ST. LOUIS, July 15, 2021 (GLOBE NEWSWIRE) -- Stifel Financial Corp. (NYSE: SF) today announced it has priced an underwritten registered public offering of 12,000,000 depositary shares ($300 million of aggregate public offering price), each representing a 1/1000th interest in a share of perpetual 4.50% Non-Cumulative Perpetual Preferred Stock, Series D, $1.00 par value, with a liquidation preference of $25,000 per share (equivalent to $25 liquidation preference per depositary share).
When, as, and if declared by the board of directors of the Company, dividends will be payable at an annual rate of 4.50%, payable quarterly, in arrears. The Company may redeem the Series D preferred stock at its option, subject to regulatory approval, on or after August 15, 2026 or following a regulatory capital treatment event as described in the prospectus supplement and accompanying prospectus relating to the offering. The Series D preferred stock will rank equally with the Company’s outstanding perpetual 6.25% Non-Cumulative Preferred Stock, Series A, our outstanding perpetual 6.25% Non-Cumulative Preferred Stock, Series B, and our outstanding perpetual 6.125% Non-Cumulative Preferred Stock, Series C with respect to the payment of dividends and the distribution of assets upon voluntary or involuntary liquidation, dissolution or winding up of the Company’s affairs.
The Series D preferred stock will be issued pursuant to an effective shelf registration statement previously filed with the Securities and Exchange Commission on Form S-3 and available for review on the Securities and Exchange Commission’s website at www.sec.gov. Stifel expects to use the net proceeds from the offering to redeem its outstanding Series A Preferred Stock and the depositary shares, each representing a 1/1000th interest in the share of the Series A Preferred Stock, and otherwise for general corporate purposes. The offering is expected to close on July 22, 2021, subject to the satisfaction of customary closing conditions.
Keefe, Bruyette & Woods, A Stifel Company, BofA Securities, Inc., and Wells Fargo Securities, LLC are acting as joint book-running managers. Citigroup Global Markets Inc., U.S. Bancorp Investments, Inc., and Citizens Capital Markets, Inc. are acting as lead managers.
This offering will be made only by the prospectus and prospectus supplement related to this offering. Copies of the preliminary prospectus supplement and the accompanying base prospectus, when available, may be obtained from Keefe, Bruyette & Woods, A Stifel Company, Attn: Capital Markets, 787 Seventh Avenue, 4th Floor, New York, NY 10019, 1-800-966-1559; from BofA Securities, Inc., NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attn: Prospectus Department, or by emailing: dg.prospectus_requests@bofa.com; or from Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402, Attn: WFS Customer Service, 1-800-645-3751, or by emailing wfscustomerservice@wellsfargo.com.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Stifel Company Information
Stifel Financial Corp. (NYSE: SF) is a financial services holding company headquartered in St. Louis, Missouri, that conducts its banking, securities, and financial services business through several wholly owned subsidiaries. Stifel’s broker-dealer clients are served in the United States through Stifel, Nicolaus & Company, Incorporated, including its Eaton Partners business division; Keefe, Bruyette & Woods, Inc.; Miller Buckfire & Co., LLC and Century Securities Associates, Inc. The Company’s broker-dealer affiliates provide securities brokerage, investment banking, trading, investment advisory, and related financial services to individual investors, professional money managers, businesses, and municipalities. Stifel Bank and Stifel Bank & Trust offer a full range of consumer and commercial lending solutions. Stifel Trust Company, N.A. and Stifel Trust Company Delaware, N.A. offer trust and related services. To learn more about Stifel, please visit the Company’s website at www.stifel.com. For global disclosures, please visit https://www.stifel.com/investor-relations/press-releases.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended that are based upon our current expectations and projections about future events. We intend for these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we are including this statement for purposes of these safe harbor provisions. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements. In addition, our past results of operations do not necessarily indicate our future results. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include: the ability to successfully integrate acquired companies or the branch offices and financial advisors; a material adverse change in our financial condition; the risk of borrower, depositor and other customer attrition; a change in general business and economic conditions; changes in the interest rate environment, deposit flows, loan demand, real estate values and competition; changes in accounting principles, policies or guidelines; changes in legislation and regulation; other economic, competitive, governmental, regulatory, geopolitical and technological factors affecting our operations, pricing and services. Forward-looking statements speak only as to the date they are made. We do not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made. We disclaim any intent or obligation to update these forward-looking statements.
Stifel Investor Relations
Joel Jeffrey, (212) 271-3610
investorrelations@stifel.com