Stockholders Equity

12 Months Ended

Dec. 31, 2012

Equity [Abstract]

Stockholders Equity

NOTE 9  STOCKHOLDERS' EQUITY:

Preferred Equity:On September 14, 2011, the Corporation issued 2,600,000 depositary shares, each representing a 1/40th interest in a share of the Corporation's 8.00% Perpetual Preferred Stock, Series B, liquidation preference $1,000 per share (the “Series B Preferred Stock”). The Series B Preferred Stock has no stated maturity and will not be subject to any sinking fund or other obligation of the Corporation. Dividends on the Series B Preferred Stock, if declared, will be payable quarterly in arrears at a rate per annum equal to 8.00%. Dividends on the Series B Preferred Stock initially were cumulative because the Corporation's previous Articles of Incorporation required that preferred stock dividends be cumulative. During the cumulative period, the Corporation had an obligation to pay any unpaid dividends. Dividends on the Series B Preferred Stock became non-cumulative on April 24, 2012 when the Corporation's shareholders approved an amendment to the Corporation's Articles of Incorporation to eliminate the requirement that the Corporation's preferred stock dividends be cumulative. During the non-cumulative dividend period, the Corporation will have no obligation to pay dividends on the Series B Preferred Stock that were undeclared and unpaid during the cumulative dividend period. Shares of the Series B Preferred Stock have priority over the Corporation's common stock with regard to the payment of dividends and distributions upon liquidation, dissolution or winding up. As such, the Corporation may not pay dividends on or repurchase, redeem, or otherwise acquire for consideration shares of its common stock unless dividends for the Series B Preferred Stock have been declared for that period, and sufficient funds have been set aside to make payment. The Series B Preferred Stock may be redeemed by the Corporation at its option (i) either in whole or in part, from time to time, on any dividend payment date on or after the dividend payment date occurring on September 15, 2016, or (ii) in whole but not in part, at any time within 90 days following certain regulatory capital treatment events, in each case at a redemption price of $1,000 per share (equivalent to $25 per depositary share), plus any applicable dividends. Except in certain limited circumstances, the Series B Preferred Stock does not have any voting rights.

Common Stock Warrants:In November 2008, under the Capital Purchase Program, the Corporation issued a 10-year warrant to purchase 4 million shares of common stock. The Common Stock Warrants have a term of 10 years and are exercisable at any time, in whole or in part, at an exercise price of $19.77 per share (subject to certain anti-dilution adjustments). On December 6, 2011, the U.S. Department of Treasury closed an underwritten secondary public offering of 4 million warrants, each representing the right to purchase one share of common stock, par value $0.01 per share, of the Corporation. The public offering price and the allocation of the warrants in the secondary public warrant offering by the U.S. Treasury were determined by an auction process and the Corporation received no proceeds from the public offering.

Common Equity: On January 15, 2010, the Corporation completed its underwritten public offering of 44.8 million shares of its common stock at $11.15 per share. The net proceeds from the offering were approximately $478 million after deducting underwriting discounts and commissions.

Subsidiary Equity: At December 31, 2012, subsidiary equity equaled $3.2billion, of which approximately $231 million could be paid to the Parent Company in the form of cash dividends without prior regulatory approval, subject to the capital needs of each subsidiary. See Note 17 for additional information on regulatory requirements for the Bank.

Stock Repurchases:On November 13, 2012, the Board of Directors approved the repurchase of up to an aggregate amount of $125 million of common stock to be made available for re-issuance in connection with the Corporation's employee incentive plans and/or for other corporate purposes. During 2011, no shares were repurchased under these authorizations.During 2012, the Corporation repurchased 4.7 million shares for $60 million (or an average cost per share of $12.77). The Corporation also repurchased shares for minimum tax withholding settlements on equity compensation during 2011 and 2012. See Part II, Item 5, “Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities,” for additional information on the shares repurchased for equity compensation for the three months ended December 31, 2012. The repurchase of shares will be based on market opportunities, capital levels, growth prospects, and other investment opportunities.Such repurchases may occur from time to time in open market purchases, block transactions, privately negotiated transactions, accelerated share repurchase programs, or similar facilities.

Other Comprehensive Income:See the Consolidated Statements of Comprehensive Income for a summary of activity in other comprehensive income.