VISA INC., 10-Q filed on 2/2/2017
Quarterly Report
Document and Entity Information
3 Months Ended
Dec. 31, 2016
Jan. 27, 2017
Class A common stock
Jan. 27, 2017
Class B common stock
Jan. 27, 2017
Class C common stock
Entity Registrant Name
VISA INC. 
 
 
 
Entity Central Index Key
0001403161 
 
 
 
Current Fiscal Year End Date
--09-30 
 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
 
Document Type
10-Q 
 
 
 
Document Period End Date
Dec. 31, 2016 
 
 
 
Document Fiscal Year Focus
2017 
 
 
 
Document Fiscal Period Focus
Q1 
 
 
 
Amendment Flag
false 
 
 
 
Entity Common Stock, Shares Outstanding
 
1,858,020,846 
245,513,385 
14,504,893 
CONSOLIDATED BALANCE SHEETS (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Sep. 30, 2016
Assets
 
 
Cash and cash equivalents
$ 5,824 
$ 5,619 
Restricted cash—U.S. litigation escrow (Note 3)
1,028 
1,027 
Investment securities (Note 4):
 
 
Trading
82 
71 
Available-for-sale
3,615 
3,248 
Settlement receivable
1,333 
1,467 
Accounts receivable
1,120 
1,041 
Customer collateral (Note 6)
1,006 
1,001 
Current portion of client incentives
265 
284 
Prepaid expenses and other current assets
416 
555 
Total current assets
14,689 
14,313 
Investment securities, available-for-sale (Note 4)
3,802 
3,931 
Client incentives
484 
448 
Property, equipment and technology, net
2,201 
2,150 
Other assets
921 
893 
Intangible assets, net (Note 2)
26,381 
27,234 
Goodwill (Note 2)
14,892 
15,066 
Total assets
63,370 
64,035 
Liabilities
 
 
Accounts payable
118 
203 
Settlement payable
2,059 
2,084 
Customer collateral (Note 6)
1,006 
1,001 
Accrued compensation and benefits
433 
673 
Client incentives
1,872 
1,976 
Accrued liabilities
1,546 
1,128 
Current maturities of long-term debt and short-term debt (Note 5)
2,313 
Accrued litigation (Note 12)
994 
981 
Total current liabilities
10,341 
8,046 
Long-term debt (Note 5)
14,138 
15,882 
Deferred tax liabilities
4,822 
4,808 
Deferred purchase consideration (Note 2)
1,164 
1,225 
Other liabilities
1,179 
1,162 
Total liabilities
31,644 
31,123 
Equity
 
 
Treasury stock
(170)
(170)
Right to recover for covered losses (Note 3)
(128)1 2
(34)
Additional paid-in capital
17,184 
17,395 
Accumulated income
10,492 
10,462 
Accumulated other comprehensive loss, net:
 
 
Investment securities, available-for-sale
32 
36 
Defined benefit pension and other postretirement plans
(221)
(225)
Derivative instruments classified as cash flow hedges
27 
(50)
Foreign currency translation adjustments
(1,207)
(219)
Total accumulated other comprehensive loss, net
(1,369)
(458)
Total equity
31,726 
32,912 
Total liabilities and equity
63,370 
64,035 
Series A Preferred Stock
 
 
Equity
 
 
Preferred stock
Series B Preferred Stock
 
 
Equity
 
 
Preferred stock
2,516 
2,516 
Series C Preferred Stock
 
 
Equity
 
 
Preferred stock
3,201 
3,201 
Class A common stock
 
 
Equity
 
 
Common stock
Class B common stock
 
 
Equity
 
 
Common stock
Class C common stock
 
 
Equity
 
 
Common stock
$ 0 
$ 0 
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Millions, except Per Share data, unless otherwise specified
Dec. 31, 2016
Sep. 30, 2016
Preferred Stock
 
 
Preferred stock, par value
$ 0.0001 
$ 0.0001 
Preferred stock, shares authorized
25 
25 
Preferred stock, shares issued
Preferred stock, shares outstanding
Series A Preferred Stock
 
 
Preferred stock, par value
$ 0.0001 
 
Preferred stock, shares issued
Series B Preferred Stock
 
 
Preferred stock, par value
$ 0.0001 
 
Preferred stock, shares issued
Preferred stock, shares outstanding
Series C Preferred Stock
 
 
Preferred stock, par value
$ 0.0001 
 
Preferred stock, shares issued
Preferred stock, shares outstanding
Class A common stock
 
 
Common stock, par value
$ 0.0001 
$ 0.0001 
Common stock, shares authorized
2,001,622 
2,001,622 
Common stock, shares issued
1,854 
1,871 
Common stock, shares outstanding
1,854 1
1,871 
Class B common stock
 
 
Common stock, par value
$ 0.0001 
$ 0.0001 
Common stock, shares authorized
622 
622 
Common stock, shares issued
245 
245 
Common stock, shares outstanding
245 
245 
Class C common stock
 
 
Common stock, par value
$ 0.0001 
$ 0.0001 
Common stock, shares authorized
1,097 
1,097 
Common stock, shares issued
16 
17 
Common stock, shares outstanding
16 
17 
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Operating Revenues
 
 
Service revenues
$ 1,918 
$ 1,645 
Data processing revenues
1,892 
1,479 
International transaction revenues
1,489 
1,031 
Other revenues
203 
198 
Client incentives
(1,041)
(788)
Net operating revenues
4,461 
3,565 
Operating Expenses
 
 
Personnel
571 
499 
Marketing
218 
194 
Network and processing
145 
128 
Professional fees
80 
72 
Depreciation and amortization
146 
120 
General and administrative
186 
156 
Litigation provision (Note 12)
15 
Total operating expenses
1,361 
1,169 
Operating income
3,100 
2,396 
Non-operating (Expense) Income
 
 
Interest expense
(140)
(29)
Other
19 
272 
Non-operating (expense) income
(121)
243 
Income before income taxes
2,979 
2,639 
Income tax provision (Note 11)
909 
698 
Net income
$ 2,070 
$ 1,941 
Class A common stock
 
 
Earnings Per Share
 
 
Basic earnings per share (Note 9) (in dollars per share)
$ 0.86 1
$ 0.80 1
Basic weighted-average shares outstanding (Note 9) (in shares)
1,860 
1,937 
Diluted earnings per share (Note 9) (in dollars per share)
$ 0.86 1
$ 0.80 1
Diluted weighted-average shares outstanding (Note 9) (in shares)
2,421 2
2,430 2
Class B common stock
 
 
Earnings Per Share
 
 
Basic earnings per share (Note 9) (in dollars per share)
$ 1.41 1
$ 1.32 1
Basic weighted-average shares outstanding (Note 9) (in shares)
245 
245 
Diluted earnings per share (Note 9) (in dollars per share)
$ 1.41 1
$ 1.32 1
Diluted weighted-average shares outstanding (Note 9) (in shares)
245 
245 
Class C common stock
 
 
Earnings Per Share
 
 
Basic earnings per share (Note 9) (in dollars per share)
$ 3.43 1
$ 3.20 1
Basic weighted-average shares outstanding (Note 9) (in shares)
17 
20 
Diluted earnings per share (Note 9) (in dollars per share)
$ 3.42 1
$ 3.20 1
Diluted weighted-average shares outstanding (Note 9) (in shares)
17 
20 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $)
In Millions, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Statement of Comprehensive Income [Abstract]
 
 
Net income
$ 2,070 
$ 1,941 
Investment securities, available-for-sale:
 
 
Net unrealized (loss) gain
(3)
34 
Income tax effect
(1)
(16)
Defined benefit pension and other postretirement plans:
 
 
Net unrealized actuarial gain and prior service credit
56 
Income tax effect
(21)
Amortization of actuarial loss and prior service credit realized in net income
(7)
Income tax effect
(2)
Derivative instruments classified as cash flow hedges:
 
 
Net unrealized gain
74 
16 
Income tax effect
(7)
(5)
Reclassification adjustment for net loss (gain) realized in net income
12 
(48)
Income tax effect
(2)
14 
Foreign currency translation adjustments
(988)
Other comprehensive (loss) income, net of tax
(911)
25 
Comprehensive income
$ 1,159 
$ 1,966 
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Millions, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Operating Activities
 
 
Net income
$ 2,070 
$ 1,941 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
Client incentives
1,041 
788 
Fair value adjustment for the Visa Europe put option
(255)
Share-based compensation (Note 10)
45 
39 
Excess tax benefit for share-based compensation
(36)
Depreciation and amortization of property, equipment, technology and intangible assets
146 
120 
Deferred income taxes
77 
45 
Right to recover for covered losses recorded in equity
(94)
Litigation provision
15 
Other
13 
Change in operating assets and liabilities:
 
 
Settlement receivable
56 
(35)
Accounts receivable
(89)
(75)
Client incentives
(1,129)
(850)
Other assets
66 
23 
Accounts payable
(102)
 
Settlement payable
79 
(36)
Accrued and other liabilities
316 
317 
Accrued litigation (Note 12)
13 
(12)
Net cash provided by operating activities
2,508 
1,979 
Investing Activities
 
 
Purchases of property, equipment, technology and intangible assets
(171)
(126)
Investment securities, available-for-sale:
 
 
Purchases
(1,032)
(6,803)
Proceeds from maturities and sales
788 
739 
Purchases of / contributions to other investments
(2)
(8)
Proceeds / distributions from other investments
Net cash used in investing activities
(417)
(6,194)
Financing Activities
 
 
Dividends paid (Note 8)
(399)
(340)
Proceeds from issuance of senior notes (Note 5)
15,971 
Debt issuance costs (Note 5)
(77)
Proceeds from issuance of commercial paper (Note 5)
566 
Payments from litigation escrow account—U.S. retrospective responsibility plan (Note 3 and Note 12)
11 
Cash proceeds from issuance of common stock under employee equity plans
56 
29 
Restricted stock and performance-based shares settled in cash for taxes
(60)
(81)
Excess tax benefit for share-based compensation
36 
Net cash (used in) provided by financing activities
(1,730)
13,534 
Effect of exchange rate changes on cash and cash equivalents
(156)
Increase in cash and cash equivalents
205 
9,319 
Cash and cash equivalents at beginning of year
5,619 
3,518 
Cash and cash equivalents at end of period
5,824 
12,837 
Supplemental Disclosure
 
 
Income taxes paid, net of refunds
96 
79 
Interest payments on debt (Note 5)
244 
Accruals related to purchases of property, equipment, technology and intangible assets
69 
40 
Class A common stock
 
 
Financing Activities
 
 
Repurchase of class A common stock (Note 8)
$ (1,893)
$ (2,015)
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Note 1—Summary of Significant Accounting Policies
Organization. Visa Inc. ("Visa" or the "Company") is a global payments technology company that connects consumers, merchants, financial institutions, businesses, strategic partners and governments in more than 200 countries and territories to fast, secure and reliable electronic payments. Visa and its wholly-owned consolidated subsidiaries, including Visa U.S.A. Inc. ("Visa U.S.A."), Visa International Service Association ("Visa International"), Visa Worldwide Pte. Limited, Visa Europe Limited ("Visa Europe"), Visa Canada Corporation, Inovant LLC and CyberSource Corporation ("CyberSource"), operate one of the world’s largest retail electronic payments networks — VisaNet — which facilitates authorization, clearing and settlement of payment transactions and enables us to provide our financial institution and merchant clients a wide range of products, platforms and value-added services. VisaNet also offers fraud protection for account holders and assured payment for merchants. Visa is not a bank and does not issue cards, extend credit or set rates and fees for account holders on Visa products. In most cases, account holder and merchant relationships belong to, and are managed by, Visa's financial institution clients.
Consolidation and basis of presentation. The accompanying unaudited consolidated financial statements include the accounts of Visa and its consolidated entities and are presented in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). The Company consolidates its majority-owned and controlled entities, including variable interest entities ("VIEs") for which the Company is the primary beneficiary. The Company’s investments in VIEs have not been material to its consolidated financial statements as of and for the periods presented. All significant intercompany accounts and transactions are eliminated in consolidation.
The accompanying unaudited consolidated financial statements are presented in accordance with the U.S. Securities and Exchange Commission ("SEC") requirements for Quarterly Reports on Form 10-Q and, consequently, do not include all of the annual disclosures required by U.S. GAAP. Reference should be made to the Visa Annual Report on Form 10-K for the year ended September 30, 2016 for additional disclosures, including a summary of the Company’s significant accounting policies.
In the opinion of management, the accompanying unaudited consolidated financial statements include all normal recurring adjustments necessary for a fair presentation of the Company's financial position, results of operations and cash flows for the interim periods presented.
Recently Issued and Adopted Accounting Pronouncements.
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of goods or services to customers. The ASU will replace existing revenue recognition guidance in U.S. GAAP when it becomes effective. Subsequently, the FASB also issued a series of amendments to the new revenue standard. The Company will adopt the standard effective October 1, 2018. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has not yet selected a transition method and is evaluating the full effect that ASU 2014-09 and all of its related subsequent updates will have on its consolidated financial statements and related disclosures.
In March 2016, the FASB issued ASU 2016-09, which simplifies several aspects of the accounting for share-based payments, including the accounting for excess tax benefits and deficiencies, forfeitures, and statutory tax withholding requirements, as well as classification on the statement of cash flows related to excess tax benefits and employee taxes paid when an employer withholds shares for tax-withholding purposes. The Company elected to early adopt this guidance effective October 1, 2016. The adoption had the following impact on the consolidated financial statements:
The Company recorded excess tax benefits of $26 million in our provision for income taxes rather than as an increase to additional paid-in capital for the three months ended December 31, 2016 on a prospective basis. Therefore, the prior period presented has not been adjusted.
The Company excluded the excess tax benefits from the assumed proceeds available to repurchase shares in the computation of diluted earnings per share for the quarter ended December 31, 2016, which increased diluted weighted average common shares outstanding by 1 million, which did not have a material impact on our diluted earnings per share.
The Company elected to apply the presentation requirement for cash flows related to excess tax benefits prospectively, and thus, the prior period presented has not been adjusted. This adoption resulted in an increase to both net cash provided by operating activities and net cash used in financing of $26 million for the three months ended December 31, 2016.
In October 2016, the FASB issued ASU 2016-16, which requires that entities recognize the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. The Company is evaluating the effect that ASU 2016-16 will have on its consolidated financial statements and is considering early adoption of the standard.
In November 2016, the FASB issued ASU 2016-18, which requires that a statement of cash flows should include the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents when reconciling the beginning-of-period and end-of-period total amounts. The Company is evaluating the effect that ASU 2016-18 will have on its consolidated financial statements and is considering early adoption of the standard.
In January 2017, the FASB issued ASU 2017-04, which eliminates Step 2 from the goodwill impairment test. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The Company will adopt the standard effective October 1, 2020. The adoption is not expected to have a material impact on the consolidated financial statements.
Visa Europe
Visa Europe
Note 2—Visa Europe
On June 21, 2016, the Company acquired 100% of the share capital of Visa Europe, a payments technology business. The acquisition positions Visa to create additional value through increased scale, efficiencies realized by the integration of both businesses, and benefits related to Visa Europe's transition from an association to a for-profit enterprise. At the closing of the transaction (the "Closing"), the Company:
paid up-front cash consideration of €12.2 billion ($13.9 billion);
issued preferred stock of the Company convertible upon certain conditions into approximately 79 million shares of class A common stock of the Company, as described below, equivalent to a value of €5.3 billion ($6.1 billion) at the closing stock price of $77.33 on June 21, 2016; and
agreed to pay an additional €1.0 billion, plus 4% compound annual interest, on the third anniversary of the Closing.
Preferred stock. In connection with the transaction, three new series of preferred stock of the Company were created:
series A convertible participating preferred stock, par value $0.0001 per share, which is generally designed to be economically equivalent to the Company’s class A common stock (the “class A equivalent preferred stock”);
series B convertible participating preferred stock, par value $0.0001 per share (the “U.K.&I preferred stock”); and
series C convertible participating preferred stock, par value $0.0001 per share (the “Europe preferred stock”).
The Company issued 2,480,466 shares of U.K.&I preferred stock to Visa Europe’s member financial institutions in the United Kingdom and Ireland entitled to receive preferred stock at the Closing, and 3,156,823 shares of Europe preferred stock to Visa Europe’s other member financial institutions entitled to receive preferred stock at the Closing. Under certain conditions described below, the U.K.&I and Europe preferred stock is convertible into shares of class A common stock or class A equivalent preferred stock, at an initial conversion rate of 13.952 shares of class A common stock for each share of U.K.&I preferred stock and Europe preferred stock. The conversion rates may be reduced from time to time to offset certain liabilities, which may be incurred by the Company, Visa Europe or their affiliates as a result of certain existing and potential litigation relating to the setting of multilateral interchange fee rates in the Visa Europe territory, where, generally, the relevant claims (and resultant liabilities and losses) relate to the period before the Closing. See Note 3—U.S. and Europe Retrospective Responsibility Plans.
Actual and pro forma impact of acquisition.
The following table presents unaudited supplemental pro forma information for the three months ended December 31, 2015, as if the acquisition and related issuance of senior notes had occurred on October 1, 2014. The pro forma financial information is not necessarily indicative of the Company's consolidated results of operations that would have been realized had the acquisition been completed on October 1, 2014, nor does it purport to project the future results of operations of the combined company or reflect any reorganizations, or cost or other operating synergies that may occur subsequent to the Closing. The actual results of operations of the combined company may differ significantly from the pro forma results presented here due to many factors.
 
Consolidated Actual Results
 
Unaudited Pro Forma Consolidated Results
 
Three Months Ended December 31,
 
2016
 
2015
 
(in millions, except per share data)
Net operating revenues
$
4,461

 
$
3,964

Net income
$
2,070

 
$
1,776

Diluted earnings per share
$
0.86

 
$
0.71


The unaudited pro forma financial information for the three months ended December 31, 2015 reflects the following material pro forma adjustments:
conversion of Visa Europe's historical results of operations from euro to U.S. dollar, and from International Financial Reporting Standards to U.S. GAAP;
elimination of transactions between Visa and Visa Europe upon consolidation, primarily related to annual license and various other fees paid by Visa Europe to Visa in accordance with the Framework Agreement;
an increase in non-operating expense for the three months ended December 31, 2015 for additional interest expense and amortization of debt issuance costs resulting from the issuance of the $16.0 billion senior notes;
exclusion of a $255 million gain related to the revaluation of the Visa Europe put option(1); and
elimination of acquisition-related costs incurred by Visa Europe.
(1) 
For purposes of preparing this pro forma financial information, the fair value of the Visa Europe put option is presumed to have been reduced to zero prior to October 1, 2014. Therefore, the Company did not include any gains associated with a write-down in the fair value of the Visa Europe put option liability in the unaudited pro forma net income for the three months ended December 31, 2015.
The pro forma results also reflect the applicable tax impact of the pro forma adjustments. The taxes associated with the adjustments reflect the statutory tax rate in effect during the respective periods.
Goodwill and intangible assets.
Upon the Closing, the Company recorded goodwill and indefinite-lived intangible assets as a result of the acquisition. The decrease in goodwill and intangible assets at December 31, 2016 from September 30, 2016 is primarily due to foreign currency translation, which is recorded as a component of accumulated other comprehensive loss in the consolidated balance sheet.
U.S. and Europe Retrospective Responsibility Plans
U.S. and Europe Retrospective Responsibility Plans
Note 3—U.S. and Europe Retrospective Responsibility Plans
U.S. Retrospective Responsibility Plan
Under the terms of the U.S. retrospective responsibility plan, the Company maintains an escrow account from which settlements of, or judgments in, the U.S. covered litigation are paid. The escrow funds are held in money market investments along with interest income earned, less applicable taxes, and are classified as restricted cash on the consolidated balance sheets. The balance of the escrow account was $1.0 billion at December 31, 2016 and September 30, 2016. The Company did not make any payments to opt-out merchants from the litigation escrow account during the three months ended December 31, 2016. See Note 12—Legal Matters.
The accrual related to the covered litigation could be either higher or lower than the litigation escrow account balance. The Company did not record an additional accrual for the covered litigation during the three months ended December 31, 2016. See Note 12—Legal Matters.
Europe Retrospective Responsibility Plan
Under the terms of the Europe retrospective responsibility plan, the Company is entitled to recover VE territory covered losses through a periodic adjustment to the class A common stock conversion rates applicable to the U.K.&I. and Europe preferred stock. VE territory covered losses may be recorded in "right to recover for covered losses" within equity before the corresponding adjustment to the applicable conversion rate is effected. Adjustments to the conversion rate may be executed once in any six-month period unless a single, individual loss greater than €20 million is incurred, in which case, the six-month limitation does not apply. When the adjustment to the conversion rate is made, the amount previously recorded in "right to recover for covered losses" as contra-equity will then be recorded against the book value of the preferred stock within stockholders' equity. As of December 31, 2016, the Company had recorded $128 million in the "right to recover for covered losses" related to VE territory covered losses compared to $34 million at September 30, 2016 as a result of additional losses incurred, including settlements with several merchants and additional legal costs. See Note 12—Legal Matters. There were no adjustments to the conversion rates in the three months ended December 31, 2016.
The following table sets forth the as-converted value of the preferred stock available to recover VE territory covered losses compared to the book value of preferred shares recorded in stockholders' equity within the Company's unaudited consolidated balance sheet as of December 31, 2016.(1)
 
December 31, 2016
 
As-Converted Value of Preferred Stock(2)
 
Book Value of Preferred Stock
 
(in millions)
U.K.&I preferred stock
$
2,700

 
$
2,516

Europe preferred stock
3,436

 
3,201

Total
$
6,136

 
$
5,717

Less: Right to recover for covered losses
(128
)
 
(128
)
Total recovery for covered losses available
$
6,008

 
$
5,589

(1) 
Figures in the table may not recalculate exactly due to rounding. As-converted and book values are based on unrounded numbers.
(2) 
The as-converted value of preferred stock is calculated as the product of: (a) 2 million and 3 million shares of the U.K.&I and Europe preferred stock outstanding, respectively, as of December 31, 2016; (b) the 13.952 class A common stock conversion rate applicable to both the U.K.&I and Europe preferred stock as of December 31, 2016; and (c) $78.02, Visa's class A common stock closing stock price as of December 31, 2016.
Fair Value Measurements and Investments
Fair Value Measurements and Investments
Note 4—Fair Value Measurements and Investments
Fair Value Measurements
Assets and Liabilities Measured at Fair Value on a Recurring Basis
 
Fair Value Measurements
Using Inputs Considered as
 
Level 1
 
Level 2
 
December 31,
2016
 
September 30,
2016
 
December 31,
2016
 
September 30,
2016
 
(in millions)
Assets
 
 
 
 
 
 
 
Cash equivalents and restricted cash:
 
 
 
 
 
 
 
Money market funds
$
4,819

 
$
4,537

 
 
 
 
U.S. government-sponsored debt securities
 
 
 
 
$

 
$
196

Investment securities, trading:
 
 
 
 
 
 
 
Equity securities
82

 
71

 
 
 
 
Investment securities, available-for-sale:
 
 
 
 
 
 
 
U.S. government-sponsored debt securities
 
 
 
 
4,671

 
4,699

U.S. Treasury securities
2,554

 
2,178

 
 
 
 
Equity securities
62

 
53

 
 
 
 
Corporate debt securities
 
 
 
 
130

 
249

Prepaid and other current assets:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
88

 
50

Other assets:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
2

 
6

Total
$
7,517

 
$
6,839

 
$
4,891

 
$
5,200

Liabilities
 
 
 
 
 
 
 
Accrued liabilities:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
$
76

 
$
116

Other liabilities:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
8

 
20

Total
$

 
$

 
$
84

 
$
136


There were no transfers between Level 1 and Level 2 assets during the three months ended December 31, 2016.
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.
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. 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 the three months ended December 31, 2016.
Assets Measured at Fair Value on a Non-recurring 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 ratios of comparable public companies. There were no significant impairments during the three months ended December 31, 2016 or 2015. These investments totaled $48 million and $46 million at December 31, 2016 and September 30, 2016, respectively, and are classified in other assets on the consolidated balance sheets.
Non-financial assets and liabilities. Long-lived assets such as goodwill, indefinite-lived intangible assets, finite-lived intangible assets, and property, equipment and technology are considered non-financial assets. The Company does not have any non-financial liabilities measured at fair value on a non-recurring basis. Finite-lived intangible assets primarily consist of customer relationships, trade names and reseller relationships, all of which were obtained through acquisitions.
If the Company were required to perform a quantitative assessment for impairment testing of goodwill and indefinite-lived intangible assets, the fair values would generally be estimated using an income approach. As the assumptions employed to measure these assets on a non-recurring basis are based on management's judgment using internal and external data, these fair value determinations are classified as Level 3 in the fair value hierarchy. There were no events or changes in circumstances that indicate impairment at December 31, 2016.
Other Fair Value Disclosures
Long-term debt. Debt instruments are measured at amortized cost on the Company's unaudited consolidated balance sheet at December 31, 2016. The fair value of the debt instruments, 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. If measured at fair value in the financial statements, these instruments would be classified as Level 2 in the fair value hierarchy.
The following table presents the carrying amount and estimated fair value of the Company’s debt in order of maturity.
 
December 31, 2016
 
September 30, 2016
 
Carrying Amount
 
Estimated Fair Value
 
Carrying Amount
 
Estimated Fair Value
 
(in millions)
1.20% Senior Notes due December 2017
$
1,747

 
$
1,750

 
$
1,746

 
$
1,754

2.20% Senior Notes due December 2020
2,988

 
3,009

 
2,988

 
3,077

2.80% Senior Notes due December 2022
2,239

 
2,263

 
2,238

 
2,359

3.15% Senior Notes due December 2025
3,965

 
4,018

 
3,964

 
4,225

4.15% Senior Notes due December 2035
1,485

 
1,570

 
1,485

 
1,698

4.30% Senior Notes due December 2045
3,461

 
3,694

 
3,461

 
4,045

Total
$
15,885

 
$
16,304

 
$
15,882

 
$
17,158


Other financial instruments not measured at fair value. The following financial instruments are not measured at     fair value on the Company's unaudited consolidated balance sheet at December 31, 2016, but disclosure of their fair values is required: time deposits recorded in prepaid expenses and other current assets, settlement receivable and payable, commercial paper, and customer collateral. The estimated fair value of such instruments at December 31, 2016 approximates their carrying value due to their generally short maturities. If measured at fair value in the financial statements, these financial instruments would be classified as Level 2 in the fair value hierarchy.
Investments
Available-for-sale investment securities. The Company had $59 million in gross unrealized gains and $7 million in gross unrealized losses at December 31, 2016. There were $55 million gross unrealized gains and no gross unrealized losses at September 30, 2016. A majority of the Company's available-for-sale investment securities with stated maturities are due within one to two years.
Debt
Debt
Note 5—Debt
The Company had outstanding debt as follows:
 
December 31, 2016
 
September 30, 2016
 
 
 
 
Principal Amount
 
Unamortized Discounts and Debt Issuance Costs
 
Carrying Amount
 
Principal Amount
 
Unamortized Discounts and Debt Issuance Costs
 
Carrying Amount
 
Effective Interest Rate
 
 
(in millions, except percentages)
 
Commercial Paper
$
567

 
$
(1
)
 
$
566

 
$

 
$

 
$

 
0.79
%
(1) 
1.20% Senior Notes due December 2017 (the "2017 Notes")
1,750

 
(3
)
 
1,747

 

 

 

 
1.37
%
 
Total current maturities of long-term debt and short-term debt
2,317

 
(4
)
 
2,313

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.20% Senior Notes due December 2017 (the "2017 Notes")

 

 

 
1,750

 
(4
)
 
1,746

 
1.37
%
 
2.20% Senior Notes due December 2020 (the "2020 Notes")
3,000

 
(12
)
 
2,988

 
3,000

 
(12
)
 
2,988

 
2.30
%
 
2.80% Senior Notes due December 2022 (the "2022 Notes")
2,250

 
(11
)
 
2,239

 
2,250

 
(12
)
 
2,238

 
2.89
%
 
3.15% Senior Notes due December 2025 (the "2025 Notes")
4,000

 
(35
)
 
3,965

 
4,000

 
(36
)
 
3,964

 
3.26
%
 
4.15% Senior Notes due December 2035 (the "2035 Notes")
1,500

 
(15
)
 
1,485

 
1,500

 
(15
)
 
1,485

 
4.23
%
 
4.30% Senior Notes due December 2045 (the "2045 Notes")
3,500

 
(39
)
 
3,461

 
3,500

 
(39
)
 
3,461

 
4.37
%
 
Total long-term debt
14,250

 
(112
)
 
14,138

 
16,000

 
(118
)
 
15,882

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total debt
$
16,567

 
$
(116
)
 
$
16,451

 
$
16,000

 
$
(118
)
 
$
15,882

 
 
 

(1) 
Represents the weighted-average interest rate for the commercial paper outstanding at December 31, 2016.
Senior Notes
The Company recognized interest expense for the senior notes, which were issued in December 2015, of $125 million and $24 million for the three months ended December 31, 2016 and 2015, respectively, as non-operating expense. The Company paid $244 million in interest on the senior notes during the three months ended December 31, 2016.
Commercial Paper Program
The Company maintains a commercial paper program to support its working capital requirements and for other general corporate purposes. The carrying amount outstanding at December 31, 2016 was $566 million, with a weighted-average interest rate of 0.79% and remaining maturities ranging from 37 days to 66 days. As of September 30, 2016, the Company had no outstanding obligations under the program.
Credit Facility Extension
On January 27, 2017, the Company extended the term of the $4.0 billion credit facility that was entered into on January 27, 2016. The credit facility will now expire on January 27, 2022. No other terms were materially changed. A brief description of the material terms and conditions of the credit facility are described in the Company's Form 10-K, as filed with the SEC on November 15, 2016. A copy of the credit facility is filed as Exhibit 10.1 to the Company's Form 10-Q, as filed with the SEC on April 30, 2016 and is hereby incorporated by reference.
Settlement Guarantee Management
Settlement Guarantee Management
Note 6—Settlement Guarantee Management
The Company indemnifies its clients for settlement losses suffered due to failure of any other clients to fund its settlement obligations in accordance with the Visa Rules. This indemnification creates settlement risk for the Company due to the difference in timing between the date of a payment transaction and the date of subsequent settlement. The exposure to settlement losses through Visa's settlement indemnification is accounted for as a settlement risk guarantee. The Company’s settlement exposure is limited to the amount of unsettled Visa payment transactions at any point in time. The Company requires certain clients that do not meet its credit standards to post collateral to offset potential loss from their estimated unsettled transactions. The Company’s estimated maximum settlement exposure was $68.7 billion for the quarter ended December 31, 2016, compared to $67.8 billion for the quarter ended September 30, 2016. Of these amounts, $3.0 billion and $2.9 billion were covered by collateral at December 31, 2016 and September 30, 2016, respectively.
The Company maintained collateral as follows:

December 31,
2016
 
September 30,
2016
 
(in millions)
Cash equivalents(1)
$
1,283

 
$
1,295

Pledged securities at market value
166

 
170

Letters of credit
1,328

 
1,311

Guarantees
1,443

 
1,418

Total
$
4,220

 
$
4,194


(1) 
Cash collateral held by Visa Europe is not included on the Company's consolidated balance sheets as its clients retain beneficial ownership and the cash is only accessible to the Company in the event of default by the client on its settlement obligations.
The total available collateral balances presented in the table above were greater than the settlement exposure covered by customer collateral held due to instances in which the available collateral exceeded the total settlement exposure for certain financial institutions at each date presented.
The fair value of the settlement risk guarantee is estimated based on a proprietary probability-weighted model and was approximately $2 million at December 31, 2016 and September 30, 2016. These amounts are reflected in accrued liabilities on the Company's consolidated balance sheets.
Pension and Other Postretirement Benefits
Pension and Other Postretirement Benefits
Note 7—Pension and Other Postretirement 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 U.S. The Company also sponsors other pension benefit plans that provide benefits for internationally-based employees at certain non-U.S. locations. The components of net periodic benefit cost presented below include the U.S. pension plans and the non-U.S. plans, which represent Visa Europe funded and unfunded pension plans. Disclosures relating to other non-U.S. pension benefit plans are not included as they are immaterial, individually and in aggregate.
In October 2015, the U.S. qualified defined benefit pension plan was amended such that the Company discontinued employer provided credits after December 31, 2015, and that plan participants continue to earn interest credits on existing balances at the time of the freeze. The Visa Europe pension plans had been closed to new entrants prior to the Visa Europe acquisition.
 
U.S. Plans
 
Non-U.S. Plans
 
Pension Benefits
 
Other Postretirement Benefits
 
Pension Benefits
 
Three Months Ended
December 31,
 
Three Months Ended
December 31,
 
Three Months Ended
December 31,
 
2016
 
2015
 
2016
 
2015
 
2016
 
(in millions)
Service cost
$

 
$
13

 
$

 
$

 
$
2

Interest cost
9

 
11

 

 

 
3

Expected return on assets
(18
)
 
(17
)
 

 

 
(4
)
Amortization of:
 
 
 
 
 
 
 
 
 
Prior service credit

 
(1
)
 
(1
)
 
(1
)
 

Actuarial loss
4

 
2

 

 

 

Curtailment gain

 
(8
)
 

 

 

Settlement loss
2

 

 

 

 

Total net periodic benefit cost
$
(3
)
 
$

 
$
(1
)
 
$
(1
)
 
$
1

Stockholders' Equity
Stockholders' Equity
Note 8—Stockholders' Equity
As-Converted Class A Common Stock. The number of shares of each series and class and the number of shares of class A common stock on an as-converted basis at December 31, 2016, are as follows:
(in millions, except conversion rates)
Shares Outstanding
 
Conversion Rate
Into Class A
Common Stock
 
As-converted Class A Common
Stock(1)
U.K.&I preferred stock
2

 
13.9520

 
35

Europe preferred stock
3

 
13.9520

 
44

Class A common stock (2)
1,854

 

 
1,854

Class B common stock
245

 
1.6483

(3) 
405

Class C common stock
16

 
4.0000

 
62

Total
 
 
 
 
2,400


(1) 
Figures in the table may not recalculate exactly due to rounding. As-converted class A common stock is calculated based on unrounded numbers.
(2) 
Class A common stock shares outstanding exclude repurchases traded but not yet settled on or before December 31, 2016.
(3) 
The class B to class A common stock conversion rate is presented on a rounded basis. Conversion calculations for dividend payments are based on a conversion rate rounded to the tenth decimal.
Common stock repurchases. The following table presents share repurchases in the open market.(1) 
(in millions, except per share data)
Three Months Ended
December 31, 2016
Shares repurchased in the open market (2)
24

Average repurchase price per share (3)
$
79.94

Total cost
$
1,893

(1)  
Shares repurchased in the open market reflect repurchases settled during the three months ended December 31, 2016. These amounts include repurchases traded but not yet settled on or before September 30, 2016 and exclude repurchases traded but not yet settled on or before December 31, 2016.
(2) 
All shares repurchased in the open market have been retired and constitute authorized but unissued shares.
(3) 
Figures in the table may not recalculate exactly due to rounding. Average repurchase price per share is calculated based on unrounded numbers.
As of December 31, 2016, the Company's July 2016 program had remaining authorized funds of $3.9 billion for share repurchase. All share repurchase programs authorized prior to July 2016 have been completed.
Dividends. In January 2017, the Company’s board of directors declared a quarterly cash dividend of $0.165 per share of class A common stock (determined in the case of class B and C common stock and U.K.&I and Europe preferred stock on an as-converted basis). The cash dividend will be paid on March 7, 2017, to all holders of record of the Company's common and preferred stock as of February 17, 2017. The Company declared and paid $399 million in dividends to holders of the Company's common stock during the three months ended December 31, 2016.
Earnings Per Share
Earnings Per Share
Note 9—Earnings Per Share
Basic earnings per share is computed by dividing net income available to each class by the weighted-average number of shares of common stock outstanding and participating securities during the period. Net income is allocated to each class of common stock and participating securities based on its proportional ownership on an as-converted basis. The weighted-average number of shares of each class of common stock outstanding reflects changes in ownership over the periods presented. See Note 8—Stockholders' Equity.
Diluted earnings per share is computed by dividing net income available by the weighted-average number of shares of common stock outstanding, participating securities and, if dilutive, potential class A common stock equivalent shares outstanding during the period. Dilutive class A common stock equivalents may consist of: (1) shares of class A common stock issuable upon the conversion of U.K.&I and Europe preferred stock and class B and C common stock based on the conversion rate in effect through the period, and (2) incremental shares of class A common stock calculated by applying the treasury stock method to the assumed exercise of employee stock options, the assumed purchase of stock under the Employee Stock Purchase Plan and the assumed vesting of unearned performance shares.
The following table presents earnings per share for the three months ended December 31, 2016.(1) 
 
Basic Earnings Per Share
 
 
Diluted Earnings Per Share
 
(in millions, except per share data)
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
 
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
Class A common stock
$
1,594

 
1,860

 
$
0.86

 
 
$
2,070

 
2,421

(3) 
$
0.86

Class B common stock
347

 
245

 
$
1.41

 
 
$
346

 
245

 
$
1.41

Class C common stock
57

 
17

 
$
3.43

 
 
$
57

 
17

 
$
3.42

Participating securities(4)
72

 
Not presented

 
Not presented

 
 
$
72

 
Not presented

 
Not presented

Net income
$
2,070

 
 
 
 
 
 
 
 
 
 
 
The following table presents earnings per share for the three months ended December 31, 2015.(1) 
 
Basic Earnings Per Share
 
 
Diluted Earnings Per Share
 
(in millions, except per share data)
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
 
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
Class A common stock
$
1,550

 
1,937

 
$
0.80

 
 
$
1,941

 
2,430

(3) 
$
0.80

Class B common stock
324

 
245

 
$
1.32

 
 
$
323

 
245

 
$
1.32

Class C common stock
63

 
20

 
$
3.20

 
 
$
63

 
20

 
$
3.20

Participating securities(4)
4

 
Not presented

 
Not presented

 
 
$
4

 
Not presented

 
Not presented

Net income
$
1,941

 
 
 
 
 
 
 
 
 
 
 

(1) 
Figures in the table may not recalculate exactly due to rounding. Earnings per share is calculated based on unrounded numbers.
(2) 
Net income is allocated based on proportional ownership on an as-converted basis. The weighted-average number of shares of as-converted class B common stock used in the income allocation was 405 million for the three months ended December 31, 2016 and 2015. The weighted-average number of shares of as-converted class C common stock used in the income allocation was 67 million and 78 million for the three months ended December 31, 2016 and 2015, respectively. The weighted-average number of shares of as-converted U.K.&I and Europe preferred stock, included within participating securities, used in the income allocation was 35 million and 44 million, respectively, for the three months ended December 31, 2016.
(3) 
Weighted-average diluted shares outstanding are calculated on an as-converted basis, and include incremental common stock equivalents, as calculated under the treasury stock method. The computation includes approximately 5 million common stock equivalents for the three months ended December 31, 2016 and 2015 because their effect would be dilutive. The computation excludes 3 million and 1 million of common stock equivalents for the three months ended December 31, 2016 and 2015, respectively, because their effect would have been anti-dilutive.
(4) 
Participating securities include preferred stock outstanding and unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents, such as the Company's U.K.&I and Europe preferred stock, restricted stock awards, restricted stock units and earned performance-based shares. Participating securities' income is allocated based on the weighted-average number of shares of as-converted stock.
Share-based Compensation
Share-based Compensation
Note 10—Share-based Compensation
The Company granted the following equity awards to employees and non-employee directors under the 2007 Equity Incentive Compensation Plan during the three months ended December 31, 2016:
 
Granted
 
Weighted-Average
Grant Date Fair
Value
 
Weighted-Average
Exercise Price
Non-qualified stock options
1,671,344

 
$
13.90

 
$
80.82

Restricted stock units ("RSUs")
2,952,720

 
$
80.82

 
 
Performance-based shares(1)
634,651

 
$
86.37

 
 
(1)  
Represents the maximum number of performance-based shares which could be earned.
The Company’s non-qualified stock options and RSUs are equity awards with service-only conditions and are accordingly expensed on a straight-line basis over the vesting period. The Company's performance-based shares are equity awards with service, market and performance conditions that are accounted for using the graded-vesting method. The Company recorded share-based compensation cost of $45 million for the three months ended December 31, 2016, net of estimated forfeitures, which are adjusted as appropriate.
Income Taxes
Income Taxes
Note 11—Income Taxes
The effective income tax rates were 31% and 26% for the three months ended December 31, 2016 and 2015, respectively. The effective tax rate for the three months ended December 31, 2016 differs from the effective tax rate in the same period in the prior fiscal year primarily due to:
$26 million of excess tax benefits related to share-based payments recorded during the quarter ended December 31, 2016 as a result of early adoption of new Accounting Standards Update 2016-09. See Note 1—Summary of Significant Accounting Policies;
the restrictions on U.S. foreign tax credits that can be claimed on Visa Europe's foreign taxes under the current tax structure;
the absence of the non-taxable $255 million revaluation of the Visa Europe put option recorded in the quarter ended December 31, 2015; and
the absence of foreign tax credit benefits related to prior fiscal years recognized during the quarter ended December 31, 2015.
During the three months ended December 31, 2016, the Company's gross unrecognized tax benefits increased by $33 million, of which $28 million would favorably impact the effective tax rate if recognized. The increase in gross unrecognized tax benefits is primarily related to various tax positions across several jurisdictions. During the three months ended December 31, 2016 and 2015, respectively, there were no significant changes in interest and penalties related to uncertain tax positions.
The Company’s tax filings are subject to examination by the U.S. federal, state and foreign taxing authorities. The timing and outcome of the final resolutions of the various ongoing income tax examinations are highly uncertain. It is not reasonably possible to estimate the increase or decrease in unrecognized tax benefits within the next twelve months.
Legal Matters
Legal Matters
Note 12—Legal Matters
The Company is party to various legal and regulatory proceedings. Some of these proceedings involve complex claims that are subject to substantial uncertainties and unascertainable damages. Accordingly, except as disclosed, the Company has not established reserves or ranges of possible loss related to these proceedings, as at this time in the proceedings, the matters do not relate to a probable loss and/or the amount or range of losses are not reasonably estimable. Although the Company believes that it has strong defenses for the litigation and regulatory proceedings described below, it could, in the future, incur judgments or fines or enter into settlements of claims that could have a material adverse effect on the Company's financial position, results of operations or cash flows. From time to time, the Company may engage in settlement discussions or mediations with respect to one or more of its outstanding litigation matters, either on its own behalf or collectively with other parties.
The litigation accrual is an estimate and is based on management’s understanding of its litigation profile, the specifics of each case, advice of counsel to the extent appropriate and management’s best estimate of incurred loss as of the balance sheet date.
The following table summarizes the activity related to accrued litigation.
 
Fiscal 2017
 
Fiscal 2016
 
(in millions)
Balance at October 1
$
981

 
$
1,024

Provision for uncovered legal matters
15

 

Accrual of VE territory covered litigation
86

 

Payments on legal matters
(88
)
 
(12
)
Balance at December 31
$
994

 
$
1,012


Accrual Summary—U.S. Covered Litigation
Visa Inc., Visa U.S.A. and Visa International are parties to certain legal proceedings that are covered by the U.S. retrospective responsibility plan, which the Company refers to as the U.S. covered litigation. See Note 3—U.S. and Europe Retrospective Responsibility Plans. An accrual for the U.S. covered litigation and a charge to the litigation provision are recorded when loss is deemed to be probable and reasonably estimable. In making this determination, the Company evaluates available information, including but not limited to actions taken by the litigation committee. The total accrual related to the U.S. covered litigation could be either higher or lower than the escrow account balance.
The following table summarizes the activity related to U.S. covered litigation.
 
Fiscal 2017
 
Fiscal 2016
 
(in millions)
Balance at October 1
$
978

 
$
1,023

Payments on U.S. covered litigation

 
(11
)
Balance at December 31
$
978

 
$
1,012


Accrual Summary—VE Territory Covered Litigation
Visa Inc., Visa International and Visa Europe are parties to certain legal proceedings that are covered by the Europe retrospective responsibility plan. Unlike the U.S. retrospective responsibility plan, the Europe retrospective responsibility plan does not have an escrow account that is used to fund settlements or judgments. The Company is entitled to recover VE territory covered losses through a periodic adjustment to the conversion rates applicable to the U.K.&I preferred stock and Europe preferred stock. An accrual for the VE territory covered losses and a reduction to stockholders' equity will be recorded when the loss is deemed to be probable and reasonably estimable. See further discussion below under VE Territory Covered Litigation and Note 3—U.S. and Europe Retrospective Responsibility Plans. The following table summarizes the activity related to VE territory covered litigation.
 
Fiscal 2017
 
(in millions)
Balance at October 1
$
2

Accrual for VE territory covered litigation
86

Payments on VE territory covered litigation
(88
)
Balance at December 31
$

Interchange Multidistrict Litigation (MDL)
On November 23, 2016, class plaintiffs that signed the 2012 Settlement Agreement filed a petition for writ of certiorari with the U.S. Supreme Court seeking review of the Second Circuit’s decision that vacated the district court’s certification of the merchant class and reversed the approval of the settlement. On November 30, 2016, the district court entered an order appointing interim counsel for the putative classes of plaintiffs.
Consumer Interchange Litigation
On December 9, 2016, the Second Circuit denied plaintiffs’ petition for rehearing.
VE Territory Covered Litigation
U.K. Merchant Litigation
Since July 2013, in excess of 100 Merchants (the capitalized term "Merchant," when used in this section, means a merchant together with subsidiary/affiliate companies who have issued claims jointly) have commenced proceedings against Visa Europe, Visa Inc. and Visa International relating to interchange rates in Europe, and seek damages for alleged anti-competitive conduct primarily in relation to U.K. domestic and/or Irish domestic and/or intra-EEA interchange fees for credit and debit cards. As of the filing date, Visa Europe, Visa Inc. and Visa International have settled the claims asserted by four Merchants.
The trial in relation to claims filed by a number of Merchants in 2013 commenced in November 2016 and is expected to continue until February 2017.
In addition, over 30 additional Merchants have threatened to commence similar proceedings. Standstill agreements have been entered into with respect to some of those Merchants' claims.
Other Litigation
"Indirect Purchaser" Actions
On January 12, 2017, the appeals court affirmed the trial court's order denying the objector's motion for attorneys' fees and costs.
Data Pass Litigation
On December 20, 2016, the U.S. Court of Appeals for the Second Circuit affirmed the dismissal as to certain claims against Gamestop Corporation, Webloyalty.com, Inc. and Visa, vacated the dismissal as to certain claims against Webloyalty and Gamestop, and remanded the case to the district court for further proceedings on the remaining claims.
U.S. ATM Access Fee Litigation
On November 17, 2016, the U.S. Supreme Court ordered that the writs of certiorari be dismissed as improvidently granted.
Federal Trade Commission
Notice Regarding EMV Chip Debit Cards. On November 22, 2016, the FTC's Bureau of Competition informed Visa that the Bureau had closed its investigation.

Korea Fair Trade Commission
Following complaints lodged by certain financial institutions in Korea, in November 2016, the Korea Fair Trade Commission (KFTC) initiated an investigation into certain pricing changes applicable to Visa financial institutions in Korea. Visa is cooperating with the KFTC.
Summary of Significant Accounting Policies (Policies)
Consolidation and basis of presentation. The accompanying unaudited consolidated financial statements include the accounts of Visa and its consolidated entities and are presented in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). The Company consolidates its majority-owned and controlled entities, including variable interest entities ("VIEs") for which the Company is the primary beneficiary. The Company’s investments in VIEs have not been material to its consolidated financial statements as of and for the periods presented. All significant intercompany accounts and transactions are eliminated in consolidation.
The accompanying unaudited consolidated financial statements are presented in accordance with the U.S. Securities and Exchange Commission ("SEC") requirements for Quarterly Reports on Form 10-Q and, consequently, do not include all of the annual disclosures required by U.S. GAAP. Reference should be made to the Visa Annual Report on Form 10-K for the year ended September 30, 2016 for additional disclosures, including a summary of the Company’s significant accounting policies.
In the opinion of management, the accompanying unaudited consolidated financial statements include all normal recurring adjustments necessary for a fair presentation of the Company's financial position, results of operations and cash flows for the interim periods presented.
Recently Issued and Adopted Accounting Pronouncements.
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of goods or services to customers. The ASU will replace existing revenue recognition guidance in U.S. GAAP when it becomes effective. Subsequently, the FASB also issued a series of amendments to the new revenue standard. The Company will adopt the standard effective October 1, 2018. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has not yet selected a transition method and is evaluating the full effect that ASU 2014-09 and all of its related subsequent updates will have on its consolidated financial statements and related disclosures.
In March 2016, the FASB issued ASU 2016-09, which simplifies several aspects of the accounting for share-based payments, including the accounting for excess tax benefits and deficiencies, forfeitures, and statutory tax withholding requirements, as well as classification on the statement of cash flows related to excess tax benefits and employee taxes paid when an employer withholds shares for tax-withholding purposes. The Company elected to early adopt this guidance effective October 1, 2016. The adoption had the following impact on the consolidated financial statements:
The Company recorded excess tax benefits of $26 million in our provision for income taxes rather than as an increase to additional paid-in capital for the three months ended December 31, 2016 on a prospective basis. Therefore, the prior period presented has not been adjusted.
The Company excluded the excess tax benefits from the assumed proceeds available to repurchase shares in the computation of diluted earnings per share for the quarter ended December 31, 2016, which increased diluted weighted average common shares outstanding by 1 million, which did not have a material impact on our diluted earnings per share.
The Company elected to apply the presentation requirement for cash flows related to excess tax benefits prospectively, and thus, the prior period presented has not been adjusted. This adoption resulted in an increase to both net cash provided by operating activities and net cash used in financing of $26 million for the three months ended December 31, 2016.
In October 2016, the FASB issued ASU 2016-16, which requires that entities recognize the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. The Company is evaluating the effect that ASU 2016-16 will have on its consolidated financial statements and is considering early adoption of the standard.
In November 2016, the FASB issued ASU 2016-18, which requires that a statement of cash flows should include the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents when reconciling the beginning-of-period and end-of-period total amounts. The Company is evaluating the effect that ASU 2016-18 will have on its consolidated financial statements and is considering early adoption of the standard.
In January 2017, the FASB issued ASU 2017-04, which eliminates Step 2 from the goodwill impairment test. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The Company will adopt the standard effective October 1, 2020. The adoption is not expected to have a material impact on the consolidated financial statements.
Visa Europe (Tables)
Schedule of Pro Forma Information
The following table presents unaudited supplemental pro forma information for the three months ended December 31, 2015, as if the acquisition and related issuance of senior notes had occurred on October 1, 2014. The pro forma financial information is not necessarily indicative of the Company's consolidated results of operations that would have been realized had the acquisition been completed on October 1, 2014, nor does it purport to project the future results of operations of the combined company or reflect any reorganizations, or cost or other operating synergies that may occur subsequent to the Closing. The actual results of operations of the combined company may differ significantly from the pro forma results presented here due to many factors.
 
Consolidated Actual Results
 
Unaudited Pro Forma Consolidated Results
 
Three Months Ended December 31,
 
2016
 
2015
 
(in millions, except per share data)
Net operating revenues
$
4,461

 
$
3,964

Net income
$
2,070

 
$
1,776

Diluted earnings per share
$
0.86

 
$
0.71

U.S. and Europe Retrospective Responsibility Plans (Tables)
Schedule of As-converted and Book Value of Preferred Stock Available to Recover Europe Covered Losses
The following table sets forth the as-converted value of the preferred stock available to recover VE territory covered losses compared to the book value of preferred shares recorded in stockholders' equity within the Company's unaudited consolidated balance sheet as of December 31, 2016.(1)
 
December 31, 2016
 
As-Converted Value of Preferred Stock(2)
 
Book Value of Preferred Stock
 
(in millions)
U.K.&I preferred stock
$
2,700

 
$
2,516

Europe preferred stock
3,436

 
3,201

Total
$
6,136

 
$
5,717

Less: Right to recover for covered losses
(128
)
 
(128
)
Total recovery for covered losses available
$
6,008

 
$
5,589

(1) 
Figures in the table may not recalculate exactly due to rounding. As-converted and book values are based on unrounded numbers.
(2) 
The as-converted value of preferred stock is calculated as the product of: (a) 2 million and 3 million shares of the U.K.&I and Europe preferred stock outstanding, respectively, as of December 31, 2016; (b) the 13.952 class A common stock conversion rate applicable to both the U.K.&I and Europe preferred stock as of December 31, 2016; and (c) $78.02, Visa's class A common stock closing stock price as of December 31, 2016.

Fair Value Measurements and Investments (Tables)
Assets and Liabilities Measured at Fair Value on a Recurring Basis
 
Fair Value Measurements
Using Inputs Considered as
 
Level 1
 
Level 2
 
December 31,
2016
 
September 30,
2016
 
December 31,
2016
 
September 30,
2016
 
(in millions)
Assets
 
 
 
 
 
 
 
Cash equivalents and restricted cash:
 
 
 
 
 
 
 
Money market funds
$
4,819

 
$
4,537

 
 
 
 
U.S. government-sponsored debt securities
 
 
 
 
$

 
$
196

Investment securities, trading:
 
 
 
 
 
 
 
Equity securities
82

 
71

 
 
 
 
Investment securities, available-for-sale:
 
 
 
 
 
 
 
U.S. government-sponsored debt securities
 
 
 
 
4,671

 
4,699

U.S. Treasury securities
2,554

 
2,178

 
 
 
 
Equity securities
62

 
53

 
 
 
 
Corporate debt securities
 
 
 
 
130

 
249

Prepaid and other current assets:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
88

 
50

Other assets:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
2

 
6

Total
$
7,517

 
$
6,839

 
$
4,891

 
$
5,200

Liabilities
 
 
 
 
 
 
 
Accrued liabilities:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
$
76

 
$
116

Other liabilities:
 
 
 
 
 
 
 
Foreign exchange derivative instruments
 
 
 
 
8

 
20

Total
$

 
$

 
$
84

 
$
136

The following table presents the carrying amount and estimated fair value of the Company’s debt in order of maturity.
 
December 31, 2016
 
September 30, 2016
 
Carrying Amount
 
Estimated Fair Value
 
Carrying Amount
 
Estimated Fair Value
 
(in millions)
1.20% Senior Notes due December 2017
$
1,747

 
$
1,750

 
$
1,746

 
$
1,754

2.20% Senior Notes due December 2020
2,988

 
3,009

 
2,988

 
3,077

2.80% Senior Notes due December 2022
2,239

 
2,263

 
2,238

 
2,359

3.15% Senior Notes due December 2025
3,965

 
4,018

 
3,964

 
4,225

4.15% Senior Notes due December 2035
1,485

 
1,570

 
1,485

 
1,698

4.30% Senior Notes due December 2045
3,461

 
3,694

 
3,461

 
4,045

Total
$
15,885

 
$
16,304

 
$
15,882

 
$
17,158

Debt (Tables)
Schedule of Debt
The Company had outstanding debt as follows:
 
December 31, 2016
 
September 30, 2016
 
 
 
 
Principal Amount
 
Unamortized Discounts and Debt Issuance Costs
 
Carrying Amount
 
Principal Amount
 
Unamortized Discounts and Debt Issuance Costs
 
Carrying Amount
 
Effective Interest Rate
 
 
(in millions, except percentages)
 
Commercial Paper
$
567

 
$
(1
)
 
$
566

 
$

 
$

 
$

 
0.79
%
(1) 
1.20% Senior Notes due December 2017 (the "2017 Notes")
1,750

 
(3
)
 
1,747

 

 

 

 
1.37
%
 
Total current maturities of long-term debt and short-term debt
2,317

 
(4
)
 
2,313

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.20% Senior Notes due December 2017 (the "2017 Notes")

 

 

 
1,750

 
(4
)
 
1,746

 
1.37
%
 
2.20% Senior Notes due December 2020 (the "2020 Notes")
3,000

 
(12
)
 
2,988

 
3,000

 
(12
)
 
2,988

 
2.30
%
 
2.80% Senior Notes due December 2022 (the "2022 Notes")
2,250

 
(11
)
 
2,239

 
2,250

 
(12
)
 
2,238

 
2.89
%
 
3.15% Senior Notes due December 2025 (the "2025 Notes")
4,000

 
(35
)
 
3,965

 
4,000

 
(36
)
 
3,964

 
3.26
%
 
4.15% Senior Notes due December 2035 (the "2035 Notes")
1,500

 
(15
)
 
1,485

 
1,500

 
(15
)
 
1,485

 
4.23
%
 
4.30% Senior Notes due December 2045 (the "2045 Notes")
3,500

 
(39
)
 
3,461

 
3,500

 
(39
)
 
3,461

 
4.37
%
 
Total long-term debt
14,250

 
(112
)
 
14,138

 
16,000

 
(118
)
 
15,882

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total debt
$
16,567

 
$
(116
)
 
$
16,451

 
$
16,000

 
$
(118
)
 
$
15,882

 
 
 

(1) 
Represents the weighted-average interest rate for the commercial paper outstanding at December 31, 2016.
Settlement Guarantee Management (Tables)
The Company maintained collateral as follows:

December 31,
2016
 
September 30,
2016
 
(in millions)
Cash equivalents(1)
$
1,283

 
$
1,295

Pledged securities at market value
166

 
170

Letters of credit
1,328

 
1,311

Guarantees
1,443

 
1,418

Total
$
4,220

 
$
4,194


(1) 
Cash collateral held by Visa Europe is not included on the Company's consolidated balance sheets as its clients retain beneficial ownership and the cash is only accessible to the Company in the event of default by the client on its settlement obligations.
Pension and Other Postretirement Benefits (Tables)
Schedule of Defined Benefit Plans Disclosures
 
U.S. Plans
 
Non-U.S. Plans
 
Pension Benefits
 
Other Postretirement Benefits
 
Pension Benefits
 
Three Months Ended
December 31,
 
Three Months Ended
December 31,
 
Three Months Ended
December 31,
 
2016
 
2015
 
2016
 
2015
 
2016
 
(in millions)
Service cost
$

 
$
13

 
$

 
$

 
$
2

Interest cost
9

 
11

 

 

 
3

Expected return on assets
(18
)
 
(17
)
 

 

 
(4
)
Amortization of:
 
 
 
 
 
 
 
 
 
Prior service credit

 
(1
)
 
(1
)
 
(1
)
 

Actuarial loss
4

 
2

 

 

 

Curtailment gain

 
(8
)
 

 

 

Settlement loss
2

 

 

 

 

Total net periodic benefit cost
$
(3
)
 
$

 
$
(1
)
 
$
(1
)
 
$
1

Stockholders' Equity (Tables)
The number of shares of each series and class and the number of shares of class A common stock on an as-converted basis at December 31, 2016, are as follows:
(in millions, except conversion rates)
Shares Outstanding
 
Conversion Rate
Into Class A
Common Stock
 
As-converted Class A Common
Stock(1)
U.K.&I preferred stock
2

 
13.9520

 
35

Europe preferred stock
3

 
13.9520

 
44

Class A common stock (2)
1,854

 

 
1,854

Class B common stock
245

 
1.6483

(3) 
405

Class C common stock
16

 
4.0000

 
62

Total
 
 
 
 
2,400


(1) 
Figures in the table may not recalculate exactly due to rounding. As-converted class A common stock is calculated based on unrounded numbers.
(2) 
Class A common stock shares outstanding exclude repurchases traded but not yet settled on or before December 31, 2016.
(3) 
The class B to class A common stock conversion rate is presented on a rounded basis. Conversion calculations for dividend payments are based on a conversion rate rounded to the tenth decimal.
The following table presents share repurchases in the open market.(1) 
(in millions, except per share data)
Three Months Ended
December 31, 2016
Shares repurchased in the open market (2)
24

Average repurchase price per share (3)
$
79.94

Total cost
$
1,893

(1)  
Shares repurchased in the open market reflect repurchases settled during the three months ended December 31, 2016. These amounts include repurchases traded but not yet settled on or before September 30, 2016 and exclude repurchases traded but not yet settled on or before December 31, 2016.
(2) 
All shares repurchased in the open market have been retired and constitute authorized but unissued shares.
(3) 
Figures in the table may not recalculate exactly due to rounding. Average repurchase price per share is calculated based on unrounded numbers.
Earnings Per Share (Tables)
Schedule of Earnings Per Share, Basic and Diluted
The following table presents earnings per share for the three months ended December 31, 2016.(1) 
 
Basic Earnings Per Share
 
 
Diluted Earnings Per Share
 
(in millions, except per share data)
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
 
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
Class A common stock
$
1,594

 
1,860

 
$
0.86

 
 
$
2,070

 
2,421

(3) 
$
0.86

Class B common stock
347

 
245

 
$
1.41

 
 
$
346

 
245

 
$
1.41

Class C common stock
57

 
17

 
$
3.43

 
 
$
57

 
17

 
$
3.42

Participating securities(4)
72

 
Not presented

 
Not presented

 
 
$
72

 
Not presented

 
Not presented

Net income
$
2,070

 
 
 
 
 
 
 
 
 
 
 
The following table presents earnings per share for the three months ended December 31, 2015.(1) 
 
Basic Earnings Per Share
 
 
Diluted Earnings Per Share
 
(in millions, except per share data)
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
 
 
Income
Allocation
(A)(2)
 
Weighted-
Average
Shares
Outstanding (B)
 
Earnings per
Share =
(A)/(B)
Class A common stock
$
1,550

 
1,937

 
$
0.80

 
 
$
1,941

 
2,430

(3) 
$
0.80

Class B common stock
324

 
245

 
$
1.32

 
 
$
323

 
245

 
$
1.32

Class C common stock
63

 
20

 
$
3.20

 
 
$
63

 
20

 
$
3.20

Participating securities(4)
4

 
Not presented

 
Not presented

 
 
$
4

 
Not presented

 
Not presented

Net income
$
1,941

 
 
 
 
 
 
 
 
 
 
 

(1) 
Figures in the table may not recalculate exactly due to rounding. Earnings per share is calculated based on unrounded numbers.
(2) 
Net income is allocated based on proportional ownership on an as-converted basis. The weighted-average number of shares of as-converted class B common stock used in the income allocation was 405 million for the three months ended December 31, 2016 and 2015. The weighted-average number of shares of as-converted class C common stock used in the income allocation was 67 million and 78 million for the three months ended December 31, 2016 and 2015, respectively. The weighted-average number of shares of as-converted U.K.&I and Europe preferred stock, included within participating securities, used in the income allocation was 35 million and 44 million, respectively, for the three months ended December 31, 2016.
(3) 
Weighted-average diluted shares outstanding are calculated on an as-converted basis, and include incremental common stock equivalents, as calculated under the treasury stock method. The computation includes approximately 5 million common stock equivalents for the three months ended December 31, 2016 and 2015 because their effect would be dilutive. The computation excludes 3 million and 1 million of common stock equivalents for the three months ended December 31, 2016 and 2015, respectively, because their effect would have been anti-dilutive.
(4) 
Participating securities include preferred stock outstanding and unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents, such as the Company's U.K.&I and Europe preferred stock, restricted stock awards, restricted stock units and earned performance-based shares. Participating securities' income is allocated based on the weighted-average number of shares of as-converted stock.
Share-based Compensation (Tables)
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award
The Company granted the following equity awards to employees and non-employee directors under the 2007 Equity Incentive Compensation Plan during the three months ended December 31, 2016:
 
Granted
 
Weighted-Average
Grant Date Fair
Value
 
Weighted-Average
Exercise Price
Non-qualified stock options
1,671,344

 
$
13.90

 
$
80.82

Restricted stock units ("RSUs")
2,952,720

 
$
80.82

 
 
Performance-based shares(1)
634,651

 
$
86.37

 
 
(1)  
Represents the maximum number of performance-based shares which could be earned.
Legal Matters (Tables)
The following table summarizes the activity related to accrued litigation.
 
Fiscal 2017
 
Fiscal 2016
 
(in millions)
Balance at October 1
$
981

 
$
1,024

Provision for uncovered legal matters
15

 

Accrual of VE territory covered litigation
86

 

Payments on legal matters
(88
)
 
(12
)
Balance at December 31
$
994

 
$
1,012


The following table summarizes the activity related to U.S. covered litigation.
 
Fiscal 2017
 
Fiscal 2016
 
(in millions)
Balance at October 1
$
978

 
$
1,023

Payments on U.S. covered litigation

 
(11
)
Balance at December 31
$
978

 
$
1,012

Summary of Significant Accounting Policies (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Dec. 31, 2016
country
Dec. 31, 2015
Business Acquisition [Line Items]
 
 
Number of countries in which entity operates (more than)
200 
 
Excess tax benefits
$ 909 
$ 698 
Increase to net cash provided by operating activities
2,508 
1,979 
Increase in net cash used in financing activities
(1,730)
13,534 
New Accounting Pronouncement, Early Adoption, Effect
 
 
Business Acquisition [Line Items]
 
 
Excess tax benefits
(26)
 
Increase to diluted weighted average common shares outstanding (shares)
 
Increase to net cash provided by operating activities
26 
 
Increase in net cash used in financing activities
$ (26)
 
Visa Europe (Details)
0 Months Ended 0 Months Ended
Dec. 31, 2016
USD ($)
Sep. 30, 2016
USD ($)
Dec. 31, 2016
Class A equivalent preferred stock
USD ($)
Dec. 31, 2016
U.K.& I preferred stock
USD ($)
Dec. 31, 2016
Europe preferred stock
USD ($)
Jun. 21, 2016
Visa Europe
USD ($)
Jun. 21, 2016
Visa Europe
EUR (€)
Jun. 21, 2016
Visa Europe
EUR (€)
Jun. 21, 2016
Visa Europe
U.K.& I preferred stock
Jun. 21, 2016
Visa Europe
Europe preferred stock
Jun. 21, 2016
Visa Europe
Class A common stock
USD ($)
Class of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Share capital of Visa Europe acquired (percent)
 
 
 
 
 
 
 
100.00% 
 
 
 
Up-front cash consideration
 
 
 
 
 
$ 13,900,000,000 
€ 12,200,000,000 
 
 
 
 
Shares issued or issuable at closing (shares)
 
 
 
 
 
79,000,000 
79,000,000 
 
2,480,466 
3,156,823 
 
Consideration, preferred stock of the Company
 
 
 
 
 
6,100,000,000 
5,300,000,000 
 
 
 
 
Closing stock price (in USD per share)
 
 
 
 
 
 
 
 
 
 
$ 77.33 
Additional cash consideration payable on the third anniversary of closing
$ 1,164,000,000 
$ 1,225,000,000 
 
 
 
 
 
€ 1,000,000,000 
 
 
 
Compound annual interest rate on additional consideration paid on third anniversary of closing (percent)
 
 
 
 
 
 
 
4.00% 
 
 
 
Preferred stock, par value
 
 
$ 0.0001 
$ 0.0001 
$ 0.0001 
 
 
 
 
 
 
Initial conversion rate of U.K.&I and Europe preferred stock into Class A equivalent preferred stock
 
 
 
 
 
 
 
13.952 
 
 
 
Visa Europe Pro Forma Information (Details) (USD $)
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Visa Europe
 
 
Business Acquisition [Line Items]
 
 
Net operating revenues
$ 4,461,000,000 
$ 3,964,000,000 
Net income
2,070,000,000 
1,776,000,000 
Diluted earnings per share (in USD per share)
$ 0.86 
$ 0.71 
Senior Notes |
Visa Europe
 
 
Business Acquisition [Line Items]
 
 
Debt issued
16,000,000,000 
 
Visa Europe put option
 
 
Business Acquisition [Line Items]
 
 
Revaluation of the Visa Europe put option
 
$ (255,000,000)
U.S. and Europe Retrospective Responsibility Plans (Details)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended
Dec. 31, 2016
EUR (€)
Dec. 31, 2016
USD ($)
Sep. 30, 2016
USD ($)
Dec. 31, 2016
U.K.& I preferred stock
Sep. 30, 2016
U.K.& I preferred stock
Dec. 31, 2016
Europe preferred stock
Sep. 30, 2016
Europe preferred stock
Jun. 21, 2016
Visa Europe
Restricted Cash and Cash Equivalents Items [Line Items]
 
 
 
 
 
 
 
 
Escrow account
 
$ 1,028 
$ 1,027 
 
 
 
 
 
VE territory covered loss, maximum amount of loss to allow adjustment of conversion rate during six-month period
20 
 
 
 
 
 
 
 
Right to recover for covered losses
 
$ 128 1 2
$ 34 
 
 
 
 
 
Preferred stock, shares outstanding
 
 
 
 
Initial conversion rate of U.K.&I and Europe preferred stock into Class A equivalent preferred stock
 
 
 
 
 
 
 
13.952 
Closing stock price
 
$ 78.02 
 
 
 
 
 
 
U.S. and Europe Retrospective Responsibility Plans Preferred Stock (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Sep. 30, 2016
Class of Stock [Line Items]
 
 
As-converted value of preferred stock
$ 6,136 1 2
 
Book value of preferred stock
5,717 1
 
Right to recover for covered losses
(128)1 2
(34)
Total recovery for covered losses available, as converted
6,008 1 2
 
Total recovery for covered losses available, book value
5,589 1
 
U.K.& I preferred stock
 
 
Class of Stock [Line Items]
 
 
As-converted value of preferred stock
2,700 1 2
 
Book value of preferred stock
2,516 1
 
Europe preferred stock
 
 
Class of Stock [Line Items]
 
 
As-converted value of preferred stock
3,436 1 2
 
Book value of preferred stock
$ 3,201 1
 
Fair Value Measurements and Investments - Additional Information (Detail) (USD $)
3 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Dec. 31, 2016
Minimum
Dec. 31, 2016
Maximum
Dec. 31, 2016
Senior Notes
Sep. 30, 2016
Senior Notes
Dec. 31, 2016
Senior Notes
2017 Notes
Sep. 30, 2016
Senior Notes
2017 Notes
Dec. 31, 2016
Senior Notes
2020 Notes
Sep. 30, 2016
Senior Notes
2020 Notes
Dec. 31, 2016
Senior Notes
2022 Notes
Sep. 30, 2016
Senior Notes
2022 Notes
Dec. 31, 2016
Senior Notes
2025 Notes
Sep. 30, 2016
Senior Notes
2025 Notes
Dec. 31, 2016
Senior Notes
2035 Notes
Sep. 30, 2016
Senior Notes
2035 Notes
Dec. 31, 2016
Senior Notes
2045 Notes
Sep. 30, 2016
Senior Notes
2045 Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-marketable equity investments
$ 48,000,000 
$ 46,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carrying amount, current
2,313,000,000 
 
 
 
 
1,747,000,000 
 
 
 
 
 
 
 
 
 
 
Carrying amount, noncurrent
14,138,000,000 
15,882,000,000 
 
 
 
 
1,746,000,000 
2,988,000,000 
2,988,000,000 
2,239,000,000 
2,238,000,000 
3,965,000,000 
3,964,000,000 
1,485,000,000 
1,485,000,000 
3,461,000,000 
3,461,000,000 
Long-term Debt
14,138,000,000 
15,882,000,000 
 
 
15,885,000,000 
15,882,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, Fair Value
 
 
 
 
16,304,000,000 
17,158,000,000 
1,750,000,000 
1,754,000,000 
3,009,000,000 
3,077,000,000 
2,263,000,000 
2,359,000,000 
4,018,000,000 
4,225,000,000 
1,570,000,000 
1,698,000,000 
3,694,000,000 
4,045,000,000 
Available-for-sale securities, gross unrealized gains
59,000,000 
55,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Available-for-sale securities, gross unrealized losses
$ 7,000,000 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Available-for-sale investment securities, stated maturities
 
 
1 year 
2 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Sep. 30, 2016
Investment securities:
 
 
Trading
$ 82 
$ 71 
Accrued liabilities
 
 
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount
 
Level 1 |
Fair Value, Measurements, Recurring
 
 
Prepaid and other current assets:
 
 
Fair value, total assets
7,517 
6,839 
Accrued liabilities
 
 
Fair value, total liabilities
Level 2 |
Fair Value, Measurements, Recurring
 
 
Prepaid and other current assets:
 
 
Fair value, total assets
4,891 
5,200 
Accrued liabilities
 
 
Fair value, total liabilities
84 
136 
Foreign exchange derivative instruments |
Level 2 |
Fair Value, Measurements, Recurring
 
 
Accrued liabilities
 
 
Foreign exchange derivative instruments
76 
116 
Other liabilities
20 
Money market funds |
Level 1 |
Fair Value, Measurements, Recurring
 
 
Cash equivalents and restricted cash:
 
 
Cash equivalents and restricted cash:
4,819 
4,537 
Equity securities |
Level 1 |
Fair Value, Measurements, Recurring
 
 
Investment securities:
 
 
Trading
82 
71 
Available-for-sale securities
62 
53 
U.S. Treasury securities |
Level 1 |
Fair Value, Measurements, Recurring
 
 
Investment securities:
 
 
Available-for-sale securities
2,554 
2,178 
U.S. government-sponsored debt securities |
Level 2 |
Fair Value, Measurements, Recurring
 
 
Cash equivalents and restricted cash:
 
 
Cash equivalents and restricted cash:
196 
Investment securities:
 
 
Available-for-sale securities
4,671 
4,699 
Corporate debt securities |
Level 2 |
Fair Value, Measurements, Recurring
 
 
Investment securities:
 
 
Available-for-sale securities
130 
249 
Foreign exchange derivative instruments |
Level 2 |
Fair Value, Measurements, Recurring
 
 
Prepaid and other current assets:
 
 
Prepaid and other current assets:
88 
50 
Other assets
$ 2 
$ 6 
Debt - Debt (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Sep. 30, 2016
Debt Instrument [Line Items]
 
 
Principal Amount, current
$ 2,317 
$ 0 
Unamortized Discounts and Debt Issuance Costs, current
(4)
Carrying Amount, current
2,313 
Principal Amount, noncurrent
14,250 
16,000 
Unamortized Discounts and Debt Issuance Costs, noncurrent
(112)
(118)
Carrying Amount, noncurrent
14,138 
15,882 
Total debt, principal
16,567 
16,000 
Unamortized Discounts and Debt Issuance Costs
(116)
(118)
Carrying Amount
16,451 
15,882 
Senior Notes |
2017 Notes
 
 
Debt Instrument [Line Items]
 
 
Stated interest rate (percent)
1.20% 
 
Principal Amount, current
1,750 
Unamortized Discounts and Debt Issuance Costs, current
(3)
Carrying Amount, current
1,747 
Principal Amount, noncurrent
1,750 
Unamortized Discounts and Debt Issuance Costs, noncurrent
(4)
Carrying Amount, noncurrent
1,746 
Effective Interest Rate (percent)
1.37% 
 
Senior Notes |
2020 Notes
 
 
Debt Instrument [Line Items]
 
 
Stated interest rate (percent)
2.20% 
 
Principal Amount, noncurrent
3,000 
3,000 
Unamortized Discounts and Debt Issuance Costs, noncurrent
(12)
(12)
Carrying Amount, noncurrent
2,988 
2,988 
Effective Interest Rate (percent)
2.30% 
 
Senior Notes |
2022 Notes
 
 
Debt Instrument [Line Items]
 
 
Stated interest rate (percent)
2.80% 
 
Principal Amount, noncurrent
2,250 
2,250 
Unamortized Discounts and Debt Issuance Costs, noncurrent
(11)
(12)
Carrying Amount, noncurrent
2,239 
2,238 
Effective Interest Rate (percent)
2.89% 
 
Senior Notes |
2025 Notes
 
 
Debt Instrument [Line Items]
 
 
Stated interest rate (percent)
3.15% 
 
Principal Amount, noncurrent
4,000 
4,000 
Unamortized Discounts and Debt Issuance Costs, noncurrent
(35)
(36)
Carrying Amount, noncurrent
3,965 
3,964 
Effective Interest Rate (percent)
3.26% 
 
Senior Notes |
2035 Notes
 
 
Debt Instrument [Line Items]
 
 
Stated interest rate (percent)
4.15% 
 
Principal Amount, noncurrent
1,500 
1,500 
Unamortized Discounts and Debt Issuance Costs, noncurrent
(15)
(15)
Carrying Amount, noncurrent
1,485 
1,485 
Effective Interest Rate (percent)
4.23% 
 
Senior Notes |
2045 Notes
 
 
Debt Instrument [Line Items]
 
 
Stated interest rate (percent)
4.30% 
 
Principal Amount, noncurrent
3,500 
3,500 
Unamortized Discounts and Debt Issuance Costs, noncurrent
(39)
(39)
Carrying Amount, noncurrent
3,461 
3,461 
Effective Interest Rate (percent)
4.37% 
 
Commercial Paper
 
 
Debt Instrument [Line Items]
 
 
Principal Amount, current
567 
Unamortized Discounts and Debt Issuance Costs, current
(1)
Carrying Amount, current
$ 566 
$ 0 
Effective Interest Rate, current (percent)
0.79% 1
 
Debt - Narrative (Details) (USD $)
3 Months Ended 3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Sep. 30, 2016
Dec. 31, 2016
Senior Notes
Dec. 31, 2015
Senior Notes
Dec. 31, 2016
Commercial Paper
Minimum
Dec. 31, 2016
Commercial Paper
Maximum
Jan. 27, 2017
Subsequent Event
Credit Facility Expiring January 27, 2022
Dec. 31, 2016
Commercial Paper
Sep. 30, 2016
Commercial Paper
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
Interest expense
 
 
 
$ 125,000,000 
$ 24,000,000 
 
 
 
 
 
Interest payments on debt (Note 5)
244,000,000 
 
 
 
 
 
 
 
 
Carrying Amount, current
2,313,000,000 
 
 
 
 
 
 
566,000,000 
Debt maturity period
 
 
 
 
 
37 days 
66 days 
 
 
 
Line of credit facility, maximum borrowing capacity
 
 
 
 
 
 
 
$ 4,000,000,000.0 
 
 
Settlement Guarantee Management - Additional Information (Detail) (USD $)
3 Months Ended
Dec. 31, 2016
Sep. 30, 2015
Sep. 30, 2016
Settlement Guarantee Management [Abstract]
 
 
 
Estimated Maximum Settlement Exposure
$ 68,700,000,000 
$ 67,800,000,000 
 
Covered settlement exposure
3,000,000,000 
 
2,900,000,000 
Estimated probability-weighted value of the guarantee
$ 2,000,000 
 
$ 2,000,000 
Collateral (Detail) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2016
Sep. 30, 2016
Business Acquisition [Line Items]
 
 
Cash equivalents(1)
$ 1,283 
$ 1,295 
Pledged securities at market value
166 
170 
Letters of credit
1,328 
1,311 
Guarantees
1,443 
1,418 
Total
$ 4,220 
$ 4,194 
Components of Net Periodic Benefit Cost (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Pension Benefits
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Service cost
$ 0 
$ 13 
Interest cost
11 
Expected return on assets
(18)
(17)
Amortization of:
 
 
Prior service credit
(1)
Actuarial loss
Curtailment gain
(8)
Settlement loss
Total net periodic benefit cost
(3)
Pension Benefits
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Service cost
Interest cost
Expected return on assets
Amortization of:
 
 
Prior service credit
(1)
(1)
Actuarial loss
Curtailment gain
Settlement loss
Total net periodic benefit cost
(1)
(1)
Foreign Pension Plan [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Service cost
 
Interest cost
 
Expected return on assets
(4)
 
Amortization of:
 
 
Prior service credit
 
Actuarial loss
 
Settlement loss
 
Total net periodic benefit cost
$ 1 
 
Stockholders' Equity - Number of Shares of Class A Common Shares Outstanding on an As-Converted Basis (Detail)
In Millions, unless otherwise specified
Dec. 31, 2016
Sep. 30, 2016
Schedule of Common Stock as Converted [Line Items]
 
 
As-converted Class A Common Stock
2,400 
 
U.K.& I preferred stock
 
 
Schedule of Common Stock as Converted [Line Items]
 
 
Preferred stock, shares outstanding
Preferred stock, conversion rate into Class A Common StockRatio
13.9520 
 
As-converted Class A Common Stock
35 1
 
Europe preferred stock
 
 
Schedule of Common Stock as Converted [Line Items]
 
 
Preferred stock, shares outstanding
Preferred stock, conversion rate into Class A Common StockRatio
13.9520 
 
As-converted Class A Common Stock
44 1
 
Class A common stock
 
 
Schedule of Common Stock as Converted [Line Items]
 
 
Common stock, shares outstanding
1,854 2
1,871 
As-converted Class A Common Stock
1,854 1 2
 
Class B common stock
 
 
Schedule of Common Stock as Converted [Line Items]
 
 
Common stock, shares outstanding
245 
245 
Common stock, conversion rate into Class A Common Stock
1.6483 3
 
As-converted Class A Common Stock
405 1
 
Class C common stock
 
 
Schedule of Common Stock as Converted [Line Items]
 
 
Common stock, shares outstanding
16 
17 
Common stock, conversion rate into Class A Common Stock
 
As-converted Class A Common Stock
62 1
 
Stockholders' Equity - Additional Information (Detail) (USD $)
3 Months Ended
Dec. 31, 2016
Jan. 31, 2017
Subsequent Event
Class A common stock
Stockholders Equity Note [Line Items]
 
 
Stock Repurchase Remaining Authorized Amount
$ 3,900,000,000 
 
Dividends Payable, Amount Per Share
 
$ 0.165 
Dividends, Cash
$ 399,000,000 
 
Basic and Diluted Earnings Per Share (Detail) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Net income
$ 2,070 1
$ 1,941 1
Class A common stock
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Income Allocation (A)
1,594 1
1,550 1
Weighted- Average Shares Outstanding (B)
1,860 
1,937 
Earnings per Share (A)/(B)
$ 0.86 2
$ 0.80 2
Income Allocation (A)
2,070 1
1,941 1
Weighted- Average Shares Outstanding (B)
2,421 3
2,430 3
Earnings per Share (A)/(B)
$ 0.86 2
$ 0.80 2
Class B common stock
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Income Allocation (A)
347 1
324 1
Weighted- Average Shares Outstanding (B)
245 
245 
Earnings per Share (A)/(B)
$ 1.41 2
$ 1.32 2
Income Allocation (A)
346 1
323 1
Weighted- Average Shares Outstanding (B)
245 
245 
Earnings per Share (A)/(B)
$ 1.41 2
$ 1.32 2
Class C common stock
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Income Allocation (A)
57 1
63 1
Weighted- Average Shares Outstanding (B)
17 
20 
Earnings per Share (A)/(B)
$ 3.43 2
$ 3.20 2
Income Allocation (A)
57 1
63 1
Weighted- Average Shares Outstanding (B)
17 
20 
Earnings per Share (A)/(B)
$ 3.42 2
$ 3.20 2
Participating securities
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Income Allocation (A)
72 1 4
1 4
Income Allocation (A)
$ 72 1 4
$ 4 1 4
Basic and Diluted Earnings Per Share - Additional Information (Detail)
In Millions, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Common stock equivalents included in the computation of diluted shares outstanding
Common stock equivalents excluded from computation of average dilutive shares outstanding
Class B common stock
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Weighted-average as-converted common stock used in income allocation
405 
405 
Class C common stock
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Weighted-average as-converted common stock used in income allocation
67 
78 
Series B Preferred Stock
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Weighted-average as-converted common stock used in income allocation
35 
 
Series C Preferred Stock
 
 
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
 
 
Weighted-average as-converted common stock used in income allocation
44 
 
Share-based Compensation - Awards Granted to Company Employees and Non-employee Directors Under the 2007 Equity Incentive Compensation Plan (Detail) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
Share-based Compensation
$ 45 
$ 39 
Non-qualified stock options
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
Granted
1,671,344 
 
Weighted-Average Grant Date Fair Value
$ 13.90 
 
Weighted-Average Exercise Price
$ 80.82 
 
Restricted stock units (RSUs)
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
Granted
2,952,720 
 
Weighted-Average Grant Date Fair Value
$ 80.82 
 
Performance-bases shares
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
Granted
634,651 1
 
Weighted-Average Grant Date Fair Value
$ 86.37 1
 
Income Taxes - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Business Acquisition [Line Items]
 
 
Effective income tax rate reconciliation, percent
31.00% 
26.00% 
Excess tax benefits
$ 909 
$ 698 
Revaluation of the Visa Europe put option
 
255 
Increase in unrecognized tax benefits
33 
 
Effective income tax rate reconciliation Unrecognized Tax Benefits that would Favorably Impact Effective Tax Rate
28 
 
New Accounting Pronouncement, Early Adoption, Effect
 
 
Business Acquisition [Line Items]
 
 
Excess tax benefits
$ (26)
 
Accrued Litigation for Both Covered and Non-Covered Litigation (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended 3 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Dec. 31, 2015
Sep. 30, 2015
Dec. 31, 2016
U.K. Merchant Litigation
merchant
Dec. 31, 2016
Threatened Litigation [Member]
U.K. Merchant Litigation
merchant
Dec. 31, 2016
Unsettled [Member]
Dec. 31, 2015
Unsettled [Member]
Dec. 31, 2016
Settled Litigation [Member]
Dec. 31, 2015
Settled Litigation [Member]
Dec. 31, 2016
VE Territory Covered Litigation [Member]
Dec. 31, 2015
VE Territory Covered Litigation [Member]
Dec. 31, 2016
VE Territory Covered Litigation [Member]
Settled Litigation [Member]
Dec. 31, 2016
U.S. Covered Litigation [Member] [Member]
Sep. 30, 2016
U.S. Covered Litigation [Member] [Member]
Dec. 31, 2015
U.S. Covered Litigation [Member] [Member]
Sep. 30, 2015
U.S. Covered Litigation [Member] [Member]
Dec. 31, 2016
U.S. Covered Litigation [Member] [Member]
Settled Litigation [Member]
Dec. 31, 2015
U.S. Covered Litigation [Member] [Member]
Settled Litigation [Member]
Loss Contingencies [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of plaintiffs
 
 
 
 
100 
30 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss Contingency Accrual [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at beginning of period
$ 994 
$ 981 
$ 1,012 
$ 1,024 
 
 
 
 
 
 
$ 2 
 
 
$ 978 
$ 978 
$ 1,012 
$ 1,023 
 
 
Provision for uncovered legal matters
 
 
 
 
 
 
15 
 
 
86 
 
 
 
 
 
 
 
Payments on litigation matters
 
 
 
 
 
 
 
 
(88)
(12)
 
 
(88)
 
 
 
 
(11)
Balance at end of period
$ 994 
$ 981 
$ 1,012 
$ 1,024 
 
 
 
 
 
 
$ 0 
 
 
$ 978 
$ 978 
$ 1,012 
$ 1,023 
 
 
Loss Contingency, Claims Settled, Number