Summary
U.S. Bancorp (USB) filed an 8-K on August 14, 2018, to report on the definitive terms and sale of its Series K Non-Cumulative Perpetual Preferred Stock. The company has fixed the designations, preferences, limitations, and relative rights of this preferred stock through an amendment to its Certificate of Incorporation. This filing is crucial for investors as it details the terms of a new class of preferred equity being issued. The primary event reported is the sale of 23,000,000 depositary shares, each representing a fraction of a share of the Series K Preferred Stock. This offering was conducted under a previously effective registration statement. The 8-K includes key documents such as the underwriting agreement, the certificate of designations, and the deposit agreement, providing transparency on the terms of the preferred stock and its offering to the market.
Key Highlights
- 1U.S. Bancorp filed an 8-K to announce the terms and sale of its Series K Non-Cumulative Perpetual Preferred Stock.
- 2The company amended its Certificate of Incorporation to define the Series K Preferred Stock's designations, preferences, and rights.
- 323,000,000 depositary shares, each representing 1/1000th of a share of the Series K Preferred Stock, were sold.
- 4The sale of these depositary shares closed on August 14, 2018.
- 5The offering was conducted under a Form S-3 registration statement effective since April 21, 2017.
- 6Key offering documents, including the underwriting agreement and deposit agreement, are incorporated by reference.
- 7The Series K Preferred Stock has a liquidation preference of $25,000 per share.