Sumitomo Mitsui Financial Group, Inc.

 

Notice regarding Pricing of Non-Dilutive Non-Cumulative Perpetual Preferred ブックメーカー凱旋門

 

TOKYO, October 7, 2009 --- Sumitomo Mitsui Financial Group, Inc. (SMFG, President: Teisuke Kitayama) hereby announces that it has decided to issue additional series of non-dilutive non-cumulative perpetual preferred ブックメーカー凱旋門 (the “Preferred ブックメーカー凱旋門”) and that it has determined the following conditions of the Preferred ブックメーカー凱旋門 with regard to the issuance of non-dilutive non-cumulative perpetual preferred ブックメーカー凱旋門 by its overseas special purpose subsidiary announced in the “Notice regarding Establishment of Overseas Special Purpose Subsidiary and Issuance of Non-Dilutive Non-Cumulative Perpetual Preferred ブックメーカー凱旋門” dated August 24, 2009.

As a result of the issuance of the Preferred ブックメーカー凱旋門 (the total amount of which is JPY 45 billion), the total issue amount of the preferred ブックメーカー凱旋門 issued by the relevant subsidiary will be JPY 388 billion, combined with the total issue amount of the preferred ブックメーカー凱旋門 (JPY 343 billion), the conditions of which were announced in the “Notice regarding Pricing of Non-Dilutive Non-Cumulative Perpetual Preferred ブックメーカー凱旋門” dated September 16, 2009.

SMFG has no plans for any further issuance of preferred ブックメーカー凱旋門 by the relevant subsidiary in the future.

PARTICULARS

 

Issuers	SMFG Preferred Capital JPY 3 Limited
	The issuer is an overseas special purpose subsidiary established in the Cayman Islands, the voting rights of which are wholly owned by SMFG
Type of Security	Japanese yen denominated Non-Cumulative Perpetual Preferred ブックメーカー凱旋門 (Series D)
	The Preferred ブックメーカー凱旋門 are not convertible into common stock of SMFG
Total Issue Amount	JPY 45 billion
Dividend Rate	3.94% per annum (Fixed rate until January 2015) Floating rate after January 2015 (non step-up)
Issue Price	JPY 100 million per Preferred Security
Use of Proceeds	To be ultimately applied to strengthen the capital base of Sumitomo Mitsui Banking Corporation, a banking subsidiary of SMFG
Ranking	The Preferred ブックメーカー凱旋門 rank, as to liquidation preferences, effectively pari passu with preferred stock of SMFG
Method of Offering	Private placement to qualified institutional investors, etc. in Japan
Listing	Unlisted
Scheduled Issue Date	October15, 2009

Note: The above description is prepared on the assumptions that SMFG performs necessary filings and obtains the approval, required under the relevant laws.

 

(Reference)

The conditions of the non-dilutive non-cumulative perpetual preferred ブックメーカー凱旋門 which were announced in the “Notice regarding Establishment of Overseas Special Purpose Subsidiary and Issuance of Non-Dilutive Non-Cumulative Perpetual Preferred ブックメーカー凱旋門” dated September 16, 2009, are as follows:

 

Issuers	SMFG Preferred Capital JPY 3 Limited
	The issuer is an overseas special purpose subsidiary established in the Cayman Islands, the voting rights of which are wholly owned by SMFG
Type of Security	Japanese yen denominated Non-Cumulative Perpetual Preferred ブックメーカー凱旋門 (Series A)	Japanese yen denominated Non-Cumulative Perpetual Preferred ブックメーカー凱旋門 (Series B)	Japanese yen denominated Non-Cumulative Perpetual Preferred ブックメーカー凱旋門 (Series C)
	The Preferred ブックメーカー凱旋門 are not convertible into common stock of SMFG
Total Issue Amount	JPY 99.0 billion	JPY 164.5 billion	JPY 79.5 billion
Dividend Rate	4.06% per annum (Fixed rate until January 2020) Floating rate after January 2020 (with step-up)	4.56% per annum (Fixed rate until January 2020) Floating rate after January 2020 (non step-up)	3.98% per annum (Fixed rate until January 2015) Floating rate after January 2015 (non step-up)
Issue Price	JPY 100 million per Preferred Security
Use of Proceeds	To be ultimately applied to strengthen the capital base of Sumitomo Mitsui Banking Corporation, a banking subsidiary of SMFG
Ranking	The Preferred ブックメーカー凱旋門 rank, as to liquidation preferences, effectively pari passu with preferred stock of SMFG
Method of Offering	Private placement to qualified institutional investors, etc. in Japan
Listing	Unlisted
Issue Date	September28, 2009

Note: The “Preferred ブックメーカー凱旋門” referred to in the above chart means the non-dilutive non-cumulative perpetual preferred ブックメーカー凱旋門 conditions of which were announced in the “Notice regarding Establishment of Overseas Special Purpose Subsidiary and Issuance of Non-Dilutive Non-Cumulative Perpetual Preferred ブックメーカー凱旋門” dated September 16, 2009.

 

 

Disclaimer:

This document is prepared for the purpose of public disclosure about issuance of the Preferred ブックメーカー凱旋門 by SMFG and does not constitute a solicitation of an offer for purchase of any ブックメーカー凱旋門 in and outside of Japan. This document is not an offer to sell or a solicitation of any offer to buy the Preferred ブックメーカー凱旋門 in the United States. The Preferred ブックメーカー凱旋門 set forth above have not been and will not be registered under the United States ブックメーカー凱旋門 Act of 1933 (the “Act”) and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements under the Act.