Global Payments Announces Pricing of Offering of $1.75 Billion of Convertible Senior Notes due 2031

Global Payments Inc. (NYSE: GPN) today announced the pricing of its previously announced offering of $1.75 billion in aggregate principal amount of its 1.50% convertible senior notes due 2031 (the “Convertible Notes”). The Company granted the initial purchasers of the Convertible Notes an option to purchase, for settlement within a 13-day period beginning on, and including, the first date on which the Convertible Notes are issued, up to an additional $250 million aggregate principal amount of Convertible Notes. The offering is expected to close on February 23, 2024, subject to customary closing conditions.

The Convertible Notes will be senior unsecured obligations of the Company, and interest will accrue at a rate of 1.50% per annum from February 23, 2024 and will be payable semi‐annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2024. The Convertible Notes will mature on March 1, 2031, unless earlier repurchased, redeemed or converted. Prior to December 1, 2030, the Convertible Notes will be convertible only upon satisfaction of certain conditions and during certain periods, and thereafter, the Convertible Notes will be convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The Convertible Notes will be convertible, on the terms set forth in the indenture, into cash up to the aggregate principal amount of the Convertible Notes to be converted and cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the Convertible Notes being converted. The conversion rate will initially be 6.3710 shares of common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $156.96 per share of the Company’s common stock). The initial conversion price of the Convertible Notes represents a premium of approximately 20% to the $130.80 closing price of the Company’s common stock on February 20, 2024. The conversion rate will be subject to adjustment in certain circumstances. In addition, following certain corporate events that occur prior to the maturity date or the Company’s delivery of a notice of redemption, the Company will increase, in certain circumstances, the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event or notice of redemption, as the case may be.