8-KOther Events

JPMORGAN CHASE & CO 8-K Report (Feb 3, 2004)

Filed February 3, 2004For Securities:JPMJPM-PCJPM-PDJPM-PKJPM-PLJPM-PMJPM-PJAMJBVYLD

Summary

JPMorgan Chase & Co. (JPM) filed an 8-K on February 3, 2004, to announce the signing of an Agreement and Plan of Merger with Bank One Corporation. This report details the significant transaction where Bank One will merge into JPMorgan Chase, to be treated as a purchase business combination. The merger is subject to regulatory and stockholder approvals from both entities, with an expected completion in mid-2004. The filing includes preliminary unaudited pro forma combined financial data, presenting the combined financial position and results of operations as if the merger had occurred on earlier dates. This pro forma information illustrates the impact of the purchase accounting method, where Bank One's assets and liabilities will be recorded at fair value. Investors should note that this data is illustrative and subject to change, particularly regarding purchase price allocation and potential future events like stock repurchases.

Key Highlights

  • 1JPMorgan Chase & Co. has entered into a definitive agreement to merge with Bank One Corporation.
  • 2The merger will be treated as a purchase business combination by JPMorgan Chase.
  • 3Completion of the merger is contingent upon receiving all necessary regulatory approvals and stockholder approval from both companies.
  • 4The transaction is expected to be completed in mid-2004.
  • 5Each share of Bank One common stock will be converted into 1.32 shares of JPMorgan Chase common stock.
  • 6Preliminary unaudited pro forma combined financial data is provided to illustrate the potential financial impact of the merger.
  • 7The merger is expected to generate approximately $2.2 billion in pre-tax cost savings over three years, though these are not included in the pro forma data.

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