Citizens Financial Group $2.6 Billion Secondary Offering

Davis Polk advised Citizens Financial Group, Inc. (Citizens) and The Royal Bank of Scotland Group plc (RBSG) on Citizens’ $2.6 billion secondary offering of 98,900,000 shares of common stock sold by a wholly owned subsidiary of RBSG, which included 12,900,000 shares of common stock from the full exercise of the underwriters’ over-allotment option. The common stock is listed on the New York Stock Exchange under the symbol “CFG.”  

Headquartered in Providence, Rhode Island, Citizens delivers a comprehensive range of retail and commercial banking products and services to more than five million individuals, institutions and companies. With $136.5 billion in total assets as of March 31, 2015, Citizens is the 13th largest retail bank holding company in the United States. Citizens operates through its subsidiaries Citizens Bank, N.A. and Citizens Bank of Pennsylvania, which have approximately 1,200 branches in 11 states in the New England, Mid-Atlantic and Midwest regions.   

The Davis Polk corporate team included partners Nicholas A. Kronfeld and Luigi L. De Ghenghi and associates Shane Tintle, Daniel E. Newman and Milson C. Yu. Partner Rachel D. Kleinberg, counsel Leslie J. Altus and associate Isaac MacDonald provided tax advice. Partner Gregory S. Rowland and associate Denise Yablonovich provided 1940 Act advice. Members of the Davis Polk team are based in the Northern California and New York offices.