8-K

Mastercard Inc (MA)

8-K 2022-10-27 For: 2022-10-27
View Original
Added on April 02, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 27, 2022
_______________________________________
Mastercard Incorporated
(Exact name of registrant as specified in its charter)
_______________________________________
Delaware 001-32877 13-4172551
(State or other jurisdiction <br>of incorporation) (Commission File <br>Number) (IRS Employer <br>Identification No.)
2000 Purchase Street 10577
Purchase, NY
(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)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | | --- | --- || ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | --- | --- |

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange of which registered
Class A Common Stock MA New York Stock Exchange
1.1% Notes due 2022 MA22 New York Stock Exchange
2.1% Notes due 2027 MA27 New York Stock Exchange
1.0% Notes due 2029 MA29A New York Stock Exchange
2.5% Notes due 2030 MA30 New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On October 27, 2022, Mastercard Incorporated issued an earnings release announcing financial results for its third quarter 2022.

A copy of the earnings release is attached hereto as Exhibit 99.1. All information in the earnings release is furnished but not filed.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number Exhibit Description
99.1 Earnings Release issued by Mastercard Incorporated, datedOctober27, 2022
104 Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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: October 27, 2022 By: /s/ Craig Brown
Craig Brown
Assistant Corporate Secretary

3

Document

Earnings Release

Mastercard Incorporated Reports Third Quarter 2022 Financial Results

•Third quarter net income of $2.5 billion, and diluted earnings per share (EPS) of $2.58

•Third quarter adjusted net income of $2.6 billion, and adjusted diluted EPS of $2.68

•Third quarter net revenue of $5.8 billion, an increase of 15%, or 23% on a currency-neutral basis

•Third quarter gross dollar volume up 11% and purchase volume up 15%, on a local currency basis

Purchase, NY - October 27, 2022 - Mastercard Incorporated (NYSE: MA) today announced financial results for the third quarter 2022.

“Consumer spending remains resilient and cross-border travel continues to recover,” said Michael Miebach, Mastercard CEO. “We delivered strong revenue and earnings growth again this quarter, reflecting the focused execution of our strategy. We will continue to monitor impacts related to elevated inflation and other macroeconomic and geopolitical risks. Our diversified business model and ability to modulate expenses position us well to navigate through periods of uncertainty while maintaining focus on our strategic objectives.”

Quarterly Results

Third Quarter Operating Results Increase / (Decrease)
$ in billions, except per share data Q3 2022 Q3 2021 Reported GAAP Currency-neutral
Net revenue $5.8 $5.0 15% 23%
Operating expenses $2.6 $2.3 17% 22%
Operating income $3.1 $2.7 14% 24%
Operating margin 54.1% 54.5% (0.5) ppt 0.4 ppt
Effective income tax rate 18.6% 14.3% 4.4 ppt 4.7 ppt
Net income $2.5 $2.4 4% 11%
Diluted EPS $2.58 $2.44 6% 14%
Key Third Quarter Non-GAAP Results 1 Increase / (Decrease)
$ in billions, except per share data Q3 2022 Q3 2021 As adjusted Currency-neutral
Adjusted operating expenses $2.4 $2.2 13% 17%
Adjusted operating margin 57.7% 56.7% 1.0 ppt 2.0 ppt
Adjusted effective income tax rate 19.4% 14.4% 5.0 ppt 5.4 ppt
Adjusted net income $2.6 $2.3 11% 20%
Adjusted diluted EPS $2.68 $2.37 13% 22%
1 The Key Third Quarter Non-GAAP Results exclude the impact of gains and losses on the company’s equity investments, special items as described on page 11 (“Third Quarter Special Items”) and/or currency. See page 11 for the company’s non-GAAP adjustments and the reconciliation to GAAP reported amounts.
Q3 2022 Key Business Drivers <br>(YoY growth)
--- --- --- --- --- --- ---
image6.jpg Gross dollar volume Cross-border volume Switched transactions
(local currency basis) (local currency basis)
up 11% up 44% up 9%

The following information is provided to aid in understanding Mastercard’s third quarter 2022 results, versus the year ago period. As a reminder, we suspended our business operations in Russia in March 2022.

•Net revenue increased 15%, or 23% on a currency-neutral basis, which includes a 1 percentage point benefit from acquisitions. Primary drivers of the increase were as follows:

•Gross dollar volume growth of 11%, on a local currency basis, to $2.1 trillion.

•Cross-border volume growth of 44% on a local currency basis.

•Switched transactions growth of 9%.

•Other revenues increase of 17%, or 22% on a currency-neutral basis, which includes 2 percentage points of growth due to acquisitions. The remaining growth was driven primarily by the company’s Cyber & Intelligence and Data & Services solutions.

•Rebates and incentives (contra-revenue) increase of 20%, or 26% on a currency-neutral basis, primarily due to increased volumes and transactions and new and renewed deals.

•Total operating expenses increased 17%. Excluding the impact of Third Quarter Special Items, adjusted operating expenses increased 13%, or 17% on a currency-neutral basis. This includes a 3 percentage point increase from acquisitions. The remaining increase was primarily due to higher personnel costs to support our continued investment in our strategic initiatives across payments, services and new network capabilities.

•Other income (expense) was unfavorable $139 million, primarily due to lower net gains in the current period versus the prior period related to unrealized fair market value adjustments on marketable and non-marketable equity securities. Adjusted other income (expense) was unfavorable $7 million versus the year ago period.

•The effective tax rate for the third quarter of 2022 was 18.6%, versus 14.3% for the comparable period in 2021. The adjusted effective tax rate for the third quarter of 2022 was 19.4%, versus 14.4% for the comparable period in 2021, primarily due to the recognition of U.S. tax benefits in the third quarter of 2021, the majority of which were discrete, and a discrete tax expense due to an unfavorable court ruling in the current period. These discrete items were partially offset by a favorable change in the company’s geographic mix of earnings in the current period.

•As of September 30, 2022, the company’s customers had issued 3.0 billion Mastercard and Maestro-branded cards.

Return of Capital to Shareholders

During the third quarter of 2022, Mastercard repurchased 4.7 million shares at a cost of $1.6 billion and paid $474 million in dividends. Quarter-to-date through October 24, the company repurchased 1.7 million shares at a cost of $505 million, which leaves $5.1 billion remaining under the approved share repurchase programs.

Year-to-date Results

Year-to-date Operating Results Increase / (Decrease)
$ in billions, except per share data 2022 2021 Reported GAAP Currency-neutral
Net revenue $16.4 $13.7 20% 26%
Operating expenses $7.3 $6.4 14% 18%
Operating income $9.1 $7.3 25% 33%
Operating margin 55.3% 53.1% 2.2 ppt 2.9 ppt
Effective income tax rate 14.3% 15.7% (1.4) ppt (1.2) ppt
Net income $7.4 $6.3 17% 24%
Diluted EPS $7.60 $6.35 20% 27%
Key Year-to-date Non-GAAP Results 1 Increase / (Decrease)
$ in billions, except per share data 2022 2021 As adjusted Currency-neutral
Adjusted net revenue $16.4 $13.7 20% 25%
Adjusted operating expenses $6.9 $6.2 11% 14%
Adjusted operating margin 57.7% 54.4% 3.3 ppt 4.2 ppt
Adjusted effective income tax rate 14.8% 15.6% (0.8) ppt (0.6) ppt
Adjusted net income $7.8 $6.0 29% 38%
Adjusted diluted EPS $8.00 $6.06 32% 40%
1. The Key Year-to-date Non-GAAP Results exclude the impact of gains and losses on the company’s equity investments, special items as described on page 12 (“Year-to-date Special Items”) and/or currency. See page 12 for the company’s non-GAAP adjustments and the reconciliation to GAAP reported amounts.
Year-to-date 2022 Key Business Drivers <br>(YoY growth)
--- --- --- --- --- --- ---
image6.jpg Gross dollar volume Cross-border volume Switched transactions
(local currency basis) (local currency basis)
up 14% up 51% up 14%

The following information is provided to aid in understanding Mastercard’s year-to-date 2022 results, versus the year ago period. As a reminder, we suspended our business operations in Russia in March 2022.

•Net revenue increased 20%. Excluding the impact of Year-to-date Special Items, adjusted net revenue increased 20%, or 25% on a currency-neutral basis, which includes a 1 percentage point benefit from acquisitions. Primary drivers of the increase were as follows:

•Gross dollar volume growth of 14%, on a local currency basis, to $6.0 trillion.

•Cross-border volume growth of 51% on a local currency basis.

•Switched transactions growth of 14%.

•Other revenues increase of 18%, or 22% on a currency-neutral basis, which includes 4 percentage points of growth due to acquisitions. The remaining growth was driven primarily by the company’s Cyber & Intelligence and Data & Services solutions.

•Rebates and incentives (contra-revenue) increase of 21%, or 25% on a currency-neutral basis, primarily due to increased volume and transactions and new and renewed deals.

•Total operating expenses increased 14%. Excluding the impact of Year-to-date Special Items, adjusted operating expenses increased 11%, or 14% on a currency-neutral basis. This includes a 5 percentage point increase from acquisitions. The remaining increase was primarily due to higher personnel costs to support the continued investment in our strategic initiatives, unfavorable foreign exchange activity, and increased spending on advertising and marketing.

•Other income (expense) was unfavorable $666 million, primarily due to net losses in the current period versus net gains in the prior period related to unrealized fair market value adjustments on marketable and non-marketable equity securities. Adjusted other income (expense) was unfavorable $4 million versus the year ago period.

•The effective tax rate for 2022 was 14.3%, versus 15.7% for the comparable period in 2021. The adjusted effective tax rate for 2022 was 14.8%, versus 15.6% for the comparable period in 2021, primarily due to a discrete tax benefit in the first quarter of 2022 due to final U.S. tax regulations published in the current year, and a favorable change in the company’s geographic mix of earnings. These tax benefits in the current year were partially offset by the recognition of U.S. tax benefits in the prior year, the majority of which were discrete, and a discrete tax expense related to an unfavorable court ruling in 2022.

Return of Capital to Shareholders

Through September 30, 2022, Mastercard repurchased 18.3 million shares at a cost of $6.3 billion and paid $1.4 billion in dividends.

Third Quarter 2022 Financial Results Conference Call Details

At 9:00 a.m. ET today, the company will host a conference call to discuss its third quarter 2022 results. The dial-in information for this call is 1-888-330-2508 (Toll-free) and 1-240-789-2735 (Toll dial-in), using passcode 6451878. A replay of the call will be available for 30 days and can be accessed by dialing 1-800-770-2030 (Toll-free) and 1-647-362-9199 (Toll dial-in), using passcode 6451878.

A live audio webcast of this call, along with presentation slides, can also be accessed through the Investor Relations section of the company’s website at investor.mastercard.com.

Forward-Looking Statements

This press release contains forward-looking statements pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts may be forward-looking statements. When used in this press release, the words “believe”, “expect”, “could”, “may”, “would”, “will”, “trend” and similar words are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements that relate to Mastercard’s future prospects, developments and business strategies. We caution you to not place undue reliance on these forward-looking statements, as they speak only as of the date they are made. Except for the company’s ongoing obligations under the U.S. federal securities laws, the company does not intend to update or otherwise revise the forward-looking information to reflect actual results of operations, changes in financial condition, changes in estimates, expectations or assumptions, changes in general economic or industry conditions or other circumstances arising and/or existing since the preparation of this press release or to reflect the occurrence of any unanticipated events.

Many factors and uncertainties relating to our operations and business environment, all of which are difficult to predict and many of which are outside of our control, influence whether any forward-looking statements can or will be achieved. Any one of those factors could cause our actual results to differ

materially from those expressed or implied in writing in any forward-looking statements made by Mastercard or on its behalf, including, but not limited to, the following factors:

•regulation directly related to the payments industry (including regulatory, legislative and litigation activity with respect to interchange rates and surcharging)

•the impact of preferential or protective government actions

•regulation of privacy, data, security and the digital economy

•regulation that directly or indirectly applies to us based on our participation in the global payments industry (including anti-money laundering, counter financing of terrorism, economic sanctions and anti-corruption, account-based payments systems, and issuer and acquirer practice regulation)

•the impact of changes in tax laws, as well as regulations and interpretations of such laws or challenges to our tax positions

•potential or incurred liability and limitations on business related to any litigation or litigation settlements

•the impact of the global COVID-19 pandemic and measures taken in response

•the impact of competition in the global payments industry (including disintermediation and pricing pressure)

•the challenges relating to rapid technological developments and changes

•the challenges relating to operating a real-time account-based payments system and to working with new customers and end users

•the impact of information security incidents, account data breaches or service disruptions

•issues related to our relationships with our stakeholders (including loss of substantial business from significant customers, competitor relationships with our customers, consolidation amongst our customers, merchants’ continued focus on acceptance costs and unique risks from our work with governments)

•exposure to loss or illiquidity due to our role as guarantor and other contractual obligations

•the impact of global economic, political, financial and societal events and conditions, including adverse currency fluctuations and foreign exchange controls

•events and resulting actions related to the Russian invasion of Ukraine

•reputational impact, including impact related to brand perception and lack of visibility of our brands in products and services

•the inability to attract, hire and retain a highly qualified and diverse workforce, or maintain our corporate culture

•issues related to acquisition integration, strategic investments and entry into new businesses

•issues related to our Class A common stock and corporate governance structure

For additional information on these and other factors that could cause the company’s actual results to differ materially from expected results, please see the company’s filings with the Securities and Exchange Commission, including the company’s Annual Report on Form 10-K for the year ended December 31, 2021 and any subsequent reports on Forms 10-Q and 8-K.

About Mastercard (NYSE: MA)

Mastercard is a global technology company in the payments industry. Our mission is to connect and power an inclusive, digital economy that benefits everyone, everywhere by making transactions safe, simple, smart and accessible. Using secure data and networks, partnerships and passion, our innovations and solutions help individuals, financial institutions, governments and businesses realize their greatest potential. Our decency quotient, or DQ, drives our culture and everything we do inside and outside of our company. With

connections across more than 210 countries and territories, we are building a sustainable world that unlocks priceless possibilities for all.

www.mastercard.com

Contacts:

Investor Relations: Media Relations:
Warren Kneeshaw or Jud Staniar Seth Eisen
investor.relations@mastercard.com Seth.Eisen@mastercard.com
914-249-4565 914-249-3153
Consolidated Statement of Operations (Unaudited)
--- --- --- --- --- --- --- --- ---
Three Months Ended September 30, Nine Months Ended September 30,
2022 2021 2022 2021
(in millions, except per share data)
Net Revenue $ 5,756 $ 4,985 $ 16,420 $ 13,668
Operating Expenses:
General and administrative 2,069 1,831 5,860 5,225
Advertising and marketing 182 222 573 557
Depreciation and amortization 185 188 566 537
Provision for litigation 208 27 341 94
Total operating expenses 2,644 2,268 7,340 6,413
Operating income 3,112 2,717 9,080 7,255
Other Income (Expense):
Investment income 16 5 28 9
Gains (losses) on equity investments, net 60 197 (133) 534
Interest expense (120) (110) (344) (323)
Other income (expense), net 4 7 12 9
Total other income (expense) (40) 99 (437) 229
Income before income taxes 3,072 2,816 8,643 7,484
Income tax expense 573 402 1,238 1,176
Net Income $ 2,499 $ 2,414 $ 7,405 $ 6,308
Basic Earnings per Share $ 2.59 $ 2.45 $ 7.63 $ 6.37
Basic weighted-average shares outstanding 965 986 971 990
Diluted Earnings per Share $ 2.58 $ 2.44 $ 7.60 $ 6.35
Diluted weighted-average shares outstanding 968 990 974 994
Consolidated Balance Sheet (Unaudited)
--- --- --- --- ---
September 30, 2022 December 31, 2021
(in millions, except per share data)
Assets
Current assets:
Cash and cash equivalents $ 7,633 $ 7,421
Restricted cash for litigation settlement 586 586
Investments 412 473
Accounts receivable 3,167 3,006
Settlement assets 1,019 1,319
Restricted security deposits held for customers 1,531 1,873
Prepaid expenses and other current assets 2,475 2,271
Total current assets 16,823 16,949
Property, equipment and right-of-use assets, net of accumulated depreciation and<br><br>amortization of $1,788 and $1,614, respectively 1,951 1,907
Deferred income taxes 1,069 486
Goodwill 7,176 7,662
Other intangible assets, net of accumulated amortization of $1,834 and $1,755,<br><br>respectively 3,582 3,671
Other assets 7,011 6,994
Total Assets $ 37,612 $ 37,669
Liabilities, Redeemable Non-controlling Interests and Equity
Current liabilities:
Accounts payable $ 615 $ 738
Settlement obligations 1,054 913
Restricted security deposits held for customers 1,531 1,873
Accrued litigation 1,086 840
Accrued expenses 6,888 6,642
Short-term debt 957 792
Other current liabilities 1,345 1,364
Total current liabilities 13,476 13,162
Long-term debt 13,577 13,109
Deferred income taxes 346 395
Other liabilities 3,770 3,591
Total Liabilities 31,169 30,257
Commitments and Contingencies
Redeemable Non-controlling Interests 20 29
Stockholders’ Equity
Class A common stock, $0.0001 par value; authorized 3,000 shares, 1,399 and 1,397 shares issued and 955 and 972 shares outstanding, respectively
Class B common stock, $0.0001 par value; authorized 1,200 shares, 8 shares issued and outstanding
Additional paid-in-capital 5,269 5,061
Class A treasury stock, at cost, 444 and 425 shares, respectively (48,916) (42,588)
Retained earnings 51,625 45,648
Accumulated other comprehensive income (loss) (1,617) (809)
Mastercard Incorporated Stockholders' Equity 6,361 7,312
Non-controlling interests 62 71
Total Equity 6,423 7,383
Total Liabilities, Redeemable Non-controlling Interests and Equity $ 37,612 $ 37,669
Consolidated Statement of Cash Flows (Unaudited)
--- --- --- --- ---
Nine Months Ended September 30,
2022 2021
(in millions)
Operating Activities
Net income $ 7,405 $ 6,308
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of customer and merchant incentives 1,197 995
Depreciation and amortization 566 537
(Gains) losses on equity investments, net 133 (534)
Share-based compensation 273 241
Deferred income taxes (589) (49)
Other 40 34
Changes in operating assets and liabilities:
Accounts receivable (326) (234)
Settlement assets 298 845
Prepaid expenses (1,472) (1,742)
Accrued litigation and legal settlements 249 (4)
Restricted security deposits held for customers (342) 136
Accounts payable (91) (74)
Settlement obligations 146 (978)
Accrued expenses 638 692
Net change in other assets and liabilities (30) 101
Net cash provided by operating activities 8,095 6,274
Investing Activities
Purchases of investment securities available-for-sale (192) (344)
Purchases of investments held-to-maturity (174) (214)
Proceeds from sales of investment securities available-for-sale 28 66
Proceeds from maturities of investment securities available-for-sale 156 249
Proceeds from maturities of investments held-to-maturity 194 198
Purchases of property and equipment (312) (285)
Capitalized software (446) (301)
Purchases of equity investments (62) (179)
Proceeds from sales of equity investments 7 185
Acquisition of businesses, net of cash acquired (313) (4,197)
Other investing activities (6) (12)
Net cash used in investing activities 1 (1,120) (4,834)
Financing Activities
Purchases of treasury stock (6,339) (4,628)
Dividends paid (1,430) (1,307)
Proceeds from debt, net 1,127 1,282
Acquisition of non-controlling interest (133)
Contingent consideration paid (64)
Tax withholdings related to share-based payments (137) (130)
Cash proceeds from exercise of stock options 77 55
Other financing activities (12) (13)
Net cash used in financing activities (6,714) (4,938)
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents (387) (80)
Net decrease in cash, cash equivalents, restricted cash and restricted cash equivalents (126) (3,578)
Cash, cash equivalents, restricted cash and restricted cash equivalents - beginning of period 9,902 12,419
Cash, cash equivalents, restricted cash and restricted cash equivalents - end of period $ 9,776 $ 8,841

1 The company corrected prior period classifications of certain line items within investing activities on the consolidated statement of cash flows with no impact on total net cash used in investing activities.

Non-GAAP Financial Information

Mastercard discloses the following non-GAAP financial measures: adjusted net revenue, adjusted operating expenses, adjusted operating margin, adjusted other income (expense), adjusted effective income tax rate, adjusted net income and adjusted diluted earnings per share (as well as related applicable growth rates versus the comparable period in the prior year). These non-GAAP financial measures exclude the impact of gains and losses on the company’s equity investments which includes mark-to-market fair value adjustments, impairments and gains and losses upon disposition, as well as the related tax impacts. These non-GAAP financial measures also exclude the impact of special items, where applicable, which represent litigation judgments and settlements and certain one-time items, as well as the related tax impacts. The company excludes these items because management evaluates the underlying operations and performance of the company separately from these recurring and nonrecurring items.

In addition, the company presents growth rates adjusted for the impact of currency, which is a non-GAAP financial measure. Currency-neutral growth rates are calculated by remeasuring the prior period’s results using the current period’s exchange rates for both the translational and transactional impacts on operating results as well as removing the related impact of the company’s foreign exchange derivative contracts designated as cash flow hedging instruments. The impact of currency translation represents the effect of translating operating results where the functional currency is different from the company’s U.S. dollar reporting currency. The impact of the transactional currency represents the effect of converting revenue and expenses occurring in a currency other than the functional currency. The impact of the related realized gains and losses resulting from the company’s foreign exchange derivative contracts designated as cash flow hedging instruments is recognized in the respective financial statement line item on the statement of operations when the underlying forecasted transactions impact earnings. The company believes the presentation of currency-neutral growth rates provides relevant information to facilitate an understanding of its operating results.

The company believes that the non-GAAP financial measures presented facilitate an understanding of operating performance and provide a meaningful comparison of its results between periods. The company’s management uses non-GAAP financial measures to, among other things, evaluate its ongoing operations in relation to historical results, for internal planning and forecasting purposes and in the calculation of performance-based compensation.

The company includes reconciliations of the requisite non-GAAP financial measures to the most directly comparable GAAP financial measures. The presentation of non-GAAP financial measures should not be considered in isolation or as a substitute for the company’s related financial results prepared in accordance with GAAP.

Non-GAAP Reconciliations (QTD)
Three Months Ended September 30, 2022
Net revenue Operating expenses Operating margin Other income (expense) Effective income tax rate Net income Diluted earnings per share
( in millions, except per share data)
Reported - GAAP $ 2,644 54.1 % $ (40) 18.6 % $ 2,499 $ 2.58
(Gains) losses on equity investments 1 ** ** ** (60) 0.6 % (66) (0.07)
Litigation provisions 2 ** (208) 3.6 % ** 0.2 % 162 0.17
Adjusted - Non-GAAP $ 2,437 57.7 % $ (99) 19.4 % $ 2,595 $ 2.68

All values are in US Dollars.

Three Months Ended September 30, 2021
Net revenue Operating expenses Operating margin Other income (expense) Effective income tax rate Net income Diluted earnings per share
( in millions, except per share data)
Reported - GAAP $ 2,268 54.5 % $ 99 14.3 % $ 2,414 $ 2.44
(Gains) losses on equity investments 1 ** ** ** (197) (0.2) % (163) (0.16)
Litigation provisions 3 ** (27) 0.6 % ** 0.1 % 22 0.02
Indirect tax matter 4 ** (82) 1.6 % 6 0.2 % 69 0.07
Adjusted - Non-GAAP $ 2,158 56.7 % $ (92) 14.4 % $ 2,341 $ 2.37

All values are in US Dollars.

Three Months Ended September 30, 2022 as compared to the Three Months Ended September 30, 2021
Increase/(Decrease)
Net revenue Operating expenses Operating margin Effective income tax rate Net income Diluted earnings per share
Reported - GAAP 15 % 17 % (0.5) ppt 4.4 ppt 4 % 6 %
(Gains) losses on equity investments 1 ** ** ** 0.8 ppt 5 % 5 %
Litigation provisions 2, 3 ** (8) % 3.0 ppt 0.1 ppt 6 % 6 %
Indirect tax matter 4 ** 4 % (1.6) ppt (0.2) ppt (3) % (3) %
Adjusted - Non-GAAP 15 % 13 % 1.0 ppt 5.0 ppt 11 % 13 %
Currency impact 5 7 % 4 % 1.1 ppt 0.4 ppt 9 % 9 %
Adjusted - Non-GAAP - currency-neutral 23 % 17 % 2.0 ppt 5.4 ppt 20 % 22 %

Note:    Tables may not sum due to rounding.

**    Not applicable

Gains and Losses on Equity Investments

  1. Q3’22 and Q3’21 pre-tax net gains of $60 million and $197 million, respectively, were primarily related to unrealized fair market value adjustments and unrealized gains on marketable and nonmarketable equity securities.

Third Quarter Special Items

  1. Q3’22 pre-tax charges of $208 million as result of developments in settlement discussions with certain U.K. merchants, including a settlement reached with one of those merchants.

  2. Q3’21 pre-tax charges of $27 million related to litigation settlements and estimated attorney’s fees with U.K. merchants.

  3. Q3’21 pre-tax net charges of $88 million related to the resolution of a foreign indirect tax matter for 2015 through 2021 and the related interest expense.

Other Notes

  1. Represents the translational and transactional impact of currency and the related impact of the company’s foreign exchange derivative contracts designated as cash flow hedging instruments.
Non-GAAP Reconciliations (YTD)
Nine Months Ended September 30, 2022
Net revenue Operating expenses Operating margin Other income (expense) Effective income tax rate Net income Diluted earnings per share
( in millions, except per share data)
Reported - GAAP $ 7,340 55.3 % $ (437) 14.3 % $ 7,405 $ 7.60
(Gains) losses on equity investments 1 ** ** ** 133 % 114 0.12
Litigation Provisions 2 ** (341) 2.1 % ** 0.5 % 251 0.26
Russia-related impacts 3 (37) (67) 0.3 % ** % 24 0.02
Adjusted - Non-GAAP $ 6,932 57.7 % $ (303) 14.8 % $ 7,794 $ 8.00

All values are in US Dollars.

Nine Months Ended September 30, 2021
Net revenue Operating expenses Operating margin Other income (expense) Effective income tax rate Net income Diluted earnings per share
( in millions, except per share data)
Reported - GAAP $ 6,413 53.1 % $ 229 15.7 % $ 6,308 $ 6.35
(Gains) losses on equity investments 1 ** ** ** (534) (0.3) % (432) (0.43)
Litigation provisions 4 ** (94) 0.7 % ** 0.1 % 74 0.07
Indirect tax matter 5 ** (82) 0.6 % 6 0.1 % 69 0.07
Adjusted - Non-GAAP $ 6,237 54.4 % $ (299) 15.6 % $ 6,018 $ 6.06

All values are in US Dollars.

Nine Months Ended September 30, 2022 as compared to the Nine Months Ended September 30, 2021
Increase/(Decrease)
Net revenue Operating expenses Operating margin Effective income tax rate Net income Diluted earnings per share
Reported - GAAP 20 % 14 % 2.2 ppt (1.4) ppt 17 % 20 %
(Gains) losses on equity investments 1 ** ** ** 0.3 ppt 11 % 11 %
Litigation provisions 2, 4 ** (4) % 1.4 ppt 0.4 ppt 3 % 3 %
Russia-related impacts 3 % (1) % 0.3 ppt ppt % %
Indirect tax matter 5 ** 1 % (0.6) ppt (0.1) ppt (1) % (2) %
Adjusted - Non-GAAP 20 % 11 % 3.3 ppt (0.8) ppt 29 % 32 %
Currency impact 6 6 % 3 % 0.9 ppt 0.2 ppt 8 % 8 %
Adjusted - Non-GAAP - currency-neutral 25 % 14 % 4.2 ppt (0.6) ppt 38 % 40 %

Note:    Tables may not sum due to rounding.

**    Not applicable

Gains and Losses on Equity Investments

  1. Year-to-date 2022 pre-tax net losses of $133 million and 2021 pre-tax net gains of $534 million were primarily related to unrealized fair market value adjustments on marketable and non-marketable equity securities.

Year-to-Date Special Items

  1. Year-to-date 2022 pre-tax charges of $341 million as a result of developments in settlement discussions with certain U.K. merchants, including a settlement reached with one of those merchants, as well as a change in estimate related to the claim of merchants who opted out of the U.S. merchant class litigation.

  2. Year-to-date 2022 pre-tax net charges of $30 million directly related to imposed sanctions and the suspension of our business operations in Russia. The net charge is comprised of general and administrative expenses of $67 million primarily related to incremental employee-related costs and reserves on uncollectible balances with certain sanctioned customers, offset by a net benefit of $37 million in rebates and incentives (contra-revenue) primarily related to a reduction in liabilities as a result of lower estimates of customer performance for certain customer business agreements due to the suspension of our business operations in Russia.

  3. Year-to-date 2021 pre-tax charges of $94 million related to litigation settlements and estimated attorneys’ fees with U.K. merchants.

  4. Year-to-date 2021 pre-tax charges of $88 million related to the resolution of a foreign indirect tax matter for 2015 through 2021 and the related interest expense.

Other Notes

  1. Represents the translational and transactional impact of currency and the related impact of the company’s foreign exchange derivative contracts designated as cash flow hedging instruments.
Mastercard Incorporated Operating Performance
For the 3 Months Ended September 30, 2022
GDV (Bil.) Growth () Growth (Local) Purchase Volume (Bil.) Growth (Local) Purchase Trans. (Mil.) Purchase Trans. Growth Cash Volume (Bil.) Growth (Local) Cash Trans. (Mil.) Cards (Mil.)
All Mastercard Credit, Charge and Debit Programs
APMEA $ 550 2.8 12.2 % $ 400 15.4 % 9,339 18.4 % $ 150 4.5 % 1,540 908
Canada 63 13.7 17.8 % 62 17.8 % 941 13.8 % 2 17.2 % 6 70
Europe 620 (6.3) 7.5 % 478 15.9 % 14,221 (6.6) % 142 (13.7) % 1,003 705
Latin America 153 24.5 29.0 % 108 32.0 % 4,891 26.9 % 45 22.1 % 398 361
Worldwide less United States 1,386 0.8 11.9 % 1,048 17.3 % 29,391 5.7 % 339 (2.2) % 2,947 2,045
United States 683 10.5 10.5 % 621 12.0 % 9,538 5.6 % 61 (3.4) % 298 617
Worldwide 2,069 3.8 11.4 % 1,669 15.3 % 38,929 5.7 % 400 (2.4) % 3,244 2,662
Mastercard Credit and Charge Programs
Worldwide less United States 641 3.0 14.8 % 608 16.1 % 13,334 9.5 % 33 (4.9) % 159 761
United States 351 20.4 20.4 % 342 20.4 % 3,663 16.8 % 10 21.7 % 9 300
Worldwide 993 8.6 16.7 % 950 17.6 % 16,997 11.0 % 43 0.1 % 169 1,061
Mastercard Debit Programs
Worldwide less United States 745 (1.0) 9.5 % 440 19.1 % 16,057 2.8 % 306 (1.9) % 2,787 1,284
United States 331 1.5 1.5 % 280 3.3 % 5,875 (0.4) % 52 (7.0) % 288 317
Worldwide 1,077 (0.2) 6.9 % 719 12.4 % 21,933 1.9 % 357 (2.6) % 3,076 1,601
For the 9 Months Ended September 30, 2022
GDV (Bil.) Growth () Growth (Local) Purchase Volume (Bil.) Growth (Local) Purchase Trans. (Mil.) Purchase Trans. Growth Cash Volume (Bil.) Growth (Local) Cash Trans. (Mil.) Cards (Mil.)
All Mastercard Credit, Charge and Debit Programs
APMEA $ 1,652 4.6 11.5 % $ 1,189 14.5 % 26,393 16.5 % $ 463 4.4 % 4,577 908
Canada 180 17.3 20.4 % 175 20.8 % 2,584 16.1 % 5 5.7 % 16 70
Europe 1,784 1.5 14.7 % 1,361 23.5 % 39,228 (2.2) % 423 (6.7) % 2,886 705
Latin America 445 31.2 33.0 % 314 37.4 % 13,881 32.9 % 131 23.3 % 1,125 361
Worldwide less United States 4,061 6.0 15.3 % 3,040 20.9 % 82,086 8.8 % 1,021 1.4 % 8,604 2,045
United States 1,981 11.2 11.2 % 1,802 13.8 % 27,580 7.2 % 179 (9.2) % 874 617
Worldwide 6,042 7.7 13.9 % 4,842 18.1 % 109,666 8.4 % 1,201 (0.3) % 9,477 2,662
Mastercard Credit and Charge Programs
Worldwide less United States 1,883 8.5 17.6 % 1,785 18.8 % 37,777 12.6 % 99 (0.3) % 463 761
United States 994 25.1 25.1 % 967 25.1 % 10,240 20.9 % 26 25.2 % 25 300
Worldwide 2,877 13.7 20.1 % 2,752 20.9 % 48,017 14.3 % 125 4.1 % 488 1,061
Mastercard Debit Programs
Worldwide less United States 2,178 4.0 13.4 % 1,255 24.0 % 44,309 5.7 % 923 1.6 % 8,141 1,284
United States 987 0.1 0.1 % 834 3.0 % 17,340 0.5 % 153 (13.3) % 849 317
Worldwide 3,165 2.8 8.9 % 2,090 14.7 % 61,648 4.2 % 1,076 (0.8) % 8,989 1,601
Mastercard Incorporated Operating Performance (continued)
For the 3 Months ended September 30, 2021
GDV (Bil.) Growth () Growth (Local) Purchase Volume (Bil.) Growth (Local) Purchase Trans. (Mil.) Purchase Trans. Growth Cash Volume (Bil.) Growth (Local) Cash Trans. (Mil.) Cards (Mil.)
All Mastercard Credit, Charge and Debit Programs
APMEA $ 535 11.2 9.3 % $ 380 11.7 % 7,889 16.1 % $ 156 3.9 % 1,527 893
Canada 56 23.4 16.6 % 54 16.5 % 827 14.5 % 1 18.9 % 5 63
Europe 661 27.4 26.9 % 474 32.7 % 15,227 30.0 % 188 14.2 % 1,122 710
Latin America 123 39.6 34.6 % 85 41.4 % 3,856 39.9 % 38 21.7 % 321 280
Worldwide less United States 1,375 21.3 19.6 % 993 23.6 % 27,799 26.5 % 383 10.4 % 2,974 1,947
United States 618 20.4 20.4 % 555 23.0 % 9,033 15.3 % 64 1.8 % 319 550
Worldwide 1,993 21.0 19.8 % 1,547 23.3 % 36,831 23.5 % 446 9.1 % 3,293 2,497
Mastercard Credit and Charge Programs
Worldwide less United States 622 19.0 16.4 % 584 16.6 % 12,180 21.4 % 38 12.6 % 162 746
United States 292 35.7 35.7 % 284 34.1 % 3,137 29.0 % 8 126.3 % 8 264
Worldwide 914 23.9 21.9 % 868 21.8 % 15,317 22.9 % 46 23.4 % 170 1,010
Mastercard Debit Programs
Worldwide less United States 753 23.2 22.4 % 408 35.0 % 15,618 30.7 % 344 10.2 % 2,812 1,201
United States 326 9.4 9.4 % 271 13.1 % 5,896 9.1 % 56 (5.6) % 311 286
Worldwide 1,079 18.7 18.2 % 679 25.3 % 21,515 24.0 % 400 7.7 % 3,123 1,487
For the 9 Months ended September 30, 2021
GDV (Bil.) Growth () Growth (Local) Purchase Volume (Bil.) Growth (Local) Purchase Trans. (Mil.) Purchase Trans. Growth Cash Volume (Bil.) Growth (Local) Cash Trans. (Mil.) Cards (Mil.)
All Mastercard Credit, Charge and Debit Programs
APMEA $ 1,579 16.4 11.8 % $ 1,108 13.8 % 22,660 19.3 % $ 472 7.4 % 4,592 893
Canada 154 23.5 14.3 % 149 16.2 % 2,226 14.3 % 5 (24.7) % 13 63
Europe 1,758 27.1 23.9 % 1,243 28.8 % 40,125 29.5 % 514 13.5 % 3,078 710
Latin America 339 26.4 27.0 % 231 34.0 % 10,444 30.4 % 108 14.2 % 888 280
Worldwide less United States 3,830 22.2 18.5 % 2,731 21.9 % 75,455 25.9 % 1,099 10.6 % 8,571 1,947
United States 1,782 22.5 22.5 % 1,584 24.3 % 25,727 16.2 % 198 9.8 % 964 550
Worldwide 5,611 22.3 19.7 % 4,315 22.8 % 101,182 23.3 % 1,296 10.5 % 9,535 2,497
Mastercard Credit and Charge Programs
Worldwide less United States 1,736 16.9 12.5 % 1,628 13.2 % 33,545 19.1 % 109 2.6 % 460 746
United States 795 26.8 26.8 % 774 27.2 % 8,473 22.1 % 21 13.7 % 21 264
Worldwide 2,531 19.8 16.6 % 2,401 17.4 % 42,018 19.7 % 130 4.3 % 481 1,010
Mastercard Debit Programs
Worldwide less United States 2,093 27.1 23.9 % 1,103 37.6 % 41,910 31.9 % 990 11.6 % 8,111 1,201
United States 987 19.2 19.2 % 810 21.6 % 17,253 13.6 % 177 9.3 % 943 286
Worldwide 3,080 24.4 22.4 % 1,913 30.3 % 59,164 25.9 % 1,167 11.2 % 9,054 1,487
APMEA = Asia Pacific / Middle East / Africa
Note that the figures in the preceding tables may not sum due to rounding; growth represents change from the comparable year ago period.

All values are in US Dollars.

Footnote

The tables set forth the gross dollar volume (“GDV”), purchase volume, cash volume and the number of purchase transactions, cash transactions and cards on a regional and global basis for Mastercard™-branded cards. Growth rates over prior periods are provided for volume-based data.

Debit transactions on Maestro® and Cirrus®-branded cards and transactions involving brands other than Mastercard are not included in the preceding tables.

For purposes of the table: 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 and includes the impact of balance transfers and convenience checks obtained with Mastercard-branded cards for the relevant period. The number of cards includes virtual cards, which are Mastercard-branded payment accounts that do not generally have physical cards associated with them.

The Mastercard payment products are comprised of credit, charge, debit and prepaid programs, and data relating to each type of program is included in the tables. The tables include information with respect to transactions involving Mastercard-branded cards that are not switched by Mastercard and transactions for which Mastercard does not earn significant revenues.

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. Mastercard reports period-over-period rates of change in purchase volume and cash volume on the basis of local currency information, in order to eliminate the impact of changes in the value of currencies against the U.S. dollar in calculating such rates of change.

The data set forth in the GDV, purchase volume, purchase transactions, cash volume and cash transactions columns is provided by Mastercard customers and is subject to verification by Mastercard and partial cross-checking against information provided by Mastercard’s transaction switching systems. The data set forth in the cards columns is provided by Mastercard customers and is subject to certain limited verification by Mastercard. A portion of the data set forth in the cards columns reflects the impact of routine portfolio changes among customers and other practices that may lead to over counting of the underlying data in certain circumstances. All data is subject to revision and amendment by Mastercard or Mastercard’s customers. Starting in the first quarter of 2022, data related to sanctioned Russian banks was not reported to us and therefore such amounts are not included. Subsequent to the suspension of our business operations in Russia in March 2022, there is no Russian data to be reported.

Performance information for prior periods can be found in the Investor Relations section of the Mastercard website at investor.mastercard.com.

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