Summary
JPMorgan Chase & Co. (JPM) filed an 8-K on June 23, 2014, to report on the issuance of its 6.30% Non-Cumulative Preferred Stock, Series W. A total of 85,000 shares of Series W Preferred Stock were issued, represented by 34,000,000 depositary shares. Each depositary share represents 1/400th of a share of Series W Preferred Stock. This issuance establishes a new class of preferred stock with specific dividend and liquidation rights. Importantly, the terms of this Series W Preferred Stock include restrictions on the company's ability to pay dividends or make distributions on its common stock or junior preferred stock if dividends on the Series W Preferred Stock are not declared or paid. Investors in this preferred stock are being offered a fixed 6.30% non-cumulative dividend, with a liquidation preference of $10,000 per share. This filing details the formal establishment of these rights and the completion of the stock offering.
Key Highlights
- 1JPMorgan Chase & Co. issued 85,000 shares of 6.30% Non-Cumulative Preferred Stock, Series W.
- 2The preferred stock is represented by 34,000,000 depositary shares, with each depositary share representing 1/400th of a share of Series W Preferred Stock.
- 3The Series W Preferred Stock has a liquidation preference of $10,000 per share.
- 4Dividends on the Series W Preferred Stock are non-cumulative, meaning missed dividends are not made up later.
- 5The issuance of Series W Preferred Stock introduces restrictions on JPM's ability to pay dividends or make distributions on its common stock or junior preferred stock if Series W dividends are not paid.
- 6The Certificate of Designations for the Series W Preferred Stock was filed with the Secretary of State of Delaware on June 20, 2014.
- 7The offering was made under a Registration Statement on Form S-3 and was completed pursuant to an Underwriting Agreement dated June 16, 2014.