Jefferies shareholders approve Amended and Restated Certificate of Incorporation
Jefferies Financial Group, Inc. (NYSE:JEF) announces that its shareholders overwhelmingly approved its Amended and Restated Certificate of Incorporation, which authorizes a new class of non-voting common stock, $1.00 par value per share. The proposal at the special meeting received 98.1% of votes cast in favor.
As part of Jefferies’ strategic alliance with Sumitomo Mitsui Banking Corporation (SMBC) and certain of its affiliates (collectively, “SMBC Group”), SMBC plans, subject to applicable regulatory approvals, to raise its economic ownership in Jefferies to up to 15% on an as-converted and fully diluted basis. That increased economic ownership will come from direct and indirect open-market purchases of Jefferies’ voting common stock that will, in part, be exchanged for Jefferies’ Series B non-voting convertible preferred shares, which are mandatorily convertible into the Non-Voting Common Shares three years after the date of the initial exchange.
Rich Handler, Jefferies’ CEO, and Brian Friedman, its President, stated:
“We want to thank our shareholders for approving this next important step toward building Jefferies’ and SMBC Group’s strategic alliance to help strengthen and advance the corporate and investment banking businesses of both firms. We are all excited about the future potential of our partnership.”