NEW YORK, May 10, 2013 — BNY Mellon today announced that it priced an underwritten public offering of 500,000 depositary shares, each representing a 1/100th interest in a share of its Series D Noncumulative Perpetual Preferred Stock, with a liquidation preference of $100,000 per share (equivalent to $1,000 per depositary share), at a public offering price of $1,000 per depositary share ($500 million of aggregate public offering price). Dividends will accrue and be payable on the liquidation amount of $100,000 per share of the Series D preferred stock in arrears at a rate per annum equal to (i) 4.50%, on June 20 and December 20 of each year, commencing December 20, 2013, to but excluding June 20, 2023, and (ii) a floating rate equal to three-month LIBOR plus 246 basis points, on March 20, June 20, September 20 and December 20 of each year, from and including June 20, 2023, in each case, only when, as and if declared by the board of directors of BNY Mellon (or a duly authorized committee of the board) and to the extent that BNY Mellon has legally available funds to pay dividends. Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., UBS Securities LLC and BNY Mellon Capital Markets, LLC served as joint book-running managers for the offering; Barclays Capital Inc., Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC served as joint lead managers for the offering; and Lloyds Securities Inc., Mischler Financial Group, Inc. and Wells Fargo Securities, LLC served as co-managers for the offering. The offering is expected to close on May 17, 2013.
The Company intends to use a portion of the net proceeds from the sale of the depositary shares to redeem the $300 million liquidation amount of 7.78% Capital Securities of BNY Institutional Capital Trust A, which are mandatorily redeemable on December 1, 2026. The Company expects to use any remaining net proceeds for general corporate purposes, which may include repurchasing outstanding shares of the Company's common stock, repayment of maturing obligations and refinancing of outstanding indebtedness (including by repurchase or redemption of the Company's debt securities and trust preferred securities) and extending credit to, or funding investments in, the Company's subsidiaries.
BNY Mellon has filed a shelf registration statement (including a prospectus) and a preliminary prospectus supplement, and will file a final prospectus supplement, relating to this offering with the Securities and Exchange Commission (the "SEC"). Prospective investors should read the registration statement (including the base prospectus), the preliminary prospectus supplement, the final prospectus supplement (when filed) and other documents the Company has filed and will file with the SEC that are incorporated by reference into the Registration Statement for more complete information about the Company and the offering, including the risks associated with the securities and the offering. This press release does not constitute an offer to sell or the solicitation of any offer to buy securities of the Company, nor shall there be any offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The offering was made only by means of a prospectus supplement and accompanying base prospectus. Copies of the registration statement, the preliminary prospectus supplement, the final prospectus supplement (when filed) and other documents that the Company has filed with the SEC that are incorporated by reference into the Registration Statement are available at no charge by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, a copy of the prospectus supplement and accompanying base prospectus relating to these securities can be obtained by contacting Credit Suisse Securities (USA) LLC, by calling 1-800-221-1037, or by mail at One Madison Avenue, New York, NY 10010, attention: Prospectus Department or by e-mail: email@example.com; or Deutsche Bank Securities Inc., by calling 1-800-503-4611, or by mail at 60 Wall Street, New York, New York 10005-2836, attention: Prospectus Group, or by e-mail at prospectus.CPDG@db.com; or Goldman, Sachs & Co., by calling 1-866-471-2526, or by mail at 200 West Street, New York, NY 10282, attention: Prospectus Department, or by e-mail at firstname.lastname@example.org; or UBS Securities LLC, by calling 1-877-827-6444, ext. 561 3884, or by mail at 299 Park Avenue, New York, NY 10171 attention: Prospectus Specialist; or BNY Mellon Capital Markets, LLC, by calling 1-800-269-6864, or by mail at 32 Old Slip, 16th Floor, New York, NY 10286, attention: Debt Capital Markets, or by e-mail at email@example.com.
BNY Mellon is a global investments company dedicated to helping its clients manage and service their financial assets throughout the investment lifecycle. Whether providing financial services for institutions, corporations or individual investors, BNY Mellon delivers informed investment management and investment services in 36 countries and more than 100 markets. As of March 31, 2013, BNY Mellon had $26.3 trillion in assets under custody and/or administration, and $1.4 trillion in assets under management. BNY Mellon can act as a single point of contact for clients looking to create, trade, hold, manage, service, distribute or restructure investments. BNY Mellon is the corporate brand of The Bank of New York Mellon Corporation (NYSE: BK).
The information presented in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be expressed in a variety of ways, including the use of future or present tense language, and relate to, among other things, the Company's expectations with respect to the offering. These statements are based upon current beliefs and expectations and are subject to significant risks and uncertainties (some of which are beyond the Company's control). Factors that could cause the Company's results to differ materially can be found in the risk factors set forth in the Company's Annual Report on Form 10-K for the year ended December 31, 2012 and the Company's other filings with the SEC. Such forward-looking statements speak only as of the date of this press release. The Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.