Summary
This 8-K filing from Bank of America Corporation (BAC) on May 23, 2006, primarily reports on the successful public offering of $1 billion in capital securities by its trust, BAC Capital Trust XI. These Capital Securities represent preferred beneficial interests in the trust's assets and were issued along with common securities sold to Bank of America itself. The proceeds from the sale of both securities were used by the trust to purchase $1.031 billion of Bank of America's 6.625% Junior Subordinated Notes due 2036. This transaction is part of a broader shelf registration statement allowing for the issuance of various trust preferred securities and related notes. The offering closed on May 23, 2006, and the terms were established through underwriting agreements and supplemental indentures.
Key Highlights
- 1BAC Capital Trust XI successfully priced a public offering of $1,000,000,000 in 6.625% Capital Securities.
- 2The Capital Securities represent undivided preferred beneficial interests in the assets of BAC Capital Trust XI.
- 3Bank of America Corporation purchased the Common Securities of the Trust.
- 4Proceeds from the offering were invested by the Trust in Bank of America's 6.625% Junior Subordinated Notes due 2036.
- 5The transaction is governed by an Underwriting Agreement dated May 15, 2006, and involves a Restated Indenture and an Eleventh Supplemental Indenture.
- 6The offering was conducted under a Form S-3 shelf registration statement declared effective on May 5, 2005, covering up to $5 billion in preferred securities and related notes across multiple trusts.
- 7The sale of the Capital Securities closed on May 23, 2006.