AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 5/6 · 19/10/2026
Moat—
Insufficient evidence for every rubric criterion; no category score is inferred.
structural advantage · — · Processing scale, operating leverage and realized efficiencies establish capabilities, but their competitive superiority is unresolved. Fiserv also discloses overlapping payments and POS capabilities.
durability · — · Multiyear relationship assumptions and future processing obligations support continuity, but do not establish durable switching costs or relative cost leadership. Worldpay synergies remain expectations.
customer dependency · — · Integrated business services could increase dependency, but migration costs and customer reliance on Global Payments specifically are unquantified. Actual competitor losses and failed renewals prevent treating payment acceptance necessity as issuer lock-in.
erosion resilience · — · Normalized growth and adjusted margin expansion show current operating resilience. They cannot resolve long-term resistance to falling entry barriers, partner departures or competing platforms.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · Reported preservation of network-fee and other cost pass-through supports a limited observed pricing outcome. Negotiated merchant rates do not establish premium pricing or sustained increases in Global Payments' own net fees.
retention · 2/4 · Remaining processing obligations, three-to-seven-year contract-cost benefit periods and normalized revenue growth support repeat demand indirectly. Experienced merchant losses to competitors and failed renewals temper this evidence. Neither a retention rate nor exceptional loyalty is established.
margin resilience · 2/4 · Realized merchant cost reductions and 70 basis points of normalized adjusted margin expansion support resilience. Second-quarter GAAP operating margin fell to 10.2% from 20.0%; substantial acquired intangible amortization and transaction expenses complicate comparison. Efficiency gains and adjusted margins alone do not demonstrate pricing power.
contractual freedom · 2/4 · Negotiated merchant discounts, interchange-plus fees and bundled rates establish discretion over pricing structures, supported by reported cost pass-through. Customer negotiation constrains that freedom; unilateral repricing rights are not established.
Predictability85
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 75.00
- Revenue growth volatility (pp)
- 12.86
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 4.91
Financial strength23
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 0.00
- netDebtEbitGrade
- 0.00
- interestCoverageGrade
- 16.09
- currentRatioGrade
- 75.21
- Debt / FCF (x)
- 10.53
- Net debt / operating income (x)
- 7.48
- Interest coverage (x)
- 2.77
- Current ratio (x)
- 1.69
Capital allocation80
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 5.30
- 3-year average dilution (%)
- -4.24
- 3-year average SBC / revenue (%)
- 1.93
- cashConversionGrade
- 100.00
Management56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · 2025 operating cash of $2.66 billion exceeded $617.8 million of capital expenditure. First-half 2026 operating cash of $373.8 million fell below $497.0 million of capital expenditure while cash repurchases reached $1.10 billion. Disposal proceeds and debt repayments provide balance; transaction payments affected cash generation. Worldpay required stock issuance as well as cash and business consideration, and acquisition returns remain unproven.
incentive alignment · 2/4 · Existing ownership thresholds, reported NEO compliance, clawbacks, hedging restrictions and actually granted three-year PSUs with a relative TSR modifier support alignment. Adjusted EPS exclusions weaken the connection to full economic costs. The April advisory vote also recorded substantial opposition. Grant terms do not establish that the 2025 PSUs were earned or vested.
execution · 2/4 · Completed transactions, realized merchant cost reductions, normalized growth and adjusted margin expansion support execution. Higher transaction expenses, weaker GAAP profitability and reduced operating cash make the record mixed. These operating results provide indirect integration evidence; completed Worldpay synergies are not established.
governance · 3/4 · Existing annual elections, independent board leadership and standing committees, proxy access and special-meeting rights support strong governance practices. Private audit sessions demonstrate actual oversight activity. Shareholders rejected written consent in April 2026, leaving that limitation in place. Exceptional governance effectiveness is not established.
Evidence
Global Payments now processes $3.7 trillion in annual payment volume across 94 billion transactions, serving more than six million merchant locations in over 175 countries.
CEO and chair message: post-Worldpay processing scale · Filed 17/03/2026
Many of those costs do not vary directly with the level of payment transactions we process for our customers, generating operating leverage.
MD&A: transaction processing operating leverage · Filed 05/08/2026
The increase in gain on sale of $58.3 million contributed approximately 0.8% in operating margin for the year ended December 31, 2025; and •Merchant Solutions operating income increased $152.9 million and operating margin increased 2.1% primarily due to the favorable effect of cost reduction initiatives associated with our new operating model and transformation initiatives.
MD&A: realized Merchant Solutions cost reductions · Filed 20/02/2026
We expect the payments technology industry to become more competitive over time, as advances in technology enable new entrants, barriers to entry fall and existing providers expand their services, both operationally and geographically.
Business: competition and falling entry barriers · Filed 20/02/2026
We help clients achieve best-in-class results through a commitment to innovation and excellence in areas including account processing and digital banking solutions; card issuer processing and network services; payments; e-commerce; merchant acquiring and processing; and the Clover® cloud-based point-of-sale (“POS”) and business management platform.
Fiserv competitor disclosure: overlapping payments and POS capabilities · Filed 19/02/2026
For the six months ended June 30, 2026 and 2025, operating income included acquisition, transformation, and transaction expenses of $585.1 million and $228.3 million, respectively, which were primarily included within Corporate and other expenses.
Segment information: first-half acquisition, transformation and transaction expenses · Filed 05/08/2026
With the extensive integration planning completed throughout 2025, we built a strong foundation for a seamless transition, and remain fully on track to deliver the revenue and cost synergies we outlined at announcement.
CEO and chair message: prospective Worldpay synergies · Filed 17/03/2026
We also provide a variety of commerce enablement solutions and services, including data analytics and customer engagement, human capital management and payroll, accounts receivable automation, inventory management and reporting that assist our customers with driving demand and operating their businesses more efficiently.
Business: commerce enablement and business management services · Filed 20/02/2026
We amortize these assets over the expected period of benefit, which, based on the factors noted above, is typically three to seven years.
Accounting policies: expected benefit period for capitalized contract costs · Filed 20/02/2026
Accordingly, the total amount of unsatisfied or partially unsatisfied performance obligations related to processing services is significantly higher than the amounts disclosed in the table below (in thousands):
Year Ending December 31,
Remainder of 2026
193,868
281,735
179,134
121,754
71,860
27,143
2032 and thereafter
28,947
904,441
NOTE 5—GOODWILL AND OTHER INTANGIBLE ASSETS
Note 4: remaining processing performance obligations · Filed 05/08/2026
However, as permitted, we have elected to exclude from this disclosure any contracts with an original duration of one year or less, and any variable consideration that meets specified criteria.
Note 4: exclusions from remaining performance obligation disclosure · Filed 05/08/2026
We experience attrition in merchant credit and debit card processing volume resulting from several factors, including merchant closures, loss of merchant accounts to our competitors, unsuccessful contract renewal negotiations and account closures that we initiate for various reasons, such as heightened credit risks or contract breaches by merchants.
Risk factors: experienced merchant attrition and failed renewals · Filed 14/02/2025
If a referral partner switches to another transaction processor, terminates our services, internalizes payment processing functions that we perform, merges with or is acquired by one of our competitors or shuts down or becomes insolvent, we may no longer receive new merchant referrals from such referral partner, and we risk losing existing merchants that were originally enrolled by the referral partner.
Risk factors: potential referral-partner departures · Filed 14/02/2025
Both transactions closed in early January 2026, well ahead of plan.
CEO and chair message: acquisition and divestiture completed in January 2026 · Filed 17/03/2026
The prohibition on network exclusivity has not significantly affected the Company's ability to pass on network fees and other costs to customers, nor do we expect it to in the future.
Regulation: reported ability to pass network fees and costs to customers · Filed 20/02/2026
Discount rates vary based on negotiations with merchants and the economic characteristics of transactions and take many forms, such as interchange plus our fee or a bundled rate that includes all fees.
Business: negotiated merchant discount rates and pricing structures · Filed 20/02/2026
On a normalized basis1, consistent with our full-year outlook, adjusted net revenue increased approximately 4%.
Second-quarter 2026 summary: normalized adjusted revenue growth · Filed 05/08/2026
Adjusted operating margin expanded 70 basis points on a normalized basis1 to 42.0%.
Second-quarter 2026 summary: normalized adjusted margin expansion · Filed 05/08/2026
1 Normalized comparisons include the pre-acquisition results of Worldpay and exclude the results of Issuer Solutions and other divested businesses.
Normalized comparison definition: Worldpay and divested businesses · Filed 05/08/2026
Three Months Ended June 30, 2026 % of Revenue (1) Three Months Ended June 30, 2025 % of Revenue (1) Change % Change (dollar amounts in thousands) Revenues (2): Enterprise $ 838,301 25.2 % $ 149,022 7.6 % $ 689,279 462.5 % Platforms 652,768 19.7 % 287,774 14.6 % 364,994 126.8 % SMB 1,648,952 49.7 % 1,333,423 67.7 % 315,529 23.7 % Other revenues (3) 180,770 5.4 % 199,068 10.1 % (18,298) (9.2) % Consolidated revenues $ 3,320,791 $ 1,969,287 $ 1,351,504 68.6 % Operating expenses (2): Cost of service 1,293,879 39.0 % 501,772 25.5 % 792,107 157.9 % Selling, general and administrative 1,689,791 50.9 % 1,041,256 52.9 % 648,535 62.3 % Impairment of goodwill — — % 33,218 1.7 % (33,218) (100.0) % Gain on business disposition — — % (267) — % 267 (100.0) % Consolidated operating expenses $ 2,983,670 89.8 % $ 1,575,979 80.0 % $ 1,407,691 89.3 % Operating income (2): Enterprise $ 247,593 $ 84,305 $ 163,288 193.7 % Platforms 192,794 120,248 72,546 60.3 % SMB 628,460 669,187 (40,727) (6.1) % Other revenues (3) 180,770 199,068 (18,298) (9.2) % Corporate and other expenses (4) (449,966) (396,748) (53,218) 13.4 % Technology, operations and product development expenses (5) (462,530) (249,801) (212,729) 85.2 % Impairment of goodwill — (33,218) 33,218 (100.0) % Gain on business disposition — 267 (267) (100.0) % Consolidated operating income (6) $ 337,121 10.2 % $ 393,308 20.0 % $ (56,187) (14.3) % Operating margin (2): Enterprise 29.5 % 56.6 % (27.1) % Platforms 29.5 % 41.8 % (12.3) % SMB 38.1 % 50.2 % (12.1) % 41 Table of Contents NM = Not meaningful (1) Percentage amounts may not sum to the total due to rounding.
MD&A: second-quarter GAAP operating income and margin · Filed 05/08/2026
Adjusted operating income, adjusted operating margin, adjusted net income attributable to Global Payments and adjusted EPS exclude acquisition-related amortization expense, acquisition, integration, separation and transformation expense, gains or losses on business dispositions, and certain other items specific to each reporting period as more fully described in the accompanying reconciliations in Schedules 6 and 7.
Non-GAAP measures: excluded acquisition and transformation expenses · Filed 05/08/2026
Depreciation and amortization of property and equipment
418,837
493,003
Amortization of acquired intangibles
996,540
1,369,328
Amortization of capitalized contract costs
127,730
138,051
Share-based compensation expense
153,647
164,244
Provision for operating losses and credit losses
78,773
81,018
Noncash lease expense
45,466
58,728
Deferred income taxes
(82,040)
(346,228)
Paid-in-kind interest capitalized to principal of notes receivable
(59,356)
(74,139)
Equity in income of equity method investments, net of tax
(120,013)
(70,499)
Distributions received on investments
35,831
32,849
Impairment of goodwill
33,218
—
Technology asset charge
—
55,808
Net (gain) loss on business dispositions
(155,527)
(273,134)
Other, net
74,096
45,787
Changes in operating assets and liabilities, net of the effects of business combinations and dispositions:
Accounts receivable
(33,274)
(10,443)
Prepaid expenses and other assets
(173,369)
(221,447)
Accounts payable and other liabilities
(140,014)
(29,496)
Net cash provided by operating activities
2,656,592
3,057,583
Cash flows from investing activities:
Cash flow statement: 2025 operating cash generation · Filed 18/02/2026
Business combinations and other acquisitions, net of cash and restricted cash acquired
(352,090)
(487,056)
Capital expenditures
(617,769)
(674,917)
Payments received on notes receivable
17,500
—
Net cash from sales of businesses
713,136
962,435
Proceeds from sales of investments
8,926
19,008
Other, net
—
6,639
Net cash used in investing activities
(230,297)
(173,891)
Cash flows from financing activities:
Cash flow statement: 2025 capital expenditure and acquisitions · Filed 18/02/2026
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) Six Months Ended June 30, 2026 June 30, 2025 Cash flows from operating activities: Net income (loss) $ (1,750,128) $ 558,870 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization of property and equipment 244,072 225,105 Amortization of acquired intangibles 1,504,738 551,074 Amortization of capitalized contract costs 51,796 66,966 Share-based compensation expense 57,193 79,550 Provision for operating losses and credit losses 72,783 41,880 Noncash lease expense 35,612 25,163 Deferred income taxes (881,242) 95,584 Paid-in-kind interest capitalized to principal of notes receivable (33,396) (38,961) Equity in income of equity method investments, net of tax (41,531) (38,299) Distributions received on investments — 7,512 Impairment of goodwill — 33,218 Gain on business disposition (22,174) (4,260) Other, net 49,937 19,621 Changes in operating assets and liabilities, net of the effects of business combinations: Accounts receivable (141,531) (102,565) Prepaid expenses and other assets (288,990) (124,058) Income taxes payable 2,333,824 (15,461) Accounts payable and other liabilities (817,165) (8,290) Net cash provided by operating activities 373,798 1,372,649 Cash flows from investing activities: Business combinations and other acquisitions, net of cash and restricted cash acquired (1,421,470) (205,825) Capital expenditures (497,000) (279,747) Principal payment received on notes receivable 8,750 8,750 Net cash from sales of businesses 7,362,347 — Net cash provided by (used in) investing activities 5,452,627 (476,822) Cash flows from financing activities: Changes in funds held for customers (24,077) (118,967) Changes in settlement processing assets and obligations, net (694,176) 630,244 Net borrowings from settlement lines of credit 827,464 87,551 Net borrowings from commercial paper notes 674,393 797,732 Proceeds from long-term debt 9,331,133 2,755,112 Repayments of long-term debt (18,055,394) (3,769,614) Payments of debt issuance costs (9,798) (40,512) Repurchases of common stock (1,099,942) (691,089) Proceeds from stock issued under share-based compensation plans 12,331 16,244 Common stock repurchased - share-based compensation plans (33,795) (37,372) Distributions to noncontrolling interests (37,781) (30,095) Dividends paid (134,717) (121,501) Net cash used in financing activities (9,244,359) (522,267) Effect of exchange rate changes on cash, cash equivalents and restricted cash (5,586) 230,353 Increase (decrease) in cash, cash equivalents and restricted cash (3,423,520) 603,913 Cash, cash equivalents and restricted cash, beginning of the period 9,116,414 2,735,975 Cash, cash equivalents and restricted cash, end of the period $ 5,692,894 $ 3,339,888 See Notes to Unaudited Consolidated Financial Statements.
Cash flow statement: first-half 2026 operating cash, investment, financing and repurchases · Filed 05/08/2026
Operating cash flows for the six months ended June 30, 2026 reflect the payment of costs associated with the acquisition of Worldpay and divestiture of our Issuer Solutions business, along with certain liabilities assumed in the acquisition of Worldpay.
MD&A: transaction-related payments affecting operating cash flow · Filed 05/08/2026
Legal Proceedings
Price per share of Global Payments common stock as of January 8, 2026 (2)
78.69
Fair value of common stock issued
3,366,342
Cash paid to GTCR (3)
6,047,171
9,413,513
Consideration transferred to FIS:
Fair value of the Issuer Solutions business transferred to FIS (4)
15,086,000
Cash received from FIS, including reimbursement of cash in business transferred (5)
(7,516,216)
7,569,784
Total purchase consideration
16,983,297
(1) Number of shares issued is net of 488,253 shares, with post-combination employee service requirements and includes 729,600 shares related to Worldpay equity awards that vested automatically at closing and were converted into Global Payments common stock.
Acquisition accounting: Worldpay consideration and common stock issuance · Filed 05/08/2026
Compensation Practices What We Do What We Don’t Do ☑ Tie pay to financial and share price performance ☑ Employ robust goal-setting process to align goals with Company strategy ☑ Retain an independent compensation consultant ☑ Benchmark against our peer group ☑ Conduct an annual say-on-pay vote ☑ Adjust performance metrics under our short-term incentive plan to reflect acquisition and disposition impacts ☑ Require Compensation Committee certification of performance results for purposes of NEOs’ compensation ☑ Payouts under our short-term incentive plan and long-term PSUs are capped at 200% of target ☑ Employ “double-trigger” change-in-control compensation ☑ Maintain a comprehensive clawback policy that requires the Company to recover incentive compensation in the event of an accounting restatement ☑ Impose minimum stock ownership thresholds as a percentage of base salary (CEO, 600%; all other NEOs, 400%) and holding periods until such thresholds are met ☑ Engage with our shareholders on executive compensation and communicate feedback to our board ☒ Provide for excise tax gross-ups ☒ Permit hedging or pledging of our stock ☒ Re-price or backdate stock options or issue discounted stock options or SARs ☒ Permit liberal share recycling or “net share counting” upon exercise of stock options or SARs ☒ Pay dividend equivalent rights on PSUs ☒ Provide excessive perquisites, benefits or severance benefits ☒ Count unexercised options (vested or unvested) and unearned PSUs towards satisfaction of stock ownership guidelines GLOBAL PAYMENTS INC.
Compensation practices: ownership thresholds, clawbacks and hedging restrictions · Filed 17/03/2026
Each of our NEOs was in compliance with the stock ownership guidelines as of the record date.
Stock ownership guidelines: reported NEO compliance · Filed 17/03/2026
2025 Performance Units Design In 2025, our Compensation Committee granted approximately 50% of the target 2025 LTI awards to our NEOs in performance units.
Compensation: performance units actually granted in 2025 · Filed 17/03/2026
+/- 25% multiplier based on the Company’s total shareholder return rank relative to the S&P 500 index over the three-year performance period The 2025 PSUs have a three-year performance period and may be earned based on the sustained year-over-year growth in our annual adjusted EPS, subject to downward or upward adjustment of 25% based on relative TSR (up to the 200% of target maximum).
Compensation: three-year PSU performance period and relative TSR modifier · Filed 17/03/2026
Our company selected measure is adjusted EPS, which is a non-GAAP measure, that excludes (i) acquisition-related amortization expense, (ii) share-based compensation expense, (iii) acquisition, integration and separation expenses, (iv) goodwill impairment charges and gain or losses on business divestitures, (v) facilities exit charges, (vi) equity method investment earnings from the Company’s interest in a private equity investment fund, (vii) discrete tax items and (viii) certain other items specific to each reporting period.
Pay versus performance: adjusted EPS exclusions · Filed 17/03/2026
In keeping with our commitment to foster and maintain responsible corporate governance, we have implemented robust governance practices that provide independent oversight and promote accountability, including: • annual election of all directors; • majority voting for the election of directors in uncontested elections, with directors who fail to receive the required majority vote required to tender their resignation for consideration by the board; • independent board leadership with a strong non-employee Chairman of the Board; • a market standard proxy access right that permits stockholders owning 3% or more of our outstanding shares of common stock the right to nominate director candidates constituting up to 20% of our board, and to solicit votes for those candidates using our proxy materials; • shareholders who own 15% of the outstanding shares of common stock for a one-year period may call a special meeting of shareholders; • no supermajority shareholder voting requirements in our articles of incorporation and bylaws; • no shareholder rights plans; and • all standing board committees are chaired by and composed solely of independent directors.
Governance: existing board independence and shareholder rights · Filed 17/03/2026
held separate private sessions, during its regularly scheduled meetings, with each of the Company’s Chief Legal Officer, the independent registered public accounting firm, and the head of Internal Audit, at which candid discussions regarding financial management, legal, accounting, auditing and internal control matters took place;
Audit committee report: private oversight sessions conducted in 2025 · Filed 17/03/2026
a shareholder proposal regarding a shareholder right to act by written consent.
Annual meeting results: written-consent proposal rejected · Filed 04/05/2026
For
Against
Abstain
Broker Non-Votes
146,640,626
79,718,672
459,030
22,191,119
Proposal
3.
Annual meeting results: actual advisory compensation vote · Filed 04/05/2026
In the United States, we compete with a large number of providers, including but not limited to Fiserv, Inc.
Business competition: named US provider · Filed 20/02/2026
Bancorp, Bank of America Merchant Services, Wells Fargo Merchant Services, Toast, Inc., Stripe, Inc.
Business competition: named US providers · Filed 20/02/2026
Adjustments to COS include amortization of acquired intangibles of $757.6 million, acquisition, integration and separation expenses of $0.3 million, and other items of $6.7 million.
Non-GAAP reconciliation: second-quarter acquired intangible amortization · Filed 05/08/2026
In order to determine the appropriate amortization period for capitalized contract costs, we consider a combination of factors, including customer attrition rates, estimated terms of customer relationships, the useful lives of technology we use to provide goods and services to our customers, whether future contract renewals are expected and if there is any incremental commission expected to be paid associated with a contract renewal.
Accounting policies: assumptions underlying customer relationship benefit periods · Filed 20/02/2026
