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VISA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
September 30, 2013
There were no significant transfers between Level 1 and Level 2 assets during fiscal 2013.
Level 1 assets measured at fair value on a recurring basis. Money market funds, publicly-traded
equity securities and U.S. Treasury securities are classified as Level 1 within the fair value hierarchy,
as fair value is based on quoted prices in active markets. The overall decrease in the Company’s Level
1 assets primarily reflects payments from the litigation escrow account totaling $4.4 billion in
connection with the covered litigation. See Note 3—Retrospective Responsibility Plan and Note 20—
Legal Matters.
Level 2 assets and liabilities measured at fair value on a recurring basis. The fair value of U.S.
government-sponsored debt securities and corporate debt securities, as provided by third-party pricing
vendors, is based on quoted prices in active markets for similar, not identical, assets. The pricing data
obtained from outside sources is reviewed internally for reasonableness, compared against benchmark
quotes from independent pricing sources, then confirmed or revised accordingly. Commercial paper
and foreign exchange derivative instruments are valued using inputs that are observable in the market
or can be derived principally from or corroborated by observable market data. There were no
substantive changes to the valuation techniques and related inputs used to measure fair value during
fiscal 2013.
Level 3 assets and liabilities measured at fair value on a recurring basis. Auction rate securities are
classified as Level 3 due to a lack of trading in active markets and a lack of observable inputs in measuring
fair value. There were no substantive changes to the valuation techniques and related inputs used to
measure fair value during fiscal 2013.
Visa Europe put option agreement. The Company has granted Visa Europe a perpetual put option
which is carried at fair value in accrued liabilities on the consolidated balance sheets. The fair value of
the put option was $145 million at September 30, 2013 and 2012. Changes in fair value are recorded
as non-cash, non-operating income in the Company’s consolidated statements of operations. See Note
2—Visa Europe. The liability is classified within Level 3 as the assumed probability that Visa Europe
will elect to exercise its option and the estimated P/E differential are among several unobservable
inputs used to value the put option.
Earn-out related to PlaySpan acquisition. In connection with the PlaySpan acquisition, the
Company initially recorded a liability of $24 million to reflect the fair value of a potential earn-out
provision included in the purchase agreement. The liability was classified as Level 3 due to a lack of
observable inputs, such as the likelihood of meeting certain future revenue targets and other
milestones. The fair value of the earn-out was reduced to zero, reflecting payments made in full during
fiscal 2013, upon achieving certain revenue targets and other milestones.
A separate roll-forward of Level 3 investments measured at fair value on a recurring basis is not
presented because the primary activities during fiscal 2013 and 2012 are already discussed above.
Assets Measured at Fair Value on a Nonrecurring Basis
Non-marketable equity investments and investments accounted for under the equity method.
These investments are classified as Level 3 due to the absence of quoted market prices, the inherent
lack of liquidity, and the fact that inputs used to measure fair value are unobservable and require
management’s judgment. When certain events or circumstances indicate that impairment may exist,
the Company revalues the investments using various assumptions, including the financial metrics and
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