By Jennifer Chiou
New York, Nov. 25 - Webster Financial Corp. registered for public trading $460 million total of fixed-rate cumulative perpetual series B preferred stock and warrants to purchase common shares it sold to the U.S. Treasury under the Troubled Asset Relief Program (TARP), according to a 424B3 with the Securities and Exchange Commission.
The selling holders may offer some or all of up to 400,000 shares of the cumulative preferreds at a maximum offering price of $400 million, a warrant to purchase up to 3,282,276 shares of Webster at a maximum offering price of $60 million and any common shares issuable from time to time upon exercise of the warrant.
The preferreds pay cumulative dividends at 5% per year to Nov. 15, 2013 after which they step up to 9%.
The preferreds may not be redeemed prior to Feb. 15, 2012 unless the company has received proceeds from one or more qualified offerings of $100 million.
Webster said it will not receive proceeds from the reselling holders.
Waterbury, Conn.-based Webster Financial is the holding company for Webster Bank, NA.
| Issuer: | Webster Financial Corp.
|
| Issue: | Series B preferred stock, warrants for common shares
|
| Amount: | $460 million total
|
| Maturity: | Perpetual
|
| Dividend: | 5%, steps up to 9% after Nov. 15, 2013
|
| Liquidation preference: | $1,000
|
| Call: | Before Feb. 15, 2012, only with proceeds from one or more tier 1 equity offerings of $100 million; thereafter at par
|
| Warrants: | For 3,282,276 shares (reduced by 50% on receipt of $400 million of equity)
|
| Warrant exercise price: | $18.28
|
| Warrant expiration: | Nov. 21, 2018
|
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