Accumulated other comprehensive income, net | 1,046 | 3,749 |
Treasury stock, at cost (16,649 and 15,073 shares as of 2014 and 2013, respectively) | -409,053 | -326,996 |
Retained earnings | 1,905,112 | 1,718,204 |
Total shareholders' equity | 1,682,544 | 1,581,077 |
Noncontrolling interests in consolidated subsidiaries | 6,916 | 21,349 |
Total equity | 1,689,460 | 1,602,426 |
Total liabilities and equity | $3,720,582 | $3,686,568 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, except Share data in Thousands, unless otherwise specified | ||
Accounts receivable, allowance for doubtful accounts and billing adjustments | $5 | $3.40 |
Other intangible assets, accumulated amortization | 163 | 105.4 |
Computer software, accumulated amortization | 597.4 | 536.4 |
Property and equipment, accumulated depreciation and amortization | 423.6 | 391.5 |
Contract acquisition costs, accumulated amortization | $273.40 | $251.80 |
Common stock, par value | $0.10 | $0.10 |
Common stock, Authorized | 600,000 | 600,000 |
Common stock, issued | 202,780 | 202,790 |
Common stock, outstanding | 186,131 | 187,717 |
Treasury stock, shares | 16,649 | 15,073 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||||
Total revenues | $616,891 | $570,551 | $1,811,774 | $1,481,202 | ||||
Cost of services | 407,391 | 377,147 | 1,246,763 | 983,143 | ||||
Selling, general and administrative expenses | 79,303 | 81,643 | 252,866 | 212,408 | ||||
Merger and acquisition expenses | 790 | 7,282 | 3,278 | 12,009 | ||||
Total operating expenses | 487,484 | 466,072 | 1,502,907 | 1,207,560 | ||||
Operating income | 129,407 | 104,479 | 308,867 | 273,642 | ||||
Nonoperating expenses, net | -508 | -499 | -1,731 | -86 | ||||
Merger and acquisition expenses-bridge loan facility, bonds and other financing | -9,489 | -9,789 | -28,464 | -19,466 | ||||
Income before income taxes and equity in income of equity investments | 119,410 | 94,191 | 278,672 | 254,090 | ||||
Income taxes | 39,227 | 30,100 | 94,333 | 77,547 | ||||
Income before equity in income of equity investments | 80,183 | 64,091 | 184,339 | 176,543 | ||||
Equity in income of equity investments, net of tax | 4,135 | 2,792 | 11,831 | 9,357 | ||||
Income from continuing operations, net of tax | 84,318 | 66,883 | 196,170 | 185,900 | ||||
Income from discontinued operations, net of tax | 880 | 611 | 51,993 | 1,305 | ||||
Net income | 85,198 | 67,494 | 248,163 | 187,205 | ||||
Net income attributable to noncontrolling interests | -1,393 | -3,144 | -5,151 | -8,110 | ||||
Net income | 83,805 | 64,350 | 243,012 | 179,095 | ||||
Basic earnings per share (EPS) attributable to TSYS common shareholders (Note 12): | ' | ' | ' | ' | ||||
Income from continuing operations to TSYS common shareholders | $0.45 | $0.34 | $1.03 | $0.96 | ||||
Gain (loss) from discontinued operations to TSYS common shareholders | $0 | $0 | $0.27 | ($0.01) | ||||
Net income attributable to TSYS common shareholders | $0.45 | [1] | $0.34 | [1] | $1.30 | [1] | $0.95 | [1] |
Diluted EPS attributable to TSYS common shareholders (Note 12): | ' | ' | ' | ' | ||||
Income from continuing operations to TSYS common shareholders | $0.44 | $0.34 | $1.02 | $0.95 | ||||
Gain (loss) from discontinued operations to TSYS common shareholders | $0 | $0 | $0.27 | ($0.01) | ||||
Net Income attributable to TSYS common shareholders | $0.45 | [1] | $0.34 | [1] | $1.29 | [1] | $0.94 | [1] |
Amounts attributable to TSYS common shareholders: | ' | ' | ' | ' | ||||
Income from continuing operations | 82,925 | 64,834 | 192,018 | 180,835 | ||||
Gain (loss) from discontinued operations | 880 | -484 | 50,994 | -1,740 | ||||
Net income | $83,805 | $64,350 | $243,012 | $179,095 | ||||
[1] | *EPS amounts may not total due to rounding |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Net income | $85,198 | $67,494 | $248,163 | $187,205 |
Other comprehensive income (loss), net of tax: | ' | ' | ' | ' |
Foreign currency translation adjustments | -11,329 | 7,222 | 907 | -6,489 |
Less reclassifications of foreign currency translation adjustments to net income | ' | ' | 3,514 | ' |
Total foreign currency translation adjustments | -11,329 | 7,222 | -2,607 | -6,489 |
Postretirement healthcare plan adjustments | 147 | 1,113 | 442 | 1,423 |
Unrealized gain (loss) on available-for-sale securities | -598 | 1,479 | -640 | 1,479 |
Other comprehensive income (loss) | -11,780 | 9,814 | -2,805 | -3,587 |
Comprehensive income | 73,418 | 77,308 | 245,358 | 183,618 |
Comprehensive income attributable to noncontrolling interests | 1,071 | 3,228 | 5,050 | 6,149 |
Comprehensive income attributable to TSYS common shareholders | $72,347 | $74,080 | $240,308 | $177,469 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $248,163 | $187,205 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 184,827 | 142,490 |
Provisions for fraud and other losses | 29,923 | 6,398 |
Share-based compensation | 23,019 | 19,587 |
Dividends received from equity investments | 9,189 | 8,595 |
Charges for transaction processing provisions | 5,081 | 8,545 |
Provisions for bad debt expenses and billing adjustments | 1,982 | 2,193 |
Net loss on foreign currency | 1,715 | 612 |
Amortization of debt issuance costs | 1,361 | 6,775 |
Amortization of bond discount | 286 | 131 |
Loss on disposal of equipment, net | 27 | 78 |
Changes in value of private equity investments | -239 | -1,227 |
Excess tax benefit from share-based payment arrangements | -6,538 | -2,727 |
Equity in income of equity investments | -11,831 | -9,357 |
Deferred income tax (benefit) expense | -15,989 | 25,784 |
Gain on disposal of subsidiaries | -87,013 | ' |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -50,450 | -6,721 |
Prepaid expenses, other current assets and other long-term assets | -10,784 | -12,610 |
Accrued salaries and employee benefits | -8,462 | -9,552 |
Accounts payable | 10,655 | -41,055 |
Other current liabilities and other long-term liabilities | 65,192 | -17,659 |
Net cash provided by operating activities | 390,114 | 307,485 |
Cash flows from investing activities: | ' | ' |
Additions to contract acquisition costs | -66,540 | -36,824 |
Purchases of property and equipment | -55,356 | -24,896 |
Cash used in acquisitions, net of cash acquired | -38,584 | -1,314,660 |
Additions to internally developed computer software | -31,263 | -22,519 |
Additions to licensed computer software from vendors | -14,497 | -34,412 |
Purchase of private equity investments | -3,290 | -1,146 |
Proceeds from dispositions, net of expenses paid and cash disposed | 45,002 | ' |
Net cash used in investing activities | -164,528 | -1,434,457 |
Cash flows from financing activities: | ' | ' |
Repurchase of common stock under plans and tax withholding | -120,894 | -6,267 |
Dividends paid on common stock | -56,159 | -37,514 |
Principal payments on long-term borrowings and capital lease obligations | -48,682 | -82,644 |
Purchase of noncontrolling interests | -37,500 | ' |
Subsidiary dividends paid to noncontrolling shareholders | -6,369 | -5,897 |
Debt issuance costs | ' | -13,471 |
Proceeds from long-term borrowings | ' | 1,395,661 |
Excess tax benefit from share-based payment arrangements | 6,538 | 2,727 |
Proceeds from exercise of stock options | 26,877 | 27,488 |
Net cash (used in) provided by financing activities | -236,189 | 1,280,083 |
Cash and cash equivalents: | ' | ' |
Effect of exchange rate changes on cash and cash equivalents | -1,586 | -3,863 |
Net increase (decrease) in cash and cash equivalents | -12,189 | 149,248 |
Cash and cash equivalents at beginning of period | 278,230 | 247,612 |
Cash and cash equivalents at end of period | 266,041 | 396,860 |
Less cash and cash equivalents of discontinued operations at end of period | ' | 27,667 |
Cash and cash equivalents of continued operations at end of period | 266,041 | 369,193 |
Cash and cash equivalents at end of period | 266,041 | 396,860 |
Supplemental cash flow information: | ' | ' |
Interest paid | 30,736 | 2,396 |
Income taxes paid, net | $96,050 | $64,228 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Summary of Significant Accounting Policies | ' |
Note 1 — Summary of Significant Accounting Policies | |
Business | |
Total System Services, Inc.’s (TSYS’ or the Company’s) revenues are derived from providing payment processing, merchant services and related payment services to financial and nonfinancial institutions, generally under long-term processing contracts. The Company also derives revenues by providing general-purpose reloadable (GPR) prepaid debit cards and payroll cards and alternative financial services to underbanked consumers. The Company’s services are provided through four operating segments: North America Services, International Services, Merchant Services and NetSpend. | |
Through the Company’s North America Services and International Services segments, TSYS processes information through its cardholder systems for financial and nonfinancial institutions throughout the United States and internationally. The Company’s North America Services segment provides these services to clients in the United States, Canada, Mexico and the Caribbean. The Company’s International Services segment provides services to clients in Europe, India, Middle East, Africa, Asia Pacific and Brazil. The Company’s Merchant Services segment provides merchant services to merchant acquirers and merchants mainly in the United States. The Company’s NetSpend segment provides services to consumers in the United States. | |
Basis of Presentation | |
The accompanying unaudited consolidated financial statements of TSYS include the accounts of TSYS and its wholly-and majority-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. | |
These financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X and, therefore, do not include all information and footnotes required by U.S. GAAP for complete financial statements. The preparation of the consolidated financial statements requires management of the Company to make estimates and assumptions relating to the reported amounts of assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. These estimates and assumptions are developed based upon all information available. Actual results could differ from estimated amounts. All adjustments, consisting of normal recurring accruals, which, in the opinion of management, are necessary for a fair presentation of financial position and results of operations for the periods covered by this report, have been included. | |
Certain prior period amounts have been reclassified to conform to the current period’s presentation. | |
As discussed in Note 2, the Company’s financial statements reflect GP Network Corporation (GP Net) and TSYS Japan Godo Kaisha (TSYS Japan), formerly TSYS Japan Co., Ltd., as discontinued operations. The Company has segregated the net assets, net liabilities and operating results from continuing operations on the Unaudited Consolidated Balance Sheets and Unaudited Consolidated Statements of Income for all periods presented. | |
The accompanying unaudited consolidated financial statements should be read in conjunction with the Company’s summary of significant accounting policies, consolidated financial statements and related notes appearing in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission (SEC). Results of interim periods are not necessarily indicative of results to be expected for the year. | |
Recently Adopted Accounting Pronouncements | |
In 2014, the Company adopted Accounting Standards Update (ASU) 2013-11, “Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss or a Tax Credit Carryforward Exists.” This ASU requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (NOL) carryforward, or similar tax loss or tax credit carryforward, rather than as a liability when (1) the uncertain tax position would reduce the NOL or other carryforward under the tax law of the applicable jurisdiction and (2) the entity intends to use the deferred tax asset for that purpose. The ASU does not require new recurring disclosures. The adoption of this ASU did not have a material impact on the Company’s financial position, results of operations or cash flows. | |
In 2014, the Company also adopted ASU 2013-05, “Foreign Currency Matters (Topic 830): Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity.” This ASU addresses the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The adoption of this ASU did not have a material impact on the Company’s financial position, results of operations or cash flows. |
Discontinued_Operations
Discontinued Operations | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Discontinued Operations | ' | ||||||||||||||||
Note 2 — Discontinued Operations | |||||||||||||||||
In accordance with GAAP, the Company determined the GP Net and TSYS Japan businesses became discontinued operations in the first quarter of 2014. | |||||||||||||||||
The Company sold all of its stock of GP Net (representing 54% ownership of the company) and all of its stock of TSYS Japan in April 2014. Both entities were part of the International Services segment. The sale of the Company’s stock in both of its operations in Japan was the result of management’s decision during the first quarter of 2014, to divest non-strategic businesses and focus resources on core products and services. The Company had a gain of $52.0 million, net of tax, related to the sales of its operations in Japan. | |||||||||||||||||
GP Net and TSYS Japan were not significant components of TSYS’ consolidated results. | |||||||||||||||||
The following table presents the main classes of assets and liabilities held for sale as of September 30, 2014 and December 31, 2013: | |||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||
Cash and cash equivalents | $ | — | 30,530 | ||||||||||||||
Other assets | 4,003 | 26,378 | |||||||||||||||
Total liabilities | 4,003 | 10,333 | |||||||||||||||
The following table presents the summarized results of discontinued operations for the three and nine months ended September 30, 2014, as compared to 2013: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Total revenues | $ | — | 17,523 | 16,248 | 50,311 | ||||||||||||
Income (loss) before taxes | $ | — | 1,103 | (51 | ) | 2,142 | |||||||||||
Income tax (benefit) expense | $ | — | 492 | (39 | ) | 837 | |||||||||||
*Income (loss) from discontinued operations, net of tax | $ | — | 611 | (12 | ) | 1,305 | |||||||||||
Gain on dispositions, net of tax | $ | 880 | — | 52,005 | — | ||||||||||||
Income from discontinued operations, net of tax | $ | 880 | 611 | 51,993 | 1,305 | ||||||||||||
Income from discontinued operations, net of tax, attributable to noncontrolling interest | $ | — | 1,095 | 999 | 3,045 | ||||||||||||
Income (loss) from discontinued operations, net of tax, attributable to TSYS common shareholders | $ | 880 | (484 | ) | 50,994 | (1,740 | ) | ||||||||||
* | Income (loss) from operating activities from discontinued operations | ||||||||||||||||
The Unaudited Consolidated Statements of Cash Flows include GP Net and TSYS Japan and are not considered material. |
Fair_Value_Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2014 | |
Fair Value Measurement | ' |
Note 3 — Fair Value Measurement | |
Refer to Note 2 of the Company’s audited financial statements for the year ended December 31, 2013, which are included as Exhibit 13.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC, for a discussion regarding fair value measurement. | |
Accounting Standards Codification (ASC) 820, “Fair Value Measurement,” requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant level of inputs. The three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies, is as follows: | |
Level 1 – Quoted prices for identical assets and liabilities in active markets. | |
Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | |
Level 3 – Unobservable inputs for the asset or liability. | |
The Company had no transfers between Level 1, Level 2 or Level 3 assets during the nine months ended September 30, 2014. | |
As of September 30, 2014, the Company had recorded goodwill in the amount of $1.5 billion. The Company performed its annual impairment testing of its goodwill balance as of May 31, 2014, and this test did not indicate any impairment. The fair value of the reporting units substantially exceeds their carrying value. | |
The Company had nonrecurring fair value measurements related to discontinued operations. The Company determined that the carrying value of its assets and liabilities held for sale as of September 30, 2014 and December 31, 2013, approximate their fair values less costs to sell. |
Supplementary_Balance_Sheet_In
Supplementary Balance Sheet Information | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Supplementary Balance Sheet Information | ' | ||||||||||||||||||||
Note 4 — Supplementary Balance Sheet Information | |||||||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||||||
The Company maintains accounts outside the United States denominated in currencies other than the U.S. Dollar. All amounts in domestic accounts are denominated in U.S. Dollars. | |||||||||||||||||||||
Cash and cash equivalent balances are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Cash and cash equivalents in domestic accounts | $ | 221,254 | 191,460 | ||||||||||||||||||
Cash and cash equivalents in foreign accounts | 44,787 | 56,240 | |||||||||||||||||||
Total | $ | 266,041 | 247,700 | ||||||||||||||||||
Prepaid Expenses and Other Current Assets | |||||||||||||||||||||
Significant components of prepaid expenses and other current assets are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Prepaid expenses | $ | 39,882 | 41,905 | ||||||||||||||||||
Supplies inventory | 12,934 | 12,142 | |||||||||||||||||||
Other | 43,931 | 41,062 | |||||||||||||||||||
Total | $ | 96,747 | 95,109 | ||||||||||||||||||
Contract Acquisition Costs, net | |||||||||||||||||||||
Significant components of contract acquisition costs, net of accumulated amortization, are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Conversion costs, net of accumulated amortization of $137.5 million and $126.5 million as of 2014 and 2013, respectively | $ | 150,461 | 112,177 | ||||||||||||||||||
Payments for processing rights, net of accumulated amortization of $135.9 million and $125.3 million as of 2014 and 2013, respectively | 75,721 | 72,651 | |||||||||||||||||||
Total | $ | 226,182 | 184,828 | ||||||||||||||||||
Amortization expense related to conversion costs, which is recorded in cost of services, was $4.5 million and $3.9 million for the three months ended September 30, 2014 and 2013, respectively. For the nine months ended September 30, 2014 and 2013, amortization expense related to conversion costs was $12.9 million and $13.3 million, respectively. | |||||||||||||||||||||
Amortization related to payments for processing rights, which is recorded as a reduction of revenues, was $4.4 million and $3.3 million for the three months ended September 30, 2014 and 2013, respectively. For the nine months ended September 30, 2014 and 2013, amortization related to payments for processing rights was $11.5 million and $9.8 million, respectively. | |||||||||||||||||||||
Other Current Liabilities | |||||||||||||||||||||
Significant components of other current liabilities are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Deferred revenues | $ | 41,091 | 36,408 | ||||||||||||||||||
Accrued expenses | 21,913 | 23,265 | |||||||||||||||||||
Dividends payable | 19,041 | 19,508 | |||||||||||||||||||
Dissenting shareholder liability * | — | 25,723 | |||||||||||||||||||
Other | 84,317 | 54,266 | |||||||||||||||||||
Total | $ | 166,362 | 159,170 | ||||||||||||||||||
* | Represented 1.6 million NetSpend shares held by dissenting shareholders | ||||||||||||||||||||
Accumulated Other Comprehensive Income (AOCI) | |||||||||||||||||||||
The income tax effects allocated to and the cumulative balance of accumulated other comprehensive income (loss) attributable to TSYS shareholders are as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Pretax | Tax Effect | Net-of-Tax | Ending | ||||||||||||||||
Balance | Amount | Amount | Balance | ||||||||||||||||||
December 31, | September 30, | ||||||||||||||||||||
2013 | 2014 | ||||||||||||||||||||
Foreign currency translation adjustments and transfers from noncontrolling interests | $ | 2,032 | (2,682 | ) | (177 | ) | (2,505 | ) | $ | (473 | ) | ||||||||||
Unrealized gain (loss) on available-for-sale securities | 1,773 | (1,014 | ) | (374 | ) | (640 | ) | 1,133 | |||||||||||||
Change in AOCI related to postretirement healthcare plans | (56 | ) | 691 | 249 | 442 | 386 | |||||||||||||||
Total | $ | 3,749 | (3,005 | ) | (302 | ) | (2,703 | ) | $ | 1,046 | |||||||||||
Reclassifications of accumulated other comprehensive income are summarized as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Other | Amounts | Net Current- | Ending | ||||||||||||||||
Balance | Comprehensive | Reclassified | Period Other | Balance | |||||||||||||||||
December 31, | Income Before | from AOCI | Comprehensive | September 30, | |||||||||||||||||
2013 | Reclassifications | Income | 2014 | ||||||||||||||||||
Foreign currency translation adjustments* | $ | 2,032 | 1,009 | (3,514 | ) | (2,505 | ) | $ | (473 | ) | |||||||||||
* | All amounts are net of tax |
LongTerm_Borrowings
Long-Term Borrowings | 9 Months Ended |
Sep. 30, 2014 | |
Long-Term Borrowings | ' |
Note 5 — Long-Term Borrowings | |
Refer to Note 12 of the Company’s audited financial statements for the year ended December 31, 2013, which are included as Exhibit 13.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC, for a discussion regarding long-term borrowings. | |
The Company entered into a $13.6 million financing agreement in September 2014 for perpetual software licenses. The balance as of September 30, 2014 was $13.6 million. |
ShareBased_Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2014 | |
Share-Based Compensation | ' |
Note 6 — Share-Based Compensation | |
Refer to Notes 1 and 18 of the Company’s audited financial statements for the year ended December 31, 2013, which are included as Exhibit 13.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC, for a discussion regarding the Company’s share-based compensation plans and policy. | |
Share-Based Compensation | |
Share-based compensation costs are classified as selling, general and administrative expenses on the Company’s statements of income and corporate administration and other expenses for segment reporting purposes. TSYS’ share-based compensation costs are expensed, rather than capitalized, as these awards are typically granted to individuals not involved in capitalizable activities. For the three months ended September 30, 2014, share-based compensation was $5.4 million, compared to $9.8 million for the same period in 2013. For the nine months ended September 30, 2014, share-based compensation was $23.0 million, compared to $19.6 million for the same period in 2013. | |
Nonvested Share Awards | |
During the first nine months of 2014, the Company issued 663,624 shares of TSYS common stock with a market value of $20.3 million to certain key employees and non-management members of its Board of Directors. The nonvested stock bonus awards to certain key employees are for services to be provided in the future and vest over a period of up to four years. The stock bonus awards to the non-management members of the Board of Directors were fully vested on the date of issuance. The market value of the TSYS common stock as of the date of issuance is charged as compensation expense over the vesting periods of the awards. | |
During the first nine months of 2013, the Company issued 575,299 shares of TSYS common stock with a market value of $14.0 million to certain key employees and non-management members of its Board of Directors. The nonvested stock bonus awards to certain key employees are for services to be provided in the future and vest over a period of up to four years. The stock bonus awards to the non-management members of the Board of Directors were fully vested on the date of issuance. The market value of the TSYS common stock at the date of issuance is charged as compensation expense over the vesting periods of the awards. | |
On July 1, 2013, the Company issued 870,361 shares of TSYS common stock as nonvested stock replacement awards with a market value of $21.5 million as part of the NetSpend acquisition. The nonvested stock bonus awards to employees of NetSpend are for services to be provided in the future and vest over varying periods. The NetSpend awards were converted into equivalent shares of the Company’s common stock on the acquisition date. The value of the stock at the date of issuance is charged as compensation expense over the vesting periods of the awards. | |
On July 18, 2013, the Company issued 212,694 retention shares of TSYS common stock with a market value of $5.5 million to certain key employees of NetSpend. The nonvested stock bonus awards to certain key employees are for services to be provided in the future and vest over periods ranging from two to four years. The market value of the TSYS common stock at the date of issuance is charged as compensation expense over the vesting periods of the awards. | |
As of September 30, 2014, there was approximately $35.3 million of total unrecognized compensation cost related to nonvested share-based compensation arrangements. That cost is expected to be recognized over a remaining weighted average period of 2.2 years. | |
Performance-Based Awards | |
During the first nine months of 2014, TSYS authorized a total grant of 211,593 performance shares to certain key executives with a performance-based vesting schedule (2014 performance shares). These 2014 performance shares have a 2014-2016 performance period for which the Compensation Committee of the Board of Directors established two performance goals: revenues before reimbursable items and adjusted EPS and, if such goals are attained in 2016, the performance shares will vest, up to a maximum of 200% of the total grant. Compensation expense for the award is measured on the grant date based on the quoted market price of TSYS common stock. The Company estimates the probability of achieving the goals through the performance period and expenses the award on a straight-line basis. Compensation costs related to these performance shares are expected to be recognized through the end of 2016. | |
During the first nine months of 2013, TSYS authorized a total grant of 237,679 performance shares to certain key executives with a performance-based vesting schedule (2013 performance shares). These 2013 performance shares have a 2013-2015 performance period for which the Compensation Committee of the Board of Directors established two performance goals: revenues before reimbursable items and income from continuing operations and, if such goals are attained in 2015, the performance shares will vest, up to a maximum of 200% of the total grant. Compensation expense for the award is measured on the grant date based on the quoted market price of TSYS common stock. The Company estimates the probability of achieving the goals through the performance period and expenses the award on a straight-line basis. Compensation costs related to these performance shares are expected to be recognized until the end of 2015. | |
On July 1, 2013, the Company issued 87,356 shares of TSYS common stock as a performance-based replacement stock award as part of the NetSpend acquisition. The performance-based stock award has a 2013-2015 performance period for which the Compensation Committee of the Board of Directors established two performance goals: revenues of the NetSpend segment and operating income of the NetSpend segment and, if such goals are attained in 2015, the performance award will vest, up to a maximum of 100% of the total grant. The Company estimates the probability of achieving the goals through the performance period and expenses the award on a straight-line basis. Compensation costs related to the performance-based stock award are expected to be recognized until the end of 2015. | |
On July 18, 2013, TSYS issued 225,000 shares of TSYS common stock as a performance-based retention stock award to a certain key executive with a performance-based vesting schedule through 2015. This award was forfeited in July 2014. The Company has reversed all previously recorded expense, associated with this award. | |
Stock Option Awards | |
During the first nine months of 2014, the Company granted 1,046,372 stock options to certain key executives and non-management members of its Board of Directors. The weighted average fair value of the option grants was $7.66 per option and was estimated on the date of grant using the Black-Scholes-Merton option-pricing model with the following weighted average assumptions: exercise price of $30.96; risk-free interest rate of 2.01%; expected volatility of 25.06%; expected term of 6.5 years; and dividend yield of 1.29%. The grants to key TSYS executive officers will vest over a period of up to three years. The grants to the Board of Directors were fully vested at the date of the grant. | |
During the first nine months of 2013, the Company granted 879,613 stock options to certain key executives and non-management members of its Board of Directors. The weighted average fair value of the option grants was $5.32 per option and was estimated on the date of grant using the Black-Scholes-Merton option-pricing model with the following weighted average assumptions: exercise price of $24.35; risk-free interest rate of 1.31%; expected volatility of 23.90%; expected term of 7.5 years; and dividend yield of 1.65%. The grants to key TSYS executive officers will vest over a period of three years. The grants to the Board of Directors were fully vested at the date of the grant. | |
On July 1, 2013, the Company issued 1,060,148 stock option replacement awards with a market value of $13.7 million as part of the NetSpend acquisition. The weighted average fair value of the options was $12.93 and was calculated on the date of grant using a conversion factor into equivalent shares of the Company’s common stock on the acquisition date. The grants vest over a period ranging from seven months to 45 months. The weighted average fair value of the option grants was estimated on the date of grant using the Black-Scholes-Merton option-pricing model with the following weighted average assumptions: exercise price of $11.68; risk-free interest rate of 1.31%; expected volatility of 29.22%; expected term of 4.7 years; and dividend yield of 1.63%. | |
As of September 30, 2014, there was approximately $7.2 million of total unrecognized compensation cost related to TSYS stock options that is expected to be recognized over a remaining weighted average period of 1.4 years. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Taxes | ' |
Note 7 — Income Taxes | |
Refer to Notes 1 and 14 of the Company’s audited financial statements for the year ended December 31, 2013, which are included as Exhibit 13.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC, for a discussion regarding income taxes. | |
TSYS is the parent of an affiliated group that files a consolidated U.S. federal income tax return and most state and foreign income tax returns on a separate entity basis. In the normal course of business, the Company is subject to examinations by these taxing authorities unless statutory examination periods lapse. TSYS is no longer subject to U.S. federal income tax examinations for years before 2010 and with few exceptions, the Company is no longer subject to income tax examinations from state and local or foreign tax authorities for years before 2005. There are currently Federal income tax examinations in progress for the years 2009 and 2010 for a subsidiary which TSYS purchased in 2013. Additionally, a number of tax examinations are in progress by the relevant state tax authorities. Although TSYS is unable to determine the ultimate outcome of these examinations, TSYS believes that its liability for uncertain tax positions relating to these jurisdictions for such years is adequate. | |
TSYS’ effective tax rate was 32.2% for both the three months ended September 30, 2014 and 2013. TSYS’ effective income tax rate for the nine months ended September 30, 2014 was 32.9%, compared to 30.5% for the same period in 2013. The increased rate during the nine months ended September 30, 2014 was primarily due to changes in discrete items, tax credits and the jurisdictional sources of income. | |
TSYS has adopted the provisions of ASC 740, “Income Taxes,” which prescribes a recognition threshold and measurement attribute for the financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken in a tax return. The amount of unrecognized tax benefits increased by $3.6 million during the nine months ended September 30, 2014. | |
TSYS recognizes potential interest and penalties related to the underpayment of income taxes as income tax expense in the consolidated statements of income. Gross accrued interest and penalties on unrecognized tax benefits totaled $0.4 million and $0.3 million as of September 30, 2014 and December 31, 2013, respectively. The total amounts of unrecognized income tax benefits as of September 30, 2014 and December 31, 2013, that, if recognized, would affect the effective tax rates are $6.2 million and $2.8 million (net of the federal benefit on state tax issues), respectively, which include interest and penalties of $0.3 million and $0.2 million, respectively. TSYS does not expect any material changes to its calculation of uncertain tax positions during the next twelve months. |
Segment_Reporting_and_Major_Cu
Segment Reporting and Major Customers | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Segment Reporting and Major Customers | ' | ||||||||||||||||||||
Note 8 — Segment Reporting and Major Customers | |||||||||||||||||||||
Refer to Note 21 of the Company’s audited financial statements for the year ended December 31, 2013, which are included as Exhibit 13.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC, for a discussion regarding segment reporting and major customers. | |||||||||||||||||||||
At TSYS, the chief operating decision maker (CODM) is a group consisting of Senior Executive Management and above. The CODM has decided that all share-based compensation costs should be included in the category “Corporate Administration and Other.” This change is used to evaluate performance and assess resources starting in the first quarter of 2014. Additionally, the Company’s Japan-based entities qualified for discontinued operations treatment during the quarter ended March 31, 2014. The following operating results by segment comparison reflects these changes, including the financial results for 2013. For more information regarding discontinued operations, refer to Note 2. | |||||||||||||||||||||
The following table presents the Company’s operating results by segment: | |||||||||||||||||||||
Operating Segments | Three months ended September 30, | Nine months ended September 30, | |||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||
Revenues before reimbursable items | |||||||||||||||||||||
North America Services | $ | 240,957 | 217,257 | 698,543 | 637,379 | ||||||||||||||||
International Services | 87,385 | 77,876 | 248,890 | 230,889 | |||||||||||||||||
Merchant Services | 115,012 | 113,650 | 327,972 | 335,903 | |||||||||||||||||
NetSpend | 114,048 | 103,706 | 363,521 | 103,706 | |||||||||||||||||
Intersegment revenues | (4,542 | ) | (3,001 | ) | (15,248 | ) | (9,428 | ) | |||||||||||||
Revenues before reimbursable items from external customers | $ | 552,860 | 509,488 | 1,623,678 | 1,298,449 | ||||||||||||||||
Total revenues | |||||||||||||||||||||
North America Services | $ | 282,833 | 252,577 | 818,335 | 741,005 | ||||||||||||||||
International Services | 91,865 | 83,025 | 264,710 | 245,420 | |||||||||||||||||
Merchant Services | 134,117 | 135,616 | 384,824 | 404,975 | |||||||||||||||||
NetSpend | 114,048 | 103,706 | 363,521 | 103,706 | |||||||||||||||||
Intersegment revenues | (5,972 | ) | (4,373 | ) | (19,616 | ) | (13,904 | ) | |||||||||||||
Revenues from external customers | $ | 616,891 | 570,551 | 1,811,774 | 1,481,202 | ||||||||||||||||
Depreciation and amortization | |||||||||||||||||||||
North America Services | $ | 22,173 | 18,764 | 63,377 | 55,060 | ||||||||||||||||
International Services | 9,610 | 9,584 | 29,176 | 29,734 | |||||||||||||||||
Merchant Services | 3,624 | 2,890 | 10,591 | 9,029 | |||||||||||||||||
NetSpend | 2,155 | 1,471 | 5,779 | 1,471 | |||||||||||||||||
Segment depreciation and amortization | 37,562 | 32,709 | 108,923 | 95,294 | |||||||||||||||||
Acquisition intangible amortization | 24,210 | 24,731 | 72,805 | 41,142 | |||||||||||||||||
Corporate Administration and Other | 662 | 461 | 1,702 | 1,322 | |||||||||||||||||
Total depreciation and amortization | $ | 62,434 | 57,901 | 183,430 | 137,758 | ||||||||||||||||
Adjusted segment operating income | |||||||||||||||||||||
North America Services | $ | 92,736 | 84,443 | 251,892 | 234,509 | ||||||||||||||||
International Services | 15,976 | 9,528 | 32,274 | 24,082 | |||||||||||||||||
Merchant Services | 40,409 | 40,753 | 103,473 | 119,691 | |||||||||||||||||
NetSpend | 36,123 | 34,616 | 95,543 | 34,616 | |||||||||||||||||
Total adjusted segment operating income | 185,244 | 169,340 | 483,182 | 412,898 | |||||||||||||||||
Acquisition intangible amortization | (24,210 | ) | (24,731 | ) | (72,805 | ) | (41,142 | ) | |||||||||||||
NetSpend merger and acquisition operating expenses | (779 | ) | (7,282 | ) | (3,213 | ) | (12,009 | ) | |||||||||||||
Corporate Administration and Other | (30,848 | ) | (32,848 | ) | (98,297 | ) | (86,105 | ) | |||||||||||||
Operating income | $ | 129,407 | 104,479 | 308,867 | 273,642 | ||||||||||||||||
As of | |||||||||||||||||||||
September 30, 2014 | December 31,2013 | ||||||||||||||||||||
Total assets | |||||||||||||||||||||
North America Services | $ | 3,324,945 | 3,215,333 | ||||||||||||||||||
International Services | 351,062 | 417,379 | |||||||||||||||||||
Merchant Services | 696,591 | 676,592 | |||||||||||||||||||
NetSpend | 1,556,253 | 1,596,150 | |||||||||||||||||||
Intersegment eliminations | (2,208,269 | ) | (2,218,886 | ) | |||||||||||||||||
Total assets | $ | 3,720,582 | 3,686,568 | ||||||||||||||||||
Revenues by Geographic Area | |||||||||||||||||||||
Revenues for North America Services and Merchant Services include electronic payment processing and other services provided from the United States to clients domiciled in the United States or other countries. Revenues for International Services include electronic payment processing and other services provided from facilities outside the United States to clients based predominantly outside the United States. Revenues for NetSpend include a portion of transaction fees and interchange fees received by Issuing Banks along with other products and services provided to customers domiciled in the United States. | |||||||||||||||||||||
The following tables reconcile geographic revenues to revenues by operating segment based on the domicile of the Company’s customers: | |||||||||||||||||||||
Three months ended September 30, 2014 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 195.8 | — | 133.8 | 114 | $ | 443.6 | ||||||||||||||
Europe* | 0.2 | 78.2 | — | — | 78.4 | ||||||||||||||||
Canada | 75.4 | — | 0.1 | — | 75.5 | ||||||||||||||||
Mexico | 4 | — | — | — | 4 | ||||||||||||||||
Other* | 4.1 | 11.1 | 0.2 | — | 15.4 | ||||||||||||||||
Total | $ | 279.5 | 89.3 | 134.1 | 114 | $ | 616.9 | ||||||||||||||
Nine months ended September 30, 2014 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 573.4 | — | 384 | 363.5 | $ | 1,320.90 | ||||||||||||||
Europe* | 0.5 | 224.3 | — | — | 224.8 | ||||||||||||||||
Canada | 207.4 | — | 0.2 | — | 207.6 | ||||||||||||||||
Mexico | 12.2 | — | — | — | 12.2 | ||||||||||||||||
Other* | 11.9 | 33.9 | 0.5 | — | 46.3 | ||||||||||||||||
Total | $ | 805.4 | 258.2 | 384.7 | 363.5 | $ | 1,811.80 | ||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 178.2 | — | 135.8 | 103.7 | $ | 417.7 | ||||||||||||||
Europe* | 0.2 | 71.8 | — | — | 72 | ||||||||||||||||
Canada | 61.8 | — | 0.1 | — | 61.9 | ||||||||||||||||
Mexico | 4.6 | — | — | — | 4.6 | ||||||||||||||||
Other* | 4 | 10.2 | 0.2 | — | 14.4 | ||||||||||||||||
Total | $ | 248.8 | 82 | 136.1 | 103.7 | $ | 570.6 | ||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 526.5 | — | 406 | 103.7 | $ | 1,036.20 | ||||||||||||||
Europe* | 0.6 | 212.5 | — | — | 213.1 | ||||||||||||||||
Canada | 179.5 | — | 0.1 | — | 179.6 | ||||||||||||||||
Mexico | 12.9 | — | — | — | 12.9 | ||||||||||||||||
Other* | 10 | 29 | 0.4 | — | 39.4 | ||||||||||||||||
Total | $ | 729.5 | 241.5 | 406.5 | 103.7 | $ | 1,481.20 | ||||||||||||||
* | Revenues are impacted by movements in foreign currency exchange rates. | ||||||||||||||||||||
The Company maintains property and equipment, net of accumulated depreciation and amortization, in the following geographic areas: | |||||||||||||||||||||
As of | |||||||||||||||||||||
(in millions) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
United States | $ | 221.6 | 207.4 | ||||||||||||||||||
Europe* | 46.1 | 46.4 | |||||||||||||||||||
Other* | 6.9 | 6.2 | |||||||||||||||||||
Total | $ | 274.6 | 260 | ||||||||||||||||||
* | Property and equipment are impacted by movements in foreign currency exchange rates. | ||||||||||||||||||||
Major Customers | |||||||||||||||||||||
For the three and nine months ended September 30, 2014 and 2013, the Company did not have any major customers. |
Supplementary_Cash_Flow_Inform
Supplementary Cash Flow Information | 9 Months Ended |
Sep. 30, 2014 | |
Supplementary Cash Flow Information | ' |
Note 9 — Supplementary Cash Flow Information | |
Nonvested Awards | |
The Company issued shares of common stock to certain key employees and non-management members of its Board of Directors during the first nine months of 2014 and 2013, respectively. The grants to certain key employees were issued under nonvested stock bonus awards for services to be provided in the future by such officers and employees. The grants to the non-management members of the Board of Directors were fully vested on the date of issuance. Refer to Note 6 for more information. | |
Equipment and Software Acquired Under Capital Lease Obligations | |
The Company acquired equipment and software under capital lease obligations in the amount of $5.2 million and $12.9 million during the first nine months of 2014 and 2013, respectively, related to software and other peripheral hardware. | |
Software Acquired Under Direct Financing | |
The Company acquired software under direct financing during the first nine months of 2014. The Company did not acquire any software under direct financing in the first nine months of 2013. Refer to Note 5 for more information. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies | ' |
Note 10 — Commitments and Contingencies | |
Refer to Note 15 of the Company’s audited financial statements for the year ended December 31, 2013, which are included as Exhibit 13.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC, for a discussion regarding commitments and contingencies. | |
Income Taxes | |
The total liability for uncertain tax positions as of September 30, 2014 was $6.3 million. Refer to Note 7 for more information on income taxes. The Company is not able to reasonably estimate the amount by which the liability will increase or decrease over time; however, at this time, the Company does not expect a significant change related to these obligations within the next year. | |
Legal Proceedings | |
General | |
The Company is subject to various legal proceedings and claims and is also subject to information requests, inquiries and investigations arising out of the ordinary conduct of its business. The Company establishes reserves for litigation and similar matters when those matters present loss contingencies that TSYS determines to be both probable and reasonably estimable in accordance with ASC 450, “Contingencies.” In the opinion of management, based on current knowledge and in part upon the advice of legal counsel, all matters not specifically discussed below are believed to be adequately covered by insurance, or, if not covered, the possibility of losses from such matters are believed to be remote or such matters are of such kind or involve such amounts that would not have a material adverse effect on the financial position, results of operations or cash flows of the Company if disposed of unfavorably. | |
Telexfree Matter | |
ProPay, Inc. (“ProPay”), a subsidiary of the Company, has been named as one of a number of defendants (including other merchant processors) in several purported class action lawsuits relating to the activities of Telexfree, Inc. and its affiliates and principals. Telexfree is a former merchant customer of ProPay. With regard to Telexfree, each purported class action lawsuit generally alleges that Telexfree engaged in an improper multi-tier marketing scheme involving voice-over Internet protocol telephone services. The plaintiffs in each of the purported class action complaints generally allege that the various merchant processor defendants, including ProPay, knowingly furthered the improper activities of Telexfree with knowledge that Telexfree did not have legitimate business operations. Telexfree filed for bankruptcy protection in Nevada. The bankruptcy was subsequently transferred to the Massachusetts Bankruptcy Court. | |
Specifically, ProPay has been named as one of a number of defendants (including other merchant processors) in each of the following purported class action complaints relating to Telexfree: (i) Waldermara Martin, et al. v. TelexFree, Inc., et al. (Case No. BK-S-14-12524-ABL) filed on May 3, 2014 in the United States Bankruptcy Court District of Nevada, (ii) Anthony Cellucci, et al. v. TelexFree, Inc., et. al. (Case No. 4:14-BK-40987) filed on May 15, 2014 in the United States Bankruptcy Court District of Massachusetts, (iii) Maduako C. Ferguson Sr., et al. v. Telexelectric, LLLP, et. al (Case No. 5:14-CV-00316-D) filed on June 5, 2014 in the United States District Court of North Carolina, (iv) Todd Cook v. TelexElectric LLLP et al. (Case No. 2:14-CV-00134), filed on June 24, 2014 in the United States District Court for the Northern District of Georgia, (v) Felicia Guevara v. James M. Merrill et al., CA No. 1:14-cv-22405-DPG), filed on June 27, 2014 in the United State District Court for the Southern District of Florida, and (vi) Reverend Jeremiah Githere, et al. v. TelexElectric LLLP et al. (Case No. 1:14-CV-12825-GAO), filed on June 30, 2014 in the United States District Court for the District of Massachusetts (together, the “Actions”). A motion to consolidate the Actions was filed by one of the plaintiffs. On October 21, 2014, the Actions were transferred to and consolidated before the United States District Court for the District of Massachusetts. ProPay has not yet been required to respond to any of the complaints filed in the Actions. After the consolidation motion was filed, an additional class action complaint was filed on August 20, 2014, in the United States Bankruptcy Court for the District of Massachusetts, Paulo Eduardo Ferrari et al. v. Telexfree, Inc. et al. (Case No. 14-04080). The Ferrari action was later transferred to the District of Massachusetts. To date, ProPay has not been served with the Ferrari complaint. | |
ProPay has also received various subpoenas, a seizure warrant and other inquiries requesting information regarding Telexfree from (i) the Commonwealth of Massachusetts, Securities Division, (ii) United States Securities and Exchange Commission, (iii) US Immigration a(vii) Paulo Eduardo Ferrari et al. v. Telexfree, Inc. et al. (Case No. 14-04080), filed on August 20, 2014 in the United States Bankruptcy Court for the District of Massachusetts .nd Customs Enforcement, and (iv) the bankruptcy Trustee of the Chapter 11 entities of Telexfree, Inc., Telexfree, LLC and Telexfree Financial, Inc. Pursuant to the seizure warrant served by the United States Attorney’s Office for the District of Massachusetts, ProPay delivered all funds associated with Telexfree held for chargeback and other purposes by ProPay to US Immigration and Customs Enforcement. In addition, ProPay received a notice of potential claim from the bankruptcy Trustee as a result of the relationship of ProPay with Telexfree and its affiliates. | |
The above proceedings and actions are preliminary in nature. While the Company and ProPay intend to vigorously defend matters arising out of the relationship of ProPay with Telexfree and believe ProPay has substantial defenses related to these purported claims, the Company currently cannot reasonably estimate losses attributable to these matters. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2014 | |
Acquisitions | ' |
Note 11 — Acquisitions | |
Refer to Note 23 of the Company’s audited financial statements for the year ended December 31, 2013, which are included as Exhibit 13.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC, for a discussion regarding acquisitions. | |
NetSpend | |
The Company recognized amounts of the identifiable assets acquired and liabilities assumed on July 1, 2013 (the acquisition date). The measurement period during which changes in assets, liabilities, equity interests, or items of consideration are subject to adjustment ended one year following the acquisition date. In 2014, the Company increased its goodwill by $8.8 million from $1,024.4 million to $1,033.2 million primarily as a result of an increase in the estimated liability due to dissenting shareholders, offset by adjustments in deferred taxes resulting from changes in state apportionment. | |
Redeemable Noncontrolling Interest | |
In February 2014, the Company acquired an additional 15% equity interest in Central Payment Co., LLC (CPAY) from its privately held owner for $37.5 million, which increased its equity interest in CPAY from 60% to 75%. This purchase reduced the remaining redeemable noncontrolling interest in CPAY to 25% of its total outstanding equity. The pro forma earnings from this acquisition are not material to the consolidated financial statements. |
Earnings_Per_Share
Earnings Per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Earnings Per Share | ' | ||||||||||||||||
Note 12 – Earnings Per Share | |||||||||||||||||
The following table illustrates basic and diluted EPS for the three months ended September 30, 2014 and 2013: | |||||||||||||||||
Three months ended September 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands, except per share data) | Common | Participating | Common | Participating | |||||||||||||
Stock | Securities | Stock | Securities | ||||||||||||||
Basic EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 83,805 | 64,350 | ||||||||||||||
Less income allocated to nonvested awards | (843 | ) | 843 | (605 | ) | 605 | |||||||||||
Net income allocated to common stock for EPS calculation (a) | $ | 82,962 | 843 | 63,745 | 605 | ||||||||||||
Average common shares outstanding (b) | 183,692 | 1,885 | 187,726 | 1,799 | |||||||||||||
Basic EPS (a)/(b) | $ | 0.45 | 0.45 | 0.34 | 0.34 | ||||||||||||
Diluted EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 83,805 | 64,350 | ||||||||||||||
Less income allocated to nonvested awards | (836 | ) | 836 | (601 | ) | 601 | |||||||||||
Net income allocated to common stock for EPS calculation (c) | $ | 82,969 | 836 | 63,749 | 601 | ||||||||||||
Average common shares outstanding | 183,692 | 1,885 | 187,726 | 1,799 | |||||||||||||
Increase due to assumed issuance of shares related to common equivalent shares outstanding | 1,995 | 1,758 | |||||||||||||||
Average common and common equivalent shares outstanding (d) | 185,687 | 1,885 | 189,484 | 1,799 | |||||||||||||
Diluted EPS (c)/(d) | $ | 0.45 | 0.44 | 0.34 | 0.33 | ||||||||||||
The following table illustrates basic and diluted EPS for the nine months ended September 30, 2014 and 2013: | |||||||||||||||||
Nine months ended September 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands, except per share data) | Common | Participating | Common | Participating | |||||||||||||
Stock | Securities | Stock | Securities | ||||||||||||||
Basic EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 243,012 | 179,095 | ||||||||||||||
Less income allocated to nonvested awards | (2,477 | ) | 2,477 | (968 | ) | 968 | |||||||||||
Net income allocated to common stock for EPS calculation (a) | $ | 240,535 | 2,477 | 178,127 | 968 | ||||||||||||
Average common shares outstanding (b) | 184,641 | 1,918 | 187,001 | 1,034 | |||||||||||||
Basic EPS (a)/(b) | $ | 1.3 | 1.29 | 0.95 | 0.94 | ||||||||||||
Diluted EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 243,012 | 179,095 | ||||||||||||||
Less income allocated to nonvested awards | (2,454 | ) | 2,454 | (962 | ) | 962 | |||||||||||
Net income allocated to common stock for EPS calculation (c) | $ | 240,558 | 2,454 | 178,133 | 962 | ||||||||||||
Average common shares outstanding | 184,641 | 1,918 | 187,001 | 1,034 | |||||||||||||
Increase due to assumed issuance of shares related to common equivalent shares outstanding | 2,277 | 1,565 | |||||||||||||||
Average common and common equivalent shares outstanding (d) | 186,918 | 1,918 | 188,566 | 1,034 | |||||||||||||
Diluted EPS (c)/(d) | $ | 1.29 | 1.28 | 0.94 | 0.93 | ||||||||||||
The diluted EPS calculation excludes stock options and nonvested awards that are convertible into 1.2 million common shares for both the three and nine months ended September 30, 2014, and excludes 3.0 million and 1.8 million common shares for the three and nine months ended September 30, 2013, respectively, because their inclusion would have been anti-dilutive. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events | ' |
Note 13 — Subsequent Events | |
Management performed an evaluation of the Company’s activity and has concluded that there are no significant subsequent events requiring disclosure. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying unaudited consolidated financial statements of TSYS include the accounts of TSYS and its wholly-and majority-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. | |
These financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X and, therefore, do not include all information and footnotes required by U.S. GAAP for complete financial statements. The preparation of the consolidated financial statements requires management of the Company to make estimates and assumptions relating to the reported amounts of assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. These estimates and assumptions are developed based upon all information available. Actual results could differ from estimated amounts. All adjustments, consisting of normal recurring accruals, which, in the opinion of management, are necessary for a fair presentation of financial position and results of operations for the periods covered by this report, have been included. | |
Certain prior period amounts have been reclassified to conform to the current period’s presentation. | |
As discussed in Note 2, the Company’s financial statements reflect GP Network Corporation (GP Net) and TSYS Japan Godo Kaisha (TSYS Japan), formerly TSYS Japan Co., Ltd., as discontinued operations. The Company has segregated the net assets, net liabilities and operating results from continuing operations on the Unaudited Consolidated Balance Sheets and Unaudited Consolidated Statements of Income for all periods presented. | |
The accompanying unaudited consolidated financial statements should be read in conjunction with the Company’s summary of significant accounting policies, consolidated financial statements and related notes appearing in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission (SEC). Results of interim periods are not necessarily indicative of results to be expected for the year. | |
Recently Adopted Accounting Pronouncements | ' |
Recently Adopted Accounting Pronouncements | |
In 2014, the Company adopted Accounting Standards Update (ASU) 2013-11, “Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss or a Tax Credit Carryforward Exists.” This ASU requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (NOL) carryforward, or similar tax loss or tax credit carryforward, rather than as a liability when (1) the uncertain tax position would reduce the NOL or other carryforward under the tax law of the applicable jurisdiction and (2) the entity intends to use the deferred tax asset for that purpose. The ASU does not require new recurring disclosures. The adoption of this ASU did not have a material impact on the Company’s financial position, results of operations or cash flows. | |
In 2014, the Company also adopted ASU 2013-05, “Foreign Currency Matters (Topic 830): Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity.” This ASU addresses the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The adoption of this ASU did not have a material impact on the Company’s financial position, results of operations or cash flows. |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Financial Results for Discontinued Operations | ' | ||||||||||||||||
The following table presents the main classes of assets and liabilities held for sale as of September 30, 2014 and December 31, 2013: | |||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||
Cash and cash equivalents | $ | — | 30,530 | ||||||||||||||
Other assets | 4,003 | 26,378 | |||||||||||||||
Total liabilities | 4,003 | 10,333 | |||||||||||||||
The following table presents the summarized results of discontinued operations for the three and nine months ended September 30, 2014, as compared to 2013: | |||||||||||||||||
Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Total revenues | $ | — | 17,523 | 16,248 | 50,311 | ||||||||||||
Income (loss) before taxes | $ | — | 1,103 | (51 | ) | 2,142 | |||||||||||
Income tax (benefit) expense | $ | — | 492 | (39 | ) | 837 | |||||||||||
*Income (loss) from discontinued operations, net of tax | $ | — | 611 | (12 | ) | 1,305 | |||||||||||
Gain on dispositions, net of tax | $ | 880 | — | 52,005 | — | ||||||||||||
Income from discontinued operations, net of tax | $ | 880 | 611 | 51,993 | 1,305 | ||||||||||||
Income from discontinued operations, net of tax, attributable to noncontrolling interest | $ | — | 1,095 | 999 | 3,045 | ||||||||||||
Income (loss) from discontinued operations, net of tax, attributable to TSYS common shareholders | $ | 880 | (484 | ) | 50,994 | (1,740 | ) | ||||||||||
* | Income (loss) from operating activities from discontinued operations |
Supplementary_Balance_Sheet_In1
Supplementary Balance Sheet Information (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Cash and Cash Equivalent Balances | ' | ||||||||||||||||||||
Cash and cash equivalent balances are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Cash and cash equivalents in domestic accounts | $ | 221,254 | 191,460 | ||||||||||||||||||
Cash and cash equivalents in foreign accounts | 44,787 | 56,240 | |||||||||||||||||||
Total | $ | 266,041 | 247,700 | ||||||||||||||||||
Significant Components of Prepaid Expenses and Other Current Assets | ' | ||||||||||||||||||||
Significant components of prepaid expenses and other current assets are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Prepaid expenses | $ | 39,882 | 41,905 | ||||||||||||||||||
Supplies inventory | 12,934 | 12,142 | |||||||||||||||||||
Other | 43,931 | 41,062 | |||||||||||||||||||
Total | $ | 96,747 | 95,109 | ||||||||||||||||||
Significant Components of Contract Acquisition Costs, Net of Accumulated Amortization | ' | ||||||||||||||||||||
Significant components of contract acquisition costs, net of accumulated amortization, are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Conversion costs, net of accumulated amortization of $137.5 million and $126.5 million as of 2014 and 2013, respectively | $ | 150,461 | 112,177 | ||||||||||||||||||
Payments for processing rights, net of accumulated amortization of $135.9 million and $125.3 million as of 2014 and 2013, respectively | 75,721 | 72,651 | |||||||||||||||||||
Total | $ | 226,182 | 184,828 | ||||||||||||||||||
Significant Components of Other Current Liabilities | ' | ||||||||||||||||||||
Significant components of other current liabilities are summarized as follows: | |||||||||||||||||||||
(in thousands) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
Deferred revenues | $ | 41,091 | 36,408 | ||||||||||||||||||
Accrued expenses | 21,913 | 23,265 | |||||||||||||||||||
Dividends payable | 19,041 | 19,508 | |||||||||||||||||||
Dissenting shareholder liability * | — | 25,723 | |||||||||||||||||||
Other | 84,317 | 54,266 | |||||||||||||||||||
Total | $ | 166,362 | 159,170 | ||||||||||||||||||
* | Represented 1.6 million NetSpend shares held by dissenting shareholders | ||||||||||||||||||||
Income Tax Effects Allocated to and Cumulative Balance of Accumulated Other Comprehensive Income (Loss) | ' | ||||||||||||||||||||
The income tax effects allocated to and the cumulative balance of accumulated other comprehensive income (loss) attributable to TSYS shareholders are as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Pretax | Tax Effect | Net-of-Tax | Ending | ||||||||||||||||
Balance | Amount | Amount | Balance | ||||||||||||||||||
December 31, | September 30, | ||||||||||||||||||||
2013 | 2014 | ||||||||||||||||||||
Foreign currency translation adjustments and transfers from noncontrolling interests | $ | 2,032 | (2,682 | ) | (177 | ) | (2,505 | ) | $ | (473 | ) | ||||||||||
Unrealized gain (loss) on available-for-sale securities | 1,773 | (1,014 | ) | (374 | ) | (640 | ) | 1,133 | |||||||||||||
Change in AOCI related to postretirement healthcare plans | (56 | ) | 691 | 249 | 442 | 386 | |||||||||||||||
Total | $ | 3,749 | (3,005 | ) | (302 | ) | (2,703 | ) | $ | 1,046 | |||||||||||
Reclassifications of Accumulated Other Comprehensive Income | ' | ||||||||||||||||||||
Reclassifications of accumulated other comprehensive income are summarized as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Other | Amounts | Net Current- | Ending | ||||||||||||||||
Balance | Comprehensive | Reclassified | Period Other | Balance | |||||||||||||||||
December 31, | Income Before | from AOCI | Comprehensive | September 30, | |||||||||||||||||
2013 | Reclassifications | Income | 2014 | ||||||||||||||||||
Foreign currency translation adjustments* | $ | 2,032 | 1,009 | (3,514 | ) | (2,505 | ) | $ | (473 | ) | |||||||||||
* | All amounts are net of tax |
Segment_Reporting_and_Major_Cu1
Segment Reporting and Major Customers (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Operating Segments | ' | ||||||||||||||||||||
The following operating results by segment comparison reflects these changes, including the financial results for 2013. For more information regarding discontinued operations, refer to Note 2. | |||||||||||||||||||||
The following table presents the Company’s operating results by segment: | |||||||||||||||||||||
Operating Segments | Three months ended September 30, | Nine months ended September 30, | |||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||
Revenues before reimbursable items | |||||||||||||||||||||
North America Services | $ | 240,957 | 217,257 | 698,543 | 637,379 | ||||||||||||||||
International Services | 87,385 | 77,876 | 248,890 | 230,889 | |||||||||||||||||
Merchant Services | 115,012 | 113,650 | 327,972 | 335,903 | |||||||||||||||||
NetSpend | 114,048 | 103,706 | 363,521 | 103,706 | |||||||||||||||||
Intersegment revenues | (4,542 | ) | (3,001 | ) | (15,248 | ) | (9,428 | ) | |||||||||||||
Revenues before reimbursable items from external customers | $ | 552,860 | 509,488 | 1,623,678 | 1,298,449 | ||||||||||||||||
Total revenues | |||||||||||||||||||||
North America Services | $ | 282,833 | 252,577 | 818,335 | 741,005 | ||||||||||||||||
International Services | 91,865 | 83,025 | 264,710 | 245,420 | |||||||||||||||||
Merchant Services | 134,117 | 135,616 | 384,824 | 404,975 | |||||||||||||||||
NetSpend | 114,048 | 103,706 | 363,521 | 103,706 | |||||||||||||||||
Intersegment revenues | (5,972 | ) | (4,373 | ) | (19,616 | ) | (13,904 | ) | |||||||||||||
Revenues from external customers | $ | 616,891 | 570,551 | 1,811,774 | 1,481,202 | ||||||||||||||||
Depreciation and amortization | |||||||||||||||||||||
North America Services | $ | 22,173 | 18,764 | 63,377 | 55,060 | ||||||||||||||||
International Services | 9,610 | 9,584 | 29,176 | 29,734 | |||||||||||||||||
Merchant Services | 3,624 | 2,890 | 10,591 | 9,029 | |||||||||||||||||
NetSpend | 2,155 | 1,471 | 5,779 | 1,471 | |||||||||||||||||
Segment depreciation and amortization | 37,562 | 32,709 | 108,923 | 95,294 | |||||||||||||||||
Acquisition intangible amortization | 24,210 | 24,731 | 72,805 | 41,142 | |||||||||||||||||
Corporate Administration and Other | 662 | 461 | 1,702 | 1,322 | |||||||||||||||||
Total depreciation and amortization | $ | 62,434 | 57,901 | 183,430 | 137,758 | ||||||||||||||||
Adjusted segment operating income | |||||||||||||||||||||
North America Services | $ | 92,736 | 84,443 | 251,892 | 234,509 | ||||||||||||||||
International Services | 15,976 | 9,528 | 32,274 | 24,082 | |||||||||||||||||
Merchant Services | 40,409 | 40,753 | 103,473 | 119,691 | |||||||||||||||||
NetSpend | 36,123 | 34,616 | 95,543 | 34,616 | |||||||||||||||||
Total adjusted segment operating income | 185,244 | 169,340 | 483,182 | 412,898 | |||||||||||||||||
Acquisition intangible amortization | (24,210 | ) | (24,731 | ) | (72,805 | ) | (41,142 | ) | |||||||||||||
NetSpend merger and acquisition operating expenses | (779 | ) | (7,282 | ) | (3,213 | ) | (12,009 | ) | |||||||||||||
Corporate Administration and Other | (30,848 | ) | (32,848 | ) | (98,297 | ) | (86,105 | ) | |||||||||||||
Operating income | $ | 129,407 | 104,479 | 308,867 | 273,642 | ||||||||||||||||
As of | |||||||||||||||||||||
September 30, 2014 | December 31,2013 | ||||||||||||||||||||
Total assets | |||||||||||||||||||||
North America Services | $ | 3,324,945 | 3,215,333 | ||||||||||||||||||
International Services | 351,062 | 417,379 | |||||||||||||||||||
Merchant Services | 696,591 | 676,592 | |||||||||||||||||||
NetSpend | 1,556,253 | 1,596,150 | |||||||||||||||||||
Intersegment eliminations | (2,208,269 | ) | (2,218,886 | ) | |||||||||||||||||
Total assets | $ | 3,720,582 | 3,686,568 | ||||||||||||||||||
Reconciliation of Geographic Revenues to Revenues by Operating Segments | ' | ||||||||||||||||||||
The following tables reconcile geographic revenues to revenues by operating segment based on the domicile of the Company’s customers: | |||||||||||||||||||||
Three months ended September 30, 2014 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 195.8 | — | 133.8 | 114 | $ | 443.6 | ||||||||||||||
Europe* | 0.2 | 78.2 | — | — | 78.4 | ||||||||||||||||
Canada | 75.4 | — | 0.1 | — | 75.5 | ||||||||||||||||
Mexico | 4 | — | — | — | 4 | ||||||||||||||||
Other* | 4.1 | 11.1 | 0.2 | — | 15.4 | ||||||||||||||||
Total | $ | 279.5 | 89.3 | 134.1 | 114 | $ | 616.9 | ||||||||||||||
Nine months ended September 30, 2014 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 573.4 | — | 384 | 363.5 | $ | 1,320.90 | ||||||||||||||
Europe* | 0.5 | 224.3 | — | — | 224.8 | ||||||||||||||||
Canada | 207.4 | — | 0.2 | — | 207.6 | ||||||||||||||||
Mexico | 12.2 | — | — | — | 12.2 | ||||||||||||||||
Other* | 11.9 | 33.9 | 0.5 | — | 46.3 | ||||||||||||||||
Total | $ | 805.4 | 258.2 | 384.7 | 363.5 | $ | 1,811.80 | ||||||||||||||
Three months ended September 30, 2013 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 178.2 | — | 135.8 | 103.7 | $ | 417.7 | ||||||||||||||
Europe* | 0.2 | 71.8 | — | — | 72 | ||||||||||||||||
Canada | 61.8 | — | 0.1 | — | 61.9 | ||||||||||||||||
Mexico | 4.6 | — | — | — | 4.6 | ||||||||||||||||
Other* | 4 | 10.2 | 0.2 | — | 14.4 | ||||||||||||||||
Total | $ | 248.8 | 82 | 136.1 | 103.7 | $ | 570.6 | ||||||||||||||
Nine months ended September 30, 2013 | |||||||||||||||||||||
(in millions) | North America | International | Merchant | NetSpend | Total | ||||||||||||||||
Services | Services | Services | |||||||||||||||||||
United States | $ | 526.5 | — | 406 | 103.7 | $ | 1,036.20 | ||||||||||||||
Europe* | 0.6 | 212.5 | — | — | 213.1 | ||||||||||||||||
Canada | 179.5 | — | 0.1 | — | 179.6 | ||||||||||||||||
Mexico | 12.9 | — | — | — | 12.9 | ||||||||||||||||
Other* | 10 | 29 | 0.4 | — | 39.4 | ||||||||||||||||
Total | $ | 729.5 | 241.5 | 406.5 | 103.7 | $ | 1,481.20 | ||||||||||||||
* | Revenues are impacted by movements in foreign currency exchange rates. | ||||||||||||||||||||
Property and Equipment, Net of Accumulated Depreciation and Amortization | ' | ||||||||||||||||||||
The Company maintains property and equipment, net of accumulated depreciation and amortization, in the following geographic areas: | |||||||||||||||||||||
As of | |||||||||||||||||||||
(in millions) | September 30, 2014 | December 31, 2013 | |||||||||||||||||||
United States | $ | 221.6 | 207.4 | ||||||||||||||||||
Europe* | 46.1 | 46.4 | |||||||||||||||||||
Other* | 6.9 | 6.2 | |||||||||||||||||||
Total | $ | 274.6 | 260 | ||||||||||||||||||
* | Property and equipment are impacted by movements in foreign currency exchange rates. |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Basic and Diluted Earnings Per Share | ' | ||||||||||||||||
The following table illustrates basic and diluted EPS for the three months ended September 30, 2014 and 2013: | |||||||||||||||||
Three months ended September 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands, except per share data) | Common | Participating | Common | Participating | |||||||||||||
Stock | Securities | Stock | Securities | ||||||||||||||
Basic EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 83,805 | 64,350 | ||||||||||||||
Less income allocated to nonvested awards | (843 | ) | 843 | (605 | ) | 605 | |||||||||||
Net income allocated to common stock for EPS calculation (a) | $ | 82,962 | 843 | 63,745 | 605 | ||||||||||||
Average common shares outstanding (b) | 183,692 | 1,885 | 187,726 | 1,799 | |||||||||||||
Basic EPS (a)/(b) | $ | 0.45 | 0.45 | 0.34 | 0.34 | ||||||||||||
Diluted EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 83,805 | 64,350 | ||||||||||||||
Less income allocated to nonvested awards | (836 | ) | 836 | (601 | ) | 601 | |||||||||||
Net income allocated to common stock for EPS calculation (c) | $ | 82,969 | 836 | 63,749 | 601 | ||||||||||||
Average common shares outstanding | 183,692 | 1,885 | 187,726 | 1,799 | |||||||||||||
Increase due to assumed issuance of shares related to common equivalent shares outstanding | 1,995 | 1,758 | |||||||||||||||
Average common and common equivalent shares outstanding (d) | 185,687 | 1,885 | 189,484 | 1,799 | |||||||||||||
Diluted EPS (c)/(d) | $ | 0.45 | 0.44 | 0.34 | 0.33 | ||||||||||||
The following table illustrates basic and diluted EPS for the nine months ended September 30, 2014 and 2013: | |||||||||||||||||
Nine months ended September 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands, except per share data) | Common | Participating | Common | Participating | |||||||||||||
Stock | Securities | Stock | Securities | ||||||||||||||
Basic EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 243,012 | 179,095 | ||||||||||||||
Less income allocated to nonvested awards | (2,477 | ) | 2,477 | (968 | ) | 968 | |||||||||||
Net income allocated to common stock for EPS calculation (a) | $ | 240,535 | 2,477 | 178,127 | 968 | ||||||||||||
Average common shares outstanding (b) | 184,641 | 1,918 | 187,001 | 1,034 | |||||||||||||
Basic EPS (a)/(b) | $ | 1.3 | 1.29 | 0.95 | 0.94 | ||||||||||||
Diluted EPS: | |||||||||||||||||
Net income attributable to TSYS common shareholders | $ | 243,012 | 179,095 | ||||||||||||||
Less income allocated to nonvested awards | (2,454 | ) | 2,454 | (962 | ) | 962 | |||||||||||
Net income allocated to common stock for EPS calculation (c) | $ | 240,558 | 2,454 | 178,133 | 962 | ||||||||||||
Average common shares outstanding | 184,641 | 1,918 | 187,001 | 1,034 | |||||||||||||
Increase due to assumed issuance of shares related to common equivalent shares outstanding | 2,277 | 1,565 | |||||||||||||||
Average common and common equivalent shares outstanding (d) | 186,918 | 1,918 | 188,566 | 1,034 | |||||||||||||
Diluted EPS (c)/(d) | $ | 1.29 | 1.28 | 0.94 | 0.93 | ||||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (NetSpend Holdings Inc) | 9 Months Ended |
Sep. 30, 2014 | |
Segment | |
NetSpend Holdings Inc | ' |
Significant Accounting Policies [Line Items] | ' |
Operating segments | 4 |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Apr. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Sale of stock, ownership percentage | 54.00% | ' | ' |
Gain on dispositions, net of tax | ' | $880 | $52,005 |
Main_Classes_of_Assets_and_Lia
Main Classes of Assets and Liabilities Held for Sale (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Cash and cash equivalents | ' | $30,530 | $27,667 |
Other assets | 4,003 | 26,378 | ' |
Total liabilities | $4,003 | $10,333 | ' |
Summarized_Results_of_Disconti
Summarized Results of Discontinued Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | |||
Total revenues | ' | $17,523 | $16,248 | $50,311 | |||
Income (loss) before taxes | ' | 1,103 | -51 | 2,142 | |||
Income tax (benefit) expense | ' | 492 | -39 | 837 | |||
Income (loss) from discontinued operations, net of tax | ' | 611 | [1] | -12 | [1] | 1,305 | [1] |
Gain on dispositions, net of tax | 880 | ' | 52,005 | ' | |||
Income from discontinued operations, net of tax | 880 | 611 | 51,993 | 1,305 | |||
Income from discontinued operations, net of tax, attributable to noncontrolling interest | ' | 1,095 | 999 | 3,045 | |||
Income (loss) from discontinued operations, net of tax, attributable to TSYS common shareholders | $880 | ($484) | $50,994 | ($1,740) | |||
[1] | Income (loss) from operating activities from discontinued operations |
Fair_Value_Measurement_Additio
Fair Value Measurement - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Goodwill | $1,549,227 | $1,541,574 |
Cash_and_Cash_Equivalent_Balan
Cash and Cash Equivalent Balances (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |||
Cash and Cash Equivalents [Line Items] | ' | ' | ' |
Cash and cash equivalents in domestic accounts | $221,254 | $191,460 | ' |
Cash and cash equivalents in foreign accounts | 44,787 | 56,240 | ' |
Total | $266,041 | $247,700 | $369,193 |
Significant_Components_of_Prep
Significant Components of Prepaid Expenses and Other Current Assets (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ' | ' |
Prepaid expenses | $39,882 | $41,905 |
Supplies inventory | 12,934 | 12,142 |
Other | 43,931 | 41,062 |
Total | $96,747 | $95,109 |
Significant_Components_of_Cont
Significant Components of Contract Acquisition Costs (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Conversion costs, net of accumulated amortization of $137.5 million and $126.5 million as of 2014 and 2013, respectively | $150,461 | $112,177 |
Payments for processing rights, net of accumulated amortization of $135.9 million and $125.3 million as of 2014 and 2013, respectively | 75,721 | 72,651 |
Total | $226,182 | $184,828 |
Significant_Components_of_Cont1
Significant Components of Contract Acquisition Costs (Parenthetical) (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Conversion costs, accumulated amortization | $137.50 | $126.50 |
Payments for processing rights, accumulated amortization | $135.90 | $125.30 |
Supplementary_Balance_Sheet_In2
Supplementary Balance Sheet Information - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ' | ' | ' | ' |
Amortization expense related to conversion costs | $4.50 | $3.90 | $12.90 | $13.30 |
Amortization related to payments for processing rights | $4.40 | $3.30 | $11.50 | $9.80 |
Significant_Components_of_Othe
Significant Components of Other Current Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Other Liabilities [Line Items] | ' | ' | |
Deferred revenues | $41,091 | $36,408 | |
Accrued expenses | 21,913 | 23,265 | |
Dividends payable | 19,041 | 19,508 | |
Dissenting shareholder liability | ' | 25,723 | [1] |
Other | 84,317 | 54,266 | |
Total | $166,362 | $159,170 | |
[1] | Represented 1.6 million NetSpend shares held by dissenting shareholders |
Significant_Components_of_Othe1
Significant Components of Other Current Liabilities (Parenthetical) (Detail) (NetSpend Holdings Inc) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
NetSpend Holdings Inc | ' | ' |
Other Liabilities [Line Items] | ' | ' |
Dissenting shareholder, shares | 1.6 | 1.6 |
Income_Tax_Effects_Allocated_t
Income Tax Effects Allocated to and Cumulative Balance of Accumulated Other Comprehensive Income (loss) (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning Balance | $3,749 |
Pretax Amount | -3,005 |
Tax Effect | -302 |
Net-of-Tax Amount | -2,703 |
Ending Balance | 1,046 |
Foreign currency translation adjustments and transfers from NCI | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning Balance | 2,032 |
Pretax Amount | -2,682 |
Tax Effect | -177 |
Net-of-Tax Amount | -2,505 |
Ending Balance | -473 |
Unrealized loss on available-for-sale securities | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning Balance | 1,773 |
Pretax Amount | -1,014 |
Tax Effect | -374 |
Net-of-Tax Amount | -640 |
Ending Balance | 1,133 |
Change in Accumulated OCI Related to postretirement healthcare plans | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning Balance | -56 |
Pretax Amount | 691 |
Tax Effect | 249 |
Net-of-Tax Amount | 442 |
Ending Balance | $386 |
Reclassifications_of_Accumulat
Reclassifications of Accumulated Other Comprehensive Income (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ' | ' | ' | ' | ||
Beginning Balance | ' | ' | $3,749 | ' | ||
Other comprehensive income (loss) | -11,780 | 9,814 | -2,805 | -3,587 | ||
Ending Balance | 1,046 | ' | 1,046 | ' | ||
Foreign Currency Translation Adjustments | ' | ' | ' | ' | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ' | ' | ' | ' | ||
Beginning Balance | ' | ' | 2,032 | [1] | ' | |
Other comprehensive income before reclassifications | ' | ' | 1,009 | [1] | ' | |
Amounts reclassified from AOCI | ' | ' | -3,514 | [1] | ' | |
Other comprehensive income (loss) | ' | ' | -2,505 | [1] | ' | |
Ending Balance | ($473) | [1] | ' | ($473) | [1] | ' |
[1] | All amounts are net of tax |
LongTerm_Borrowings_Additional
Long-Term Borrowings - Additional Information (Detail) (Financing agreement for perpetual software licenses, USD $) | Sep. 30, 2014 |
In Millions, unless otherwise specified | |
Financing agreement for perpetual software licenses | ' |
Debt Instrument [Line Items] | ' |
Financing agreement amount | $13.60 |
Balance of financing agreement | $13.60 |
ShareBased_Compensation_Additi
Share-Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jul. 01, 2013 | Jul. 18, 2013 | Jul. 18, 2013 | Jul. 18, 2013 | Jul. 01, 2013 | Jul. 01, 2013 | Jul. 01, 2013 | Jul. 18, 2013 | Jul. 01, 2013 | Jul. 01, 2013 | Jul. 01, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Unvested Restricted Awards | Unvested Restricted Awards | Unvested Restricted Awards | Unvested Restricted Awards | Stock Options | Stock Options | Nonvested Stock Replacement Award | Nonvested Restricted Stock Bonus Awards | Nonvested Restricted Stock Bonus Awards | Nonvested Restricted Stock Bonus Awards | Performance-based Replacement Stock Award | Performance-based Replacement Stock Award | Performance-based Replacement Stock Award | Performance-based Retention Stock Award | Stock Option Replacement Awards | Stock Option Replacement Awards | Stock Option Replacement Awards | 2014 Performance Shares | 2014 Performance Shares | 2014 Performance Shares | 2013 Performance Shares | 2013 Performance Shares | 2013 Performance Shares | |||||
Certain key Employees | Certain key Employees | NetSpend Holdings Inc | NetSpend Holdings Inc | Minimum | Maximum | NetSpend Holdings Inc | Minimum | Maximum | NetSpend Holdings Inc | NetSpend Holdings Inc | Minimum | Maximum | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | |||||||||
Certain key Employees | Certain key Employees | NetSpend Holdings Inc | NetSpend Holdings Inc | NetSpend Holdings Inc | NetSpend Holdings Inc | Minimum | Maximum | Minimum | Maximum | ||||||||||||||||||
NetSpend Holdings Inc | NetSpend Holdings Inc | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation | $5,400,000 | $9,800,000 | $23,019,000 | $19,587,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued | ' | ' | ' | ' | 663,624 | 575,299 | ' | ' | ' | ' | 870,361 | 212,694 | ' | ' | 87,356 | ' | ' | 225,000 | 1,060,148 | ' | ' | ' | ' | ' | ' | ' | ' |
Value of awards issued | ' | ' | ' | ' | 20,300,000 | 14,000,000 | ' | ' | ' | ' | 21,500,000 | 5,500,000 | ' | ' | ' | ' | ' | ' | 13,700,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Award vesting period | ' | ' | ' | ' | ' | ' | '4 years | '4 years | '3 years | '3 years | ' | ' | '2 years | '4 years | ' | ' | ' | ' | ' | '7 months | '45 months | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost related to non vested share-based compensation arrangements | ' | ' | ' | ' | $35,300,000 | ' | ' | ' | $7,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost related to non vested share-based compensation arrangements, remaining weighted average recognition period | ' | ' | ' | ' | '2 years 2 months 12 days | ' | ' | ' | '1 year 4 months 24 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Authorized shares of nonvested stock to key executives | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 211,593 | ' | ' | 237,679 | ' | ' |
Percentage of performance shares grant expected to vest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | 200.00% | ' | ' | 200.00% | ' | ' |
Performance shares grant expected vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2013 | '2015 | ' | ' | ' | ' | ' | '2014 | '2016 | ' | '2013 | '2015 |
Number of options granted | ' | ' | ' | ' | ' | ' | ' | ' | 1,046,372 | 879,613 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average fair value of option grant | ' | ' | ' | ' | ' | ' | ' | ' | $7.66 | $5.32 | ' | ' | ' | ' | ' | ' | ' | ' | $12.93 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price | ' | ' | ' | ' | ' | ' | ' | ' | $30.96 | $24.35 | ' | ' | ' | ' | ' | ' | ' | ' | $11.68 | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 2.01% | 1.31% | ' | ' | ' | ' | ' | ' | ' | ' | 1.31% | ' | ' | ' | ' | ' | ' | ' | ' |
Expected volatility | ' | ' | ' | ' | ' | ' | ' | ' | 25.06% | 23.90% | ' | ' | ' | ' | ' | ' | ' | ' | 29.22% | ' | ' | ' | ' | ' | ' | ' | ' |
Expected term | ' | ' | ' | ' | ' | ' | ' | ' | '6 years 6 months | '7 years 6 months | ' | ' | ' | ' | ' | ' | ' | ' | '4 years 8 months 12 days | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend yield | ' | ' | ' | ' | ' | ' | ' | ' | 1.29% | 1.65% | ' | ' | ' | ' | ' | ' | ' | ' | 1.63% | ' | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Income Tax Contingency [Line Items] | ' | ' | ' | ' | ' |
Effective tax rate attributable to continuing operations | 32.20% | 32.20% | 32.90% | 30.50% | ' |
Decrease in unrecognized tax benefits | ' | ' | $3.60 | ' | ' |
Gross accrued interest and penalties on unrecognized tax benefits | 0.4 | ' | 0.4 | ' | 0.3 |
Unrecognized income tax benefits that, if recognized, would affect the effective tax rates | 6.2 | ' | 6.2 | ' | 2.8 |
Unrecognized income tax benefits that, if recognized, would affect the effective tax rates , interest and penalties | $0.30 | ' | $0.30 | ' | $0.20 |
Operating_Segments_Detail
Operating Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues before reimbursable items | $552,860 | $509,488 | $1,623,678 | $1,298,449 | ' |
Revenue for reportable segment | 616,891 | 570,551 | 1,811,774 | 1,481,202 | ' |
Depreciation and amortization | 62,434 | 57,901 | 183,430 | 137,758 | ' |
Operating income | 129,407 | 104,479 | 308,867 | 273,642 | ' |
Total assets | 3,720,582 | ' | 3,720,582 | ' | 3,686,568 |
North America Services | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenue for reportable segment | 279,500 | 248,800 | 805,400 | 729,500 | ' |
International Services | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenue for reportable segment | 89,300 | 82,000 | 258,200 | 241,500 | ' |
Merchant Services | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenue for reportable segment | 134,100 | 136,100 | 384,700 | 406,500 | ' |
NetSpend | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenue for reportable segment | 114,000 | 103,700 | 363,500 | 103,700 | ' |
Operating Segments | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Depreciation and amortization | 37,562 | 32,709 | 108,923 | 95,294 | ' |
Operating income | 185,244 | 169,340 | 483,182 | 412,898 | ' |
Operating Segments | North America Services | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues before reimbursable items | 240,957 | 217,257 | 698,543 | 637,379 | ' |
Revenue for reportable segment | 282,833 | 252,577 | 818,335 | 741,005 | ' |
Depreciation and amortization | 22,173 | 18,764 | 63,377 | 55,060 | ' |
Operating income | 92,736 | 84,443 | 251,892 | 234,509 | ' |
Total assets | 3,324,945 | ' | 3,324,945 | ' | 3,215,333 |
Operating Segments | International Services | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues before reimbursable items | 87,385 | 77,876 | 248,890 | 230,889 | ' |
Revenue for reportable segment | 91,865 | 83,025 | 264,710 | 245,420 | ' |
Depreciation and amortization | 9,610 | 9,584 | 29,176 | 29,734 | ' |
Operating income | 15,976 | 9,528 | 32,274 | 24,082 | ' |
Total assets | 351,062 | ' | 351,062 | ' | 417,379 |
Operating Segments | Merchant Services | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues before reimbursable items | 115,012 | 113,650 | 327,972 | 335,903 | ' |
Revenue for reportable segment | 134,117 | 135,616 | 384,824 | 404,975 | ' |
Depreciation and amortization | 3,624 | 2,890 | 10,591 | 9,029 | ' |
Operating income | 40,409 | 40,753 | 103,473 | 119,691 | ' |
Total assets | 696,591 | ' | 696,591 | ' | 676,592 |
Operating Segments | NetSpend | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues before reimbursable items | 114,048 | 103,706 | 363,521 | 103,706 | ' |
Revenue for reportable segment | 114,048 | 103,706 | 363,521 | 103,706 | ' |
Depreciation and amortization | 2,155 | 1,471 | 5,779 | 1,471 | ' |
Operating income | 36,123 | 34,616 | 95,543 | 34,616 | ' |
Total assets | 1,556,253 | ' | 1,556,253 | ' | 1,596,150 |
Intersegment Elimination | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues before reimbursable items | -4,542 | -3,001 | -15,248 | -9,428 | ' |
Revenue for reportable segment | -5,972 | -4,373 | -19,616 | -13,904 | ' |
Total assets | -2,208,269 | ' | -2,208,269 | ' | -2,218,886 |
Segment Reconciling Items | Acquisition Related Intangible Assets | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Depreciation and amortization | 24,210 | 24,731 | 72,805 | 41,142 | ' |
Operating income | -24,210 | -24,731 | -72,805 | -41,142 | ' |
Corporate, Non-Segment | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Depreciation and amortization | 662 | 461 | 1,702 | 1,322 | ' |
Operating income | -30,848 | -32,848 | -98,297 | -86,105 | ' |
Corporate, Non-Segment | NetSpend | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Operating income | ($779) | ($7,282) | ($3,213) | ($12,009) | ' |
Reconciliation_of_Geographic_R
Reconciliation of Geographic Revenues to Revenues by Operating Segment Based on Domicile of Company's Customers (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | $616,891 | $570,551 | $1,811,774 | $1,481,202 | ||||
United States | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 443,600 | 417,700 | 1,320,900 | 1,036,200 | ||||
Europe | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 78,400 | [1] | 72,000 | [1] | 224,800 | [1] | 213,100 | [1] |
Canada | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 75,500 | 61,900 | 207,600 | 179,600 | ||||
Mexico | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 4,000 | 4,600 | 12,200 | 12,900 | ||||
Other | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 15,400 | [1] | 14,400 | [1] | 46,300 | [1] | 39,400 | [1] |
North America Services | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 279,500 | 248,800 | 805,400 | 729,500 | ||||
North America Services | United States | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 195,800 | 178,200 | 573,400 | 526,500 | ||||
North America Services | Europe | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 200 | [1] | 200 | [1] | 500 | [1] | 600 | [1] |
North America Services | Canada | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 75,400 | 61,800 | 207,400 | 179,500 | ||||
North America Services | Mexico | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 4,000 | 4,600 | 12,200 | 12,900 | ||||
North America Services | Other | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 4,100 | [1] | 4,000 | [1] | 11,900 | [1] | 10,000 | [1] |
International Services | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 89,300 | 82,000 | 258,200 | 241,500 | ||||
International Services | Europe | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 78,200 | [1] | 71,800 | [1] | 224,300 | [1] | 212,500 | [1] |
International Services | Other | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 11,100 | [1] | 10,200 | [1] | 33,900 | [1] | 29,000 | [1] |
Merchant Services | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 134,100 | 136,100 | 384,700 | 406,500 | ||||
Merchant Services | United States | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 133,800 | 135,800 | 384,000 | 406,000 | ||||
Merchant Services | Canada | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 100 | 100 | 200 | 100 | ||||
Merchant Services | Other | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 200 | [1] | 200 | [1] | 500 | [1] | 400 | [1] |
NetSpend | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | 114,000 | 103,700 | 363,500 | 103,700 | ||||
NetSpend | United States | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Total revenues | $114,000 | $103,700 | $363,500 | $103,700 | ||||
[1] | Revenues are impacted by movements in foreign currency exchange rates. |
Property_and_Equipment_Net_of_
Property and Equipment, Net of Accumulated Depreciation and Amortization (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Segment Reporting Information [Line Items] | ' | ' | ||
Property and equipment, net of accumulated depreciation and amortization | $274,571 | $259,968 | ||
United States | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Property and equipment, net of accumulated depreciation and amortization | 221,600 | 207,400 | ||
Europe | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Property and equipment, net of accumulated depreciation and amortization | 46,100 | [1] | 46,400 | [1] |
Other | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Property and equipment, net of accumulated depreciation and amortization | $6,900 | [1] | $6,200 | [1] |
[1] | Property and equipment are impacted by movements in foreign currency exchange rates. |
Segment_Reporting_and_Major_Cu2
Segment Reporting and Major Customers - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Customer | Customer | Customer | Customer | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Entity-wide revenue, major customer, number | 0 | 0 | 0 | 0 |
Supplementary_Cash_Flow_Inform1
Supplementary Cash Flow Information - Additional Information (Detail) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Schedule of Cash Flow, Supplemental [Line Items] | ' | ' |
Equipment and software acquired under capital lease obligations | $5.20 | $12.90 |
Commitments_And_Contingencies_
Commitments And Contingencies - Additional Information (Detail) (USD $) | Sep. 30, 2014 |
In Millions, unless otherwise specified | |
Commitment And Contingencies [Line Items] | ' |
Liability for uncertain tax positions | $6.30 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 9 Months Ended | 1 Months Ended | |||||
Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | |
NetSpend Holdings Inc | NetSpend Holdings Inc | Central Payment Co., LLC | Central Payment Co., LLC | Central Payment Co., LLC | |||
Minimum | Maximum | ||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Increase in goodwill | $8,800,000 | ' | ' | ' | ' | ' | ' |
Goodwill | 1,549,227,000 | 1,541,574,000 | 1,033,200,000 | 1,024,400,000 | ' | ' | ' |
Percentage of Additional Equity Interest Acquired | ' | ' | ' | ' | 15.00% | ' | ' |
Amount paid to acquire additional Equity Interest | ' | ' | ' | ' | $37,500,000 | ' | ' |
Percentage of equity interest | ' | ' | ' | ' | ' | 60.00% | 75.00% |
Noncontrolling interest | ' | ' | ' | ' | 25.00% | ' | ' |
Basic_and_Diluted_Earnings_Per
Basic and Diluted Earnings Per Share Under Guidance of ASC 260 (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | ||||
Basic EPS: | ' | ' | ' | ' | ||||
Net income attributable to TSYS common shareholders | $83,805 | $64,350 | $243,012 | $179,095 | ||||
Basic EPS (a)/(b) | $0.45 | [1] | $0.34 | [1] | $1.30 | [1] | $0.95 | [1] |
Diluted EPS: | ' | ' | ' | ' | ||||
Net income attributable to TSYS common shareholders | 83,805 | 64,350 | 243,012 | 179,095 | ||||
Diluted EPS (c)/(d) | $0.45 | [1] | $0.34 | [1] | $1.29 | [1] | $0.94 | [1] |
Common Stock | ' | ' | ' | ' | ||||
Basic EPS: | ' | ' | ' | ' | ||||
Net income attributable to TSYS common shareholders | 83,805 | 64,350 | 243,012 | 179,095 | ||||
Less income allocated to nonvested awards | -843 | -605 | -2,477 | -968 | ||||
Net income allocated to common stock for EPS calculation (a) | 82,962 | 63,745 | 240,535 | 178,127 | ||||
Average common shares outstanding (b) | 183,692 | 187,726 | 184,641 | 187,001 | ||||
Basic EPS (a)/(b) | $0.45 | $0.34 | $1.30 | $0.95 | ||||
Diluted EPS: | ' | ' | ' | ' | ||||
Net income attributable to TSYS common shareholders | 83,805 | 64,350 | 243,012 | 179,095 | ||||
Less income allocated to nonvested awards | -836 | -601 | -2,454 | -962 | ||||
Net income allocated to common stock for EPS calculation (c) | 82,969 | 63,749 | 240,558 | 178,133 | ||||
Average common shares outstanding | 183,692 | 187,726 | 184,641 | 187,001 | ||||
Increase due to assumed issuance of shares related to common equivalent shares outstanding | 1,995 | 1,758 | 2,277 | 1,565 | ||||
Average common and common equivalent shares outstanding (d) | 185,687 | 189,484 | 186,918 | 188,566 | ||||
Diluted EPS (c)/(d) | $0.45 | $0.34 | $1.29 | $0.94 | ||||
Participating Securities | ' | ' | ' | ' | ||||
Basic EPS: | ' | ' | ' | ' | ||||
Less income allocated to nonvested awards | 843 | 605 | 2,477 | 968 | ||||
Net income allocated to common stock for EPS calculation (a) | 843 | 605 | 2,477 | 968 | ||||
Average common shares outstanding (b) | 1,885 | 1,799 | 1,918 | 1,034 | ||||
Basic EPS (a)/(b) | $0.45 | $0.34 | $1.29 | $0.94 | ||||
Diluted EPS: | ' | ' | ' | ' | ||||
Less income allocated to nonvested awards | 836 | 601 | 2,454 | 962 | ||||
Net income allocated to common stock for EPS calculation (c) | $836 | $601 | $2,454 | $962 | ||||
Average common shares outstanding | 1,885 | 1,799 | 1,918 | 1,034 | ||||
Average common and common equivalent shares outstanding (d) | 1,885 | 1,799 | 1,918 | 1,034 | ||||
Diluted EPS (c)/(d) | $0.44 | $0.33 | $1.28 | $0.93 | ||||
[1] | *EPS amounts may not total due to rounding |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Convertible stock options and nonvested awards excluded from diluted EPS calculation | 1.2 | 3 | 1.2 | 1.8 |