No. of Recommendations: 7
Comerica has declared the passage of the Dodd-Frank Act as a "capital treatment event" under the terms of their 6.576% TrUPs securities. Here an article from Reuters http://www.bloomberg.com/news/2010-09-07/comerica-s-plan-to-... that says

Instead, Comerica has become the first bank to use passage of the financial overhaul as a reason to declare a “capital treatment event,” according to Chip MacDonald, a partner at law firm Jones Day in Atlanta. Terms of the TruPS say the lender has 90 days after a change or “announced proposed change” in capital rules to call the securities at 100 cents on the dollar, McDonald said, citing a Feb. 21, 2007, filing by Comerica.

At least one investor in preferred securities (but who doesn't own this particular trust) thinks that the call is being made too soon and that they should not be called until the Act becomes effective in 2012:

Investors including Phil Jacoby, senior portfolio manager at Spectrum Asset Management, say Comerica may have acted too soon.

“The company cannot arbitrarily choose when the 90-day clock starts,” said Jacoby, who oversees more than $10 billion of preferred securities and doesn’t own the Comerica TruPS. “This has material implications on the broad market.”

The period should start in 2012, when the banks are closer to having to discount TruPS as capital, or in May when the measure was first proposed in the U.S. Senate’s version of the bill, he said. Comerica saves about $33 million in interest through 2012 by calling the TruPS, according to Jacoby.


The article also indicates that there were attempts to get commentary from other banks about their intentions for trust preferreds.

Mary Eshet, a spokeswoman for Wells Fargo, JPMorgan spokeswoman Jennifer Zuccarelli, Jon Diat of Citigroup and Bank of America Corp.’s Scott Silvestri declined to comment. Bank of America, based in Charlotte, North Carolina, is the biggest U.S. lender.

MacDonald, who said he’s written the language for many security indentures, said there may be as many as six or seven different dates that could serve as trigger events, depending on how each banks’ indentures are written and the interpretation of management and regulators.

Capital One Financial Corp. Chief Financial Officer Gary Perlin said the McLean, Virginia-based bank and credit-card company will wait for more clarity on the coming regulations before it decides to redeem any of its $3.5 billion in TruPS. A decision will come “at or near the beginning of the phase-in period,” Perlin said July 22 on the company’s second-quarter earnings call.


Here is the press release from Comerica http://www.comerica.com/vgn-ext-templating/v/index.jsp?vgnex... with commentary from the CEO:

"The recently signed Dodd-Frank Act changes the treatment of this type of security, so it is no longer an effective form of equity capital for us," said Ralph W. Babb Jr., chairman and chief executive officer. "Our strong capital and liquidity positions have enabled us to secure requisite regulatory approvals. Elimination of these higher-cost securities will result in significant interest savings for us."

AJ
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