Visa 2008 Annual Report Download - page 155

Table of Contents
VISA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
September 30, 2008
(in millions, except as noted)
The following table sets forth the use of net proceeds of $19.1 billion received in connection with the Company's IPO in March 2008:
(in billions)
Net IPO proceeds $ 19.1
March 2008 redemptions of class B and class C (series I) common stock (13.4)
Funding of escrow account (3.0)
Balance at September 30, 2008 2.7
October 2008 redemptions of class C (series II) and class C (series III) common stock (2.7)
Balance of proceeds following October redemptions $ —
Redemptions
Class B Common Stock and Class C Common Stock Other than Class C (Series II) Common Stock—March 2008
In March 2008, the Company completed the required redemption of a portion of the class B common stock and class C (series I) common stock. The
Company used $13.4 billion 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 at a redemption price of $42.77 per share. After the redemptions and subject to the restrictions set forth in the Company's amended and restated
certificate of incorporation (the "Charter") and the conversion and transfer restrictions below, all outstanding shares of class B common stock are convertible
into 175,367,482 shares of class A common stock and 152,009,651 shares of class C (series I, III and IV) common stock are convertible into shares of class A
common stock on a one-to-one basis. As a result of the initial funding of the litigation escrow account, the conversion rate applicable to class B common stock
was reduced to approximately 0.71 shares of class A common stock for each share of class B common stock, and the 245,513,385 shares of class B common
stock were convertible into 175,367,482 shares of class A common stock. 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 that were redeemed in October 2008, as further described below.
Class C (Series III) Common Stock and Class C (Series II) Common Stock—October 2008
As anticipated, in October 2008, the Company used $1.508 billion of net proceeds from the IPO for the required redemption of 35,263,585 shares of
class C (series III) common stock at a redemption price of $42.77 per share as required by the Charter. 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.
The Company also used $1.146 billion of the net proceeds from the IPO to fund the redemption of all class C (series II) common stock in October 2008.
The redemption price of $1.146 billion was adjusted for dividends paid and related interest, par value of related shares redeemed, and the return to Visa
Europe of the class C (series II) common stock subscription receivable outstanding, resulting in a cash payment of $1.136 billion. As a result of the execution
of the IPO, Visa Europe had the option to
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