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Everyone in this board chasing his tail. Just forgot about it and go on with your life wasting time
There is no one present the shareholder that's why no one getting anything
The big fish eat everything now
Very sorry I meant 50.000
I have 500.000 class 19 what are you talking about.
I haven't heard or read
anything about class 19 and 21 can someone explain to me
9. How are Common Shares distributed by DTCC? DTCC is not a public company, so who decides the
number and value of Common Shares?
Since only Participants are qualified to own Common Shares, there is no “market value” for the Common
Shares. The price at which Common Shares are transferred from one Participant to another (the “Share Price”),
is determined using a formula set forth in the Shareholders Agreement.
10. How much will each Participant have to pay, on average, to hold Common Shares?
The Share price for the 2024 reallocation is $59,327.12 per share. This Share Price was determined using the
formula set forth in the Shareholders Agreement.
The actual amount of Common Shares that each Participant will own is determined by its respective use of the
services of the Clearing Agencies, and whether it is a Mandatory Purchaser Participant or a Voluntary Purchaser
Participant.
11. Does DTCC pay dividends on Common Shares?
DTCC does not, as a matter of policy, pay any dividends on Common Shares.
12. What powers or benefits are conferred upon shareholders of DTCC by virtue of their owning
Common Shares?
The holders of the Common Shares are entitled to elect all of the directors on the DTCC Board, other than the
two directors who are elected by the holders of the Series A Preferred Shares and the Series B Preferred Shares.
The holders of the Common Shares are also entitled to vote on any matters submitted to shareholders for a vote
n will payments for Common Shares have to be made?
During the first week of April 2024, Voluntary Purchaser Participants will be notified through the DocuSign®
electronic signature service of their opportunity to purchase or obligation to sell Common Shares. During the
third week of April 2024, after DTCC has received elections to purchase Common Shares from Voluntary
Purchaser Participants, Mandatory Purchaser Participants will be notified via email from Computershare Web
Service that a notice concerning their obligation to purchase or sell Common Shares is available on
Computershare’s Investor Center.
All payments for purchases and sales of Common Shares will be settled on the Settlement Date, which is
currently anticipated to be April 30, 2024.
5. How is payment finalized?
A purchaser or seller that is a Participant of DTC will have its settlement account at DTC debited or credited, a
purchaser or seller that is a Participant of NSCC but not a Participant of DTC will have its settlement account
at NSCC debited or credited, a purchaser or seller that is a Participant of the GS Division but not a Participant
of DTC or NSCC will have its settlement account at the GS Division debited or credited, and a purchaser or
seller that is a Participant of the MBS Division but not a Participant of DTC, NSCC or the GS Division will
have its settlement account at the MBS Division debited or credited.
6. How many Participants currently own Common Shares? How many Participants are Mandatory
Purchaser Participants?
Currently, there are approximately 263 Participants that own Common Shares. With the new Mandatory
Purchaser Participants, that number is expected to increase to approximately 283.
7. Who owns DTCC?
DTCC is owned by the holders of its Common Shares. The Common Shares are owned by Participants of the
Clearing Agencies. DTCC also has three classes of preferred shares, the Series A Preferred Shares, the Series
B Preferred Shares, the Series C Preferred Shares, and the Series D Preferred Shares (collectively, the “Preferred
Shares”). The Preferred Shares are owned by Stock Clearing Corporation, a wholly owned subsidiary of New
York Stock Exchange LLC, the successor-in-interest to New York Stock Exchange Inc. (“NYSE”), the
Financial Industry Regulatory Authority, Inc., the successor-in-interest to the National Association of Securities
Dealers, Inc. (“FINRA”), and institutional investors.
Participants of the Clearing Agencies are required or permitted (depending on their category of participation)
to own Common Shares in amounts proportionate to their use of the services of the Clearing Agencies. The
system of Participant ownership was originally set up to support DTC, and was adopted by DTCC when it was
formed in 1999.
In connection with the integration of NSCC as a subsidiary of DTCC, the common stockholders of NSCC,
Securities Clearing Corporation (a subsidiary of The New York Stock Exchange, the predecessor in interest of
NYSE) and National Clearing Corporation (a subsidiary of NASD, the predecessor in interest of FINRA),
exchanged their common stock of NSCC for the Preferred Shares. As holders of the Preferred Shares, NYSE
and FINRA each have the right to elect one member of the DTCC Board but no other rights.
8. How many Common Shares are currently issued?
uestions and Answers on the DTCC Common Stock Reallocation
1. What is the purpose of the requirement that Participants own shares?
Having all Common Shares in the hands of Participants ensures that such Participants (1) are appropriately
invested in the business of DTCC and (2) through the election of members of the Board of Directors of DTCC
(the “DTCC Board”), are given a voice in the governance and activities of the Clearing Agencies, including the
kinds and quality of services provided and the service fees charged.
2. How does the reallocation work? Will all Participants be required to purchase Common Shares, or
only some Participants? Will any Participants be required to sell Common Shares?
Certain Participants, which are referred to as “Mandatory Purchaser Participants”, are required to purchase and
own Common Shares in amounts proportionate to their respective use of the services of the Clearing Agencies.
Accordingly, any such Participant will be (1) required to purchase Common Shares to the extent, if any, that a
share deficiency exists (i.e., the amount of Common Shares such Participant currently owns is less than the
amount such Participant is required to own) and (2) required to sell Common Shares to the extent, if any, that
a share excess exists (i.e., the amount of Common Shares such Participant currently owns is greater than the
amount such Participant is required to own). Other Participants, which are referred to as “Voluntary Purchaser
Participants”, are permitted but not required to purchase and own Common Shares in amounts proportionate to
their respective use of the services of the Clearing Agencies. Accordingly, any such Participant will be (1)
permitted but not required to purchase Common Shares to the extent, if any, that a share deficiency exists (i.e.,
the amount of Common Shares such Participant currently owns is less than the amount such Participant is
permitted to own) and (2) required to sell Common Shares to the extent, if any, that a share excess exists (i.e.,
the amount of Common Shares such Participant currently owns is greater than the amount such Participant is
permitted to own). Some Participants are not offered Common Shares at all and are therefore not entitled to
purchase any Common Shares.
Under the Shareholders Agreement, the Mandatory Purchaser Participants are those Participants that utilize the
core services of the Clearing Agencies, including the depository and book-entry transfer services of DTC and
the guaranteed services of NSCC and FICC. As a result, the Mandatory Purchaser Participants consist of: (1)
a “Participant” other than a “Limited Participant” of DTC (as defined in the DTC Rules); (2) a “Member” of
NSCC (as defined in the NSCC Rules); (3) a “Member” other than a “Comparison-Only Member” or
“Sponsored Member” of the GS Division (as defined in the GS Division Rules) or (4) a “Member” other than
a “Cash Settling Bank Member” of the MBS Division (as defined in the MBS Division Rules). A Mandatory
Purchaser Participant must also be a Qualified Person as defined in the Shareholders Agreement.
Under the Shareholders Agreement, the Voluntary Purchaser Participants are those Participants other than a
Mandatory Purchaser Participant, as more specifically set forth in the DTC Rules, NSCC Rules, GS Division
Rules and MBS Division Rules. A Voluntary Purchaser Participant must also be a Qualified Person as defined
in the Shareholders Agreement.
3. What will happen to Common Shares that Voluntary Purchaser Participants choose not to purchase?
The Mandatory Purchaser Participants will be obligated to purchase on a pro-rata basis any Common Shares
allocated to, but not purchased by, the Voluntary Purchaser Participants.
Reallocation
Under the terms of the Fifth Amended and Restated Shareholders Agreement (the “Shareholders Agreement”) of
The Depository Trust & Clearing Corporation (“DTCC”), participant/member firms (“Participants”) of DTCC’s
U.S.-registered clearing agency subsidiaries (the “Clearing Agencies”) -- The Depository Trust Company (“DTC”),
National Securities Clearing Corporation (“NSCC”) and Fixed Income Clearing Corporation (“FICC”) -- are
required or permitted (depending on their category of participation) to purchase and own shares of DTCC common
stock (“Common Shares”) in amounts proportionate to their use of the services of the Clearing Agencies.
Participants using the core services of at least one of the Clearing Agencies are required to purchase and own
Common Shares (“Mandatory Purchaser Participants”). Participants using most of the other services of the Clearing
Agencies are permitted but not required to purchase and own Common Shares (“Voluntary Purchaser Participants”).
Participants using only certain ancillary services of the Clearing Agencies are not offered Common Shares.
The Shareholders Agreement provides that DTCC shall periodically reallocate entitlements to purchase and own
Common Shares to reflect changes in use of the services of the Clearing Agencies. Mandatory Purchaser
Participants are required to purchase Common Shares up to the amounts of their entitlements and sell Common
Shares down to the amounts of their entitlements. Voluntary Purchaser Participants are permitted but not required
to purchase Common Shares up to the amounts of their entitlements and required to sell Common Shares down to
the amounts of their entitlements.
This reallocation process is required to be done at least once every three years. Since the last reallocation occurred
in 2021, a reallocation is scheduled for 2024. The 2024 reallocation is currently anticipated to be completed on
April 30, 2024 (the “Settlement Date”), and will be based upon the use of services of the Clearing Agencies from
January 1, 2021 through December 31, 2023. Voluntary Purchaser Participants will be notified through the
DocuSign® electronic signature service of their opportunity to purchase or obligation to sell Common Shares during
the first week of April 2024. Mandatory Purchaser Participants will be notified via email from Computershare Web
Service that a notice concerning their obligation to purchase or sell Common Shares is available on Computershare’s
Investor Center during the third week of April 2024, and these purchases are expected to settle on the Settlement
Date. Please refer to the following pages (Questions and Answers on the DTCC Common Stock Reallocation) for
additional information.
Questions or inquiries regarding this Important Notice should be addressed to your Relationship Manager, or to
Annette Nichols, Corporate Secretary, at (212) 855-1681 or anichols@dtcc.com.
424B2 1 d688833d424b2.htm 424B2
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-263304
Prospectus Supplement
(To Prospectus dated April 11, 2022)
LOGO
2,500,000 DEPOSITARY SHARES
EACH REPRESENTING A ONE-TENTH INTEREST IN A SHARE OF
6.875% FIXED-RATE RESET NON-CUMULATIVE PREFERRED STOCK, SERIES NN
We are offering 2,500,000 depositary shares, each representing a one-tenth interest in a share of our perpetual 6.875% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series NN, $1 par value, with a liquidation preference of $10,000 per share (equivalent to $1,000 per depositary share) (the “Preferred Stock”). Each depositary share entitles the holder, through the depositary, to a proportional fractional interest in all rights, powers and preferences of the Preferred Stock represented by the depositary share.
We will pay dividends on the Preferred Stock, when, as, and if declared by our board of directors or a duly authorized committee of our board, quarterly in arrears, on March 1, June 1, September 1 and December 1 of each year, beginning on June 1, 2024. From the original issue date to, but excluding, June 1, 2029, we will pay dividends when, as, and if declared by our board or such committee at a rate of 6.875% per annum, beginning on June 1, 2024. From and including June 1, 2029, for each reset period (as described in this prospectus supplement), we will pay dividends when, as, and if declared by our board or such committee at a rate equal to a five-year treasury rate (as described in this prospectus supplement) as of the most recent reset dividend determination date (as described in this prospectus supplement) plus a spread of 2.737% per annum, beginning on September 1, 2029. Dividends on the Preferred Stock will not be cumulative. Upon the payment of any dividends on the Preferred Stock, holders of depositary shares will receive a related proportionate payment.
We may redeem the Preferred Stock on any dividend payment date on or after June 1, 2029, in whole at any time or from time to time in part, at a redemption price equal to $10,000 per share (equivalent to $1,000 per depositary share), plus any declared and unpaid dividends, without accumulation of any undeclared dividends. We may also redeem the Preferred Stock after a capital treatment event (as described in this prospectus supplement), subject to regulatory approval. If we redeem any Preferred Stock, the depositary will redeem the related depositary shares.
See “Risk Factors” beginning on page S-6 for a discussion of certain risks that you should consider in connection with an investment in the depositary shares.
Neither the Preferred Stock nor the depositary shares are deposits or other obligations of a bank or are insured by the Federal Deposit Insurance Corporation or any other governmental agency.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the depositary shares or Preferred Stock or determined that this prospectus supplement or the attached prospectus is accurate or complete. Any representation to the contrary is a criminal offense.
Per
Depositary
Share Total
Public Offering Price(1)
$ 1,000.00 $ 2,500,000,000
Underwriting Commissions
$ 10.00 $ 25,000,000
Proceeds (before expenses)(1)
$ 990.00 $ 2,475,000,000
(1) The public offering price does not include accumulated dividends, if any, that may be declared. Dividends, if declared, will accumulate from the date of original issuance, which is expected to be March 12, 2024.
We do not intend to list the depositary shares or the Preferred Stock on any securities exchange. Currently, there is no public trading market for the depositary shares or the Preferred Stock.
We expect to deliver the depositary shares to investors through the book-entry delivery system of The Depository Trust Company and its direct participants, including Euroclear Bank SA/NV and Clearstream Banking, S.A., on or about March 12, 2024.
Our affiliates, including J.P. Morgan Securities LLC, may use this prospectus supplement and the attached prospectus in connection with offers and sales of the depositary shares in the secondary market. These affiliates may act as principal or agent in those transactions. Secondary market sales will be made at prices related to market prices at the time of sale.
be redeemed, purchased or otherwise acquired for any consideration (or any moneys be paid to or made available for a sinking fund for the redemption of any shares of any such capital stock) by us,
subject to certain limited exceptions described under “Description of the Preferred Stock—Dividends”.
Rights upon Liquidation
In the event of our voluntary or involuntary liquidation, dissolution or winding-up, holders of the Preferred Stock will be entitled to receive and to be paid out of our assets legally available for distribution to our stockholders the amount of $10,000 per share (equivalent to $1,000 per depositary share), plus an amount equal to any declared and unpaid dividends, without accumulation of undeclared dividends, before we make any payment or distribution on our common stock or on any other capital stock ranking junior to the Preferred Stock upon our liquidation, dissolution or winding-up. After the payment to the holders of the shares of the Preferred Stock of the full preferential amounts to which they are entitled, the holders of the Preferred Stock as such will have no right or claim to any of our remaining assets. If, upon our voluntary or involuntary liquidation, dissolution or winding-up, we fail to pay in full the amounts payable with respect to the Preferred Stock and any other shares of our capital stock ranking as to any such distribution of our assets on a parity with the Preferred Stock, the holders of the Preferred Stock and of such other shares will share ratably in any such distribution of our assets in proportion to the full respective distributions to which they are entitled. Neither the sale of all or substantially all of our property or business, nor our merger or consolidation into or with any other entity or the merger or consolidation of any other entity into or with us, will be deemed to be a liquidation, dissolution or winding -up, voluntary or involuntary, of us.
We are offering 2,500,000 depositary shares, each representing a one-tenth interest in a share of our perpetual 6.875% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series NN, $1 par value, with a liquidation preference of $10,000 per share (equivalent to $1,000 per depositary share) (the “Preferred Stock”). Each depositary share entitles the holder, through the depositary, to a proportional fractional interest in all rights, powers and preferences of the Preferred Stock represented by the depositary share.
We will pay dividends on the Preferred Stock, when, as, and if declared by our board of directors or a duly authorized committee of our board, quarterly in arrears, on March 1, June 1, September 1 and December 1 of each year, beginning on June 1, 2024. From the original issue date to, but excluding, June 1, 2029, we will pay dividends when, as, and if declared by our board or such committee at a rate of 6.875% per annum, beginning on June 1, 2024. From and including June 1, 2029, for each reset period (as described in this prospectus supplement), we
Think doesn't look good for coop 2023 sell now get out come back on 8/2023 before you loose all your money. And if you are waiting for wmih you have to wait another 14 years don't let the people on bord bullshit you.
You guys chasing the smoke there is nothing left for the escrow or the common stock I cannot believe people still hoping there is something left the shark ate all the small fish wasting time I will see you back in 2030 with same b*******
dear Lord Jesus. May Your healing hand rest upon, her may Your life-giving powers flow into every cell of her body and into the depths of her soul, cleansing, purifying, restoring her to wholeness and strength for service in Your Kingdom. Amen. don't give up My friend .
9
Plan.5 Specifically, at this time, and as reported in the September 30, 2019 Quarterly Summary Report filed with the Bankruptcy Court, the Trust’s remaining net assets total approximately $37.8 million (including the Tax Refund, as defined below), with no additional material assets available,6 with Class 18 Allowed Claims already in the amount of $38.2 million (plus accrued post-petition interest in the amount of $9.0 million as of September 30, 2019, for an aggregate Class 18 liability of $47.2 million). Accordingly, pursuant to the provisions of the Plan and the Confirmation Order, other than the shares of equity in the Disputed Equity Escrow to be redistributed, no additional distributions shall be made to holders of WMI’s equity interests in Classes 19 and 22.
You are not going to hear anything from anyone. There is no money coming to the escrow or to the shareholder
I own 500000 of wmih and 3000 escrow. I wish we are getting something. As a matter of fact there is no solid in use that we are getting something as I understand the judge never said anything about the escrow or the shareholder and we don't have anyone to present us for that reason we are getting nothing always we have same in use from the guys on the board for the last 4 years nothing change.
There is nothing is coming for the shareholder or the escrow just wasting of time as I said before there is no attorney for the shareholder to fight for them.
There is nothing coming whatsoever. The shark ate all the small fish nothing left for you guys.
We are not getting anything because we do not have a lawyer to present the shareholder
There is no lawyer to present the shareholder that's why we are getting anything
I own 500,000 of the common I do not expect to get anything the big boys eat everything
Can I sue the company I lost $20000 dollars
I only have the number 6710,5n201 can anyone tell me if there is update for this shit
Nothing is coming back wasting time no escrow
Coop next quarter is going to be very bad
Believe it or not no one getting anything it's all done two years ago
On my opinion there's no money ?? is coming don't fool yourself please. It's been going on for the last 14 years all that is b*******I have been reading the messages over and over again same f****** s***nothing change
The buyback share is already done no more
We are not get anything from the escrow they already give us some shares 2 years ago and the presented to the judge and he was satisfying no more chair no more cash do not waste your time guessing
When the interest goes up the real estate will slow down
Coop will go down to $20 whether you believe it or not
Coop will go down to$20 believe it or not
I own 140000 shmp I'm in long term
NaturalShrimp Incorporated
16,876,540 Common Shares
The selling stockholder identified in this prospectus may offer an indeterminate number of shares of its common stock, which will consist of up to 16,876,540 shares of common stock to be sold by GHS Investments LLC (“GHS”) pursuant to an Equity Financing Agreement (the “Financing Agreement”) dated August 21, 2018. If issued presently, the 16,876,540 shares of common stock registered for resale by GHS would represent approximately 0.0568% of our issued and outstanding shares of common stock as of March 1, 2019 . Additionally, as of the date hereof, the 16,876,540 shares of our common stock registered for resale herein would represent approximately 0.0630% of the Company’s public float.