BANK OF AMERICA
Bank of America Corporation today announced an underwritten public offering of depositary shares, each representing a 1/25th interest in a share of its Non-Cumulative Perpetual Preferred Stock, Series U, with a liquidation preference of $25,000 per share (equivalent to $1,000 per depositary share). BofA Merrill Lynch will serve as sole book-running manager for the offering.
Bank of America intends to use any net proceeds it receives from the sale of the depositary shares to redeem its outstanding 7.25% Non-Cumulative Preferred Stock, Series J, 6.70% Noncumulative Perpetual Preferred Stock, Series 6, and 6.25% Noncumulative Perpetual Preferred Stock, Series 7. The redemption price for each of these preferred stock series will be 100 percent of the liquidation preference per share plus declared and unpaid dividends, as specified in the company’s certificate of incorporation. Notice of the redemption for each series, including applicable notice to holders of depositary shares representing fractional interests in the redeemed series of preferred stock, will be sent to holders at a future date in accordance with the company’s certificate of incorporation.
Bank of America has filed a shelf registration statement (including a prospectus) and a preliminary prospectus supplement relating to this offering with the Securities and Exchange Commission (SEC). Prospective investors should read the registration statement (including the prospectus), the preliminary prospectus supplement and other documents Bank of America has filed and will file with the SEC that are incorporated by reference into the registration statement for more complete information about Bank of America and the offering, including the risks associated with the securities and the offering. This press release does not constitute an offer to sell or the solicitation of any offer to buy securities of Bank of America, nor shall there be any offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The offering will be made only by means of a prospectus supplement and accompanying prospectus. Copies of the registration statement, the preliminary prospectus supplement and other documents that Bank of America has filed with the SEC that are incorporated by reference into the registration statement are available at no charge by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, a copy of the preliminary prospectus supplement and accompanying prospectus relating to these securities can be obtained by contacting BofA Merrill Lynch toll-free at 1.800.294.1322 or by e-mail at firstname.lastname@example.org or email@example.com.
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. We serve approximately 52 million consumer and small business relationships with approximately 5,400 retail banking offices and approximately 16,300 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 3 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.
Certain statements in this news release represent the current expectations, plans or forecasts of Bank of America based on available information and are forward-looking statements within the meaning of 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 news release include, without limitation, statements concerning the intended use of the proceeds of the offering to redeem the outstanding 7.25% Non-Cumulative Preferred Stock, Series J, 6.70% Noncumulative Perpetual Preferred Stock, Series 6, and 6.25% Noncumulative Perpetual Preferred Stock, Series 7, of Bank of America. 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 discussed under Item 1A. “Risk Factors” of Bank of America’s Annual Report on Form 10-K for the year ended December 31, 2012 and in any of Bank of America’s other subsequent Securities and Exchange Commission filings.
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