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10Q BUSINESS DISPOSITIONS AND DISCONTINUED OPERATIONS | 3 Months Ended | 12 Months Ended
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Mar. 31, 2025 | Dec. 31, 2024
Discontinued Operations and Disposal Groups [Abstract] |  |
BUSINESS DISPOSITIONS AND DISCONTINUED OPERATIONS | BUSINESS DISPOSITIONS AND DISCONTINUED OPERATIONS Discontinued Operations As described in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies," our Issuer Solutions business met the criteria to be classified as a held for sale disposal group and a discontinued operation. The following table presents the major classes of line items constituting income from discontinued operations, net of tax, in our consolidated statements of income for the three months ended March 31, 2025 and 2024:
| Three Months Ended |  |
| March 31, 2025 |  | March 31, 2024 |  |  |  |
| (in thousands) |  |  |  |
Revenues | $ | 620,729 |  |  | $ | 602,735 |  |  |  |  |
Operating expenses: |  |  |  |  |  |  |
Cost of service | 444,808 |  |  | 434,201 |  |  |  |  |
Selling, general and administrative | 85,133 |  |  | 75,873 |  |  |  |  |
| 529,941 |  |  | 510,074 |  |  |  |  |
Operating income | 90,788 |  |  | 92,661 |  |  |  |  |
Interest and other expense, net | (7,604) |  |  | (6,869) |  |  |  |  |
Income from discontinued operations before income taxes and equity in income of equity method investments | 83,184 |  |  | 85,792 |  |  |  |  |
Income tax expense | 13,761 |  |  | 12,689 |  |  |  |  |
Income from discontinued operations before equity in income of equity method investments | 69,423 |  |  | 73,103 |  |  |  |  |
Equity in income of equity method investments | 38 |  |  | 33 |  |  |  |  |
Income from discontinued operations, net of tax | 69,461 |  |  | 73,136 |  |  |  |  |
Income from discontinued operations attributable to noncontrolling interests | (808) |  |  | (655) |  |  |  |  |
Income from discontinued operations attributable to Global Payments | $ | 68,653 |  |  | $ | 72,481 |  |  |  |  |
The following table presents the carrying amounts of the major classes of assets and liabilities of discontinued operations as of March 31, 2025 and December 31, 2024:
| March 31, 2025 |  | December 31, 2024
| (in thousands)
Cash and cash equivalents | $ | 181,974 |  |  | $ | 181,982 |
Accounts receivable, net | 317,093 |  |  | 299,434 |
Prepaid expenses and other current assets | 543,020 |  |  | 461,412 |
Current assets of discontinued operations | 1,042,087 |  |  | 942,828 |
Goodwill | 9,518,724 |  |  | 9,508,786 |
Other intangible assets, net | 4,273,729 |  |  | 4,404,561 |
Property and equipment, net | 945,568 |  |  | 882,784 |
Other noncurrent assets | 670,080 |  |  | 641,995 |
Noncurrent assets of discontinued operations | 15,408,101 |  |  | 15,438,126 |
Accounts payable and accrued liabilities | 665,270 |  |  | 595,857 |
Current liabilities of discontinued operations | 665,270 |  |  | 595,857 |
Deferred income taxes | 248,114 |  |  | 258,764 |
Other noncurrent liabilities | 229,521 |  |  | 185,700 |
Noncurrent liabilities of discontinued operations | 477,635 |  |  | 444,464 |
Cash flows related to discontinued operations are included in our consolidated statements of cash flows for the three months ended March 31, 2025 and 2024. The following table presents selected items affecting the statements of cash flows:
| Three Months Ended
| March 31, 2025 |  | March 31, 2024
| (in thousands)
Depreciation and amortization of property and equipment | $ | 28,473 |  |  | $ | 30,447 |
Amortization of acquired intangibles | 135,184 |  |  | 133,724 |
Capital expenditures | 49,245 |  |  | 42,153 |
During the three months ended March 31, 2025, Issuer Solutions entered into an agreement to acquire software and related services, of which $37.5 million was financed utilizing a two-year vendor financing arrangement. AdvancedMD, Inc. In December 2024, we completed the sale of AdvancedMD, Inc. ("AdvancedMD") for approximately $1.1 billion, subject to certain closing adjustments, including up to $125 million of contingent consideration upon the purchaser achieving certain specified returns. AdvancedMD is a provider of software-as-a-service solutions to small-to-medium sized ambulatory physician practices in the United States ("U.S."), and was included in our Merchant Solutions segment prior to disposition. We recognized a gain on the sale of $273.1 million during the year ended December 31, 2024 and an additional gain on sale of $4.0 million during the three months ended March 31, 2025. | BUSINESS DISPOSITIONS AND DISCONTINUED OPERATIONS Discontinued Operations Through our Issuer Solutions business, we provide financial institutions and retailers technologies to manage their card portfolios, reduce technical complexity and overhead and offer a seamless experience for cardholders. In addition, we provide flexible commercial payments, accounts payable and electronic payment alternative solutions that support B2B payment processes and other financial service solutions for businesses and governments, including SaaS offerings that automate key procurement processes, provide invoice capture, coding and approval, and enable virtual cards and integrated payments options across a variety of key vertical markets. We also offer complementary services including account management and servicing, fraud solution services, analytics and business intelligence, cards, statements and correspondence, customer contact services and risk management solutions. As described in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies," our Issuer Solutions business met the criteria to be classified as a held for sale disposal group and a discontinued operation. The following table presents the major classes of line items constituting income from discontinued operations, net of tax, in our consolidated statements of income for the years ended December 31, 2024, 2023 and 2022:
| Years Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in thousands)
Revenues | $ | 2,483,657 |  |  | $ | 2,401,094 |  |  | $ | 2,245,506 |
Operating expenses: |  |  |  |  |
Cost of service | 1,795,319 |  |  | 1,740,187 |  |  | 1,636,934 |
Selling, general and administrative | 359,928 |  |  | 284,090 |  |  | 277,938 |
| 2,155,247 |  |  | 2,024,277 |  |  | 1,914,872 |
Operating income | 328,410 |  |  | 376,817 |  |  | 330,634 |
Interest and other (expense) income, net | (22,519) |  |  | (16,783) |  |  | 1,717 |
Income from discontinued operations before income taxes and equity in income of equity method investments | 305,891 |  |  | 360,034 |  |  | 332,351 |
Income tax expense | 56,064 |  |  | 15,073 |  |  | 40,897 |
Income from discontinued operations before equity in income of equity method investments | 249,827 |  |  | 344,961 |  |  | 291,454 |
Equity in income of equity method investments | 319 |  |  | 444 |  |  | 510 |
Income from discontinued operations, net of tax | 250,146 |  |  | 345,405 |  |  | 291,964 |
Income from discontinued operations attributable to noncontrolling interests | (3,492) |  |  | (3,100) |  |  | (2,752) |
Income from discontinued operations attributable to Global Payments | $ | 246,654 |  |  | $ | 342,305 |  |  | $ | 289,212 |
The following table presents the carrying amounts of the major classes of assets and liabilities of discontinued operations as of December 31, 2024 and 2023:
| December 31, 2024 |  | December 31, 2023
| (in thousands)
Cash and cash equivalents | $ | 181,982 |  |  | $ | 181,956 |
Accounts receivable, net | 299,434 |  |  | 322,984 |
Prepaid expenses and other current assets | 461,412 |  |  | 386,763 |
Current assets of discontinued operations | 942,828 |  |  | 891,703 |
Goodwill | 9,508,786 |  |  | 9,516,695 |
Other intangible assets, net | 4,404,561 |  |  | 4,942,419 |
Property and equipment, net | 882,784 |  |  | 835,050 |
Other noncurrent assets | 641,995 |  |  | 637,940 |
Noncurrent assets of discontinued operations | 15,438,126 |  |  | 15,932,104 |
Accounts payable and accrued liabilities | 595,857 |  |  | 549,461 |
Current liabilities of discontinued operations | 595,857 |  |  | 549,461 |
Deferred income taxes | 258,764 |  |  | 277,796 |
Other noncurrent liabilities | 185,700 |  |  | 194,304 |
Noncurrent liabilities of discontinued operations | 444,464 |  |  | 472,100 |
Cash flows related to discontinued operations are included in our consolidated statements of cash flows for the years ended December 31, 2024, 2023 and 2022. The following table presents selected items affecting the statements of cash flows:
| Years Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in thousands)
Depreciation and amortization of property and equipment | $ | 123,292 |  |  | $ | 119,873 |  |  | $ | 109,250 |
Amortization of acquired intangibles | 535,013 |  |  | 527,336 |  |  | 515,915 |
Capital expenditures | 179,661 |  |  | 130,949 |  |  | 157,478 |
During the year ended December 31, 2024, Issuer Solutions entered into agreements to acquire hardware, software and related services, of which $60.5 million was financed utilizing two to six-year vendor financing arrangements. Certain of the agreements included the purchase of assets previously leased. Additionally, during the year ended December 31, 2024, we also recognized a charge of $55.8 million for technology assets that will no longer be utilized under a revised technology architecture development strategy, which was included within selling, general and administrative expenses in the table above. During the year ended December 31, 2023, Issuer Solutions entered into agreements to acquire hardware, software and related services, of which $182.2 million was financed utilizing two to five-year vendor financing arrangements. Certain of the agreements included the purchase of assets previously leased. AdvancedMD, Inc. - In December 2024, we completed the sale of AdvancedMD, Inc. ("AdvancedMD") for approximately $1 billion, subject to certain closing adjustments, and up to $125 million contingent upon the purchaser achieving certain specified returns. AdvancedMD is a provider of software-as-a-service solutions to small-to-medium sized ambulatory physician practices in the United States, and was included in our Merchant Solutions segment prior to disposition. We recognized a gain on the sale of $273.1 million during the year ended December 31, 2024. Gaming Business - In April 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. We recognized a gain on the sale of $106.9 million during the year ended December 31, 2023. Consumer Business - In April 2023, we completed the sale of the consumer portion of our Netspend business for approximately $1 billion, subject to certain closing adjustments. The consumer business comprised our former Consumer Solutions segment prior to disposition, and had been presented as held for sale with certain adjustments to report the disposal group at fair value less costs to sell in our consolidated balance sheet since June 30, 2022. We recognized a loss on this business disposition in our consolidated statements of income of $243.6 million during the year ended December 31, 2023. The loss during the year ended December 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 also recognized charges within net loss on business dispositions in our consolidated statements of income of $71.9 million during the year ended December 31, 2022 to reduce the disposal group to estimated fair value less costs to sell, which related primarily to estimated costs to sell and changes in the estimated fair value of the fixed rate seller financing commitment. As further discussed in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies," we recognized a goodwill impairment charge of $833.1 million during the year ended December 31, 2022 related to our former Business and Consumer Solutions reporting unit. Notes Receivable and Allowance for Credit Losses In connection with the sale of our consumer business, we provided seller financing consisting of the following: (1) a first lien seven-year secured term loan facility with an aggregate principal amount of $350 million bearing interest at a fixed annual rate of 9.0%, including 3.5% payable quarterly in cash and 5.5% settled quarterly via the issuance of additional paid-in-kind ("PIK") notes with the same terms as the original notes until December 2024, after which interest will be payable quarterly in cash along with quarterly principal payments of $4.375 million with the remaining balance due at maturity; and (2) a second lien twenty-five year secured term loan facility with an aggregate principal amount of $325 million bearing interest at a fixed annual rate of 13.0% PIK due at maturity. The aggregate fair value of the first and second lien term loans upon the closing of the transaction was $653.9 million, calculated using a discounted cash flow approach. In addition, during the second quarter of 2023, we provided the purchasers a five-year $50 million secured revolving facility, bearing interest at a fixed annual rate of 9.0% payable quarterly in cash, initial drawings on which were subsequently repaid during the third quarter of 2023. In connection with the sale of our gaming business in April 2023, we 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 $89.9 million on the notes during the year ended December 31, 2024 and $58.3 million during the year ended December 31, 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 year ended December 31, 2023. As of December 31, 2024 and 2023, there was an aggregate principal amount of $810.2 million and $753.5 million, respectively, outstanding on the notes, including PIK interest, and the notes are presented net of the allowance for credit losses of $15.2 million within notes receivable in our consolidated balance sheets. Principal payments due within 12 months are included in prepaid expenses and other current assets in the consolidated balance sheets. The estimated fair value of the notes receivable was $809.3 million and $735.6 million as of December 31, 2024 and 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. Sale of Merchant Solutions Business in Russia - We sold our Merchant Solutions business in Russia in April 2022 for cash proceeds of $9 million. During the year ended December 31, 2022, we recognized a loss of $127.2 million associated with the sale, comprised of the difference between the consideration received and the net carrying amount of the business and the reclassification of $62.9 million of associated accumulated foreign currency translation losses from the separate component of equity. The loss was presented within net loss on business dispositions in our consolidated statement of income.

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