Shareholders' Equity (Tables)
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12 Months Ended |
Dec. 31, 2012
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Shareholders Equity [Abstract] |
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Schedule of Dividends |
Common Stock
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Declared Quarterly Cash Dividends on Common Stock |
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Declaration Date |
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Record Date |
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Payment Date |
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Dividend Per Share |
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January 23, 2013 |
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March 1, 2013 |
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March 22, 2013 |
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$ |
0.01 |
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October 24, 2012 |
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December 7, 2012 |
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December 28, 2012 |
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0.01 |
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July 11, 2012 |
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September 7, 2012 |
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September 28, 2012 |
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0.01 |
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April 11, 2012 |
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June 1, 2012 |
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June 22, 2012 |
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0.01 |
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January 11, 2012 |
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March 2, 2012 |
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March 23, 2012 |
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0.01 |
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Schedule of Preferred Stock and Trust Preferred Securities |
The table below lists the aggregate liquidation value of each series of preferred stock exchanged in 2012 and 2011.
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Preferred Stock Exchanged |
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Preferred Shares Exchanged |
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Liquidation Value (1, 2)
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(Dollars in millions, actual shares) |
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Non-convertible |
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Series D |
260 |
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$ |
7 |
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Series E |
6,800 |
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170 |
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Series J |
1,058 |
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26 |
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Series K |
4,929 |
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123 |
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Series M |
4,958 |
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124 |
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Series 1 |
1,587 |
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47 |
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Series 2 |
7,579 |
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227 |
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Series 3 |
563 |
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17 |
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Series 4 |
5,965 |
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179 |
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Series 5 |
6,134 |
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185 |
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Series 6 |
5,612 |
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6 |
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Total non-convertible |
45,445 |
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1,111 |
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Convertible |
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Series L |
269,139 |
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269 |
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Total exchanged |
314,584 |
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$ |
1,380 |
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(1) |
Amounts shown are before third-party issuance costs. |
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(2) |
Carrying value of preferred stock exchanged was $1,379 million.
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Schedule of Stock by Class |
The table below presents a summary of perpetual preferred stock previously issued by the Corporation and outstanding at December 31, 2012.
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Preferred Stock Summary |
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(Dollars in millions, except as noted) |
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Series |
Description |
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Initial
Issuance
Date
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Total
Shares
Outstanding
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Liquidation Preference
per Share
(in dollars)
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Carrying
Value (1)
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Per Annum
Dividend Rate
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Redemption Period |
Series B (2)
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7% Cumulative Redeemable |
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June 1997 |
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7,571 |
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$ |
100 |
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$ |
1 |
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7.00 |
% |
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n/a |
Series D (3, 8)
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6.204% Non-Cumulative |
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September 2006 |
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26,174 |
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25,000 |
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654 |
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6.204 |
% |
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On or after September 14, 2011 |
Series E (3, 8)
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Floating Rate Non-Cumulative |
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November 2006 |
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12,691 |
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25,000 |
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317 |
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3-mo. LIBOR + 35 bps (6)
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On or after November 15, 2011 |
Series F (3, 8)
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Floating Rate Non-Cumulative |
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March 2012 |
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1,409 |
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100,000 |
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141 |
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3-mo. LIBOR + 40 bps (6)
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On or after March 15, 2012 |
Series G (3, 8)
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Adjustable Rate Non-Cumulative |
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March 2012 |
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4,926 |
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100,000 |
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493 |
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3-mo. LIBOR + 40 bps (6)
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On or after March 15, 2012 |
Series H (3, 8)
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8.20% Non-Cumulative |
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May 2008 |
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114,483 |
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25,000 |
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2,862 |
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8.20 |
% |
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On or after May 1, 2013 |
Series I (3, 8)
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6.625% Non-Cumulative |
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September 2007 |
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14,584 |
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25,000 |
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365 |
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6.625 |
% |
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On or after October 1, 2017 |
Series J (3, 8)
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7.25% Non-Cumulative |
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November 2007 |
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38,053 |
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25,000 |
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951 |
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7.25 |
% |
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On or after November 1, 2012 |
Series K (3, 9)
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Fixed-to-Floating Rate Non-Cumulative |
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January 2008 |
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61,773 |
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25,000 |
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1,544 |
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8.00% through 1/29/18; 3-mo. LIBOR + 363 bps thereafter |
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On or after January 30, 2018 |
Series L |
7.25% Non-Cumulative Perpetual Convertible |
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January 2008 |
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3,080,182 |
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1,000 |
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3,080 |
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7.25 |
% |
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n/a |
Series M (3, 9)
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Fixed-to-Floating Rate Non-Cumulative |
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April 2008 |
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52,399 |
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25,000 |
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1,310 |
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8.125% through 5/14/18; 3-mo. LIBOR + 364 bps thereafter |
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On or after May 15, 2018 |
Series T |
6% Cumulative |
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September 2011 |
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50,000 |
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100,000 |
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2,918 |
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6.00 |
% |
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See description in Preferred Stock in this Note |
Series 1 (3, 4)
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Floating Rate Non-Cumulative |
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November 2004 |
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3,275 |
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30,000 |
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98 |
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3-mo. LIBOR + 75 bps (5)
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On or after November 28, 2009 |
Series 2 (3, 4)
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Floating Rate Non-Cumulative |
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March 2005 |
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9,967 |
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30,000 |
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299 |
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3-mo. LIBOR + 65 bps (5)
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On or after November 28, 2009 |
Series 3 (3, 4)
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6.375% Non-Cumulative |
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November 2005 |
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21,773 |
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30,000 |
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653 |
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6.375 |
% |
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On or after November 28, 2010 |
Series 4 (3, 4)
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Floating Rate Non-Cumulative |
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November 2005 |
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7,010 |
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30,000 |
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210 |
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3-mo. LIBOR + 75 bps (6)
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On or after November 28, 2010 |
Series 5 (3, 4)
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Floating Rate Non-Cumulative |
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March 2007 |
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14,056 |
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30,000 |
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422 |
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3-mo. LIBOR + 50 bps (6)
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On or after May 21, 2012 |
Series 6 (3, 7)
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6.70% Non-Cumulative Perpetual |
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September 2007 |
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59,388 |
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1,000 |
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59 |
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6.70 |
% |
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On or after February 3, 2009 |
Series 7 (3, 7)
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6.25% Non-Cumulative Perpetual |
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September 2007 |
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16,596 |
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1,000 |
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17 |
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6.25 |
% |
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On or after March 18, 2010 |
Series 8 (3, 4)
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8.625% Non-Cumulative |
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April 2008 |
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89,100 |
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30,000 |
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2,673 |
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8.625 |
% |
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On or after May 28, 2013 |
Total |
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3,685,410 |
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$ |
19,067 |
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(1) |
Amounts shown are before third-party issuance costs and other Merrill Lynch purchase accounting related adjustments of $299 million.
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(2) |
Series B Preferred Stock does not have early redemption/call righ |
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Preferred Stock |
The table below presents a summary of perpetual preferred stock previously issued by the Corporation and outstanding at December 31, 2012.
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Preferred Stock Summary |
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(Dollars in millions, except as noted) |
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Series |
Description |
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Initial
Issuance
Date
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Total
Shares
Outstanding
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Liquidation Preference
per Share
(in dollars)
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Carrying
Value (1)
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Per Annum
Dividend Rate
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Redemption Period |
Series B (2)
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7% Cumulative Redeemable |
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June 1997 |
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7,571 |
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$ |
100 |
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$ |
1 |
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7.00 |
% |
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n/a |
Series D (3, 8)
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6.204% Non-Cumulative |
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September 2006 |
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26,174 |
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25,000 |
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654 |
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6.204 |
% |
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On or after September 14, 2011 |
Series E (3, 8)
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Floating Rate Non-Cumulative |
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November 2006 |
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12,691 |
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25,000 |
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317 |
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3-mo. LIBOR + 35 bps (6)
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On or after November 15, 2011 |
Series F (3, 8)
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Floating Rate Non-Cumulative |
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March 2012 |
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1,409 |
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100,000 |
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141 |
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3-mo. LIBOR + 40 bps (6)
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On or after March 15, 2012 |
Series G (3, 8)
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Adjustable Rate Non-Cumulative |
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March 2012 |
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4,926 |
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100,000 |
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493 |
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3-mo. LIBOR + 40 bps (6)
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On or after March 15, 2012 |
Series H (3, 8)
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8.20% Non-Cumulative |
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May 2008 |
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114,483 |
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25,000 |
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2,862 |
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8.20 |
% |
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On or after May 1, 2013 |
Series I (3, 8)
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6.625% Non-Cumulative |
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September 2007 |
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14,584 |
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25,000 |
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365 |
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6.625 |
% |
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On or after October 1, 2017 |
Series J (3, 8)
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7.25% Non-Cumulative |
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November 2007 |
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38,053 |
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25,000 |
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951 |
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7.25 |
% |
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On or after November 1, 2012 |
Series K (3, 9)
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Fixed-to-Floating Rate Non-Cumulative |
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January 2008 |
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61,773 |
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25,000 |
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1,544 |
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8.00% through 1/29/18; 3-mo. LIBOR + 363 bps thereafter |
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On or after January 30, 2018 |
Series L |
7.25% Non-Cumulative Perpetual Convertible |
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January 2008 |
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3,080,182 |
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1,000 |
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3,080 |
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7.25 |
% |
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n/a |
Series M (3, 9)
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Fixed-to-Floating Rate Non-Cumulative |
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April 2008 |
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52,399 |
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25,000 |
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1,310 |
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8.125% through 5/14/18; 3-mo. LIBOR + 364 bps thereafter |
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On or after May 15, 2018 |
Series T |
6% Cumulative |
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September 2011 |
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50,000 |
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100,000 |
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2,918 |
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6.00 |
% |
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See description in Preferred Stock in this Note |
Series 1 (3, 4)
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Floating Rate Non-Cumulative |
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November 2004 |
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3,275 |
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30,000 |
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98 |
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3-mo. LIBOR + 75 bps (5)
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On or after November 28, 2009 |
Series 2 (3, 4)
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Floating Rate Non-Cumulative |
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March 2005 |
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9,967 |
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30,000 |
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299 |
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3-mo. LIBOR + 65 bps (5)
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On or after November 28, 2009 |
Series 3 (3, 4)
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6.375% Non-Cumulative |
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November 2005 |
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21,773 |
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30,000 |
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653 |
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6.375 |
% |
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On or after November 28, 2010 |
Series 4 (3, 4)
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Floating Rate Non-Cumulative |
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November 2005 |
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7,010 |
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30,000 |
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210 |
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3-mo. LIBOR + 75 bps (6)
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On or after November 28, 2010 |
Series 5 (3, 4)
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Floating Rate Non-Cumulative |
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March 2007 |
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14,056 |
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30,000 |
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422 |
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3-mo. LIBOR + 50 bps (6)
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On or after May 21, 2012 |
Series 6 (3, 7)
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6.70% Non-Cumulative Perpetual |
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September 2007 |
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59,388 |
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1,000 |
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59 |
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6.70 |
% |
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On or after February 3, 2009 |
Series 7 (3, 7)
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6.25% Non-Cumulative Perpetual |
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September 2007 |
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16,596 |
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1,000 |
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17 |
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6.25 |
% |
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On or after March 18, 2010 |
Series 8 (3, 4)
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8.625% Non-Cumulative |
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April 2008 |
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89,100 |
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30,000 |
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2,673 |
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8.625 |
% |
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On or after May 28, 2013 |
Total |
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3,685,410 |
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$ |
19,067 |
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(1) |
Amounts shown are before third-party issuance costs and other Merrill Lynch purchase accounting related adjustments of $299 million.
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(2) |
Series B Preferred Stock does not have early redemption/call rights. |
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(3) |
The Corporation may redeem series of preferred stock on or after the redemption date, in whole or in part, at its option, at the liquidation preference plus declared and unpaid dividends. |
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(4) |
Ownership is held in the form of depositary shares, each representing a 1/1,200th interest in a share of preferred stock, paying a quarterly cash dividend, if and when declared. |
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(5) |
Subject to 3.00% minimum rate per annum.
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(6) |
Subject to 4.00% minimum rate per annum.
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(7) |
Ownership is held in the form of depositary shares, each representing a 1/40th interest in a share of preferred stock, paying a quarterly cash dividend, if and when declared. |
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(8) |
Ownership is held in the form of depositary shares, each representing a 1/1,000th interest in a share of preferred stock, paying a quarterly cash dividend, if and when declared. |
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(9) |
Ownership is held in the form of depositary shares, each representing a 1/25th interest in a share of preferred stock, paying a semi-annual cash dividend, if and when declared, until the redemption date adjusts to a quarterly cash dividend, if and when declared, thereafter. |
n/a = not applicable
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