BB&T 2009 Annual Report Download - page 125

BB&T CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
In July 2003, Coastal Financial Capital Trust I (“Coastal I”) issued $15 million of floating rate Capital
Securities. Coastal I, a statutory business trust created under the laws of the State of Delaware, was formed by
Coastal for the purpose of issuing the Capital Securities and investing the proceeds thereof in floating rate Junior
Subordinated Debentures issued by Coastal. Coastal, which merged into BB&T on May 1, 2007, entered into
agreements which, taken collectively, fully, irrevocably and unconditionally guarantee, on a subordinated basis,
all of Coastal I’s obligations under the Capital Securities. Coastal I’s sole asset is the Junior Subordinated
Debentures issued by Coastal and assumed by BB&T, which mature July 3, 2033, but are subject to early
mandatory redemption in whole under certain limited circumstances and are callable in whole or in part anytime
after July 3, 2008. The Capital Securities of Coastal I, are subject to mandatory redemption in whole on July 3,
2033, or such earlier date in the event the Junior Subordinated Debentures are redeemed by BB&T pursuant to
one of the prescribed limited circumstances or pursuant to the call provisions.
In December 2003, First Citizens Bancorp Statutory Trust I (“FCBT I”) issued $10 million of floating rate
Capital Securities. FCBT I, a statutory business trust created under the laws of the State of Connecticut, was
formed by First Citizens Bancorp, (“FCB”) for the purpose of issuing the Capital Securities and investing the
proceeds thereof in floating rate Junior Subordinated Debentures issued by FCB. FCB, which merged into BB&T
on August 1, 2006, entered into agreements which, taken collectively, fully, irrevocably and unconditionally
guarantee, on a subordinated basis, all of FCBT I’s obligations under the Capital Securities. FCBT I’s sole asset
is the Junior Subordinated Debentures issued by FCB and assumed by BB&T, which mature December 17, 2033,
but are subject to early mandatory redemption in whole under certain limited circumstances and are callable in
whole or in part anytime after December 17, 2008. The Capital Securities of FCBT I are subject to mandatory
redemption in whole on December 17, 2033, or such earlier date in the event the Junior Subordinated Debentures
are redeemed by BB&T pursuant to one of the prescribed limited circumstances or pursuant to the call
provisions.
In June 2005, First Citizens Bancorp Statutory Trust II (“FCBT II”) issued $7 million of floating rate Capital
Securities. FCBT II, a statutory business trust created under the laws of the State of Delaware, was formed by
FCB for the purpose of issuing the Capital Securities and investing the proceeds thereof in floating rate Junior
Subordinated Debentures issued by FCB. FCB, which merged into BB&T on August 1, 2006, entered into
agreements which, taken collectively, fully, irrevocably and unconditionally guarantee, on a subordinated basis,
all of FCBT II’s obligations under the Capital Securities. FCBT II’s sole asset is the Junior Subordinated
Debentures issued by FCB and assumed by BB&T, which mature June 15, 2035, but are subject to early
mandatory redemption in whole under certain limited circumstances and are callable in whole or in part anytime
after June 15, 2010. The Capital Securities of FCBT II are subject to mandatory redemption in whole on June 15,
2035, or such earlier date in the event the Junior Subordinated Debentures are redeemed by BB&T pursuant to
one of the prescribed limited circumstances or pursuant to the call provisions.
NOTE 11. Shareholders’ Equity
Common Stock
The authorized common stock of BB&T consists of one billion shares with a $5 par value. There were
690 million and 559 million common shares issued and outstanding at December 31, 2009 and 2008, respectively.
Preferred Stock
The authorized preferred stock of BB&T consists of five million shares. At December 31, 2009, there were no
preferred shares outstanding. At December 31, 2008, 3,133.64 shares of preferred stock were issued and
outstanding, with a $1,000,000 per share liquidation preference. The shares were issued in connection with the
U.S. Treasury Troubled Asset Relief Program’s Capital Purchase Program. During the second quarter of 2009,
BB&T repurchased all outstanding preferred shares issued to the U.S. Treasury in 2008.
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