Lone Star Units Buys The Bear Stearns Companies Inc. Mortgage Company-Reuters
May 30, 2008 |
| Reuters reported that a unit and an affiliate of private equity firm Lone Star Funds are buying assets from The Bear Stearns Companies Inc. mortgage company. Terms of the transactions were not disclosed. |
Liquidators Of The Bear Stearns Companies Inc. Funds Lose Court Appeal-Reuters
May 28, 2008 |
| Reuters reported that representatives of two collapsed The Bear Stearns Companies Inc. hedge funds linked to risky mortgage investments have lost a court appeal seeking to have the funds liquidated in the Cayman Islands instead of in the United States. The ruling by U.S. District Judge Robert Sweet in Manhattan upholds a bankruptcy court's decision last year requiring that the funds be liquidated in U.S. courts. Holding the proceedings in the Cayman Islands, home to many hedge funds for tax reasons, could have shielded the funds' assets from some U.S. creditors. |
The Bear Stearns Companies Inc. Is Sued On Sale Of Building-WSJ
May 23, 2008 |
| The Wall Street Journal reported that the owner of the Madison Avenue land on which The Bear Stearns Companies Inc., built its headquarters sued the Company, saying the bank breached an agreement giving the landowner the right to make the first offer for the building. In a lawsuit filed in New York State Supreme Court in Manhattan, 383 Madison LLC, a New York corporation, claims Bear Stearns failed to negotiate in good faith and breached their agreement by entering into a contract that provided J.P. Morgan Chase & Co. an irrevocable option to purchase the building. J.P. Morgan Chase, which is in the process of buying Bear Stearns, is also a defendant in the lawsuit. |
JPMorgan To Cut 55% Of The Bear Stearns Companies Inc.'s Staff-Reuters
May 21, 2008 |
| Reuters reported that more than 7,600 The Bear Stearns Companies Inc.'s employees, about 55% of its staff, is expected to lose their jobs as Bear Stearns is absorbed into JPMorgan Chase & Co (JPMorgan). JPMorgan is retaining 45% of Bear Stearns staff. |
JPMorgan Chase & Co. To Close Or Spin-Off Most Bear Funds-Reuters
May 16, 2008 |
| Reuters reported that JPMorgan Chase & Co. expects to liquidate or spin off much of the asset management arm of Bear Stearns Cos Inc after it takes over Bear next month. |
The Bear Stearns Companies Inc. Investors Drop Bid To Block Buyout-Reuters
May 7, 2008 |
| Reuters reported that The Bear Stearns Companies Inc.'s shareholders suing over the planned JPMorgan Chase & Co. takeover are dropping efforts to block the deal but will seek damages of at least $2.8 billion. Investors have withdrawn a motion in New York State Supreme Court for a preliminary injunction aimed at halting the deal, said Daniel Krasner, a senior partner at law firm Wolf Haldenstein Adler Freeman & Herz LLP. But Krasner said the shareholder case would continue, with investors seeking damage claims. JPMorgan is offering $10 a share for Bear stock, which Krasner said is much too low. |
The Bear Stearns Companies Inc. Receives SEC Notice, Faces FTC Probe-Reuters
April 15, 2008 |
| Reuters reported that The Bear Stearns Companies Inc. revealed that it received a "Wells Notice" in February from the Securities and Exchange Commission. The notice indicated Bear may face civil charges related to anti-competitive bidding for municipal securities. In the same filing, Bear disclosed a civil investigation by the Federal Trade Commission into its EMC Mortgage Corp unit seeking documents and information relating to business and servicing practices. |
Delaware Case Paused On The Bear Stearns Companies Inc.-JPMorgan Chase & Co. Deal-Reuters
April 10, 2008 |
| The Bear Stearns Companies Inc.: Reuters reported that Delaware Chancery Court judge decided to temporarily pause a lawsuit that sought to challenge JPMorgan Chase & Co's planned takeover of Bear Stearns Cos Inc since a similar case was moving forward in New York. Vice Chancellor Donald Parsons said he granted the companies' request to stay the case in Delaware for several reasons, including that a hearing had already been scheduled for May 8, in the New York case. The plaintiffs, the Police and Fire Retirement System of the City of Detroit and the Wayne County Employees' Retirement System, are Bear Stearns shareholders. JPMorgan initially agreed to buy Bear Stearns for $2 per share, but later raised the offer to $10 per share. The deal, currently valued at about $1.7 billion, was struck last month as Bear Stearns faced a cash crunch and the possibility of imminent collapse. The judge said the Michigan funds had previously sought a temporary restraining order on JPMorgan's purchase of 39.5% of Bear Stearns on April 8, but later abandoned that request. Instead, the funds sought a preliminary injunction preventing JPMorgan from voting any of those newly acquired shares. |
Hagens Berman Files Lawsuit Against Bear Stearns The Bear Stearns Companies Inc.
April 9, 2008 |
| The Bear Stearns Companies Inc.: Hagens Berman Sobol Shapiro filed a third complaint against The Bear Stearns Companies Inc. on behalf of current and former employees, claiming the Company violated ERISA laws concerning the management of the Employee Stock Ownership Plan (ESOP). The lawsuit, filed in U.S. District Court in New York by plan participant Rita Rusin, seeks to represent all employees that invested in the ESOP from December 14, 2006, until the present. The lawsuit claims the Company's failure to adequately manage the plan and its investments resulted in the depletion of hundreds of millions of dollars in retirement savings and anticipated retirement income for plan participants. The complaint states that the Company heavily invested in the sub-prime mortgage market, including CDOs and other mortgage-backed securities, and by some accounts was the biggest packager of residential U.S. mortgage-backed securities from 2004 until 2007. These investments created not only an unacceptable and imprudent risk for anyone invested in Company stock, but also an incredibly unstable amount of debt, which couldn't be sold. The filed complaint lists five counts against the Company including breach of fiduciary duties, failure to provide plan participants with accurate information on the stock's true risks, and failure to properly monitor all fiduciaries and remove those whose performance was inadequate. |
The Bear Stearns Companies Inc. Completes Share Exchange Transaction With JPMorgan Chase & Co.
April 8, 2008 |
| The Bear Stearns Companies Inc. announced that the previously announced share exchange between JPMorgan Chase & Co. and Bear Stearns has been completed. Pursuant to the terms of the share exchange agreement between the parties, on April 8, 2008, JPMorgan Chase & Co. purchased 95 million newly issued shares of Bear Stearns common stock, or 39.5% of the outstanding Bear Stearns common stock after giving effect to the issuance, in exchange for 20,665,350 shares of JPMorgan Chase & Co. common stock. |
Federman & Sherwood, Who Filed One of the First Class Actions Against The Bear Stearns Companies Inc.
April 3, 2008 |
| The Bear Stearns Companies Inc.: Federman & Sherwood announced that on April 3, 2008 the Senate Banking Committee held a hearing to discuss the failure of Bear Stearns. Federman & Sherwood believes that the information disclosed at the senate hearing confirms and supports the validity of the allegations contained in the Complaint filed by Federman & Sherwood. The Complaint alleges violations of federal securities laws, including allegations of issuing a series of material misrepresentations to the market which had the effect of artificially inflating the market price of the stock. The class period is from March 12, 2008 through March 14, 2008, which is a distinct and different class period from other lawsuits filed against Bear Stearns. |
JPMorgan Chase & Co. Buys 11.5 Million The Bear Stearns Companies Inc. Shares-Reuters
April 3, 2008 |
| Reuters reported that JPMorgan Chase & Co. said it bought 11.5 million shares of The Bear Stearns Companies Inc. on the open market, as the Company works to make sure it successfully completes its purchase of Bear. With the purchase, the Company owns about 12.98 million Bear Stearns shares, or about 8.9% based on the current share count. The Company said it expects to buy more shares, potentially until it owns as much as 49.5% of Bear Stearns' outstanding shares. |
Federal Reserve Board Approves JPMorgan Chase & Co. And The Bear Stearns Companies Inc. Deal-NYT
April 2, 2008 |
| The New York Times reported that The Federal Reserve Board formally gave its approval to JPMorgan Chase & Co to purchase a banking unit of The Bear Stearns Companies Inc. |
JPMorgan Chase & Co. in Talks to Raise The Bear Stearns Companies Inc. Bid-Reuters
March 24, 2008 |
| Reuters reported that, according to The New York Times, JPMorgan Chase & Co. was in talks to quintuple its offer to buy The Bear Stearns Companies Inc. to $10 per share from $2 per share, in an effort to pacify angry shareholders of the Company. |
JPMorgan Chase & Co. and The Bear Stearns Companies Inc. Announce Amended Merger Agreement
March 24, 2008 |
| The Bear Stearns Companies Inc. and JPMorgan Chase & Co. announced an amended merger agreement regarding JPMorgan Chase's acquisition of Bear Stearns. Under the revised terms, each share of Bear Stearns common stock would be exchanged for 0.21753 shares of JPMorgan Chase common stock (up from 0.05473 shares), reflecting an implied value of approximately $10 per share of Bear Stearns common stock based on the closing price of JPMorgan Chase common stock on the New York Stock Exchange on March 20, 2008. In addition, JPMorgan Chase and Bear Stearns entered into a share purchase agreement under which JPMorgan Chase will purchase 95 million newly issued shares of Bear Stearns common stock, or 39.5% of the outstanding Bear Stearns common stock after giving effect to the issuance, at the same price as provided in the amended merger agreement. The purchase of the 95 million shares is expected to be completed on or about April 8, 2008. The Boards of Directors of both companies have approved the amended agreement and the purchase agreement. All of the members of the Bear Stearns Board of Directors have indicated that they intend to vote their shares held as of the record date in favor of the merger. |
The Bear Stearns Companies Inc. Declares Quarterly Cash Dividend On Preferred Shares
March 20, 2008 |
| The Bear Stearns Companies Inc. announced that its Board of Directors has declared a cash dividend of $3.075 per share on the outstanding shares of 6.15% Cumulative Preferred Stock, Series E (which is equivalent to 76.875 cents per related depositary share); a cash dividend of $2.86 per share on the outstanding shares of 5.72% Cumulative Preferred Stock, Series F (which is equivalent to 71.50 cents per related depositary share); and a cash dividend of $2.745 per share on the outstanding shares of 5.49% Cumulative Preferred Stock, Series G (which is equivalent to 68.625 cents per related depositary share) all payable April 15, 2008 to stockholders of record on March 31, 2008. |
The Bear Stearns Companies Inc. Under Investigation By Keller Rohrback L.L.P.
March 17, 2008 |
| The Bear Stearns Companies Inc.: Attorney Advertising. Keller Rohrback L.L.P. announced that it has commenced an investigation against The Bear Stearns Companies Inc. for potential violations of the Employee Retirement Income Security Act of 1974 (ERISA). The investigation focuses on investments in Bear Stearns stock by The Bear Stearns Companies Inc. Employee Stock Ownership Plan (the Plan). |
JPMorgan Chase & Co. To Acquire The Bear Stearns Companies Inc.
March 16, 2008 |
| The Bear Stearns Companies Inc.: JPMorgan Chase & Co. announced that it is acquiring The Bear Stearns Companies Inc. The transaction will be a stock-for-stock exchange. JPMorgan Chase will exchange 0.05473 shares of JPMorgan Chase common stock per one share of Bear Stearns stock. Based on the closing price of March 15, 2008, the transaction would have a value of approximately $2 per share. The transaction is expected to have an expedited close by the end of the calendar second quarter 2008. In addition to the financing the Federal Reserve ordinarily provides through its Discount Window, the Fed will provide special financing in connection with this transaction. The Fed has agreed to fund up to $30 billion of Bear Stearns less liquid assets. |
The Bear Stearns Companies Inc. Agrees To Secured Loan Facility With JPMorgan Chase; CEO Says Liquidity "Significantly Deteriorated"
March 14, 2008 |
| The Bear Stearns Companies Inc. announced that it reached an agreement with JPMorgan Chase & Co. to provide a secured loan facility for an initial period of up to 28 days allowing Bear Stearns to access liquidity as needed. Bear Stearns also announced that it is talking with JPMorgan Chase & Co. regarding permanent financing or other alternatives. Alan Schwartz, President and Chief Executive Officer of Bear Stearns said, "Bear Stearns has been the subject of a multitude of market rumors regarding our liquidity. We have tried to confront and dispel these rumors and parse fact from fiction. Nevertheless, amidst this market chatter, our liquidity position in the last 24 hours had significantly deteriorated. We took this important step to restore confidence in us in the marketplace, strengthen our liquidity and allow us to continue normal operations." Bear Stearns can make no assurance that any strategic alternatives will be successfully completed. |
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