SUBSEQUENT EVENTS

3 Months Ended

Mar. 31, 2015

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

On April 6, 2015, the Company issued $250 million, or 250,000 shares, 5.500% fixed-to-floating rate non-cumulative perpetual Series A Preferred Stock, par value of $25.00 per share with a liquidation preference $1,000 per share (the “Preferred Stock”) to the initial purchasers in reliance on the exemption from registration provided by Section (4)(a)(2) of the Securities Act of 1933, as amended, for resale pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended. The Preferred Stock accrues dividends, on a non-cumulative, semi-annual basis, beginning on April 6, 2015, at an annual rate equal to 5.500% to, but excluding, April 6, 2020, after which time it converts to a quarterly floating-rate basis equal to three-month LIBOR plus 3.960%. Citizens may redeem the Preferred Stock, subject to regulatory approval, on or after April 6, 2020 or at any time within 90 days of a regulatory capital treatment event.

On April 7, 2015, the Company used the net proceeds of the Preferred Stock offering to repurchase 10,473,397 shares of its common stock from RBS at a total cost of approximately $250 million and a price per share of $23.87, which further reduced RBS’ remaining ownership interest to 40.8%. Pursuant to the repurchase agreement dated April 1, 2015, the purchase price per share was the volume-weighted average price of the Company’s common stock for all traded volume over the five trading days preceding the repurchase agreement date.

On April 22, 2015, the Company announced a quarterly cash dividend of $0.10 per share, or $55 million, payable on May 19, 2015 to shareholders of record at the close of business on May 5, 2015.