Global Payments said it intends to offer $1.75 billion in Convertible Senior Notes due 2031 on February 20, 2024, in an offering exempt from registration under Rule 144A, and sold only to qualified institutional buyers. It also said the initial purchasers will have an option to buy up to $250 million in additional notes.

8-KOther EventsFiled Feb 20, 2024Period of report Feb 20, 2024Summary published (UTC) Oct 31, 2026

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Global Payments said it intends to offer $1.75 billion in Convertible Senior Notes due 2031 on February 20, 2024, in an offering exempt from registration under Rule 144A, and sold only to qualified institutional buyers. It also said the initial purchasers will have an option to buy up to $250 million in additional notes.
The company said the notes will be senior unsecured obligations and mature on March 1, 2031. It said they cannot be redeemed before March 6, 2028. After that, it said it may redeem them for cash at 100% of principal if the stock has closed at or above 130% of the conversion price on at least 20 of 30 consecutive trading days.
The company said that on conversion, it will pay cash up to the principal amount being converted. It said any conversion obligation above that amount will be settled, at its election, in cash, common stock or a combination of both. It also said the interest rate, conversion rate and other terms will be set when the offering is priced.
The company said it will use part of the net proceeds to pay for the capped call transactions and plans to repurchase up to $300 million of its common stock from purchasers of the notes. It said it intends to use the remaining proceeds to repay borrowings under its commercial paper program and revolving credit agreement, along with accrued interest and any applicable fees, and for general corporate purposes.

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Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Global Payments plans $1.75 billion Convertible Senior Notes due 2031

Global Payments said it intends to offer $1.75 billion in Convertible Senior Notes due 2031 on February 20, 2024, in an offering exempt from registration under Rule 144A, and sold only to qualified institutional buyers. It also said the initial purchasers will have an option to buy up to $250 million in additional notes.

Source · Based on the filing body and exhibits

Convertible notes mature March 1, 2031; redemption terms

The company said the notes will be senior unsecured obligations and mature on March 1, 2031. It said they cannot be redeemed before March 6, 2028. After that, it said it may redeem them for cash at 100% of principal if the stock has closed at or above 130% of the conversion price on at least 20 of 30 consecutive trading days.

Source · Based on the filing body and exhibits

Principal paid in cash on conversion; excess in cash or shares

The company said that on conversion, it will pay cash up to the principal amount being converted. It said any conversion obligation above that amount will be settled, at its election, in cash, common stock or a combination of both. It also said the interest rate, conversion rate and other terms will be set when the offering is priced.

Source · Based on the filing body and exhibits

Net proceeds to fund capped calls, buybacks and debt repayment

The company said it will use part of the net proceeds to pay for the capped call transactions and plans to repurchase up to $300 million of its common stock from purchasers of the notes. It said it intends to use the remaining proceeds to repay borrowings under its commercial paper program and revolving credit agreement, along with accrued interest and any applicable fees, and for general corporate purposes.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

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