December 05, 2008

Bank of America Shareholders Approve Merrill Lynch Purchase

Bank of America Corporation shareholders during a special meeting today approved the acquisition of Merrill Lynch & Co., Inc. by authorizing the shares of common stock to be issued in the merger. "When this transaction closes, Bank of America will have the premier financial services franchise anchored by the cornerstone relationship products and services of deposits, credit and debit cards, mortgages and wealth management," said Bank of America Chairman and Chief Executive Officer Kenneth D. Lewis. "With Merrill Lynch, we also will significantly add to our global footprint in several businesses, including investment banking and sales and trading, enabling us to deepen existing client relationships and create greater opportunity to establish new ones."

Bank of America Corporation today received approval from the Board of Governors of the Federal Reserve System of the company's purchase of Merrill Lynch & Co., Inc. Bank of America aims to close the transaction by the end of the year pending shareholder and other regulatory approvals.

Bank of America Corporation has given notice of its plan to exercise the remainder of its option to purchase ordinary shares of China Construction Bank Corporation from China SAFE Investments Limited (Huijin). Bank of America acquired the option from Huijin in connection with its investment in CCB in June 2005. Bank of America expects the purchase of the option shares will be completed by the end of November. Immediately following the purchase, Bank of America would hold about 44.7 billion H-shares of CCB, representing about 19.1 percent of CCB's issued shares. Bank of America currently holds approximately 10.75 percent of the issued shares. The shares being acquired under the option may not be sold until August 29, 2011 without CCB's consent. Bank of America intends to remain a long-term and significant strategic investor in CCB. In addition, both companies intend to further their mutual cooperation and other initiatives under the 2005 Strategic Assistance Agreement.

Bank of America Corporation today announced the Board of Directors declared a corrected dividend on the Floating Rate Non-Cumulative Preferred Stock, Series E, originally announced on October 2, 2008. The regular quarterly cash dividend is $0.25556 per depositary share and is payable on November 17, 2008 to shareholders of record as of October 31, 2008.

Holders who tender debentures by 5 p.m. EST on December 3, 2008, unless such time is extended, will be entitled to receive $980 in cash for each $1,000 principal amount of the debentures accepted for payment and purchased in the tender offer, plus accrued and unpaid interest from the last applicable interest payment date to, but excluding, the date of payment. Countrywide will accept and pay the purchase price for validly tendered debentures on a rolling basis as described in the tender offer.

Bank of America announced today its wholly-owned subsidiaries, Countrywide Financial Corporation and Countrywide Home Loans, Inc., together with Countrywide Capital IV and Countrywide Capital V, have notified the New York Stock Exchange of their intention to voluntarily delist certain securities. Those securities are the Countrywide Capital IV 6.75 percent Trust Preferred Securities (NYSE: CFCPRA) and the related guarantees of Countrywide Financial Corporation and Countrywide Home Loans, Inc., and the Countrywide Capital V 7 percent Capital Securities (NYSE: CFCPRB) and the related guarantees of Countrywide Financial Corporation.

Bank of America Corporation today announced the pricing of its offering of $10 billion, or 455 million shares, of common stock. The transaction includes an option to the underwriters to purchase up to 68.25 million additional shares of common stock. Bank of America expects to deliver the shares of common stock on October 10, 2008.

Bank of America Corporation today announced the Board of Directors declared a regular quarterly cash dividend of $1.75 on the 7 percent Cumulative Redeemable Preferred Stock, Series B. The dividend is payable on January 23, 2009 to shareholders of record as of January 9, 2009.

Bank of America Announces Third Quarter Earnings

Bank of America Corporation today reported third quarter 2008 net income of $1.18 billion, or $0.15 per share, down from $3.70 billion, or $0.82 per share, a year earlier. Retail deposits increased $56 billion to $586 billion from June 30 to September 30, 2008, including the addition of $35 billion from Countrywide, extending Bank of America's lead as the largest retail depository institution in the United States.

Bank of America Declares Preferred Dividends

A regular quarterly cash dividend of $0.38775 per depositary share on the 6.204 percent Non-Cumulative Preferred Stock, Series D, is payable on December 15, 2008 to shareholders of record as of November 28, 2008. A regular quarterly cash dividend of $0.25278 per depositary share on the Floating Rate Non-Cumulative Preferred Stock, Series E, is payable on November 17, 2008 to shareholders of record as of October 31, 2008. A regular quarterly cash dividend of $0.51250 per depositary share on the 8.20 percent Non-Cumulative Preferred Stock, Series H, is payable on November 3, 2008 to shareholders of record as of October 15, 2008. A regular quarterly cash dividend of $0.4140625 per depositary share on the 6.625 percent Non-Cumulative Preferred Stock, Series I, is payable on December 31, 2008 to shareholders of record as of December 15, 2008. A regular quarterly cash dividend of $0.453125 per depositary share on the 7.25 percent Non-Cumulative Preferred Stock, Series J, is payable on November 3, 2008 to shareholders of record as of October 15, 2008. The initial semi-annual cash dividend of $44.0104 per depositary share on the Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series M, is payable November 17, 2008 to shareholders of record as of October 31, 2008.

Bank of America Chairman and Chief Executive Officer Ken Lewis today announced that John Thain, current chairman and chief executive officer of Merrill Lynch, will have a major role in the combined companies. Lewis also announced that Brian Moynihan will continue as president of Global Corporate and Investment Banking at Bank of America until the merger, and will take on a key newly created enterprise-wide role effective immediately.

Bank of America Corporation today announced it has agreed to acquire Merrill Lynch & Co., Inc. in a $50 billion all-stock transaction that creates a company unrivalled in its breadth of financial services and global reach. Under terms of the transaction, Bank of America would exchange .8595 shares of Bank of America common stock for each Merrill Lynch common share. The price is 1.8 times stated tangible book value. Bank of America expects to achieve $7 billion in pre-tax expense savings, fully realized by 2012. The acquisition is expected to be accretive to earnings by 2010.

Bank of America today announced an agreement in principle with the Massachusetts Securities Division under which it will offer to purchase at par auction rate securities ("ARS") held by its retail customers. Bank of America has informed the Securities and Exchange Commission ("SEC") and the New York State Attorney General's Office ("NYAG") of the agreement, and continues to cooperate fully with the SEC's and the NYAG's ongoing investigations.Bank of America's offer will provide liquidity to individual investors and certain businesses and charitable organizations that have been affected by unprecedented conditions in the global credit markets. The offer will cover approximately $4.5 billion in ARS held by an estimated 5,500 Bank of America customers.

Bank of America Corporation today announced the Board of Directors authorized a regular quarterly dividend of $18.1250 per share on the 7.25 percent Non-Cumulative Perpetual Convertible Preferred Stock, Series L. The dividend is payable on October 30, 2008 to shareholders of record as of October 1, 2008

The Bank of America Corporation Board of Directors today declared a regular quarterly dividend on common stock of $0.64 per share, payable on September 26, 2008 to shareholders of record on September 5, 2008. Separately, the board declared a regular quarterly cash dividend of $1.75 on the 7 percent Cumulative Redeemable Preferred Stock, Series B. The dividend is payable October 24, 2008 to shareholders of record on October 8, 2008.The board also approved the repurchase of up to 75 million shares of common stock, authorizing management to spend up to $3.75 billion during the next 12 to 18 months. The program replaces the expiring January 2007 repurchase authorization of 200 million shares.

Bank of America Corporation today reported second-quarter 2008 net income of $3.41 billion, down from a record $5.76 billion a year earlier. Diluted earnings per share decreased 44 percent to $0.72 from $1.28 in the same period in 2007. Net revenue rose to a record $20.32 billion. Earnings available to common shareholders totaled $3.22 billion. Net income in the period rose from $1.21 billion, or $0.23 per share, in the first quarter of 2008. Second-quarter net income included pretax merger and restructuring costs of $212 million.

A regular quarterly cash dividend of $0.38775 per depositary share on the 6.204 percent Non-Cumulative Preferred Stock, Series D, is payable on September 15, 2008 to shareholders of record as of August 29, 2008. A regular quarterly cash dividend of $0.25556 per depositary share on the Floating Rate Non-Cumulative Preferred Stock, Series E, is payable on August 15, 2008 to shareholders of record as of July 31, 2008. The initial quarterly cash dividend of $0.3929 per depositary share on the 8.20 percent Non-Cumulative Preferred Stock, Series H, is payable on August 1, 2008 to shareholders of record as of July 15, 2008. A regular quarterly cash dividend of $0.4140625 per depositary share on the 6.625 percent Non-Cumulative Preferred Stock, Series I, is payable on October 1, 2008 to shareholders of record as of September 15, 2008. A regular quarterly cash dividend of $0.453125 per depositary share on the 7.25 percent Non-Cumulative Preferred Stock, Series J, is payable on August 1, 2008 to shareholders of record as of July 15, 2008. The initial semi-annual cash dividend of $40.0000 per depositary share on the Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series K, is payable July 30, 2008 to shareholders of record as of July 15, 2008.

Bank of America Corporation today completed its purchase of Countrywide Financial Corp. to create the nation's leading mortgage originator and servicer.

Bank of America Corporation plans to complete the purchase of Countrywide Financial Corporation on July 1 subject to customary closing conditions. Countrywide shareholders' decision to approve the transaction Wednesday marks the last significant approval necessary for the purchase to move forward.

Bank of America today said revenue in its Indian operations rose 30 percent to Rs. 8,617 million. After-tax profit increased 56 percent to Rs. 3,052 million for the year ended March 31, 2008. In fiscal year 2008, revenue increased by 30 percent to Rs. 8,617 million from Rs. 6,629 million. Improved margins coupled with increased volumes resulted in a 34 percent improvement in net interest revenue to Rs. 3,505 million from Rs. 2,610 million a year earlier.

Bank of America Corporation's Board of Directors today declared a regular quarterly dividend of $18.1250 per share on its 7.25 percent Non-Cumulative Convertible Preferred Stock, Series L. The dividend is payable on July 30, 2008, to shareholders of record as of July 1, 2008.

Bank of America Corporation has given notice to China Construction Bank Corporation and SAFE Investment Limited (Huijin) that it intends to exercise part of the option it has to purchase further CCB common shares. Bank of America intends to purchase 6 billion H-shares on or about June 5, 2008 for approximately HK$2.42 per share under a formula in the agreement. After the exercise, Bank of America would hold about 25.1 billion H-shares, representing about 10.75 percent of CCB's issued shares. Bank of America currently holds about 8.2 percent of the issued shares.

Bank of America Corporation today announced that it priced $4 billion in depositary shares, each of which represents a 1/25th interest in a share of Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series M. The company will pay dividends on the Series M preferred stock on May 15 and November 15 of each year, beginning November 15, 2008, at a rate of 8.125 percent per annum to May 15, 2018, if and when declared by its board of directors. Thereafter, the company will pay dividends on February 15, May 15 , August 15 and November 15 at a floating rate equal to three-month LIBOR plus a spread of 3.64 percent per annum, in arrears, if and when declared by its board of directors.

Bank of America today said the Board of Directors declared the regular quarterly dividend on common stock of $0.64 per share, payable on June 27, 2008, to shareholders of record as of June 6, 2008. The board also declared a $1.75 regular quarterly cash dividend on the 7 percent Cumulative Redeemable Preferred Stock, Series B. The dividend is payable July 25, 2008, to shareholders of record as of July 9, 2008.

Bank of America Corporation today reported first-quarter 2008 net income declined to $1.21 billion from $5.26 billion a year earlier. Diluted earnings per share fell 80 percent to $0.23 from $1.16 in the same period in 2007. Revenue net of interest expense on a fully taxable-equivalent basis declined 6 percent to $17.30 billion from $18.48 billion in the first quarter a year earlier. Total shareholders' equity was $156.31 billion at March 31. Period-end assets were $1.74 trillion. The Tier 1 Capital ratio was 7.51 percent, up from 6.87 percent at December 31, 2007 after the company raised about $13 billion in capital through the issuance of preferred stock in January. The Tier 1 ratio was 8.57 percent in the year ago quarter.

A regular quarterly cash dividend of $0.38775 per depositary share on the 6.204% Non-Cumulative Preferred Stock, Series D, is payable on June 16, 2008 to shareholders of record of the Series D Preferred Stock as of May 30, 2008. A regular quarterly cash dividend of $0.25000 per depositary share on the Floating Rate Non-Cumulative Preferred Stock, Series E, is payable on May 15, 2008 to shareholders of record as of April 30, 2008. A regular quarterly cash dividend of $0.4140625 per depositary share on the 6.625% Non-Cumulative Preferred Stock, Series I, is payable on July 1, 2008 to shareholders of record as of June 15, 2008. A regular quarterly cash dividend of $0.453125 per depositary share on the 7.25% Non-Cumulative Preferred Stock, Series J, is payable on May 1, 2008 to shareholders of record as of April 15, 2008.

Bank of America Corporation today announced its Board of Directors declared a quarterly dividend of $18.3264 per share on the 7.25 percent Non-Cumulative Perpetual Convertible Preferred Stock, Series L. The dividend is payable on April 30, 2008 to shareholders of record as of April 1, 2008.

November 24, 2008

SafePass® Card Offers Added Security to Online Transactions

Bank of America, the nation's leading provider of online and mobile banking services, today announced the release of the SafePass® Card. The new wallet-sized card essentially builds on SafePass, a one-time-use, six-digit code sent as a text message to consumers' mobile devices to authorize and help safeguard sensitive transactions.

Bank of America today announced advancements in purchasing card and travel card capabilities to clients by being able to issue and settle in local currencies throughout Europe. These new capabilities are designed to offer greater simplicity and ease of use for clients with international purchasing, travel and entertainment expenses. This expanded offering is another milestone corporate card solution for Bank of America which does business with more than 140,000 companies and has been a leader in the card space for almost 50 years. Among the benefits now available is a local currency settlement feature, which can help minimize foreign exchange risk by settling and recording all transactions in local currency. Clients will enjoy consolidated account reporting across multiple countries, regions and globally. Additional benefits include chip and pin technology, which provides greater security features for transactions, and a simplified contract that covers all countries offered throughout Europe. Initially available in these 9 countries, Germany, Ireland, Belgium, Luxemburg, Netherlands, Spain, Sweden, Switzerland, and the UK, the bank will be expanding to other European countries and parts of the globe based on client needs.

Bank of America today, at the Association of Financial Professionals annual meeting, launched CashPro Accelerate, a solution that creates dramatic improvements in the efficiency, accuracy, and forecasting capacity of cash position spreadsheets. By automatically populating bank account data from multiple accounts at Bank of America and other banks, CashPro Accelerate will help businesses obtain a more accurate view of their daily cash position, with fewer data entry mistakes or errors in formula and calculations. CashPro Accelerate enables corporate treasury staff to gain a consolidated view of their financial data and make more confident decisions regarding cash flows. Data fields in CashPro Accelerate-enabled spreadsheets are protected, preventing encrypted figures from being altered or manipulated. Additionally, the use of XML technology to automatically populate data helps eliminate keying errors and can reduce the time involved in calculating cash position. Furthermore, CashPro Accelerate, due to its efficient automated features, can decrease long hours of manually inputting data into Excel spreadsheets.

Bank of America today announced that $5.8 billion has been deposited by way of the Expedited Account Opening Service first offered to U.S. business clients earlier this summer. Additionally, commitments from clients total $8.6 billion. With Expedited Account Opening, business money market accounts can be opened in 60 minutes, compared to as long as five days previously. Expedited Account Opening is just one example of Bank of America's response to clients' growing need for liquidity options. Other steps include the creation of a new organization, Global Liquidity Solutions, focused on integrating Bank of America's leading liquidity investment solutions for commercial, government and municipal clients.

Bank of America today announced the launch of Reserve Account Services, an expanded suite of specialized accounts and services that enable securities broker-dealers and futures commission merchants (FCMs) to keep larger balances in the reserve accounts they maintain for the protection of client assets.

Bank of America today announced the launch of a new web-based application to provide clients with quick and convenient access to its Remote Deposit Service anywhere in the world through a consistent, on-line user interface. Remote Deposit Service, or RDS, is a capability that allows financial institutions and corporates to deposit US dollar-denominated checks into their Bank of America accounts electronically from their desktop using a desktop scanner.

Bank of America today announced the launch of Eco-Deduct™, a new environmental rewards program associated with cross-border US$ wire transfers. Under the program, Bank of America will reward new or increased volumes of US$ commercial wire transfer payments by making donations to The Nature Conservancy—a leading global conservation organization dedicated to protecting ecologically important lands and waters around the world for people and nature.

Bank of America today announced that it has completed its migration of clients to its Works® platform, a Web-based solution that automates, streamlines and integrates corporate credit card payment authorization and reconciliation. The move has enabled Bank of America to close two legacy platforms while offering more clients a single, user-friendly platform that enables them to utilize many of the bank's corporate card capabilities. Bank of America purchased Works in 2005 and has since seen a 20-fold increase in the number of clients using the platform.

Bank of America today announced a strategic investment in Philadelphia-based technology and services company Field Diagnostic Services, Inc. (FDSI), and plans to deploy the firm’s energy management system in thousands of banking centers nationwide to reduce greenhouse gas emissions and cut energy costs. The investment is part of Bank of America’s $20 billion, ten-year environmental commitment to promote sustainability in its operations and through its lending, investing and new products and services, said Richard Cohen, who leads environmental investments for Bank of America’s Strategic Investments Group.