Webster Financial 8-K 2009
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 14, 2009
Webster Financial Corporation
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (203) 465-4364
(Former name or former address, if changed since last report)
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:
On December 14, 15 and 16, 2009, Webster Financial Corporation (the Corporation) entered into agreements with certain holders (the Holders) of the Corporations 8.50% Series A Non-Cumulative Perpetual Convertible Preferred Stock (the Preferred Stock) pursuant to which the Holders agreed to exchange an aggregate of 27,461 shares of Preferred Stock for 1,944,486 shares of the Corporations common stock, par value $0.01 per share (Common Stock). The exchanges are expected to settle on or before December 18, 2009. The shares of Common Stock are being issued in reliance upon the exemption set forth in Section 3(a)(9) of the Securities Act of 1933, as amended, for securities exchanged by the issuer and an existing security holder where no commission or other remuneration is paid or given directly or indirectly by the issuer for soliciting the exchange. After settlement of these transactions, 28,939 shares of Preferred Stock will remain outstanding.
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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
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