Fixed Income Overview

The fixed income investor materials below are intended to assist current and potential creditors and counterparties in analyzing Visa Inc.

Prospectus

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2015 Debt Issuance Structure

On December 9, 2015, Visa Inc. (the “Company”) announced an offering of $1,750,000,000 of its 1.200% Senior Notes due 2017 (the “2017 Notes”), $3,000,000,000 of its 2.200% Senior Notes due 2020 (the “2020 Notes”), $2,250,000,000 of its 2.800% Senior Notes due 2022 (the “2022 Notes”), $4,000,000,000 of its 3.150% Senior Notes due 2025 (the “2025 Notes”), $1,500,000,000 of its 4.150% Senior Notes due 2035 (the “2035 Notes”) and $3,500,000,000 of its 4.300% Senior Notes due 2045 (the “2045 Notes” and, together with the 2017 Notes, 2020 Notes, 2022 Notes, 2025 Notes and 2035 Notes, the “Notes”).

The Company received net proceeds of approximately $15.9 billion, after deducting underwriting discounts and estimated offering expenses payable by the Company. The net proceeds will be used to fund a portion of the up-front cash consideration of the purchase price for the planned acquisition of Visa Europe Limited, which is more fully described in the Company’s current report on Form 8-K dated November 2, 2015, and the remainder will be used for general corporate purposes.

On September 11, 2017, Visa Inc. (the “Company”) called for redemption all of the $1.75 billion principal amount outstanding of its 1.200% Notes due 2017 (CUSIP No. 92826C AA0) (the “2017 Notes”) in accordance with the optional redemption provisions applicable thereto, as set forth in Article 3 of the Indenture dated as of December 14, 2015 (the “Indenture”) between the Company and U.S. Bank National Association, as trustee, and in the definitive form of note representing the 2017 Notes (the “Note”). The Indenture and the Note were filed as Exhibit 4.1 and Exhibit 4.2, respectively, to the Company’s Current Report on Form 8-K filed on December 14, 2015.

The redemption date for the 2017 Notes will be October 11, 2017. The redemption price for the 2017 Notes will be calculated in accordance with the Indenture and the Note and will be equal to the greater of:

(i) 100% of the principal amount of the 2017 Notes, and

(ii) the sum of the present values of the remaining scheduled payments of principal and interest on the 2017 Notes to December 14, 2017 (exclusive of interest accrued to October 11, 2017) discounted to October 11, 2017 on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined in the Note) plus 5 basis points,

plus, in either case, accrued and unpaid interest on the principal amount of the 2017 Notes being redeemed to, but not including, October 11, 2017.

The Notes are unsecured obligations of the Company. The Indenture also contains customary event of default provisions. The following table summarizes information about the Notes and the offering thereof.


 

 

 

 

 

 

 

 

 

 

 

 

 

 

Title of Securities:

 

1.200% Senior
Notes due 2017

 

2.200% Senior
Notes due 2020

 

2.800% Senior
Notes due 2022

 

3.150% Senior
Notes due 2025

 

4.150% Senior
Notes due 2035

 

4.300% Senior
Notes due 2045

 

 

 

 

 

 

 

 

Aggregate principal amount sold:

 

$1,750,000,000

 

$3,000,000,000

 

$2,250,000,000

 

$4,000,000,000

 

$1,500,000,000

 

$3,500,000,000

 

 

 

 

 

 

 

 

Maturity date:

 

December14,
2017

 

December14,
2020

 

December14,
2022

 

December14,
2025

 

December14,
2035

 

December14,
2045

 

 

 

 

 

 

 

 

Public offering price:

 

99.947% of the
principal
amount

 

99.915% of the
principal
amount

 

99.861% of the
principal
amount

 

99.634% of the
principal
amount

 

99.865% of the
principal
amount

 

99.833% of the
principal
amount

 

 

 

 

 

 

 

 

Interest payment dates:

 

Semi-annually
on each
June14 and
December14,
commencing
on June14,
2016

 

Semi-annually
on each
June14 and
December14,
commencing
on June14,
2016

 

Semi-annually
on each
June14 and
December14,
commencing
on June14,
2016

 

Semi-annually
on each
June14 and
December14,
commencing
on June14,
2016

 

Semi-annually
on each
June14 and
December14,
commencing
on June14,
2016

 

Semi-annually
on each
June14 and
December14,
commencing
on June14,
2016

 

 

 

 

 

 

 

 

Interest rate:

 

1.200%

 

2.200%

 

2.800%

 

3.150%

 

4.150%

 

4.300%

 

 

 

 

 

 

 

 

Optional redemption:

 

Make-whole
call at treasury
rate plus 5
basis points

 

Prior to
November14,
2020, make-
whole call at
treasury rate
plus 10 basis
points; par call
at any time
thereafter

 

Prior to
October14,
2022, make-
whole call at
treasury rate
plus 12.5 basis
points; par call
at any time
thereafter

 

Prior to
September14,
2025, make-
whole call at
treasury rate
plus 15 basis
points; par call
at any time
thereafter

 

Prior to
June14, 2035,
make-whole
call at treasury
rate plus 20
basis points;
par call at any
time thereafter

 

Prior to
June14, 2045,
make-whole
call at treasury
rate plus 20
basis points;
par call at any
time thereafter

 

 

 

 

 

 

 

 

Special Mandatory Redemption:

 

101%

 

101%

 

101%

 

101%

 

None

 

None

 

2017 Debt Issuance Structure

On September 6, 2017, the Company announced an offering of $1,000,000,000 of its 2.150% Senior Notes due 2022 (the “2022 Notes”), $750,000,000 of its 2.750% Senior Notes due 2027 (the “2027 Notes”) and $750,000,000 of its 3.650% Senior Notes due 2047 (the “2047 Notes,” and together with the 2022 Notes and 2027 Notes, the “Notes”).

The Company received net proceeds of approximately $2.47 billion, after deducting underwriting discounts and estimated offering expenses payable by the Company. The net proceeds will be used for general corporate purposes, including the redemption of the Company’s outstanding 2017 Notes.

The Notes are unsecured obligations of the Company. The Indenture also contains customary event of default provisions. The following table summarizes information about the Notes and the offering thereof.

Title of securities:

2.150% Senior Notes due
2022

2.750% Senior Notes due
2027

3.650% Senior Notes due
2047

Aggregate principal amount sold:

$1,000,000,000

$750,000,000

$750,000,000

Maturity date:

September 15, 2022

September 15, 2027

September 15, 2047

Public offering price:

99.698% of the principal amount

99.255% of the principal amount

99.583% of the principal amount

Interest payment dates:

Semi-annually on each March 15 and September 15, commencing on March 15, 2018.

Semi-annually on each March 15 and September 15, commencing on March 15, 2018.

Semi-annually on each March 15 and September 15, commencing on March 15, 2018.

Interest rate:

2.150%

2.750%

3.650%

Optional redemption:

Prior to August 15, 2022, make-whole call at the applicable U.S. treasury rate plus 10 basis points; par call at any time thereafter

Prior to June 15, 2027, make-whole call at the applicable U.S. treasury rate plus 12.5 basis points; par call at any time thereafter

Prior to March 15, 2047, make-whole call at the applicable U.S. treasury rate plus 15 basis points; par call at any time thereafter

Summary of Visa Inc. Credit Ratings1

Moody’s

 

Standard & Poor’s

 

Outlook

Stable

Outlook

Stable

Issuer Rating

A1

LT Foreign Issuer Credit

A+

Long Term Rating

A1

LT Local Issuer Credit

A+

Short Term Rating

P-1

ST Foreign Issuer Credit

A-1

 

 

ST Local Issuer Credit

A-1

 

As of September 12, 2017 1

Terms of Use

The information contained on this Fixed Income Investor Relations web site is provided for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities.
The financial and other information that may be accessed on this Fixed Income Investor Relations web site speaks only as of the particular dates referenced in the information or the dates the information was originally issued. This information may have since become superseded as a result of later circumstances or events. Visa Inc. does not undertake any obligation, and disclaims any duty, to update this information. In addition, this information may contain forward-looking statements that are subject to various risks and uncertainties that could cause actual outcomes or results to differ materially from those expressed in or implied by any forward-looking statement. The risks and uncertainties that could affect the company’s actual outcomes or results are discussed more fully in our most recent Annual Report on Form 10-K, as well as any updated risks and uncertainties contained in subsequent reports filed with the Securities and Exchange Commission which can be found at www.investor.visa.com.