8-KFinancial EventsOther EventsExhibits & Filings

VISA INC. 8-K Report, Triggering Event (Sep 11, 2017)

Filed September 11, 2017For Securities:V

Summary

Visa Inc. has filed an 8-K report detailing two significant financial actions. Firstly, the company has called for the redemption of its entire $1.75 billion principal amount of 1.200% Notes due 2017, with the redemption date set for October 11, 2017. This action is being taken in accordance with the optional redemption provisions outlined in the governing indenture. Secondly, Visa announced and completed an offering of new senior notes, raising a total of approximately $2.47 billion in net proceeds after deducting underwriting discounts and expenses. This offering comprised $1 billion of 2.150% Senior Notes due 2022, $750 million of 2.750% Senior Notes due 2027, and $750 million of 3.650% Senior Notes due 2047. The proceeds from this offering are earmarked for general corporate purposes, specifically including the aforementioned redemption of the 2017 Notes.

Key Highlights

  • 1Visa Inc. is redeeming its entire $1.75 billion of 1.200% Notes due 2017 on October 11, 2017.
  • 2The redemption is executed under the optional redemption clause of the debt's indenture.
  • 3Visa successfully completed a new debt offering, raising approximately $2.47 billion in net proceeds.
  • 4The new debt consists of three tranches: $1 billion (2.150% due 2022), $750 million (2.750% due 2027), and $750 million (3.650% due 2047).
  • 5Proceeds from the new debt issuance will be used for general corporate purposes, including refinancing the 2017 Notes.
  • 6The company secured favorable borrowing costs on its new notes, with coupon rates ranging from 2.150% to 3.650% across the different maturities.
  • 7The filing includes details on the terms of the new notes, such as maturity dates, interest payment schedules, and optional redemption provisions.

Frequently Asked Questions

Visa is redeeming its 1.200% Notes due 2017 as part of its optional redemption provisions. This is often done when a company can secure new debt at a lower interest rate or as part of optimizing its capital structure.

The new notes were offered and sold under Visa's automatic shelf registration statement (Form S-3) filed with the SEC. The offering was conducted through an Underwriting Agreement dated September 6, 2017, with several major investment banks acting as representatives for the underwriters.

The net proceeds of approximately $2.47 billion from the new note offering will be used for general corporate purposes, with a specific mention of being used to redeem the outstanding 1.200% Notes due 2017.

The newly issued notes include $1 billion of 2.150% Senior Notes due 2022, $750 million of 2.750% Senior Notes due 2027, and $750 million of 3.650% Senior Notes due 2047. They mature on September 15th of their respective years and pay interest semi-annually. The offering prices were slightly below par for all tranches.