Standard Chartered adjourns preference shareholder meetings to Jan. 4

By Marisa Wong

Los Angeles, Dec. 15 – Standard Chartered plc is adjourning the meetings for holders of its two series of U.S. dollar non-cumulative redeemable preference shares to Jan. 4 due to lack of quorum, according to a notice on Thursday.

The original meetings were held on Dec. 15.

As announced on Nov. 8, Standard Chartered is proposing to amend the terms and provisions of the two series of preference shares to provide for a new methodology for calculating the amount of dividends payable on those preference shares during floating-rate dividend periods by reference to SOFR from a specified transition date for each such series of preference shares, as well as other related amendments.

Specifically, the company is soliciting consents for the following two series:

• 7,500 non-cumulative redeemable preference shares with a nominal value of $5 each and a paid up amount of $100,000 each and which initially bore dividends at the rate of 6.409% per annum, represented by 7,500 American Depositary Shares (ISIN: US853254AA86 and USG84228AT58); and

• 7,500 non-cumulative redeemable preference shares with a nominal value of $5 each and a paid up amount of $100,000 each and initially bearing dividends at the rate of 7.014% per annum, represented by 7,500 ADS (ISIN: US853254AB69 and US853254AC43).

Holders of record as of noon ET on Jan. 2 who are qualified institutional buyers under Rule 144A or Regulation S are eligible to participate. Originally, the record date was Nov. 2.

Voting instructions are now due by 5 a.m. ET on Jan. 3. The previous deadline was 9 a.m. ET on Dec. 12.

The meeting for the 6.409% preference shareholders will be held first, followed by the meeting for the 7.014% preference shareholders.

The quorum required at each adjourned class meeting to consider the relevant special resolution is one holder. Originally, each meeting required a quorum of two persons holding or representing not less than one-third in nominal value of the preference shares of the relevant series.

As of Nov. 8, it was expected that each class meeting convened for Dec. 15 would need to be adjourned for lack of quorum, as there is currently only one registered holder of preference shares of each series.

A copy of each of the notices convening the class meetings is available at www.sc.com/en/investors/shareholder-information/. Separate special resolutions approving the proposals relating to each series will be proposed at the class meetings.

No consent or participation fee will be payable in respect of the consent solicitations.

JPMorgan Chase Bank, NA is the ADR depositary.

The solicitation agents are J.P. Morgan Securities LLC (866 834-4666, 212 834 4045; +44 20 7134 2468; liability_management_EMEA@jpmorgan.com) and Standard Chartered Bank (212 667-0351; +44 20 7885 5739; liability_management@sc.com).

A copy of the consent solicitation memorandum has been submitted to the National Storage Mechanism and is available at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The banking and financial services company is based in London.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.