InvestorsHub Logo
Followers 10
Posts 3317
Boards Moderated 0
Alias Born 06/29/2006

Re: samaelrocks post# 17570

Thursday, 04/03/2008 6:01:29 PM

Thursday, April 03, 2008 6:01:29 PM

Post# of 72979
Now I wish I didn't sell at $2.00. LOL! Not sure if it will drop below that now for a new entry. Darn.

http://biz.yahoo.com/e/080403/v8-k.html

Item 8.01. Other Events
Redemption of Class B Common Stock and Class C Common Stock

On March 28, 2008, Visa Inc. (the "Company") completed the mandatory partial redemption of its Class B common stock and Class C (Series I) common stock held by stockholders of record as of the close of business on March 24, 2008. This redemption was required by the Company's Amended and Restated Certificate of Incorporation (the "Certificate"). Following the closing of the Company's initial public offering ("IPO") on March 25, 2008, and the exercise by the underwriters of their full ten percent over-allotment option, the Company used U.S.$13,446,035,825 of net proceeds from the IPO to redeem 154,738,487 shares of Class B common stock and 159,657,751 shares of Class C (Series I) common stock. Giving effect to the redemption, there are currently 245,513,385 shares of Class B common stock outstanding and 187,265,872 shares of Class C (Series I, III and
IV) common stock outstanding. Immediately after giving effect to the redemption and subject to the restrictions set forth in the Certificate, all outstanding shares of Class B common stock will be convertible into 175,367,482 shares of Class A common stock and 152,002,287 shares of Class C (Series I, III and IV) common stock will be convertible into shares of Class A common stock on a one-to-one basis. The number of shares of Class C (Series I, III and IV) common stock convertible into shares of Class A common stock excludes those Class C (Series III) common shares subject to redemption in October 2008, as described below.

Further, as required by the Certificate, the Company intends to use U.S.$1,508,152,975 of net proceeds from the IPO to fund the redemption of 35,263,585 shares of Class C (Series III) common stock in October 2008. The Company also intends to use U.S.$1,146,000,000 of net proceeds from the IPO to fund the redemption of all of its Class C (Series II) common stock in October 2008. Visa Europe holds all of the outstanding shares of the Company's Class C (Series II), Class C (Series III) and Class C (Series IV) common stock.

Funding of the Covered Litigation Escrow Account

On March 31, 2008, in accordance with the determination of the Company's Litigation Committee, the Company funded the U.S. litigation escrow account with U.S.$3,000,000,000 of net proceeds from the IPO. The litigation escrow account is part of the Retrospective Responsibility Plan designed to address potential liabilities arising from the covered litigation which is fully described in the final prospectus, filed with the SEC on March 18, 2008. In accordance with this plan, settlements of, or judgments in, the covered litigation will be payable from this account.
Join InvestorsHub

Join the InvestorsHub Community

Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.