Bank of America Corporation announced today that, in connection with its
consent solicitation for certain trust preferred securities previously
announced on November 15, 2011, it has received the requisite consents
from the holders of a majority in principal amount of each of the
outstanding series listed in the table below (collectively, the "Capital
Securities”).
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CUSIP
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Issuing Trust
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Title of Securities
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Aggregate Liquidation Amount Outstanding
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06605HAA6
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BankAmerica Institutional Capital A
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8.07% Capital Securities, Series A
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$450,000,000
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065912AA5
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BankAmerica Institutional Capital B
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7.7% Capital Securities, Series B
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$300,000,000
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066047AA9
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BankAmerica Capital III
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Floating Rate Capital Securities, Series 3
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$400,000,000
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55263BAA9
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MBNA Capital A
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8.278% Capital Securities, Series A
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$250,000,000
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55263KAA9
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MBNA Capital B
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Floating Rate Capital Securities, Series B
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$280,000,000
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As a result of receiving such requisite consents, the proposed
amendments for the Capital Securities were approved and the amendments
to each trust will be executed and delivered, implementing the proposed
amendments for the Capital Securities contemplated by the consent
solicitation.
Bank of America expects to make payment on November 28, 2011 of the
consent fee of $2.50 for each $1,000 in liquidation of Capital
Securities in respect of which consents were received.
The consent solicitation expired at 5 p.m., New York City time, on
November 23, 2011. With respect to the 8.125% Trust Preferred
Securities, Series D, issued by MBNA Capital Trust D, the 8.10% Trust
Originated Preferred Securities, Series E, issued by MBNA Capital Trust
E and the 8% Cumulative Semi-Annual Income Preferred Securities, Series
2, issued by BankAmerica Capital II, the amount of consents received was
less than the requisite majority of each series.
This announcement is for information purposes only and is not an offer
to purchase or sell, a solicitation of an offer to purchase or sell, or
a solicitation of consents with respect to any securities. The
solicitation was being made solely pursuant to the Consent Solicitation
Statement dated November 15, 2011, and the related letter of consent.
Bank of America
Bank of America is one of the world's largest financial institutions,
serving individual consumers, small- and middle-market businesses and
large corporations with a full range of banking, investing, asset
management and other financial and risk management products and
services. The company provides unmatched convenience in the United
States, serving approximately 58 million consumer and small business
relationships with approximately 5,700 retail banking offices and
approximately 17,750 ATMs and award-winning online banking with 30
million active users. Bank of America is among the world's leading
wealth management companies and is a global leader in corporate and
investment banking and trading across a broad range of asset classes,
serving corporations, governments, institutions and individuals around
the world. Bank of America offers industry-leading support to
approximately 4 million small business owners through a suite of
innovative, easy-to-use online products and services. The company serves
clients through operations in more than 40 countries. Bank of America
Corporation stock (NYSE: BAC) is a component of the Dow Jones Industrial
Average and is listed on the New York Stock Exchange.
Forward-Looking Statements
Certain statements in this news release represent the current
expectations, plans or forecasts of Bank of America and are
forward-looking statements within the Private Securities Litigation
Reform Act of 1995. Forward-looking statements can be identified by the
fact that they do not relate strictly to historical or current facts.
These statements often use words like "expects,” "anticipates,”
"believes,” "estimates,” "targets,” "intends,” "plans,” "predict,”
"goal” and other similar expressions or future or conditional verbs such
as "will,” "may,” "might,” "should,” "would” and "could.” The
forward-looking statements made in this press release include, without
limitation, statements concerning:
payment of the consent fee and
the future amendment to the trust documentation. Forward-looking
statements speak only as of the date they are made, and Bank of America
undertakes no obligation to update any forward-looking statement to
reflect the impact of circumstances or events that arise after the date
the forward-looking statement was made.
These statements are not guarantees of future results or performance
and involve certain risks, uncertainties and assumptions that are
difficult to predict and are often beyond Bank of America’s control.
Actual outcomes and results may differ materially from those expressed
in, or implied by, any of these forward-looking statements. You should
not place undue reliance on any forward-looking statement and should
consider all of the following uncertainties and risks, as well as those
more fully discussed under Item 1A. "Risk Factors” of Bank of America’s
Quarterly Report on Form 10-Q for the quarterly period ended June 30,
2011, Item 1A. "Risk Factors” of Bank of America’s Annual Report on Form
10-K for the year ended December 31, 2010 and in any of Bank of
America’s other subsequent Securities and Exchange Commission filings:
satisfaction of the conditions to the consent solicitation, and the
proposed amendments becoming effective upon the execution and delivery
of the implementing amendments to the declaration of trust.
For more Bank of America news, visit the Bank
of America newsroom.
www.bankofamerica.com
