16th Feb 2012 14:45
February 16, 2012
Bank of America Announces Expiration and Final Results
of Tender Offer for Certain Subordinated Notes
CHARLOTTE - Bank of America Corporation and its wholly-owned subsidiary Merrill Lynch & Co., Inc. (the "Offerors") today announced the expiration of their tender offer (the "Offer") for certain subordinated notes listed in the table below (collectively, the "Notes") for aggregate cash consideration of up to $3.5 billion or its equivalent in the currencies in which certain of the Notes are denominated (the "Maximum Tender Consideration").
As of the "Expiration Date" for the Offer, which was midnight, New York City time, on February 15, 2012, a total of approximately $3.652 billion or its equivalent in aggregate principal amount of the Notes had been tendered and not withdrawn. The aggregate purchase price of the Notes that had been tendered and not withdrawn was $3.410 billion or its equivalent (excluding accrued interest). Accordingly, all such tendered Notes will be accepted for purchase.
The following table lists the series of Notes that were subject to the Offer and the aggregate principal amount of each series of Notes tendered and not withdrawn as of the Expiration Date:
Title of Notes | CUSIP Number/ ISIN | Issuer/ Obligor | Principal Amount Tendered(in millions) |
6.50% Subordinated Notes, due September 2037 | 060505DL5 | BofA | USD 307 |
6.22% Subordinated Notes due September 15, 2026 | 59022CAB9 | ML&Co. | USD 517 |
6 7/8% Subordinated Debentures due 20281 | 338915AH4 | BofA | USD 131 |
8.125% Subordinated Fixed Rate Notes due June 2, 2028 | XS0365909125 | ML&Co. | GBP 130 |
7¼% Subordinated Notes, due 20252 | 638585AP4 | BofA | USD 194 |
4.625% Subordinated Notes, due February 2017 | XS0286040331 | BofA | EUR 238 |
6.80% Subordinated Notes, due 20282 | 638585BF5 | BofA | USD 74 |
5.25% Subordinated Notes, due November 2016 | XS0274375673 | BofA | GBP 46 |
5.15% Subordinated Notes, due May 2017 | CA060505DE15 | BofA | CAD 162 |
5.42% Subordinated Notes, due March 15, 2017 | 060505DA9 | BofA | USD 416 |
6.70% Subordinated Debentures due 20281 | 338915AM3 | BofA | USD 65 |
Subordinated 5.50% Fixed Rate Registered Notes due November 22, 2021 | XS0275719135 | ML&Co. | GBP 34 |
Floating Rate Subordinated Notes, due 2016 | 060505CN2 | BofA | USD 95 |
5.70% Subordinated Notes due May 2, 2017 | 59022CCS0 | ML&Co. | USD 197 |
6.050% Subordinated Notes due May 16, 2016 | 5901884M7 | ML&Co. | USD 226 |
Subordinated 4.625% Fixed Rate Registered Notes due September 14, 2018 | XS0267828308 | ML&Co. | EUR 20 |
4.00% Fixed/Floating Rate Callable Subordinated Notes, due March 2018 | XS0249443879 | BofA | EUR 185 |
4.75% Fixed/Floating Callable Subordinated Notes, due May 2017 | XS0301928262 | BofA | EUR 230 |
5¼% Subordinated Notes, due 2015 | 060505BG8 | BofA | USD 45 |
_______________
1 Originally issued by Fleet Financial Group, Inc.
2 Originally issued by NationsBank Corporation.
Payment for Notes of any series will be made in the same currency in which such series of Notes is denominated. Payment is expected to occur on February 17, 2012. Holders of Notes accepted for purchase will also receive accrued and unpaid interest on their purchased Notes from the last interest payment date applicable to such Notes to, but not including, the payment date.
The complete terms and conditions of the Offer are described in the Offer to Purchase, dated January 19, 2012 (the "Offer to Purchase"), and the related Letters of Transmittal (the "Letters of Transmittal").
The following series of Notes that were subject to the Offer are listed on the London Stock Exchange: ML&Co. 8.125% Subordinated Fixed Rate Notes due June 2, 2028 (ISIN: XS0365909125); BofA 4.625% Subordinated Notes, due February 2017 (ISIN: XS0286040331); BofA 5.25% Subordinated Notes, due November 2016 (ISIN: XS0274375673); ML&Co. Subordinated 5.50% Fixed Rate Registered Notes due November 22, 2021 (ISIN: XS0275719135); ML&Co. Subordinated 4.625% Fixed Rate Registered Notes due September 14, 2018 (ISIN: XS0267828308); BofA 4.00% Fixed/Floating Rate Callable Subordinated Notes, due March 2018 (ISIN: XS0249443879); and BofA 4.75% Fixed/Floating Callable Subordinated Notes, due May 2017 (ISIN: XS0301928262). The BofA 5¼% Subordinated Notes, due 2015 (CUSIP No. 060505BG8) are listed on the Luxembourg Stock Exchange. The remaining series of Notes that were subject to the Offer are not listed on any securities exchange or regulated market.
D.F. King & Co., Inc. acted as tender agent and information agent for the Offer and BofA Merrill Lynch acted as dealer manager for the Offer.
This announcement shall not constitute a solicitation to buy or an offer to purchase any securities. The Offer was made only pursuant to the Offer to Purchase and the related applicable Letter of Transmittal.
Forward-Looking Statements
Certain statements in this news release represent the current expectations, plans or forecasts of Bank of America and are forward-looking. 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 the expected timing of payment for the tendered Notes. 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: the timing of the payment for the tendered Notes.
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