Statement Of Financial Position
Statement Of Financial Position Classified (USD $) | ||
In Millions | 12 Months Ended
Sep. 30, 2009 | 12 Months Ended
Sep. 30, 2008 |
Assets | ||
Cash and cash equivalents | $4,617 | $4,979 |
Restricted cash-litigation escrow (Note 4) | 1,365 | 1,298 |
Investment securities | ||
Trading (Note 5) | 59 | 0 |
Available-for-sale (Note 5) | 56 | 355 |
Settlement receivable | 605 | 1,131 |
Accounts receivable | 444 | 342 |
Customer collateral (Note 12) | 812 | 679 |
Current portion of volume and support incentives | 214 | 256 |
Current portion of deferred tax assets (Note 20) | 703 | 944 |
Prepaid expenses and other current assets (Note 6) | 366 | 1,190 |
Total current assets | 9,241 | 11,174 |
Restricted cash-litigation escrow (Note 4) | 350 | 630 |
Investment securities, available-for-sale (Note 5) | 168 | 244 |
Volume and support incentives | 102 | 123 |
Property, equipment and technology, net (Note 7) | 1,204 | 1,080 |
Other assets (Note 6) | 125 | 634 |
Intangible assets | 10,883 | 10,883 |
Goodwill | 10,208 | 10,213 |
Total assets | 32,281 | 34,981 |
Liabilities | ||
Accounts payable | 156 | 159 |
Settlement payable | 634 | 1,095 |
Customer collateral (Note 12) | 812 | 679 |
Accrued compensation and benefits | 396 | 420 |
Volume and support incentives | 284 | 249 |
Accrued liabilities (Note 9) | 754 | 306 |
Current portion of long-term debt (Note 10) | 12 | 51 |
Current portion of accrued litigation (Note 21) | 1,394 | 2,698 |
Redeemable class C (series III) common stock, no shares and 35 shares issued and outstanding, respectively (Note 15) | 0 | 1,508 |
Total current liabilities | 4,442 | 7,165 |
Long-term debt (Note 10) | 44 | 55 |
Accrued litigation (Note 21) | 323 | 1,060 |
Deferred tax liabilities (Note 20) | 3,807 | 3,811 |
Other liabilities (Note 9) | 472 | 613 |
Total liabilities | 9,088 | 12,704 |
Temporary Equity and Minority Interest | ||
Minority interest | 4 | 0 |
Total temporary equity and minority interest | 4 | 1,136 |
Commitments and contingencies-(Note 18) | - | - |
Stockholders' Equity | ||
Additional paid-in capital | 21,160 | 21,060 |
Accumulated income | 2,219 | 186 |
Accumulated other comprehensive loss, net | ||
Investment securities, available-for-sale | 10 | 1 |
Defined benefit pension and other postretirement plans | (136) | (66) |
Derivative instruments | (58) | 0 |
Foreign currency translation loss | (4) | (5) |
Total accumulated other comprehensive loss, net | (188) | (70) |
Total stockholders' equity and accumulated income | 23,189 | 21,141 |
Total liabilities, temporary equity and minority interest, and stockholders' equity | 32,281 | 34,981 |
Class C (series II) common stock | ||
Temporary Equity and Minority Interest | ||
Class C (series II) common stock, $0.0001 par value, no shares and 219 shares authorized, no shares and 80 shares issued and outstanding, net of subscription receivable, respectively (Note 15) | 0 | 1,136 |
Preferred stock | ||
Accumulated other comprehensive loss, net | ||
Preferred stock, $0.0001 par value, 25 shares authorized and none issued | 0 | 0 |
Class A common stock | ||
Accumulated other comprehensive loss, net | ||
Common stock | 0 | 0 |
Class B common stock | ||
Accumulated other comprehensive loss, net | ||
Common stock | 0 | 0 |
Class C (series I) common stock | ||
Accumulated other comprehensive loss, net | ||
Common stock | 0 | 0 |
Class C (series III) common stock | ||
Accumulated other comprehensive loss, net | ||
Common stock | 0 | 0 |
Class C (series IV) common stock | ||
Accumulated other comprehensive loss, net | ||
Common stock | $0 | $0 |
1_Statement Of Financial Positi
Statement Of Financial Position Classified (Parenthetical) (USD $) | ||
Share data in Millions | Sep. 30, 2009
| Sep. 30, 2008
|
Redeemable class C (series III) common stock, shares issued | 0 | 35 |
Redeemable class C (series III) common stock, shares outstanding | 0 | 35 |
Class C (series II) common stock | ||
Class C (series II) common stock, par value | 0.0001 | 0.0001 |
Class C (series II) common stock, shares authorized | 0 | 219 |
Class C (series II) common stock, shares issued | 0 | 80 |
Class C (series II) common stock, shares outstanding | 0 | 80 |
Preferred stock | ||
Preferred stock, par value | 0.0001 | 0.0001 |
Preferred stock, shares authorized | 25 | 25 |
Preferred stock, shares issued | 0 | 0 |
Class A common stock | ||
Common stock, par value | 0.0001 | 0.0001 |
Common stock, shares authorized | 2,001,622 | 2,001,622 |
Common stock, shares issued | 470 | 448 |
Common stock, shares outstanding | 470 | 448 |
Class B common stock | ||
Common stock, par value | 0.0001 | 0.0001 |
Common stock, shares authorized | 622 | 622 |
Common stock, shares issued | 245 | 245 |
Common stock, shares outstanding | 245 | 245 |
Class C (series I) common stock | ||
Common stock, par value | $0 | 0.0001 |
Common stock, shares authorized | 0 | 814 |
Common stock, shares issued | 0 | 125 |
Common stock, shares outstanding | 0 | 124 |
Class C (series III) common stock | ||
Common stock, par value | $0 | 0.0001 |
Common stock, shares authorized | 0 | 64 |
Common stock, shares issued | 0 | 27 |
Common stock, shares outstanding | 0 | 27 |
Class C (series IV) common stock | ||
Common stock, par value | $0 | 0.0001 |
Common stock, shares authorized | 0 | 1 |
Common stock, shares issued | 0 | 1 |
Common stock, shares outstanding | 0 | 1 |
Statement Of Income Alternative
Statement Of Income Alternative (USD $) | |||||||||||||||||||
In Millions, except Per Share data | 12 Months Ended
Sep. 30, 2009 | 12 Months Ended
Sep. 30, 2008 | 12 Months Ended
Sep. 30, 2007 | ||||||||||||||||
Operating Revenues | |||||||||||||||||||
Service revenues | $3,174 | $3,061 | $1,945 | [2] | |||||||||||||||
Data processing revenues | 2,430 | 2,073 | 1,416 | [2] | |||||||||||||||
International transaction revenues | 1,916 | 1,721 | 454 | [2] | |||||||||||||||
Other revenues | 625 | 569 | 280 | [2] | |||||||||||||||
Volume and support incentives | (1,234) | (1,161) | (505) | [2] | |||||||||||||||
Total operating revenues | 6,911 | 6,263 | 3,590 | [2] | |||||||||||||||
Operating Expenses | |||||||||||||||||||
Personnel | 1,143 | 1,199 | 721 | [2] | |||||||||||||||
Network, EDP and communications | 393 | 339 | 249 | [2] | |||||||||||||||
Advertising, marketing and promotion | 918 | 1,016 | 581 | [2] | |||||||||||||||
Visa International fees | 0 | 0 | 173 | [2] | |||||||||||||||
Professional and consulting fees | 353 | 438 | 334 | [2] | |||||||||||||||
Depreciation and amortization | 226 | 237 | 126 | [2] | |||||||||||||||
Administrative and other | 338 | 332 | 202 | [2] | |||||||||||||||
Litigation provision (Note 21) | 2 | 1,470 | 2,653 | [2] | |||||||||||||||
Total operating expenses | 3,373 | 5,031 | 5,039 | [2] | |||||||||||||||
Operating income (loss) | 3,538 | 1,232 | (1,449) | [2] | |||||||||||||||
Other Income (Expense) | |||||||||||||||||||
Equity in earnings of unconsolidated affiliates | 0 | 1 | 40 | [2] | |||||||||||||||
Interest expense | (115) | (143) | (81) | [2] | |||||||||||||||
Investment income, net (Notes 5 and 6) | 575 | 211 | 103 | [2] | |||||||||||||||
Other | 2 | 35 | 0 | [2] | |||||||||||||||
Total other income | 462 | 104 | 62 | [2] | |||||||||||||||
Income (loss) before income taxes and minority interest | 4,000 | 1,336 | (1,387) | [2] | |||||||||||||||
Income tax expense (benefit) (Note 20) | 1,648 | 532 | (316) | [2] | |||||||||||||||
Income (loss) before minority interest | 2,352 | 804 | (1,071) | [2] | |||||||||||||||
Minority interest | 1 | 0 | (5) | [2] | |||||||||||||||
Net income (loss) | $2,353 | $804 | ($1,076) | [2] | |||||||||||||||
Class C (series II) common stock | |||||||||||||||||||
Other Income (Expense) | |||||||||||||||||||
Basic net income per share (Note 16) | $0 | [1],[2] | |||||||||||||||||
Basic weighted average shares outstanding (Note 16) | 0 | [1],[2] | |||||||||||||||||
Diluted net income per share (Note 16) | $0 | [1],[2] | |||||||||||||||||
Diluted weighted average shares outstanding (Note 16) | 0 | [1],[2] | |||||||||||||||||
Class A common stock | |||||||||||||||||||
Other Income (Expense) | |||||||||||||||||||
Basic net income per share (Note 16) | 3.11 | 0.96 | $0 | [1],[2] | |||||||||||||||
Basic weighted average shares outstanding (Note 16) | 451 | 239 | 0 | [1],[2] | |||||||||||||||
Diluted net income per share (Note 16) | 3.1 | 0.96 | $0 | [1],[2] | |||||||||||||||
Diluted weighted average shares outstanding (Note 16) | 758 | 769 | 0 | [1],[2] | |||||||||||||||
Class B common stock | |||||||||||||||||||
Other Income (Expense) | |||||||||||||||||||
Basic net income per share (Note 16) | 1.98 | 0.85 | $0 | [1],[2] | |||||||||||||||
Basic weighted average shares outstanding (Note 16) | 245 | 333 | 0 | [1],[2] | |||||||||||||||
Diluted net income per share (Note 16) | 1.98 | 0.85 | $0 | [1],[2] | |||||||||||||||
Diluted weighted average shares outstanding (Note 16) | 245 | 333 | 0 | [1],[2] | |||||||||||||||
Class C common stock | |||||||||||||||||||
Other Income (Expense) | |||||||||||||||||||
Basic net income per share (Note 16) | $0 | [1],[2] | |||||||||||||||||
Basic weighted average shares outstanding (Note 16) | 0 | [1],[2] | |||||||||||||||||
Diluted net income per share (Note 16) | $0 | [1],[2] | |||||||||||||||||
Diluted weighted average shares outstanding (Note 16) | 0 | [1],[2] | |||||||||||||||||
Class C (series I) common stock | |||||||||||||||||||
Other Income (Expense) | |||||||||||||||||||
Basic net income per share (Note 16) | 0.96 | $0 | [1],[2] | ||||||||||||||||
Basic weighted average shares outstanding (Note 16) | 191 | 0 | [1],[2] | ||||||||||||||||
Diluted net income per share (Note 16) | 0.96 | $0 | [1],[2] | ||||||||||||||||
Diluted weighted average shares outstanding (Note 16) | 191 | 0 | [1],[2] | ||||||||||||||||
Class C (series III and IV) common stock | |||||||||||||||||||
Other Income (Expense) | |||||||||||||||||||
Basic net income per share (Note 16) | $0 | [1],[2] | |||||||||||||||||
Basic weighted average shares outstanding (Note 16) | 0 | [1],[2] | |||||||||||||||||
Diluted net income per share (Note 16) | $0 | [1],[2] | |||||||||||||||||
Diluted weighted average shares outstanding (Note 16) | 0 | [1],[2] | |||||||||||||||||
[1]For the years ended September 30, 2007, Visa U.S.A. was a non-stock corporation and therefore there was no comparable metric for net income per share and no common stock outstanding. | |||||||||||||||||||
[2]Historical balances for periods prior to October 1, 2007 represent balances for Visa U.S.A., the accounting acquirer in the business combination. |
Statement Of Shareholders Equit
Statement Of Shareholders Equity And Other Comprehensive Income (USD $) | ||||||||||||||||||||
In Millions | Class C (series II) common stock
| Common Stock Class A
| Common Stock Class B
| Additional Paid In Capital
| Treasury Stock
| Accumulated Income (Deficit)
| Accumulated Other Comprehensive (Loss) Income
| Class C common stock
| Class C (series III and IV) common stock
| Total
| ||||||||||
Beginning Balance at Sep. 30, 2006 | $0 | [1] | $0 | [1] | $584 | [1] | ($1) | [1] | $583 | [1] | ||||||||||
Beginning Balance at Sep. 30, 2006 | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1],[2] | 0 | [1] | ||||||||||
Net income (loss) | (1,076) | (1,076) | [1] | |||||||||||||||||
Other comprehensive income (loss), net of tax | 3 | 3 | [1] | |||||||||||||||||
Adjustment to initially apply FASB ASC 715, net of tax | (9) | (2) | (11) | |||||||||||||||||
Reclassification of common stock upon IPO: | ||||||||||||||||||||
Ending Balance at Sep. 30, 2007 | 0 | [1] | 0 | [1] | 0 | [1] | 0 | [1],[2] | 0 | [1] | ||||||||||
Ending Balance at Sep. 30, 2007 | 0 | [1] | 0 | [1] | (501) | [1] | 0 | [1] | (501) | [1] | ||||||||||
Tax adjustment as a result of adoption of FASB ASC 740 | 8 | 8 | ||||||||||||||||||
Net income (loss) | 804 | 804 | ||||||||||||||||||
Other comprehensive income (loss), net of tax | (70) | (70) | ||||||||||||||||||
Issuance of regional classes of common stock | 426 | 258 | [2] | |||||||||||||||||
Issuance of regional classes of common stock | 12,613 | 12,613 | ||||||||||||||||||
Issuance of class EU (series I and series III) common stock | 63 | |||||||||||||||||||
Issuance of class EU (series I and series III) common stock | 3,068 | 3,068 | ||||||||||||||||||
Issuance of class EU (series II) common stock | 28 | |||||||||||||||||||
Issuance of class EU (series II) common stock | 1,104 | 1,104 | ||||||||||||||||||
Conversion of regional common stock in the true-up (Note 15) | (26) | 27 | [2] | |||||||||||||||||
Conversion of regional common stock in the true-up (Note 15) | 1,150 | 1,150 | ||||||||||||||||||
Issuance of class C (series II) common stock | 52 | |||||||||||||||||||
Issuance of class C (series II) common stock | 0 | 0 | ||||||||||||||||||
Reclassification of common stock upon IPO: | ||||||||||||||||||||
Class C (series III) common stock to liabilities (Note 15) | (35) | |||||||||||||||||||
Class C (series III) common stock to liabilities (Note 15) | (1,508) | (1,508) | ||||||||||||||||||
Class C (series II) common stock to temporary equity (Note 15) | (80) | |||||||||||||||||||
Class C (series II) common stock to temporary equity (Note 15) | (1,104) | (21) | (1,125) | |||||||||||||||||
Proceeds from issuance of class A common stock, net of offering expenses of $586 | 447 | |||||||||||||||||||
Proceeds from issuance of class A common stock, net of offering expenses of $586 | 19,064 | 19,064 | ||||||||||||||||||
Issuance of restricted share awards | 1 | |||||||||||||||||||
Issuance of restricted share awards | 0 | 0 | ||||||||||||||||||
Redemption of class B and class C common stock | (155) | (160) | [2] | |||||||||||||||||
Redemption of class B and class C common stock | (13,446) | (13,446) | ||||||||||||||||||
Share-based compensation (Note 17) | 80 | 80 | ||||||||||||||||||
Accretion of class C (series II) common stock | (19) | (19) | ||||||||||||||||||
Cash dividends declared, at a quarterly amount of $0.105 per as-converted share | (93) | (93) | ||||||||||||||||||
Impact of cash dividend declaration on class C (series II) common stock (Note 15) | 8 | 8 | ||||||||||||||||||
Special IPO dividends received from cost-method investees (Note 15) | (1) | [2] | ||||||||||||||||||
Special IPO dividends received from cost-method investees (Note 15) | 39 | (35) | 4 | |||||||||||||||||
Ending Balance at Sep. 30, 2008 | 448 | 245 | 124 | [2] | 28 | |||||||||||||||
Ending Balance at Sep. 30, 2008 | 21,060 | (35) | 186 | (70) | 21,141 | |||||||||||||||
Net income (loss) | 2,353 | 2,353 | ||||||||||||||||||
Other comprehensive income (loss), net of tax | (118) | (118) | ||||||||||||||||||
Reclassification of common stock upon IPO: | ||||||||||||||||||||
Issuance of restricted share awards | 1 | |||||||||||||||||||
Issuance of restricted share awards | 0 | 0 | ||||||||||||||||||
Conversion of class C (series III) and class C (series IV) into class C (series I) common stock (Note 15) | 28 | [2] | (28) | |||||||||||||||||
Conversion of class C common stock upon sale into public market (Note 15) | 21 | (21) | [2] | |||||||||||||||||
Share-based compensation (Note 17) | 115 | 115 | ||||||||||||||||||
Tax benefit for share-based compensation | 7 | 7 | ||||||||||||||||||
Cash proceeds from exercise of stock options | 32 | 32 | ||||||||||||||||||
Restricted stock instruments settled in cash for taxes | (22) | (22) | ||||||||||||||||||
Accretion of class C (series II) common stock | (2) | (2) | ||||||||||||||||||
Cash dividends declared, at a quarterly amount of $0.105 per as-converted share | (318) | (318) | ||||||||||||||||||
Gain upon issuance of equity interest in joint venture (Note 1) | 6 | 6 | ||||||||||||||||||
Retirement of treasury stock | (39) | 34 | (5) | |||||||||||||||||
Special IPO dividends received from cost-method investees (Note 15) | 1 | (1) | 0 | |||||||||||||||||
Ending Balance at Sep. 30, 2009 | 470 | 245 | 131 | [2] | 0 | |||||||||||||||
Ending Balance at Sep. 30, 2009 | $21,160 | ($2) | $2,219 | ($188) | $23,189 | |||||||||||||||
[1]Historical balances for periods prior to October 1, 2007 represent balances for Visa U.S.A., the accounting acquirer in the business combination. | ||||||||||||||||||||
[2]Shares of class C (series I) common stock were designated as class C common stock with no series designation upon October 2008 redemption. |
2_Statement Of Shareholders Equ
Statement Of Shareholders Equity And Other Comprehensive Income (Parenthetical) (USD $) | ||
In Millions, except Per Share data | 12 Months Ended
Sep. 30, 2009 | 12 Months Ended
Sep. 30, 2008 |
Proceeds from issuance of class A common stock, offering expenses | $586 | |
Cash dividend declared, per share | 0.105 | 0.105 |
Statement Of Other Comprehensiv
Statement Of Other Comprehensive Income (USD $) | |||||||||||||||||||
In Millions | 12 Months Ended
Sep. 30, 2009 | 12 Months Ended
Sep. 30, 2008 | 12 Months Ended
Sep. 30, 2007 | ||||||||||||||||
Net income (loss) | $2,353 | $804 | ($1,076) | [1] | |||||||||||||||
Investment securities, available-for-sale | |||||||||||||||||||
Net unrealized gain (loss) | 18 | (27) | 9 | [1] | |||||||||||||||
Income tax effect | (7) | 11 | (3) | [1] | |||||||||||||||
Reclassification adjustment for net (gain) loss realized in net income (loss) | (3) | 25 | (4) | [1] | |||||||||||||||
Income tax effect | 1 | (10) | 1 | [1] | |||||||||||||||
Other Comprehensive Income, Available-for-sale Securities Adjustment, Net of Tax, Total | 9 | (1) | 3 | [1] | |||||||||||||||
Defined benefit pension and other postretirement plans | (112) | (104) | 0 | [1] | |||||||||||||||
Income tax effect | 42 | 40 | 0 | [1] | |||||||||||||||
Other Comprehensive Income, Defined Benefit Plans Adjustment, Net of Tax, Total | (70) | (64) | 0 | [1] | |||||||||||||||
Derivative instruments | |||||||||||||||||||
Net unrealized (loss) gain | (92) | 2 | 0 | [1] | |||||||||||||||
Income tax effect | 30 | (1) | 0 | [1] | |||||||||||||||
Reclassification adjustment for net loss (gain) realized in net income | 6 | (2) | 0 | [1] | |||||||||||||||
Income tax effect | (2) | 1 | 0 | [1] | |||||||||||||||
Other Comprehensive Income, Derivatives Qualifying as Hedges, Net of Tax, Total | (58) | 0 | 0 | [1] | |||||||||||||||
Foreign currency translation gain (loss) | 1 | (5) | 0 | [1] | |||||||||||||||
Other comprehensive (loss) income, net of tax | (118) | (70) | 3 | [1] | |||||||||||||||
Comprehensive income (loss) | $2,235 | $734 | ($1,073) | [1] | |||||||||||||||
[1]Historical balances for periods prior to October 1, 2007 represent balances for Visa U.S.A., the accounting acquirer in the business combination. |
Statement Of Cash Flows Indirec
Statement Of Cash Flows Indirect (USD $) | |||||||||||||||||||
In Millions | 12 Months Ended
Sep. 30, 2009 | 12 Months Ended
Sep. 30, 2008 | 12 Months Ended
Sep. 30, 2007 | ||||||||||||||||
Operating Activities | |||||||||||||||||||
Net income (loss) | $2,353 | $804 | ($1,076) | [1] | |||||||||||||||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||||||||||||||
Gain on sale of other investments (Note 6) | (473) | 0 | 0 | [1] | |||||||||||||||
Depreciation and amortization of property, equipment and technology | 226 | 237 | 126 | [1] | |||||||||||||||
Amortization of investments, debt issuance cost and accretion of member deposits | 0 | 0 | 11 | [1] | |||||||||||||||
Share-based compensation | 115 | 74 | 0 | [1] | |||||||||||||||
Tax benefit for share-based compensation | (7) | 0 | 0 | [1] | |||||||||||||||
Restricted stock instruments settled in cash for taxes | (22) | 0 | 0 | [1] | |||||||||||||||
Fair value adjustment for liability under the Framework Agreement | 0 | (35) | 0 | [1] | |||||||||||||||
Interest earned on litigation escrow, net of tax | (15) | (13) | 0 | [1] | |||||||||||||||
Net recognized loss on investment securities, including other-than-temporary impairment | 5 | 34 | (4) | [1] | |||||||||||||||
Asset impairment | 11 | 34 | 0 | [1] | |||||||||||||||
Loss on disposal of property, equipment and technology | 2 | 0 | 2 | [1] | |||||||||||||||
Minority interest | (1) | 0 | 5 | [1] | |||||||||||||||
Amortization of volume and support incentives | 1,234 | 1,161 | 489 | [1] | |||||||||||||||
Accrued litigation and accretion | 95 | 1,601 | 2,913 | [1] | |||||||||||||||
Equity in earnings of unconsolidated affiliates | 0 | (1) | (40) | [1] | |||||||||||||||
Deferred income taxes | 297 | (27) | (874) | [1] | |||||||||||||||
Change in operating assets and liabilities: | |||||||||||||||||||
Trading securities | 34 | 0 | 0 | [1] | |||||||||||||||
Accounts receivable | (102) | (24) | (29) | [1] | |||||||||||||||
Settlement receivable | 526 | (543) | 32 | [1] | |||||||||||||||
Volume and support incentives | (1,136) | (1,378) | (507) | [1] | |||||||||||||||
Other assets | (109) | (158) | (172) | [1] | |||||||||||||||
Accounts payable | (3) | (10) | (20) | [1] | |||||||||||||||
Settlement payable | (461) | 451 | (39) | [1] | |||||||||||||||
Accrued compensation and benefits | (23) | (115) | 65 | [1] | |||||||||||||||
Accrued and other liabilities | 213 | (33) | (3) | [1] | |||||||||||||||
Accrued litigation | (2,201) | (1,525) | (231) | [1] | |||||||||||||||
Member deposits | 0 | (3) | (143) | [1] | |||||||||||||||
Net cash provided by operating activities | 558 | 531 | 505 | [1] | |||||||||||||||
Investment securities, available-for-sale: | |||||||||||||||||||
Purchases | (7) | (1,509) | (3,070) | [1] | |||||||||||||||
Proceeds from sales and maturities | 297 | 2,458 | 2,769 | [1] | |||||||||||||||
Distribution from money market investment (Note 6) | 884 | 0 | 0 | [1] | |||||||||||||||
Reclassification of money market investment | 0 | (983) | 0 | [1] | |||||||||||||||
Proceeds from sale of other investments | 1,008 | 0 | 0 | [1] | |||||||||||||||
Cash acquired through reorganization | 0 | 1,002 | 0 | [1] | |||||||||||||||
Purchases of/contributions to other investments | (48) | (25) | (3) | [1] | |||||||||||||||
Dividends/distributions from other investments | 2 | 22 | 1 | [1] | |||||||||||||||
Purchases of property, equipment and technology | (306) | (415) | (160) | [1] | |||||||||||||||
Proceeds from sale of property, equipment and technology | 0 | 4 | 0 | [1] | |||||||||||||||
Net cash provided by (used in) investing activities | 1,830 | 554 | (463) | [1] | |||||||||||||||
Financing Activities | |||||||||||||||||||
Proceeds from short-term borrowing | 0 | 2 | 0 | [1] | |||||||||||||||
Payments on short-term borrowing | 0 | (2) | 0 | [1] | |||||||||||||||
Proceeds from sale of common stock, net of issuance costs of $550 | 0 | 19,100 | 0 | [1] | |||||||||||||||
Tax benefit for share-based compensation | 7 | 0 | 0 | [1] | |||||||||||||||
Cash proceeds from exercise of stock options | 32 | 0 | 0 | [1] | |||||||||||||||
Funding of litigation escrow account-Retrospective Responsibility Plan | (1,800) | (3,000) | 0 | [1] | |||||||||||||||
Payment from litigation escrow account-Retrospective Responsibility Plan | 2,028 | 1,085 | 0 | [1] | |||||||||||||||
Funding of tax escrow account for income tax withheld on stock proceeds | 0 | (116) | 0 | [1] | |||||||||||||||
Payments from tax escrow account | 0 | 116 | 0 | [1] | |||||||||||||||
Payment for redemption of stock | (2,646) | (13,446) | 0 | [1] | |||||||||||||||
Dividends paid | (318) | (93) | 0 | [1] | |||||||||||||||
Principal payments on debt | (50) | (18) | (33) | [1] | |||||||||||||||
Principal payments on capital lease obligations | (4) | (4) | (4) | [1] | |||||||||||||||
Net cash (used in) provided by financing activities | (2,751) | 3,624 | (37) | [1] | |||||||||||||||
Effect of exchange rate translation on cash and cash equivalents | 1 | (5) | 0 | [1] | |||||||||||||||
(Decrease) Increase in cash and cash equivalents | (362) | 4,704 | 5 | [1] | |||||||||||||||
Cash and cash equivalents at beginning of year | 4,979 | 275 | [1] | 270 | [1] | ||||||||||||||
Cash and cash equivalents at end of year | 4,617 | 4,979 | 275 | [1] | |||||||||||||||
Supplemental Disclosure of Cash Flow Information | |||||||||||||||||||
Income taxes paid, net of refunds | 1,172 | 678 | 413 | [1] | |||||||||||||||
Amounts included in accounts payable and accrued liabilities related to purchases of property, equipment and technology | 18 | 32 | 6 | [1] | |||||||||||||||
Interest payments on debt | 7 | 8 | 4 | [1] | |||||||||||||||
Common stock issued in acquisition | 0 | 17,935 | 0 | [1] | |||||||||||||||
Assets acquired in joint venture with note payable and equity interest issued | $22 | $0 | $0 | [1] | |||||||||||||||
[1]Historical balances for periods prior to October 1, 2007 represent balances for Visa U.S.A., the accounting acquirer in the business combination. |
3_Statement Of Cash Flows Indir
Statement Of Cash Flows Indirect (Parenthetical) (USD $) | |||||||||||||||||||
In Millions | 12 Months Ended
Sep. 30, 2009 | 12 Months Ended
Sep. 30, 2008 | 12 Months Ended
Sep. 30, 2007 | ||||||||||||||||
Proceeds from sale of common stock, issuance costs | $0 | $550 | $0 | [1] | |||||||||||||||
[1]Historical balances for periods prior to October 1, 2007 represent balances for Visa U.S.A., the accounting acquirer in the business combination. |
Note 1-Summary of Significant A
Note 1-Summary of Significant Accounting Policies | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 1-Summary of Significant Accounting Policies | Note 1Summary of Significant Accounting Policies OrganizationVisa Inc. (Visa or the Company) is a global payments technology company that connects consumers, businesses, banks and governments around the world, enabling them to use digital currency instead of check and cash. The Company provides financial institutions with payment processing platforms that encompass consumer credit, debit, prepaid and commercial payments, and facilitate global commerce through the transfer of value and information among financial institutions, merchants, consumers, businesses and government entities. The Company does not issue cards, set fees, or determine the interest rates consumers will be charged on Visa-branded cards, which are the independent responsibility of the Companys issuing customers. In order to respond to industry dynamics and enhance Visas ability to compete, Visa undertook a reorganization in October 2007, and in March 2008 the Company completed its initial public offering (theIPO). See Note2The Reorganization. Consolidation and basis of presentationThe consolidated financial statements include the accounts of Visa Inc. and its consolidated entities and are presented in accordance with accounting principles generally accepted in the United States of America (GAAP). The Company consolidates all entities that are controlled by ownership of a majority voting interest as well as variable interest entities for which the Company is the primary beneficiary. All significant intercompany accounts and transactions are eliminated in consolidation. Certain reclassifications, not affecting net income, have been made to prior period information to conform to the current period presentation format. Prior to the October 2007 reorganization, Visa operated as five corporate entities related by ownership and membership: Visa U.S.A., Visa International Service Association (Visa International comprising the operating regions of Asia Pacific (AP), Latin America and Caribbean (LAC), and Central and Eastern Europe, Middle East and Africa (CEMEA)), Visa Canada Inc. (Visa Canada), Inovant LLC (Inovant), and Visa Europe Limited (Visa Europe). See Note 2The Reorganization. Beginning October1, 2007, the Companys consolidated results include Visa U.S.A., Visa International, Visa Canada and Inovant. Visa Europe did not become a subsidiary of Visa Inc. as part of the reorganization. See Note 3Visa Europe. Consolidated results for the year ended September30, 2007 are those of Visa U.S.A., the accounting acquirer in the reorganization. During the first quarter of fiscal 2009, the Company formed Visa Processing Services, Ltd. (VPS) and issued a 30% minority interest to and executed a joint venture agreement with Yalamanchili International Pte. Ltd., a payments processor and software company that will enable VPS to extend multi-currency and multi-language debit, credit and prepaid processing capabilities outside of the United States. The Company retained the remaining 70% interest in VPS, which is consolidated in the financial statements. In fiscal 2010, the Company will report non-controlling interests (previously referred to as minority interests) as a compone |
Note 2-The Reorganization
Note 2-The Reorganization | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 2-The Reorganization | Note 2The Reorganization Description of the Reorganization and Purchase Consideration In a series of transactions from October1 to October3, 2007, Visa undertook a reorganization in which Visa U.S.A., Visa International, Visa Canada and Inovant became direct or indirect subsidiaries of Visa Inc. and the Retrospective Responsibility Plan was established. See Note 4Retrospective Responsibility Plan. For accounting purposes, the Company reflected the reorganization as a single transaction occurring on October1 (the reorganization date), using the purchase method of accounting with Visa U.S.A. as the accounting acquirer. The net assets underlying the acquired interests in Visa International, Visa Canada, and Inovant (the acquired interests) were recorded at fair value at the reorganization date with the excess purchase price over this value attributed to goodwill. Visa Europe did not become a subsidiary of Visa Inc., but rather remained owned and governed by its European member financial institutions and entered into a set of contractual arrangements with the Company in connection with the reorganization. The Company issued different classes and series of common stock in the reorganization reflecting the different rights and obligations of the Visa financial institution members and Visa Europe. The allocation of the Companys common stock to each of Visa AP, Visa LAC, Visa CEMEA, Visa Canada (collectively the acquired regions) and Visa U.S.A. (collectively the participating regions) was based on each entitys expected relative contribution to the Companys projected fiscal 2008 net income, after giving effect to negotiated adjustments. This allocation was adjusted shortly prior to the IPO (the true-up) to reflect actual performance in the four quarters ended December31, 2007. The allocation of the Companys common stock and other consideration conveyed to Visa Europe in exchange for its ownership interest in Visa International andInovant was determined based on the fair value of each element exchanged in the reorganization as discussed below and in Note 3Visa Europe. Total shares authorized and issued to the financial institution member groups of the participating regions and to Visa Europe in the reorganization totaled 775,080,512 shares of class B and class C common stock. Total purchase consideration, inclusive of the true-up, of approximately $18.4 billion comprised of the following: inmillions Visa Inc. common stock $ 17,935 Visa Europe put option 346 Liability under Framework Agreement 132 Total purchase consideration $ 18,413 Visa Inc. Common Stock Issued in Exchange for the Acquired Interests The value of the purchase consideration conveyed to each of the member groups of the acquired regions was determined by valuing the underlying businesses contributed by each, after giving effect to negotiated adjustments. The fair value of the purchase consideration, consisting of 258,022,779 shares of class C (series I) common stock, was approximately $12.6 billion, measured at June15, 2007, or the date on which all parties entered into the global restructuring agreement. Add |
Note 3-Visa Europe
Note 3-Visa Europe | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 3-Visa Europe | Note 3Visa Europe Under the terms of the reorganization, Visa Europe exchanged its ownership interest in Visa International and Inovant for Visa Inc. common stock as described in Note 2The Reorganization, a put-call option agreement and a Framework Agreement, as described below. Visa Europe Put Option Agreement The Company granted Visa Europe a perpetual put option, which if exercised, will require Visa Inc. to purchase all of the outstanding shares of capital stock of Visa Europe from its members. The put option became exercisable during fiscal 2009. The Company is required to purchase the shares of Visa Europe no later than 285 days after exercise of the put option. The purchase price of the Visa Europe shares under the put option is based upon a formula that, subject to certain adjustments, applies Visa Inc.s forward price-to-earnings multiple (the P/E ratio) at the time the option is exercised (as defined in the option agreement) to Visa Europes projected sustainable adjusted net operating income for the forward 12-month period (adjusted sustainable income). Visa Europes adjusted sustainable income is calculated under the terms of the put option agreement and includes potentially material adjustments for cost synergies and other negotiated items. Fair Value of Put Option. At September30, 2009, the Company determined the fair value of the put option to be approximately $346 million. While this amount represents the fair value of the put option at September30, 2009, it does not represent the actual purchase price that the Company may be required to pay if the option is exercised, which could be several billion dollars or more. The fair value of the put option represents the value of Visa Europes option, which under certain conditions could obligate the Company to purchase its member equity interest for an amount above fair value. While the put option is in fact non-transferable, its fair value represents the Companys estimate of the amount the Company would be required to pay a third party market participant to transfer the potential obligation in an orderly transaction. The fair value of the put option is computed using probability-weighted models designed to estimate the Companys liability assuming various possible exercise decisions that Visa Europe could make under different economic conditions in the future, including the possibility that Visa Europe will never exercise its option. The most significant of these estimates are the assumed probability that Visa Europe will elect to exercise its option and the estimated differential between the P/E ratio and the P/E ratio applicable to Visa Europe on a stand alone basis at the time of exercise, which the Company refers to as the P/E differential. Exercise of the put option is at the sole discretion of Visa Europe (on behalf of the Visa Europe shareholders pursuant to authority granted to Visa Europe, under its articles of association). The Company estimates the assumed probability of exercise based on reasonably available information including, but not limited to: (i)Visa Europes stated intentions; (ii)indications that Visa Europe is preparing to exercise as reflected |
Note 4-Retrospective Responsibi
Note 4-Retrospective Responsibility Plan | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 4-Retrospective Responsibility Plan | Note 4Retrospective Responsibility Plan The Company has established several related mechanisms designed to address potential liability under certain litigation referred to as the covered litigation. These mechanisms are included in and referred to as the Retrospective Responsibility Plan (the Plan) and consist of an escrow agreement, a loss sharing agreement, an interchange judgment sharing agreement, the conversion feature of the Companys shares of class B common stock and the indemnification obligations of the Visa U.S.A. members pursuant to Visa U.S.A.s certificate of incorporation and bylaws and in accordance with their membership agreements. In accordance with the escrow agreement, following the Companys IPO in fiscal 2008, the Company deposited $3.0 billion of the proceeds of the offering in an Escrow Account from which settlements of, or judgments in, the covered litigation are being paid. Under the terms of the Plan, when the Company funds the Escrow Account, the shares of classB common stock are subject to dilution through an adjustment to the conversion rate of the shares of class B common stock to shares of class A common stock. As a result of the initial deposit, the conversion rate applicable to the Companys class B common stock outstanding was reduced to 0.7143 class A shares. The escrow funds are held in money market investments along with the income earned, less applicable taxes, and are classified as restricted cash on the consolidated balance sheet. The amount of the escrow funds is equivalent to the actual, undiscounted amount of covered litigation payments expected to be made beyond one year from the balance sheet date for settled claims and is classified as a non-current asset. The amount of the escrow was determined by the litigation committee. The litigation committee was established pursuant to the litigation management agreement among Visa Inc., Visa U.S.A., Visa International and the members of the litigation committee, all of whom are affiliated with, or act for, certain Visa U.S.A. members. On December16, 2008, upon the recommendation of the Companys board of directors, the Companys stockholders approved and adopted an amendment and restatement of its then existing certificate of incorporation to permit the Company greater flexibility in funding the Escrow Account and made other clarifying modifications. These amendments enabled the Company to, under certain conditions, deposit operating cash directly into the Escrow Account resulting in a further reduction in the conversion rate applicable to the Companys class B common shares. As a result, the Company filed a Fifth Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware on December16, 2008. During fiscal 2009, the Company deposited an additional $1.8 billion into the Escrow Account. The funding further reduced the conversion rate applicable to the Companys class B common stock outstanding from 0.7143classA shares to 0.5824classA shares. See Note 15Stockholders Equity. The following table sets forth the changes in the Escrow Account: 2009 2008 (in millions) Balance at October1 |
Note 5-Investments and Fair Val
Note 5-Investments and Fair Value Measurements | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 5-Investments and Fair Value Measurements | Note 5Investments and Fair Value Measurements The Company measures certain assets and liabilities at fair value. See Note 1Summary of Significant Accounting Policies. Assets and Liabilities that are Measured at Fair Value on a Recurring Basis Assets and liabilities carried at fair value on a recurring basis are as follows: FairValueMeasurementsatSeptember30,2009 UsingInputs Considered as Level1 Level2 Level3 (in millions) Assets Cash equivalents and restricted cash Money market funds and time deposits $ 5,977 Investment securities U.S. government-sponsored agency debt securities $ 169 Canadian government debt securities 7 Equity securities 73 Corporate debt securities $ 10 Mortgage backed securities 6 Other asset backed securities 5 Auction rate securities 13 Derivative financial instruments Foreign exchange derivative instruments 16 $ 6,050 $ 192 $ 34 Liabilities Other liabilities Visa Europe put option $ 346 Foreign exchange derivative instruments $ 96 Level 3 Assets and Liabilities that are Measured at Fair Value on a Recurring Basis Corporate debt securities, mortgage backed securities and other asset backed securities. These securities have been classified as Level 3 due to a lack of trading in active markets and a lack of observable inputs in measuring fair value. Valuations for these securities are provided by the Companys pricing vendors and are based on significant unobservable inputs. The valuations provided by these pricing vendors were insignificant to the Companys consolidated financial statements. Auction rate securities. These securities have been classified within Level 3 as their valuation requires substantial judgment and estimation of factors that are not currently observable in the market due to the lack of trading in these securities. Visa Europe put option agreement. The Company granted Visa Europe a perpetual put option which is carried at fair value in accrued liabilities on the consolidated balance sheet with changes in the fair value recorded in the consolidated statement of operations. See Note 3Visa Europe. The liability is classified within Level 3 as the assumed probability that Visa Europe will elect to exercise its option and the estimated P/E differential are unobservable inputs used to value the put option. There was no change in the fair value of the put option during fiscal 2009. The table below provides a roll-forward of Level 3 investments which are measured at fair value on a recurring basis from October1, 2008 to September30, 2009: Financial Assets Using Significant Unobservable Inputs (Level 3) Corporate Debt Securities Mortgage Backed Securities Other Asset Backed Securities Auction Rate Securities Total (in millions) Balances at October1, 2008 |
Note 6-Prepaid Expenses and Oth
Note 6-Prepaid Expenses and Other Assets | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 6-Prepaid Expenses and Other Assets | Note 6Prepaid Expenses and Other Assets Prepaid expenses and other current assets consisted of the following: September30, 2009 September30, 2008 (in millions) Money market investmentReserve Primary Fund $ 69 $ 953 Prepaid expenses and maintenance 97 91 Income tax receivable 135 90 Other 65 56 Total $ 366 $ 1,190 Other non-current assets consisted of the following: September30, 2009 September30, 2008 (in millions) Other investments $ 102 $ 592 Long-term prepaid expenses and Other 23 42 Total $ 125 $ 634 The money market investment represents thecarryingvalue of the Companys investment in the Reserve Primary Fund (the Fund). The Fund balance reflects a $29 million other-than-temporary impairment which was recorded in fiscal 2008 against the Companys original investment of $982 million. The other-than-temporary impairment reflected a change in the per share value of $1.00 to approximately $0.97 per share. During fiscal 2009, the Company received distributions totaling $884 million. On August25, 2009, the Fund issued a statement stating that each unpaid shareholder may receive total distributions which would be equivalent to a per share value of $0.987 based on certain assumptions. On September23, 2009, the Court held a hearing where the judge considered a proposed plan by the U.S. Securities and Exchange Commission to distribute the Funds remaining assets. Applying this per share value to Visas unredeemed shares at September30, 2009 would result in an additional distribution totaling approximately $86 million. Based on recent developments, the Company believes it is likely that the Fund will liquidate and distribute the remaining assets within a twelve month period, and has therefore included the Reserve Primary Fund balance as a current asset at September30, 2009. See Note 5Investments and Fair Value Measurements and Note21Legal Matters. On October5, 2009, the Company received an additional $19 million distribution from the Fund. The other investment balance represents equity investments in privately-held companies. On June29, 2009, the Company sold its investment in VisaNet do Brasil for proceeds of approximately $1.0 billion, which was received on July2, 2009. Prior to the sale, the Company accounted for the investment under the cost method with a book value of approximately $535 million, reflected in other non-current assets on its balance sheet. Approximately $517 million of the book value was recorded in the reorganization as part of the allocation of the purchase price to acquired assets and liabilities. The Company recognized a pre-tax gain of $473 million in investment income, net on its statement of operations as a result of the sale. The amount of the gain net of tax was $237 million. The decrease in other non-current assets was offset by $50 million of new investments in the fourth quarter of fiscal 2009. |
Note 7-Property, Equipment and
Note 7-Property, Equipment and Technology | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 7-Property, Equipment and Technology | Note 7Property, Equipment and Technology Property, equipment and technology, net consisted of the following: September30, 2009 September30, 2008 (in millions) Land $ 71 $ 71 Buildings and building improvements 629 369 Furniture, equipment and leasehold improvements 598 519 Construction-in-progress 43 266 Technology 688 531 Total property, equipment and technology 2,029 1,756 Accumulated depreciation and amortization (825 ) (676 ) Property, equipment and technology, net $ 1,204 $ 1,080 Construction-in-progress balance at September30, 2008 primarily reflects costs related to the construction of the Companys east coast data center, which commenced operations in fiscal 2009. Technology consists of both purchased and internally developed software. Internally developed software represents software utilized by the VisaNet electronic payment network. At September30, 2009, and September30, 2008, accumulated amortization for technology was $434 million and $304 million, respectively. At September30, 2009, estimated future amortization expense on technology placed in service was as follows: Fiscal (in millions) 2010 2011 2012 2013 2014 and thereafter Total Estimated future amortization expense $ 121 $ 44 $ 31 $ 29 $ 29 $ 254 Depreciation and amortization expenses related to property, equipment and technology was $226 million and $237 million for fiscal 2009 and 2008, respectively. Included in those amounts are amortization expense on technology of $128 million and $129 million for fiscal 2009 and 2008, respectively. |
Note 8-Intangible Assets
Note 8-Intangible Assets | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 8-Intangible Assets | Note 8Intangible Assets Intangible assets at September30, 2009 and 2008 consisted of customer relationships of $6.8 billion, a tradename of $2.6 billion and a Visa Europe franchise right of $1.5 billion which were acquired from Visa International and Visa Canada in the reorganization. Customer relationships represent the value of the Companys relationships with its customers in Canada and the acquired regions of Visa International. Tradename represents the value of the Visa brand utilized in Canada and the acquired regions of Visa International. Visa Europes franchise right represents the value of the right to franchise the use of the Visa brand, use of Visa technology and access to the overall Visa network in the Visa Europe region. There was no amortization or impairment related to these intangible assets during fiscal 2009 or 2008 as these have been determined to be indefinite-lived intangible assets. |
Note 9-Accrued and Other Liabil
Note 9-Accrued and Other Liabilities | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 9-Accrued and Other Liabilities | Note 9Accrued and Other Liabilities Accrued liabilities consisted of the following: September30, September30, 2009 2008 (in millions) Visa Europe put option(1)(See Note 3Visa Europe) $ 346 $ Accrued operating expenses 87 119 Accrued marketing and product expenses 103 103 Deferred revenue 39 37 Accrued income taxes(See Note 20Income Taxes) 23 Other 156 47 Total $ 754 $ 306 Other long-term liabilities consisted of the following: September30, 2009 September30, 2008 (in millions) Visa Europe put option(1)(See Note 3Visa Europe) $ $ 346 Accrued income taxes(See Note 20Income Taxes) 304 122 Employee benefits 119 99 Other 49 46 Total $ 472 $ 613 (1) At September 30, 2009, the put option is exercisable at any time at the sole discretion of Visa Europe with payment required 285 days thereafter. As such, the put option liability is included in accrued liabilities on the consolidated balance sheet at September30, 2009. As the put option did not become exercisable until March 2009, it was classified as long-term at September 30, 2008. Classification in current liabilities is not an indication of managements expectation of exercise and simply reflects the fact that the obligation resulting from the exercise of the instrument could become payable within 12 months. |
Note 10-Debt
Note 10-Debt | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 10-Debt | Note 10Debt The Company had outstanding debt as follows: September30, 2009 September30, 2008 (in millions) 5.60% Senior secured notesSeries B principal and interest payments payable quarterly, due December 2012 $ 22 $ 29 7.53% Medium-term notesinterest payments payable semi-annually, due August 2009 40 8.28% Secured notesSeries B, principal and interest payments payable monthly, due September 2014 16 18 7.83% Secured notesSeries B, principal and interest payments payable monthly, due September 2015 19 21 Total principal amount of debt $ 57 $ 108 Unamortized discount, debt issuance costs and other costs (1 ) (2 ) Total debt $ 56 $ 106 Less: current portion of long-term debt (12 ) (51 ) Long-term debt $ 44 $ 55 The estimated fair value of the Companys debt at September30, 2009 and 2008 is $64 million and $115 million, respectively, based on credit ratings for similar notes. 5.60% Senior Secured Notes-Series B In December 2002, Visa U.S.A. issued $68 million in series B senior secured notes with a maturity date of tenyears. The note is collateralized by the Companys Colorado facility, which consists of two data centers and an office building, in addition to processing assets and developed software. 7.53% Medium-Term Notes Visa International established a medium-term note program in 1992 to offer up to $250 million of unsecured private placement notes. At September30, 2009, the Company had no outstanding obligations under these notes and terminated this private placement program. 8.28% Secured Notes-Series B In September 1994, a real estate partnership owned jointly by Visa U.S.A. and Visa International issued notes that are secured by certain office properties and facilities in California which are used by the Company (1994 Lease Agreement). Series B of these notes, totaling $26 million, were issued with an interest rate of 8.28% and a stated maturity of September23, 2014, and are payable monthly with interest-only payments for the first ten years and payments of interest and principal for the remainder of the term. In May 2008, Visa Inc., Visa U.S.A. and Visa International executed an Amendment and Waiver to the 1994 Lease Agreement (Amended 1994 Lease Agreement) under which remaining obligations are guaranteed by Visa Inc. The Amended 1994 Lease Agreement stipulates that the interest rate will be adjusted upward if the long-term senior unsecured debt rating of Visa Inc. falls below certain stipulated levels. 7.83% Secured NotesSeries B In September 1995, a real estate partnership owned jointly by Visa U.S.A. and Visa International issued notes that are secured by certain office properties and facilities in California which are used by the Company (1995 Lease Agreement). Series B of these notes, totaling $27 million, was issued with an interest rate of 7.83% and a stated maturity of September15, 2015, and is payable monthly with interest-only payments for the first ten years and payments of inte |
Note 11-Pension, Postretirement
Note 11-Pension, Postretirement and Other Benefits | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 11-Pension, Postretirement and Other Benefits | Note 11Pension, Postretirement and Other Benefits The Company sponsors various qualified and non-qualified defined benefit pension and postretirement benefit plans which provide for retirement and medical benefits for substantially all employees residing in the United States. The Company uses a September30 measurement date for its pension and postretirement benefit plans. Defined Benefit Pension Plan The defined benefit pension plan benefits are based on years of service, age and the employees highest average of any three consecutive years during the final five years of earnings; and for employees hired after September30, 2002, the employees final five years of earnings. Expense for the pension benefits is accrued levelly throughout an employees career. The funding policy is to contribute annually no less than the minimum required contribution under ERISA. In August 2007, the Company approved changes to the pension plan and began transitioning from a traditional final average pay formula to a cash balance formula for determining pension benefits, effective January1, 2008. The cash balance formula will provide contributions at a rate of 6% of eligible compensation and will credit interest on account balances at the 30 year Treasury Bond rate. Effective October1, 2008, the pension plan was amended to provide death benefits of 100% of the value of the accrued benefit to a participants beneficiary or estate. Prior to this amendment, the plan provided a 50% death benefit only to a participants spouse. Postretirement Benefits Plan The postretirement benefits plan provides medical benefits for retirees and dependents who meet minimum age and service requirements. Benefits are provided from retirement date until age sixty-five. Retirees must contribute on a monthly basis for the same coverage that is generally available to active employees and their dependents. The Companys contributions are funded on a current basis. In August 2008, the Company amended its postretirement benefits plan to discontinue the employer subsidy for all participants not yet retirement eligible at December31, 2008 and recorded a curtailment gain of $2 million in fiscal 2008. Summary of Plan Activities Change in Projected Benefit Obligation/Accumulated Postretirement Benefit Obligation: PensionBenefits Other PostretirementBenefits 2009 2008 2009 2008 (in millions) Benefit obligation-beginning of fiscal year $ 667 $ 634 $ 50 $ 77 Service cost 51 50 5 Interest cost 46 40 2 5 Plan amendments 4 (26 ) Actuarial (gain)/loss 64 16 (5 ) (7 ) Settlements 4 21 Benefit payments (93 ) (98 ) (4 ) (4 ) Benefit obligation-end of fiscal year $ 739 $ 667 $ 43 $ 50 Accumulated benefit obligation $ 720 $ 634 NA NA Change in Plan Assets: Fair value of plan assets-beginning o |
Note 12-Settlement Guarantee Ma
Note 12-Settlement Guarantee Management | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 12-Settlement Guarantee Management | Note 12Settlement Guarantee Management The Company indemnifies customers for settlement losses suffered due to failure of any other customer to honor Visa cards, travelers cheques, deposit access products, point-of-sale check service drivers and other instruments processed in accordance with the operating regulations. This indemnification creates settlement risk for the Company due to the difference in timing between the date of a payment transaction and the date of subsequent settlement. The term and amount of the indemnification are unlimited. Settlement at risk (or exposure) is estimated based on the sum of the following inputs: (1) average daily volumes during the quarter multiplied by the estimated number of days to settle plus a safety margin; (2) four months of rolling average chargebacks volume; and (3) the total balance for outstanding travelers cheques. The Company maintains global credit settlement risk policies and procedures to manage settlement risk which may require customers to post collateral if certain credit standards are not met. During the first quarter of fiscal 2009, the Company updated its settlement risk policy and raised the safety margin from two days to three days. The Companys estimated maximum settlement exposure was approximately $41.8 billion at September30, 2009 compared to $34.8 billion at September30, 2008. Of these amounts, $3.7 billion at September30, 2009 and $3.0 billion at September30, 2008, are covered by collateral. The total available collateral balances presented below are greater than the settlement exposure covered by customer collateral held due to instances in which the available collateral exceeds the total settlement exposure for certain financial institutions at each date presented. The Company maintained collateral as follows: September30, 2009 September30, 2008 (in millions) Cash equivalents $ 812 $ 679 Pledged securities at market value 243 150 Letters of credit 703 720 Guarantees 2,644 1,938 Total $ 4,402 $ 3,487 Cash equivalents collateral is reflected in customer collateral on the consolidated balance sheet as it is held in escrow in the Companys name. All other collateral is excluded from the consolidated balance sheet. Pledged securities are held by third parties in trust for the Company and customers. Guarantees are provided primarily by parent financial institutions to secure the obligations of their subsidiaries, and the Company routinely evaluates the financial viability of institutions providing the guarantees. The fair value of the settlement risk guarantee is estimated using a proprietary model which considers statistically derived loss factors based on historical experience, estimated settlement exposures at period end and a standardized grading process for customers (using, where available, third-party estimates of the probability of customer failure). The estimated probability-weighted value of the guarantee was less than $1 million at September30, 2009 and 2008 and is reflected in accrued liabilities on the consolidated balance sheet. |
Note 13-Derivative Financial In
Note 13-Derivative Financial Instruments | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 13-Derivative Financial Instruments | Note 13Derivative Financial Instruments The functional currency for the Company is the U.S. dollar (USD) for the majority of its foreign operations. The Company transacts business in USD and in various foreign currencies. This activity subjects the Company to exposure from movements in foreign currency exchange rates. The Companys policy is to enter into foreign exchange forward derivative contracts to manage the variability in expected future cash flows attributable to changes in foreign exchange rates. At September30, 2009, all derivative instruments outstanding mature within 21 months or less. The Company does not use foreign exchange forward contracts for speculative or trading purposes. All derivatives are recorded on the consolidated balance sheet at fair value in prepaid expenses and other current assets or accrued liabilities and the resulting gains or losses from changes in fair value are accounted for depending on whether they are designated and qualify for hedge accounting. The Company enters into forward contracts to hedge certain operational (cash flow) exposures resulting from changes in foreign currency exchange rates. Such cash flow exposures result from portions of forecasted revenues and expenses being denominated in or based on currencies other than USD. In fiscal 2009 the Company implemented a rolling hedge strategy program. Under this strategy, the Company seeks to reduce the exchange rate risk from forecasted net exposure of revenues derived from and payments made in foreign currencies during the immediately following 12months. The aggregate notional amount of the Companys foreign currency forward contracts outstanding in its exchange rate risk management program was $742million and $4million, respectively, at September30, 2009 and September30, 2008. The aggregate notional amount of $742million outstanding at September30, 2009 is fully consistent with the Companys strategy and treasury policy aimed at reducing foreign exchange risk below a predetermined and approved threshold. However, actual results for this period could materially differ from the Companys forecast. As of September30, 2009, the Companys cash flow hedges in an asset position totaled $18million and are classified in prepaid expenses and other current assets on the consolidated balance sheet, while cash flow hedges in a liability position totaled $94million and are classified in accrued liabilities on the consolidated balance sheet. See Note 5Investments and Fair Value Measurements. To qualify for cash flow hedge accounting treatment, the Company formally documents, at inception of the hedge, all relationships between hedging transactions and hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions. The Company also formally assesses whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows of the hedged items and whether those derivatives may be expected to remain highly effective in future periods. The Company assesses effectiveness prospectively using regression analysis and retrospectively using a dollar ratio test. The e |
Note 14-Enterprise-wide Disclos
Note 14-Enterprise-wide Disclosures and Concentration of Business | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 14-Enterprise-wide Disclosures and Concentration of Business | Note 14Enterprise-wide Disclosures and Concentration of Business The Companys long-lived net property, equipment and technology assets are classified by major geographic area as follows: September30, 2009 September30, 2008 (in millions) U.S. $ 1,128 $ 1,014 Non-U.S. 76 66 Total $ 1,204 $ 1,080 Revenue by geographic market is primarily based on the location of the issuing bank. Certain revenues, primarily international service revenues, are shared by geographic locations based upon the location of the merchant involved in the transaction. Visa does not maintain revenues by individual country, other than the U.S. Revenue generated in the U.S. was approximately 58%, 59% and 92% of total operating revenues in fiscal 2009, 2008 and 2007, respectively. A significant portion of Visas operating revenues are concentrated among its largest customers. Loss of business from any of these customers could have an adverse effect on the Company. Revenues from the Companys top five customers were approximately 32%, 26% and 33% of total operating revenues in fiscal 2009, 2008 and 2007, respectively. JPMorgan Chase accounted for 10% of the Companys net operating revenues in fiscal 2009. No other customer accounted for 10% or more of total operating revenues. See Item1ARisk Factors. |
Note 15-Stockholders' Equity
Note 15-Stockholders' Equity | |
10/1/2008 - 9/30/2009
USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 15-Stockholders' Equity | Note 15Stockholders Equity Reorganization, IPO and Redemptions As part of the October 2007 reorganization, the Company issued different regional classes and series of common stock reflecting the different rights and obligations of the Visa financial institution members and Visa Europe. The allocation of these shares to the participating regions was adjusted in the true-up shortly prior to the IPO at which time the regional classes and series of common stock issued were converted into either class B or class C common stock. The shares held by Visa Europe were not subject to the true-up, but were converted to class C (series II, III, and IV) common stock on a one-for-one basis concurrent with the true-up. In March 2008, the Company completed its IPO with the issuance of 446,600,000 shares of class A common stock at a net offering price of $42.77 (the IPO price of $44.00 per share of class A common stock, less underwriting discounts and commissions of $1.23 per share). The Company received net proceeds of $19.1 billion from the IPO, of which $13.4 billion was used to partially redeem shares of class B and class C common stock in March 2008 and $3.0 billion was used to fund the litigation Escrow Account as discussed below. In October 2008, the remaining $2.7 billion in IPO proceeds were utilized to fund the redemptions of class C (series II) and class C (series III) common stock. The Company used IPO proceeds to redeem all classC (series II) common stock, which was purchased for a cash payment of $1.138 billion and the return to Visa Europe of the classC (series II) common stock subscription receivable outstanding. The Company also used $1.508 billion for redemptions of 35,263,585 shares of class C (series III) common stock at a redemption price of $42.77 per share as was required by the Companys certificate of incorporation as then in effect. Following the October 2008 redemption, the remaining 27,499,203 shares of class C (series III) and class C (series IV) common stock outstanding automatically converted into shares of class C (series I) common stock on a one-to-one basis. In December 2008, upon adoption of the Fifth Amended and Restated Certificate of Incorporation, shares of class C (series I) common stock were designated as class C common stock with no series designation. Class B Common Stock The class B common stock is not convertible or transferable until the later of March25, 2011 or the date on which all of the covered litigation has been finally resolved, although the Companys board of directors may make exceptions to this transfer restriction after resolution of all covered litigation. This transfer restriction is subject to limited exceptions, including transfers to other class B stockholders. After termination of the restrictions, the class B common stock will be convertible into class A common stock if transferred to a person that was not a Visa member or similar person or affiliate of a Visa member or similar person. Upon such transfer, each share of class B common stock will automatically convert into a number of shares of class A common stock based upon the applicable conversion rate in effect at the time o |
Note 16-Net Income Per Share
Note 16-Net Income Per Share | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 16-Net Income Per Share | Note 16Net Income Per Share Basic net income per share is computed for each class and series of common stock outstanding during the period by dividing net income available to each class and series by the weighted average number of common stock outstanding during the period. Prior to the IPO, net income was allocated to each class and series of common stock based on each class proportional ownership. Following the Companys IPO, net income is ascribed to each class and series of common stock proportionally on an as-converted basis into class A common stock, after accretion has been allocated to the class C (series II) common stock. The weighted number of shares of each class and series of common stock outstanding reflects changes in ownership over the periods. See Note 15Stockholders Equity. Diluted net income per share for each class and series of common stock is computed by dividing net income available by the weighted average number of common stock and, if dilutive, potential class A common stock equivalent shares outstanding during the period consisting of incremental class A common shares issuable upon the conversion of class B and class C common stock based on the conversion rate in effect through the period, exercise of employee stock options, vesting of restricted share awards, restricted share units and performance shares to certain employees and directors. For fiscal 2007, Visa U.S.A. was a non-stock corporation and therefore there was no comparable measure of net income per share. The following table presents basic and diluted earnings per share for fiscal 2009. Basic Earnings Per Share Diluted Earnings Per Share (in millions, except per share data) Classesand Series of Common Stock Income Allocation ($) (A) Weighted Average Shares Outstanding(B) Earningsper Share ($) = (A)/(B) Income Allocation ($) (A) Weighted Average Shares Outstanding(B) Earningsper Share ($)= (A)/(B) Common Stock Redeemed October10, 2008: Class C (series II) and class C (series III)(3) 4 Notpresented Notpresented 4 Notpresented Notpresented Common Stock: Class A(1) 1,401 451 3.11 2,350 758 3.10 Class B 487 (2) 245 1.98 486 (2) 245 1.98 Class C(3) 461 148 3.11 459 148 3.10 Net income $ 2,353 (1) The calculation of class A common stock diluted earnings per share assumes potential class A common stock equivalent shares outstanding, including 305million incremental class A common shares issuable upon the conversion of class B and C common stock and 2million dilutive stock options, restricted stock units, restricted stock awards and performance shares. The computation of average dilutive shares outstanding excluded stock options to purchase less than 1million shares of common stock, and less than 1million of restricted stock awards and restricted stock units in fiscal 2009. These amounts were excluded because their effect would be antidilutive. |
Note 17-Share-based Compensatio
Note 17-Share-based Compensation | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 17-Share-based Compensation | Note 17Share-based Compensation The Companys 2007 Equity Incentive Compensation Plan (the EIP) authorizes the compensation committee of the board of directors to grant non-qualified stock options (options), restricted stock awards (RSAs), restricted stock units (RSUs) and performance-based shares to its employees and non-employee directors, for up to 59,000,000 shares of class A common stock. Shares available for award may be either authorized and unissued or previously issued shares subsequently acquired by the Company. The EIP will continue in effect until all of the common stock available under the EIP is delivered and all restrictions on those shares have lapsed, unless the EIP is terminated earlier by the Companys board of directors. No awards may be granted under the plan on or after 10 years from its effective date. Related compensation expense is recorded net of estimated forfeitures on a straight-line basis for awards with service only conditions, and on a graded-vesting basis for awards with both service and performance conditions. The Companys estimated forfeiture rate is based on actual and trended forfeiture data and employee attrition rates. For fiscal 2009 and 2008, the Company recorded share-based compensation expense of $115 million and $74 million, respectively, in personnel on its consolidated statement of operations. The amount of capitalized share-based compensation expense is immaterial during fiscal 2009 and 2008. Options Options issued under the EIP expire 10 years from the date of grant and vest ratably over three years from the date of grant, subject to earlier vesting in full under certain conditions. During fiscal 2009 and 2008, the fair value of each stock option was estimated on the date of grant using a Black-Scholes option pricing model with the following assumptions: 2009 2008 Expected term (in years)(1) 5.69 5.79 Risk-free rate of return(2) 2.7 % 2.6 % Expected volatility(3) 44.2 % 36.1 % Expected dividend yield(4) 0.7 % 1.0 % Weighted-average fair value per option granted $ 23.54 $ 15.34 (1) Based on a set of peer companies who issued awards with similar terms. (2) Based upon the zero coupon U.S. treasury bond rate over the expected term of the awards. (3) Based on the average of the Companys implied and historical volatility. As the Company did not have publicly traded stock historically, historical volatility relies in part on the historical volatility of a group of peer companies that management believes is generally comparable to Visa. The expected volatilities ranged from 38% to 46%. (4) Based on the Companys expected annual dividend rate on the date of grant. The following table summarizes the Companys option activity for fiscal 2009: Options Weighted- Average ExercisePrice Per Share Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value(5) (inmillions) Outstanding at October1, 2008 8,921,380 $ 44.11 Granted 1,290,433 $ 56.51 Forfeite |
Note 18-Commitments and Conting
Note 18-Commitments and Contingencies | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 18-Commitments and Contingencies | Note 18Commitments and Contingencies Commitments The Company leases certain premises and equipment throughout the world with varying expiration dates. The Company incurred total rent expense of $77 million in fiscal 2009 and 2008, and Visa U.S.A. incurred total rent expense of $39 million in fiscal 2007. The Companys future minimum payments on leases and marketing and sponsorship agreements per fiscal year, at September30, 2009 were as follows: (in millions) 2010 2011 2012 2013 2014 Thereafter Total Operating Leases $ 42 $ 35 $ 26 $ 18 $ 6 $ 14 $ 141 Capital Leases 12 13 13 13 51 Marketing and Sponsorships 150 122 117 82 80 7 558 Total $ 204 $ 170 $ 156 $ 113 $ 86 $ 21 $ 750 In addition to fixed payments included in the above table, certain sponsorship agreements require the Company to undertake marketing, promotional or other activities up to stated monetary values to support events which the Company is sponsoring. The stated monetary value of these activities typically represents the value in the marketplace, which may be significantly in excess of the actual costs incurred by the Company. Volume and Support Incentives The Company has agreements with customers for various programs designed to build payments volume and increase the acceptance of its products. These agreements, with original terms ranging from one to thirteen years, provide card issuance, and/or conversion, volume targets and marketing and program support based on specific performance requirements. These agreements are designed to encourage customer business and to increase overall Visa-branded payment volume, thereby reducing unit transaction processing costs and increasing brand awareness for all Visa customers. Payments made, that qualify for capitalization, and obligations incurred under these programs are included on the balance sheet. Obligations under these customer agreements are amortized as a reduction to revenue in the same period as the related revenues are earned, based on managements estimate of the customers performance in accordance with the terms of the incentive agreement. The agreements may or may not limit the amount of customer incentive payments. The table below sets forth the expected future reduction of revenue for volume and support incentive agreements in effect at September 30, 2009: (in millions) 2010 2011 2012 2013 2014 Thereafter Total Volume and Support Incentives $ 1,283 $ 1,168 $ 1,019 $ 842 $ 472 $ 523 $ 5,307 The ultimate amounts that are recorded will be greater or less than the estimates above due to customer performance, execution of new contracts, or amendments to existing contracts. Based on these agreements, increases in incentive payments are generally driven by increased payment and transaction volume, and as a result, in the event incentive payments exceed this estimate such payments |
Note 19-Related Parties
Note 19-Related Parties | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 19-Related Parties | Note 19Related Parties Since becoming a publicly held company in fiscal 2008, Visa considers an entity to be a related party for purposes of this Note 19 if an entity owns more than 10% of Visas total voting common stock at the end of the fiscal year or if an officer or employee of an entity also serves on the board of directors. The Company considers an investee to be a related party if the Companys: (i)ownership interest in the investee is greater than or equal to 10%; or (ii)if the investment is accounted for under the equity method of accounting. There were no material operating expenses incurred, or amounts due to or from related parties during and at the end of fiscal 2009 and 2008. Ownership. At September 30, 2009 and 2008, no entity owned more than 10% of the Companys total voting common stock. Board representation. The Company generated total operating revenues of approximately $786 million and $538 million from financial institution customers represented on its board of directors during fiscal 2009 and 2008, respectively. In addition, the Company maintains banking relationships and has credit facilities with financial institution customers that have representation on the board of directors. See Note 10Debt. During fiscal 2008, one of the Companys directors, and the spouse of another of the Companys directors, were officers of entities that participated in (or were affiliated with an entity that participated in) the IPO as underwriters, and one of those entities was also a customer. As underwriters, each was offered and purchased 113million shares of class A common stock at a price of $42.77 per share, a discount of $1.23 per share based on the IPO price of $44.00 per share. This price per share is the same as that paid by all underwriters in the IPO. Also as underwriters, each received total underwriter fees of $139 million in March 2008. Investees. The Company generated total operating revenues of $56 million and $39 million, and received dividend income of $41 million and $65 million from related party investees during fiscal 2009 and 2008, respectively. The Company also received special IPO dividends from certain related party investees which are included in the amounts discussed in Note 15Stockholders Equity. |
Note 20-Income Taxes
Note 20-Income Taxes | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 20-Income Taxes | Note 20Income Taxes The Companys income before taxes by fiscal year consisted of the following: 2009 2008 2007 (in millions) U.S. $ 3,807 $ 1,245 $ (1,387 ) Non-U.S. 193 91 Total income (loss) before taxes and minority interest $ 4,000 $ 1,336 $ (1,387 ) Fiscal 2009 U.S. income before taxes of $3.8 billion includes $1.8 billion from non-U.S. customers. Income tax expense by fiscal year consisted of the following: 2009 2008 2007 (in millions) Current: U.S. federal $ 912 $ 416 $ 520 State and local 226 82 38 Non-U.S. 208 31 Total current taxes 1,346 529 558 Deferred: U.S. federal 353 189 (819 ) State and local 14 (193 ) (55 ) Non-U.S. (65 ) 7 Total deferred taxes 302 3 (874 ) Total income tax (benefit) expense $ 1,648 $ 532 $ (316 ) The tax effect of temporary differences that give rise to significant portions of deferred tax assets and liabilities at September30, 2009 and 2008 are presented below: 2009 2008 (in millions) Deferred Tax Assets Accrued compensation and benefits $ 37 $ 88 Comprehensive income 105 41 Investments in joint ventures 19 Accrued litigation obligation 571 1,182 Volume and support incentives 122 37 Research and development credits 19 19 Federal benefit of state taxes 268 211 Federal benefit of foreign taxes 5 32 Other 44 28 Deferred tax assets 1,190 1,638 Deferred Tax Liabilities Property, equipment and technology, net (135 ) (82 ) Investment in joint ventures (212 ) Intangible assets (4,131 ) (4,199 ) Foreign taxes (16 ) (4 ) Other (12 ) (8 ) Deferred tax liabilities (4,294 ) (4,505 ) Net deferred tax (liabilities) assets $ (3,104 ) $ (2,867 ) Total net deferred tax assets and liabilities are included in the Companys consolidated balance sheets as follows: September30, 2009 September30, 2008 (in millions) Current deferred tax assets $ 703 $ 944 Non current deferred tax (liabilities) assets, net (3,807 ) (3,811 ) Net deferred tax (liabilities) assets $ (3,104 ) $ (2,867 ) The decrease in the deferred tax asset for accrued litigation obligation is primarily due to payments of the Discover settlement during fiscal 2009. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that all |
Note 21-Legal Matters
Note 21-Legal Matters | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 21-Legal Matters | Note 21Legal Matters The Company is party to various legal and regulatory proceedings. Some of these proceedings involve complex claims that are subject to substantial uncertainties and unascertainable damages. Accordingly, except as disclosed, the Company has not established reserves or ranges of possible loss related to these proceedings, as at this time in the proceedings, the matters do not relate to a probable loss and/or amounts are not reasonably estimable. Although the Company believes that it has strong defenses for the litigation and regulatory proceedings described below, it could in the future incur judgments or fines or enter into settlements of claims that could have a material adverse effect on the Companys results of operations, financial position or cash flows. The Company recorded litigation provisions of approximately $2 million, $1,470 million and $2,653 million in fiscal year 2009, 2008 and 2007, respectively. The litigation accrual is an estimate and is based on managements understanding of its litigation profile, the specifics of each case, advice of counsel to the extent appropriate and managements best estimate of incurred loss at the balance sheet date. From time to time, the Company may engage in settlement discussions or mediations with respect to one or more of its outstanding litigation matters, either on its own behalf or collectively with other parties. The following table summarizes the activity related to accrued litigation for both covered and other non-covered litigation for the years ended September30, 2009 and 2008: 2009 2008 (in millions) Balance at October1 $ 3,758 $ 3,682 Provision for settled legal matters (1 ) 1,180 Provision for unsettled legal matters 3 290 Settlement obligation refunded by Morgan Stanley(1) 65 Interest accretion on settled matters 93 131 Payments on settled matters (2,201 ) (1,525 ) Balance at September30 $ 1,717 $ 3,758 (1) This balance represents the amount of the Discover settlement refunded to the Company during fiscal 2009 by Morgan Stanley under a separate agreement. Covered Litigation Visa Inc., Visa U.S.A. and Visa International are parties to certain legal proceedings discussed below that are subject to the Retrospective Responsibility Plan, which the Company refers to as the covered litigation. See Note 4Retrospective Responsibility Plan. An accrual for covered litigation is recorded when loss is deemed to be probable and reasonably estimable. In making this determination the Company evaluates available information, including funding decisions made by the litigation committee. The accrual related to covered litigation could be either higher or lower than the Escrow Account balance. The Discover Litigation On October4, 2004, Discover Financial Services, Inc. filed a complaint against Visa U.S.A., Visa International and MasterCard International Incorporated (MasterCard). The complaint was filed in the U.S. District Court for the Southern District of New York and was designated as a r |
Note 22-Subsequent Events
Note 22-Subsequent Events | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Note 22-Subsequent Events | Note 22Subsequent Events In October 2009, the Companys board of directors authorized a $1.0 billion share repurchase plan. The authorization will be in place through September30, 2010, and is subject to extension or expansion at the determination of the Companys board of directors. The Company began repurchasing its class A shares from the open market in late October 2009 and has continued to do so into November 2009. In fiscal 2009, the Company entered into an agreement to modify its remaining payment obligations under the original retailers litigation settlement agreement, which was approved by the court on October 2, 2009. Pursuant to this agreement, the Company made a payment of $682 million to fully satisfy the remaining $800 million obligation on October5, 2009, and the prepayment agreement became final after no appeals to the approval order were filed within the 30-day appeal period. See Note 21Legal Matters. |
Document Information
Document Information | |
12 Months Ended
Sep. 30, 2009 USD / shares | |
Document Information [Text Block] | |
Document Type | 10-K |
Amendment Flag | false |
Document Period End Date | 2009-09-30 |
Entity Information
Entity Information (USD $) | |||
12 Months Ended
Sep. 30, 2009 | Nov. 13, 2009
| Mar. 31, 2009
| |
Entity [Text Block] | |||
Trading Symbol | V | ||
Entity Registrant Name | VISA INC. | ||
Entity Central Index Key | 0001403161 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 470,210,301 | ||
Entity Public Float | $25,000,000,000 | ||
Class B common stock | |||
Entity [Text Block] | |||
Entity Common Stock, Shares Outstanding | 245,513,385 | ||
Class C common stock | |||
Entity [Text Block] | |||
Entity Common Stock, Shares Outstanding | 129,429,736 |