US Bancorp Announces Repurchase of All Outstanding Custodian Shares Representing Interests in Its Series F Perpetual Non-Cumulative Preferred Shares
MINNEAPOLIS – (COMMERCIAL THREAD) – US Bancorp today announced that it will redeem on January 15, 2022 all of its outstanding perpetual non-cumulative preferred shares, Series F, with a par value of $ 1.00 per share (the “Preferred Shares Series F ”), and the corresponding Custodian Shares, each representing a 1/1000 interest in one share of the Series F Preferred Shares (the“ Series F Custodian Shares ”). The Series F preferred shares will be redeemed at a redemption price per share equal to $ 25,000 (equivalent to $ 25 per Series F custodian share). The redemption price does not include the regular quarterly dividend payment which, when declared and if declared, will be paid separately in the usual manner on the first business day following January 15, 2022 to holders of record on the date registration for this dividend payment.
Series F Custodian Shares (NYSE: USB PrM; CUSIP # 902973833) are held in book-entry form through The Depository Trust Company (“DTC”) and will be redeemed in accordance with DTC procedures. On the redemption date, dividends will cease to accumulate, the Preferred Shares Series F and Custodian Series F Shares will no longer be outstanding and all rights in respect of such shares and custodian shares will cease and terminate, with the exception of the right to payment of redemption prices. Also upon redemption, the Series F Custodian Shares will be delisted from the New York Stock Exchange.
Payment to DTC will be made by the US Bank National Association, US Bancorp’s redemption agent for the Series F Custodian Shares on the first business day following the redemption date. Questions regarding or procedures for the redemption of the Series F Custodian Shares may be directed to the US Bank National Association at 111 Fillmore Avenue East, St. Paul, MN 55107-1402, Attention: Corporate Trust Services, number phone: (800) 934 -6802.
This press release does not constitute a notice of redemption under the designation certificate governing the Series F Preferred Shares or the Custodian Agreement governing the Series F Custodian Shares and is qualified in its entirety by reference to the notice. repurchase agreement issued by US Bancorp.
About US Bancorp
US Bancorp, with nearly 70,000 employees and $ 567 billion in assets as of September 30, 2021, is the parent company of the US Bank National Association. The Minneapolis-based company serves millions of customers locally, nationally and globally through a diverse mix of businesses: personal and business banking; Payment services; Banking services for businesses and businesses; and Wealth and Investment Management Services. The company has been recognized for its approach to digital innovation, social responsibility and customer service, including being named one of the World’s Most Ethical Companies in 2021 and Fortune’s Most Admired Super-Regional Bank. Learn more at usbank.com/about.
Safe Harbor Declaration under the Private Securities Litigation Reform Act of 1995:
This press release contains forward-looking statements regarding US Bancorp. Statements that are not historical or current facts, including statements concerning beliefs and expectations, are forward-looking statements and are based on information available to management, as well as on the assumptions and estimates made by management. . from the date hereof. Forward-looking statements contained in this press release include, among other things, the early redemption by US Bancorp of the Series F Preferred Shares and the corresponding Series F Custodian Shares. There can be no assurance that US Bancorp will complete the repurchase. These forward-looking statements cover, among other things, the anticipated future income and expenses and the future plans and prospects of US Bancorp. Forward-looking statements involve inherent risks and uncertainties, and important factors could cause actual results to differ materially from those anticipated. The COVID-19 pandemic is negatively affecting US Bancorp, its customers, counterparties, employees and third-party service providers, and the ultimate extent of the impacts on its business, financial condition, results of operations, liquidity and its outlook is uncertain. Continued deterioration in general business and economic conditions or turbulence in domestic or global financial markets could negatively impact US Bancorp’s revenues and the value of its assets and liabilities, reduce the availability of funding for certain financial institutions, lead to a credit crunch and increase stock price volatility. In addition, changes in laws, regulations or regulatory policies or practices could affect US Bancorp in a material and unforeseeable manner. US Bancorp’s results could also be affected by changes in interest rates; further increases in unemployment rates; deterioration in the credit quality of its loan portfolios or in the value of the collateral securing these loans; deterioration in the value of its investment securities; legal and regulatory developments; litigation; increased competition from banks and non-banks; civil unrest; changes in customer behavior and preferences; data security breaches, including as a result of work-from-home arrangements; breaches of the protection of personal information; effects of mergers and acquisitions and related integration; the effects of accounting policies and critical judgments; and management’s ability to effectively manage credit risk, market risk, operational risk, compliance risk, strategic risk, interest rate risk, liquidity risk and reputational risk. In addition, US Bancorp’s proposed acquisition of MUFG Union Bank, NA (“Union Bank”) presents risks and uncertainties, including, but not limited to: the risk that cost savings, revenue synergies and other benefits anticipated of the proposed acquisition not completed or may take longer than expected to be completed; the risk that US Bancorp’s business will be disrupted as a result of the announcement and awaiting of the proposed acquisition and the distraction of management from ongoing operations and business opportunities; the possibility that the proposed acquisition, including the integration of Union Bank, will be more expensive or difficult to complete than expected; delays in closing the proposed acquisition; and failure to obtain required government approvals or any other closing condition in the definitive purchase contract to be satisfied.
For a discussion of these and other risks that could cause actual results to differ from expectations, refer to US Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2020 (the “Report annual report), filed with the Securities and Exchange Commission, including the sections titled “Company Risk Profile” and “Risk Factors” contained in Exhibit 13 of the Annual Report, and all subsequent filings with the Securities and Exchange Commission under Sections 13 (a), 13 (c), 14 or 15 (d) of the Securities Exchange Act of 1934. In addition, factors other than these risks could also adversely affect the results of US Bancorp , and the reader should not view these risks as a complete set of all potential risks or uncertainties. Forward-looking statements speak only as of the date hereof, and US Bancorp assumes no obligation to update them in light of new information or future events.