UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15d of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 19, 2008
WILMINGTON TRUST CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-14659
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51-0328154 |
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification Number) |
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Wilmington Trust Corporation |
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Rodney Square North |
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1100 North Market Street |
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Wilmington, Delaware
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19890 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (302) 651-1000
(Former name or former address, if changed since last report.)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
On
June 19, 2008, AST Capital Trust Company of Delaware (AST), a subsidiary of Wilmington Trust
Corporation (the Corporation), entered into a Stock Purchase Agreement (the Agreement) with UBS
Fiduciary Trust Company (UBSFTC) and a subsidiary of UBS AG to acquire all of the issued and
outstanding shares of capital stock in UBSFTC. UBSFTC provides trust and investment management
services for retirement plans and employee benefit plans.
Completion
of the acquisition is subject to the satisfaction of customary closing conditions, including obtaining required regulatory
approvals. The Corporation expects to receive the required regulatory
approval and complete the transaction by late summer.
Through an existing business alliance, AST already serves as an outsourced provider of fund
accounting and benefit payment services to UBSFTCs retirement plan clients. Since AST is already
performing these services for UBSFTC, this transaction will have little effect on ASTs or
Wilmington Trusts staffing. This is an all-cash transaction that is anticipated to be
non-dilutive to earnings in 2008. On an annualized basis based on
UBSFTCs revenues and expense last month, the addition of the
UBSFTC business is anticipated to add approximately $38 million to
retirement services revenue and approximately $33 million to
subadvisor expense, and is also anticipated to increase other
operating expenses of the Corporation.