Visa 2008 Annual Report Download - page 27

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District Court for the Southern District of New York. The consolidated complaint alleges that the former currency conversion practices of Visa U.S.A. and
Visa International violated federal antitrust laws.
On July 20, 2006 and September 14, 2006, Visa U.S.A. and Visa International entered into agreements settling or otherwise disposing of the federal and
state actions and related matters. Pursuant to the settlement agreements, Visa U.S.A. paid approximately $100 million as part of the defendants' settlement
fund for the federal actions and approximately $19 million to fund settlement of the California cases. The federal court has granted preliminary approval of
the settlement agreements, but the settlement is subject to final approval by the court and resolution of all appeals. If final approval of the settlement
agreements is not granted, all of the agreements resolving the federal and state actions will terminate. If that occurs, and we are unsuccessful in defending
against some or all of these lawsuits, we may have to pay restitution and/or damages, and may be required to modify our currency conversion practices. The
potential amount of damages and/or restitution could be substantial. In addition, although Visa U.S.A. and Visa International have substantially changed the
practices that were at issue in these litigations, if the courts require further changes to our currency conversion and cross-border transaction practices, it could
materially and adversely affect our business. See Note 23—Legal Matters to our consolidated financial statements included in Item 8 in this report.
If we, Visa U.S.A. or Visa International is found liable in certain other lawsuits that have been brought against us or if we are found liable in other
litigation to which we may become subject in the future, we may be forced to pay substantial damages and/or change our business practices or
pricing structure, any of which could have a material adverse effect on our financial condition, revenues and profitability.
In recent years, numerous civil actions and investigations have been filed or initiated against a competition, antitrust, consumer protection and other
laws. These actions and investigations have been filed or initiated by a variety of different parties, including the U.S. Department of Justice, state attorneys
general, merchants, consumers, competing card-issuing companies and other plaintiffs. Examples of such claims, which are described more fully in Note 23—
Legal Matters to our consolidated financial statements included in Item 8 in this report, include the following:
• various state court actions based on a federal merchant class action lawsuit that Visa U.S.A. settled in 2003, alleging unlawful "tying" of credit
and debit card services, attempted monopolization and other state law competition claims;
• a case brought by the European Commission against Visa International and Visa Europe alleging a breach of European competition law related to
a Visa membership rule;
• two state unfair competition law claims, one against Visa U.S.A. and Visa International based in part on Visa U.S.A.'s past practice of prohibiting
member financial institutions from issuing certain competing payment cards, and another against Visa U.S.A. and Visa International alleging
failure to inform cardholders of a security breach in a timely manner;
• a promissory estoppel and misrepresentation claim against Visa U.S.A. and Visa International regarding deferment of a deadline for laboratory
certification of ATM devices meeting heightened data encryption standards;
• a trademark infringement claim against Visa International in Venezuela in connection with the Visa Vale product;
• a patent infringement claim against Visa U.S.A. regarding prepaid card products;
• three civil investigative demands issued by the Antitrust Division of the DOJ to Visa U.S.A., concerning (i) Visa U.S.A.'s agreements with
financial institutions that issue Visa debit cards, (ii) termination and waiver provisions in certain Visa U.S.A. issuer agreements, and (iii) certain
Visa U.S.A. rules relating to merchant acceptance practices; and
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