-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, SgNqOTW+dMabFBAkzvW3na8N73uOCDr2QDQ6ITCJHgw30qnF/vTavTOKzfsn/Vqs 82TV1qqhTnoxDLJkAKDYow== 0000009672-95-000015.txt : 19950515 0000009672-95-000015.hdr.sgml : 19950515 ACCESSION NUMBER: 0000009672-95-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950206 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19950208 SROS: MSE SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANKAMERICA CORP CENTRAL INDEX KEY: 0000009672 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 941681731 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07377 FILM NUMBER: 95506257 BUSINESS ADDRESS: STREET 1: BANK OF AMERICA CTR STREET 2: 555 CALIFORNIA ST CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4156223530 MAIL ADDRESS: STREET 1: 555 CALIFORNIA STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94104 8-K 1 FORM 8-K DATED FEBRUARY 6, 1995 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 6, 1995 (Date of earliest event reported) BankAmerica Corporation (Exact name of registrant as specified in its charter) Delaware 1-7377 94-1681731 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification Number) Bank of America Center 555 California Street San Francisco, California 94104 (Address of principal executive offices) (Zip Code) 415-622-3530 (Registrant's telephone number, including area code) Item 5. Other Events. Attached hereto as Exhibit 99 is a copy of BankAmerica Corporation's press release dated February 6, 1995 titled "BankAmerica Board Increases Common Stock Dividend and Approves Stock Repurchase Program." Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements of Businesses Acquired Not applicable. (b) Pro Forma Financial Information Not applicable. (c) Exhibits Exhibit Number Description 99 BankAmerica Corporation press release dated February 6, 1995 titled "BankAmerica Board Increases Common Stock Dividend and Approves Stock Repurchase Program." SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BANKAMERICA CORPORATION (Registrant) Date: February 6, 1995 By /s/ James H. Williams James H. Williams Executive Vice President 2 EX-99 2 BANKAMERICA FEBRUARY 1995 PRESS RELEASE EXHIBIT INDEX Exhibit Number Description 99 BankAmerica Corporation press release dated February 6, 1995 titled "BankAmerica Board Increases Common Stock Dividend and Approves Stock Repurchase Program." BankAmerica Corporation Logo Appears Here Exhibit 99 BankAmerica Corporation News For release: Peter Magnani (415) 953-2418 BANKAMERICA BOARD INCREASES COMMON STOCK DIVIDEND AND APPROVES STOCK REPURCHASE PROGRAM SAN FRANCISCO, February 6, 1995 -- BankAmerica Corporation (NYSE:BAC) today announced that its Board of Directors has increased the quarterly dividend on the corporation's common stock to $0.46 per share from the $0.40 per share paid in December 1994. The dividend is payable on March 14 to shareholders of record on February 22. The Board also authorized a stock repurchase program. The program enables the corporation to buy back approximately $1.9 billion of its common stock, and to buy back or redeem approximately $500 million of its preferred stock, by the end of 1997. "We believe that BankAmerica its generating capital at a rate in excess of the capital requirements needed to support current investment opportunities," Richard M. Rosenberg, chairman and chief executive officer, said. "The increased dividend and stock repurchase program enable the corporation to return capital to shareholders and still remain well positioned to benefit from an improving California economy and from continuing growth in most of its other domestic and offshore markets." Under the stock repurchase program, the corporation may purchase up to $800 million of its common stock during 1995 and 1996. During each quarter of 1995, 1996, and 1997, the corporation may purchase an additional amount of common stock up to the level of amortization of goodwill and core deposit intangible assets for that quarter -- currently approximately $90 million per quarter. Any unused repurchase authority based on the amortization level may be rolled forward for up to four quarters until used. Based on its closing price on February 3, the corporation's outstanding common stock had a market value in excess of $17 billion. Repurchased common stock will be added to the corporation's treasury shares and will be available for general corporate purposes. - more - The corporation currently has twelve series of outstanding preferred stock, with an aggregate market value of approximately $3 billion. Except to the extent that an entire series of preferred stock is redeemed, the corporation does not intend to make any repurchases or redemptions that would cause a series of preferred stock to be delisted. Repurchased and redeemed preferred stock will be retired and restored to the status of authorized but unissued preferred stock without designation as to series. The corporation expects to make the repurchases from time to time in the open market or otherwise. Repurchases may begin immediately. The program may be discontinued or suspended at any time. The directors also declared the following quarterly dividends on BankAmerica's preferred stock: $0.8125 per share for Series A preferred stock; $1.50 per share for Series B preferred stock; $0.60156 per share for Series F preferred stock; $0.8125 per share for Series G preferred stock $0.5625 per share for Series H preferred stock $13.75 per share for Series I preferred stock; $13.75 per share for Series J preferred stock $0.52344 per share for Series K preferred stock; $10.20 per share for Series L preferred stock; $9.84375 per share for Series M preferred stock; $10.625 per share for Series N preferred stock; $0.9375 per share for Series 1 preferred stock. Dividends on the nine series of preferred stock, A, B, F, G, H, K, L, M, and N will be paid on February 28, 1995 to shareholders of record on February 16, 1995. Dividends on the Series I and J preferred stock and Series 1 preferred stock will be paid on March 31, 1995 to shareholders of record on March 15, 1995. Each holder of a depositary share of Preferred Series I, J, L, M, or N is entitled to receive one-twentieth of the declared dividend. With assets of $215 billion at year-end 1994, BankAmerica is the second-largest banking company in the United States. The corporation earned $5.36 per share in 1994, on net income of $2.176 billion. #### -----END PRIVACY-ENHANCED MESSAGE-----