Issuer:
|
M&T Capital Trust IV (the “Trust”), a Delaware statutory trust, the only assets of which will be the 8.500% Junior Subordinated Debentures due 2068 (the “JSDs”) issued by M&T Bank Corporation (“M&T”). | |
Guarantor:
|
M&T | |
Aggregate Liquidation Amount: |
$350,000,000 ($350,000,000 Enhanced Trust Preferred Securities (“Capital Securities”), which, together with the $10,000 of Trust common securities to be purchased by M&T, correspond to $350,010,000 initial principal amount of the JSDs) | |
Liquidation Amount:
|
$25 per Capital Security | |
Anticipated Ratings:
|
A3 / BBB / BBB+ / BBB (high) (Moody’s / S&P / Fitch / DBRS) Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency. |
|
Trade Date:
|
January 24, 2008 | |
Settlement Date:
|
January 31, 2008 (T+ 5 days) | |
Maturity Date:
|
January 31, 2068 | |
Amount:
|
$350,000,000 (14,000,000 Capital Securities) | |
Distributions:
|
8.500% per annum | |
Public Offering Price:
|
$25 per Capital Security | |
Net Proceeds to M&T:
|
$339,075,625 (before expenses) | |
Underwriting Commissions: |
3.15% except for sales to certain institutions in which case the fees will be 2.00%. | |
Interest Payment Dates:
|
Quarterly on the 15th of March, June, September and December. Following business day convention. | |
First Coupon:
|
March 15, 2008 | |
Day Count:
|
30 / 360 | |
Replacement Capital Covenant: |
A replacement capital covenant will apply until January 31, 2048. | |
Redemption at M&T Option: |
The Capital Securities may be redeemed (i) at 100% of their liquidation amount on or after January 31, 2013 or prior to such date after the occurrence of a “tax event,” “capital treatment event,” or “investment company event,” as described in the prospectus supplement, or (ii) at a make-whole redemption price after the occurrence of a “rating agency event,” as described in the prospectus supplement, in each case plus accrued and unpaid distributions through the date of redemption. | |
First Call Date:
|
January 31, 2013, and anytime thereafter until maturity. | |
Maximum Share Number
for Purposes of
Alternative Payment
Mechanism:
|
45 million shares of M&T’s common stock. | |
Expected Listing:
|
New York Stock Exchange | |
Joint Book-runners:
|
Citigroup Global Markets Inc. / UBS Securities LLC | |
Senior Co-managers:
|
Merrill Lynch, Pierce, Fenner
& Smith Incorporated Morgan Stanley & Co. Incorporated Wachovia Capital Markets, LLC |
|
Junior Co-managers:
|
Credit Suisse Securities (USA) LLC Keefe, Bruyette & Woods, Inc. Lehman Brothers Inc RBC Dain Rauscher Inc. Sandler O’Neill & Partners, L.P. |
|
CUSIP:
|
55292C203 | |
ISIN:
|
US55292C2035 | |