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| BBT > SEC Filings for BBT > Form 8-K on 28-Jul-2009 | All Recent SEC Filings |
28-Jul-2009
Other Events, Financial Statements and Exhibits
BB&T Corporation, a North Carolina corporation (the "Company"), and BB&T Capital Trust VI, a statutory trust formed under the laws of the State of Delaware (the "Trust"), closed on July 28, 2009, the public offering of $500,000,000 aggregate principal amount of the Trust's Enhanced Trust Preferred Securities (the "Capital Securities"), representing preferred beneficial interests in the Trust, pursuant to an Underwriting Agreement dated July 21, 2009, between the Company, the Trust and Banc of America Securities LLC and Morgan Stanley & Co. Incorporated, each as representative of the underwriters named in Schedule II thereto (collectively, the "Underwriters"). On July 23, 2009, the Underwriters exercised their option (the "Option") to purchase an additional $75,000,000 aggregate principal amount of the Capital Securities to cover over-allotments. The net proceeds of the offering, after underwriting commissions and discounts and estimated expenses payable by us and after giving effect to the Option, will be $557,486,875.
Pursuant to a Guarantee Agreement, dated as of July 28, 2009, by and between the Company and U.S. Bank National Association, as guarantee trustee, the Company has guaranteed payment of distributions or amounts payable on redemption or liquidation of the Capital Securities to the extent that the Trust has funds available to make such payments (the "Guarantee"). The Company will not cover payments when the Trust does not have sufficient funds to make payments on the Capital Securities.
The proceeds from the sale of the Capital Securities, together with the proceeds from the sale by the Trust of its common securities, were invested by the Trust in the Company's Junior Subordinated Debentures, initially due August 1, 2064 (the "Junior Subordinated Debentures"), issued pursuant to the Junior Subordinated Indenture dated as of August 18, 2005, as supplemented by a First Supplemental Indenture dated as of August 18, 2005, as further supplemented by a Second Supplemental Indenture dated as of June 7, 2006, as further supplemented by a Third Supplemental Indenture dated as of June 12, 2007, as further supplemented by a Fourth Supplemental Indenture dated as of September 10, 2008, and as further supplemented by a Fifth Supplemental Indenture dated as of July 28, 2009, between the Company and U.S. Bank National Association, as trustee. The Capital Securities, the Junior Subordinated Debentures and the Guarantee have been registered under the Securities Act of 1933, as amended, by a shelf registration statement on Form S-3 (File Nos. 333-152543, 333-152543-01, 333-152543-02, 333-152543-03 and 333-152543-04) (the "Registration Statement").
This report is also being filed for the purpose of filing as exhibits the documents listed in Item 9.01 below, which are hereby incorporated by reference into the Registration Statement.
(d) Exhibits.
Exhibit No. Description of Exhibit
1.1 Underwriting Agreement, dated July 21, 2009, by and between BB&T
Corporation, BB&T Capital Trust VI and Banc of America Securities
LLC and Morgan Stanley & Co. Incorporated, each as representative
of the underwriters named therein.
4.1 Fifth Supplemental Indenture, dated as of July 28, 2009, by and
between BB&T Corporation and U.S. Bank National Association, as
Trustee, under the Junior Subordinated Indenture, dated as of
August 18, 2005, by and between BB&T Corporation and U.S. Bank
National Association, as Trustee.
4.2 Amended and Restated Trust Agreement, dated as of July 28, 2009,
by and among BB&T Corporation, as Depositor, U.S. Bank National
Association, as Property Trustee, Wilmington Trust Company, as
Delaware Trustee, Frances B. Jones and Christopher L. Henson, as
Administrative Trustees, and the several Holders of the Capital
Securities.
4.3 Guarantee Agreement, dated as of July 28, 2009, by and between
BB&T Corporation, as Guarantor, and U.S. Bank National
Association, as Guarantee Trustee.
8.1 Tax Opinion of Squire, Sanders & Dempsey L.L.P.
23.1 Consent of Squire, Sanders & Dempsey L.L.P. (included on Exhibit
8.1).
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