Summary
JPMorgan Chase & Co. filed an 8-K on June 9, 2014, reporting on the issuance and sale of its Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series V. The company issued 250,000 shares of Series V Preferred Stock, which were then deposited with Computershare Inc. to create 2,500,000 depositary shares, each representing one-tenth of a preferred share. These depositary shares were offered to the public under a Registration Statement on Form S-3. The filing details the establishment of the Series V Preferred Stock through a Certificate of Designations, which outlines its rights, preferences, and limitations. Importantly, the terms of this preferred stock include restrictions on the company's ability to pay dividends or make distributions on its common stock or other junior preferred stock if dividends on the Series V Preferred Stock are not declared or paid. This issuance represents a capital-raising activity and impacts the company's capital structure.
Key Highlights
- 1JPMorgan Chase & Co. issued 250,000 shares of Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series V.
- 2These preferred shares were converted into 2,500,000 depositary shares, each representing a 1/10th interest in a preferred share.
- 3The issuance was completed on June 9, 2014, through an Underwriting Agreement with J.P. Morgan Securities LLC and other underwriters.
- 4The Series V Preferred Stock has a liquidation preference of $10,000 per share.
- 5The company's ability to pay dividends or make distributions on common stock or junior preferred stock is restricted if dividends on the Series V Preferred Stock are not paid.
- 6The terms and rights of the Series V Preferred Stock are detailed in a Certificate of Designations filed with the State of Delaware.
- 7The offering was made pursuant to the company's Registration Statement on Form S-3 (File No. 333-191692).