State Street Corporation Prices Preferred Stock Offering
September 20 2018 - 05:49PM
Business Wire
State Street Corporation (“State Street”) (NYSE: STT) today
announced the pricing of an underwritten public offering of $500
million of depositary shares with a liquidation preference of
$1,000 per share, each representing a 1/100th interest in a share
of its Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred
Stock, Series H. The offering is being conducted as a public
offering registered under the Securities Act of 1933, as
amended.
Dividends on the Series H preferred stock will be payable on a
non-cumulative basis semi-annually in arrears at a fixed rate of
5.625% to, but excluding, December 15, 2023. Thereafter, the Series
H preferred stock will be callable and dividends will be payable
quarterly at a floating rate equivalent to three-month U.S. LIBOR
plus 2.539%. Dividend payments on the Series H preferred stock will
occur only when, as and if declared by State Street’s board of
directors. State Street may also redeem the Series H preferred
stock upon the occurrence of a regulatory capital treatment
event.
The offering is expected to close on September 27, 2018, subject
to the satisfaction of customary closing conditions.
State Street intends to use the net proceeds from this offering
to fund a portion of the cash consideration payable for, and
certain costs associated with, its previously announced planned
acquisition of Charles River Systems, Inc. (“Charles River
Development”), expected to be completed in the fourth quarter of
2018. Completion of this offering is not contingent upon the
completion of the acquisition of Charles River Development. If the
acquisition of Charles River Development is not completed, State
Street will use the net proceeds for general corporate
purposes.
Goldman Sachs & Co. LLC, Morgan Stanley and Wells Fargo
Securities are acting as representatives of the underwriters for
the offering.
The offering is being made pursuant to an effective registration
statement on Form S-3 (including a prospectus) filed with the U.S.
Securities and Exchange Commission (the “SEC”). Prospective
investors should read the prospectus forming a part of that
registration statement and the prospectus supplement related to the
offering and the other documents that State Street has filed with
the SEC for more complete information about State Street and this
offering. These documents are available at no charge by visiting
EDGAR on the SEC website at www.sec.gov. Alternatively, the
prospectus and prospectus supplement relating to the offering, when
available, may be obtained from Goldman Sachs & Co. LLC at 200
West Street, New York, NY 10282, Attn: Prospectus Department,
telephone: 1-866-471-2526, facsimile: 1-212-902-9316 or by emailing
prospectus-ny@ny.email.gs.com, from Morgan Stanley at Morgan
Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick
Street, 2nd Floor, New York, New York 10014 or from Wells Fargo
Securities at Wells Fargo Securities, LLC, 608 2nd Avenue South,
Suite 1000, Minneapolis, MN 55402, Attn: WFS Customer Service,
telephone: 1-800-645-3751 or by emailing
wfscustomerservice@wellsfargo.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the shares of State Street’s common
stock, nor shall there be any offer, solicitation or sale of the
shares of State Street’s common stock in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
State Street Corporation (NYSE: STT) is a provider of financial
services to institutional investors including investment servicing,
investment management and investment research and trading. With
$33.87 trillion in assets under custody and administration and
$2.72 trillion* in assets under management as of June 30, 2018,
State Street operates globally in more than 100 geographic markets
and employs over 38,000 worldwide.
*Assets under management include the assets of the SPDR® Gold
ETF and the SPDR® Long Dollar Gold Trust ETF (approximately $33
billion as of June 30, 2018), for which State Street Global
Advisors Funds Distributors, LLC (SSGA FD) serves as marketing
agent; SSGA FD and State Street Global Advisors are affiliated.
Forward-Looking
Statements
Statements in this release that are not strictly historical,
including statements regarding the terms of the proposed offering,
the timing and completion of the offering, State Street’s intended
use of proceeds, the acquisition of Charles River Development and
any other statements regarding events or developments that State
Street expects or anticipates will or may occur in the future, are
“forward-looking” statements for purposes of the safe harbor
provisions under The Private Securities Litigation Reform Act of
1995. There are a number of important risks and uncertainties that
could cause actual results, developments and business decisions to
differ materially from those suggested or indicated by such
forward-looking statements and you should not place undue reliance
on any such forward-looking statements. These risks and
uncertainties include, among other things, risks and uncertainties
relating to capital markets conditions and completion of the
offering, the ability of the other parties to the acquisition of
Charles River Development to satisfy the conditions to the
acquisition on a timely basis and such parties’ ability to complete
the acquisition on the anticipated terms and schedule, including
the ability to obtain regulatory approvals. Additional information
regarding the factors that may cause actual results to differ
materially from these forward-looking statements is available in
State Street’s SEC filings, including its Annual Report on Form
10-K for the year ended December 31, 2017 and its Quarterly Report
on Form 10-Q for the quarter ended June 30, 2018. These
forward-looking statements speak only as of the date of this
release, and State Street does not assume any obligation to update
or revise any forward-looking statement, whether as a result of new
information, future events and developments or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20180920005964/en/
State Street CorporationIlene Fiszel Bieler, 617-664-3477orMarc
Hazelton, 617-513-9439
State Street (NYSE:STT)
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