Visa Inc. has announced an Exchange Offer allowing shareholders to exchange Class B-1 common stock for a combination of Class B-2 common stock, Class C common stock, and cash in lieu of fractional shares. The offer is detailed in a prospectus filed on April 1, 2024, with the Securities and Exchange Commission. Shareholders participating in the offer must also enter into a Makewhole Agreement, obligating them to reimburse Visa for future obligations related to U.S. covered litigation. The Exchange Offer is subject to conditions, including the effectiveness of the registration statement and the execution of the Makewhole Agreement. The offer, which is not subject to a minimum number of shares, will expire on a specified date unless extended. Shareholders can withdraw...Show More

Visa Inc. has announced an Exchange Offer allowing shareholders to exchange Class B-1 common stock for a combination of Class B-2 common stock, Class C common stock, and cash in lieu of fractional shares. The offer is detailed in a prospectus filed on April 1, 2024, with the Securities and Exchange Commission. Shareholders participating in the offer must also enter into a Makewhole Agreement, obligating them to reimburse Visa for future obligations related to U.S. covered litigation. The Exchange Offer is subject to conditions, including the effectiveness of the registration statement and the execution of the Makewhole Agreement. The offer, which is not subject to a minimum number of shares, will expire on a specified date unless extended. Shareholders can withdraw their tendered shares at any time before the expiration. The exchange is expected to be treated as a recapitalization for tax purposes, and U.S. holders will not recognize any gain or loss on the exchange. Non-U.S. holders may also participate, with certain tax implications. The exchange is intended to provide liquidity to Class B-1 shareholders while protecting Class A and Class C shareholders from U.S. covered litigation liabilities.