BANK OF AMERICA CORPORATION
OFFERS BY BOFA SECURITIES, INC. TO PURCHASE FOR CASH UP TO $1.5 BILLION
IN AGGREGATE LIQUIDATION PREFERENCE OF THE OUTSTANDING SECURITIES
OF BANK OF AMERICA CORPORATION LISTED IN THE TABLE BELOW
Depositary Shares Representing Fractional Interests in
Series of Bank of America Preferred Stock
|
CUSIP No.
|
Aggregate
Liquidation
Preference
Outstanding
|
Principal Series Cap |
APL
|
Depositary Shares, each representing a 1/1,000th interest in a
share of 4.125% Non-Cumulative Preferred Stock, Series PP
(Series PP Depositary Shares)1
|
06055H608
|
$915,000,000
|
$911,000,000
|
1
|
Depositary Shares, each representing a 1/1,000th interest in a
share of 4.250% Non-Cumulative Preferred Stock, Series QQ
(Series QQ Depositary Shares)1
|
06055H806
|
$1,300,000,000
|
$1,296,000,000 |
2
|
Depositary Shares, each representing a 1/1,000th interest in a
share of 4.375% Non-Cumulative Preferred Stock, Series NN
(Series NN Depositary Shares)1
|
06055H400
|
$1,100,000,000
|
$1,094,500,000
|
3
|
Depositary Shares, each representing a 1/1,000th interest in a
share of Floating Rate Non-Cumulative Preferred Stock,
Series E (Series E Depositary Shares)1
|
060505815
|
$317,265,175
|
$313,265,175
|
4
|
Depositary Shares, each representing a 1/1,200th interest in a
share of Floating Rate Non-Cumulative Preferred Stock,
Series 1 (Series 1 Depositary Shares)1
|
060505633
|
$98,221,675
|
$94,221,675
|
5 |
Depositary Shares, each representing a 1/1,000th interest in a
share of 4.750% Non-Cumulative Preferred Stock, Series SS
(Series SS Depositary Shares)1
|
06055H871
|
$700,000,000
|
$696,000,000
|
6
|
Depositary Shares, each representing a 1/1,000th interest in a
share of 5.000% Non-Cumulative Preferred Stock, Series LL
(Series LL Depositary Shares)1
|
06055H202
|
$1,310,000,000
|
$1,305,000,000
|
7
|
Depositary Shares, each representing a 1/25th interest in a share
of 4.375% Fixed-Rate Reset Non-Cumulative Preferred Stock,
Series RR (Series RR Depositary Shares)2
|
060505GB4
|
$1,750,000,000
|
Not Applicable
|
8
|
Depositary Shares, each representing a 1/25th interest in a
share of Fixed-to-Floating Rate Non-Cumulative Preferred
Stock, Series MM (Series MM Depositary Shares)2
|
060505FQ2
|
$1,100,000,000
|
Not Applicable
|
9
|
Depositary Shares, each representing a 1/1,000th interest in a
share of 5.375% Non-Cumulative Preferred Stock, Series KK
(Series KK Depositary Shares)1
|
06053U601
|
$1,397,500,000
|
$1,393,500,000
|
10
|
Depositary Shares, each representing a 1/25th interest in a
share of Fixed-to-Floating Rate Non-Cumulative Preferred
Stock, Series FF (Series FF Depositary Shares)2
|
060505FL3
|
$2,350,000,000
|
Not Applicable
|
11
|
Depositary Shares, each representing a 1/1,200th interest in a
share of Floating Rate Non-Cumulative Preferred Stock,
Series 5 (Series 5 Depositary Shares)1
|
060505583
|
$421,677,000
|
$417,677,000
|
12
|
Depositary Shares, each representing a 1/1,000th interest in a
share of 5.875% Non-Cumulative Preferred Stock, Series HH
(Series HH Depositary Shares)1
|
060505195
|
$854,000,000
|
$850,000,000
|
13
|
Depositary Shares, each representing a 1/25th interest in a
share of Fixed-to-Floating Rate Non-Cumulative Preferred
Stock, Series JJ (Series JJ Depositary Shares)2
|
060505FP4
|
$1,000,000,000
|
$150,000,000
|
14
|
1 Depositary Shares of this series are listed for trading on the New York Stock Exchange (the NYSE). See Section 7 of The Offers in this Offer to Purchase.
Depositary Shares of all series that are listed on the NYSE are referred to herein collectively as the Listed Depositary Shares.
2 Depositary Shares of this series are not listed on any exchange and are referred to herein, collectively with Depositary Shares of other non-listed series, as the
Non-Listed Depositary Shares.
The dividend rates, hypothetical accrued dividends and hypothetical total consideration for the Series E Depositary Shares, Series 1 Depositary Shares and
Series 5 Depositary Shares have been determined and are set forth in the Press Release issued by Bank of America Corporation on November 28, 2022 (available below).
To view copies of the Offer documents please click on the links below
Offer to Purchase
Letter of Transmittal
Press Release issued November 10, 2022
Press Release issued November 28, 2022
Retail Processing Dealer Form
Schedule TO Amendment
Any questions or requests for assistance may be directed to the Offeror or the Information Agent at their respective telephone numbers as set forth below.
Any requests for additional copies of this Offer to Purchase may be directed to the Information Agent. A Holder may also contact such Holders Custodian for
assistance concerning the Offers.
The Information and Tender Agent for the Offer is:
D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Toll free calls: +1 (800) 713-9960
All others call: +1 (212) 269-5550
Email:bofa@dfking.com
|
The Offeror for the Offer is:
BofA Securities, Inc.
620 South Tryon Street
Charlotte, North Carolina 28255
Attn: Liability Management
Toll-Free: (888) 292-0070
Collect: (980) 683-3215
Call: (704) 560-7937
Email: debt_advisory@bofa.com
|
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