18 September 2026 · Built from GPN filings through the Q2 2026 10-Q plus independent industry sources · Not a valuation and not a recommendation.
About 34 basis points of adjusted net revenue per dollar and about 18 basis points of adjusted EBITDA (inferred from the company's pro forma $12.5bn revenue, $6.5bn EBITDA and ~$3.7tn volume). On a $100 sale the merchant pays roughly $2.00; the card issuer keeps $1.50 of interchange, the networks take their fee, and GPN keeps the remainder.
| What the business is | The largest or second-largest US merchant acquirer after the Worldpay deal (inferred from Nilson rankings): it signs up merchants, processes and settles their card payments, and sells point-of-sale and business software to small merchants. |
| Industry | Merchant acquiring and payment processing, sitting between merchants and the Visa/Mastercard networks. |
| How it makes money | Takes a small cut of every card sale it processes, after paying interchange to the issuing bank and fees to the networks; software subscriptions add a minority of revenue. |
| Unit of economics | One dollar of card volume; about 34 bps of adjusted net revenue and about 18 bps of adjusted EBITDA (inferred, pro forma). |
| What protects it | Processing scale, bank referral partnerships and software integrations with thousands of merchants; switching costs are high only where payments are embedded in software. |
| What drives earnings | Nominal consumer spending through existing merchants; $600m of Worldpay cost synergies plus a >$650m transformation programme; share count reduction. |
| What to watch | Normalized growth by segment against Adyen, Stripe, Toast and Clover; synergy delivery and leverage path to 3.0x; whether Genius POS gains traction in SMB. |
| Cycle exposure | Medium: volumes move with nominal spending, pricing has held in past downturns, costs are largely fixed. |
A merchant that wants to accept a card cannot connect to Visa or Mastercard directly. It needs an acquirer to underwrite it, route each authorization to the card network, move the money into its bank account, and absorb losses if the merchant cannot cover a chargeback. Global Payments sells that service, and increasingly bundles it with the point-of-sale terminal and software the merchant runs its business on. The customer is the merchant; the payer of the fee is also the merchant, deducted from the money GPN settles to it.
The unit of economics is one dollar of card volume. The 10-K walks through a $100 sale: the merchant is billed a 2% discount ($2.00), GPN reimburses the issuing bank $1.50 of interchange, pays network fees, and keeps the rest as its fee (FY2025 10-K). Because GPN acts as agent for interchange and network fees, GAAP revenue is reported net of them. The company's preferred 'adjusted net revenue' also strips out $719m of gross-up payments that GAAP shows on both sides of the ledger (FY2025 combined, Q2 2026 supplemental).
The deal announcement gave pro forma scale of about $12.5bn of adjusted net revenue and $6.5bn of adjusted EBITDA on roughly $3.7tn of volume (April 2025 deal release). That implies about 34 bps of net revenue and 18 bps of EBITDA per dollar processed (inferred; crude, as it includes software revenue). The 10-K does not disclose volume, transaction counts or take rate, so these figures cannot be tracked from filings. Because most services are 'priced as a percentage of transaction value or a specified fee per unit or transaction', revenue grows roughly in line with volume while costs (amortization, technology and people) do not (Q2 2026 10-Q).
Since Q2 2026 the business reports three segments, each a different way of reaching the merchant. Enterprise is mostly Worldpay's book of large and multinational merchants, two-thirds of it card-not-present e-commerce. Platforms sells payments through software vendors and payment facilitators that embed GPN inside their own products. SMB serves small merchants directly and through bank partners, and carries the Genius POS system and business software. 'Other' is non-core revenue being run off.
| Segment (Q2 2026) | Adj. net revenue $m | Growth vs combined Q2 2025 | Adj. segment margin |
|---|---|---|---|
| Enterprise | 838.1 | +6.9% | 77.9% |
| Platforms | 627.5 | +7.4% | 45.2% |
| SMB | 1,512.6 | −0.1% | 58.9% |
| Other (non-core) | 180.8 | −22% | n/a |
| Total (after −$502.1m unallocated tech and corporate cost) | 3,159.1 | +1.5% reported; ~+4% normalized | 42.0% |
Source: Q2 2026 release and 10-Q; prior year is GPN plus Worldpay combined (Q2 2026 supplemental). Segment growth is derived, not FX-adjusted, and includes businesses divested in 2025. Segment margins exclude $502.1m of centrally managed technology and corporate cost, so they overstate standalone profitability.
The last three years have been a deliberate narrowing. GPN sold its Netspend consumer business and Gaming (2023), AdvancedMD medical software (December 2024, ~$1.1bn), Payroll to Acrisure (September 2025, ~$1.1bn), and Issuer Solutions to FIS (January 2026, $13.5bn enterprise value) (FY2025 10-K; January 2026 8-K). Issuer processing is bank-contracted, multi-year and less exposed to consumer spending; on the deal terms FIS paid more per dollar of Issuer earnings than GPN paid per dollar of Worldpay earnings (deal release, via web). GPN therefore swapped a stickier, more highly valued business for more merchant volume, and is now almost entirely exposed to card acceptance.
The merchant's 2% or so is split three ways, and the issuer takes most of it. Interchange to the issuing bank is the largest slice: US regulated debit averaged $0.23 on a $48.95 ticket in 2024, about 0.47%, and exempt-issuer debit about 1.2% (Federal Reserve Regulation II data). Visa earned about 28 bps of net revenue on $14.2tn of volume in FY2025 (Visa annual report, derived). Acquirer net take ranges from about 17 bps at Adyen, which serves large enterprises, to a 65 bps spread at Shift4 and 59 bps of fintech gross profit at Toast, both SMB-focused (company filings, derived); GPN's blended ~34 bps sits between because its book mixes both.
The profit pool sits with the networks, not the acquirers. Visa's GAAP operating margin is about 60% and Mastercard's 57.6%, because they own the two-sided standard every issuer and merchant must join. Fiserv's merchant segment earned 34.5% in FY2025 and 30.0% in Q2 2026; Adyen's EBITDA margin was 53% (company filings). Acquirers sell a service that many firms can provide, so they compete away most of the spread above processing cost.
Nilson's 2025 US ranking by purchase volume is Fiserv, J.P. Morgan, Worldpay, Global Payments, Bank of America, Elavon (Nilson Report). On 2024 transactions, J.P. Morgan processed 40.98bn, Fiserv 40.72bn and Worldpay 34.15bn. Worldpay plus GPN is plausibly the largest US acquirer by volume (inferred; absolute Nilson shares are paywalled). The market is national, because interchange rules and card schemes differ by country, and it splits into two businesses: enterprise merchants who buy on price and approval rates, and small merchants who buy a bundle of POS, software and payments through a local channel.
Licensing is not the barrier that binds; payment facilitators like Stripe and Square entered by riding on sponsor banks. Distribution is: bank referral relationships, integrations with software vendors, and field sales forces decide who gets the merchant. Switching costs are high only where payments are embedded in the software a merchant runs daily. Large merchants multi-home: GPN's own 10-K warns that enterprise merchants 'frequently have the contractual right and the technical capabilities to redirect and reallocate transaction volume between payment processors at any time' (FY2025 10-K).
Enterprise merchants "frequently have the contractual right and the technical capabilities to redirect and reallocate transaction volume between payment processors at any time." — Global Payments FY2025 10-K, risk factors
Scale has not protected the largest incumbent. Fiserv cut its 2025 organic growth outlook from about 10% to 3.5–4%, guides 2026 to between −1% and 0%, and its merchant margin fell from 34.6% to 30.0% in Q2 2026; Clover's reported growth slowed from 23% in FY2025 to 2% (Fiserv filings). Growth sits elsewhere: Stripe's volume grew 34% to $1.9tn in 2025, Adyen's net revenue 18% in FY2025 and 19% in H1 2026, Toast's volume 22% and Square's 13% in Q2 2026 (company disclosures). Against those, GPN's ~4% normalized growth is the growth of a scale incumbent, not a share gainer.
Consolidation history is the most relevant precedent. FIS bought Worldpay in 2019 at about $43bn, wrote down $17.6bn of merchant goodwill in 2022, sold 55% to GTCR in 2024 at an $18.5bn valuation, and GPN has now bought it at $24.25bn (FIS, GPN filings). The revenue synergies FIS promised were the part that failed. Account-to-account rails are not a near-term substitute at the US checkout (FedNow payments average about $55,000, i.e. business payments), but Pix already handles 41% of Brazil's transactions (Federal Reserve, Banco Central do Brasil). The November 2025 Visa/Mastercard settlement, preliminarily approved in June 2026, lets merchants surcharge up to 3% and decline some card types, which could steer volume to cheaper tender over time (inferred).
Tested against outside evidence, GPN's claims hold only partly. Scale leadership is partially supported by the Nilson ranking. The integrated-software advantage is partially supported: Platforms grows about 7% with volume up 10% (Q2 2026 call, web), faster than the core but well below Toast or Stripe. The claim that Genius can compete with Clover, Toast and Square is not yet supported; management calls it a 'relatively modest contributor' with new locations up 50% and no disclosed revenue or location base (Q2 2026 call, web). The winners in this industry own the merchant through software or run a single modern platform for global enterprises; GPN is instead a scale processor whose edge is cost and distribution, and it is not currently that kind of winner.
Revenue is volume multiplied by net take, plus software fees. Volume follows nominal spending on cards at the merchants GPN already serves. The US cash-to-card shift is largely done: cash was about 1 in 7 consumer payments in 2025 and behaviour has been stable for three years (Federal Reserve Diary of Consumer Payment Choice), while e-commerce is 17.1% of retail and growing 12.2% (US Census, Q2 2026). Price is set per merchant as interchange-plus or a bundled rate, and GPN usually passes network fee increases through (FY2025 10-K); no pricing or take-rate series is disclosed (unknown).
Almost all of GPN's reported growth for a decade has been bought. Revenue rose from $2.9bn in FY2016 to $10.1bn in 2024 through Heartland ($4.4bn, 2016), TSYS ($24.5bn in stock, 2019) and EVO ($4.3bn, 2023), and in 2026 Worldpay (10-Ks). The 10-Ks give no organic growth series (NOT FOUND). In the current year the gap between bases is wide, so every headline number needs its basis stated.
| Measure (Q2 2026 unless stated) | Growth | What it includes |
|---|---|---|
| GAAP revenue, as reported | +68.6% | Worldpay acquired January 2026 |
| Adjusted net revenue, as reported | +33.8% | Worldpay; Issuer excluded both years |
| GAAP pro forma revenue | −3.8% | Both years include Worldpay; divested and run-off lines drag |
| Normalized adjusted net revenue | ~+4% | Company-defined organic: Worldpay in both years, divestitures out |
| FY2025 adjusted net revenue | +1.8% reported; +6% constant currency ex-dispositions | Old GPN, including Issuer |
| 2026 guidance | +4% to +5% normalized constant currency; +2% to +3% including ~2 pts of dispositions | Cut from ~+5% on 5 Aug 2026 |
Sources: Q2 2026 release (Schedule 10) and 10-Q Note 2; Q4 2025 release.
Ranked by impact on the next few years, the drivers are:
The base of the model. It explains most of the ~4% normalized growth and is why a Middle East conflict hitting the travel book was enough to cut 2026 guidance (Q2 2026 release).
At least $600m of Worldpay cost synergies by end-2028 plus a separate >$650m run-rate operating income benefit by 1H 2027 (Q2 2026 10-Q). This moves margin and EPS far more than revenue; the 2026 guide assumes ~150 bps of margin expansion.
Integrated & Embedded was 44% of FY2025 merchant revenue and grew 6.6% (FY2025 10-K); Platforms grew ~7% in Q2 2026. Payments sold inside software carry the only strong switching costs in the model.
Card-not-present is $618.9m of Enterprise's $838.1m quarterly revenue (Q2 2026 10-Q), riding e-commerce growth, but it competes on price against Adyen and Stripe and can move at any time.
Selling Genius and software to Worldpay's SMB merchants and bank partners (from Q4 2026, per Q2 2026 call) is the only lever aimed at SMB, which was flat reported in Q2 2026. Unproven.
Worth about 2 points of drag in 2026 guidance; 'Other' revenue fell 22% in Q2 2026.
The GAAP and adjusted pictures of the same quarter are very different. In Q2 2026 the GAAP operating margin was 10.2% and the adjusted margin 42.0% (Q2 2026 release). The gap is mainly $757.6m of amortization of acquired intangibles, now 59% of cost of service, plus $197.8m of acquisition, integration and transformation cost (Q2 2026 10-Q). Amortization is non-cash but is the accounting echo of the price paid for Worldpay; integration cost is cash and is expected to run through 2028.
Underneath, the cost base is largely fixed: technology, operations and people do not scale with volume, so each extra dollar processed carries a high incremental margin. In FY2025 merchant SG&A fell from 40.3% to 37.1% of revenue under a new operating model and the GAAP merchant margin rose from 33.4% to 35.5% (FY2025 10-K). The same leverage works in reverse when volume stalls. Stand-alone Worldpay shows what happens without it: FY2025 revenue of $5,476m produced only $233m of GAAP operating income and a $496m net loss after interest (Worldpay FY2025 audited statements).
Cash conversion is currently weak and burdened by the deal. FY2025 operating cash flow of $2,657m less $618m of capex left about $2.0bn (FY2025 10-K, derived; includes Issuer). In 1H 2026 operating cash flow of $374m did not cover $497m of capex because of deal costs and assumed liabilities, 2026 capex is guided to about $1.0bn, and income taxes payable jumped to $2.45bn, consistent with tax on the Issuer sale that has yet to be paid (Q2 2026 10-Q; timing unknown). Management's claim of more than $4bn of combined adjusted free cash flow (Q1 2025 call) is not yet visible in reported figures.
GAAP revenue and total debt, $bn (10-Ks FY2019–FY2025). 2018–2024 as reported; 2025 revenue is continuing operations after Issuer Solutions moved to discontinued operations, which is why it steps down. Debt reached $22.4bn at 30 June 2026 after the Worldpay close.
| $m | 2018 | 2021 | 2024 | 2025 |
|---|---|---|---|---|
| Revenue (GAAP) | 3,366 | 8,524 | 10,106 | 7,706 |
| GAAP operating margin | 21.9% | 15.9% | 23.1% | 22.8% |
| Diluted EPS (GAAP, total) | 2.84 | 3.29 | 6.16 | 5.78 |
| Operating cash flow | 1,106 | 2,781 | 3,058 | 2,657 |
| Total debt | 5,130 | 11,493 | 16,240 | 21,462 |
| Diluted shares (m) | 159.3 | 293.7 | 254.8 | 242.0 |
Sources: 10-Ks FY2019–FY2025. Comparability: 2018 is the first year with revenue net of network fees (ASC 606), so earlier years are not comparable. 2024 is as originally reported including Issuer; 2025 is continuing operations without Issuer. 2024 operating cash flow reflects the 2025 reclassification of settlement flows; 2021 still includes settlement swings. Cash flows include discontinued operations in all years.
From 2019 to 2025, cash went, in order: buybacks $9.56bn, cash acquisitions $7.75bn (plus about $23.6bn of stock for TSYS), capex $3.80bn and dividends $1.61bn (10-Ks, derived). There was no net debt paydown; total debt rose from $9.1bn to $21.5bn. Buybacks and dividends absorbed about 85% of operating cash flow after capex, so acquisitions were funded with debt. Diluted shares fell from a 300.5m peak (2020) to 242.0m (2025) before 43.3m were issued to GTCR. The pattern is a management that treats the share count as its main lever: in 1H 2026 it bought back $1.10bn, including accelerated repurchases at $75.73 and $69.30 a share, while leverage was still above its own 3.0x target (Q2 2026 10-Q).
The Worldpay transaction closed on 9 January 2026, after the FY2025 figures above. GPN paid GTCR 43.3m shares (about 15% of GPN) and about $6.2bn in cash, and FIS paid about $7.7bn in cash plus its Worldpay stake for Issuer Solutions; the 10-Q values total consideration at $16.98bn (January 2026 8-K; Q2 2026 10-Q). Worldpay's $8.9bn of debt was repaid at close, $9.96bn of goodwill was recorded ($8.8bn in Enterprise, whose carrying value 'approximates fair value') and $16.4bn of intangibles. Total debt stood at $22.4bn at 30 June 2026 with $1.7bn of cash available for general purposes, roughly 3.2x pro forma EBITDA (inferred) against 3.5x at close and a 3.0x target within 18–24 months.
Revenue moves roughly one-for-one with nominal card spending, prices have held in past downturns, and costs are largely fixed, so the cycle hits margin through volume rather than price. In 2020 GPN's merchant revenue fell 7.6% but its margin rose 210 bps to 39.7% as it cut cost (GPN FY2020 release, web), while Fiserv's merchant revenue fell 20% in Q2 2020 (Fiserv). In 2008–09 Visa's US payments volume still grew 0.5%, with credit down 5.7% (Visa). Cyclicality is medium: a recession slows volume, but spending on cards does not collapse the way industrial volumes do.
Exposure is concentrated in the United States (73% of FY2025 revenue; Americas 80% of merchant revenue) and in small merchants (SMB is 48% of Q2 2026 adjusted net revenue, Enterprise 27%, Platforms 20%) (FY2025 10-K; Q2 2026 release). Travel is the sharpest pocket: it prompted the August 2026 guidance cut, and because airlines and travel agents deliver later than they are paid, it raises GPN's chargeback risk; the loss provision was $72.8m in 1H 2026 against $41.9m a year earlier (Q2 2026 release). Operating constraints are sponsor banks and network registration, and a leverage covenant of 4.5x (Q2 2026 10-Q).
The business sits mid-cycle, with growth decelerating. Nominal spending is still growing, but normalized growth slowed from +5.5% in Q1 to about +4% in Q2 2026, below the 'slightly more than 6%' merchant exit rate of Q4 2025 (company releases). Margin is recovering from a lower base: the combined business earned 40.6% on an adjusted basis in FY2025 (derived) against 42.0% in Q2 2026, but that comparison is not with a prior peak because the entity did not exist before January 2026. The downside case is a repeat of FIS–Worldpay: integration distraction lets multi-homing enterprise merchants shift volume to Adyen and Stripe, revenue synergies miss, the $8.8bn of Enterprise goodwill with no headroom is impaired, and leverage stays above 3x, constraining the buyback that drives EPS.
Q2 2026 adjusted net revenue by segment and derived growth against combined GPN plus Worldpay Q2 2025 (Q2 2026 release and supplemental). Not FX-adjusted; includes 2025 divestitures. The company's normalized total growth is about +4%.
| Indicator | Why it matters | Where published |
|---|---|---|
| Normalized growth by segment | Tests whether Platforms and Enterprise offset flat SMB | GPN quarterly release, Schedule 10 |
| Cost synergies realized vs $600m | Main source of EPS growth | GPN 10-Q and calls |
| Net leverage and debt | Path to 3.0x decides buyback capacity | GPN 10-Q Note 6 |
| Adyen and Stripe volume growth | Enterprise share pressure | Adyen half-year reports; Stripe annual letter |
| Clover, Toast, Square volume and location adds | SMB competitive pressure on Genius | Fiserv, Toast, Block quarterly filings |
| US acquirer rankings | Whether combined scale holds | Nilson Report, annual (spring) |
| Visa/Mastercard settlement, Reg II appeal, CCCA | Merchant steering and routing rules | Court dockets; Federal Reserve; Congress |