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Published on 4/2/2008 in the Prospect News Special Situations Daily.

JPMorgan, Bear Stearns deal clears waiting period hurdle

By Lisa Kerner

Charlotte, N.C., April 2 - The Federal Trade Commission granted early termination of the Hart-Scott-Rodino waiting period in the proposed merger of JPMorgan Chase & Co. and Bear Stearns Cos. Inc., a government release stated.

As previously reported, JPMorgan agreed to acquire Bear Stearns for $10 per share.

Under the revised terms of the companies' merger agreement, each share of Bear Stearns common stock will be exchanged for 0.21753 of a share of JPMorgan common stock, up from 0.05473 of a share, a prior JPMorgan news release said.

Bear Stearns and JPMorgan also previously announced a share purchase agreement under which JPMorgan will purchase 95 million newly issued shares, or 39.5% of Bear Stearns' outstanding common stock following the issuance, at the same $10-per-share price.

Purchase of the 95 million shares is expected to be completed on or about April 8, it was previously noted.

The acquisition is slated to close by the end of the second quarter, with approvals already obtained from federal agencies including the Federal Reserve and the Office of the Comptroller of the Currency, the companies said.

JPMorgan is a New York financial services firm with assets of $1.6 trillion and operations in more than 60 countries.

Bear Stearns is an investment banking, securities and derivatives trading, and clearance and brokerage company based in New York.


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