Earnings Labs

Visa Inc. (V)

Q4 2015 Earnings Call· Mon, Nov 2, 2015

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Transcript

Executives

Management

Jack Carsky - Global Head of Investor Relations Charles W. Scharf - Chief Executive Officer & Director Vasant M. Prabhu - Chief Financial Officer & Executive Vice President Nicolas Huss - Chief Executive Officer, Visa Europe Ltd.

Analysts

Management

Moshe Ari Orenbuch - Credit Suisse Securities (USA) LLC (Broker) David Togut - Evercore ISI Sanjay Sakhrani - Keefe, Bruyette & Woods, Inc. Donald Fandetti - Citigroup Global Markets, Inc. (Broker) James Edward Schneider - Goldman Sachs & Co. Darrin D. Peller - Barclays Capital, Inc. Jason A. Kupferberg - Jefferies LLC George Mihalos - Cowen & Co. LLC Craig J. Maurer - Autonomous Research US LP Tom McCrohan - CLSA Americas LLC Tien-tsin Huang - JPMorgan Securities LLC Smitti Srethapramote - Morgan Stanley & Co. LLC James Friedman - Susquehanna Financial Group LLLP Bryan C. Keane - Deutsche Bank Securities, Inc. Kenneth Bruce - Bank of America Merrill Lynch Lisa D. Ellis - Sanford C. Bernstein & Co. LLC Jason S. Deleeuw - Piper Jaffray & Co (Broker)

Operator

Operator

Welcome to Visa's Fiscal Q4 2015 Earnings Conference Call. All participants are in a listen-only mode until the question-and-answer session. Today's conference is being recorded. If you have objections, you may disconnect at this time. I would now like to turn the call over to your host, Mr. Jack Carsky, Head of Global Investor Relations. Mr. Carsky, you may begin.

Jack Carsky - Global Head of Investor Relations

Management

Thanks, Dexter. Good early morning, everyone, and welcome to Visa Inc.'s fourth quarter and full fiscal year 2015 earnings conference call and Visa Europe acquisition discussion. With us today from London are Charlie Scharf, Visa's Chief Executive Officer; and Nicolas Huss, Visa Europe's Chief Executive Officer; while here in California we have Vasant Prabhu, Visa Inc.'s Chief Financial Officer. This call is being currently webcast over the Internet and is accessible on the Investor Relations section of our website at investor.visa.com. A replay of the webcast will be archived on our site for the next 30 days. PowerPoint decks containing the financial and statistical highlights of today's earnings commentary and an overview of the Visa Europe transaction were posted to our website prior to this call. Let me also remind you that these presentations may include forward-looking statements. These statements aren't guarantees of future performance and our actual results could materially differ as a result of a variety of factors. Additional information concerning those factors is available on our most recent reports on Form 10-K and 10-Q, which you can find on the SEC's website and the Investor Relations section of our website. For historical non-GAAP or pro forma-related financial information disclosed in this call, the related GAAP measures and other information required by Reg G of the SEC are available in the financial and statistical summary accompanying today's press release. And with that, I'll now turn the call over to Charlie. Charles W. Scharf - Chief Executive Officer & Director: Thanks a lot, Jack, and greetings from London. It's great to have Nicolas here as well, you'll be hearing from him in just a little bit. We certainly appreciate the early hours especially for those on the West Coast this morning. Given our announcement regarding Europe, we thought it…

Nicolas Huss - Chief Executive Officer, Visa Europe Ltd.

Management

Thank you, Charlie. A few comments from a European perspective. The first one is that the time is right. Payments are increasingly global with more and more power from competition, scale and investment capacity are also increasingly important. Adding to this dynamic is regulation which you're all well aware is a key focus for our company and industry. We're now seeing the worlds of payment becoming more global from consumers traveling and shopping across borders through retailers and, of course, many of our most important bank issuers and acquirers being more regional or global players. We're also seeing the tech giants and mobile companies launching services in this payment space here in Europe and the relationship between issuers, acquirers, and merchants is changing. In terms of processing, scale is a critical driver of competitive advantage and becomes even more important in Europe with the mandatory separation of scheme processing activities. If I look at it from a customer perspective, Visa Inc. commitment to continuing to develop the European market is important for our clients. Representing 26% of total combined payment volumes, Europe will be Visa's second largest region. Our clients are reassured that there will be an empowered regional office (34:35) with strong regional focus processing in Europe and potential for investment that will be attractive to European members. From a management perspective now, the focus is on completing the transaction so that we can get on with integration. The signing is an exciting and significant milestone towards reuniting the two parts of Visa but up until completion, my message to the team will be that we also need to continue to deliver our strategy and the service that our members and stakeholders value highly. Continuing to deliver puts the business in the best position to benefit from the integration…

Jack Carsky - Global Head of Investor Relations

Management

Thanks, Charlie. Dexter, at this time, we're ready to start the Q&A session. And I would like to just ask all of the folks listening today to limit yourself to a single question so as to provide more folks the opportunity to get on the call. Dexter?

Operator

Operator

I would now like to turn the – Okay. Our first question comes from the line of Moshe Orenbuch of Credit Suisse. Your line is open. Moshe Ari Orenbuch - Credit Suisse Securities (USA) LLC (Broker): Great. Charlie, I heard you loud and clear that you don't want to talk about pricing, but one of the concerns that's been expressed is that the banks, once they kind of get their – once the check clears, would want to leave. Could you just talk about – obviously, you've got the earn-out payment and the preferred, could you talk about how you thought about that structure in terms of the long-term partnership with the current banks that make up Visa Europe? Charles W. Scharf - Chief Executive Officer & Director: Sure. I mean, let me start and Vasant can obviously chime in. Listen, I think, as we've – as both Vasant and I each talked about, we think the structure very much aligns the interest of us doing what makes sense for Visa Inc. as well as doing the right thing on behalf of the former members. And as I said, we live in a competitive world. We understand what goes on, but at the same time, we are going to have to transition from a member-owned structure to one which is different than that. So, again, all I can say is that we're very, very conscious of both sides of the dynamics which is, there's opportunity for us as a combined company, but we also have to do it very intelligently and very carefully in a way that our clients understand and, at this point, probably expect given all of the conversations directly that we've had with the board.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Okay. Our next question comes from the line of David Togut of Evercore ISI. Your line is open.

David Togut - Evercore ISI

Management

Thank you and congratulations. Can you give us a sense of how the $200 million in cost savings will layer in approximately between FY 2017 and FY 2020? Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: Sure. So, as I said in the comments, in 2017, mostly we will look at the global platform that Visa Inc. has and seek to integrate from an organizational standpoint Visa Europe into Visa Inc. There will be some adjustments in 2017, but then the bulk of the savings, as I mentioned, really come from harmonizing the two technology platforms. And what we will be doing in 2017 is really working on harmonizing the platforms. And then, as Charlie said, very carefully transitioning over to our new platform. We will run both platforms for a period of time, which is where some of these integration costs come in. Technology-related savings will kick in mostly in 2018 and beyond with the bulk of them in place by the end of 2019 and into early 2020. So, the savings pick up over time and that is factored in to the outlook we've given you. We will have accretion next year; when I say next year, I mean in fiscal year 2017. And then, we expect that we will be in the high single digit accretion range by the time we're done with all the integration. Charles W. Scharf - Chief Executive Officer & Director: And let me just add to that just a little bit of color around the reason why the conversion takes the amount of time that it takes. What we are not doing is just taking the existing platform we have and asking all of Visa Europe's clients to convert to that. The work that we have to do is to go through very carefully and understand what needs to get build out in the Visa Inc. systems to accommodate everything which is very specific for the European clientele. We then need to go build it and then we need to have a conversion plan in place that works on behalf of clients. Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: And the other thing I would just also mention, in case it wasn't entirely clear, is we will almost immediately, post the closing, make investments to bring additional capabilities to our European clients like Visa Checkout, as well as make investments to provide a level of service at a local level and enhance what we have today. So, there will be investments happening fairly quickly in the process, too.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Okay. Our next question comes from the line of Sanjay Sakhrani of KBW. Your line is open. Sanjay Sakhrani - Keefe, Bruyette & Woods, Inc.: Thank you. I guess, Vasant, I heard you say, I think, that Visa Europe and Visa Inc. margins you're assuming will be equal at some point in time. Could you just talk about whether or not there might be some deviation in that? Just figured that you might be able to extract more synergies from Visa Europe on a combined platform. Thanks. Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: Yeah. I think what you've got is a best sense of things at this point in time. Obviously, as one gets into this and we go into years two and three, we'll learn more about all the possibilities in terms of both what we can do on the cost side, what we can do on the revenue side, and so on. I think this is, at this point, I think the best point of view we can offer you. And when you adjust for the royalties that Visa Europe is paying us, when you look at the cost savings we can generate, it gives you a sense of where margins can get to from where they are. And so, we feel good that by the time we're done with the integration, Visa Europe margins should be in the Visa Inc. range.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Our next question comes from the line of Don Fandetti of Citigroup. Your line is open.

Donald Fandetti - Citigroup Global Markets, Inc.

Broker

Yes. Thank you. Kind of shift gears to the core business, Charlie. The cross-border business obviously is probably one of the highest margin areas of the company. It continues to be light, I guess, even after the quarter. Do you think we've troughed here, or is your sense that you could tick a little bit lower? Charles W. Scharf - Chief Executive Officer & Director: Well, listen, the easy answer is we really don't know. There's been continuing weakness and the early part of this quarter is slightly below where we were running. But that's a call on, as Vasant talked about in his remarks, on the strengthening, the weakening of the dollar, and broader economic impact. I just – I do want to say relative to cross-border, when you think about what we have to offer and what our competitors have to offer, cross-border payments is hugely value added. It's something that we'll experience the kind of volatility that we've see given the impact of the dollar on people's ability to spend, but it doesn't change the long-term value that we provide in cross-border, and we believe that ultimately translates to volume as these things evolve over time and also as we start to lap decreases that we've seen.

Donald Fandetti - Citigroup Global Markets, Inc.

Broker

Thanks.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Our next question comes from the line of James Schneider of Goldman Sachs. Your line is open. James Edward Schneider - Goldman Sachs & Co.: Good morning. Thanks for taking my question. Charlie or Nicolas, could you maybe comment specifically on whether the agreement includes any terms whereby the owners of Visa Europe re-up for a certain length of time and agree to remain at a certain issuance volume level or card level with Visa Inc.? Charles W. Scharf - Chief Executive Officer & Director: Listen, there are agreements in place in Visa Europe that stay intact and we work commercially beyond that. Beyond that, you can look at the structure yourself and see what that provides for.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Our next question comes from the line of Darrin Peller of Barclays. Your line is open.

Darrin D. Peller - Barclays Capital, Inc.

Management

Thanks, guys. Look, just on the financing side, you're bringing on roughly $15 billion to $16 billion in unsecured debt versus I think about $12 billion upfront needed and obviously you're using another $5 billion from preferred. I think you said, you mentioned in the past, you had about $5 billion plus of foreign cash and I know you mentioned you're not using it now. So just, when you think about all the cash you have there, $7-plus billion of free cash flow annually, can you just comment on the incremental buyback potential in addition to the $5 billion authorization you mentioned that we could potentially expect to see maybe even above and beyond the preferred? Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: Yeah. So, as we said earlier, we will borrow more than the cash that is paid out to Visa Europe up front. We will use that additional cash to step up our pace of buybacks. Our goal is to buy back the equivalent class A shares to offset the effect of the preferred shares issued over four to six quarters post the closing, so by the end of 2017. We will have more flexibility in the use of our offshore cash post the closing. We have a variety of plans that we expect to put in place and, as they fall into place, we'll talk to you about it. The goal will be then to have – not only have more freedom to move the offshore cash but also to move it efficiently and with minimal friction costs. I should also make sure you remember that we do keep cash available as a back-up for our daily settlement process. Some of that offshore cash today is used for that purpose so you shouldn't assume that all that is excess cash.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Okay. Our next question comes from the line of Jason Kupferberg of Jefferies. Your line is now open.

Jason A. Kupferberg - Jefferies LLC

Management

Hey, guys. Wanted to get a sense of how much revenue synergy is assumed in the fiscal 2017 and the fiscal 2020 accretion projection, and just directionally, how much of that might be expected to come from improvement in the net revenue yields versus other general sources of top line synergy like cross-selling? Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: Yeah, as Charlie said, we don't plan to talk much about specific pricing plans for obvious reasons. But as you look through sort of some of what we've told you, clearly, when you move from an association model, you would expect there to be improvement in net revenue yields. How much, how fast, exactly how, I think we've given ourselves the ability to do it in the way that makes the most sense competitively and otherwise. And there's not a whole lot more about this that we plan to talk about publicly, but you'll see as we go along how things evolve.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Our next question comes from the line of George Mihalos of Cowen. Your line is now open. George Mihalos - Cowen & Co. LLC: Great. Thanks for taking my question and congrats on the deal, guys. Wanted to start off going back to the core business, how do you guys think about the improvements in the net revenue yield given some of the puts and takes around cross-border, some large business coming up with Costco and the like, your thoughts about being able to drive that higher over the intermediate term? Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: Well, as you saw, I mean, we had some pricing last year. We'll get the benefit of that pricing in the first half of fiscal year 2016 also. Clearly, the mix of the business with growth we have happening outside the U.S. which is a higher net revenue yield business, the mix of the business improving in terms of e-commerce and so on helps yields. We'll always look for opportunities where we create value to price for that value. And over the past three or four years, you've seen some steady improvements in net revenue yields. So as Charlie said, I mean, fundamentally we like what we see in our business. The underlying trends of the business remain as good as they've ever been. We have some short-term what we consider to be transient drags on the business on a reported basis from some of the reasons I outlined. And then we have – as you see happening from time to time in this business, we have some big new wins, some big new renewals happening that have some impact in the early years and early quarters of those renewals and wins. Charles W. Scharf - Chief Executive…

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Thank you very much. Our next question comes from the line of Craig Maurer of Autonomous. Your line is now open.

Craig J. Maurer - Autonomous Research US LP

Management

Yeah, hi. Thanks. Considering the strong appearance of underinvestment in the Visa Europe platform since the recession, I was hoping for an honest assessment of where you see their capability now versus Visa globally. And also if you can discuss in terms of regulatory scrutiny that this deal is likely to come under, all things considered. Thanks. Charles W. Scharf - Chief Executive Officer & Director: Yeah, let me take a shot at the first one and then, Vasant, you can chime in on the second. On the first one, I personally think it's like a gross overstatement to talk about whatever words, Craig, you used to describe Visa's – Visa Europe's investment since the recession. My view – again, I've only been here three years and I'll tell you in the three years that I've been here, it was, I guess, a year into that or so that Nicolas joined, we have been working extremely closely together on leveraging our platform at Visa Inc. to help Visa Europe's clients. In addition to that, and I'm speaking for him but he can certainly chime in. He's sitting right here. He's been fairly aggressive about coming in and thinking about running the company the way you would think about running a for-profit company. And if those things together result in a lower expense base, so be it. That does not mean that they're not investing in the future of the company. I actually think just the opposite in a lot of what we're seeing. Having said that, even with all that he's been able to do as a standalone business, it's a small portion of what we'll be able to deliver as a combined company, both in terms of efficiencies and additional capabilities.

Nicolas Huss - Chief Executive Officer, Visa Europe Ltd.

Management

Yeah, that's a very good answer. I don't think I have anything specific to add to that. Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: And on the regulatory front, obviously, we've been in touch with the various authorities. They are aware of what has been underway. We have been in touch with them even as we got to this announcement. If you look at it from a regulatory standpoint, Visa Europe as part of Visa Inc. now has access to substantially greater financial resources, which makes it a financially much stronger player. Whether – if there's any concern around settlement risk management, the resources available now are vastly bigger. If it comes to concerns about cyber security, et cetera, you now have Visa Inc. and all our capabilities available to Visa Europe on an unfettered basis. So when you look at all that, we think this makes Visa Europe far more stable and stronger from a regulatory standpoint. We have indicated, as Charlie did, that we will maintain as we have with all the other Visa businesses, a very large local presence in London, and increase our local presence in many of the other key European markets. And we will continue to have a data center in the European Union and comply with all the regulatory requirements. So we really think that this is a big plus from the standpoint of what regulators care about. Charles W. Scharf - Chief Executive Officer & Director: And Vasant (01:13:15)

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter? Charles W. Scharf - Chief Executive Officer & Director: Hold on. Hey, Jack, hold on.

Jack Carsky - Global Head of Investor Relations

Management

Yes. Charles W. Scharf - Chief Executive Officer & Director: Let me just add to that for a second.

Jack Carsky - Global Head of Investor Relations

Management

Sure. Charles W. Scharf - Chief Executive Officer & Director: Just to be really specific for a second, when we look at the specific regulatory approvals required, there are three antitrust control filings which will take place. It's the European Commission, the Turkish Competition Authority, and the Jersey Competition Regulatory Authority. And when we think about what this means for competitive reasons, we're very, very confident that we will get through this process in the timeframe that we spoke about. And then what Vasant is talking about goes beyond regulatory approvals required. It goes to the fact that our combined company and the way we intend to run it is very consistent with what we believe European regulators want out of this company.

Craig J. Maurer - Autonomous Research US LP

Management

Thank you.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Thank you. Our next question comes from the line of Tom McCrohan...

Craig J. Maurer - Autonomous Research US LP

Management

Trying to (01:14:15) answer to my first question, it was the best I've ever seen it. I don't want to embarrass the guy sitting next to me so...

Operator

Operator

Okay. Our next question comes from the line of Tom McCrohan of CLSA. Your line is now open.

Tom McCrohan - CLSA Americas LLC

Management

Hi, guys. Visa Checkout seems to be a pretty significant initiative here in the United States. I was wondering if you could share with us the conversations, dialogue you're having with the European banks and their willingness to embrace that as well in the 38 countries in Europe.

Nicolas Huss - Chief Executive Officer, Visa Europe Ltd.

Management

Nicolas speaking. I think we've just started the process of talking to our customers about Visa Checkout. And they like the fact that it will be a common approach between what used to be up to now to Visa – two (01:15:02) different Visa company. And having said that, once again, we are very early in the process. So we'll see how it goes, but I see no reason why they shouldn't like it. Charles W. Scharf - Chief Executive Officer & Director: And let me just add just because I think this is second nature to Nicolas, but for the rest of us it's different than the environment we operate in. When decisions like that are made at Visa Europe, they are made with a great deal of effort from the Visa Europe management team. But I would describe it as deep involvement from the board, which includes some of the most significant and a fairly wide representative group of the clients that exist within Visa Europe. So it's not management on their own making a decision to do something. It's done management with the board that do, in fact, represent the existing clients.

Nicolas Huss - Chief Executive Officer, Visa Europe Ltd.

Management

And there was a lot of scrutiny from the board on this specific topic.

Jack Carsky - Global Head of Investor Relations

Management

Excellent. Dexter, next question, please?

Operator

Operator

Thank you. Our next question comes from the line of Tien-tsin Huang of JPMorgan. Your line is open.

Tien-tsin Huang - JPMorgan Securities LLC

Management

Thank you so much. I just want to, I guess, try and assess how the terms of the earn-out tie with the accretion targets that you set. I heard the revenue targets. How about costs and the timely execution of the synergies, the $200 million that you called out, are they stipulated anywhere? Again, I'm just trying to gauge how visible the synergies are on the cost side. Thanks. Vasant M. Prabhu - Chief Financial Officer & Executive Vice President: So, Tien-tsin, as we disclosed, the earn-out is linked to net revenue targets. So cost is not figured into it. Net revenue, we think, as you all know, reflects significantly value created in this business. It's also relatively easy to track. And the whole purpose of the earn-out is that if this business has greater value, then both sides benefit from that value.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Thank you. Our next question comes from the line of Paul Tucker of Egerton Capital. Your line is open. Mr. Paul Tucker, your line is now open.

Jack Carsky - Global Head of Investor Relations

Management

Paul, are you there? Dexter, let's move on.

Operator

Operator

Okay. Our next question comes from the line of Smitti Srethapramote of Susquehanna (sic) [Morgan Stanley]. Your line is open. Smitti Srethapramote - Morgan Stanley & Co. LLC: Hi. It's Smitti from Morgan Stanley. Charlie, just wondering if you could share more details or give us more update on the China opportunity. Any more granular details on when you could potentially get a license? And also can you share with us some of your early thoughts in terms of how you plan to address the issuing and acquiring side over there? Charles W. Scharf - Chief Executive Officer & Director: Yeah, listen, as far as timing goes, there's really not anything additionally to talk about, otherwise, I certainly would've covered it. We cannot submit our application until the final regulations come out. As best we understand, they're actively being worked on within the Chinese government. But again, it's up to the Chinese government, not up to us. Within our company, you can imagine that we are not sitting around and waiting for that event. We've got a tremendous amount of work going on inside the company, people working on both an application because there are a series of models out there for industries which have been opened up to competition. So we've done a fair amount of work on being prepared for that as well as there's a fair degree of – a fair line of sight relative to what our operating environment will have to look like within China. And so we've got a team of people working on being in a position to have that in place in the timeframe that's outlined in the licensing process. And then we've got our China team working on just what you asked, which is what our strategy is to grow the acquiring side of the business, because we've got a very, very big gap between where our cards are accepted and where UnionPay's are in the physical world, as well as the big opportunity that exists in the online space. And on the issuing side, as I pointed out many times, we have fairly deep relationships with Chinese banks as evidenced by the sizable cross-border business that we have today. So our domestic plans are regular part of the conversations we have with the issuers. So that's a very long way of saying we've got active plans that we're working through but obviously, we can't do anything until we're able to submit our application and then see what the Chinese government decides from there. Smitti Srethapramote - Morgan Stanley & Co. LLC: Okay. Thank you.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Yes, sir. Our next question comes from the line of Jamie Friedman of Susquehanna. Your line is open.

James Friedman - Susquehanna Financial Group LLLP

Management

Hi. Thanks. Nicolas, in your prepared remarks, you had mentioned that the relationship between issuers, acquirers and networks in Europe are changing. I was wondering if you or Charlie could elaborate on that. I know it's an open-ended question but your insights would be appreciated.

Nicolas Huss - Chief Executive Officer, Visa Europe Ltd.

Management

I think one of the points that will be changing due to regulation is the relationship with the retailers and therefore with the acquirers, and that's the point I was referring to. Once again, this will come out from the new regulation that we have, as you know, in Europe, and we will see that happening during next summer. My last comment maybe would be the fact that from a competition perspective, this might open a different approach to retailers. That's what I was referring to. Charles W. Scharf - Chief Executive Officer & Director: And the only thing I would add is those of us – those of you that have been following us for a while have heard us talk about the efforts that we have underway on the merchant side of our business. And we're very hopeful that the solutions, like what we announced with CyberSource this past quarter, will be all applicable within Europe to help build those relationships and ultimately the acquiring side of the business.

James Friedman - Susquehanna Financial Group LLLP

Management

Thank you.

Jack Carsky - Global Head of Investor Relations

Management

Next question?

Operator

Operator

Our next question comes from the line of Bryan Keane of Deutsche Bank. Your line is now open.

Bryan C. Keane - Deutsche Bank Securities, Inc.

Management

Yeah, hi, guys. Just to follow up on that, how do you guys believe the new European regs will impact Visa Europe? Will it be some positives and negatives and does it come out neutral? Or do you guys come out more on the positive end or negative end? Thanks. Charles W. Scharf - Chief Executive Officer & Director: Well, listen, I think – I guess a couple things. Number one is, relative to the timing of the transaction for us, there's a fair amount of clarity at this point on what the environment looks like. So as we think about the way we forecasted the impact on our company as a combined entity, it takes into account what we believe the pluses and minuses are of the regulatory environment. When you look at things like the separation of scheme and processing where the final regs haven't been released but there's pretty clear direction where things are going, it's like anything else in life, there are potential pluses and potential minuses. And what we've got here is the ability to be very proactive about thinking through how we're going to make it a plus for us. I think that's as much as I want to say at this point.

Jack Carsky - Global Head of Investor Relations

Management

Next question, please?

Operator

Operator

Thank you. Our next question comes from the line of Ken Bruce of Merrill Lynch. Your line is now open.

Jack Carsky - Global Head of Investor Relations

Management

Ken?

Kenneth Bruce - Bank of America Merrill Lynch

Management

Hi. Can you hear me?

Jack Carsky - Global Head of Investor Relations

Management

Yes.

Kenneth Bruce - Bank of America Merrill Lynch

Management

Sorry. Okay. Charlie, I know you're reluctant to project too much here, but you point out the experience that you've had or Visa's had in terms of converting from a bank association, and I'm wondering, should we look back to that as a – the Visa Inc. transition as being a blueprint or a playbook for how you would approach Visa Europe here? Is that helpful at all for us? Charles W. Scharf - Chief Executive Officer & Director: Well, listen, I think – listen, the short answer is on most things, no, other than what we learned as we went through that in the training that the people at Visa Inc. have had on both sides, on being on the Visa Inc. side, call it, the U.S.-based part of the business, as well as the strong contingent of non-U.S. people, we've just been through and know how to do it. When we talk about like our lack of willingness or whatever words you use to talk about specifics, I actually think (01:24:27) we're being pretty clear here. What we're not doing is we're not telling you the specifics of what we intend to do on price. And again, as I said in my prepared remarks, I hope you understand that that's the smart thing for us to do as opposed to lay out exactly what you're going to do. By the way, I can't imagine a company in any industry that would think that's a smart thing to do. So what we've done is, in lieu of that, is we've given you what we think the expense synergies are. We've laid out what we think our capital actions will be so you can get to your own point of view on what that means for our share count. And we've given you what we think will happen all in all relative to EPS accretion at different points of the transaction. So if you have all that, you should be able to do the revenue number, and behind that is what we believe we'll do overall in pricing. So again, what we're trying to do is be fair and transparent for this transaction because it is a different kind of transaction starting from a different place in a different environment, both competitively and from a regulatory perspective. So the case is built specific for this transaction but we're trying to create that balance of being as transparent as we can while not giving away anything competitively.

Jack Carsky - Global Head of Investor Relations

Management

Next question, Dexter?

Operator

Operator

Thank you very much. Our next question comes from the line of Lisa Ellis of Bernstein. Your line is now open. Lisa D. Ellis - Sanford C. Bernstein & Co. LLC: Hey, guys. Taking a step back from the details of the transaction, when you look out to 2020 and beyond, what effect do you think your Visa Europe acquisition as well as the regulatory changes in Europe will have on the underlying secular dynamics in Europe? Meaning adoption of card, adoption of digital, kind of mix of credit and debit. There's some sharp differences between some areas of Europe and much of the rest of the world. Charles W. Scharf - Chief Executive Officer & Director: Listen, there are, and I think – I guess broadly speaking, what I'd say is – and I know you all know this – but any time there is stronger competition, there's an ability to drive greater results. And so whether that means that because we are able to bring the capabilities that we have today and that we're able to continue to develop based specifically upon the European needs, that will allow us, we believe, to drive deeper penetration than Visa Europe would have been able to do on its own just because of the resource constraints that they had. As we become stronger here, our competitors will become stronger here as we've seen in other parts of the world. I know you all spend a lot of time comparing us to our competitors, we do as well because we want to learn and because we compete with them every day. But the reality is the stronger we each become, the stronger we make the other. And you see that as being evidenced in how – the swiftness that we move in…

Jack Carsky - Global Head of Investor Relations

Management

Dexter, at this point, we have one time for one final question.

Operator

Operator

Thank you very much. And the last question is coming from Jason Deleeuw of Piper Jaffray. Your line is now open. Jason S. Deleeuw - Piper Jaffray & Co (Broker): Yeah, thank you. And I want to ask a question on Chase Pay and the announcement with MCX, does that agreement change Visa's interaction with Chase or just the general payments transaction at all? And are you hearing from any other large issuers that are now more interested in an arrangement like ChaseNet? Charles W. Scharf - Chief Executive Officer & Director: Whatever they've announced doesn't change anything with any contractual agreement that we have with Chase. Whatever they've done with MCX is something that they've done. I would say that as we've said before, we have very active dialogue with our clients, both here in the U.S. and abroad – not here, I'm not in the U.S. right now – but in the U.S. and abroad of what the potential benefits of that structure are and whether that's something they're interested in. And to date, there has not been a lot of appetite. Whether that changes or not, we'll see. We are very, very focused on solutions that make it easier for all Visa cardholders to pay for things, anyway, whether it's a physical point of sale or in the digital space, and we will be aggressive in helping all of our clients to compete on that level playing field. Every single one of them regardless of what any one individual issuer does. Jason S. Deleeuw - Piper Jaffray & Co (Broker): Thank you.

Jack Carsky - Global Head of Investor Relations

Management

Thanks, Charlie. And with that, ladies and gentlemen, thank you very much for your patience today. We know it was a very long call and we thank you all for joining us. And on the off chance that anybody actually has more questions, Victoria and I are around all day to take them. Thank you again.

Operator

Operator

And that concludes today's conference. Thank you all for participating. You may now disconnect.