News Releases
Notice regarding Establishment of Overseas Special Purpose Subsidiary and Issuance of Non-Dilutive Non-Cumulative Perpetual Preferred Securities(1/1)
Sumitomo Mitsui Financial
Group, Inc.
Notice regarding
Establishment of Overseas Special Purpose Subsidiary and
Issuance of Non-Dilutive
Non-Cumulative Perpetual Preferred Securities
TOKYO,
January 11, 2008 --- Sumitomo Mitsui Financial Group, Inc. (SMFG, President:
Teisuke Kitayama) hereby announces that its board of directors has resolved to
establish its wholly-owned special purpose subsidiary (the “Cayman Subsidiary”)
in the Cayman Islands for the purpose of the issuance of non-dilutive
non-cumulative perpetual preferred securities (the “Preferred Securities”).
The
Preferred Securities are non-dilutive non-cumulative perpetual preferred
securities to be issued by the Cayman Subsidiary and are expected to qualify as
Tier I capital under the applicable banking regulations in Japan. The Preferred
Securities are not convertible or exchangeable into common stock of SMFG.
PARTICULARS
|
Issuers |
SMFG Preferred Capital JPY 1 Limited |
|
The above 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 |
|
The Preferred Securities are not
convertible or exchangeable into common stock of SMFG |
|
|
Total
Issue Amount |
To be determined |
|
Use
of Proceeds |
To be ultimately provided to Sumitomo
Mitsui Banking Corporation, a banking subsidiary of SMFG, as perpetual
subordinated loans |
|
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 |
Note:
The above description is prepared
on the
assumptions that
SMFG performs necessary filings and obtains the approval, required
under the relevant laws.
Disclaimer:
This document is prepared for the purpose of public
disclosure about establishment of an overseas special purpose subsidiary and
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.
