8-KShareholder MattersCorporate ChangesOther Events+1

STATE STREET CORP 8-K Report, Rights Modification (Nov 24, 2014)

Filed November 24, 2014For Securities:STTSTT-PG

Summary

State Street Corporation (STT) filed an 8-K report on November 24, 2014, detailing a significant financing event. On November 18, 2014, the company entered into an underwriting agreement for the issuance and sale of 30,000,000 depositary shares. Each depositary share represents a 1/4,000th ownership interest in a newly created Non-Cumulative Perpetual Preferred Stock, Series E. The offering was priced at $25 per depositary share, resulting in net proceeds of approximately $727.8 million after expenses. The company intends to use these substantial net proceeds for general corporate purposes. This includes, but is not limited to, working capital, capital expenditures, funding subsidiaries, refinancing debt and capital securities, share repurchases, dividends, and potential acquisitions. This offering and the associated amendments to its Articles of Organization to establish the Series E Preferred Stock represent a strategic move to bolster its capital structure and provide financial flexibility for future operations and growth initiatives.

Key Highlights

  • 1State Street Corporation entered into an underwriting agreement on November 18, 2014, for a public offering of depositary shares.
  • 2The company is issuing 30,000,000 depositary shares, each representing an interest in Non-Cumulative Perpetual Preferred Stock, Series E.
  • 3The offering price was $25 per depositary share.
  • 4State Street expects to raise approximately $727.8 million in net proceeds from this offering.
  • 5The net proceeds are intended for general corporate purposes, including working capital, capital expenditures, debt refinancing, and share repurchases.
  • 6The company amended its Articles of Organization to establish the terms of the Series E Preferred Stock.
  • 7The filing incorporates by reference the Underwriting Agreement and the Articles of Amendment concerning the Preferred Stock.

Frequently Asked Questions

This Form 8-K reports on a material event concerning State Street Corporation's financing activities. Specifically, it details the company's entry into an underwriting agreement for a public offering of depositary shares and the amendment of its Articles of Organization to create a new series of preferred stock.

State Street Corporation raised approximately $727.8 million in net proceeds from the offering of 30,000,000 depositary shares, after deducting underwriting discounts and commissions and other expenses.

The net proceeds are intended for general corporate purposes, which may include working capital, capital expenditures, investments in or loans to subsidiaries, refinancing of outstanding indebtedness and capital securities, share repurchases, dividends, funding potential future acquisitions, and satisfaction of other obligations.

The company is establishing Non-Cumulative Perpetual Preferred Stock, Series E, with a liquidation preference of $100,000 per share. The depositary shares represent fractional ownership interests in this preferred stock.