Visa 2011 Annual Report Download - page 103

Table of Contents
VISA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
September 30, 2011
(in millions, except as noted)
notes that are secured by certain office properties and facilities used by the Company in California, known as the 1994 Lease Agreement and 1995 Lease
Agreement, respectively. Series B of each of these notes, totaling $26 million and $27 million, respectively, was issued with a stated maturity of
September 23, 2014 and September 15, 2015, respectively. In September 2011, the Company paid $11 million and $16 million in prepayment of the entire
balance of the 1994 and 1995 Series B notes, respectively. These amounts include make-whole premiums of $1 million and $2 million, respectively, which
are recorded in interest expense on the consolidated statements of operations.
U.S. Commercial Paper Program. Visa International maintains a U.S. commercial paper program to support its working capital requirements and for
general corporate purposes. This program allows the Company to issue up to $500 million of unsecured debt securities, with maturities up to 270 days from
the date of issuance and at interest rates generally extended to companies with comparable credit ratings. The Company had no outstanding obligations under
this program during and at the end of fiscal 2011 and 2010.
Revolving Credit Facilities. In 2008, Visa Inc. entered into a $3.0 billion five-year revolving credit facility (the "February 2008 Agreement"). The
February 2008 Agreement matures on February 15, 2013 and contains covenants and events of defaults customary for facilities of this type. The participating
lenders in this revolving credit facility include affiliates of certain holders of the Company's class B and class C common stock, and certain of the Company's
clients or affiliates of its clients. This revolving credit facility is maintained to provide liquidity in the event of settlement failures by its clients, to back up the
commercial paper program and for general corporate purposes.
Loans under the five-year facility may be in the form of: (1) Base Rate Advance, which will bear interest at a rate equal to the higher of the Federal
Funds Rate plus 0.5% and the Bank of America prime rate; (2) Eurocurrency Advance, which will bear interest at a rate equal to LIBOR (as adjusted for
applicable reserve requirements) plus an applicable cost adjustment and an applicable margin of 0.11% to 0.30% based on our credit rating; or (3) U.S. Swing
Loan, Euro Swing Loan, or Foreign Currency Swing Loan, which will bear interest at the rate equal to the applicable Swing Loan rate for that currency plus
the same applicable margin plus additionally for Euro and Sterling loans, an applicable reserve requirement and cost adjustment. The Company also agrees to
pay a facility fee on the aggregate commitment amount, whether used or unused, at a rate ranging from 0.04% to 0.10% and a utilization fee on loans at a rate
ranging from 0.05% to 0.10% based on the Company's credit rating. Currently, the applicable margin is 0.15%, the facility fee is 0.05% and the utilization fee
is 0.05%.
There were no borrowings under the revolving credit facility and the Company was in compliance with all related covenants during and at the end of
fiscal 2011 and fiscal 2010.
Note 11—Pension, Postretirement and Other Benefits
The Company sponsors various qualified and non-qualified defined benefit pension and other postretirement benefit plans that provide for retirement
and medical benefits for substantially all employees residing in the United States. The Company uses a September 30 measurement date for its pension and
other postretirement benefit plans.
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