Summary
JPMorgan Chase & Co. (JPM) filed an 8-K on December 22, 2009, to report the closing of a public offering by its statutory trust, JPMorgan Chase Capital XXVIII (XXVIII Trust). This offering successfully raised $1,500,000,000 in aggregate liquidation amount of Fixed-to-Floating Rate Capital Securities, Series BB. These securities represent preferred beneficial interests in the XXVIII Trust and have been registered under the Securities Act of 1933. This transaction involved the execution of a Supplemental Indenture to an existing Indenture, dated December 1, 1996, with The Bank of New York Mellon serving as Debenture Trustee. The filing also includes a tax opinion from Simpson Thacher & Bartlett LLP regarding these capital securities. For investors, this indicates JPM's continued access to capital markets and its strategy to issue trust preferred securities to enhance its capital structure.
Key Highlights
- 1JPMorgan Chase & Co. closed a public offering of $1.5 billion in Capital Securities through its subsidiary, JPMorgan Chase Capital XXVIII.
- 2The offering consisted of Fixed-to-Floating Rate Capital Securities, Series BB, issued by the XXVIII Trust.
- 3These securities represent preferred beneficial interests in the XXVIII Trust.
- 4The securities and their related guarantee were registered under the Securities Act of 1933.
- 5A Supplemental Indenture was executed with The Bank of New York Mellon as Debenture Trustee.
- 6A tax opinion was obtained from Simpson Thacher & Bartlett LLP concerning the issuance of these securities.