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 fixedincomeir@bankofamerica.com
or dg.prospectus_requests@baml.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.
Forward-looking Statements
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.
Visit the Bank of America newsroom for more Bank
of America news.
www.bankofamerica.com
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