Filed by Total System Services, Inc.
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed under Rule 14a-12 under the
Securities Exchange Act of 1934
Subject Company: Total System Services, Inc.
Registration No.: 333-232545
Date:
August 26, 2019
On August 26, 2019, M. Troy Woods, Chairman and Chief Executive Officer of Total System Services, Inc. (TSYS) sent
the following email to all team members of TSYS.
Dear Team,
I wanted to take this opportunity to provide an additional update on the planned merger of TSYS and Global Payments including the integration teams
leadership and communication plans.
The Integration Management Office (IMO) is being co-led by Carey Blackstone,
TSYS EVP, Chief Strategy Officer and Treasurer, and Josh Whipple, Global Payments EVP of Corporate Development and Strategic Planning. PwC has been engaged as a consulting services vendor to support our integration planning and execution
efforts.
Carey, Josh and business area leaders across both companies are focused on using a structured and disciplined approach to identify the best
practices of both companies and define integration activities as a result. Guiding principles for the integration are to:
|
|
|
Preserve and expand the value of the combined organization with minimal disruption to the business and our
customers;
|
|
|
|
Bring together a team with proven experience and retain key talent;
|
|
|
|
Align complementary products, customers, geographic footprints, cultures and capabilities;
|
|
|
|
Meet or exceed expense and revenue synergy targets;
|
|
|
|
Preserve company cultures and effectively communicate organizational changes
|
In the coming days, look for an Integration Update Newsletter from Carey and Josh being sent by email from TSYS Team Communications to TSYS team members.
These newsletters will be sent periodically throughout the integration process to provide up-to-date information about the merger and integration activities on a regular
basis so everyone at TSYS and Global Payments is clear about the organizational structure of the combined organization as well as your role.
As
communicated previously, for those of you who have access to the TSYS LAN, remember to go to the TSYS Global Payments Updates page on teamWORKS for previous and future enterprise-wide communications about the merger.
[https://teamworks.tsys.com/News/Pages/TSYSGlobalUpdates.aspx]
As always, thanks for all you do for your team and our company.
M. Troy Woods | Chairman, President and CEO | TSYS
Forward-Looking Statements
Certain of
the matters discussed in this communication which are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are
based on current expectations, estimates and projections about the industry and markets in which TSYS and Global Payments operate and beliefs of and assumptions made by TSYS management and Global Payments management, involve uncertainties that could
significantly affect the financial condition, results of operations,