8-KMaterial AgreementsExhibits & Filings

JPMORGAN CHASE & CO 8-K Report, Material Agreement (Mar 28, 2008)

Filed March 28, 2008For Securities:JPMJPM-PCJPM-PDJPM-PKJPM-PLJPM-PMJPM-PJAMJBVYLD

Summary

This 8-K filing from JPMorgan Chase & Co. (JPM) on March 27, 2008, details the execution of a Guarantee and Collateral Agreement related to its pending acquisition of The Bear Stearns Companies Inc. This agreement, dated March 24, 2008, was entered into by JPM, Bear Stearns, and certain Bear Stearns subsidiaries. It establishes that Bear Stearns and its subsidiaries will guarantee obligations arising from loans or credit extended by JPM, as well as amounts paid by JPM under a separate guarantee to the Federal Reserve Bank of New York (Fed Guaranty).

Key Highlights

  • 1JPMorgan Chase entered into a Guarantee and Collateral Agreement with Bear Stearns and its subsidiaries on March 24, 2008.
  • 2This agreement supports the merger between JPM and Bear Stearns, announced earlier.
  • 3Bear Stearns and its subsidiaries will guarantee JPM's loans/advances to Bear Stearns and its affiliates.
  • 4The collateral parties also guarantee amounts JPM may pay under its Fed Guaranty to the Federal Reserve Bank of New York.
  • 5Bear Stearns subsidiaries are securing their guarantees by granting JPM liens on substantially all of their assets, subject to certain exceptions.
  • 6The filing includes cautionary statements regarding the potential risks and challenges associated with the merger and integration.
  • 7Investors are directed to a forthcoming Form S-4 filing for a proxy statement/prospectus containing important information about the merger.

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