What is the primary purpose of this 8-K filing?

This filing reports on the details of a capital-raising transaction where Bank of America Corporation issued $900 million in 7% Capital Securities through a trust structure, ultimately funding the purchase of its own 7% Junior Subordinated Notes.

What are the 'Capital Securities' being offered?

The 7% Capital Securities are financial instruments issued by BAC Capital Trust II. They represent undivided preferred beneficial interests in the assets of the Trust. Investors in these securities receive a 7% return.

How does this transaction benefit Bank of America?

This transaction allows Bank of America to raise substantial long-term debt capital. By issuing Junior Subordinated Notes to the trust, which in turn issues Capital Securities to the public, the company effectively secures $900 million in funding with a fixed interest rate for 30 years.

When did this offering take place?

The transaction was effective January 31, 2002, which was also the closing date of the offering. The Underwriting Agreement was dated January 24, 2002, and the related Registration Statement was declared effective on November 15, 2001.

BANK OF AMERICA CORP /DE/ 8-K SEC Disclosure

Summary

This Form 8-K filing by Bank of America Corporation (BAC) on January 31, 2002, details a significant capital-raising transaction involving BAC Capital Trust II. The Trust approved a public offering of 36,000,000 7% Capital Securities, with an aggregate initial offering price of $900,000,000. These securities represent beneficial interests in the Trust's assets. In conjunction with this offering, Bank of America Corporation will purchase the Trust's Common Securities and invest the proceeds into the Corporation's 7% Junior Subordinated Notes, due 2032. This structure allows BAC to raise substantial capital and strengthens its financial position by issuing long-term debt. The offering was made pursuant to a Registration Statement on Form S-3 and was closed on January 31, 2002.

Key Highlights

1Bank of America Corporation (BAC) announced a public offering of $900 million of 7% Capital Securities through BAC Capital Trust II.
2The Capital Securities represent beneficial interests in the Trust's assets.
3Bank of America will purchase the Trust's Common Securities, with the proceeds being invested in BAC's 7% Junior Subordinated Notes due 2032.
4This transaction is structured to effectively raise long-term capital for the corporation.
5The offering was made under a Form S-3 Registration Statement, with the closing occurring on January 31, 2002.
6Key documents filed include the Underwriting Agreement, Supplemental Indenture, Declaration of Trust, and Guarantee Agreement.

BANK OF AMERICA CORP /DE/ 8-K Report (Jan 31, 2002)

Summary

Key Highlights

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