SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 31, 2013
(Exact name of Registrant as Specified in Its Charter)
Registrants Telephone Number, Including Area Code: (650) 432-3200
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
On January 31, 2013, Visa Inc., Visa International Service Association and Visa U.S.A. Inc. (together the Company) entered into a 364-day, unsecured $3.0 billion revolving credit facility (the Credit Facility) with Bank of America, N.A., as administrative agent and the lenders party thereto. JPMorgan Chase Bank, N.A., acted as syndication agent in connection with the Credit Facility; and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Standard Chartered Bank, The Bank of Tokyo-Mitsubishi UFJ, Ltd., U.S. Bank National Association, Wells Fargo Securities, LLC, The Bank of China, Los Angeles Branch, and Canadian Imperial Bank of Commerce, New York Agency, acted as joint lead arrangers and joint book runners in connection with the Credit Facility. The Credit Facility, which expires on January 30, 2014, replaced the Companys prior $3.0 billion credit facility, which was to expire on February 15, 2013.
The Credit Facility provides the Company with a revolving credit facility with a borrowing capacity of up to $3.0 billion. Borrowings under the Credit Facility are available for general corporate purposes. Interest on the borrowings under the Credit Facility would be charged at the London Interbank Offered Rate (LIBOR) or an alternative base rate, in each case plus applicable margins that fluctuate based on the applicable rating of senior unsecured long-term debt securities of Visa Inc. The Company has agreed to pay a commitment fee which will fluctuate based on such applicable rating of Visa Inc.
Other material terms are:
The Company currently has no borrowings under the Credit Facility.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Credit Facility, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
The participating lenders in the Credit Facility include certain holders of Visa Inc.s class B and class C common stock, certain of the Companys customers, and their affiliates.
The description of the terms and conditions of the Credit Facility in Item 1.01 hereof is incorporated into this Item 2.03 by reference.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.