First Republic Bank (“First Republic”) (NYSE: FRC), a private bank and
wealth management company, today announced a public offering of
depositary shares, each representing a 1/40th interest in a share of
First Republic’s Noncumulative Perpetual Series D Preferred Stock, at a
public offering price of $25.00 per depositary share. In addition, First
Republic will grant the underwriters an option for up to 30 days to
purchase additional depositary shares at the public offering price less
the underwriting discount.
First Republic expects to use the net proceeds from the offering for
general corporate purposes, which may include, among other things,
funding loans or purchasing investment securities for its portfolio.
Morgan Stanley, BofA Merrill Lynch, Wells Fargo Securities, Goldman,
Sachs & Co. and J.P. Morgan are serving as joint book-running managers.
The offering will be made only by means of an offering circular. The
preliminary offering circular relating to the offering is available at www.frc-offering.com.
Copies of the preliminary offering circular may also be obtained from
Morgan Stanley, Attention: Prospectus Department, 180 Varick Street, New
York, New York 10014, or by email at prospectus@morganstanley.com;
from Merrill Lynch, Pierce, Fenner & Smith Incorporated, 222
Broadway, New York, NY 10038, attention: Prospectus Department, or
e-mail dg.prospectus_requests@baml.com,
phone: 1-800-294-1322; from Wells Fargo Securities, LLC 1525 West W.T.
Harris Blvd., NC0675, Charlotte, North Carolina 28262, Attention:
Capital Markets Support, email: cmclientsupport@wellsfargo.com
or by calling toll-free at 1-800-326-5897; from Goldman, Sachs & Co.,
200 West Street, New York, NY 10282, phone: (866) 471-2526; or from J.P.
Morgan Securities LLC, 383 Madison Avenue, New York, NY 10017, Attn:
Investment Grade Syndicate Desk, phone: (212) 834-4533.
About First Republic
First Republic Bank and its subsidiaries provide private banking,
private business banking and private wealth management. Founded in 1985,
First Republic specializes in exceptional, relationship-based service
offered through preferred banking or wealth management offices primarily
in San Francisco, Palo Alto, Los Angeles, Santa Barbara, Newport Beach,
San Diego, Portland, Palm Beach, Boston, Greenwich and New York City.
First Republic offers a complete line of banking products for
individuals and businesses, including deposit services, as well as
residential, commercial and personal loans. First Republic is a
component of the S&P Total Market Index, the Wilshire 5000 Total Market
IndexSM, the Russell 1000®, Russell 3000®
and Russell Global indices and six Dow Jones indices.
This press release is for informational purposes only and shall not
constitute an offer to sell or a solicitation of an offer to buy the
securities, nor shall there be any sale of the securities in any state
or jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction. The securities are neither
insured nor approved by the Federal Deposit Insurance Corporation.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Statements about First Republic’s expectations, beliefs, plans,
predictions, forecasts, objectives, assumptions or future events or
performance are not historical facts and may be forward-looking. These
statements are often, but not always, made through the use of words or
phrases such as “anticipates,” “believes,” “can,” “could,” “may,”
“predicts,” “potential,” “should,” “will,” “estimate,” “plans,”
“projects,” “continuing,” “ongoing,” “expects,” “intends” and similar
words or phrases. Accordingly, these statements are only predictions and
involve estimates, known and unknown risks, assumptions and
uncertainties that could cause actual results to differ materially from
those expressed in them. All forward-looking statements are necessarily
only estimates of future results, and there can be no assurance that
actual results will not differ materially from expectations, and,
therefore, you are cautioned not to place undue reliance on such
statements. Any forward-looking statements are qualified in their
entirety by reference to the factors discussed in the section titled
“Risk Factors” in First Republic’s preliminary offering circular
relating to this offering, including the documents incorporated by
reference therein, and other risks described in documents subsequently
filed by First Republic from time to time. Further, any forward-looking
statement speaks only as of the date on which it is made, and First
Republic undertakes no obligation to update any forward-looking
statement to reflect events or circumstances after the date on which the
statement is made or to reflect the occurrence of unanticipated events.