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BAC-WT - Bank of America Warrants


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The buybacks are the same as with the common, I presume you are talking about the warrant adjustment when dividends ar paid.

.

 

That is true about the dividend.

 

I decided to refresh my memory.  For the buyback, the prospectus says

 

"In the case of a pro rata repurchase of common stock. A “pro rata repurchase” is defined as any purchase of shares of our common stock by us or any of our affiliates pursuant to any tender offer or exchange offer subject to Section 13(e) or 14(e) of the Exchange Act, or Regulation 14E thereunder, or any other offer available to substantially all holders of our common stock. If we effect a pro rata repurchase of our common stock, then the exercise price will be reduced to the price determined by multiplying the exercise price in effect immediately prior to the effective date (as defined below) of such pro rata repurchase by a fraction of which (A) the numerator will be (i) the product of (x) the number of shares of our common stock outstanding immediately before such pro rata repurchase and (y) the market price of a share of our common stock on the trading day immediately preceding the first public announcement by us or any of our affiliates of the intent to effect such pro rata repurchase, minus (ii) the aggregate purchase price of the pro rata repurchase, and (B) the denominator will be the product of (i) the number of shares of our common stock outstanding immediately prior to such pro rata repurchase minus the number of shares of our common stock so repurchased and (ii) the market price per share of our common stock on the trading day immediately preceding the first public announcement by us or any of our affiliates of the intent to effect such pro rata repurchase. The number of warrant shares will be increased to the number obtained by multiplying the number of warrant shares immediately prior to such adjustment by the quotient of (x) the exercise price in effect immediately prior to the pro rata repurchase giving rise to the adjustment divided by (y) the new exercise price as determined in accordance with the immediately preceding sentence. For the avoidance of doubt, no increase to the exercise price or decrease in the number of warrant shares deliverable upon exercise of a warrant will be made pursuant to this adjustment provision."

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Correct me if I'm wrong, but aren't most re-purchases simply open-market repurchases where the company in question just buys a certain percentage of the daily volume if they deem the price to be sufficiently attractive?  I understood that the pro-rata repurchase clause applied just to tender-offers where a company with a big bag of cash makes a large scale repurchase offer and then shareholders need to give instructions to their broker about whether to accept.

 

In the case of BAC, I had always imagined that they would simply buy a portion of the daily volume as long as market prices are attractive (ie, lower than book, preferably lower than tangible book).  Since there's no buy-back premium associated with this type of re-purchase, the prospectus doesn't contain an adjustment provision to ensure that warrant holders come out of it whole.

 

Is this how everyone else understands the buy-back clause?

 

 

SJ

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In the case of BAC, I had always imagined that they would simply buy a portion of the daily volume as long as market prices are attractive (ie, lower than book, preferably lower than tangible book).  Since there's no buy-back premium associated with this type of re-purchase, the prospectus doesn't contain an adjustment provision to ensure that warrant holders come out of it whole.

 

Is this how everyone else understands the buy-back clause?

 

 

SJ

 

This is how I read it as well.  Tender offer is different than open market buybacks.

 

The only real risk though is that management buys back above tangible book.  If they are buying back below tangible book (or even book one could argue), the warrant to purchase one share is now equivalent to a larger percentage of the business than before the buyback so the adjustment is inherent. 

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http://www.reuters.com/article/2012/12/10/baml-loans-idUSL5E8NA55520121210?feedType=RSS&feedName=privateEquity&rpc=43&source=email_rt_mc_body&ifp=0

 

Bank of America Merrill Lynch is emerging as one of the biggest buyers of loans from deleveraging European banks, which have been selling loan portfolios to raise capital and comply with stress tests, tidy up their balance sheets and refocus on their client base.

 

The US bank has bought at least 7.3 billion euros ($9.44 billion) of loans since late 2011. It has held on to some of the assets in a strategic move to deepen client relationships and sold the remaining loans at a profit to end investors.

 

"Bank of America is by far one of the biggest buyers of debt out there," a trader said.

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http://www.thestreet.com/story/11787045/1/retail-banking-sucks-but-bank-of-america-could-jump-50-hedge-fund-guru.html

 

A few good nuggets... Re-validating the $18B cost savings goals.  Also:

 

He concedes he "didn't spend a lot of time taking about various litigations with Bruce Thompson the CFO because there's not really very much he can say, but both myself and my partner came out of the meeting surprised at how confident he was that the potential settlement had been ring fenced--and when I say settlement I mean all the litigation."

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http://www.thestreet.com/story/11787045/1/retail-banking-sucks-but-bank-of-america-could-jump-50-hedge-fund-guru.html

 

A few good nuggets... Re-validating the $18B cost savings goals.  Also:

 

He concedes he "didn't spend a lot of time taking about various litigations with Bruce Thompson the CFO because there's not really very much he can say, but both myself and my partner came out of the meeting surprised at how confident he was that the potential settlement had been ring fenced--and when I say settlement I mean all the litigation."

 

Seems that Tom Brown (aka Second Curve) bought a big chunk of the a-warrants in the 3rd qtr.

Not that I give a lot of credit to Mr. Brown (formerly working for J.Robertson). He might be a good bank analyst, but he traded too much in and out of some of the same positions that LUK held long term like AmeriCredit or JEF. But anyway here's a link to his portfolio:

http://holdings.nasdaq.com/asp/Institutional.asp?FormType=Institutional&symbol=BAC''A&Selected=BAC''A

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American customer satisfaction Index numbers for the big US banks.

http://www.theacsi.org/acsi-results/acsi-scores-december

 

BofA isn't doing too great last couple years, but considering the history of these ratings, it is just a pendulum swinging.

 

I charted WFC and BAC; it is much easier to see the swings. See attachment.

 

Interesting data, and BAC certainly has a lot to improve based on my experience on refinancing with them.

 

It didn't have data on USB?

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Corporate tax reform is on the table for 2013 based on the jibber-jabber I read today(fiscal cliff negotiations).

 

That's big news for BAC which is one of the companies that actually gets hit by the high US tax rate -- or at least it will once these NOLs get burned off.

 

It makes sense -- you can raise taxes on the 1/3 of corporate earnings (distributed as a dividend) as long as you reduce taxes on the 3/3 of corporate earnings.

 

A wash most likely for BAC shareholders over the longer term.

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American customer satisfaction Index numbers for the big US banks.

http://www.theacsi.org/acsi-results/acsi-scores-december

 

BofA isn't doing too great last couple years, but considering the history of these ratings, it is just a pendulum swinging.

 

I charted WFC and BAC; it is much easier to see the swings. See attachment.

 

Wow, between 2003-2008, BAC gets better score than WFC!

Is there a breakdown on why BAC gets a better scores than WFC in those years, I am curious? I meant sometime what you do to make customers happy could be bad for the company; such as give people loans anyway regardless their credit history....

I am curious...

 

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Wow, between 2003-2008, BAC gets better score than WFC!

Is there a breakdown on why BAC gets a better scores than WFC in those years, I am curious? I meant sometime what you do to make customers happy could be bad for the company; such as give people loans anyway regardless their credit history....

I am curious...

 

There could also be a halo effect going on. People keep hearing that WFC is great, so when pollsters call them, they have a favorable predisposition, while the reverse is true with BAC. Not sure how strong such an effect would be, though.

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American customer satisfaction Index numbers for the big US banks.

http://www.theacsi.org/acsi-results/acsi-scores-december

 

BofA isn't doing too great last couple years, but considering the history of these ratings, it is just a pendulum swinging.

 

I charted WFC and BAC; it is much easier to see the swings. See attachment.

 

No idea and probably should be taken with a pinch of salt anyway.

Wow, between 2003-2008, BAC gets better score than WFC!

Is there a breakdown on why BAC gets a better scores than WFC in those years, I am curious? I meant sometime what you do to make customers happy could be bad for the company; such as give people loans anyway regardless their credit history....

I am curious...

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My personal experience has been wonderful at my Local branch (100k population city). The staff is helpful and friendly but the process/paperwork is still kind of slow. My brother and I went in there to open a joint checking account. We are both BofA customers but it still took us nearly 45m to set up the account...

 

I been to other branches in the big city and they weren't as friendly but had no problems nonetheless.

 

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American customer satisfaction Index numbers for the big US banks.

http://www.theacsi.org/acsi-results/acsi-scores-december

 

BofA isn't doing too great last couple years, but considering the history of these ratings, it is just a pendulum swinging.

 

I charted WFC and BAC; it is much easier to see the swings. See attachment.

 

No idea and probably should be taken with a pinch of salt anyway.

Wow, between 2003-2008, BAC gets better score than WFC!

Is there a breakdown on why BAC gets a better scores than WFC in those years, I am curious? I meant sometime what you do to make customers happy could be bad for the company; such as give people loans anyway regardless their credit history....

I am curious...

 

 

 

People get pissed off with their bank for any number of reasons. 

 

What we should never forget is that participants on this board are FAR different than the average client.  We generally should have much higher levels of assets than the typical client, we're probably better educated in general, and our financial lives are probably more stable.  I get mad at my bank when I perceive that its hand is in my pocket excessively (mostly it's the brokerage arm of my bank that sometimes pisses me off).

 

The average Joe Sixpack pretty much lives from pay cheque to pay cheque.  He might keep an average of $1,000 or $2,000 in his account.  Joe Sixpack tends to get upset when the bank bounces one of his cheques triggering a $35 surcharge, when he deposits a $1,500 cheque at the ATM but his funds are held until the cheque actually clears, or when he gets dinged for a couple of different charges for using a competitor's ATM.  Clearly, if he gets pissed off about those types of issues, it's really not the bank's fault.  In fact, he's probably one of a significant percentage of clients who represent an unprofitable banking relationship.

 

A more relevant consideration for WFC or BAC or any other financial institution would be the client satisfaction ratings for the subset of clients who are actually "good clients" with a large mortgage, an active credit card, a significant retirement account, meaningful investments and large deposits.

 

 

SJ

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My personal experience has been wonderful at my Local branch (100k population city). The staff is helpful and friendly but the process/paperwork is still kind of slow. My brother and I went in there to open a joint checking account. We are both BofA customers but it still took us nearly 45m to set up the account...

 

I been to other branches in the big city and they weren't as friendly but had no problems nonetheless.

Similar story.

 

I recently added an echecking account to my existing checking account so I could add my GF to the account and use it for paying bills, groceries etc.. It took almost 1hr to get the account the setup and then when I came back over the weekend with the GF it was another 45 minutes to her added.

 

In comparison to some other banks or credit unions I have dealt with BAC seems antiquated process wise, but I always attributed part of that to the fact that I live in WA state and it seems like they never really did a good job of integrating SeaFirst Bank customers (of which I was one).

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Thanks for the link. In the article, it states that

 

"A hearing on whether Bank of America should also be held liable is scheduled for January. Bank of America argues that MBIA’s argument for making the bank pay would “severely undermine the vital, long-established” principle that parent companies aren’t liable for the conduct of subsidiaries."

 

Does any lawyers on the board know if this 'principle' has any truth in it?

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