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Notice regarding Repayment of Public Fund Preferred Stock(1/1)
Sumitomo Mitsui Financial Group, Inc.
Notice regarding Repayment of Public Fund
Preferred Stock
Tokyo, September 28, 2006 ---
Sumitomo Mitsui Financial Group, Inc. (SMFG, President: Teisuke Kitayama)
hereby announces that SMFG’s Board of Directors resolved at a meeting held
today to take the following actions with respect to part of the Type 3
Preferred Stock owned by The Resolution and Collection Corporation (RCC), and
obtained an approval of the relevant authorities to such actions.
SMFG
had thorough discussion about repayment of public fund preferred stock with
Deposit Insurance Corporation of Japan (DICJ), which had initiated such
discussion in accordance with the administrative guidelines published in
October 2005 regarding disposal of the financial assets that DICJ acquired
through public fund injection, and, as a consequence, SMFG has come to propose
repayment of public fund preferred stock from the viewpoint of enhancing
shareholders’ value.
PARTICULARS
Repayment of Public Fund
Preferred Stock
1.
Acquisition and Cancellation of Preferred Stock of SMFG
SMFG will acquire and cancel part of its
Type 3 Preferred Stock (Total issue price: JPY 450 billion) as follows.
Acquisition of Type 3 Preferred Stock
will be executed within the limit for acquiring SMFG’s own stock authorized at
its annual general shareholders’ meeting held in June 2006 and SMFG intends to
cancel the preferred stock upon acquisition.
Details of
Acquisition and Cancellation
Type 3 Preferred Stock
Number of shares to be acquired
|
450,000 shares
|
Acquisition price
|
JPY 1,451,200 per share
|
Total amount of acquisition price
|
JPY 653,040,000,000
|
Acquire from
|
RCC
|
Expected date of acquisition
|
|
2. Request by RCC to SMFG for Acquisition
of Type 3 Preferred Stock and Disposal by RCC of the Common Stock Delivered in
Exchange for the Type 3 Preferred Stock
(1) Request by RCC to SMFG for
Acquisition of Type 3 Preferred Stock
SMFG will ask RCC to exercise
its right to request acquisition with respect to part of its Type 3 Preferred
Stock (Total issue price: JPY 50 billion) and to receive common stock of SMFG
delivered in exchange.
Number of shares of Type 3 Preferred
Stock as to which request for acquisition is made
|
50,000 shares
|
Total issue price of Type 3 Preferred
Stock to be acquired upon request
|
JPY 50,000,000,000
|
Expected date of request for
acquisition
|
|
Acquisition price at which a share of
common stock is issued and delivered in exchange for Type 3 Preferred Stock
|
JPY 826,900
|
Number of shares of common stock to be
delivered in exchange for Type 3 Preferred Stock
|
60,466 shares
|
Any fraction of
less than one share arising as a result of calculation of the number of shares
of common stock to be delivered shall be treated in accordance with the
provisions of Paragraph 3 of Article 167 of the Company Law.
(2)
Disposal by RCC of the Common Stock Delivered in Exchange for Type 3 Preferred
Stock
SMFG assumes
that, in principle, the common stock that will be delivered to RCC upon
exercise of its right to request acquisition as described in (1) above will be
disposed of by RCC in market transactions at the request of SMFG.
Basically, SMFG
intends to acquire the common stock disposed of by RCC, after careful
consideration of its financial conditions, stock price and so forth, through
ToSTNeT-2 (closing price orders) operated by Tokyo Stock Exchange, Inc., and
within the limit for acquiring SMFG’s own stock authorized at the annual
general shareholders’ meeting of SMFG held in June 2006. SMFG will ask DICJ
through RCC for disposal of the common stock when it decides to acquire them at
a later date.
(REFERENCE)
As announced in
the recent press release, acquisition price of Type 3 Preferred Stock will be
reset to JPY 1,273,000 on October 1, 2006 and the new acquisition price will be
applicable thereafter to the part of Type 3 Preferred Stock that is not
acquired as herein described (Total issue price: JPY 195 billion).
Summary of public fund
preferred stock:
Type of preferred stock
|
Type
3 Preferred Stock
|
Original date of issue
|
|
Number of shares issued
|
800,000
shares
|
Issue price
|
JPY
1,000,000 per share
|
Aggregate amount issued
|
JPY
800 billion
|
Number of shares outstanding
as of the date hereof
|
695,000
shares
|
Aggregate amount outstanding
as of the date hereof
|
JPY
695 billion
|
This
“Notice regarding Repayment of Public
Fund Preferred Stock” is published in order to publicly announce the
facts herein described, not to solicit anyone into making any investment in or
outside of