BOSTON--(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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180920005964/en/
State Street Corporation
Ilene Fiszel Bieler, 617-664-3477
or
Marc
Hazelton, 617-513-9439
Source: State Street Corporation