Union Planters Preferred Funding Corp. (“UPPFC”), a Delaware corporation and an indirect subsidiary of Regions Financial Corporation (“Regions”), announced today that, as of 5:00 p.m., New York City time, on June 24, 2013 (the “Early Tender Date”), it had received tenders of all outstanding shares of its 7.75% Non-Cumulative Exchangeable Series B Preferred Stock, liquidation preference $100,000 per share (“UPPFC Series B Preferred Stock”), in the cash tender offer announced by UPPFC on June 10, 2013. The tender offer, in which UPPFC is offering to purchase any and all outstanding shares of UPPFC Series B Preferred Stock, is being made pursuant to the Offer to Purchase and Consent Solicitation Statement dated June 10, 2013 and the related Letter of Transmittal and Letter of Consent. UPPFC has exercised its early settlement option and will purchase the shares of UPPFC Series B Preferred Stock validly tendered at or before the Early Tender Date on June 25, 2013. The purchase of UPPFC Series B Preferred Stock in the tender offer will be funded by cash on hand, and holders whose UPPFC Series B Preferred Stock is accepted for purchase at the early settlement will receive $117,250 per share of UPPFC Series B Preferred Stock and accrued and unpaid dividends on the UPPFC Series B Preferred Stock.
UPPFC also announced today that, as of 5:00 p.m., New York City time, on June 24, 2013 (the “Consent Solicitation Deadline”), it had received consents from holders of UPPFC voting stock as part of the consent solicitation sufficient to approve the voluntary dissolution of UPPFC in accordance with the terms of UPPFC’s amended and restated articles of incorporation (the “certificate of incorporation”) and applicable law. An aggregate 99.7 percent of the UPPFC Series B Preferred Stock, voting as a separate class, and over 99.9 percent of all voting stock of UPPFC, voting together as a single class, gave consent to UPPFC’s voluntary dissolution as of the Consent Solicitation Deadline. As a result, UPPFC expects to begin the process to dissolve in accordance with the certificate of incorporation and applicable law following completion of the tender offer.
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