8-KOther Events

Bank of New York Mellon Corp 8-K Report, Corporate Update (Oct 26, 2020)

Filed October 26, 2020For Securities:BKBK-PKBNYBNY-PK

Summary

The Bank of New York Mellon Corporation (BK) announced on October 26, 2020, a proposed public offering of Series H Noncumulative Perpetual Preferred Stock. Each depositary share represents a 1/100th interest in this new preferred stock, with a liquidation preference of $100,000 per share. The primary stated purpose of this offering, if successfully priced and closed, is to redeem all outstanding shares of its Series C Noncumulative Perpetual Preferred Stock in December 2020. The Series C Preferred Stock, represented by depositary shares trading under the ticker BK PrC, is intended to be fully redeemed upon the completion of this new offering.

Key Highlights

  • 1BK announced a proposed public offering of new Series H Noncumulative Perpetual Preferred Stock.
  • 2The offering is for depositary shares, each representing a 1/100th interest in the preferred stock.
  • 3The company intends to use proceeds from the new offering to redeem all outstanding Series C Noncumulative Perpetual Preferred Stock.
  • 4The redemption of Series C Preferred Stock is planned for the December 2020 dividend payment date.
  • 5The success of the offering and subsequent redemption is contingent on market conditions and pricing.
  • 6There is no assurance that the offering will proceed or that the redemption will occur as planned.
  • 7A preliminary prospectus supplement for the offering was filed with the SEC on October 26, 2020.

Frequently Asked Questions

The primary purpose of the proposed offering is to raise capital to redeem all outstanding shares of the Company's Series C Noncumulative Perpetual Preferred Stock. This redemption is planned for the dividend payment date in December 2020.

No, the redemption is not guaranteed. It is contingent upon the successful pricing and closing of the proposed Series H Preferred Stock offering, which in turn depends on market conditions and other considerations. There is no assurance that the offering will proceed or that the Series C Preferred Stock will be redeemed.

The Series C Noncumulative Perpetual Preferred Stock, represented by depositary shares, is currently traded on the NYSE under the symbol BK PrC. The Series H Preferred Stock is being offered via depositary shares, but a specific ticker symbol for the Series H depositary shares is not provided in this filing, as the offering has not yet priced.

The Company intends to announce its decision regarding the redemption of Series C Preferred Stock via press release and a notice of redemption following the closing of the Series H Preferred Stock offering, should it close.