8-K/AExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K/A Report, Exhibit Filing (Jan 18, 2005)

Filed January 18, 2005For Securities:BACBAC-PBBAC-PKBAC-PLBAC-PMBAC-PNBAC-PSBML-PJBAC-PEBAC-PPBAC-PQBACRPBML-PGBML-PHBML-PLBAC-POMER-PK

Summary

This filing is an amendment (8-K/A) to a previous Current Report (8-K) filed by Bank of America Corporation (BAC) on April 1, 2004, concerning the merger with FleetBoston Financial Corporation. This amendment, filed on January 18, 2005, provides crucial financial information that was initially deferred under SEC rules. Specifically, it includes the audited financial statements of FleetBoston for the fiscal year ended December 31, 2003, and quarterly financial statements for the period ending March 31, 2004. Furthermore, the filing incorporates a series of pro forma financial statements. These present a combined financial picture of Bank of America and FleetBoston as if the merger had occurred at earlier dates, covering the fiscal year ended December 31, 2003, and quarterly periods through December 31, 2004. Investors should review these exhibits to understand the consolidated financial impact and performance of the combined entity post-merger.

Key Highlights

  • 1This 8-K/A filing serves as a supplementary disclosure to the initial 8-K reporting the closing of the Bank of America and FleetBoston merger on April 1, 2004.
  • 2The amendment provides the audited financial statements for FleetBoston for the fiscal year ending December 31, 2003.
  • 3Quarterly financial statements for FleetBoston as of and for the quarter ended March 31, 2004, are included.
  • 4Extensive pro forma financial information is presented, detailing the combined financial position and results of operations of Bank of America and FleetBoston.
  • 5Pro forma data covers periods from the fiscal year ended December 31, 2003, through the quarter ended December 31, 2004.
  • 6This filing fulfills the financial statement disclosure requirements for the acquired FleetBoston entity and the combined pro forma entity, which were initially deferred.
  • 7The SEC's renumbering of Form 8-K item numbers (from Item 7 to Item 9.01) is noted, indicating a procedural update in reporting.

Frequently Asked Questions

This filing is an amendment to provide delayed financial information related to the merger between Bank of America and FleetBoston. It includes the financial statements of the acquired company (FleetBoston) and pro forma financial statements showing the combined entity's financial picture.

The filing provides the audited consolidated financial statements of FleetBoston for the fiscal year ended December 31, 2003, and its unaudited condensed consolidated financial statements for the quarter ended March 31, 2004. It also includes various pro forma financial statements for the combined entity covering multiple periods.

Pro forma financial statements are included to show how the combined entity (Bank of America post-merger with FleetBoston) would have performed financially if the merger had occurred at an earlier point in time. This helps investors understand the potential impact and financial characteristics of the combined company.

The filing date indicates that Bank of America utilized the provision within SEC rules to defer the filing of detailed financial statements until a later date, allowing for the proper compilation and auditing of the acquired company's financials and the creation of comprehensive pro forma statements. This amendment provides that required information several months after the merger's completion.