Visa Inc.'s Registration Statement Declared Effective by SEC
13/09/2007 22:54
PR Newswire
SAN FRANCISCO, September 13 /PRNewswire/ --
Visa announced today that its registration statement on Form S-4 filed in
connection with its proposed restructuring was declared effective by the
United States Securities and Exchange Commission (SEC) on September 13, 2007.
Visa will now proceed with securing the required approval of member
financial institutions for the restructuring. The restructuring contemplates
a series of transactions by which Visa International, Visa USA and Visa
Canada will become subsidiaries of a single stock corporation, Visa Inc. Visa
Europe will remain a membership association and will become a licensee of,
and own a minority interest in, Visa Inc. The boards of directors of Visa
International, Visa USA, Visa Europe and Visa Canada have approved the
restructuring agreement.
"We're grateful for the SEC's timely review of our registration
statement, and we will immediately begin the member approval process in
anticipation of closing the restructuring as soon as possible," said Joseph
W. Saunders, Chairman and CEO.
About Visa: Visa operates the world's largest retail electronic payments
network providing processing services and payment product platforms. This
includes consumer credit, debit, prepaid and commercial payments, which are
offered under the Visa, Visa Electron, Interlink and PLUS brands. Visa enjoys
unsurpassed acceptance around the world and Visa/PLUS is one of the world's
largest global ATM networks, offering cash access in local currency in more
than 170 countries.
For more information, visit www.corporate.visa.com.
Additional Information and Where You Can Find It:
This communication is being made in respect of the proposed
restructuring. In connection with the proposed restructuring, Visa has filed
documents regarding the proposed restructuring with the SEC, including a
registration statement on Form S-4 containing a proxy statement-prospectus.
We urge members to read the definitive proxy statement-prospectus regarding
the proposed restructuring and any other relevant documents carefully and in
their entirety because they contain important information about the proposed
restructuring. The definitive proxy statement-prospectus has been mailed to
eligible members of Visa International, Visa USA and Visa Canada. You may
obtain copies of any of these documents filed with the SEC that contain
information about the proposed restructuring free of charge at the Web site
maintained by the SEC at www.sec.gov or from D.F. King & Co., 48 Wall Street,
New York, NY 10005.
This document shall not constitute an offer to sell or the solicitation
of an offer to sell or the solicitation of an offer to buy any securities,
nor shall there be any sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as amended.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements. These statements
may be identified by the use of words such as "will," "believes,"
"anticipates," "intends," "estimates," "expects," "projects," "plans" or
similar expressions. Such forward-looking statements include, without
limitation, statements about the proposed restructuring and related
transactions, strategy, future operations, prospects, plans and objectives of
management and events or developments that we expect or anticipate will
occur. The forward-looking statements reflect Visa's current views and
assumptions and are subject to risks and uncertainties, which may cause
actual and future results and trends to differ materially from the
forward-looking statements, including but not limited to ability to obtain
approval by Visa's members for the proposed restructuring and related
transactions; the successful completion of the restructuring and related
transactions; Visa's ability to achieve its strategic objectives; the outcome
of legal proceedings; uncertainties inherent in operating internationally;
and the impact of law and regulations. Many of these factors are beyond
Visa's ability to control or predict. Given these factors, you should not
place undue reliance on the forward-looking statements.
Contact: Paul Cohen
Office: +1-415-932-2166
pcohen@visa.com
Hadley Wilkins
Office: +1-415-318-4199
Mobile: +1-415-710-7836
hadley.wilkins@fleishman.com
Visa Media Hotline
+1-415-932-2564
Web site: http://www.corporate.visa.com
Paul Cohen of Visa, +1-415-932-2166, pcohen@visa.com; or Hadley Wilkins, Office: +1-415-318-4199, or Mobile: +1-415-710-7836, hadley.wilkins@fleishman.com, for Visa; or Visa Media Hotline, +1-415-932-2564