8-KOther EventsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Mar 12, 2025)

Filed March 12, 2025For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

First Citizens BancShares, Inc. (FCNCA) announced the successful completion of a public offering, raising a total of $1.25 billion through the issuance of new debt securities. Specifically, the company issued $500 million in 5.231% Fixed-to-Floating Rate Senior Notes due 2031 and $750 million in 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040. This capital raise was executed under a previously filed registration statement and utilized a prospectus supplement dated March 6, 2025.

Key Highlights

  • 1First Citizens BancShares raised $1.25 billion in total proceeds from the issuance of senior and subordinated notes.
  • 2The issuance includes $500 million of Senior Notes with a 5.231% fixed-to-floating rate, maturing in 2031.
  • 3The company also issued $750 million of Subordinated Notes with a 6.254% fixed rate, maturing in 2040.
  • 4The offering was conducted through a public offering under a registration statement filed with the SEC.
  • 5The Senior Notes are governed by a new Senior Base Indenture and a First Supplemental Indenture, both dated March 12, 2025.
  • 6The Subordinated Notes are governed by an existing Subordinated Base Indenture, as amended by a Second Supplemental Indenture dated March 12, 2025.
  • 7Key underwriters for the offering included Citigroup Global Markets Inc. and J.P. Morgan Securities LLC.

Frequently Asked Questions

The filing does not explicitly state the purpose of the debt issuance. However, such capital raises are typically used to fund general corporate purposes, potential acquisitions, investments, or to strengthen the company's capital base and liquidity.

The Senior Notes have an aggregate principal amount of $500 million, a coupon of 5.231% which will convert to a floating rate, and mature in 2031. They are governed by a Senior Base Indenture and a First Supplemental Indenture dated March 12, 2025.

The Subordinated Notes have an aggregate principal amount of $750 million, a fixed coupon of 6.254%, and mature in 2040. They are governed by a Subordinated Base Indenture, as amended by a Second Supplemental Indenture dated March 12, 2025.

This issuance will increase First Citizens BancShares' total debt and leverage. Investors should review the company's full financial statements and management's discussion and analysis for a comprehensive understanding of the impact on its capital structure and financial health.