The Bank of N.T. Butterfield & Son Limited (“Butterfield” or “the Bank”) today announced that on 12 June 2009 the Bank priced its offering of USD 200,000,000 aggregate liquidation preference of 8.00% Non-Cumulative Perpetual Limited Voting Preference Shares (the “Preference Shares”). The offering is scheduled to be completed on 22 June 2009, subject to customary closing conditions.
Butterfield confirmed that the dividend rate on the Preference Shares will be fixed at 8.00% per annum, to be paid quarterly in arrears on 15 March, 15 June, 15 September and 15 December of each year, beginning on September 15, 2009.
The Preference Shares are fully and unconditionally guaranteed, with the full faith and credit of the Government of Bermuda, as to payment in certain circumstances of the liquidation preference of, and payments of amounts equal to unpaid dividend payments on, the Bank’s Preference Share issue for up to ten years from the date of issuance, subject to certain conditions.
Butterfield will receive USD 200 million (less commissions and offering expenses) in proceeds from the Preference Share issue. The net proceeds will be used by the Bank for general corporate purposes and working capital.
Alan Thompson, Butterfield’s President & Chief Executive Officer said, “We are extremely appreciative of the support we have received from the local community, which I believe reflects the pride Bermudians have in their community bank and the high expectations they have for Butterfield going forward. All of us at Butterfield are working very hard not only to meet, but to exceed those expectations.”
Mr. Thompson continued, “I would also like to, once again, thank the Government of Bermuda for their guarantee of the Preference Shares. Although it was not necessary for the Government to directly subscribe for any portion of the Preference Share issue, their support of the Bank, particularly during the last few months, is very much appreciated.”
UBS Investment Bank acted as the lead underwriter and sole global contributor of the Offering. The selling group consisted of Butterfield Securities, LOM, First Bermuda Group, Barrington Investments, Capital G Private Banking and HSBC Bermuda.
The Preference Share issue was approved at a Special General Meeting of Butterfield’s shareholders on 14 April 2009 as a means to enable Butterfield to create a capital buffer to withstand a more pronounced and prolonged economic downturn. The net proceeds of the Preference Share Offering qualify as tier 1 capital of the Bank.
Certain statements in this release may be deemed to include “forward-looking statements” and are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those included in these statements due to a variety of factors including worldwide economic conditions, success in business retention and obtaining new business and other factors.
This release is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. The securities have not been and will not be registered under the US Securities Act of 1933, as amended (the “Securities Act”). Securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.
The Bank of N.T. Butterfield & Son Limited (“Butterfield”) is Bermuda’s first and largest independent bank, and a specialist provider of international financial services. The Butterfield group offers a full range of community banking services in Bermuda, Barbados and the Cayman Islands, encompassing retail and corporate banking and treasury activities. In the wealth management area, the Butterfield group provides private banking, asset management and personal trust services from its headquarters in Bermuda and subsidiary offices in The Bahamas, the Cayman Islands, Guernsey, Hong Kong, Malta, Switzerland and the United Kingdom. Butterfield also provides services to corporate and institutional clients from offices in Bermuda, The Bahamas, the Cayman Islands and Guernsey, which include asset management and corporate trust services.
Butterfield is a publicly traded corporation with shares listed on the Bermuda and Cayman Islands stock exchanges. Butterfield’s share price is published daily in The Royal Gazette (www.theroyalgazette.com) and is also available on Bloomberg Financial Markets (symbol: NTB BH) and the Bermuda Stock Exchange website (www.bsx.com). Further details on the Butterfield Group can be obtained from our website at: www.butterfieldgroup.com.
Media Relations Contacts:
Dianne Brewer Mark Johnson
Senior Vice President Assistant Vice President
The Bank of N.T. Butterfield & Son Limited The Bank of N.T. Butterfield & Son Limited
Phone: (441) 299 3979 Phone: (441) 299 1624
Cellular: (441) 524 1077 Cellular: (441) 524 1025
Fax: (441) 295 3878 Fax: (441) 295 3878