 |
 |
||
| HomeAbout UsCareers & BenefitsContact Us | |||
|
|||
 |
Resources & Tools
|
|  |
|||||||||||||||||||||||||||||||||||
|
In an effort to stabilize the financial system and ensure that credit continues to be available to businesses and consumers, the Federal Government will purchase up to $250 billion of senior preferred shares on standardized terms, including a 5 percent dividend for five years, which then increases to 9 percent. Of the $250 billion, $125 of that amount is directed at nine large financial institutions. The remaining $125 billion will be directed to all other institutions. The CPP is available to a broad array of financial institutions of all sizes - including qualifying US controlled banks, saving associations and certain bank and savings and loan holding companies. The deadline for public companies applications was 5pm EST on November 14, 2008. Allocation decisions will be made thereafter, following consultation with the appropriate banking agency. A privately-held financial institution desiring to participate in the CPP must submit an application to its primary federal bank regulator by December 8, 2008. For information, please visit http://www.treas.gov/initiatives/eesa/faq-private.shtml. RR Donnelley Stands Ready to Assist You
At RR Donnelley, we stand ready to assist you comply with the requirements of the TARP Capital Purchase Program. In today's challenging and unpredictable economic environment, you need business partners who are stable and reliable.
Actions taken by the financial institutions to comply with the required provisions can result in the following types of SEC filings: Form 8-K The mere filing of a TARP-CPP application should generally not trigger a disclosure requirement or the filing of a Form 8-K. Most institutions would not announce when submitting the application. In some cases, preliminary approval by Treasury is considered a material event and is announced via a press release. A Form 8-K is subsequently filed in addition to the issuance of the release. Submitting the application likely constitutes material non-public information, which implicates Regulation FD. Regardless of whether the approval notification itself is disclosed, institutions approved by Treasury for a capital infusion under the TARP-CPP will need to report the closing of the TARP-CPP infusion on Form 8-K. Shelf Registration / S-3 Financial institutions that are eligible to use Form S-3 will be required to file a shelf registration statement covering the preferred shares, the warrant and the common stock underlying the warrant within 30 days of the investment by the Treasury. Shareholder Meeting / Special Proxies to Obtain Shareholder Approval Participating institutions must have 1) authorized preferred stock to participate in the CPP and 2) enough authorized shares of common stock to buy out the government's preferred stock position at the end of the three-year period. If they do not, they need to amend their articles of incorporation through a shareholder meeting. If the company is authorized to issue preferred stock but lacks sufficient authorized common shares after the issuance of the senior preferred investment and / or shareholder approval is required for the issuance under applicable stock exchange rules, they will need to hold a shareholder vote. This can be accomplished during a regular annual meeting. | | |||||||||||||||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||||||||
 |
||||||||||||||||||||||||||||||||||||||
| Home | Contact Us | Privacy Policy & Legal Notices | Site Map |
|
RR Donnelley | RR Donnelley Roman Financial |
