Bank of America CEO Ken Lewis has testified that former Treasury Secretary Hank Paulson and current Fed Chairman Ben Bernanke essentially forced him to acquire Merrill Lynch despite evidence of its growing losses. Even though this was certainly done with “America’s best interests” in mind, it’s still a bit troubling. It’s especially troubling because in 2009, 6months after the acquisition, John Thain,  Merill’s CEO at the time of the crisis and the take-over was forced out for hiding Merrill’s true losses from Bof A and its own shareholders.

Rise to prominence

Merrill Lynch rose to prominence on the strength of its brokerage network (15,000+ as of 2006),[19] sometimes referred to as the “thundering herd”, that allowed it to place securities it underwrote directly.[20] In contrast, many established Wall Street firms, such as Morgan Stanley, relied on groups of independent brokers for placement of the securities they underwrote.[21] Until as late as 1970, it was known as the “Catholic” firm of Wall Street.[22] The firm went public in 1971 and became a multinational corporation with over US $1.8 trillion in client assets, operating in more than 40 countries around the world. In 1977, the company introduced its Cash Management Account (CMA), which enabled customers to sweep all their cash into a money market mutual fund, and included check-writing capabilities and a credit card. Fortune magazine called it “the most important financial innovation in years”.[23] In 1978, it significantly buttressed its securities underwriting business by acquiring White Weld & Co., a small but prestigious old-line investment bank. Merrill Lynch was well known for its Global Private Client services and its strong sales force.

Orange County settlement

Merrill Lynch settled with Orange County, California, for a massive $400 million to settle accusations that it sold inappropriate and risky investments to former county treasurer Robert Citron. Citron lost $1.69 billion, which forced the county to file for bankruptcy in December 1994. The county sued a dozen or more securities companies, advisors and accountants, but Merrill settled without admitting liability in June 1998. The county was able to recover about $600 million in total, including the $400 million from Merrill.

Subprime mortgage crisis

Main article: 2007 subprime mortgage financial crisis

In November 2007, Merrill Lynch announced it would write-down $8.4 billion in losses associated with the national housing crisis, and would remove E. Stanley O’Neal as its chief executive.[24] O’Neal had earlier approached Wachovia bank for a merger, without prior Board approval, but the talks ended after O’Neal’s dismissal.[24] Merrill Lynch named John Thain as its new CEO that month.[24] In his first days at work in December 2007, Thain made changes in Merrill Lynch’s top management, announcing that he would bring in former New York Stock Exchange (NYSE) colleagues such as Nelson Chai as CFO and Margaret D. Tutwiler as head of communications.[25][26] Late that month, the firm announced it would sell its commercial finance business to General Electric, and would sell off major shares of its stock to Temasek Holdings, a Singapore government investment group, in an effort to raise capital.[27] The deal raised over $6 billion.[27]

In July 2008, Thain announced $4.9 billion fourth quarter losses for the company from defaults and bad investments in the ongoing mortgage crisis.[28] In one year between July 2007 and July 2008, Merrill Lynch lost $19.2 billion, or $52 million daily.[28] The company’s stock price had also declined significantly during that time.[28] Two weeks later, the company announced the sale of select hedge funds and securities in an effort to reduce their exposure to mortgage related investments.[29] Temasek Holdings agreed to purchase the funds and increase its investment in the company by $3.4 billion.[30]

Andrew Cuomo, New York Attorney General, threatened to sue Merrill Lynch in August 2008 over its misrepresentation of the risk on mortgage-backed securities.[31] A week earlier, Merrill Lynch had offered to buy back $12 billion in auction-rate debt and said it was surprised by the lawsuit.[31] Three days later, the company froze hiring and revealed that it had charged almost $30 billion in losses to their subsidiary in the United Kingdom, exempting them from taxes in that country.[32] On August 22, 2008, CEO John Thain announced an agreement with the Massachusetts Secretary of State to buy back all auction-rate securities from customers with less than $100 million in deposit with the firm, beginning in October 2008 and expanding in January 2009.[33] On September 5, 2008 Goldman Sachs downgraded Merrill Lynch’s stock to “conviction sell” and warned of further losses at the company.[34] Bloomberg reported in September 2008 that Merrill Lynch had lost $51.8 billion on mortgage-backed securities as part of the subprime mortgage crisis.[34]

CDO controversies

Merrill Lynch, like many other banks, became heavily involved in the mortgage-based collateralized debt obligation (CDO) market in the early 2000s. According to an article in Credit magazine, Merrill’s rise to be the leader of the CDO market began in 2003 when Christopher Ricciardi brought his CDO team from Credit Suisse First Boston to Merrill.[35] In 2005 Merrill took out advertisements in the back of Derivatives Week magazine, touting the fact that its Global Markets and Investing Group was the “#1 global underwriter of CDOs in 2004″.[36] To provide a ready supply of mortgages for the CDOs, Merrill purchased First Franklin Financial Corp., one of the largest subprime lenders in the country, in December 2006.[37] BusinessWeek would later describe how between 2006 and 2007, Merrill was “lead underwriter” on 136 CDOs worth $93 billion. By the end of 2007, the value of these CDOs was collapsing, but Merrill had held onto portions of them, creating billions of dollars in losses for the company.[38] In mid-2008, Merrill sold a group of CDOs that had once been valued at $30.6 billion to Lone Star Funds for $1.7 billion in cash and a $5.1 billion loan.[39][40]

In April 2009, bond insurance company MBIA sued Merrill Lynch for fraud and five other violations. These were related to the credit default swap “insurance” contracts Merrill had bought from MBIA on four of Merrill’s mortgage-based collateralized debt obligations. These were the “ML-Series” CDOs, Broderick CDO 2, Highridge ABS CDO I, Broderick CDO 3, and Newbury Street CDO. MBIA claimed, among other things, that Merrill defrauded MBIA about the quality of these CDOs, and that it was using the complicated nature of these particular CDOs (CDOs squared and cubed) to hide the problems it knew about in the securities that the CDOs were based on. However, in 2010 Justice Bernard Fried disallowed all but one of the charges: the claim by MBIA that Merrill had committed breach of contract by promising the CDOs were worthy of an AAA rating when, it alleges, in reality they weren’t. When the CDOs lost value, MBIA wound up owing Merrill a large amount of money. Merrill disputed MBIA’s claims.[41][42][43]

In 2009 Rabobank sued Merrill over a CDO named Norma. Rabobank later claimed that its case against Merrill was very similar to the SEC’s fraud charges against Goldman Sachs and its Abacaus CDOs. Rabobank alleged that a hedge fund named Magnetar Capital had chosen assets to go into Norma, and allegedly bet against them, but that Merrill had not informed Rabobank of this fact. Instead, Rabobank alleges that Merrill told it that NIR Group was selecting the assets. When the CDO value tanked, Rabobank was left owing Merrill a large amount of money. Merrill disputed the arguments of Rabobank, with a spokesman claiming “The two matters are unrelated and the claims today are not only unfounded but weren’t included in the Rabobank lawsuit filed nearly a year ago”.[44][45][46][47]

Sale to Bank of America

Main article: Bank of America

Significant losses were attributed to the drop in value of its large and unhedged mortgage portfolio in the form of collateralized debt obligations. Trading partners’ loss of confidence in Merrill Lynch’s solvency and ability to refinance short-term debt ultimately led to its sale.[48][49] During the week of September 8, 2008, Lehman Brothers came under severe liquidity pressures, with its survival in question. If Lehman Brothers failed, investors were afraid that the contagion could spread to the other surviving investment banks. (Lehman Brothers filed bankruptcy on September 15, 2008, after government officials could not find a merger partner for it.) On Sunday, September 14, 2008, Bank of America announced it was in talks to purchase Merrill Lynch for $38.25 billion in stock.[50] The Wall Street Journal reported later that day that Merrill Lynch was sold to Bank of America for 0.8595 shares of Bank of America common stock for each Merrill Lynch common share, or about US$50 billion or $29 per share.[51] This price represented a 70.1% premium over the September 12 closing price or a 38% premium over Merrill’s book value of $21 a share,[52] but that also meant a discount of 61% from its September 2007 price.[53] Congressional testimony by Bank of America CEO Kenneth Lewis, as well as internal emails released by the House Oversight Committee, indicate that Bank of America was threatened with the firings of the management and board of Bank of America as well as damaging the relationship between the bank and federal regulators, if Bank of America did not go through with the acquisition of Merrill Lynch.[54][55][56]

In March 2009 it was reported that in 2008, Merrill Lynch received billions of dollars from its insurance arrangements with AIG, including $6.8 billion from funds provided by the United States taxpayers to bail out AIG.[57][58]

Regulatory actions

Bank of America has resolved one of the largest and most embarrassing pieces of litigation related to its merger with Merrill Lynch in 2008. But the settlement comes with a pretty hefty price tag, since the bank has agreed to pay $2.43 billion to end the lawsuit. That monetary award ranks it as one of the largest settlements in a securities class-action case, behind the settlement over the disastrous AOLTime Warner merger.

The acquisition of Merrill caused Bank of America plenty of headaches by adding toxic mortgage assets to its balance sheet on top of what the bank took on when it bought Countrywide Financial. The bank has also been fighting with Fannie Mae and Freddie Mac over whether it will have to take back bad mortgages packaged into mortgage-backed securities.

The lawsuit whose settlement was announced Friday accused Bank of America of misleading its shareholders in soliciting their votes for the merger by not disclosing the deterioration in Merrill’s financial position. It also faults the bank for approving $5.8 million in bonuses to its executives despite the problems.

The net result was that Bank of America’s shareholders approved the acquisition of Merrill at a higher price than should have been paid. And because damages are calculated in a securities fraud claim based on this measure, the claims had the potential to reach $50 billion — the difference between what Bank of America paid for Merrill and what it was worth at the time of the acquisition.

The $2.43 billion payment comes on top of the $20 million settlement resolving a shareholder derivative action in May, and the $150 million penalty imposed in 2010 in a case filed by the Securities and Exchange Commission over the proxy disclosure.

The S.E.C. settlement originally called for the bank to pay only $33 million, but United States District Court Judge Jed S. Rakoff rejected it because it would have been unfair for shareholders to foot the bill when they were on the receiving end of the faulty disclosures in the proxy solicitation.

Bank of America disclosed that the payment for the latest settlement would come from its litigation reserves, including an additional $1.6 billion it is adding this quarter to cover the costs of its litigation. That is a pretty significant hit to its bottom line.

But like all such settlements, it does not come with any admission of liability, and the bank asserted in a statement that it was done “to eliminate the uncertainties, burden and expense of further protracted litigation.” Ultimately, as much as the payment hurts, Bank of America is probably quite happy with the settlement given that it could have potentially faced billions of dollars more in liability in the case.

Investors, however, won’t be the ones to get rich from this payment. Bank of America will be using its own money to pay those who were shareholders at the time of the Merrill merger. In other words, as Judge Rakoff complained about the S.E.C. settlement, the current shareholders will be paying previous ones.

Moreover, up to a third of the settlement amount could go to the plaintiffs’ lawyers. The people who led Bank of America at the time — including the former chief executive Kenneth D. Lewis — will not pay a dime because the company is required to pick up their legal expenses as part of their executive contracts.

Also as part of the latest settlement, the bank agreed to continue until 2015 a number of corporate governance measures that it first puts in place as part of its agreement with the S.E.C. in 2010. The cost of these measures will be minimal and not require the commitment any significant resources.

That leaves one last piece of litigation outstanding from the Merrill acquisition: a lawsuit by then New York Attorney General Andrew M. Cuomo for a violation of the Martin Act, the state’s broad securities fraud law. Filed on the same day that the S.E.C. settled its case, it accuses the bank, Mr. Lewis, and the former chief financial officer Joseph L. Price of misleading shareholders about Merrill’s financial condition.

If the New York case goes to trial, it will dredge up a host of issues about what the executives knew about the extent of the problems at Merrill. To defend themselves, Mr. Lewis and Bank of America could try to offer evidence about the role of the federal government in pushing him to complete the deal during the throes of the financial crisis.

Having paid out a total of $2.6 billion so far to settle lawsuits over the Merrill acquisition, Bank of America no doubt wants to put this issue as far behind it as possible. Whether it can reach an agreement with New York Attorney General Eric Schneiderman, who is now in charge of the case, remains to be seen. So far, the state has not shown any interest in backing away from its accusations .

In the meantime, the real losers are Bank of America shareholders who have been asked to pay much more for Merrill than seems justified.




Analyst Research settlement

In 2002, Merrill Lynch settled for a fine of $100 million for publishing misleading research. As part of the agreement with the New York attorney general and other state securities regulators, Merrill Lynch agreed to increase research disclosure and work to decouple research from investment banking.[59]

A well known analyst at Merrill Lynch named Henry Blodget wrote in company e-mails in which Blodget gave assessments about stocks which conflicted with what was publicly published by Merrill. In 2003, he was charged with civil securities fraud by the U.S. Securities and Exchange Commission. He settled without admitting or denying the allegations and was subsequently barred from the securities industry for life. He paid a $2 million fine and $2 million disgorgement.

The CEO at that time, David Komansky, said, “I want … to publicly apologize to our clients, our shareholders, and our employees,” for the company falling short of its professional standards in research.

Enron/Merrill Lynch Nigerian barge

In 2004 convictions of Merrill executives marked the only instance in the Enron investigation where the government criminally charged any officials from the banks and securities firms that allegedly helped the energy giant execute its accounting fraud. The case revolved around a 1999 transaction involving Merrill, Enron and the sale of some electricity-producing barges off the coast of Nigeria. The charges alleged that the 1999 sale of an interest in Nigerian energy barges by an Enron entity to Merrill Lynch was a sham that allowed Enron to illegally book about $12 million in pretax profit, when in fact there was no real sale and no real profit.

Four former Merrill top executives and two former midlevel Enron officials faced conspiracy and fraud charges. Merrill cut its own deal, firing bankers and agreeing to the outside oversight of its structured-finance transactions. It also settled civil fraud charges brought by the U.S. Securities and Exchange Commission, without admitting or denying fault.[60]

Discrimination charges

On June 26, 2007, the U.S. Equal Employment Opportunity Commission (EEOC) brought suit against Merrill Lynch,[61] alleging the firm discriminated against Dr. Majid Borumand because of his Iranian nationality and Islamic religion, with “reckless disregard” for his protected civil rights.[62] The EEOC lawsuit maintains that violations by members of the firm were intentional and committed with malice. In another case concerning mistreatment of another Iranian employee by Merrill Lynch on July 20, 2007, a NASD arbitration panel ordered Merrill Lynch to pay its former Iranian employee, Fariborz Zojaji, $1.6 million for firing him due to his Persian ethnicity.[63][64][65] Merrill Lynch’s actions prompted reactions from both the National Iranian-American council, and the American-Arab Anti-Discrimination Committee.[66]

In its June 2008 issue, Diversity Inc. named Merrill Lynch one of the top 10 companies for lesbian, gay, bisexual, and transgendered employees, and the No.7 top company in the US for diversity overall. In 2007, Merrill Lynch was named the No.2 best company in the US for people with disabilities by Diversity Magazine.[67] As of June 5, 2008, Merrill Lynch has created the West Asian, Middle Eastern and North African (WAMENA) Professional Network to help support and provide additional resources for employees of diverse backgrounds. In May 2008, Merrill Lynch was named the No.1 US company for “Diverse College Graduates” by Diversity Edge magazine, edging out Microsoft for the top spot on the rankings.[68]

New Jersey appeals court on August 13, 2008 rendered a ruling against Merrill Lynch in a discrimination lawsuit filed by a gay employee.[69]

Market timing settlement

In 2002 Merrill Lynch settled for a $10 million civil penalty as a result of improper activities that took place out of the firm’s Fort Lee New Jersey office. Three financial advisors, and a fourth who was involved to a lesser degree, placed 12,457 trades for a client Millennium Partners in at least 521 mutual funds and 63 mutual fund sub-accounts of at least 40 variable annuities. Millennium made profits in over half of the funds and fund sub-accounts. In those funds where Millennium made profits, its gains totaled about $60 million. Merrill Lynch failed to reasonably supervise these financial advisers, whose market timing siphoned short-term profits out of mutual funds and harmed long-term investors.[70]

2008 bonus payments

Merrill Lynch arranged for payment of billions in bonuses for 2008 performance in what appeared to be “special timing”, despite reported losses of $27 billion. These bonuses totaling $3.6 billion were one-third of the money they received from the feds’ TARP bailout.

The Merrill bonuses were determined by Merrill’s Compensation Committee at its meeting of December 8, 2008, shortly after BOA shareholders approved the merger but before financial results for the fourth quarter had been determined. This appeared to be a departure from normal company practice, since the type of bonus Merrill awarded was a performance bonus that, according to company policy, was supposed to reflect all four quarters of performance and was paid in January or later. In this case, however, the bonuses were awarded in December before fourth-quarter performance had been determined.

They were also very large relative to the TARP monies allocated to Merrill. The Merrill bonuses were the equivalent of 36.2% of TARP monies Treasury allocated to Merrill. Merrill employees had to have a salary of at least $300,000 and have attained the title of Vice President or higher to be eligible.[71][72]

Industry awards

  • Ranked No.1 in Barron’s 2010 Top 1000 Advisors[73]
  • Ranked No.1 in Barron’s 2010 list for most advisors with No. 1 ranking in their state[73]
  • Ranked No.1 in Barron’s 2009 Top 1000 Advisors
  • Ranked No.1 in Barron’s 2009 list for most advisors with No. 1 ranking in their state
  • Institutional Investor
    • Ranked No.3 in 2009 All-America Fixed-Income Research Team Survey
    • Ranked No.1 for Pan European coverage in the 2009 All-Europe Research team survey
    • Ranked No.3 in 2009 for Emerging EMEA coverage
    • Ranked No.3 in the 2009 All-Latin America survey and No.2 in the All-Brazil survey
    • Ranked No.5 in the 2009 All-Asia Research team survey
    • Ranked No.3 in 2009 All-America Equity Research Team Survey
  • Alpha Magazine – Ranked No.3 by hedge funds in survey for All-Asia research teams
  • Forbes/Zacks – Best Brokerage for stock picking and estimate accuracy; captured more than twice the awards of the runner-up. Seven out of 12 analysts named to “Dazzling Dozen”
  • Wall Street Journal “Best on the Street Stock Picking” Award – No.3 in the U.S.; 17 ranked analysts
  • Thomson Reuters Extel – No.1 for Pan-European Equity Sectors Rsch; No.2 for Pan-European Equity & Equity Linked Rsch; No.2 for Continental European Small & Mid Caps Rsch
  • Financial Times/StarMine
    • Ranked No.1 Global Broker, No.1 US Broker; No.2 Europe Broker and No.5 Pan-Asia Broker; received 42 individual analyst awards (May 2009)
    • Ranked No.1 in the U.S., No.2 in Latin America, No.2 in Asia Pacific ex-Japan, No.3 in Developed Europe in the 2009 for earnings forecasts; Ranked No.4 in Asia Pacific ex-Japan, and No.5 in Latin America in the 2009 for Stock Recommendations[74]
  • At The Banker’s Investment Banking Awards, 2013, Bank of America Merrill Lynch won “Most Innovative Investment Bank”[75]


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