UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
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Emerging growth company
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| Item 7.01. | Regulation FD Disclosure. |
As previously reported, on June 17, 2023, SVB Financial Group (the “Company”) entered into a definitive purchase agreement (the “Purchase Agreement”) with the management team bidder group led by Jeff Leerink, SVB Securities’ Chief Executive Officer and Founder, and backed by funds managed by The Baupost Group L.L.C. (the “Purchaser Group”), for the sale of its investment banking business, SVB Securities LLC (“SVB Securities”). The Purchase Agreement for the management-led buyout was selected and approved as the successful bid for SVB Securities following a competitive bidding process conducted under procedures approved by the U.S. Bankruptcy Court for the Southern District of New York.
On October 2, 2023, the Company completed the sale of SVB Securities (now named Leerink Partners LLC) to the Purchaser Group. Under the terms of the Purchase Agreement, the acquisition from the Company included a combination of cash, repayment of an intercompany note, the assumption of certain liabilities (including significant deferred compensation obligations), and a 5% equity instrument in the buyer entity.
On October 2, 2023, the Company issued a press release announcing the completion of the SVB Securities sale. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference.
The information contained in this Item 7.01 is being “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Description | |
| 99.1 | Press Release of SVB Financial Group Announcing Sale of Investment Banking Business to Management Team Group, dated October 2, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SVB Financial Group (Company) | ||||||
| Date: October 3, 2023 | By: | /s/ Nicholas Grossi | ||||
| Name: | Nicholas Grossi | |||||
| Title: | Interim Chief Financial Officer | |||||
Exhibit 99.1
SVB Financial Group Completes Sale of Investment Banking Business to Management Team Group
SANTA CLARA, Calif., October 2, 2023 – SVB Financial Group (Pink Sheets: SIVBQ) today announced that it has completed the sale of its investment banking business, SVB Securities LLC (now named Leerink Partners LLC), to the management team bidder group led by Jeff Leerink, Leerink Partners’ Chief Executive Officer and Founder, and backed by funds managed by The Baupost Group L.L.C.
As previously announced, the management-led buyout was selected and approved as the successful bid for the investment banking business following a competitive bidding process conducted under procedures approved by the U.S. Bankruptcy Court for the Southern District of New York.
Under the terms of the purchase agreement, the acquisition from SVB Financial Group included a combination of cash, repayment of an intercompany note, the assumption of certain liabilities (including significant deferred compensation obligations), and a 5% equity instrument in the buyer entity.
MoffettNathanson LLC, a sell-side research business owned by SVB Financial Group, was not included in the transaction and remains part of SVB Financial Group.
Court filings and other information related to the SVB Financial Group’s Chapter 11 proceeding are available on a website administrated by the Company’s claims agent, Kroll, at https://restructuring.ra.kroll.com/svbfg/; or by emailing SVBFGInfo@ra.kroll.com.
Advisors
Centerview Partners LLC is serving as financial advisor, Sullivan & Cromwell LLP is serving as legal counsel and Alvarez & Marsal is serving as the restructuring advisor to SVB Financial Group as debtor-in-possession.
About SVB Financial Group
SVB Financial Group (Pink Sheets: SIVBQ) is the holding company for various financial services companies, including SVB Capital.
Document and Entity Information |
Oct. 02, 2023 |
|---|---|
| Cover [Abstract] | |
| Security 12b Title | Common Stock, par value $0.001 per share |
| Trading Symbol | SIVB |
| Security Exchange Name | BX |
| Amendment Flag | false |
| Entity Central Index Key | 0000719739 |
| Document Type | 8-K |
| Document Period End Date | Oct. 02, 2023 |
| Entity Registrant Name | SVB Financial Group |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-39154 |
| Entity Tax Identification Number | 91-1962278 |
| Entity Address, Address Line One | 3003 Tasman Drive |
| Entity Address, City or Town | Santa Clara |
| Entity Address, State or Province | CA |
| Entity Address, Postal Zip Code | 95054-1191 |
| City Area Code | (650) |
| Local Phone Number | 567-6900 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |