Why did Bank of New York Mellon repurchase the Series B Preferred Stock from the U.S. Treasury?

The filing indicates that the repurchase was a voluntary action by Bank of New York Mellon to exit the U.S. Treasury's TARP Capital Purchase Program. By repurchasing the preferred stock, the company effectively repaid the capital it received under TARP.

What was the total cost of this repurchase for BK?

The total cost for the repurchase was $3,036,250,000. This amount includes the $3,000,000,000 liquidation preference of the preferred shares and $36,250,000 for accrued but unpaid dividends up to the date of repurchase.

What is the significance of the Certificate of Elimination?

The Certificate of Elimination, filed with the Delaware Secretary of State, legally removes all mentions of the Series B Preferred Stock from Bank of New York Mellon's Restated Certificate of Incorporation. This signifies the complete retirement of this class of stock from the company's capital structure.

Does this repurchase affect the company's outstanding common stock?

While the repurchase itself doesn't directly affect common stock count, the filing mentions BK's intent to repurchase a warrant issued to the U.S. Treasury. This warrant was for approximately 14.5 million shares of common stock. Repurchasing this warrant would prevent the future dilution that could have occurred if the warrant was exercised.

Bank of New York Mellon Corp 8-K: Corporate Changes

Summary

This 8-K filing from Bank of New York Mellon Corporation (BK) on June 23, 2009, announces a significant event: the repurchase of all 3,000,000 shares of its Series B Preferred Stock from the U.S. Department of the Treasury. This preferred stock was initially issued in October 2008 as part of the Troubled Asset Relief Program (TARP) Capital Purchase Program. The repurchase, totaling $3,036,250,000, includes the liquidation amount and accrued dividends. Effective June 18, 2009, a Certificate of Elimination was filed to remove all references to these Series B Preferred Shares from the Company's Restated Certificate of Incorporation.

Key Highlights

1BK repurchased all 3,000,000 shares of Series B Preferred Stock from the U.S. Treasury.
2The repurchase price was $3,036,250,000, covering the $3 billion liquidation amount and $36,250,000 in accrued dividends.
3The Series B Preferred Stock was originally issued on October 28, 2008, as part of TARP.
4The company filed a Certificate of Elimination to remove references to the Series B Preferred Stock from its corporate charter.
5BK also intends to repurchase the warrant issued to the U.S. Treasury related to the preferred stock.
6The filing date of the 8-K is June 23, 2009, with the earliest event date reported as June 17, 2009.

Bank of New York Mellon Corp 8-K Report, Bylaw Amendment (Jun 23, 2009)

Summary

Key Highlights

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