This page includes Regulatory news filings supplied by issuers listed on the BSX. Please note the BSX is not responsible for the content, accuracy or completeness of announcements filed by issuers and disclaims all liability for any loss arising from reliance on information contained within issuer announcements.
BUTTERFIELD TO HOLD SPECIAL GENERAL MEETING
Hamilton, Bermuda – August 4, 2016 –In a filing with the Bermuda Stock Exchange, the Bank of N.T. Butterfield & Son Limited (the “Bank”; Ticker: NTB.BH) announced today that it will hold a Special General Meeting of shareholders at which two proposals being put forth by Butterfield in contemplation of a New York Stock Exchange (“NYSE”) listing of the Bank’s voting ordinary shares will be voted upon. The full filing stated:
Hamilton, Bermuda—4 August 2016: The Bank of N.T. Butterfield & Son Limited (“Butterfield” or the “Bank”) today announced that it will hold a Special General Meeting of shareholders at which two proposals being put forth by Butterfield in contemplation of a New York Stock Exchange (“NYSE”) listing of the Bank’s voting ordinary shares will be voted upon.
The first proposal calls for a ten-for-one “reverse share split” through which existing shareholders will receive one share for every ten shares currently held. The proposed reverse share split would enable Butterfield to meet NYSE listing rules that require listed securities to have an initial trading price of at least US$4.00 per share.
The second proposal calls for amendments to the Bank’s Bye-laws that will, among other things, address changes in the Companies Act 1981
The Special General Meeting of shareholders will be held at 4:00 p.m. on Tuesday, 30 August 2016 at the Hamilton Princess and Beach Club, 76 Pitts Bay Road, Pembroke HM 08, Bermuda.
A Notice of Special General Meeting containing complete details of the proposed reverse share split and Bye-law amendments, as well as proxy documents, will be mailed directly to ordinary shareholders of record as at 25 July 2016.
***
A registration statement relating to the initial public offering has been filed with the SEC but has not yet become effective. The securities referenced in the registration statement may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This communication shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to their registration or qualification under the securities laws of any such state or jurisdiction.
Forward-Looking Statements
This news release contains forward-looking statements, including with respect to the proposed initial public offering. Forward-looking statements may generally be identified by the use of words such as "anticipate," "believe," "expect," "intend," "plan," and "will" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. As a result, actual events may differ materially from those expressed in or suggested by the forward-looking statements. Any forward-looking statement made by Butterfield in this news release speaks only as of the date hereof. New risks and uncertainties come up from time to time, and it is impossible for Butterfield to predict these events or how they may affect it. Butterfield does not intend to update any forward-looking statements after the date hereof, except as required by law.
About Butterfield:
Butterfield is Bermuda’s first and largest independent bank, and a specialist provider of international financial services. The Butterfield Group offers a full range of community banking services in Bermuda and the Cayman Islands, encompassing retail and corporate banking and treasury activities. Butterfield also provides various property lending, private banking, asset management and personal trust services from its headquarters in Bermuda and subsidiary offices in the Cayman Islands, Guernsey and the United Kingdom. In Switzerland and The Bahamas, Butterfield provides personal trust and company services.
Media Relations Contact:
Mark Johnson
Vice President, Group Head of Communications
The Bank of N.T. Butterfield & Son Limited
Phone: (441) 299 1624
Cellular: (441) 524 1025
Fax: (441) 295 3878
E-mail: mark.johnson@butterfieldgroup.com