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Explanation of Responses:
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(
1)
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In connection with the acquisition (the "Merger") of Heartland Payments Systems, Inc. ("Heartland") by Global Payments Inc. ("Global Payments"), pursuant to the Agreement and Plan of Merger, dated as of December 15, 2015, by and among Heartland, Global Payments, Data Merger Sub One, Inc. and Data Merger Sub Two, LLC, on April 22, 2016, the Reporting Person received $53.28 in cash and 0.6687 of a share of Global Payments common stock for each share of Heartland common stock owned by the Reporting Person.
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2)
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Each restricted stock unit represents a contingent right to receive one share of Heartland's common stock.
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(
3)
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The restricted stock units vest in four equal annual installments beginning April 7, 2015. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock units.
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4)
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These restricted stock units, which provided for vesting in four equal installments beginning on April 7, 2015, were cancelled in the Merger in exchange for 8,562 shares of Global Payments common stock and a cash payment of $682,199.76.
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5)
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On December 19, 2014, the reporting person was granted a target of an aggregate of 6,617 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 16,543 performance restricted share units.
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6)
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These restricted stock units were cancelled in the merger in exchange for 11,062 shares of Global Payments common stock and a cash payment of $881,434.11.
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7)
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On December 19, 2014, the reporting person was granted a target of an aggregate of 7,301 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 14,602 performance restricted share units.
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8)
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These restricted stock units were cancelled in the merger in exchange for 9,764 shares of Global Payments common stock and a cash payment of $778,021.67.
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9)
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The restricted stock units vest in four equal annual installments beginning December 19, 2015. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock units.
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10)
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These restricted stock units, which provided for vesting in four equal installments beginning on December 19, 2015, were cancelled in the Merger in exchange for 1,106 shares of Global Payments common stock and a cash payment of $88,127.38.
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11)
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On December 11, 2015, the reporting person was granted a target of an aggregate of 6,026 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 6,026 performance restricted share units.
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12)
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These restricted stock units were cancelled in the merger in exchange for 4,029 shares of Global Payments common stock and a cash payment of $321,109.75.
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13)
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The restricted stock units vest in four equal annual installments beginning December 11, 2016. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock units.
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(
14)
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These restricted stock units, which provided for vesting in four equal installments beginning on December 11, 2016, were cancelled in the Merger in exchange for 3,021 shares of Global Payments common stock and a cash payment of $240,837.20.
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