State Street Corporation (NYSE: STT) today announced information
regarding the transition of its presently outstanding U.S. Dollar
LIBOR-linked instruments, consisting of several floating or
fixed-to-floating rate debt securities and series of preferred
stock represented by depositary shares (collectively, the “USD
LIBOR Securities”), to other rate mechanisms, based upon a broader
industry transition away from U.S. dollar LIBOR (“USD LIBOR”). In
March 2021, the U.K.’s Financial Conduct Authority announced that
after June 30, 2023, the USD LIBOR for a three-month tenor (the
“Three-Month USD LIBOR”) would cease publication or no longer be
representative. In connection with the cessation of representative
USD LIBOR, in March 2022, the U.S. Congress enacted the Adjustable
Interest Rate (LIBOR) Act (the “LIBOR Act”), and in December 2022
the Board of Governors of the Federal Reserve System (the “Federal
Reserve”) issued a final rule thereunder (the “LIBOR Rule”).
State Street has issued and outstanding USD LIBOR Securities for
which Three-Month USD LIBOR currently serves as the benchmark rate
used in connection with the calculation or determination of
applicable interest, dividend or distribution payments. These
securities, each of which is governed by either New York or
Massachusetts law, are listed in the Annexes to this press
release.
Effective the first London banking date after June 30, 2023 (the
“LIBOR Replacement Date”), the reference rate for calculations or
determinations of applicable interest, dividend or distribution
payments for each of the USD LIBOR Securities listed in Annex 1 or
Annex 2 to this press release will be the CME Term SOFR Reference
Rate published for the three-month tenor, as administered by CME
Group Benchmark Administration, Ltd. (or any successor
administrator thereof) (the “Three-Month CME Term SOFR”), plus a
tenor spread adjustment of 0.26161%. The replacement of USD LIBOR
as the benchmark rate for each of the USD LIBOR Securities will be
effective for determinations under the terms of the USD LIBOR
Securities that are made on and after the LIBOR Replacement Date,
but will not affect any determinations made prior to the LIBOR
Replacement Date.
Non-Workable Contractual Fallbacks
The USD LIBOR Securities listed in Annex 1 to this press release
contain fallback provisions that provide for (1) a poll or
inquiries for quotes or information related to USD LIBOR or (2)
benchmark replacements based on USD LIBOR values (such as the most
recently available USD LIBOR rate or USD LIBOR rate as determined
by the calculation agent using discretion). Under the LIBOR Act and
the LIBOR Rule, on the LIBOR Replacement Date, by operation of law
(a) these fallback provisions will be disregarded and deemed null
and void and without any force or effect, and (b) Three-Month USD
LIBOR will be replaced as the benchmark rate by Three-Month CME
Term SOFR, plus a tenor spread adjustment of 0.26161%.
Determining Person Discretion
The USD LIBOR Securities listed in Annex 2 to this press release
contain fallback provisions authorizing State Street to identify as
the benchmark replacement rate for Three-Month USD LIBOR the
alternative reference rate selected by a central bank, reserve
bank, monetary authority or any similar institution (including any
committee or working group thereof) that is consistent with market
practice regarding a substitute for USD LIBOR. As such, under the
LIBOR Act and the LIBOR Rule, State Street Corporation is the
person with the authority under the terms of these USD LIBOR
Securities to determine a benchmark replacement for USD LIBOR
(referred to in the LIBOR Act and the LIBOR Rule as the
“determining person”). For each of these USD LIBOR Securities,
State Street Corporation, as the determining person, has selected
Three-Month CME Term SOFR, plus a tenor spread adjustment of
0.26161%, as the benchmark replacement for Three-Month USD LIBOR
determinations that are made on and after the LIBOR Replacement
Date.
Contractual Fixed Rate
Each series of State Street’s Preferred Stock listed in Annex 3
to this press release is governed by the terms of a certificate of
designation (each, a “Certificate”) and will not transition to
Three-month CME Term SOFR by operation of law or otherwise. The
Certificate for each such series specifies a fixed dividend rate
(the “Dividend Rate”) for a dividend period beginning on a
specified date (the “Commencement Date”), in each case as shown for
each series in Annex 3 to this press release, if Three-Month USD
LIBOR cannot otherwise be determined as provided in the applicable
Certificate. Given that the Commencement Date for each such series
follows the LIBOR Replacement Date, the Dividend Rate for each
series after the applicable Commencement Date will be the
applicable fixed rate specified in Annex 3 to this press
release.
Conforming Changes
For the USD LIBOR Securities for which the Federal
Reserve-selected benchmark replacement becomes the benchmark
replacement for USD LIBOR (1) by operation of law under the LIBOR
Act (the USD LIBOR Securities listed in Annex 1 to this press
release) or (2) because State Street as the determining person made
such selection (the USD LIBOR Securities listed in Annex 2 to this
press release), the LIBOR Rule provides that certain benchmark
replacement conforming changes will become an integral part of such
securities by operation of law. See Annex 4 to this press release
for a description of such conforming changes. In addition, a person
responsible for calculating or determining any valuation, payment
or other measurement based on a benchmark (a “calculating person”)
has the authority under the LIBOR Act and the LIBOR Rule to make
certain additional benchmark replacement conforming changes (in
addition to those specified in the LIBOR Rule) under securities
such as the USD LIBOR Securities listed in Annex 1 and Annex 2 to
this press release without any requirement to obtain consent from
any other person.
Any such additional changes that the applicable calculating
person makes with respect to such USD LIBOR Securities will become
an integral part of the applicable securities by operation of law
and be the subject of a separate announcement.
This press release applies only to the USD LIBOR Securities
listed in the Annexes to this press release and does not relate to
any other securities or other instruments. In advance of the LIBOR
Replacement Date, further notices relating to CME Term SOFR as the
benchmark replacement rate for USD LIBOR for the USD LIBOR
Securities held through The Depository Trust Company (“DTC”) will
be made pursuant to the DTC LIBOR Replacement Index Communication
Tool.
About State Street Corporation
State Street Corporation (NYSE: STT) is one of the world's
leading providers of financial services to institutional investors
including investment servicing, investment management and
investment research and trading. With $37.6 trillion in assets
under custody and/or administration and $3.6 trillion* in assets
under management as of March 31, 2023. State Street operates
globally in more than 100 geographic markets and employs
approximately 43,000 worldwide. For more information, visit State
Street's website at www.statestreet.com.
*Assets under management as of March 31, 2023 includes
approximately $65 billion of assets with respect to SPDR® products
for which State Street Global Advisors Funds Distributors, LLC
(SSGA FD) acts solely as the marketing agent. SSGA FD and State
Street Global Advisors are affiliated. Investing involves risk
including the risk of loss of principal.
© 2023 State Street Corporation - All Rights Reserved
ANNEX I
NON-WORKABLE CONTRACTUAL FALLBACK
CUSIP
Issue Date
Title of Security
857477AX1
5/15/98
Junior Subordinated Debentures due
2028
857477AY9
4/30/07
Floating Rate Junior Subordinated
Debentures due 2037 (extended to 2047 by election on June 15,
2017)
857477AQ6
5/21/15
Depositary Shares Representing Series F
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock
ANNEX 2
DETERMINING PERSON DISCRETION
CUSIP
Issue Date
Title of Security
857477BA0
9/27/18
Depositary Shares Representing Series H
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock
857477BC6
12/3/18
Fixed-to-Floating Rate Notes due 2024
857477BD4
12/3/18
Fixed-to-Floating Rate Notes due 2029
ANNEX 3
CONTRACTUAL FIXED RATE
CUSIP
Issue Date
Title of Security
Commencement Date
Dividend Rate following Commencement
Date
857477608
3/4/14
Depositary Shares Representing Series D
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock
3/15/24
9.008%
857477855
4/11/16
Depositary Shares Representing Series G
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock
3/15/26
5.350%
ANNEX 4
CONFORMING CHANGES
The following are the benchmark replacement conforming changes
specified in the LIBOR Rule:
- Any reference to a specified source for USD LIBOR shall be
replaced with the publication of the applicable Federal
Reserve-selected benchmark replacement (inclusive of the applicable
tenor spread adjustment) by either the relevant benchmark
administrator for the applicable Federal Reserve-selected benchmark
replacement or any third party authorized by the relevant benchmark
administrator to publish the applicable Federal Reserve-selected
benchmark replacement.
- Any reference to a particular time of day for determining USD
LIBOR (such as 11:00 a.m. London time) shall be replaced with the
standard publication time for the applicable Federal
Reserve-selected benchmark replacement (inclusive of the relevant
tenor spread adjustment), as established by the relevant benchmark
administrator.
- To the extent a Federal Reserve-selected benchmark replacement
is not available or published on a particular day indicated in the
USD LIBOR Securities as the determination date, the most recently
available publication of the Federal Reserve- selected benchmark
replacement will apply.
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Media Contact: Carolyn Cichon +1 404 213 3106 Investor
Contact: Ilene Fiszel Bieler +1 617 664-3477
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