8-KMaterial AgreementsFinancial Events

FIFTH THIRD BANCORP 8-K Report, Material Agreement (Dec 17, 2012)

Filed December 17, 2012For Securities:FITBFITBOFITBPFITB-PIFITB-PMFITB-PAFITBIFITB-PK

Summary

Fifth Third Bancorp (FITB) filed an 8-K on December 17, 2012, reporting on a material definitive agreement related to its share repurchase program. On December 14, 2012, the company entered into a repurchase agreement with Credit Suisse International to acquire approximately $100 million of its outstanding common stock. This action is part of Fifth Third's previously announced program to repurchase up to 100 million shares. The agreement details that Fifth Third will pay $100 million on December 19, 2012, expecting to receive the majority of the shares by the same date. The number of shares repurchased will be based on a discount to the average daily volume-weighted average prices during the repurchase period. The settlement is expected by March 14, 2013, with provisions for adjustments, termination events, and potential adjustments in shares or cash at Fifth Third's election.

Key Highlights

  • 1Fifth Third Bancorp (FITB) entered into a share repurchase agreement for approximately $100 million of its common stock.
  • 2The agreement was made with Credit Suisse International on December 14, 2012.
  • 3This repurchase is part of a previously announced program to buy back up to 100 million shares.
  • 4Fifth Third will pay $100 million on December 19, 2012, and expects to receive shares by that date.
  • 5The number of shares repurchased will be determined by a discount to the average daily volume-weighted average prices.
  • 6The transaction is subject to customary adjustments and termination provisions.
  • 7Settlement of the repurchase is expected to be completed on or before March 14, 2013.

Frequently Asked Questions

This 8-K filing reports on a material definitive agreement where Fifth Third Bancorp entered into a share repurchase agreement with Credit Suisse International to buy back approximately $100 million of its common stock.

No, this repurchase is part of Fifth Third Bancorp's previously announced program to repurchase up to 100 million shares of its outstanding common stock.

Fifth Third Bancorp is scheduled to pay $100 million on December 19, 2012, and expects to receive a substantial majority of the shares by the same date. The settlement of the entire transaction is expected to occur on or before March 14, 2013.

The number of shares Fifth Third will receive from Credit Suisse will generally be based on a discount to the average daily volume-weighted average prices of Fifth Third's common stock during the term of the Repurchase Agreement. There are also provisions for potential adjustments in shares or cash at Fifth Third's election at settlement.