8-KOther Events

US BANCORP \DE\ 8-K Report (Dec 19, 2003)

Filed December 19, 2003For Securities:USBUSB-PHUSB-PPUSB-PRUSB-PQUSB-PSUSB-PA

Summary

U.S. Bancorp (USB) announced on December 19, 2003, that the SEC has declared effective the Form 10 Registration Statement for Piper Jaffray Companies, marking a significant step towards the spin-off of its capital markets business. This event is a condition precedent to the planned special dividend distribution to U.S. Bancorp shareholders. The company has set December 31, 2003, as the distribution date for this special dividend, where shareholders will receive one share of Piper Jaffray common stock for every 100 shares of U.S. Bancorp common stock held. Shareholders of record as of December 22, 2003, will be eligible to receive this dividend. The effectiveness of the registration statement and the upcoming distribution are crucial for investors to understand the separation of these two entities and the resulting changes in share ownership and company structure.

Key Highlights

  • 1SEC declared effective the Form 10 Registration Statement for Piper Jaffray Companies, a key step for its spin-off.
  • 2U.S. Bancorp has set the special dividend distribution date for Piper Jaffray common stock as December 31, 2003.
  • 3Shareholders will receive one share of Piper Jaffray common stock for every 100 shares of U.S. Bancorp common stock held.
  • 4The record date for shareholders to be eligible for the special dividend is December 22, 2003.
  • 5Piper Jaffray Companies common stock is expected to begin trading on a 'when-issued' basis on the NYSE on December 19, 2003, under ticker symbol 'PJC wi'.
  • 6U.S. Bancorp shares will trade both with and without the right to receive Piper Jaffray stock between December 19 and December 31, 2003.
  • 7Shares of U.S. Bancorp trading without the right to Piper Jaffray stock will be on an 'ex-dividend' basis under ticker symbol 'USB wi'.

Frequently Asked Questions

The effectiveness of the Form 10 Registration Statement by the SEC is a critical condition that must be met for the planned spin-off of Piper Jaffray Companies from U.S. Bancorp to proceed. It allows for the public offering and distribution of Piper Jaffray's stock to U.S. Bancorp shareholders.

U.S. Bancorp shareholders will receive a special dividend of one share of Piper Jaffray common stock for every 100 shares of U.S. Bancorp common stock they hold. U.S. Bancorp shares will trade on a 'when-issued' or 'ex-dividend' basis during the period leading up to the distribution date, meaning some shares will trade with the right to receive Piper Jaffray stock, and others will not.

The special dividend distributing Piper Jaffray common stock will be paid on December 31, 2003. Shareholders who own U.S. Bancorp stock as of 5:00 p.m. New York time on December 22, 2003 (the record date) will receive these shares.

Piper Jaffray Companies common stock is expected to trade on a 'when-issued' basis under the ticker symbol 'PJC wi' starting December 19, 2003. U.S. Bancorp shares will trade both with and without the right to receive Piper Jaffray stock. Shares trading without the right to Piper Jaffray stock will be on an 'ex-dividend' basis under the ticker symbol 'USB wi'.