Summary
Citigroup Inc. (C) filed an 8-K report on February 2, 2016, to announce the establishment of a new series of preferred stock. The company filed a Certificate of Designations with the Secretary of State of Delaware on February 1, 2016, creating the 6.300% Noncumulative Preferred Stock, Series S. This filing details the designations, preferences, powers, and rights associated with this new preferred stock series. The report also includes related exhibits such as the Underwriting Agreement for the depositary shares representing interests in this preferred stock, the Certificate of Designations itself, and the Deposit Agreement. These documents provide a comprehensive view of the terms and conditions governing this new capital issuance.
Key Highlights
- 1Citigroup established a new series of preferred stock: 6.300% Noncumulative Preferred Stock, Series S.
- 2The Certificate of Designations was filed with the Delaware Secretary of State on February 1, 2016.
- 3The new preferred stock has a fixed dividend rate of 6.300% and is noncumulative.
- 4The filing includes the Underwriting Agreement for associated Depositary Shares.
- 5The Deposit Agreement outlining the terms for the Depositary Shares is also included.
- 6The terms of the preferred stock and its associated depositary shares are detailed in the filed exhibits.
Frequently Asked Questions
The primary purpose of this 8-K filing is to formally announce and detail the creation of a new series of preferred stock by Citigroup Inc., specifically the 6.300% Noncumulative Preferred Stock, Series S.
The new preferred stock is designated as 6.300% Noncumulative Preferred Stock, Series S. It carries a fixed dividend rate of 6.300% and is noncumulative, meaning missed dividend payments are not carried forward.
A Certificate of Designations is a legal document filed with the state of incorporation (in this case, Delaware) that defines the specific rights, preferences, and privileges of a particular series of preferred stock.
Depositary Shares are typically used to represent interests in shares of preferred stock of a company. In this case, the Depositary Shares represent a fraction (1/1,000th) of a share of Citigroup's 6.300% Noncumulative Preferred Stock, Series S. They make it easier to trade and manage ownership of the preferred stock.