SMFG $4 billion senior and subordinated notes offerings

Davis Polk advised Sumitomo Mitsui Financial Group, Inc. (SMFG) on its SEC-registered takedown offering of senior total loss-absorbing capacity (TLAC) notes, which consisted of $900 million aggregate principal amount of senior callable floating-rate notes due 2031, $700 million aggregate principal amount of 4.660% senior callable fixed-to-floating-rate notes due 2031, $700 million aggregate principal amount of 4.954% senior callable fixed-to-floating-rate notes due 2033 and $700 million aggregate principal amount of 5.246% senior callable fixed-to-floating-rate notes due 2036. The senior notes are structured to count as TLAC under the Japanese TLAC regulations.

Davis Polk also advised SMFG on its $1 billion SEC-registered takedown offering of 5.796% subordinated callable fixed-to-floating-rate notes due 2046. The subordinated notes are expected to qualify as Tier 2 capital for SMFG and are structured to count as TLAC under the Japanese TLAC regulations.

SMFG is the holding company for one of the three largest banking groups in Japan. Its wholly owned subsidiary Sumitomo Mitsui Banking Corporation is one of the world’s largest commercial banks by assets.

The Davis Polk corporate team included partner Christopher Kodama and associates Alexander Coley, Haruka Moriya and Akiko Okamoto. Counsel Alon Gurfinkel and associates Kelli A. Rivers and Ya Sheng Lin provided tax advice. Associate Caleb Beavers provided 1940 Act advice. Counsel Chaoyuan (Charles) Shi provided ERISA advice. Members of the Davis Polk team are based in the Tokyo, London and New York offices.