ACQUISITIONS

6 Months Ended

Jun. 30, 2020

Total System Services, Inc.

On September 18, 2019, we merged with Total System Services, Inc. ("TSYS") (the "Merger"). We accounted for this transaction as a business combination, which generally requires that we record the assets acquired and liabilities assumed at fair value as of the acquisition date. The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed as of December 31, 2019 and June 30, 2020, including a reconciliation to the total purchase consideration, were as follows:



	Provisional Amounts at December 31, 2019			Measurement-Period Adjustments			Provisional Amounts at June 30, 2020

	(in thousands)

Cash and cash equivalents	$	446,009		$	—		$	446,009
Accounts receivable	442,848			(2,860		)	439,988
Identified intangible assets	10,980,000			978			10,980,978
Property and equipment	644,084			(978		)	643,106
Other assets	1,474,825			(4,120		)	1,470,705
Accounts payable and accrued liabilities	(614,060		)	4,333			(609,727		)
Debt	(3,295,342		)	4,787			(3,290,555		)
Deferred income tax liabilities	(2,687,849		)	63,419			(2,624,430		)
Other liabilities	(314,415		)	—			(314,415		)
Total identifiable net assets	7,076,100			65,559			7,141,659
Goodwill	17,398,853			(65,559		)	17,333,294
Total purchase consideration	$	24,474,953		$	—		$	24,474,953

As of June 30, 2020, we considered these amounts to be provisional because we were still in the process of reviewing information to support the valuations of the assets acquired and liabilities assumed. During the six months ended June 30, 2020, we made measurement-period adjustments, as shown in the table above, that decreased the amount of provisional goodwill by $65.6 million. The decrease in deferred income tax liabilities for the six months ended June 30, 2020 primarily relates to a refined analysis of the outside bases of partnerships. The effects of the measurement-period adjustments on our consolidated statements of income for the three and six months ended June 30, 2020 were not material.

As of June 30, 2020, provisional goodwill arising from the acquisition of $17.3 billion was included in our reportable segments as follows: $7.1 billion in the Merchant Solutions segment, $7.9 billion in the Issuer Solutions segment and $2.3 billion in the Business and Consumer Solutions segment. Goodwill was attributable to expected growth opportunities, an assembled workforce and potential synergies from combining the acquired business into our existing business. We expect that substantially all of the goodwill from this acquisition will not be deductible for income tax purposes.

The following unaudited pro forma information shows the results of our operations for the three and six months ended June 30, 2019 as if the Merger had occurred on January 1, 2018. The unaudited pro forma information is presented for informational purposes

only and is not necessarily indicative of what would have occurred if the Merger had occurred as of that date. The unaudited pro forma information is also not intended to be a projection of future results due to the integration of TSYS. The unaudited pro forma information reflects the effects of applying our accounting policies and certain pro forma adjustments to the combined historical financial information of Global Payments and TSYS.



	Three Months Ended June 30, 2019				Six Months Ended June 30, 2019
	Actual		Pro Forma		Actual		Pro Forma

	(in thousands)

Total revenues	$	935,152	$	1,963,663	$	1,818,190	$	3,873,433
Net income attributable to Global Payments	$	120,458	$	207,336	$	232,800	$	395,201

For the three and six months ended June 30, 2020, the acquired operations of TSYS contributed $997.0 million and $2,052.0 million, respectively, to our consolidated revenues and $103.8 million and $219.3 million, respectively, to our consolidated operating income.

At June 30, 2020, accounts payable and accrued liabilities in the consolidated balance sheet included obligations totaling $37.7 million for employee termination benefits resulting from Merger-related integration activities. During the three months ended June 30, 2020, we recognized charges for employee termination benefits of $24.1 million, which included $1.7 million of share-based compensation expense. During the six months ended June 30, 2020, we recognized charges for employee termination benefits of $41.7 million, which included $4.2 million of share-based compensation expense. As of June 30, 2020, the cumulative amount of recognized charges for employee termination benefits resulting from Merger-related integration activities was $98.8 million, which included $21.6 million of share-based compensation expense. These charges are recorded within selling, general and administrative expenses in our consolidated statements of income and included within Corporate expenses for segment reporting purposes. New obligations may arise as Merger-related integration activities continue in 2020.