According to the Complaint, Total System Services, Inc. ("TSS" or the "Company") is a global payment solution provider that provides payment processing services, merchant services and related payment services to financial and nonfinancial institutions. Additionally, the Company provides general purpose reloadable prepaid debit and payroll cards, demand deposit accounts and other financial service solutions. The Company operates in three
segments: Issuer Solutions, Merchant Solutions, and Consumer Solutions.

On May 27, 2019, the Board caused the Company to enter into an agreement and plan of merger (“Merger Agreement”), pursuant to which the Company’s shareholders stand to receive 0.8101 shares of Global Payments Inc. stock for each share of TSS they own.

The Complaint alleges that on July 3, 2019, in order to convince TSS shareholders to vote in favor of the
Proposed Transaction, the Board authorized the filing of a materially incomplete and misleading Form S-4 Registration Statement with the Securities and Exchange Commission, in violation of Sections 14(a) and 20(a) of the Exchange Act.

This case was voluntarily dismissed on August 22, 2019.