KeyCorp enters $2.8B investment deal with Scotiabank for up to 14.9% stake at $17.17/share

KEYCORP /NEW/

Scotiabank to purchase KeyCorp common shares at $17.17 each for aggregate ~$2.8B across two closings.
First closing: 4.9% stake after HSR clearance; second closing: up to 14.9% after bank regulatory approvals.
Scotiabank gets board representation – two directors after second closing; voting restrictions until <5% ownership.
Lock-up period until first anniversary of second closing; standstill for up to 5 years or until ownership <19.99%.
Registration rights, pre-emptive rights, and right of first offer granted to Scotiabank.

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