The Depository Trust Company's (DTC) Reorganization Service provides participants with information about various reorganization activities, and processes these actions on a participant's behalf.

Overview

These services are available through DTC's Participant Terminal Service (PTS) and Participant Browser Service (PBS).

Also, DTC assigns voting or consenting rights to participants in conjunction with shareholder meetings or consent solicitations.

Who Can Use the Service

All DTC participants are eligible to use the service.

Benefits

DTC's Reorganization Service provides:

• Quick and easy access to announcements about reorganization events.
• Automated execution of conversion options with immediate credit for the underlying securities.
• Automated transmission and processing of voluntary instructions to agents.
• A book-entry environment in which participants can protect and surrender securities and receive offering proceeds. Each instruction functions similarly to a Letter of Transmittal.
• Automatic calculation and charging of rights subscription payments following instruction submittal.
• Warrant subscription processing with no need to withdraw securities from the depository or delay receipt of underlying securities.
• Participant swing movements to ensure entitlements are received by the entitled newly merged or consolidated organization.
• Automated method for early Certificate of Deposit (CD) redemption.
• An automated method for switching between different payment periods on Unit Investment Trusts (UIT) and Variable Mode Preferred stocks (VMP).
• An automated method to rollover maturing UITs prior to redemption (IVOR).
• Automatic processing of mandatory reorganizations, including the submission of affected securities to agents and the collection and allocation of entitlements to participant firms.

How the Service Works

DTC obtains reorganization announcements from various sources and makes this information available to participants in reorganization "envelopes" via the PTS and PBS function RIPS. These envelopes serve as a means of announcing the reorganization event and providing participants with any updates to that information.

In certain cases, DTC assigns contra-CUSIP numbers and RRG sub-accounts, which are used to report reorganization activity on a participant's positions. Contra CUSIP numbers are used to segregate that position for voluntary offers and put bond options (representing instructions submitted), and for escrow positions for future distributions on bankruptcies or liquidations. The RRG account contains numerous sub-accounts, organized by the various types of reorganization activities. Securities undergoing reorganization are segregated from the general free account into various sub-accounts.

Using DTC's Reorganization Service participants can:

• Receive, view and track information regarding reorganization events.
• Receive and view the distributions of all reorganization allocations.
• View announcements and submit instructions for tender offers, exchange offers or mergers with elections.
• View announcements about upcoming repayment options and mandatory tenders, as well as process instructions to exercise repayments, retainments and relinquishments.
• Exercise the early redemption privilege of eligible CDs.
• Process a participant's rights subscriptions, conversion instructions, warrant exercise instructions and CMOP instructions.
• View announcements and mandatory reorganization activities being processed on participants’ behalf by DTC.
• View announcements concerning upcoming shareholder meetings, consent solicitations and bankruptcies, as well as exercise share/bondholder rights.

For More Information

Please contact Relationship Management at 800-422-0582.