UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 10, 2010

 

 

JPMORGAN CHASE & CO.

(Exact Name of Registrant as Specified in Charter)

 

 

DELAWARE

(State or Other Jurisdiction of Incorporation)

 

001-05805		13-2624428
(Commission File Number)		(IRS Employer Identification No.)
270 Park Avenue, New York, NY		10017
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code:

(212) 270-6000

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

---

 

Item 8.01.

Other Events

On December 10, 2010, JPMorgan Chase & Co. (the “Company”) received consents from the holders of a majority in liquidation amount of the 5.875% Capital Securities, Series O, of JPMorgan Chase Capital XV (the “Securities”) to the termination of the Replacement Capital Covenants dated as of August 17, 2006, September 28, 2006 (two separate Replacement Capital Covenants), February 2, 2007 (two separate Replacement Capital Covenants), May 24, 2007, August 1, 2007, April 23, 2008, May 14, 2008 and August 21, 2008 (the “Replacement Capital Covenants”), which the Company executed in favor of, and for the benefit of, the holders of the Securities in connection with offerings of capital securities by certain affiliated Delaware trusts and two offerings of its non-cumulative preferred stock, and the Company terminated the Replacement Capital Covenants pursuant to their terms. A copy of the Termination is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits

(d) Exhibits

 

99.1		Termination of the Replacement Capital Covenants, dated as of December 10, 2010.

---

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: December 13, 2010

---

EXHIBIT INDEX

 

Exhibit Number		Description
99.1		Termination of the Replacement Capital Covenants, dated as of December 10, 2010

Exhibit 99.1

Termination of the Replacement Capital Covenants, dated as of December 10, 2010 (this “Termination”), by JPMorgan Chase & Co., a Delaware corporation (together with its successors and assigns, the “Corporation”).

Recitals

A. The Corporation has executed Replacement Capital Covenants dated as of August 17, 2006, September 28, 2006 (two separate Replacement Capital Covenants), February 2, 2007 (two separate Replacement Capital Covenants), May 24, 2007, August 1, 2007, April 23, 2008, May 14, 2008 and August 21, 2008 (the “Replacement Capital Covenants”), which the Corporation executed in favor of and for the benefit of each Covered Debtholder (as defined therein) in connection with offerings of capital securities by certain affiliated Delaware trusts and its offerings of its Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series I and its 8.625% Non-Cumulative Preferred Stock, Series J.

B. As of December 10, 2010, holders of a majority by liquidation amount of the 5.875% Capital Securities, Series O, of JPMorgan Chase Capital XV, the holder of the then effective series of Covered Debt (as defined in the Replacement Capital Covenants), consented or agreed in writing to the termination of the Replacement Capital Covenants.

C. The Corporation desires to terminate all of the Replacement Capital Covenants as set forth below in accordance with Section 4(a) thereof, effective December 10, 2010.

NOW, THEREFORE, the Corporation hereby terminates the Replacement Capital Covenants as follows:

SECTION 1. Termination. The Replacement Capital Covenants are hereby terminated in their entirety, effective December 10, 2010 (the “Termination Date”). From and after the Termination Date, the obligations of the Corporation pursuant to the Replacement Capital Covenants shall be of no further force and effect.

SECTION 2. Miscellaneous. This Termination shall be governed by, and construed in accordance with, the laws of the State of New York.

---

IN WITNESS WHEREOF, the Corporation has caused this Termination to be executed by its duly authorized officer, as of the day and year first above written.