Synovus Financial Corp. (NYSE: SNV) announced today the
expiration and final results of its previously announced cash
tender offer (the “Tender Offer”) to purchase up to $150 million in
aggregate principal amount of its outstanding 5.900% Fixed-to-Fixed
Rate Subordinated Notes due Feb. 7, 2029 (the “2029 notes”).
On Nov. 17, 2023, Synovus purchased $82,382,000 aggregate
principal amount of the 2029 notes had been validly tendered and
not validly withdrawn as of 5 p.m., New York City time, on Nov. 15,
2023 (the “Early Tender Time”). An additional $1,015,000 aggregate
principal amount of the 2029 notes have been validly tendered and
not validly withdrawn after the early tender time and prior to 5
p.m., New York City time, on Dec. 1, 2023 (the “Expiration Time”).
These additional notes are being accepted by Synovus for purchase
without proration. Synovus expects the final settlement date to
occur on Dec. 5, 2023 for these additional notes.
Holders of 2029 notes validly tendered at or prior to the
Expiration Time, not validly withdrawn and accepted for purchase in
accordance with the terms of the Tender Offer are receiving, for
each $1,000 principal amount of such 2029 notes, the “Total
Consideration” of $935, which includes an “Early Tender Payment” of
$30. In addition to the Total Consideration, such holders are also
receiving, in respect of such 2029 notes, accrued and unpaid
interest from the last interest payment date to, but not including,
the final settlement date.
The Tender Offer expired at the Expiration Time.
Morgan Stanley & Co. LLC served as dealer manager (the
“Dealer Manager”) for the Tender Offer.
Questions regarding the Tender Offer may be directed to the
Dealer Manager at 800-624-1808 (toll-free) or 212-761-1057
(collect). Copies of the Offer to Purchase may be obtained upon
request by contacting the tender agent and information agent for
the Tender Offer (the “Tender Agent” and “Information Agent”) for
the Tender Offer, D.F. King & Co., Inc., 48 Wall Street, 22nd
Floor, New York, New York 10005; banks and brokers call collect
212-269-5550, all others call toll-free 800-967-7635, or via email
at synovus@dfking.com.
This news release shall not be construed as an offer to purchase
or a solicitation of an offer to purchase any of the 2029 notes or
any other securities. The Tender Offer is not being made in any
jurisdiction in which the making or acceptance thereof would not be
in compliance with the securities, blue sky or other laws of such
jurisdiction. None of Synovus, the Dealer Manager, the Tender and
Information Agent or any of their respective affiliates makes any
recommendation as to whether holders of the 2029 notes should
tender their 2029 notes pursuant to the Tender Offer. Holders must
make their own decision as to whether to tender their 2029 notes
and, if so, the principal amount of the 2029 notes to tender.
About Synovus
Synovus Financial Corp. is a financial services company based in
Columbus, Georgia, with approximately $59 billion in assets.
Synovus provides commercial and consumer banking and a full suite
of specialized products and services, including private banking,
treasury management, wealth management, mortgage services, premium
finance, asset-based lending, structured lending, capital markets
and international banking. Synovus has branches in Georgia,
Alabama, South Carolina, Florida and Tennessee. Synovus is a Great
Place to Work-Certified Company and is on the web at synovus.com
and on X, formerly known as Twitter, Facebook, LinkedIn and
Instagram.
Forward-Looking Statements
This press release and certain of our other filings with the
Securities and Exchange Commission contain statements that
constitute “forward-looking statements” within the meaning of, and
subject to the protections of, Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. All statements other than statements of
historical fact are forward-looking statements. You can identify
these forward-looking statements through Synovus’ use of words such
as “believes,” “anticipates,” “expects,” “may,” “will,” “assumes,”
“should,” “predicts,” “could,” “would,” “intends,” “targets,”
“estimates,” “projects,” “plans,” “potential” and other similar
words and expressions of the future or otherwise regarding the
outlook for Synovus’ future business and financial performance
and/or the performance of the banking industry and economy in
general. Prospective investors are cautioned that any such
forward-looking statements are not guarantees of future performance
and involve known and unknown risks and uncertainties which may
cause the actual results, performance or achievements of Synovus to
be materially different from the future results, performance or
achievements expressed or implied by such forward-looking
statements. Forward-looking statements are based on the information
known to, and current beliefs and expectations of, Synovus’
management and are subject to significant risks and uncertainties.
Actual results may differ materially from those contemplated by
such forward-looking statements. A number of factors could cause
actual results to differ materially from those contemplated by the
forward-looking statements in this press release and certain of our
other filings with the Securities and Exchange Commission. Many of
these factors are beyond Synovus’ ability to control or
predict.
These forward-looking statements are based upon information
presently known to Synovus’ management and are inherently
subjective, uncertain and subject to change due to any number of
risks and uncertainties, including, without limitation, the risks
and other factors set forth in the Offer to Purchase, under the
caption “Forward-Looking Statements”, and Synovus’ filings with the
Securities and Exchange Commission, including its Annual Report on
Form 10-K for the year ended December 31, 2022, under the captions
“Cautionary Notice Regarding Forward-Looking Statements” and “Risk
Factors” and in Synovus’ quarterly reports on Form 10-Q and current
reports on Form 8-K. We believe these forward-looking statements
are reasonable; however, undue reliance should not be placed on any
forward-looking statements, which are based on current expectations
and speak only as of the date that they are made. We do not assume
any obligation to update any forward-looking statements as a result
of new information, future developments or otherwise, except as
otherwise may be required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20231204002536/en/
Audria Belton Media Relations media@synovus.com
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