Business Context and Reporting Period
Company: Regions Financial Corporation
Filing Type: Form 8-K (Current Report)
Date of Report: January 23, 2019
Event Date: January 28, 2019
Context: The filing reports the issuance and sale of senior notes to raise capital.
Key Financial Metrics
- Debt Issuance: $500,000,000 aggregate principal amount of 3.800% Senior Notes due 2023.
- Proceeds: $506,973,333.33 received before offering expenses.
- Interest Rate: 3.800% fixed.
- Maturity: 2023.
- Revenue/Profit/Cash Flow: The filing text does not provide a clear value for these operational metrics.
Material Changes
The Company issued an additional tranche of Senior Notes due 2023, forming part of the same series as the $500,000,000 principal amount issued on August 13, 2018. This transaction increases the total outstanding principal for this specific note series to $1,000,000,000.
Guidance, Outlook, and Risks
Management Commentary: The notes were sold pursuant to an underwriting agreement with Goldman Sachs & Co. LLC, Barclays Capital Inc., Credit Suisse Securities (USA) LLC, Regions Securities LLC, and UBS Securities LLC.
Legal Structure: The issuance was governed by an Indenture dated August 8, 2005, supplemented by the Ninth Supplemental Indenture (August 13, 2018) and the Tenth Supplemental Indenture (January 28, 2019).
Risks/Contingencies: The filing text does not explicitly detail new risks or contingencies beyond the standard obligations of the debt issuance.
Investor Verification Checklist
- Verify the total outstanding principal of the 3.800% Senior Notes due 2023 is now $1,000,000,000.
- Confirm the net proceeds after deducting offering expenses, as the reported figure is pre-expense.
- Review the Tenth Supplemental Indenture (Exhibit 4.2) for specific covenants or restrictions.
- Check the impact of this debt issuance on the Company's overall leverage ratios in subsequent quarterly filings.