Obligation America Bank Corporation 3.5% ( US06048WTW00 ) en USD

America Bank Corporation

100.05 % ⇌

Etas-Unis

US06048WTW00 ( en USD )

3.5% par an ( paiement semestriel )

28/12/2036

Prospectus brochure de l'obligation Bank of America Corporation US06048WTW00 en USD 3.5%, échéance 28/12/2036

1 000 USD

5 000 000 USD

06048WTW0

N/A

N/A

28/12/2025 ( Dans 150 jours )

Bank of America Corporation est une société de services financiers multinationale américaine offrant une large gamme de produits et services bancaires aux particuliers, aux entreprises et aux institutions financières, notamment des services de dépôt, de prêt, d'investissement et de gestion de patrimoine.

Un examen détaillé de l'obligation identifiée par le code ISIN US06048WTW00 (CUSIP : 06048WTW0) révèle qu'elle a été émise par Bank of America Corporation, l'une des plus grandes institutions financières mondiales basée aux États-Unis, proposant un instrument de dette libellé en USD. Cette émission, d'une taille totale de 5 000 000 USD, offre un taux d'intérêt annuel de 3.5% avec des paiements semestriels, et arrivera à maturité le 28 décembre 2036. Actuellement cotée sur le marché à 100.05% de sa valeur nominale, cette obligation est accessible avec une taille minimale d'achat fixée à 1 000 USD.

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424B2 1 e72359_424b2.htm PRICING SUPPLEMENT NO. 257
Filed Pursuant to Rule 424(b)(2)
Registration Statement 333-202354
Pricing Supplement No. 257
(To Prospectus dated May 1, 2015
and Series L Prospectus Supplement dated October 17, 2016)
December 21, 2016
$5,000,000
Step Up Callable Notes, due December 28, 2036
The notes are senior unsecured debt securities issued by Bank of America Corporation ("BAC"). All payments
x
and the return of the principal amount on the notes are subject to our credit risk.
The notes will mature on December 28, 2036. At maturity, if the notes have not been previously redeemed,
x
you will receive a cash payment equal to 100% of the principal amount of the notes, plus any accrued and
unpaid interest.
Interest will be paid on June 28 and December 28 of each year, commencing on June 28, 2017, with the final
x
interest payment date occurring on the maturity date.
The notes will accrue interest at the following rates per annum during the indicated year of their term:
x
o
Years 1-5:
3.50%;
o
Years 6-10:
4.00%;
o
Years 11-15:
4.50%;
o
Year 16-18:
5.00%; and
o
Year 19-20:
7.00%.
We have the right to redeem all, but not less than all, of the notes on December 28, 2020, and on each
x
subsequent interest payment date (other than the maturity date). The redemption price will be 100% of the
principal amount of the notes, plus any accrued and unpaid interest.
The notes are issued in minimum denominations of $1,000 and whole multiples of $1,000.
x
The notes will not be listed on any securities exchange.
x
The CUSIP number for the notes is 06048WTW0.
x
The notes:
Are Not FDIC Insured
Are Not Bank Guaranteed
May Lose Value
Per Note
Total
Public Offering Price
100.00%
$5,000,000
Underwriting Discount
2.75%
$ 137,500
Proceeds (before expenses) to Bank of
America Corporation
97.25%
$4,862,500
The notes are unsecured and are not savings accounts, deposits, or other obligations of a bank. The notes are not
guaranteed by Bank of America, N.A. or any other bank, are not insured by the Federal Deposit Insurance
Corporation or any other governmental agency, and involve investment risks. Potential purchasers of the notes
should consider the information in "Risk Factors" beginning on page PS-4 of this pricing supplement, page S-5 of
the attached prospectus supplement, and page 9 of the attached prospectus.
None of the Securities and Exchange Commission, any state securities commission, or any other regulatory body
has approved or disapproved of these notes or passed upon the adequacy or accuracy of this pricing supplement,
the accompanying prospectus supplement, or the accompanying prospectus. Any representation to the contrary is
a criminal offense.
We will deliver the notes in book-entry form only through The Depository Trust Company on December 28,
2016 against payment in immediately available funds.
Series L MTN prospectus supplement dated October 17, 2016 and prospectus dated May 1, 2015
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BofA Merrill Lynch
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SUMMARY OF TERMS
This pricing supplement supplements the terms and conditions in the prospectus, dated May 1,
2015, as supplemented by the Series L prospectus supplement, dated October 17, 2016 (as so
supplemented, together with all documents incorporated by reference, the "prospectus"), and should be
read with the prospectus.
· Title of the Series:
Step Up Callable Notes, due December 28, 2036
· Aggregate Principal Amount
$5,000,000
Initially Being Issued:
· Issue Date:
December 28, 2016
· CUSIP No.:
06048WTW0
· Maturity Date:
December 28, 2036
· Minimum Denominations:
$1,000 and multiples of $1,000 in excess of $1,000
· Ranking:
Senior, unsecured
· Day Count Fraction:
30/360
· Interest Periods:
Semi-annually. Each interest period (other than the first interest
period, which will begin on the issue date) will begin on, and will
include, an interest payment date, and will extend to, but will
exclude, the next succeeding interest payment date (or the
maturity date, as applicable).
· Interest Payment Dates:
June 28 and December 28 of each year, beginning on June 28,
2017, with the final interest payment date occurring on the
maturity date.
· Interest Rates:
The notes will accrue interest during the following periods at the
following rates per annum:
Dates:
Annual Rate:
December 28, 2016 to but
3.50%
excluding December 28, 2021
December 28, 2021 to but
4.00%
excluding December 28, 2026
December 28, 2026 to but
4.50%
excluding December 28, 2031
December 28, 2031 to but
5.00%
excluding December 28, 2034
December 28, 2034 to but
7.00%
excluding December 28, 2036
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PS-2
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· Optional Early Redemption:
We have the right to redeem all, but not less than all, of the notes
on December 28, 2020, and on each subsequent interest payment
date (other than the maturity date). The redemption price will be
100% of the principal amount of the notes, plus any accrued and
unpaid interest. In order to call the notes, we will give notice at
least five business days but not more than 60 calendar days
before the specified early redemption date.
· Business Days:
If any interest payment date, any early redemption date, or the
maturity date occurs on a day that is not a business day in New
York, New York, then the payment will be postponed until the
next business day in New York, New York. No additional interest
will accrue on the notes as a result of such postponement, and no
adjustment will be made to the length of the relevant interest
period.
· Repayment at Option of
None
Holder:
· Record Dates for Interest
For book-entry only notes, one business day in New York, New
Payments:
York prior to the payment date. If notes are not held in book-entry
only form, the record dates will be the fifteenth calendar day
preceding such interest payment day, whether or not such record
date is a business day.
· Calculation Agent:
Merrill Lynch Capital Services, Inc.
· Listing:
None
Certain capitalized terms used and not defined in this document have the meanings ascribed
to them in the prospectus supplement and prospectus. Unless otherwise indicated or unless the
context requires otherwise, all referenced in this product supplement to "we," "us," "our," or similar
references are to Bank of America Corporation.
PS-3
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RISK FACTORS
Your investment in the notes entails significant risks, many of which differ from those of a
conventional security. Your decision to purchase the notes should be made only after carefully
considering the risks of an investment in the notes, including those discussed below, with your advisors
in light of your particular circumstances. The notes are not an appropriate investment for you if you are
not knowledgeable about significant elements of the notes or financial matters in general.
The notes are subject to our early redemption. We may redeem all, but not less than all, of
the notes on any interest payment date on or after December 28, 2020 (other than the maturity date).
If you intend to purchase the notes, you must be willing to have your notes redeemed as early as that
date. We are generally more likely to elect to redeem the notes during periods when the remaining
interest to be accrued on the notes is to accrue at a rate that is greater than that which we would pay
on our other interest bearing debt securities having a maturity comparable to the remaining term of
the notes. No further payments will be made on the notes after they have been redeemed.
If we redeem the notes prior to the maturity date, you may not be able to reinvest your
proceeds from the redemption in an investment with a return that is as high as the return on the
notes would have been if they had not been redeemed, or that has a similar level of risk.
Step-up notes present different investment considerations than fixed-rate notes. The rate
of interest paid by us on the notes will increase upward from the initial stated rate of interest on the
notes. The notes are callable by us, in whole but not in part, prior to maturity and, therefore, contain
the redemption risk described above. If we do not call the notes, the interest rate will step up as
described on the cover of this pricing supplement. Unless general interest rates rise significantly, you
should not expect to earn the highest scheduled interest rate set forth on the cover of this pricing
supplement because the notes are likely to be called prior to maturity if interest rates remain the
same or fall during their term. When determining whether to invest in a step-up fixed rate note, you
should not focus on the highest stated interest rate, which usually is the final step-up rate of interest.
You should instead consider, among other things, the overall annual percentage rate of interest to
maturity or the various potential redemption dates as compared to other investment alternatives.
An investment in the notes may be more risky than an investment in notes with a
shorter term. The notes have a term of 20 years, subject to our right to call the notes as set forth in
this pricing supplement. By purchasing notes with a relatively longer term, you are more exposed to
fluctuations in interest rates than if you purchased a note with a shorter term. In particular, you may
be negatively affected if interest rates begin to rise, because the likelihood that we will redeem your
notes will decrease and the interest rate on the notes may be less than the amount of interest you
could earn on other investments with a similar level of risk available at that time. In addition, if you
tried to sell your notes at such time, their value in any secondary market transaction would also be
adversely affected.
Payments on the notes are subject to our credit risk, and actual or perceived changes in
our creditworthiness are expected to affect the value of the notes. The notes are our senior
unsecured debt securities. As a result, your receipt of all payments of interest and principal on the
notes is dependent upon our ability to repay our obligations on the applicable payment date. No
assurance can be given as to what our financial condition will be at any time during the term of the
notes or on the maturity date. If we become unable to meet our financial obligations as they become
due, you may not receive the amounts payable under the terms of the notes.
Our credit ratings are an assessment by ratings agencies of our ability to pay our obligations.
Consequently, our perceived creditworthiness and actual or anticipated decreases in our credit ratings
or increases in our credit spreads prior to the maturity date of the notes may adversely affect the
market value of the notes. However, because your return on the notes
PS-4
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depends upon factors in addition to our ability to pay our obligations, such as the difference between
the interest rates accruing on the notes and current market interest rates, an improvement in our
credit ratings will not reduce the other investment risks related to the notes.
We have included in the terms of the notes the costs of developing, hedging, and
distributing them, and the price, if any, at which you may sell the notes in any secondary
market transaction will likely be lower than the public offering price due to, among other
things, the inclusion of these costs. In determining the economic terms of the notes, and
consequently the potential return on the notes to you, a number of factors are taken into account.
Among these factors are certain costs associated with developing, hedging, and offering the notes.
Assuming there is no change in market conditions or any other relevant factors, the price, if
any, at which the selling agent or another purchaser might be willing to purchase the notes in a
secondary market transaction is expected to be lower than the price that you paid for them. This is
due to, among other things, the inclusion of these costs, and the costs of unwinding any relating
hedging.
The quoted price of any of our affiliates for the notes could be higher or lower than the price
that you paid for them.
We cannot assure you that a trading market for the notes will ever develop or be
maintained. We will not list the notes on any securities exchange. We cannot predict how the notes
will trade in any secondary market, or whether that market will be liquid or illiquid.
The development of a trading market for the notes will depend on our financial performance
and other factors. The number of potential buyers of the notes in any secondary market may be
limited. We anticipate that our affiliate, Merrill Lynch, Pierce, Fenner & Smith Incorporated
("MLPF&S"), will act as a market-maker for the notes, but neither MLPF&S nor any of our other
affiliates is required to do so. MLPF&S may discontinue its market-making activities as to the notes at
any time. To the extent that MLPF&S engages in any market-making activities, it may bid for or offer
the notes. Any price at which MLPF&S may bid for, offer, purchase, or sell any notes may differ from
the values determined by pricing models that it may use, whether as a result of dealer discounts,
mark-ups, or other transaction costs. These bids, offers, or completed transactions may affect the
prices, if any, at which the notes might otherwise trade in the market.
In addition, if at any time MLPF&S were to cease acting as a market-maker for the notes, it is
likely that there would be significantly less liquidity in the secondary market and there may be no
secondary market at all for the notes. In such a case, the price at which the notes could be sold likely
would be lower than if an active market existed and you should be prepared to hold the notes until
maturity.
Many economic and other factors will impact the market value of the notes. The market
for, and the market value of, the notes may be affected by a number of factors that may either offset or
magnify each other, including:
the time remaining to maturity of the notes;
x
the aggregate amount outstanding of the notes;
x
our right to redeem the notes on the dates set forth above;
x
the level, direction, and volatility of market interest rates generally (in particular,
x
increases in U.S. interest rates, which may cause the market value of the notes to
decrease);
PS-5
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general economic conditions of the capital markets in the United States;
x
geopolitical conditions and other financial, political, regulatory, and judicial events that
x
affect the capital markets generally;
our financial condition and creditworthiness; and
x
any market-making activities with respect to the notes.
x
Our trading and hedging activities may create conflicts of interest with you. We or one or
more of our affiliates, including MLPF&S, may engage in trading activities related to the notes that are
not for your account or on your behalf. We expect to enter into arrangements to hedge the market
risks associated with our obligation to pay the amounts due under the notes. We may seek
competitive terms in entering into the hedging arrangements for the notes, but are not required to do
so, and we may enter into such hedging arrangements with one of our subsidiaries or affiliates. This
hedging activity is expected to result in a profit to those engaging in the hedging activity, which could
be more or less than initially expected, but which could also result in a loss for the hedging
counterparty. These trading and hedging activities may present a conflict of interest between your
interest in the notes and the interests we and our affiliates may have in our proprietary accounts, in
facilitating transactions for our other customers, and in accounts under our management.
PS-6
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U.S. FEDERAL INCOME TAX SUMMARY
The following summary of the material U.S. federal income tax considerations of the
acquisition, ownership, and disposition of the notes is based upon the advice of Morrison & Foerster
LLP, our tax counsel. The following discussion is not exhaustive of all possible tax considerations.
This summary is based upon the Internal Revenue Code of 1986, as amended (the "Code"), regulations
promulgated under the Code by the U.S. Treasury Department (including proposed and temporary
regulations), rulings, current administrative interpretations and official pronouncements of the
Internal Revenue Service (the "IRS"), and judicial decisions, all as currently in effect and all of which
are subject to differing interpretations or to change, possibly with retroactive effect. No assurance can
be given that the IRS would not assert, or that a court would not sustain, a position contrary to any of
the tax consequences described below.
The following discussion supplements, is subject to the same qualifications and limitations as,
and should be read in conjunction with the discussion in the prospectus supplement under the
caption "U.S. Federal Income Tax Considerations," and in the prospectus under the caption "U.S.
Federal Income Tax Considerations." To the extent inconsistent, the following discussion supersedes
the discussion in the prospectus supplement and the prospectus.
This discussion only applies to U.S. holders (as defined in the accompanying prospectus) that
are not excluded from the discussion of U.S. federal income taxation in the accompanying prospectus.
In particular, this summary is directed solely to U.S. holders that will purchase the notes upon
original issuance and will hold the notes as capital assets within the meaning of Section 1221 of the
Code, which generally means as property held for investment. This summary assumes that the issue
price of the notes, as determined for U.S. federal income tax purposes, equals the principal amount
thereof.
The notes will be treated as debt instruments for U.S. federal income tax purposes. The notes
provide for an initial fixed rate of interest that increases in subsequent periods. In addition, the notes
provide us with the right to redeem the notes on December 28, 2020 and on each subsequent interest
payment date at a redemption price equal to 100% of the principal amount of the notes, plus any
accrued and unpaid interest. Solely for purposes of computing the yield and maturity of a debt
instrument, applicable Treasury regulations generally deem an issuer to exercise a call option in a
manner that minimizes the yield on the debt instrument. This assumption is made solely for U.S.
federal income tax purposes of determining whether the notes are issued with original issue discount
("OID") and is not an indication of our intention to call or not to call the notes at any time. The yield
on the notes would be minimized if we call the notes on December 28, 2021. Accordingly, solely for
purposes of determining the yield and maturity of the notes we are deemed to exercise our right to
redeem the notes on such date and the notes should be treated as maturing on that date. Therefore,
the notes should not be treated as having been issued with OID. If we do not call the notes on such
date, solely for purposes of determining the yield and maturity of the notes, the notes should be
deemed to be retired and reissued for an amount equal to their adjusted issue price on that date. This
deemed retirement and reissuance should not result in any taxable gain or loss to you. Solely for
purposes of determining yield and maturity, the deemed reissued notes should be subject to the rules
discussed above. By application of those rules, the deemed reissued notes should be treated as fixed
rate debt instruments not bearing OID. The same analysis would apply to each subsequent interest
rate step up date.
You should consult the discussion under "U.S. Federal Income Tax Considerations--Taxation
of Debt Securities--Consequences to U.S. Holders" as it relates to fixed rate debt instruments not
bearing OID in the accompanying prospectus for a description of the consequences to you of the
ownership and disposition of the notes.
Upon the sale, exchange, retirement, or other disposition of a note, a U.S. holder will recognize
gain or loss equal to the difference between the amount realized upon the sale,
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PS-7
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