Mastercard Incorporated (BMV:MA) Files An 8-K Other Events
Item8.01
| Other Events. |
On November 21, 2016, Mastercard Incorporated (the Company)
completed an offering of $650,000,000 aggregate principal amount
of its 2.000% Notes due 2021 (the 2021 Notes), $750,000,000
aggregate principal amount of its 2.950% Notes due 2026 (the 2026
Notes) and $600,000,000 aggregate principal amount of its 3.800%
Notes due 2046 (the 2046 Notes and, together with the 2021 Notes
and the 2026 Notes, the Notes). The offering of the Notes was
made to the Companys Registration Statement on Form S-3 (File No.
333-204959), which Registration Statement relates to the offer
and sale on a delayed basis from time to time of an indeterminate
amount of the Companys debt securities. Further information
concerning the Notes and related matters is set forth in the
Companys Prospectus Supplement dated November 16, 2016, which was
filed with the Securities and Exchange Commission on November 18,
2016.
In connection with the issuance of the Notes, the Company entered
into an Underwriting Agreement (the Underwriting Agreement) with
Citigroup Global Markets Inc., HSBC Securities (USA) Inc.,
Merrill Lynch, Pierce, Fenner Smith Incorporated, Mizuho
Securities USA Inc. and U.S. Bancorp Investments, Inc. as
representatives (the Representatives) of the several underwriters
listed in Schedule II to the Underwriting Agreement. The
foregoing description of the Underwriting Agreement is qualified
in its entirety by the terms of such agreement, a copy of which
is attached hereto as Exhibit 1.1 and is incorporated by
reference herein.
The Notes were issued to an Indenture with Deutsche Bank Trust
Company Americas, as trustee, dated as of March 31, 2014 (the
Indenture), together with the officers certificate dated as of
November 21, 2016 establishing the terms of each series of the
Notes (the Officers Certificate). The Officers Certificate is
attached hereto as Exhibit 4.1 and is incorporated by reference
herein. The forms of the 2021 Notes, the 2026 Notes and the 2046
Notes are attached hereto as Exhibit 4.2, Exhibit 4.3 and Exhibit
4.4, respectively, and are incorporated by reference herein.
| Item9.01 | Financial Statements and Exhibits. |
(d) Exhibits
|
Exhibit No. |
Description |
|
| 1.1 |
Underwriting Agreement, dated as of November 16, 2016, among the Company and the Representatives |
|
| 4.1 |
Officers Certificate of the Company, dated as of November 21, 2016 |
|
| 4.2 |
Form of Global Note representing the Companys 2.000% Notes due 2021 (included in Exhibit 4.1) |
|
| 4.3 |
Form of Global Note representing the Companys 2.950% Notes due 2026 (included in Exhibit 4.1) |
|
| 4.4 |
Form of Global Note representing the Companys 3.800% Notes due 2046 (included in Exhibit 4.1) |
|
| 5.1 | Opinion of Weil, Gotshal Manges LLP | |
| 23.1 | Consent of Weil, Gotshal Manges LLP (included in Exhibit 5.1) |
About Mastercard Incorporated (BMV:MA)
Mastercard Incorporated (BMV:MA) Recent Trading Information
Mastercard Incorporated (BMV:MA) closed its last trading session up +12.27 at 2,136.40 with 964 shares trading hands.
