Issuer of ITS:
|
USB Capital IX | |
Issuer of Preferred Stock
Under Stock Purchase
Contract Agreement and
Junior Subordinated Notes
and Guarantor of ITS:
|
U.S. Bancorp | |
Size:
|
1,250,000 Normal ITS, liquidation amount $1,000 per security and $1,250,000,000 in the aggregate. The 1,250,000 Normal ITS, together with the $1,000,000 of Trust Common Securities to be purchased by U.S. Bancorp, correspond to: |
| • | 12,510 Stock Purchase Contracts, stated amount $100,000 per Stock Purchase Contract and $1,251,000,000 in the aggregate (obligating the Trust to purchase on the Stock Purchase Date 12,510 shares of Preferred Stock with an aggregate liquidation preference of $1,251,000,000), and | ||
| • | $1,251,000,000 initial principal amount of Junior Subordinated Notes. |
Distributions on ITS:
|
Normal ITS: Payable on each Regular Distribution Date: |
| • | from March 17, 2006 through the later of April 15, 2011 and the Stock Purchase Date, accruing at a rate equal to 6.189% per annum for each Distribution Period ending prior to such date, and thereafter accruing at an annual rate equal to the greater of (i) Three-Month LIBOR for such Distribution Period plus 1.02% and (ii) 3.50%; and |
| • | on a cumulative basis for each Regular Distribution Date to and including the Stock Purchase Date and on a non-cumulative basis thereafter. |
| Stripped ITS: Payable on each Regular Distribution Date on or prior to the Stock Purchase Date: |
| • | at the rate of 0.65% per annum, accruing for each Stripped ITS from the Regular Distribution Date immediately preceding its issuance; and |
| • | on a cumulative basis. |
| Capital ITS: Payable on each Capital ITS Distribution Date prior to the Stock Purchase Date at the rate of 5.539% per annum, accruing for each Capital ITS from the Capital ITS Distribution Date immediately preceding its issuance. |
Interest Rate on Junior
Subordinated Notes to the
Remarketing Settlement
Date:
|
5.539% per annum, accruing from March 17, 2006. | |
Reset Caps on Remarketing
of Junior Subordinated
Notes:
|
The Fixed Rate Reset Cap will be the prevailing market yield, as determined by the Remarketing Agent, of the benchmark U.S. treasury security having a remaining maturity that most closely corresponds to the period from such date until the earliest date on which the Junior Subordinated Notes may be redeemed at U.S. Bancorp’s option in the event of a successful Remarketing, plus 350 basis points, or 3.50% per annum, and the Floating Rate Reset Cap, which the Reset Spread may not exceed, will be 302 basis points, or 3.02% per annum. | |
Contract Payment Rate:
|
0.65% per annum, accruing from March 17, 2006. | |
Dividend Rate on the Preferred Stock: |
To but not including the Dividend Payment Date in April 2011, a rate per annum equal to 6.189% per annum. | |
| Thereafter for each related Dividend Period, a rate per annum equal to the greater of (x) Three-Month LIBOR for the related Dividend Period plus 1.02% and (y) 3.50%. | ||
Interest Rate on U.S.
Bank National Association
Deposit Pledged to Secure
Stock Purchase Contracts
Between Remarketing
Settlement Date and Stock
Purchase Date:
|
5.32% per annum. |
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Offering Price, Proceeds
Before Expenses and
Commissions to the
Underwriters:
|
Initial Public Offering Price: $1,000 per Normal ITS, $1,250,000,000 in the aggregate. | |
| Proceeds Before Expenses to U.S. Bancorp: $1,000 per Normal ITS, $1,250,000,000 in the aggregate. | ||
| Commissions to the Underwriters: $10.00 per Normal ITS, $12,500,000 in the aggregate. | ||
Selected Dealer Allowance:
|
Not applicable. | |
Trade Date:
|
March 14, 2006. | |
Settlement Date:
|
March 17, 2006. | |
U.S. Bancorp’s Estimated
Total Out-of-Pocket
Expenses, Excluding
Underwriting Commissions:
|
$888,607. | |
Expected Net Proceeds to
U.S. Bancorp from the
Offering, after Expenses
and Underwriting
Commissions:
|
$1,236,611,393. |
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