8-KOther EventsExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Mar 9, 2005)

Filed March 9, 2005For Securities:BACBAC-PBBAC-PKBAC-PLBAC-PMBAC-PNBAC-PSBML-PJBAC-PEBAC-PPBAC-PQBACRPBML-PGBML-PHBML-PLBAC-POMER-PK

Summary

This 8-K filing from Bank of America Corporation (BAC) on March 9, 2005, details the successful public offering of 1,000,000 Capital Securities by BAC Capital Trust VI. These securities, with a liquidation amount of $1,000 each, represent preferred beneficial interests in the Trust and were offered at an aggregate initial price of approximately $992.4 million. The Trust utilized the proceeds from this offering, along with the sale of its Common Securities to Bank of America, to invest in Bank of America's 5.625% Junior Subordinated Notes due 2035. The transaction, effective February 24, 2005, and closed on March 8, 2005, was conducted under a shelf registration statement initially effective in April 2003. This offering represents a form of financing for Bank of America, allowing it to raise capital through its trust structure while providing investors with securities that are effectively linked to the creditworthiness of the corporation. The filing includes the underwriting agreement and related trust and committee resolutions.

Key Highlights

  • 1Bank of America (BAC) Capital Trust VI completed a public offering of 1,000,000 Capital Securities for an aggregate initial offering price of approximately $992.4 million.
  • 2The Capital Securities represent preferred beneficial interests in the Trust.
  • 3Proceeds from the offering, along with the sale of Common Securities to BAC, were invested in Bank of America's 5.625% Junior Subordinated Notes due 2035.
  • 4The transaction was approved by the Trust's Trustees and a committee appointed by Bank of America's Board of Directors.
  • 5The offering was made under a shelf registration statement originally declared effective on April 15, 2003.
  • 6The effective date of the transaction was February 24, 2005, with closing on March 8, 2005.

Frequently Asked Questions

The Capital Securities are securities issued by BAC Capital Trust VI, a trust created by Bank of America. They represent an undivided preferred beneficial interest in the assets of the Trust and were offered to the public.

This offering is a financing mechanism for Bank of America. The proceeds from the sale of Capital Securities and Common Securities by the Trust are used to purchase Junior Subordinated Notes issued by Bank of America, effectively raising capital for the corporation.

Bank of America issued 5.625% Junior Subordinated Notes due 2035, which were purchased by BAC Capital Trust VI using the proceeds from the Capital Securities offering.

While not explicitly stated as a direct guarantee in this summary, the structure implies that the Capital Securities' value is indirectly supported by Bank of America's investment in its own subordinated notes and the overall creditworthiness of the corporation. A Capital Securities Guarantee Agreement is listed as an exhibit, suggesting a form of support.