8-KOther EventsExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jan 11, 2008)

Filed January 11, 2008For Securities:BACBAC-PBBAC-PKBAC-PLBAC-PMBAC-PNBAC-PSBML-PJBAC-PEBAC-PPBAC-PQBACRPBML-PGBML-PHBML-PLBAC-POMER-PK

Summary

This 8-K filing announces a significant strategic move by Bank of America Corporation (BAC), detailing the signing of an Agreement and Plan of Merger with Countrywide Financial Corporation on January 11, 2008. This transaction, approved by the Boards of Directors of both companies, signifies Bank of America's intent to acquire Countrywide, a major player in the mortgage lending industry. The merger is subject to customary closing conditions, including regulatory approvals and the consent of Countrywide stockholders. The filing also outlines the process for investors to access further information, including a Form S-4 registration statement that will contain a proxy statement and prospectus. Investors are strongly encouraged to review these documents once available, as they will provide comprehensive details regarding the transaction and its implications.

Key Highlights

  • 1Bank of America Corporation (BAC) has entered into an Agreement and Plan of Merger with Countrywide Financial Corporation.
  • 2The merger agreement was signed on January 11, 2008.
  • 3The Boards of Directors for both Bank of America and Countrywide have approved the merger agreement.
  • 4The transaction is subject to standard closing conditions, including regulatory and Countrywide stockholder approvals.
  • 5A press release announcing the merger is attached as an exhibit to this filing.
  • 6Bank of America will file a Form S-4 registration statement containing a proxy statement/prospectus for the transaction.
  • 7Investors are urged to read the upcoming proxy statement/prospectus for detailed information about the merger.

Frequently Asked Questions

The main purpose of this 8-K filing is to formally announce that Bank of America Corporation has signed an Agreement and Plan of Merger with Countrywide Financial Corporation.

The merger is subject to customary closing conditions, which include obtaining necessary regulatory approvals and securing approval from Countrywide stockholders.

Investors can find more detailed information in the Form S-4 registration statement that Bank of America will file with the SEC. This document will include a proxy statement for Countrywide stockholders and a prospectus for Bank of America. Copies of all filings related to this transaction will be available on the SEC's website (www.sec.gov) and also on the investor relations sections of both Bank of America's and Countrywide's websites.

Bank of America, Countrywide, and their respective directors, executive officers, and certain other management and employees may solicit proxies from Countrywide stockholders in favor of the merger. Information about these participants will be detailed in the upcoming proxy statement/prospectus.