UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
(Rule 13d-101)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(a) and
Amendments Thereto Filed Pursuant to Rule 13d-2(a)
Under the Securities Exchange Act of 1934
Amendment No. 1
GLOBAL PAYMENTS INC.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
37940X 10 2
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(CUSIP Number)
Antonio Molestina, Esq.
Vice President and Associate General Counsel
CIBC World Markets Corp.
1 World Financial Center
200 Liberty Street
New York, New York 10281
(212)
Copy to:
Lee Meyerson, Esq.
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017
(212) 455-2000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box |_|.
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
Rule 13d-7 for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in a
prior cover page.
The information required on the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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CUSIP No. 37940X 10 2 Page 2 of 4
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
Canadian Imperial Bank of Commerce
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) / /
(b) / /
3 SEC USE ONLY
4 SOURCES OF FUNDS:
SC (See Item 3)
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
/ /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON 9,764,623 (See Item 5)
WITH
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
9,764,623 (See Item 5)
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,764,623
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES:
/ /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.25%
14 TYPE OF REPORTING PERSON:
co
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CUSIP No. 37940X 10 2 Page 3 of 4
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This Amendment No. 1, dated June 6, 2001, is filed by Canadian
Imperial Bank of Commerce ("CIBC"). Capitalized terms used herein but not
defined shall have the meaning ascribed thereto in the Schedule 13D dated March
20, 2001, filed by CIBC (the "Initial Schedule 13D"). This Amendment hereby
amends and supplements the Initial Schedule 13D. All items not described herein
remain as previously reported in the Initial Schedule 13D.
Item 5. Interest in Securities of the Issuer.
CIBC is the beneficial owner of 9,764,623 shares of GPI Common Stock
and has sole power to vote and dispose of such shares, subject to certain
restrictions contained in the agreements described in Item 6 of the Initial
Schedule 13D.
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CUSIP No. 37940X 10 2 Page 4 of 4
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Signatures
After reasonable inquiry and to the best of our knowledge and belief,
we certify that the information set forth in this statement is true, complete
and correct.
CANADIAN IMPERIAL BANK OF COMMERCE
By: /s/ Richard E. Venn
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Name: Richard E. Venn
Title: Senior Executive Vice President
By: /s/ R.J. Richardson
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Name: R.J. Richardson
Title: Vice President
Dated: June 6, 2001