8-KOther EventsExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jul 16, 2014)

Filed July 16, 2014For Securities:BACBAC-PBBAC-PKBAC-PLBAC-PMBAC-PNBAC-PSBML-PJBAC-PEBAC-PPBAC-PQBACRPBML-PGBML-PHBML-PLBAC-POMER-PK

Summary

This 8-K filing by Bank of America Corporation (BAC) on July 16, 2014, primarily announces the execution of an Amended and Restated Selling Agent Agreement related to its ongoing retail medium-term notes program. This agreement, effective July 16, 2014, governs the issuance and sale of Senior InterNotes® and Subordinated InterNotes® by the company. Furthermore, the filing confirms that a prospectus supplement was filed with the SEC for these Notes. This ensures that notes offered after the agreement date are registered under the Securities Act of 1933 via a previously filed registration statement. The filing also lists several related exhibits, including the Selling Agent Agreement, master notes, and legal/tax opinions from McGuire Woods LLP and Morrison & Foerster LLP, providing transparency on the legal and regulatory framework for these debt issuances.

Key Highlights

  • 1Bank of America entered into an Amended and Restated Selling Agent Agreement on July 16, 2014.
  • 2The agreement pertains to the issuance and sale of Senior InterNotes® and Subordinated InterNotes®.
  • 3This activity is part of a retail medium-term notes program established in 2001.
  • 4A prospectus supplement was filed with the SEC on July 16, 2014, concerning these Notes.
  • 5Notes offered after the agreement date are registered under the Securities Act of 1933.
  • 6Key legal and tax opinions from external counsel are being filed as exhibits.
  • 7The filing clarifies the ongoing operational framework for Bank of America's debt issuance activities.

Frequently Asked Questions

The main purpose is to announce Bank of America's execution of an Amended and Restated Selling Agent Agreement for its retail medium-term notes program and to confirm the filing of a related prospectus supplement, ensuring ongoing registration of its debt issuances.

These are types of debt securities issued by Bank of America as part of its medium-term notes program. 'Senior' notes generally have a higher priority in repayment than 'subordinated' notes, which carry a greater risk but typically offer a higher yield.

This filing primarily updates the administrative and legal framework for the ongoing issuance of debt under an existing program. It does not, by itself, indicate new debt issuance beyond what is authorized by the program or a change in the company's overall debt levels. It ensures the continued ability to offer these notes to the public.

Filing these documents provides transparency to investors and the market regarding the terms under which Bank of America issues its notes, the agents involved, and confirmation from legal counsel that the securities are legally structured and comply with relevant tax considerations.