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KeyCorp said it reached a definitive agreement under which The Bank of Nova Scotia would make a strategic minority investment of about $2.8 billion by acquiring common shares at a fixed price of $17.17 per share, which would leave The Bank of Nova Scotia with about 14.9% of its common shares after the transaction. The agreement was reached on August 12, 2024.

8-KRegulation FD DisclosureFiled Period of report Summary published (UTC)

Key points

AI summary
  1. KeyCorp said it reached a definitive agreement under which The Bank of Nova Scotia would make a strategic minority investment of about $2.8 billion by acquiring common shares at a fixed price of $17.17 per share, which would leave The Bank of Nova Scotia with about 14.9% of its common shares after the transaction. The agreement was reached on August 12, 2024.

  2. The company said Scotiabank will buy about 163 million shares in two tranches. The first tranche, $0.8 billion (4.9%), will close after the HSR Act waiting period expires, and the additional $2.0 billion (about 14.9%) will follow Federal Reserve approval.

  3. The company said the investment of about $2.8 billion would raise its CET1 capital ratio as of June 30, 2024 by 195 basis points to 12.4%, and would increase tangible book value per share by more than 10%.

  4. The company said it plans to evaluate a possible repositioning of its available-for-sale securities portfolio upon completion of the capital raise. It estimated the net CET1 capital ratio after the capital raise and repositioning at 11.3% to 11.6%, subject to market conditions and other factors.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

The Bank of Nova Scotia to make a minority investment of about $2.8 billion in KeyCorp

KeyCorp said it reached a definitive agreement under which The Bank of Nova Scotia would make a strategic minority investment of about $2.8 billion by acquiring common shares at a fixed price of $17.17 per share, which would leave The Bank of Nova Scotia with about 14.9% of its common shares after the transaction. The agreement was reached on August 12, 2024.

Source · Based on the filing body and exhibits

Investment to be made in two tranches subject to approvals and conditions

The company said Scotiabank will buy about 163 million shares in two tranches. The first tranche, $0.8 billion (4.9%), will close after the HSR Act waiting period expires, and the additional $2.0 billion (about 14.9%) will follow Federal Reserve approval.

Source · Based on the filing body and exhibits

Pro forma CET1 ratio at 12.4% and estimated increase in tangible book value per share

The company said the investment of about $2.8 billion would raise its CET1 capital ratio as of June 30, 2024 by 195 basis points to 12.4%, and would increase tangible book value per share by more than 10%.

Source · Based on the filing body and exhibits

Possible repositioning of available-for-sale securities portfolio and CET1 range

The company said it plans to evaluate a possible repositioning of its available-for-sale securities portfolio upon completion of the capital raise. It estimated the net CET1 capital ratio after the capital raise and repositioning at 11.3% to 11.6%, subject to market conditions and other factors.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.