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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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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): August 1, 2003
MasterCard Incorporated
(Exact name of registrant as specified in its charter)
Delaware 000-50250 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)
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Item 9. Regulation FD Disclosure.
Set forth below are tables that provide information regarding the
performance results for the three and six months ended June 30, 2003 for the
payment programs of MasterCard International Incorporated and MasterCard Europe
sprl (collectively, "MasterCard"), the principal operating subsidiaries of
MasterCard Incorporated. In addition, set forth below are tables that provide
information regarding MasterCard's payment programs for the years ended
December 31, 2002 and 2001, in each case restated to present the information on
the same basis as the information in the tables for the three and six months
ended June 30, 2003.
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 JUNE 30, 2003
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GDV GROWTH PURCHASE GROWTH PURCHASE CASH GROWTH CASH ACCOUNTS CARDS
ALL PROGRAMS EXCEPT VOLUME TRANSACTIONS VOLUME TRANSACTIONS
On-Line Debit Programs (Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local) (Millions) (Millions) (Millions)
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South Asia / Middle
East Africa $ 2.6 17.5% $ 1.8 17.1% 37.9 $ .8 18.4% 8.0 7.4 8.6
Asia / Pacific 51.3 -9.1% 30.4 2.0% 347.7 21.0 -21.5% 47.7 105.7 116.4
Europe 77.7 14.1% 58.8 14.5% 877.4 18.8 12.8% 180.8 81.4 91.3
Latin America 9.2 24.5% 5.7 19.0% 164.8 3.4 34.9% 34.7 35.5 45.2
Canada 10.3 13.5% 8.5 13.5% 133.5 1.8 13.6% 4.4 19.7 25.7
United States 157.0 4.1% 120.2 8.8% 1,702.0 36.8 -8.8% 147.5 255.5 319.3
Worldwide 308.1 4.8% 225.4 9.7% 3,263.3 82.7 -6.7% 423.2 505.2 606.4
CREDIT PROGRAMS
United States 125.8 3.1% 99.8 7.3% 1,213.4 26.0 -10.1% 20.5 211.8 269.1
Worldwide 255.7 5.2% 193.0 9.5% 2,545.3 62.7 -6.2% 196.1 442.2 531.6
OFF-LINE DEBIT PROGRAMS
United States 31.2 8.1% 20.4 16.9% 488.6 10.8 -5.3% 127.0 43.7 50.3
Worldwide 52.4 2.9% 32.4 11.1% 718.0 20.0 -8.1% 227.1 63.0 74.8
FOR THE 6 MONTHS ENDED JUNE 30, 2003
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GDV GROWTH PURCHASE GROWTH PURCHASE CASH GROWTH CASH ACCOUNTS CARDS
ALL PROGRAMS EXCEPT VOLUME TRANSACTIONS VOLUME TRANSACTIONS
On-Line Debit Programs (Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local) (Millions) (Millions) (Millions)
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South Asia / Middle
East Africa $ 4.9 16.8% $ 3.4 17.9% 74.5 $ 1.5 14.4% 14.9 7.4 8.6
Asia / Pacific 105.5 -7.9% 61.4 0.3% 684.7 44.2 -17.4% 95.2 105.7 116.4
Europe 145.5 13.8% 110.3 14.7% 1,667.4 35.1 11.2% 346.5 81.4 91.3
Latin America 17.3 26.7% 10.7 20.2% 319.1 6.6 39.1% 69.2 35.5 45.2
Canada 18.6 15.0% 15.4 16.4% 248.4 3.3 8.9% 8.6 19.7 25.7
United States 303.6 7.0% 229.1 11.0% 3,234.6 74.5 -3.8% 296.7 255.5 319.3
Worldwide 595.5 6.3% 430.3 10.7% 6,228.7 165.1 -3.7% 831.1 505.2 606.4
CREDIT PROGRAMS
United States 243.0 6.5% 190.3 9.6% 2,303.7 52.8 -3.4% 40.6 211.8 269.1
Worldwide 491.5 6.0% 367.9 10.1% 4,836.3 123.6 -4.5% 355.6 442.2 531.6
OFF-LINE DEBIT PROGRAMS
United States 60.6 9.0% 38.8 18.6% 931.0 21.8 -4.7% 256.1 43.7 50.3
Worldwide 103.9 7.4% 62.4 14.1% 1,392.5 41.6 -1.3% 475.4 63.0 74.8
FOR THE YEAR ENDED DECEMBER 31, 2002
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GDV GROWTH PURCHASE GROWTH PURCHASE CASH GROWTH CASH ACCOUNTS CARDS
ALL PROGRAMS EXCEPT VOLUME TRANSACTIONS VOLUME TRANSACTIONS
On-Line Debit Programs (Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local) (Millions) (Millions) (Millions)
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South Asia / Middle
East Africa $ 7.9 22.9% $ 5.6 23.4% 141.2 $ 2.4 21.7% 26.1 6.7 7.7
Asia / Pacific 223.2 10.6% 121.2 6.9% 1,304.8 101.9 15.4% 213.0 102.0 112.7
Europe 242.1 14.8% 183.4 14.7% 3,106.1 58.7 15.2% 672.3 77.2 86.9
Latin America 33.4 26.3% 21.7 17.0% 600.3 11.7 48.0% 123.8 35.2 44.4
Canada 32.3 18.0% 26.8 18.2% 473.4 5.5 16.9% 16.8 18.5 24.3
United States 602.2 16.2% 443.6 15.8% 6,245.6 158.5 17.0% 637.4 251.6 315.8
Worldwide 1141.0 15.1% 802.3 14.3% 11,871.4 338.7 17.1% 1,689.4 491.2 591.9
CREDIT PROGRAMS
United States 485.9 15.3% 374.1 15.2% 4,570.3 111.8 15.7% 93.1 210.0 267.5
Worldwide 946.2 14.2% 692.3 13.6% 9,274.5 253.9 15.6% 675.4 426.9 515.7
OFF-LINE DEBIT PROGRAMS
United States 116.3 19.8% 69.5 19.4% 1,675.3 46.7 20.3% 544.3 41.6 48.3
Worldwide 194.8 19.9% 110.0 18.5% 2,596.9 84.8 21.7% 1,014.0 64.3 76.1
FOR THE YEAR ENDED DECEMBER 31, 2001
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GDV GROWTH PURCHASE GROWTH PURCHASE CASH GROWTH CASH ACCOUNTS CARDS
ALL PROGRAMS EXCEPT VOLUME TRANSACTIONS VOLUME TRANSACTIONS
On-Line Debit Programs (Billions) (Local) (Billions) (Local) (Millions) (Billions) (Local) (Millions) (Millions) (Millions)
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South Asia / Middle
East Africa $ 7.3 20.7% $ 5.1 21.2% 125.0 $ 2.2 19.4% 22.7 5.6 6.4
Asia / Pacific 198.9 18.1% 112.5 8.6% 1,106.6 86.5 33.2% 194.8 92.5 101.4
Europe 201.7 10.7% 153.6 9.6% 2,716.6 48.2 14.5% 604.9 69.8 78.1
Latin America 31.9 26.3% 23.3 14.2% 537.6 8.5 78.0% 96.9 33.2 39.9
Canada 27.7 15.3% 22.9 14.8% 406.1 4.7 17.9% 16.0 15.3 20.4
United States 518.4 20.0% 382.9 16.8% 5,385.7 135.5 30.1% 518.1 220.6 275.5
Worldwide 985.9 17.6% 700.3 13.6% 10,277.5 285.6 28.8% 1,453.3 437.0 521.6
CREDIT PROGRAMS
United States 421.3 16.9% 324.7 15.4% 4,002.1 96.6 22.4% 92.6 184.6 232.4
Worldwide 826.4 15.8% 609.3 12.7% 8,102.2 217.1 25.4% 615.6 379.6 454.0
OFF-LINE DEBIT PROGRAMS
United States 97.1 35.2% 58.2 25.0% 1,383.6 38.9 54.2% 425.4 36.0 43.1
Worldwide 159.5 28.3% 91.0 20.4% 2,175.3 68.5 40.8% 837.7 57.3 67.6
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 is 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 is derived from information provided by MasterCard members and
certain limited logical and statistical verification by MasterCard. All data is
subject to revision and amendment by MasterCard's members subsequent to the date
of its release.
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 for
the years ended December 31, 2002 and 2001 has been restated to conform to the
presentation of information in the tables for the three and six months ended
June 30, 2003 and to reflect revisions to certain historical statistical
information provided by MasterCard's members subsequent to the previous release
of this information by MasterCard. These revisions do not have a material impact
on MasterCard's reported financial results for the relevant periods.
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: August 1, 2003 By /s/ NOAH J. HANFT
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Noah J. Hanft
General Counsel and Secretary