On March 31, 2020, Visa Inc. (the “Company”) announced an offering of $1,500,000,000 of its 1.900% Senior Notes due 2027 (the “2027 Notes”), $1,500,000,000 of its 2.050% Senior Notes due 2030 (the “2030 Notes”) and $1,000,000,000 of its 2.700% Senior Notes due 2040 (the “2040 Notes,” and together with the 2027 Notes and 2030 Notes, the “Notes”).
The Company received net proceeds of approximately $3.96 billion, after deducting underwriting discounts and estimated offering expenses payable by the Company. The net proceeds will be used for general corporate purposes.
The Notes were offered and sold pursuant to an Underwriting Agreement (the “Underwriting Agreement”) dated March 31, 2020 among the Company and BofA Securities, Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein, under the Company’s automatic shelf registration statement as amended (the “Registration Statement”) on Form S-3 (Registration No. 333-226396), filed with the Securities and Exchange Commission (the “SEC”) on July 27, 2018. The Company has filed with the SEC a prospectus supplement dated March 31, 2020, together with the accompanying prospectus dated July 27, 2018, relating to the offer and sale of the Notes. The Notes were issued on April 2, 2020 pursuant to the Indenture dated as of December 14, 2015 between the Company and U.S. Bank National Association, as Trustee. 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.
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Title of securities
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1.900% Senior Notes
due 2027
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2.050% Senior Notes
due 2030
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2.700% Senior Notes
due 2040
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Aggregate principal amount sold
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$1,500,000,000
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$1,500,000,000
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$1,000,000,000
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Maturity date
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April 15, 2027
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April 15, 2030
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April 15, 2040
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Public offering price
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99.718% of the principal amount
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99.855% of the principal amount
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99.264% of the principal amount
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Interest payment dates
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Semi-annually on each April 15 and October 15, commencing on October 15, 2020.
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Semi-annually on each April 15 and October 15, commencing on October 15, 2020.
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Semi-annually on each April 15 and October 15, commencing on October 15, 2020.
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Coupon
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1.900%
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2.050%
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2.700%
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Optional redemption
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Prior to February 15, 2027, make-whole call at the applicable U.S. treasury rate plus 25 basis points; par call at any time thereafter
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Prior to January 15, 2030, make-whole call at the applicable U.S. treasury rate plus 25 basis points; par call at any time thereafter
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Prior to October 15, 2039, make-whole call at the applicable U.S. treasury rate plus 25 basis points; par call at any time thereafter
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The above description of the Underwriting Agreement, the Indenture and the Notes is qualified in its entirety by reference to the Underwriting Agreement, the Indenture and the forms of Notes. Each of the Underwriting Agreement and the forms of the 2027 Notes, 2030 Notes and 2040 Notes are incorporated by reference into the Registration Statement and are attached to this Current Report on Form 8-K as Exhibit 1.1, Exhibit 4.1, Exhibit 4.2 and Exhibit 4.3, respectively. The Indenture was previously incorporated by reference into the Registration Statement pursuant to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 14, 2015. An opinion regarding the legality of the Notes is incorporated by reference into the Registration Statement and is attached to this Current Report on Form 8-K as Exhibit 5.1; and a consent relating to such incorporation of such opinion is incorporated by reference into the Registration Statement and is attached to this Current Report on Form 8-K as Exhibit 23.1 by reference to its inclusion within Exhibit 5.1.