Published on 2/15/2024 in the Prospect News High Yield Daily and Prospect News Preferred Stock Daily.
New Issue: Synchrony prices $500 million 8.25% series B perpetual preferreds
By Marisa Wong
Los Angeles, Feb. 15 – Synchrony Financial priced $500 million of $25-par series B fixed-rate reset non-cumulative perpetual preferred stock (BB-/B+) at par with a dividend of 8.25%, according to an FWP filing with the Securities and Exchange Commission.
The dividend will reset on May 15, 2029 and every five years after that to Treasuries plus 404.4 basis points.
The perpetuals feature five years of call protection.
A previously filed 424B5 filing with the SEC said the deal would include a greenshoe, but none was mentioned at pricing.
Morgan Stanley & Co. LLC, BofA Securities, Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC are the joint bookrunners.
Synchrony plans to use the proceeds for general corporate purposes, which may include contributing or lending all or a portion of the proceeds to Synchrony Bank.
The company plans to list the preferreds on the New York Stock Exchange under the symbol “SYFPrB.”
Synchrony is a Stamford, Conn.-based consumer financial services company.
| Issuer: | Synchrony Financial
|
| Amount: | $500 million, or 20 million shares
|
| Issue: | Series B fixed-rate reset non-cumulative perpetual preferred stock
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| Maturity: | Perpetual
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| Bookrunners: | Morgan Stanley & Co. LLC, BofA Securities, Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC
|
| Senior co-managers: | Barclays, Citigroup Global Markets Inc., Mizuho Securities USA LLC, MUFG Securities Americas Inc., SG Americas Securities, LLC and TD Securities (USA) LLC
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| Co-managers: | Academy Securities, Inc., Blaylock Van, LLC, CastleOak Securities, LP, InspereX LLC, Mischler Financial Group, Inc., R. Seelaus & Co., LLC, Samuel A. Ramirez & Co., Inc. and Siebert Williams Shank & Co., LLC
|
| Counsel to issuer: | Sidley Austin LLP
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| Counsel to underwriters: | Davis Polk & Wardwell LLP
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| Dividend: | 8.25%; resets on May 15, 2029 and every five years after that to Treasuries plus 404.4 bps
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| Price: | Par of $25.00
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| Yield: | 8.25%
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| Call: | In whole or in part at par on May 15, 2029 or any dividend payment date after that; in whole at par at any time within 90 days of a regulatory capital treatment event
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| Trade date: | Feb. 15
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| Settlement date: | Feb. 23
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| Expected ratings: | S&P: BB-
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| Fitch: B+
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| Distribution: | SEC registered
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| Listing: | NYSE: SYFPrB
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| Cusip: | 87165B400
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