UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 13, 2002
MASTERCARD INCORPORATED
(Exact name of registrant as specified in its charter)
DELAWARE - 13-4172551
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2000 PURCHASE STREET
PURCHASE, NEW YORK 10577
(Address of principal executive offices) (Zip Code)
(914) 249-2000
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
ITEM 9. REGULATION FD DISCLOSURE.
On November 13, 2002, MasterCard International Incorporated
("MasterCard"), the principal operating subsidiary of MasterCard Incorporated,
issued a press release announcing performance results for its payment programs
for the three and nine month periods ended September 30, 2002 (the "Release").
The Release is attached to this Current Report on Form 8-K as Exhibit 99.1.
The tables below provide further information regarding MasterCard's
payment programs for the three and nine month periods ended September 30, 2002.
In addition, included below are tables that provide further information
regarding MasterCard's payment programs for the years ended December 31, 2000
and 2001, in each case restated to present the information on the same basis as
the information in the tables for the three and nine month periods ended
September 30, 2002.
The tables set forth the gross dollar volume ("GDV"), purchase volume,
cash volume and the number of purchase transactions, cash transactions,
accounts and cards on a regional basis for MasterCard(R)-branded cards. Growth
rates over prior periods are provided for volume-based data.
For the 3 Months ended September 30, 2002
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Purchase Purchase Cash Cash
GDV Growth Volume Growth Transactions Volume Growth Transactions Accounts Cards
(Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local) (Millions) (Millions) (Millions)
-----------------------------------------------------------------------------------------------------------
All Programs except
On-Line Debit Programs
South Asia/Middle
East Africa $ 2.1 24.9% $ 1.5 26.3% 35.4 $ .6 21.4% 6.6 6.4 7.3
Asia/Pacific 57.4 8.8% 30.8 5.4% 336.5 26.6 13.1% 52.6 101.2 110.8
Europe 64.0 14.9% 48.5 15.5% 799.2 15.6 13.2% 169.2 75.4 84.7
Latin America 8.2 25.9% 5.2 19.3% 151.4 3.0 39.6% 31.8 34.9 43.9
Canada 8.5 21.1% 7.1 20.9% 126.3 1.4 22.3% 4.5 17.6 23.2
United States 155.8 19.4% 114.8 19.0% 1,619.0 41.0 20.6% 166.5 246.7 308.9
Worldwide 296.0 16.5% 207.8 16.1% 3,067.8 88.1 17.5% 431.1 482.1 578.8
Credit Programs
United States 126.1 18.9% 97.2 18.6% 1,189.8 28.9 19.9% 24.4 208.4 264.2
Worldwide 245.7 15.7% 179.7 15.5% 2,405.6 66.0 16.0% 170.9 421.1 506.2
Off-Line Debit Programs
United States 29.7 21.6% 17.6 21.2% 429.2 12.1 22.3% 142.1 38.3 44.7
Worldwide 50.3 20.6% 28.1 19.7% 662.2 22.2 21.9% 260.2 61.0 72.6
For the 9 Months ended September 30, 2002
-----------------------------------------------------------------------------------------------------------
Purchase Purchase Cash Cash
GDV Growth Volume Growth Transactions Volume Growth Transactions Accounts Cards
(Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local) (Millions) (Millions) (Millions)
-----------------------------------------------------------------------------------------------------------
All Programs except
On-Line Debit Programs
South Asia/Middle
East Africa $ 5.6 23.1% $ 3.9 23.1% 101.4 $ 1.7 23.2% 19.2 6.4 7.3
Asia/Pacific 165.9 12.7% 89.1 7.3% 953.5 76.8 19.7% 161.4 101.2 110.8
Europe 172.6 13.6% 130.8 13.3% 2,247.4 41.8 14.4% 490.3 75.4 84.7
Latin America 24.4 26.3% 16.1 16.9% 429.0 8.4 49.1% 88.6 34.9 43.9
Canada 23.4 19.8% 19.2 19.1% 342.4 4.2 23.2% 12.6 17.6 23.2
United States 439.7 17.8% 321.2 16.6% 4,522.8 118.5 21.0% 476.3 246.7 308.9
Worldwide 831.7 16.1% 580.3 14.4% 8,596.5 251.4 20.3% 1,248.4 482.1 578.8
Credit Programs
United States 354.3 16.6% 270.8 15.9% 3,303.1 83.5 19.0% 70.3 208.4 264.2
Worldwide 690.6 15.1% 501.1 13.7% 6,710.5 189.5 18.9% 501.9 421.1 506.2
Off-Line Debit Programs
United States 85.4 22.7% 50.5 20.5% 1,219.7 35.0 26.1% 406.0 38.3 44.7
Worldwide 141.1 21.6% 79.1 19.3% 1,886.0 61.9 24.7% 746.4 61.0 72.6
For the Year ended December 31, 2000
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GDV Growth Purchase Growth Purchase Cash Growth
All Programs except Volume Transactions Volume
On-Line Debit Programs (Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local)
---------- ------- ---------- ------- ------------ ---------- -------
South Asia/Middle East Africa $7.0 14.7% $4.9 14.4% 110.5 $2.2 15.2%
Asia/Pacific 181.5 32.3% 109.8 18.6% 879.2 71.7 60.7%
Europe 191.4 14.4% 147.4 14.3% 2,481.3 44.0 14.9%
Latin America 27.5 24.4% 22.6 18.9% 474.6 4.9 57.1%
Canada 25.0 16.7% 20.8 13.4% 366.3 4.2 36.5%
United States 432.1 21.4% 328.0 18.0% 4,513.7 104.1 33.4%
Worldwide 864.5 21.7% 633.4 17.1% 8,825.6 231.1 36.7%
Credit Programs
United States 360.3 18.7% 281.4 16.0% 3,422.5 78.9 29.3%
Worldwide 738.5 20.5% 556.7 16.1% 7,038.3 181.8 36.5%
Off-Line Debit Programs
United States 71.8 37.0% 46.6 31.7% 1,091.2 25.2 47.9%
Worldwide 126.1 29.3% 76.7 24.6% 1,787.2 49.4 37.4%
For the Year ended December 31, 2000
----------------------------------------
Cash Accounts Cards
All Programs except Transactions
On-Line Debit Programs (Millions) (Millions) (Millions)
------------ ---------- ----------
South Asia/Middle East Africa 18.9 4.6 5.3
Asia/Pacific 162.8 73.0 82.4
Europe 546.4 60.9 68.3
Latin America 57.7 24.5 30.8
Canada 16.4 12.7 16.9
United States 365.8 187.2 235.3
Worldwide 1,167.9 362.8 439.0
Credit Programs
United States 85.8 158.5 200.2
Worldwide 547.2 319.9 387.2
Off-Line Debit Programs
United States 280.0 28.7 35.1
Worldwide 620.7 42.9 51.9
For the Year ended December 31, 2001
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GDV Growth Purchase Growth Purchase Cash Growth
All Programs except Volume Transactions Volume
On-Line Debit Programs (Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local)
---------- ------- ---------- ------- ------------ ---------- -------
South Asia/Middle East Africa $7.3 20.7% $5.1 21.2% 125.0 $2.2 19.4%
Asia/Pacific 198.9 18.1% 112.5 8.6% 1,106.6 86.5 33.2%
Europe 202.0 10.9% 153.9 9.8% 2,721.6 48.2 14.6%
Latin America 31.9 26.3% 23.3 14.2% 537.6 8.5 78.0%
Canada 27.7 15.3% 22.9 14.8% 406.1 4.7 17.9%
United States 518.4 20.0% 382.9 16.8% 5,385.5 135.5 30.1%
Worldwide 986.2 17.7% 700.6 13.7% 10,282.3 285.6 28.8%
Credit Programs
United States 421.3 16.9% 324.7 15.4% 4,002.1 96.6 22.4%
Worldwide 826.7 15.8% 609.6 12.7% 8,107.3 217.1 25.4%
Off-Line Debit Programs
United States 97.1 35.2% 58.2 25.0% 1,383.9 38.9 54.2%
Worldwide 159.5 28.3% 91.0 20.3% 2,175.0 68.5 40.8%
For the Year ended December 31, 2001
----------------------------------------
Cash Accounts Cards
All Programs except Transactions
On-Line Debit Programs (Millions) (Millions) (Millions)
------------ ---------- ----------
South Asia/Middle East Africa 22.7 5.6 6.4
Asia/Pacific 194.8 92.5 101.4
Europe 605.2 69.8 78.1
Latin America 96.9 33.2 39.9
Canada 16.0 15.3 20.4
United States 518.1 219.4 273.3
Worldwide 1,458.6 435.8 519.4
Credit Programs
United States 92.6 184.8 232.4
Worldwide 615.9 379.9 454.0
Off-Line Debit Programs
United States 425.4 34.6 40.9
Worldwide 837.7 55.8 65.4
Maestro(R) and Cirrus(R) on-line debit transactions, Mondex(R) transactions and
other branded transactions are not included in the preceding tables.
For purposes of the tables: GDV represents purchase volume plus cash
volume and includes the impact of balance transfers and convenience checks;
purchase volume means the aggregate dollar amount of purchases made with
MasterCard-branded cards for the relevant period; and cash volume means the
aggregate dollar amount of cash disbursements obtained with MasterCard-branded
cards for the relevant period. The number of cards includes virtual cards,
which are MasterCard-branded payment accounts in connection with which
functional cards are not generally issued.
The MasterCard payment product is comprised of both credit programs and
off-line debit programs, and certain data relating to each type of program is
included in the tables. Credit programs include MasterCard-branded credit and
charge programs. Off-line debit programs include MasterCard-branded debit
programs where the primary means of cardholder validation at the point of sale
is for cardholders to sign a sales receipt.
Information denominated in U.S. dollars is calculated by applying an
established U.S. dollar/local currency exchange rate for each local currency in
which MasterCard volumes are reported. These exchange rates are calculated on a
quarterly basis using the average exchange rate for each quarter. However,
MasterCard reports period-over-period rates of change in GDV, purchase volume
and cash volume solely on the basis of local currency information, in order to
eliminate the impact of changes in the value of foreign currencies against the
U.S. dollar in calculating such rates of change. Accordingly, the
period-over-period rates of change set forth in the tables cannot be
extrapolated directly by reference to dollar volume information presented by
MasterCard for the current and historical periods.
The data set forth in the GDV, purchase volume, purchase transactions,
cash volume and cash transactions columns are derived from information provided
by MasterCard members that is subject to logical and statistical verification by
MasterCard and partial cross-checking against information provided by
MasterCard's transaction processing systems. The data set forth in the accounts
and cards columns are derived from information provided by MasterCard members
and certain limited logical and statistical verification by MasterCard. A
portion of the data set forth in the tables is estimated. In addition, a portion
of the data set forth in the accounts and cards columns reflects the impact of
routine portfolio changes among members and other practices that may lead to
over counting of the underlying data in certain circumstances.
The tables include information with respect to MasterCard-branded
transactions that are not processed by MasterCard and transactions for which
MasterCard does not earn revenues.
Certain information in the preceding tables has been the subject of prior
public release by MasterCard. The information in the preceding tables relating
to the years ended December 31, 2000 and 2001 has been restated to conform to
the presentation of information in the tables for the three and nine month
periods ended September 30, 2002 and to reflect revisions to certain historical
statistical information provided by MasterCard's members subsequent to the
previous release of this information by MasterCard.
The Release may contain other information relating to the performance of
MasterCard's payment programs not described in the tables. Among other things,
the Release describes the total number of acceptance locations where
MasterCard-branded cards may be used by cardholders. Acceptance locations
include merchant locations, automated teller machines and other locations where
cash may be obtained using a MasterCard-branded card. In certain countries,
merchant locations include data relating to all acceptance terminals deployed at
individual merchants.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MASTERCARD INCORPORATED
Date: November 13, 2002 By /s/ ROBERT W. SELANDER
-----------------------
Robert W. Selander
President and Chief Executive Officer
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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99.1 Press Release, dated as of November 13, 2002, issued
by MasterCard International Incorporated announcing
performance results for its payment programs for the
three and nine month periods ended September 30,
2002.