By Mary-Katherine Stinson and Cristal Cody
Lexington, Ky., Jan. 24 – Truist Financial Corp. detailed its $3 billion sale of fixed-to-floating-rate notes (A3/A-/A/DBRS: AAL) that priced in two tranches on Monday, according to FWPs filed with the Securities and Exchange Commission.
As previously reported, the $3 billion offering was split equally across the two tranches.
The first tranche priced as notes with a starting 4.873% coupon that resets to SOFR plus 143.5 basis points on Jan. 26, 2028. The notes mature Jan. 26, 2029.
The notes priced at Treasuries plus 125 bps after initial talk in the 155 bps area.
The second tranche priced with a starting 5.122% coupon that resets to SOFR plus 185.2 bps on Jan. 26, 2033. The notes mature Jan. 26, 2034.
Pricing came at Treasuries plus 160 bps. Initial talk was 25 bps higher in the Treasuries plus 185 bps area.
Both tranches sold at par.
Each tranche will feature, after 180 days, a make-whole call at Treasuries plus 20 bps in the case of the 2029 notes and at Treasuries plus 25 bps for the 2034 notes. The 2029 notes are then redeemable at par in full on Jan. 26, 2028 and in part or in full on or after Dec. 26, 2028, one month prior to maturity. The 2034 notes are then redeemable at par in full on Jan. 26, 2033 and in part or in full on or after Oct. 26, 2033, three months prior to maturity.
Truist Securities, Inc., Barclays and Morgan Stanley & Co. LLC are the joint bookrunners.
Proceeds will be used for general corporate purposes.
Truist is a Charlotte, N.C.-based bank holding company.
| Issuer: | Truist Financial Corp.
|
| Amount: | $3 billion
|
| Issue: | Fixed-to-floating-rate notes
|
| Bookrunners: | Truist Securities, Inc., Barclays and Morgan Stanley & Co. LLC
|
| Co-managers: | Loop Capital Markets LLC and Siebert Williams Shank & Co., LLC
|
| Trustee: | U.S. Bank Trust Co., NA
|
| Counsel to issuer: | In-house counsel and Squire Patton Boggs (US) LLP
|
| Counsel to underwriters: | Sidley Austin LLP
|
| Trade date: | Jan. 23
|
| Settlement date: | Jan. 26
|
| Ratings: | Moody’s: A3
|
| S&P: A-
|
| Fitch: A
|
| DBRS: AAL
|
| Distribution: | SEC registered
|
|
|
| 2029 notes
|
| Amount: | $1.5 billion
|
| Maturity: | Jan. 26, 2029
|
| Coupon: | 4.873% starting coupon; resets to SOFR plus 143.5 bps on Jan. 26, 2028
|
| Price: | Par
|
| Yield: | 4.873%
|
| Spread: | Treasuries plus 125 bps
|
| Call features: | Make-whole call starting after six months at Treasuries plus 20 bps, par call on Jan. 26, 2028 or on or after Dec. 26, 2028 to maturity
|
| Price talk: | Treasuries plus 155 bps area
|
| Cusip: | 89788MAL6
|
|
|
| 2034 notes
|
| Amount: | $1.5 billion
|
| Maturity: | Jan. 26, 2034
|
| Coupon: | 5.122% starting coupon; resets to SOFR plus 185.2 bps in Jan. 26, 2033
|
| Price: | Par
|
| Yield: | 5.122%
|
| Spread: | Treasuries plus 160 bps
|
| Call features: | Make-whole call starting after six months at Treasuries plus 25 bps, par call on Jan. 26, 2033 and on or after Oct. 26, 2033 to maturity
|
| Price talk: | Treasuries plus 185 bps area
|
| Cusip: | 89788MAM4
|
|
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