8-KMaterial AgreementsExhibits & Filings

Mastercard Inc 8-K Report, Material Agreement (May 11, 2006)

Filed May 11, 2006For Securities:MA

Summary

This Form 8-K filing by Mastercard Inc., dated May 11, 2006, reports on a material definitive agreement entered into by its principal operating subsidiary, MasterCard International Incorporated, with Bank of America, National Association. The agreement, effective January 1, 2006, establishes pricing arrangements for Bank of America's utilization of Mastercard's core authorization, clearing, and settlement services, along with supplemental user-pay services. This strategic arrangement includes pricing discounts and other incentives for Bank of America in exchange for committing certain transaction volumes on Mastercard-branded cards. This development is significant as Bank of America is a substantial shareholder, holding approximately 6.23% of Mastercard's outstanding common stock. The agreement underscores the symbiotic relationship between Mastercard and its major financial institution partners, aiming to drive transaction volume and solidify market presence. Investors should note that portions of the agreement have been filed confidentially, suggesting commercially sensitive details regarding pricing and incentives.

Key Highlights

  • 1MasterCard International Incorporated entered into a material definitive agreement with Bank of America, National Association on May 9, 2006.
  • 2The agreement governs pricing for Bank of America's use of Mastercard's authorization, clearing, and settlement services.
  • 3It also includes terms for certain supplemental user-pay services in the US and other countries.
  • 4The agreement provides for pricing discounts and incentives to Bank of America in exchange for transaction volume commitments.
  • 5Bank of America Corporation is a significant shareholder, owning 6.23% of Mastercard Incorporated's common stock.
  • 6The agreement is effective as of January 1, 2006.
  • 7Certain portions of the Customer Business Agreement have been filed separately with the SEC under confidential treatment.

Frequently Asked Questions

The agreement is a Customer Business Agreement that outlines pricing arrangements for Bank of America's use of Mastercard's payment processing services, including authorization, clearing, and settlement. It also covers supplemental user-pay services and provides for volume-based discounts and incentives.

Bank of America is a major financial institution and a significant shareholder in Mastercard, owning approximately 6.23% of its common stock. This agreement reflects a strategic partnership designed to increase transaction volumes for Mastercard while providing economic benefits to Bank of America.

Yes, Mastercard has applied for confidential treatment for portions of the Customer Business Agreement. This means that specific details regarding the pricing discounts and incentives are not fully disclosed in the public filing, likely due to competitive sensitivity.

The Customer Business Agreement between MasterCard International Incorporated and Bank of America, N.A. became effective as of January 1, 2006.