[Sumitomo Mitsui Financial Group, Inc.]Notice regarding Pricing of Non-Dilutive Non-Cumulative Perpetual Preferred Securities(1/1)
Sumitomo Mitsui Financial Group, Inc.
Notice regarding Pricing of Non-Dilutive Non-Cumulative Perpetual
Preferred Securities
TOKYO, October 7, 2009 ---
Sumitomo Mitsui Financial Group, Inc. (SMFG, President: Teisuke Kitayama) hereby announces that it has decided to
issue additional series of non-dilutive non-cumulative perpetual preferred
securities (the “Preferred Securities”) and that it has determined the
following conditions of the Preferred Securities with regard to the issuance of
non-dilutive non-cumulative perpetual preferred securities by its overseas
special purpose subsidiary announced in the “Notice regarding Establishment of
Overseas Special Purpose Subsidiary and Issuance of Non-Dilutive Non-Cumulative
Perpetual Preferred Securities” dated August 24, 2009.
As a result of the issuance
of the Preferred Securities (the total amount of which is JPY 45 billion), the
total issue amount of the preferred securities issued by the relevant
subsidiary will be JPY 388 billion, combined with the total issue amount of the
preferred securities (JPY 343 billion), the conditions of which were announced
in the “Notice regarding Pricing of Non-Dilutive Non-Cumulative Perpetual
Preferred Securities” dated September 16, 2009.
SMFG has no plans for any
further issuance of preferred securities by the relevant subsidiary in the
future.
PARTICULARS
Issuers
|
SMFG
Preferred Capital JPY 3 Limited
|
The
issuer is an overseas special purpose subsidiary established in the Cayman
Islands, the voting rights of which are wholly owned by SMFG
|
|
Type of Security
|
Japanese
yen denominated Non-Cumulative Perpetual Preferred Securities (Series D)
|
The
Preferred Securities are not convertible into common stock of SMFG
|
|
Total Issue Amount
|
JPY 45
billion
|
Dividend Rate
|
3.94%
per annum (Fixed rate until January 2015)
Floating
rate after January 2015 (non step-up)
|
Issue Price
|
JPY 100
million per Preferred Security
|
Use of Proceeds
|
To be
ultimately applied to strengthen the capital base of Sumitomo Mitsui Banking
Corporation, a banking subsidiary of SMFG
|
Ranking
|
The
Preferred Securities rank, as to liquidation preferences, effectively pari passu with
preferred stock of SMFG
|
Method of Offering
|
Private
placement to qualified institutional investors, etc. in Japan
|
Listing
|
Unlisted
|
Scheduled Issue Date
|
October 15,
2009
|
Note: The above description is prepared on the assumptions that SMFG
performs necessary filings and obtains the approval, required under the
relevant laws.
(Reference)
The conditions of the non-dilutive
non-cumulative perpetual preferred securities which were announced in the “Notice
regarding Establishment of Overseas Special Purpose Subsidiary and Issuance of Non-Dilutive
Non-Cumulative Perpetual Preferred Securities” dated September 16, 2009, are as
follows:
Issuers
|
SMFG
Preferred Capital JPY 3 Limited
|
||
The
issuer is an overseas special purpose subsidiary established in the Cayman
Islands, the voting rights of which are wholly owned by SMFG
|
|||
Type of Security
|
Japanese
yen denominated Non-Cumulative Perpetual Preferred Securities |
Japanese
yen denominated Non-Cumulative Perpetual Preferred Securities |
Japanese
yen denominated Non-Cumulative Perpetual Preferred Securities |
The
Preferred Securities are not convertible into common stock of SMFG
|
|||
Total Issue Amount
|
JPY
99.0 billion
|
JPY
164.5 billion
|
JPY
79.5 billion
|
Dividend Rate
|
4.06%
per annum (Fixed rate until January 2020)
Floating
rate after January 2020 (with step-up)
|
4.56%
per annum (Fixed rate until January 2020)
Floating
rate after January 2020 (non step-up)
|
3.98%
per annum (Fixed rate until January 2015)
Floating
rate after January 2015 (non step-up)
|
Issue Price
|
JPY 100
million per Preferred Security
|
||
Use of Proceeds
|
To be
ultimately applied to strengthen the capital base of Sumitomo Mitsui Banking
Corporation, a banking subsidiary of SMFG
|
||
Ranking
|
The
Preferred Securities rank, as to liquidation preferences, effectively pari passu with
preferred stock of SMFG
|
||
Method of Offering
|
Private
placement to qualified institutional investors, etc. in Japan
|
||
Listing
|
Unlisted
|
||
Issue Date
|
September 28,
2009
|
||
Note: The “Preferred Securities” referred to in the above chart means
the non-dilutive non-cumulative perpetual preferred securities conditions of
which were announced in the “Notice regarding Establishment of Overseas Special
Purpose Subsidiary and Issuance of Non-Dilutive Non-Cumulative Perpetual
Preferred Securities” dated September 16, 2009.
Disclaimer:
This document is prepared for the purpose of public disclosure about
issuance of the Preferred Securities by SMFG and does not constitute a
solicitation of an offer for purchase of any securities in and outside of
Japan. This document is not an offer to sell or a solicitation of any offer to
buy the Preferred Securities in the United States. The Preferred Securities set
forth above have not been and will not be registered under the United States
Securities Act of 1933 (the “Act”) and may not be offered or sold in the United
States without registration or an applicable exemption from the registration
requirements under the Act.
Copyright © 2009 Sumitomo Mitsui Banking Corporation. All Rights Reserved.