New York, December 13, 2010 - JPMorgan Chase & Co. ("JPMorgan Chase") announced today the preliminary results of its previously announced cash tender offer for any and all of the 5.875% Capital Securities, Series O, of JPMorgan Chase Capital XV (the "Securities"). JPMorgan Chase also announced the results of its solicitation of consents to terminate certain replacement capital covenants which JPMorgan Chase executed in favor of, and for the benefit of, the holders of the Securities in connection with offerings of capital securities by certain affiliated Delaware trusts and two offerings of its non-cumulative preferred stock.
As of 5:00 p.m., New York City time, on December 10, 2010 (the "Consent Expiration Date"), $831,047,000 aggregate liquidation amount of the Securities had been validly tendered and not validly withdrawn pursuant to the tender offer, representing approximately 83.1% of the outstanding aggregate liquidation amount of the Securities. Including consents validly delivered by holders of the Securities who have not tendered Securities in the tender offer, valid consents were received in the consent solicitation in respect of approximately 86.7% of the outstanding aggregate liquidation amount of the Securities. Accordingly, holders of the Securities have delivered the required consents to terminate the replacement capital covenants, and the replacement capital covenants have been terminated, effective December 10, 2010.
The consent solicitation expired on the Consent Expiration Date. As of the Consent Expiration Date, the rights of holders who tendered Securities in the tender offer to withdraw those Securities expired, and the rights of holders who delivered consents without tendering their Securities to revoke those consents expired.
Holders of Securities may continue to tender Securities pursuant to the tender offer until the expiration of the tender offer. The tender offer is scheduled to expire at 11:59 p.m., New York City time, on December 27, 2010, unless extended or earlier terminated (the "Offer Expiration Date"). Holders validly tendering, and not validly withdrawing, Securities after the Consent Expiration Date and on or before the Offer Expiration Date will be eligible to receive only the tender offer consideration of $950 per $1,000 liquidation amount of Securities, and will not receive the early tender premium offered to holders who tendered their Securities on or before the Consent Expiration Date.
Holders whose Securities are accepted for payment on the Offer Expiration Date (irrespective of whether the Securities were tendered before or after the Consent Expiration Date) will receive accumulated and unpaid distributions in respect of their purchased Securities from the last distribution payment date to, but not including, the payment date for the tender offer.
The tender offer is being made upon the terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated November 29, 2010 (the "Offer to Purchase") and the related Letter of Transmittal and Consent. The obligation of JPMorgan Chase to accept for payment, and to pay for, Securities validly tendered and not validly withdrawn pursuant to the tender offer, or consents validly delivered and not validly revoked pursuant to the consent solicitation, is conditioned upon certain customary conditions set forth in the Offer to Purchase.
J.P. Morgan Securities LLC is the dealer manager for the tender offer and solicitation agent for the consent solicitation, and Global Bondholder Services Corporation is the information agent and the depositary for the tender offer and the consent solicitation.
Requests for documents may be directed to Global Bondholder Services Corporation by telephone at +1 212 430 3774 (banks and brokers) or +1 866 807 2200. Questions regarding the tender offer may be directed to J.P. Morgan Securities LLC at +1 866 834 4666 or collect at +1 212 834 3424.
None of JPMorgan Chase, JPMorgan Chase Capital XV, the dealer manager, the information agent, the depositary or any of their respective affiliates makes any recommendation as to whether or not holders should tender all or any portion of their Securities pursuant to the tender offer.
This press release is for informational purposes only and does not constitute an offer to purchase nor the solicitation of an offer to sell the Securities or a solicitation of consents. The tender offer is being made, and the consent solicitation has been made, only pursuant to the tender offer and consent solicitation documents, including the Offer to Purchase and the related Letter of Transmittal and Consent. The tender offer is not being made, and the consent solicitation has not been made, in any jurisdiction in which such tender offer and solicitation or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
About JPMorgan Chase & Co.
JPMorgan Chase & Co. (NYSE: JPM), is a leading global financial services firm with assets of $2.1 trillion and operations in more than 60 countries. The firm is a leader in investment banking, financial services for consumers, small business and commercial banking, financial transaction processing, asset management, and private equity. A component of the Dow Jones Industrial Average, JPMorgan Chase & Co. serves millions of consumers in the United States and many of the world's most prominent corporate, institutional and government clients under its J.P. Morgan and Chase brands. Information about JPMorgan Chase & Co. is available at www.jpmorganchase.com.