Bank of America's Bid Value for Countrywide Falls by $1 Billion
June 19 (Bloomberg) -- Bank of America Corp.'s offer for Countrywide Financial Corp., the biggest U.S. mortgage lender, has lost $1 billion or a quarter of its value since January as the housing slump points to additional losses for lenders.
After four months of falling share prices, Bank of America's stock swap is valued at $2.9 billion, compared with about $4 billion when the deal was announced on Jan. 11. While investors would get stock valued at $4.93 a share, Countrywide trades for 11 percent less. Investors are being scared off by weak home prices and legal risks, said Abigail Hooper, managing director of merger arbitrage hedge fund Havens Advisors.
Bank of America Chief Executive Officer Kenneth Lewis bailed out Countrywide after rising defaults and foreclosures left the Calabasas, California-based lender on the brink of bankruptcy. Bank of America said last month that it may not guarantee all of Countrywide's debt, increasing concern about a default. A federal investigation into lending practices could disclose more problems, said Hooper.
``If they were to find something that suggested fraud, this company could go into bankruptcy,'' Hooper said. ``Right now people in the arb community don't want to take that kind of risk.'' Hooper said her New York-based firm has a ``small position'' in Countrywide.
Bank of America, the second-biggest U.S. bank, fell $1.28, or 4.5 percent, to $27.09 at 1:25 p.m. on the New York Stock Exchange and has tumbled 34 percent this year. Countrywide, the largest U.S. home lender, dropped 24 cents to $4.43 and has slumped 51 percent.
The Deal
Under terms of the acquisition agreement, Countrywide holders would receive .1822 of a share of Bank of America stock in exchange for each Countrywide share. Countrywide investors are scheduled to vote on the deal on June 25.
Countrywide has racked up $2.5 billion in losses in the last three quarters as delinquent payments and home foreclosures escalated. That spilled over into the securities market, where the company has been forced to write down investments backed by home loans.
Late payments on Countrywide's loans jumped to 4.6 percent as of March 31, up from 3 percent in the previous quarter. Lewis said at a conference in New York last week that he still supports the deal because of Countrywide's technology, sales force and market share.
``I didn't anticipate the level of pain and political feedback that we've gotten but I still thing it's the right thing to do for the shareholder long-term,'' he said.
Bank of America, based in Charlotte, North Carolina, was the fifth-biggest mortgage lender in 2007, according to trade publication Inside Mortgage Finance. The company's spokesman, Scott Silvestri, referred to Lewis's remarks when asked to comment on the decline in the value of the deal.
Investigation
Countrywide is under federal investigation as to whether officials misrepresented the company's financial position and quality of its mortgages in regulatory filings, a person with knowledge of the probe said on March 8. In its first-quarter report, Countrywide said it has been told by the Justice Department that the Federal Bureau of Investigation can't confirm or deny whether a probe is being conducted.
``The investing public is slowly coming to the conclusion that this train wreck was just in the beginning stages,'' said Julian Mann, a mortgage and asset-backed bond manager at First Pacific Advisors LLC in Los Angeles, which manages $11 billion. ``If I was Ken Lewis, I might be reconsidering this deal. Obviously, the shareholders are not excited.''
More than 100 lenders have been forced to close, halt operations, or sell themselves since the beginning of last year amid the worst housing crisis since the Great Depression. The world's biggest banks and securities firms have reported more than $396 billion in asset writedowns and credit losses.
A call to Countrywide's media relations line wasn't returned.
BLOOMBERG
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