NEW
YORK, Sept. 11, 2023 /PRNewswire/ -- The Bank of
New York Mellon Corporation ("BNY Mellon") (NYSE: BK) today
announced the tender offer consideration (the "Total
Consideration") payable in connection with the previously announced
cash tender offer (the "Offer") by BNY Mellon Capital Markets, LLC
("BNYMCM"), an indirect wholly owned subsidiary of BNY Mellon,
which commenced on September 5, 2023,
to purchase any and all of the securities of BNY Mellon listed in
the table below (the "Securities"). The Offer will expire today,
September 11, 2023, at 5:00 p.m., New York
City time, unless extended (such date and time, as it may be
extended, the "Expiration Date"). The Offer is being made
solely pursuant to the Offer to Purchase (the "Offer to Purchase")
and the related Notice of Guaranteed Delivery, each dated
September 5, 2023, the terms and
conditions of which remain unchanged. The Offer to Purchase
contains detailed information regarding the terms of the Offer,
including the manner in which the Total Consideration was
calculated.
The table below sets forth the Total Consideration for each
series of Securities. Each Reference Yield listed in the table
below is based on the bid-side price of the applicable Reference
U.S. Treasury Security as quoted on the applicable Bloomberg
Reference Page, at 10:00 a.m.,
New York City time, today, as
described in the Offer to Purchase.
Title of
Securities
|
CUSIP
Number
|
ISIN
|
Coupon
|
Outstanding
Principal
Amount
(millions)
|
Maturity
Date
|
First Par
Call Date
|
Workout
Date(1)
|
Reference
U.S.
Treasury
Security
|
Bloomberg
Reference
Page
|
Reference
Yield
|
Fixed
Spread
(Basis
Points)
|
Total
Consideration(2)
|
0.350% Senior
Medium-Term
Notes, Series J
due 2023
|
06406
RAP2
|
US06406
RAP29
|
0.350 %
|
$750
|
12/07/2023
|
11/07/2023
|
Maturity
|
0.50% due
11/30/2023
|
FIT3
|
5.639 %
|
+0 bps
|
$987.95
|
3.350% Senior
Medium-Term
Notes, Series J
due 2025
|
06406
RBC0
|
US06406
RBC07
|
3.350 %
|
$950
|
04/25/2025
|
03/25/2025
|
Maturity
|
2.625% due
04/15/2025
|
FIT4
|
5.186 %
|
+15 bps
|
$969.64
|
3.430%
Fixed/Floating
Rate Callable
Senior Medium-
Term Notes,
Series J due 2025
|
06406
RBF3
|
US06406
RBF38
|
3.430 %
|
$700
|
06/13/2025
|
06/13/2024
|
Par Call
|
2.50% due
05/31/2024
|
FIT3
|
5.494 %
|
+15 bps
|
$983.96
|
|
(1) The workout date
for a Security is the date on which such Security is assumed to be
paid down for purposes of calculating the Total Consideration in
connection with such Security.
|
(2) Per $1,000
principal amount of Securities validly tendered and accepted for
purchase.
|
In addition to the Total Consideration, holders whose Securities
are accepted for purchase pursuant to the Offer, including
Securities tendered by guaranteed delivery, will also receive
accrued and unpaid interest on their purchased Securities from the
last interest payment date for the Securities to, but excluding,
the Settlement Date (as defined below).
Upon the terms and subject to the conditions of the Offer, the
settlement date is expected to be September
14, 2023, or promptly thereafter (the "Settlement
Date"). On the Settlement Date, BNYMCM expects to accept for
payment Securities validly tendered and not validly withdrawn
before the Expiration Date and Securities validly tendered pursuant
to the guaranteed delivery procedures and to pay the Total
Consideration for those Securities.
Tenders of Securities pursuant to the Offer may be validly
withdrawn at any time before the Expiration Date. Securities
subject to the Offer may also be validly withdrawn at any time
after the 60th business day after commencement of the Offer if for
any reason the Offer has not been consummated within 60 business
days after commencement.
The Offer is conditioned upon the satisfaction of certain
customary conditions described in the Offer to Purchase, but is not
conditioned upon any minimum principal amount of Securities being
tendered. Subject to applicable law, BNYMCM may, at its sole
discretion, waive any condition applicable to the Offer and may
extend the Offer. Under certain conditions and as more fully
described in the Offer to Purchase, BNYMCM may terminate the Offer
before the Expiration Date.
The complete terms and conditions of the Offer are set forth in
the Offer to Purchase and in the related Notice of Guaranteed
Delivery, as may be amended or supplemented from time to time,
which holders are urged to read carefully before making any
decision with respect to the Offer.
The Offer is open to all registered holders of Securities. A
beneficial owner of Securities that are held of record by a broker,
dealer, commercial bank, trust company, or other nominee (each, a
"Custodian") must instruct such Custodian to tender such Securities
on the beneficial owner's behalf in a timely manner. Beneficial
owners should be aware that a Custodian may establish its own
earlier deadline for participation in an Offer.
D.F. King & Co., Inc. is serving as the tender agent and
information agent. Requests for documents may be directed to D.F.
King & Co., Inc. by telephone at +1 (212) 269-5550 (banks and
brokers) or Toll-Free at +1 (800) 814-2879 or email at
bnymellon@dfking.com.
Copies of the Offer to Purchase and related Notice of Guaranteed
Delivery are available at the following web address:
www.dfking.com/bnymellon.
Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC
are serving as Joint Dealer Managers (the "Joint Dealer Managers")
for the Offer. Questions regarding the Offer may also be directed
to the Joint Dealer Managers as set forth below:
Citigroup Global
Markets Inc.
388 Greenwich Street,
Trading 4th Floor
New York, New York
10013
Attn: Liability
Management Group
Collect: +1 (212)
723-6106
Toll-Free: +1 (800)
558-3745
Email:
ny.liabilitymanagement@citi.com
|
Goldman Sachs & Co.
LLC
200 West
Street
New York, New York
10282
Attn: Liability
Management Group
Collect: +1 (212)
357-1452
Toll-Free: +1 (800)
828-3182
|
This press release is for informational purposes only and does
not constitute an offer to purchase nor the solicitation of an
offer to sell any Securities. The Offer is being made only pursuant
to the Offer to Purchase and related Notice of Guaranteed Delivery.
The Offer is not being made to holders of Securities in any
jurisdiction in which the making or acceptance thereof would not be
in compliance with the securities, blue sky or other laws of such
jurisdiction. In any jurisdiction where the laws require a tender
offer to be made by a licensed broker or dealer, the tender offers
are made by the Joint Dealer Managers on behalf of BNYMCM.
None of BNY Mellon, BNYMCM, Citigroup Global Markets Inc., Goldman
Sachs & Co. LLC, D.F. King & Co., Inc., or the trustee or
security registrar with respect to the Securities, nor any
affiliate of any of the foregoing, has made any recommendation as
to whether holders should tender or refrain from tendering all or
any portion of their Securities in response to the Offer.
ABOUT BNY MELLON
Established in 1784, BNY Mellon is America's oldest bank and the
first company listed on the New York Stock Exchange (NYSE: BK).
Today, BNY Mellon powers capital markets around the world through
comprehensive solutions that help clients manage and service their
financial assets throughout the investment life cycle. BNY Mellon
had $46.9 trillion in assets under custody and/or
administration and $1.9 trillion in assets under
management as of June 30, 2023. BNY Mellon has been named
among Fortune's World's Most Admired Companies and Fast Company's
Best Workplaces for Innovators. BNY Mellon is the corporate brand
of The Bank of New York Mellon Corporation. Additional information
is available on www.bnymellon.com. Follow us on LinkedIn or
visit our Newsroom for the latest company news.
Contacts:
Media
Garrett
Marquis
+1 949 683 1503
garrett.marquis@bnymellon.com
Analysts
Marius
Merz
+1 212 298 1480
marius.merz@bnymellon.com
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SOURCE BNY Mellon