The Offering 2023

The Offering 2023

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The Offering is a 2023 American horror-thriller film directed by Oliver Park and with a screenplay by Hank Hoffman from a story by Hoffman and Jonathan Yunger, based on the Jewish folktale of Abyzou. It stars Nick Blood, Emily Wiseman, Allan Corduner, Paul Kaye, Daniel Ben Zenou and Jodie Jacobs.

SANTA CLARA, Calif., March 8, 2023 /PRNewswire/ -- SVB Financial Group (\"SVB\") (NASDAQ: SIVB), announced today that it intends to offer $1.25 billion of its common stock and $500 million of depositary shares, consisting of 10 million depositary shares each representing a 1/20th interest in a share of its Series F Mandatory Convertible Preferred Stock (\"Preferred Stock\"), liquidation preference $1,000 per share (equivalent to a liquidation preference of $50 per depositary share), in separate underwritten registered public offerings. In addition, prior to commencing the offerings, SVB entered into a subscription agreement with General Atlantic, a leading global growth equity investor, to purchase $500 million of common stock at the public offering price in the offering of common stock in a separate private transaction. The subscription agreement with General Atlantic is contingent on the closing of the offering of common stock and is expected to close shortly thereafter. SVB also intends to grant (i) the underwriters in the common stock offering an option to purchase up to an additional $187.5 million of common stock and (ii) the underwriters in the Preferred Stock offering an over-allotment option to purchase up to an additional $75 million, or 1.5 million depositary shares in the Preferred Stock offering. SVB intends to use the net proceeds from the offerings for general corporate purposes. The consummation of each offering is not contingent upon the consummation of the other offering.

Additionally, earlier today, SVB completed the sale of substantially of its available for sale securities portfolio. SVB sold approximately $21 billion of securities, which will result in an after tax loss of approximately $1.8 billion in the first quarter of 2023.

Each offering is being made pursuant to an effective shelf registration statement, including a prospectus and a separate prospectus supplement, filed by SVB with the U.S. Securities and Exchange Commission (\"SEC\"). Investors should read the prospectus in that registration statement, the applicable prospectus supplement and other documents SVB has filed with the SEC for more complete information about SVB and the relevant offering before investing. These documents may be obtained for free by visiting the SEC website at www.sec.gov. Alternatively, for each offering, SVB, any underwriter or any dealer participating in the offering will arrange to send you the prospectus contained in the registration statement, together with the applicable prospectus supplement, if you request it by contacting Goldman Sachs & Co. LLC at 200 West Street, New York, NY 10282, Attention: Prospectus Department, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing prospectus-ny@ny.email.gs.com. This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

SVB Financial Group (SVB) (Nasdaq: SIVB) is the holding company for all business units and groups. 2023 SVB Financial Group. All rights reserved. SVB, SVB FINANCIAL GROUP, SILICON VALLEY BANK, SVB SECURITIES, SVB PRIVATE, SVB CAPITAL and the chevron device are trademarks of SVB Financial Group, used under license. Silicon Valley Bank is a member of the FDIC and the Federal Reserve System. Silicon Valley Bank is the California bank subsidiary of SVB Financial Group. [SIVB-F]

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond SVB Financial Group's control. Forward-looking statements are statements that are not historical facts and generally can be identified by the use of such words as \"becoming,\" \"may,\" \"will,\" \"should,\" \"could,\" \"would,\" \"predict,\" \"potential,\" \"continue,\" \"anticipate,\" \"believe,\" \"estimate,\" \"seek,\" \"expect,\" \"plan,\" \"intend,\" the negative of such words or comparable terminology. Although SVB Financial Group believes that the expectations reflected in SVB Financial Group's forward-looking statements are reasonable, SVB Financial Group has based these expectations on its current beliefs as well as its assumptions, and such expectations may not prove to be correct. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside SVB Financial Group's control. Forward-looking statements related to the offerings and SVB Financial Group's actual results of operations and financial performance could differ significantly from those expressed in or implied by SVB Financial Group forward-looking statements. The forward-looking statements included in this disclosure are made only as of the date of this disclosure. SVB Financial Group does not intend, and undertakes no obligation, to update these forward-looking statements.

On March 17, 2023, SVB Financial Group filed a voluntary petition for a court-supervised reorganization under Chapter 11 of the U.S. Bankruptcy Code. SVB Securities and SVB Capital's funds and general partner entities are not included in the Chapter 11 filing and continue to operate in the ordinary course.

The Offering was a Limited release in 2023 on Friday, January 13, 2023. There were 25 other movies released on the same date, including The Devil Conspiracy, Plane and A Man Called Otto. As a Limited release, The Offering will only be shown in select movie theaters across major markets. Please check Fandango and Atom Tickets to see if the film is playing in your area.

The Life Sciences team advised Fulcrum Therapeutics, Inc. (Nasdaq: FULC) on its underwritten public offering of 9,615,384 shares of its common stock at a public offering price of $13.00 per share. The gross proceeds to Fulcrum from the offering, before deducting underwriting discounts and commissions and other estimated offering expenses, were $125 million. In addition, Fulcrum has granted the underwriters a 30-day option to purchase up to an additional 1,442,307 shares of its common stock. The offering closed on January 20, 2023.

Purchase an eligible Samsung Induction Cooktop or range from a participating retailer in-store or online between January 1, 2023 and December 31, 2023 (after submitting valid offer claim as described below) and save your receipt.

Morgan Stanley & Co. LLC, BofA Securities, UBS Investment Bank, RBC Capital Markets, LLC and Wells Fargo Securities are acting as joint lead book-running managers for this offering. Keefe Bruyette & Woods, A Stifel Company, and Raymond James & Associates, Inc. are acting as joint book-running managers for this offering. Goldman Sachs & Co. LLC, Janney Montgomery Scott LLC, J.P. Morgan, Oppenheimer & Co. Inc., Academy Securities, Inc., Compass Point Research & Trading, LLC, Loop Capital Markets LLC, Samuel A. Ramirez & Company, Inc., R. Seelaus & Co., LLC and Siebert Williams Shank & Co., LLC are acting as co-managers for this offering.

Ares Capital expects to use the net proceeds of this offering to repay certain outstanding indebtedness under its credit facilities. Ares Capital may reborrow under its credit facilities for general corporate purposes, which include investing in portfolio companies in accordance with its investment objective.

Investors are advised to carefully consider the investment objective, risks, charges and expenses of Ares Capital before investing. The preliminary prospectus supplement dated January 12, 2023 and the accompanying prospectus dated June 3, 2021, which have been filed with the Securities and Exchange Commission, contain this and other information about Ares Capital and should be read carefully before investing.

The offering may be made only by means of a preliminary prospectus supplement and an accompanying prospectus. Copies of the preliminary prospectus supplement (and accompanying prospectus) may be obtained from Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus Department; BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department, or email dg.prospectus_requests@bofa.com; UBS Securities LLC at 1285 Avenue of the Americas, New York, New York, 10019, Attn: Prospectus Department, by telephone at (888) 827-7275, or by email: ol-prospectus-request@ubs.com; RBC Capital Markets, LLC at 200 Vesey Street, 8th Floor, New York, New York, 10281, Attn: Prospectus Department, or by telephone at (877) 822-4089; or Wells Fargo Securities at 500 West 33rd Street, New York, New York, 10001, Attn: Equity Syndicate Department, by calling toll free 1-800-326-5897, or by e-mail at cmclientsupport@wellsfargo.com.

Copies of the prospectus and prospectus supplement relating to the senior notes may be obtained for free by visiting EDGAR on the SEC website at Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling BofA Securities, Inc. toll-free at 1-800-294-1322, Citigroup Global Markets Inc. toll-free at 1-800-831-9146, J.P. Morgan Securities LLC toll-free at 1-866-803-9204 or U.S. Bancorp Investments, Inc. toll-free at 1-877-558-2607.

The California Department of Fish and Wildlife (CDFW) will begin selling 365-day fishing licenses far sooner than expected, thanks to extensive efforts by staff to expedite sales. Beginning November 15, 2022, California anglers will be able to purchase a 2023 fishing license that will take effect on January 1, 2023, and last the entire year. All licenses purchased on or after January 1, 2023, will be effective from the date of purchase for a continuous 365 days. 59ce067264

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