What changed in this filing

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Item 1. Financial Statements

2024-08-07 compared with 2024-05-01 · 268 added, 145 removed, 528 unchanged (44% of the section changed)

4 unchanged sentences

Three Months Ended

March 31, 2024 March 31, 2023

June 30, 2024 June 30, 2023

Revenues $ 2,568,768 $ 2,452,469

1 unchanged sentence

Cost of service 938,484 941,952

922,390 947,753

Selling, general and administrative 1,057,661 1,013,514

Gain on business dispositions — ( 105,738 )

1,996,145 1,849,728

Loss on business disposition — 244,833

Operating income 572,623 602,741

Interest and other income 35,306 27,944

Interest and other expense ( 159,157 ) ( 191,423 )

( 123,851 ) ( 163,479 )

Income before income taxes and equity in income of equity method investments 448,772 439,262

Income tax expense 77,834 172,211

Income before equity in income of equity method investments 370,938 267,051

Equity in income of equity method investments, net of tax 18,337 17,155

Net income 389,275 284,206

Net income attributable to noncontrolling interests ( 14,515 ) ( 10,058 )

Net income attributable to Global Payments $ 374,760 $ 274,148

Earnings per share attributable to Global Payments:

Basic earnings per share $ 1.47 $ 1.05

Diluted earnings per share $ 1.47 $ 1.05

See Notes to Unaudited Consolidated Financial Statements.

GLOBAL PAYMENTS INC.

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)

Six Months Ended

June 30, 2024 June 30, 2023

Revenues $ 4,988,955 $ 4,744,916

Operating expenses:

Cost of service 1,860,874 1,889,705

Selling, general and administrative 2,103,206 2,056,641

Net loss on business dispositions — 139,095

3,964,080 4,085,441

Operating income 1,024,875 659,475

2 unchanged sentences

( 250,070 ) ( 275,271 )

Income (loss) before income taxes and equity in income of equity method investments 326,033 ( 55,057 )

Income tax expense (benefit) 19,382 ( 31,399 )

Income (loss) before equity in income of equity method investments 306,651 ( 23,658 )

Income before income taxes and equity in income of equity method investments 774,805 384,204

Income tax expense 97,216 140,812

Income before equity in income of equity method investments 677,589 243,392

Equity in income of equity method investments, net of tax 34,748 36,394

Net income (loss) 323,062 ( 4,420 )

Net income 712,337 279,786

Net income attributable to noncontrolling interests ( 24,270 ) ( 16,679 )

Net income (loss) attributable to Global Payments $ 313,307 $ ( 11,041 )

Earnings (loss) per share attributable to Global Payments:

Basic earnings (loss) per share $ 1.22 $ ( 0.04 )

Diluted earnings (loss) per share $ 1.22 $ ( 0.04 )

Net income attributable to Global Payments $ 688,067 $ 263,107

Earnings per share attributable to Global Payments:

Basic earnings per share $ 2.69 $ 1.00

Diluted earnings per share $ 2.68 $ 1.00

See Notes to Unaudited Consolidated Financial Statements.

3 unchanged sentences

Three Months Ended

March 31, 2024 March 31, 2023

Net income (loss) $ 323,062 $ ( 4,420 )

June 30, 2024 June 30, 2023

Net income $ 389,275 $ 284,206

Other comprehensive income (loss):

1 unchanged sentence

Income tax (expense) benefit related to foreign currency translation adjustments 893 ( 343 )

Net unrealized gains on hedging activities 8,929 40,078

Reclassification of net unrealized gains on hedging activities to interest expense ( 2,619 ) ( 901 )

Income tax expense related to hedging activities ( 1,532 ) ( 9,144 )

Other, net of tax — ( 22 )

Other comprehensive income (loss) ( 101,934 ) 34,264

Comprehensive income 287,341 318,470

Comprehensive income attributable to noncontrolling interests 7,430 11,906

Comprehensive income attributable to Global Payments $ 279,911 $ 306,564

Six Months Ended

June 30, 2024 June 30, 2023

Net income $ 712,337 $ 279,786

Other comprehensive income (loss):

Foreign currency translation adjustments ( 191,965 ) 42,046

Income tax (expense) benefit related to foreign currency translation adjustments 3,587 ( 530 )

Net unrealized gains (losses) on hedging activities 38,045 ( 7,973 )

3 unchanged sentences

Other comprehensive income (loss) ( 163,534 ) 35,790

Comprehensive income (loss) 261,462 ( 2,894 )

Comprehensive income 548,803 315,576

Comprehensive income (loss) attributable to noncontrolling interests ( 5,902 ) 24,901

Comprehensive income (loss) attributable to Global Payments $ 274,794 $ ( 15,889 )

Comprehensive income attributable to Global Payments $ 554,705 $ 290,675

See Notes to Unaudited Consolidated Financial Statements.

2 unchanged sentences

(in thousands, except share data)

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Current assets:

27 unchanged sentences

Common stock, no par value;

400,000,000 shares authorized at March 31, 2024 and December 31, 2023;

255,130,560 issued and outstanding at March 31, 2024 and 260,382,746 issued and outstanding at December 31, 2023

400,000,000 shares authorized at June 30, 2024 and December 31, 2023;

254,353,455 issued and outstanding at June 30, 2024 and 260,382,746 issued and outstanding at December 31, 2023

Paid-in capital 18,761,494 19,800,953

9 unchanged sentences

(in thousands)

Three Months Ended

March 31, 2024 March 31, 2023

Six Months Ended

June 30, 2024 June 30, 2023

Cash flows from operating activities:

Net income (loss) $ 323,062 $ ( 4,420 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Net income $ 712,337 $ 279,786

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization of property and equipment 241,943 223,753

5 unchanged sentences

Deferred income taxes ( 184,963 ) ( 317,660 )

Paid-in-kind interest capitalized to principal of notes receivable ( 35,868 ) ( 12,165 )

Equity in income of equity method investments, net of tax ( 34,748 ) ( 36,394 )

Facilities exit charges — 5,164

Loss on business disposition — 244,833

Net loss on business dispositions — 139,095

Other, net 23,023 13,574

8 unchanged sentences

Capital expenditures ( 324,657 ) ( 331,002 )

Issuance of notes receivable — ( 50,000 )

Net cash from sales of businesses — 478,695

Other, net 6 2,186

11 unchanged sentences

Contributions from noncontrolling interests 2,116 —

Payment of deferred consideration in business combination ( 6,390 ) —

Purchase of capped calls related to issuance of convertible notes ( 256,250 ) —

2 unchanged sentences

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 53,652 ) 34,543

Increase in cash, cash equivalents and restricted cash 70,848 22,146

Increase (decrease) in cash, cash equivalents and restricted cash 30,274 ( 101,255 )

Cash, cash equivalents and restricted cash, beginning of the period 2,256,875 2,215,606

9 unchanged sentences

Accumulated Other Comprehensive Loss Total Global Payments Shareholders’ Equity Nonredeemable Noncontrolling Interests Total Equity Redeemable Noncontrolling Interests

Balance at March 31, 2024 255,131 $ 18,806,396 $ 3,706,873 $ ( 297,438 ) $ 22,215,831 $ 627,245 $ 22,843,076 $ 143,069

Net income 374,760 374,760 12,743 387,503 1,772

Other comprehensive income (loss) ( 94,849 ) ( 94,849 ) ( 7,617 ) ( 102,466 ) 532

Stock issued under share-based compensation plans 145 14,106 14,106 14,106

Common stock repurchased - share-based compensation plans ( 12 ) ( 1,381 ) ( 1,381 ) ( 1,381 )

Share-based compensation expense 43,245 43,245 43,245

Repurchases of common stock ( 911 ) ( 100,872 ) ( 100,872 ) ( 100,872 )

Distributions to noncontrolling interests — ( 6,133 ) ( 6,133 )

Contributions from noncontrolling interests

Cash dividends declared ($ 0.25 per common share)

( 63,426 ) ( 63,426 ) ( 63,426 )

Balance at June 30, 2024 254,353 $ 18,761,494 $ 4,018,207 $ ( 392,287 ) $ 22,387,414 $ 626,238 $ 23,013,652 $ 147,400

Shareholders' Equity

Number of Shares

Paid-in Capital

Retained Earnings

Accumulated Other Comprehensive Loss Total Global Payments Shareholders’ Equity

Nonredeemable Noncontrolling Interests Total Equity Redeemable Noncontrolling Interests

Balance at March 31, 2023 261,771 $ 19,839,506 $ 2,654,589 $ ( 410,817 ) $ 22,083,278 $ 243,481 $ 22,326,759 $ 556,070

Net income (loss) 274,148 274,148 10,062 284,210 ( 4 )

Other comprehensive income 32,416 32,416 717 33,133 1,131

Stock issued under share-based compensation plans 259 13,179 13,179 13,179

Common stock repurchased - share-based compensation plans ( 62 ) ( 6,290 ) ( 6,290 ) ( 6,290 )

Share-based compensation expense 47,135 47,135 47,135

Repurchases of common stock ( 2,006 ) ( 207,495 ) ( 207,495 ) ( 207,495 )

Distributions to noncontrolling interests — ( 9,766 ) ( 9,766 ) ( 1,271 )

Redeemable noncontrolling interests measurement period adjustment — — ( 56,447 )

Cash dividends declared ($ 0.25 per common share)

( 64,885 ) ( 64,885 ) ( 64,885 )

Balance at June 30, 2023 259,962 $ 19,686,035 $ 2,863,852 $ ( 378,401 ) $ 22,171,486 $ 244,494 $ 22,415,980 $ 499,479

See Notes to Unaudited Consolidated Financial Statements.

GLOBAL PAYMENTS INC.

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in thousands, except per share data)

Shareholders' Equity

Number of Shares

Paid-in Capital

Retained Earnings

Accumulated Other Comprehensive Loss Total Global Payments Shareholders’ Equity Nonredeemable Noncontrolling Interests Total Equity Redeemable Noncontrolling Interests

Balance at December 31, 2023 260,383 $ 19,800,953 $ 3,457,182 $ ( 258,925 ) $ 22,999,210 $ 280,340 $ 23,279,550 $ 507,965

12 unchanged sentences

( 127,042 ) ( 127,042 ) ( 127,042 )

Balance at March 31, 2024 255,131 $ 18,806,396 $ 3,706,873 $ ( 297,438 ) $ 22,215,831 $ 627,245 $ 22,843,076 $ 143,069

Balance at June 30, 2024 254,353 $ 18,761,494 $ 4,018,207 $ ( 392,287 ) $ 22,387,414 $ 626,238 $ 23,013,652 $ 147,400

Shareholders' Equity

6 unchanged sentences

Net income (loss) 263,107 263,107 16,683 279,790 ( 4 )

Other comprehensive income (loss) ( 4,848 ) ( 4,848 ) 6,374 1,526

Other comprehensive income 27,568 27,568 7,091 34,659 1,131

Stock issued under share-based compensation plans 1,273 19,282 19,282 19,282

4 unchanged sentences

Repurchases of common stock ( 4,065 ) ( 414,048 ) ( 414,048 ) ( 414,048 )

Distributions to noncontrolling interest — ( 6,218 ) ( 6,218 )

Distributions to noncontrolling interests — ( 15,984 ) ( 15,984 ) ( 1,271 )

Redeemable noncontrolling interests measurement period adjustment — — ( 56,447 )

Cash dividends declared ($ 0.50 per common share)

( 130,635 ) ( 130,635 ) ( 130,635 )

Balance at March 31, 2023 261,771 $ 19,839,506 $ 2,654,589 $ ( 410,817 ) $ 22,083,278 $ 243,481 $ 22,326,759 $ 556,070

Balance at June 30, 2023 259,962 $ 19,686,035 $ 2,863,852 $ ( 378,401 ) $ 22,171,486 $ 244,494 $ 22,415,980 $ 499,479

See Notes to Unaudited Consolidated Financial Statements.

5 unchanged sentences

Merchant Solutions and Issuer Solutions.

As described in "Note 3—Business Disposition," during the second quarter of 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our former Consumer Solutions segment.

As described in "Note 3—Business Dispositions," during the second quarter of 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our former Consumer Solutions segment.

Our consolidated financial statements include the results of our former Consumer Solutions segment for periods prior to disposition.

15 unchanged sentences

In addition, the rules require disclosure of certain climate-related financial metrics in the notes to the audited financial statements.

The new disclosures are required on a prospective basis and a phased-in compliance period becomes effective for us beginning with our Annual Report on Form 10-K for the year ending December 31, 2025.

However, pending the resolution of legal challenges that were subsequently filed against these rules, in April 2024, the SEC stayed the effectiveness of the rules.

Therefore, the enforceability of these rules or the timing of their effectiveness is uncertain.

The new disclosures are required on a prospective basis and provide for a phased-in compliance period.

However, in April 2024, the SEC stayed the rules pending judicial review.

Therefore, the timing of the effectiveness of these rules and their ultimate enforceability is uncertain.

Recently issued accounting pronouncements not yet adopted

33 unchanged sentences

The final estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed, including a reconciliation to the total purchase consideration, were as follows (in thousands):

Final Amounts at

March 31, 2024

Final Amounts

Cash and cash equivalents $ 324,859

14 unchanged sentences

Total purchase consideration $ 4,269,620

During the three months ended March 31, 2024, we made measurement-period adjustments that increased the amount of goodwill by $ 19.9 million, primarily related to deferred income taxes as a result of finalizing the evaluation of the differences in the bases of assets and liabilities for financial reporting and tax purposes.

The effects of the measurement-period adjustments on our consolidated statement of income for the three months ended March 31, 2024 were not material.

During the six months ended June 30, 2024, we made measurement-period adjustments that increased the amount of goodwill by $ 19.9 million, primarily related to deferred income taxes as a result of finalizing the evaluation of the differences in the bases of assets and liabilities for financial reporting and tax purposes.

The effects of the measurement-period adjustments on our consolidated statement of income for the six months ended June 30, 2024 were not material.

Goodwill arising from the acquisition was included in the Merchant Solutions segment and was attributable to expected growth opportunities, potential synergies from combining the acquired business into our existing businesses and an assembled workforce.

8 unchanged sentences

Total estimated identifiable intangible assets $ 1,478,995 11

For the three months ended March 31, 2024, and during the period from the acquisition date through March 31, 2023, the acquired operations of EVO contributed less than 10 % to our consolidated revenues and operating income, respectively.

For the six months ended June 30, 2024, and during the period from the acquisition date through June 30, 2023, the acquired operations of EVO contributed less than 10 % to our consolidated revenues and operating income.

The historical revenue and earnings of EVO were not material for the purpose of presenting pro forma information.

In addition, transaction costs associated with this business combination were not material.

NOTE 3— BUSINESS DISPOSITION

NOTE 3— BUSINESS DISPOSITIONS

Gaming Business - On April 1, 2023, we completed the sale of our gaming business for approximately $ 400 million, subject to certain closing adjustments.

The gaming business was included in our Merchant Solutions segment prior to disposition, and had been presented as held for sale in our consolidated balance sheet since December 31, 2022.

In connection with the sale, we provided $ 32 million of seller financing as described below.

We recognized a gain on the sale of $ 104.1 million during the three and six months ended June 30, 2023.

Consumer Business - On April 26, 2023, we completed the sale of the consumer portion of our Netspend business for approximately $ 1 billion, subject to certain closing adjustments.

1 unchanged sentence

In connection with the sale, we provided $ 675 million of seller financing as described below.

We recognized charges within net loss on business disposition in our consolidated statements of income of $ 244.8 million during the three months ended March 31, 2023 to reduce the disposal group to estimated fair value less costs to sell.

The loss during the three months ended March 31, 2023 included the effects of incremental negotiated closing adjustments, changes in the estimated fair value of the seller financing and the effects of the final tax structure of the transaction.

We recognized a gain (loss) on business dispositions in our consolidated statement of income of $ 1.6 million and $( 243.2 ) million during the three and six months ended June 30, 2023, respectively.

The gain (loss) during the three and six months ended June 30, 2023, respectively, included the effects of incremental negotiated closing adjustments, changes in the estimated fair value of the seller financing and the effects of the final tax structure of the transaction.

Notes Receivable and Allowance for Credit Losses

3 unchanged sentences

In connection with the sale of our gaming business in April 2023, we also provided seller financing consisting of an unsecured promissory note due April 1, 2030 with an aggregate principal amount of $ 32 million bearing interest at a fixed annual rate of 11.0 %.

We recognized interest income of $ 21.5 million on the notes during the three months ended March 31, 2024, as a component of interest and other income in the consolidated statements of income.

As of March 31, 2024 and December 31, 2023 , there was an aggregate principal amount of $ 771.2 million and $ 753.5 million, respectively, outstanding on the notes, including PIK, and the notes are presented net of the allowance for credit losses of $ 15.2 million within notes receivable in our consolidated balance sheet.

The estimated fair value of the notes receivable was $ 750.4 million an d $ 735.6 million as of March 31, 2024 and December 31, 2023, respectively .

We recognized interest income of $ 22.1 million and $ 43.6 million on the notes during the three and six months ended June 30, 2024, respectively, and $ 14.9 million during the three and six months ended June 30, 2023, as a component of interest and other income in the consolidated statements of income.

The issuance of the notes in connection with the sale transactions was a noncash investing activity in our consolidated statement of cash flows for the six months ended June 30, 2023.

As of June 30, 2024 and December 31, 2023 , there was an aggregate principal amount o f $ 780.6 million and $ 753.5 million, respectively, outstanding on the notes, including PIK, and the notes are presented net of the allowance for credit losses of $ 15.2 million within notes receivable in our consolidated balance sheet.

Principal payments due within 12 months are included in prepaid expenses and other current assets in the consolidated balance sheets.

We recognized noncash charges for the estimated future credit losses on the notes of $ 15.2 million for the three and six months ended June 30, 2024, and $ 18.2 million for the three and six months ended June 30, 2023 .

The estimated fair value of the notes receivable was $ 766.5 million an d $ 735.6 million as of June 30, 2024 and December 31, 2023, respectively .

The estimated fair value of notes receivable was based on a discounted cash flow approach and is considered to be a Level 3 measurement of the valuation hierarchy.

NOTE 4— REVENUES

The following tables present a disaggregation of our revenues from contracts with customers by geography for each of our reportable segments for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31, 2024

The following tables present a disaggregation of our revenues from contracts with customers by geography for each of our reportable segments for the three and six months ended June 30, 2024 and 2023:

Three Months Ended June 30, 2024

Solutions Issuer

6 unchanged sentences

$ 1,971,025 $ 613,508 $ ( 15,765 ) $ 2,568,768

Three Months Ended March 31, 2023

Three Months Ended June 30, 2023

Solutions Issuer

7 unchanged sentences

$ 1,842,293 $ 590,441 $ 39,031 $ ( 19,296 ) $ 2,452,469

The following table presents a disaggregation of our Merchant Solutions segment revenues by distribution channel for the three months ended March 31, 2024 and 2023:

Three Months Ended

March 31, 2024 March 31, 2023

Six Months Ended June 30, 2024

Solutions Issuer

Solutions Intersegment

Eliminations Total

(in thousands)

Americas $ 3,134,007 $ 925,372 $ ( 11,674 ) $ 4,047,705

Europe 548,995 270,139 — 819,134

Asia Pacific 122,117 20,732 ( 20,733 ) 122,116

$ 3,805,119 $ 1,216,243 $ ( 32,407 ) $ 4,988,955

Six Months Ended June 30, 2023

Solutions Issuer

Solutions Consumer

Solutions Intersegment

Eliminations Total

(in thousands)

Americas $ 2,865,024 $ 898,364 $ 182,740 $ ( 26,477 ) $ 3,919,651

Europe 455,023 242,386 — — 697,409

Asia Pacific 127,856 20,599 — ( 20,599 ) 127,856

$ 3,447,903 $ 1,161,349 $ 182,740 $ ( 47,076 ) $ 4,744,916

The following table presents a disaggregation of our Merchant Solutions segment revenues by distribution channel for the three and six months ended June 30, 2024 and 2023:

Three Months Ended Six Months Ended

June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023

(in thousands)

Relationship-led $ 1,016,590 $ 979,574 $ 1,919,935 $ 1,760,446

2 unchanged sentences

ASC Topic 606, Revenues from Contracts with Customers ("ASC 606") requires that we determine for each customer arrangement whether revenue should be recognized at a point in time or over time.

For the three months ended March 31, 2024 and 2023, substantially all of our revenues were recognized over time.

Supplemental balance sheet information related to contracts from customers as of March 31, 2024 and December 31, 2023 was as follows:

Balance Sheet Location March 31, 2024 December 31, 2023

For the three and six months ended June 30, 2024 and 2023, substantially all of our revenues were recognized over time.

Supplemental balance sheet information related to contracts from customers as of June 30, 2024 and December 31, 2023 was as follows:

Balance Sheet Location June 30, 2024 December 31, 2023

(in thousands)

5 unchanged sentences

Contract liabilities, net (noncurrent) Other noncurrent liabilities $ 57,347 $ 54,246

Net contract assets were not material at March 31, 2024 or December 31, 2023.

Revenue recognized for the three months ended March 31, 2024 and 2023 from contract liability balances at the beginning of each period was $ 92.3 million and $ 83.7 million, respectively.

Net contract assets were not material at June 30, 2024 or December 31, 2023.

Revenue recognized for the three months ended June 30, 2024 and 2023 from contract liability balances at the beginning of each period was $ 84.2 million and $ 85.2 million, respectively.

Revenue recognized for the six months ended June 30, 2024 and 2023 from contract liability balances at the beginning of each period was $ 150.6 million a nd $ 142.9 million, respectively.

ASC 606 requires disclosure of the aggregate amount of the transaction price allocated to unsatisfied performance obligations.

The purpose of this disclosure is to provide additional information about the amounts and expected timing of revenue to be recognized from the remaining performance obligations in our existing contracts.

The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at March 31, 2024.

The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at June 30, 2024.

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.

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):

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,

2024 $ 556,284

2025 1,050,696

2030 and thereafter 322,933

1 unchanged sentence

NOTE 5— GOODWILL AND OTHER INTANGIBLE ASSETS

As of March 31, 2024 and December 31, 2023, goodwill and other intangible assets consisted of the following:

March 31, 2024 December 31, 2023

As of June 30, 2024 and December 31, 2023, goodwill and other intangible assets consisted of the following:

June 30, 2024 December 31, 2023

(in thousands)

13 unchanged sentences

$ 9,607,299 $ 10,168,046

The following table sets forth the changes by reportable segment in the carrying amount of goodwill for the three months ended March 31, 2024:

The following table sets forth the changes by reportable segment in the carrying amount of goodwill for the six months ended June 30, 2024:

Solutions Issuer

2 unchanged sentences

Balance at December 31, 2023 $ 17,226,828 $ 9,516,695 $ 26,743,523

Goodwill acquired 190,362 — 190,362

Effect of foreign currency translation ( 89,720 ) ( 3,592 ) ( 93,312 )

Measurement period adjustments 19,927 — 19,927

Balance at March 31, 2024 $ 17,215,221 $ 9,512,802 $ 26,728,023

Accumulated impairment losses for goodwill were $ 357.9 million as of March 31, 2024 and December 31, 2023.

Balance at June 30, 2024 $ 17,347,397 $ 9,513,103 $ 26,860,500

Accumulated impairment losses for goodwill were $ 357.9 million as of June 30, 2024 and December 31, 2023.

NOTE 6— LONG-TERM DEBT AND LINES OF CREDIT

As of March 31, 2024 and December 31, 2023, long-term debt consisted of the following:

March 31, 2024 December 31, 2023

As of June 30, 2024 and December 31, 2023, long-term debt consisted of the following:

June 30, 2024 December 31, 2023

(in thousands)

40 unchanged sentences

The carrying amounts of our senior notes and convertible notes in the table above are presented net of unamortized discount and unamortized debt issuance costs, as applicable.

At March 31, 2024, the unamortized discount on senior notes and convertible notes was $ 44.2 million, and unamortized debt issuance costs on senior notes and convertible notes were $ 107.4 million.

At June 30, 2024, the unamortized discount on senior notes and convertible notes was $ 42.3 million, and unamortized debt issuance costs on senior notes and convertible notes were $ 102.6 million.

At December 31, 2023, the unamortized discount on senior notes and convertible notes was $ 46.1 million and unamortized debt issuance costs on senior notes and convertible notes were $ 78.4 million.

The portion of unamortized debt issuance costs related to revolving credit facilities is included in other noncurrent assets.

At March 31, 2024 and December 31, 2023, unamortized debt issuance costs on the unsecured revolving credit facility were $ 17.2 million and $ 18.5 million, respectively.

At March 31, 2024, future maturities of long-term debt (excluding finance lease liabilities) are as follows by year (in thousands):

At June 30, 2024 and December 31, 2023, unamortized debt issuance costs on the unsecured revolving credit facility were $ 16.0 million and $ 18.5 million, respectively.

At June 30, 2024, future maturities of long-term debt (excluding finance lease liabilities) are as follows by year (in thousands):

Year Ending December 31,

29 unchanged sentences

The capped call transactions meet the accounting criteria to be reflected in stockholders’ equity and not accounted for as derivatives.

The cost of $ 256.3 million incurred in connection with the capped call transactions was reflected as a reduction to paid-in-capital in our consolidated balance sheet at March 31, 2024, net of applicable income taxes.

The cost of $ 256.3 million incurred in connection with the capped call transactions was reflected as a reduction to paid-in-capital in our consolidated balance sheet as of June 30, 2024, net of applicable income taxes.

1.000 % convertible notes due August 15, 2029

5 unchanged sentences

Our revolving credit agreement provides for an unsubordinated unsecured $ 5.75 billion revolving credit facility that matures in August 2027.

As of March 31, 2024, there were borrowings of $ 1,598.0 million outstanding under the revolving credit facility with an interest rate of 6.80 %, and the total available commitments under the revolving credit facility were $ 3.4 billion.

As of June 30, 2024, there were borrowings of $ 1.5 billion outstanding under the revolving credit facility with an interest rate of 6.80 %, and the total available commitments under the revolving credit facility were $ 3.6 billion.

Commercial Paper

2 unchanged sentences

The proceeds from issuances of commercial paper notes will be used primarily for general corporate purposes but may also be used for acquisitions, to pay dividends, for debt refinancing or for other purposes.

As of March 31, 2024, we had net borrowings under our comm ercial paper program of $ 275.0 million outstanding, presented within long-term debt in our consolidated balance sheet based on our intent and ability to continually refinance on a long-term basis, with a weighted average annual interest rate of 6.01 %.

As of June 30, 2024, we had net borrowings under our comm ercial paper program of $ 431.6 million outstanding, presented within long-term debt in our consolidated balance sheet based on our intent and ability to continually refinance on a long-term basis, with a weighted average annual interest rate of 6.03 %.

The commercial program is backstopped by our revolving credit agreement, in that the amount of commercial paper notes outstanding cannot exceed the undrawn portion of our revolving credit facility.

1 unchanged sentence

Fair Value of Long-Term Debt

As of March 31, 2024, our senior notes had a total carrying amount of $ 11.6 billion and an estimated fair value of $ 11.0 billion.

As of March 31, 2024, our 1.500 % convertible notes due March 1, 2031 had a total carrying amount of $ 2.0 billion and an estimated fair value of $ 2.1 billion.

As of June 30, 2024, our senior notes had a total carrying amount of $ 11.6 billion and an estimated fair value of $ 10.9 billion.

As of June 30, 2024, our 1.500 % convertible notes due March 1, 2031 had a total carrying amount of $ 2.0 billion and an estimated fair value of $ 1.8 billion.

The estimated fair values were based on quoted market prices in active markets and are considered to be Level 1 measurements of the valuation hierarchy.

As of March 31, 2024, our 1.000 % convertible notes due August 15, 2029 had a total carrying amount of $ 1.5 billion and an estimated fair value of $ 1.7 billion.

As of June 30, 2024, our 1.000 % convertible notes due August 15, 2029 had a total carrying amount of $ 1.5 billion and an estimated fair value of $ 1.4 billion.

The estimated fair value of our convertible notes was based on a lattice pricing model and is considered to be a Level 3 measurement of the valuation hierarchy.

The fair value of other long-term debt approximated its carrying amount at March 31, 2024.

The fair value of other long-term debt approximated its carrying amount at June 30, 2024.

Compliance with Covenants

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The revolving credit agreement contains customary affirmative covenants and restrictive covenants, including, among others, financial covenants based on net leverage and interest coverage ratios, and customary events of default.

The required leverage ratio was increased to 4.50 to 1.00 as a result of the acquisition of EVO and will gradually step-down over eight quarters to the original

required ratio of 3.75 to 1.00.

As of March 31, 2024, the required leverage ratio was 4.25 to 1.00, and the required interest coverage ratio was 3.00 to 1.00.

We were in compliance with all applicable covenants as of March 31, 2024.

The required leverage ratio was increased as a result of the acquisition of EVO and will gradually step-down over eight quarters to the original required ratio of 3.75 to 1.00.

As of June 30, 2024, the required leverage ratio was 4.25 to 1.00, and the required interest coverage ratio was 3.00 to 1.00.

We were in compliance with all applicable covenants as of June 30, 2024.

Interest Expense

Interest expense was $ 160.8 million and $ 119.0 million for the three months ended March 31, 2024 and 2023, respectively.

Interest expense was $ 154.4 million and $ 172.3 million for the three months ended June 30, 2024 and 2023, respectively, and $ 315.2 million and $ 291.3 million for the six months ended June 30, 2024 and 2023, respectively.

NOTE 7— DERIVATIVES AND HEDGING INSTRUMENTS

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Under net investment hedge accounting, the foreign currency remeasurement gains and losses associated with our Euro-denominated senior notes are presented within the same components of other comprehensive income and accumulated comprehensive income, partially offsetting the foreign currency translation adjustment for our foreign subsidiaries.

We recognized a loss of $ 7.1 million and $ 18.2 million within foreign currency translation adjustments in other comprehensive income in our consolidated statements of comprehensive income during the three months ended March 31, 2024 and 2023, respectively.

We recognized a gain (loss) of $ 6.1 million and $ 1.8 million within foreign currency translation adjustments in other comprehensive income in our consolidated statements of comprehensive income during the three months ended June 30, 2024 and 2023, respectively, and $( 0.9 ) million and $( 16.5 ) million during the six months ended June 30, 2024 and 2023, respectively.

Interest Rate Swaps

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The table below presents information about our interest rate swaps, designated as cash flow hedges, included in the consolidated balance sheets:

Derivative Financial Instruments Balance Sheet Location Weighted-Average Fixed Rate of Interest at March 31, 2024

Range of Maturity Dates at March 31, 2024

March 31, 2024 December 31, 2023

Derivative Financial Instruments Balance Sheet Location Weighted-Average Fixed Rate of Interest at June 30, 2024 Range of Maturity Dates at June 30, 2024 June 30, 2024 December 31, 2023

(in thousands)

Interest rate swaps (Notional of $ 1.5 billion at March 31, 2024)

Interest rate swaps (Notional of $ 1.5 billion at June 30, 2024 and December 31, 2023)

Other noncurrent assets 4.26 % April 17, 2027 - August 17, 2027 $ 1,631 $ —

Interest rate swaps (Notional of $ 1.5 billion at June 30, 2024 and December 31, 2023)

Other noncurrent liabilities 4.26 % April 17, 2027 - August 17, 2027 $ — $ 28,187

The table below presents the effects of our interest rate swaps on the consolidated statements of income and statements of comprehensive income for the three months ended March 31, 2024 and 2023:

Three Months Ended

March 31, 2024 March 31, 2023

The table below presents the effects of our interest rate swaps on the consolidated statements of income and statements of comprehensive income for the three and six months ended June 30, 2024 and 2023:

Three Months Ended Six Months Ended

June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023

(in thousands)

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Net unrealized gains (losses) reclassified out of other comprehensive income (loss) to interest expense $ 2,619 $ 901 $ 5,281 $ ( 485 )

As of March 31, 2024, the amount of net unrealized gains in accumulated other comprehensive loss related to our interest rate swaps that is expected to be reclassified into interest expense during the next 12 months was $ 5.9 million.

As of June 30, 2024, the amount of net unrealized gains in accumulated other comprehensive loss related to our interest rate swaps that is expected to be reclassified into interest expense during the next 12 months was $ 6.4 million.

NOTE 8— INCOME TAX

For the three months ended March 31, 2024, our effective income tax rate of 5.9 % differed favorably from the U.S.

statutory rate primarily as a result of a change in the assessment of the need for a valuation allowance related to certain foreign tax credit carryforwards, foreign interest income not subject to tax, tax credits and the foreign-derived intangible income deduction.

For the three months ended March 31, 2023, we reported a tax benefit in excess of the U.S.

statutory tax rate.

The tax benefit included the favorable effect of foreign interest income not subject to tax, tax credits and the foreign-derived intangible income deduction.

In addition, the tax benefit on the loss on business disposition was tax effected at the applicable tax rate, whereas the earnings other than this discrete item were tax effected at the lower estimated annual effective tax rate.

Our effective income tax rates for the three and six months ended June 30, 2024 were 17.3 % and 12.5 %, respectively.

Our effective income tax rates for the three and six months ended June 30, 2024 differed favorably from the U.S.

statutory rate primarily as a result of foreign interest income not subject to tax, tax credits and the foreign-derived intangible income deduction.

Our effective income tax rate for the six months ended June 30, 2024 also included the favorable effect of a change in the assessment of the need for a valuation allowance related to certain foreign tax credit carryforwards.

For the three and six months ended June 30, 2023, we reported a tax expense of 39.2 % and 36.7 %, respectively, of the reported income before taxes.

For the three and six months ended June 30, 2023, tax expense was greater than the U.S.

statutory tax rate as a result of a gain on the dispositions of our consumer and gaming businesses for income tax reporting purposes, while a net loss on the dispositions was recognized for financial reporting purposes.

These effects were partially offset by the favorable effect on the rate of foreign interest income not subject to tax, tax credits and the foreign-derived intangible income deduction.

NOTE 9— REDEEMABLE NONCONTROLLING INTERESTS

The portions of equity in our consolidated subsidiaries in Greece and Chile that are not attributable, directly or indirectly, to us, are redeemable upon the occurrence of an event that is not solely within our control.

We own 51 % of our subsidiary in Greece and 50.1 % of our subsidiary in Chile.

Under the shareholder agreements, the minority shareholders have the option to compel us to purchase their shares at a price per share based on the fair value of the shares, or under certain circumstances for our subsidiary in Greece, at a price determined by calculations stipulated in the shareholder agreement.

The portions of equity in certain of our consolidated subsidiaries that are not attributable, directly or indirectly, to us, are redeemable upon the occurrence of an event that is not solely within our control.

During the second quarter of 2024, we formed a new joint venture in Germany, of which we hold a 51 % controlling interest.

Under the shareholder agreement, the minority shareholder has the option to compel us to purchase their shares at fair market value upon the occurrence of a specific change in control event.

As of June 30, 2024, the option is not considered probable of becoming redeemable.

We also own 51 % of our subsidiary in Greece and 50.1 % of our subsidiary in Chile.

Under the respective shareholder agreements, the minority shareholders have the option to compel us to purchase their shares at a price per share based on the fair value of the shares, or under certain circumstances for our subsidiary in Greece, at a price determined by calculations stipulated in the shareholder agreement.

The options have no expiration date.

Because the exercise of each of these redemption options is not solely within our control, the redeemable noncontrolling interests are presented in the mezzanine section between total liabilities and shareholders’ equity, as temporary equity, in our consolidated balance sheet as of March 31, 2024.

The redeemable noncontrolling interest for each subsidiary is reflected at the higher of:

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NOTE 10— SHAREHOLDERS’ EQUITY

We repurchase our common stock mainly through open market repurchase plans and, at times, through accelerated share repurchase ("ASR") programs.

During the three months ended March 31, 2024 and 2023, we repurchased and retired 6,061,999 and 2,058,902 shares of our common stock, respectively, at a cost, including commissions and applicable excise taxes, of $ 808.4 million and $ 206.6 million, or $ 133.35 and $ 100.33 per share, respectively.

The share repurchase activity for the three months ended March 31, 2024 included the repurchase of 1,414,759 shares using a portion of the net proceeds from our offering of 1.500 % convertible unsecured senior notes due March 2031 through privately negotiated transactions with purchasers of notes in the offering, or one of their respective affiliates.

We repurchase our common stock mainly through open market repurchase plans and, at times, through accelerated share repurchase programs.

During the three months ended June 30, 2024 and 2023, we repurchased and retired 910,980 and 2,006,016 shares of our common stock, respectively, at a cost, including commissions and applicable excise taxes, of $ 100.9 million and $ 207.5 million, or $ 110.73 and $ 103.44 per share, respectively.

During the six months ended June 30, 2024 and 2023, we repurchased and retired 6,972,979 and 4,064,918 shares of our common stock, respectively, at a cost, including commissions and applicable excise taxes, of $ 909.2 million and $ 414.0 million, or $ 130.39 and $ 101.86 per share, respectively.

The share repurchase activity for the six months ended June 30, 2024 included the repurchase of 1,414,759 shares using a portion of the net proceeds from our offering of 1.500 % convertible unsecured senior notes due March 2031 through privately negotiated transactions with purchasers of notes in the offering, or one of their respective affiliates.

The purchase price per share of the common stock repurchased in such transactions equaled the closing price of the common stock on February 20, 2024, which was $ 130.80 per share.

As of March 31, 2024, the remaining amount available under our share repurchase program was $ 1,471.9 million.

On April 25, 2024, our board of directors declared a dividend of $ 0.25 per share payable on June 28, 2024 to common shareholders of record as of June 14, 2024.

As of June 30, 2024, the remaining amount available under our share repurchase program was $ 1,371.9 million.

On July 31, 2024, our board of directors declared a dividend of $ 0.25 per share payable on September 27, 2024 to common shareholders of record as of September 13, 2024.

NOTE 11— SHARE-BASED AWARDS AND STOCK OPTIONS

The following table summarizes share-based compensation expense and the related income tax benefit recognized for our share-based awards and stock options:

Three Months Ended

March 31, 2024 March 31, 2023

Three Months Ended Six Months Ended

June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023

(in thousands)

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Share-Based Awards

The following table summarizes the changes in unvested restricted stock and performance awards for the three months ended March 31, 2024:

The following table summarizes the changes in unvested restricted stock and performance awards for the six months ended June 30, 2024:

Shares Weighted-Average

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Forfeited ( 88 ) 119.03

Unvested at March 31, 2024 2,683 $ 127.64

The total fair value of restricted stock and performance awards vested during the three months ended March 31, 2024 and March 31, 2023 was $ 131.1 million and $ 126.5 million, respectively.

For restricted stock and performance awards, we recognized compensation expens e of $ 35.6 million and $ 75.2 million during the three months ended March 31, 2024 and 2023, respectively.

As of March 31, 2024, there was $ 262.6 million of unrecognized compensation expense related to unvested restricted stock and performance awards that we expect to recognize over a weighted-average period of 2.2 years.

Unvested at June 30, 2024 2,617 $ 127.90

The total fair value of restricted stock and performance awards vested during the six months ended June 30, 2024 and 2023 was $ 137.5 million and $ 151.1 million, respectively.

For restricted stock and performance awards, we recognized compensation expens e of $ 40.6 million and $ 44.7 million during the three months ended June 30, 2024 and 2023, respectively, and $ 76.2 million and $ 119.9 million during the six months ended June 30, 2024 and 2023 , respectively.

As of June 30, 2024, there was $ 220.9 million of unrecognized compensation expense related to unvested restricted stock and performance awards that we expect to recognize over a weighted-average period of 2.0 years.

Stock Options

The following table summarizes stock option activity for the three months ended March 31, 2024:

The following table summarizes stock option activity for the six months ended June 30, 2024:

Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value

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Exercised ( 201 ) 57.95

Outstanding at March 31, 2024 905 $ 113.67 5.7 $ 23.8

Options vested and exercisable at March 31, 2024 616 $ 111.85 4.0 $ 19.1

We recognized compensation expense for stock options of $ 2.8 million and $ 12.7 million during the three months ended March 31, 2024 and 2023, respectively.

The aggregate intrinsic value of stock options exercised during the three months ended March 31, 2024 was $ 13.6 million.

As of March 31, 2024, we had $ 11.2 million o f unrecognized compensation expense related to unvested stock options that we expect to recognize over a weighted-average period of 2.3 years .

The weighted-average grant-date fair value of stock options granted, including replacement awards granted in connection with the EVO acquisition, during the three months ended March 31, 2024 and 2023 was $ 54.42 and $ 47.08 , respectively.

Outstanding at June 30, 2024 821 $ 111.50 5.9 $ 6.1

Options vested and exercisable at June 30, 2024 549 $ 107.76 4.4 $ 5.6

We recognized compensation expense for stock options of $ 1.3 million and $ 1.1 million during the three months ended June 30, 2024 and 2023, respectively, and $ 4.2 million and $ 13.9 million during the six months ended June 30, 2024 and 2023, respectively.

The aggregate intrinsic value of stock options exercised during the six months ended June 30, 2024 and 2023 was $ 14.6 million and $ 0.9 million, respectively.

As of June 30, 2024, we had $ 9.8 million o f unrecognized compensation expense related to unvested stock options that we expect to recognize over a weighted-average period of 2.1 years .

The weighted-average grant-date fair value of stock options granted, including replacement awards granted in connection with the EVO acquisition, during the six months ended June 30, 2024 and 2023 was $ 54.42 and $ 46.17 , respectively.

Fair value was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions:

Three Months Ended

March 31, 2024 March 31, 2023

Six Months Ended

June 30, 2024 June 30, 2023

Risk-free interest rate 4.16 % 3.84 %

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NOTE 12— EARNINGS PER SHARE

Basic earnings per share ("EPS") was computed by dividing net income (loss) attributable to Global Payments by the weighted-average number of shares outstanding during the period.

Earnings available to common shareholders is the same as reported net income (loss) attributable to Global Payments for all periods presented.

Basic earnings per share ("EPS") was computed by dividing net income attributable to Global Payments by the weighted-average number of shares outstanding during the period.

Earnings available to common shareholders is the same as reported net income attributable to Global Payments for all periods presented.

Diluted EPS is computed by dividing net income attributable to Global Payments by the weighted-average number of shares outstanding during the period, including the effect of share-based awards, convertible notes or other potential securities that would have a dilutive effect on EPS.

All stock options with an exercise price lower than the average market share price of

our common stock for the period are assumed to have a dilutive effect on EPS.

The dilutive share base for the three months ended March 31, 2024 excluded approximately 0.1 million shares related to stock options that would have an antidilutive effect on the computation of diluted earnings per share.

Due to a net loss for the three months ended March 31, 2023, no incremental shares were included in the computation of diluted earnings per share because the effect would be antidilutive.

Approximately 1.2 million shares related to stock options and share-based awards were therefore excluded from the dilutive share base for the three months ended March 31, 2023.

All stock options with an exercise price lower than the average market share price of our common stock for the period are assumed to have a dilutive effect on EPS.

The dilutive share base for the three and six months ended June 30, 2024 excluded approximately 0.7 million shares related to stock options that would have an antidilutive effect on the computation of diluted earnings per share.

The dilutive share base for the three and six months ended June 30, 2023 excluded approximately 0.9 million shares related to stock options that would have an antidilutive effect on the computation of diluted earnings per share.

The effect of the potential shares needed to settle the conversion spread on our convertible notes is included in diluted EPS if the effect is dilutive.

The effect depends on the market share price of our common stock at the time of conversion and would be dilutive if the average market share price of our common stock for the period exceeds the conversion price.

For the three months ended March 31, 2024, the convertible notes were not included in the computation of diluted EPS as the effect would have been anti-dilutive.

For the three and six months ended June 30, 2024, the convertible notes were not included in the computation of diluted EPS as the effect would have been anti-dilutive.

Further, the effect of the related capped call transactions is not included in the computation of diluted EPS as it is always anti-dilutive.

The following table sets forth the computation of diluted weighted-average number of shares outstanding for the three months ended March 31, 2024 and 2023:

Three Months Ended

March 31, 2024 March 31, 2023

The following table sets forth the computation of diluted weighted-average number of shares outstanding for the three and six months ended June 30, 2024 and 2023:

Three Months Ended Six Months Ended

June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023

(in thousands)

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We regularly maintain cash balances with financial institutions in excess of the Federal Deposit Insurance Corporation insurance limit or the equivalent outside the U.S.

As of March 31, 2024, approximately 75 % of our total balance of cash and cash equivalents was held within a small group of financial institutions, primarily large money center banks.

As of June 30, 2024, approximately 75 % of our total balance of cash and cash equivalents was held within a small group of financial institutions, primarily large money center banks.

Although we currently believe that the financial institutions with whom we do business will be able to fulfill their commitments to us, there is no assurance that those institutions will be able to continue to do so.

We have not experienced any losses associated with our balances in such accounts for the three months ended March 31, 2024 and 2023.

We have not experienced any losses associated with our balances in such accounts for the three and six months ended June 30, 2024 and 2023.

Restricted cash includes amounts that cannot be withdrawn or used for general operating activities under legal or regulatory restrictions.

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A reconciliation of the amounts of cash and cash equivalents and restricted cash in the consolidated balance sheets to the amount in the consolidated statements of cash flows is as follows:

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

(in thousands)

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Long-lived assets

During the three months ended March 31, 2023, we entered into a new agreement to acquire software, of which $ 48.0 million was financed utilizing a five-year vendor financing arrangement.

During the six months ended June 30, 2023, we entered into a new agreement to acquire software, of which $ 48.0 million was financed utilizing a five-year vendor financing arrangement.

NOTE 14— ACCUMULATED OTHER COMPREHENSIVE LOSS

The changes in the accumulated balances for each component of other comprehensive income (loss) were as follows for the three months ended March 31, 2024 and 2023:

The changes in the accumulated balances for each component of other comprehensive income (loss) were as follows for the three and six months ended June 30, 2024 and 2023:

Foreign Currency Translation Gains (Losses) Unrealized Gains (Losses) on Hedging Activities Other Accumulated Other Comprehensive Loss

(in thousands)

Balance at December 31, 2023 $ ( 215,540 ) $ ( 40,859 ) $ ( 2,526 ) $ ( 258,925 )

Balance at March 31, 2024 $ ( 274,119 ) $ ( 20,793 ) $ ( 2,526 ) $ ( 297,438 )

Other comprehensive income (loss) ( 99,627 ) 4,778 — ( 94,849 )

Balance at June 30, 2024 $ ( 373,746 ) $ ( 16,015 ) $ ( 2,526 ) $ ( 392,287 )

Balance at March 31, 2023 $ ( 349,695 ) $ ( 58,135 ) $ ( 2,987 ) $ ( 410,817 )

Other comprehensive income (loss) 2,405 30,033 ( 22 ) 32,416

Balance at June 30, 2023 $ ( 347,290 ) $ ( 28,102 ) $ ( 3,009 ) $ ( 378,401 )

Other comprehensive income (loss) attributable to noncontrolling interests, which relates only to foreign currency translation, was $( 7.1 ) million and $ 1.8 million for the three months ended June 30, 2024 and 2023, respectively.

Foreign Currency Translation Gains (Losses) Unrealized Gains (Losses) on Hedging Activities Other Accumulated Other Comprehensive Loss

(in thousands)

Balance at December 31, 2023 $ ( 215,540 ) $ ( 40,859 ) $ ( 2,526 ) $ ( 258,925 )

Other comprehensive income (loss) ( 158,206 ) 24,844 — ( 133,362 )

Balance at March 31, 2023 $ ( 349,695 ) $ ( 58,135 ) $ ( 2,965 ) $ ( 410,817 )

Other comprehensive income (loss) attributable to noncontrolling interests, which relates only to foreign currency translation, was $( 23.1 ) million and $ 6.4 million for the three months ended March 31, 2024 and 2023, respectively.

Balance at June 30, 2024 $ ( 373,746 ) $ ( 16,015 ) $ ( 2,526 ) $ ( 392,287 )

Balance at December 31, 2022 $ ( 380,584 ) $ ( 22,420 ) $ ( 2,965 ) $ ( 405,969 )

Other comprehensive income (loss) 33,294 ( 5,682 ) ( 44 ) 27,568

Balance at June 30, 2023 $ ( 347,290 ) $ ( 28,102 ) $ ( 3,009 ) $ ( 378,401 )

Other comprehensive income (loss) attributable to noncontrolling interests, which relates only to foreign currency translation, was $( 30.2 ) million and $ 8.2 million for the six months ended June 30, 2024 and 2023, respectively.

NOTE 15— SEGMENT INFORMATION

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Merchant Solutions and Issuer Solutions.

As described in "Note 3 - Business Disposition," during the second quarter of 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our former Consumer Solutions segment.

As described in "Note 3 - Business Dispositions," during the second quarter of 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our former Consumer Solutions segment.

Our former Consumer Solutions segment is presented below for periods prior to disposition.

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The accounting policies of the reportable operating segments are the same as those described in our Annual Report on Form 10-K for the year ended December 31, 2023 and our summary of significant accounting policies in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies."

Information on segments and reconciliations to consolidated revenues, consolidated operating income and consolidated depreciation and amortization were as follows for the three months ended March 31, 2024 and 2023:

Three Months Ended

March 31, 2024 March 31, 2023

Three Months Ended Six Months Ended

June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023

(in thousands)

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Corporate ( 210,277 ) ( 204,136 ) ( 444,559 ) ( 486,790 )

Loss on business disposition — ( 244,833 )

Net gain (loss) on business dispositions — 105,738 — ( 139,095 )

Consolidated operating income $ 572,623 $ 602,741 $ 1,024,875 $ 659,475

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(1) Revenues, operating income and depreciation and amortization reflect the effects of acquired businesses from the respective acquisition dates and the effects of divested businesses through the respective disposal dates.

See “Note 2—Acquisition” and “Note 3—Business Disposition” for further discussion.

During the three months ended March 31, 2024 and 2023, operating income included acquisition and integration expenses of $ 78.9 million and $ 101.8 million, respectively, which were primarily included within Corporate expenses.

See “Note 2—Acquisition” and “Note 3—Business Dispositions” for further discussion.

During the three months ended June 30, 2024 and 2023, operating income included acquisition and integration expenses of $ 55.7 million and $ 67.5 million, respectively, which were primarily included within Corporate expenses.

During the six months ended June 30, 2024 and 2023, operating income included acquisition and integration expenses of $ 134.6 million and $ 169.3 million, respectively, which were primarily included within Corporate expenses.

NOTE 16— COMMITMENTS AND CONTINGENCIES

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements