Magazine article American Banker

BankAmerica Prepares to Parry Potential Suitors

Magazine article American Banker

BankAmerica Prepares to Parry Potential Suitors

Article excerpt

BankAmerica Prepares to Parry Potential Suitors

NEW YORK -- The BankAmerica Corp.'s recent suitors may be gone, but they are not forgotten. Taking few chances with their independence, officials at the nation's second largest banking organization have retained two Wall Street investment houses to prepare evaluations of the company's worth.

BankAmerica was caught somewhat off balance by two bids that emerged in rapid succession this year, and should another bid emerge, the bank wants to be ready to quickly evaluate any offer, sources said.

In addition, observers expect that the bank will follow the lead of Chase Manhattan Corp. and ask its stockholders to approve some changes in the bank's charter that would make unfriendly takeovers more difficult. The bank's annual meeting will be held in late April, and proxy materials are expected to be sent out to shareholders soon.

Wall Street analysts who follow the company say they expect that these proxies will also show the board of the banking company shrinking considerably from its current 21 members. Five board members -- C.B. Branch, Walter A. Haas Jr., Najeeb E. Halaby, T.M. McDaniel Jr., and Franklin D. Murphy -- are scheduled to leave, having reached retirement age. The analysts said they did not think that these directors would be replaced.

Also, there have been persistent reports that Peter O'Malley, 48, president of the Los Angeles Dodgers Inc., will step down from the board. Mr. O'Malley did not return repeated calls made during the last week.

Without replacements, these departures would reduce the bank's board to 15 members, including four inside directors. …

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