UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 23, 2013
JPMORGAN CHASE & CO.
(Exact Name of Registrant as Specified in Charter)
DELAWARE
(State or Other Jurisdiction
of Incorporation)
| | |
| 001-05805 | | 13-2624428 |
(Commission File Number) | | (IRS Employer Identification No.) |
| |
270 Park Avenue, New York, NY | | 10017 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code:
(212) 270-6000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events
On October 23, 2013, the Company closed a public offering of an additional $500,000,000 aggregate principal amount of its 5.625% Subordinated Notes due 2043 (the “Subordinated Notes”). The additional Subordinated Notes have the same terms as, and are fungible with, the 5.625% Subordinated Notes due 2043 previously issued on August 21, 2013, but were offered at a different offering price. After giving effect to the closing, the total aggregate amount of Subordinated Notes issued of this series is $1,250,000,000. The additional Subordinated Notes were registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (File No. 333-191692). In connection with this offering, the legal opinion as to the legality of the additional Subordinated Notes is being filed as Exhibit 5.1 to this report.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| | |
| |
| 5.1 | | Opinion of Simpson Thacher & Bartlett LLP as to the legality of the additional $500,000,000 aggregate principal amount of the 5.625% Subordinated Notes due 2043 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | |
| JPMORGAN CHASE & CO. |
| (Registrant) |
| |
| By: | | /s/ Anthony J. Horan |
| Name: | | Anthony J. Horan |
| Title: | | Corporate Secretary |
Dated: October 23, 2013
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EXHIBIT INDEX
| | |
Exhibit
Number | | Description |
| |
| 5.1 | | Opinion of Simpson Thacher & Bartlett LLP as to the legality of the additional $500,000,000 aggregate principal amount of the 5.625% Subordinated Notes due 2043 |
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