Bank of America Corp and Barclays Bank PLC's Subsidiary Enters Into Agreement To Sell Remaining Interest In Archstone to Lehman Brothers Inc's Subsidiary

Bank of America Corp announced that it and Barclays Bank PLC have entered into an agreement with Equity Residential and Lehman Brothers Holdings Inc pursuant to which Bank of America and Barclays will sell their remaining 26.5% interest in Archstone, a privately held owner, operator and developer of multifamily apartment properties, for a purchase price of $1.58 billion to Lehman pursuant to Lehman’s exercise of its right of first offer. Bank of America and Barclays will pay an $80 million break up fee to Equity Residential if the sale to Lehman closes. Upon consummation of this transaction, which is anticipated to occur in the second quarter of 2012, Bank of America and Barclays will have sold a 53.0% controlling interest in Archstone in two steps for a total purchase price of $2.905 billion. Archstone has net debt and third party preferred securities of approximately $10.5 billion. Pursuant to the agreement, the parties have released each other from all claims relating to Archstone. Bank of America Merrill Lynch and Barclays served as sell-side financial advisors on these transactions. Kaye Scholer and Cleary Gottlieb Steen & Hamilton served as legal advisors to Bank of America, and Simpson Thacher & Bartlett and Orrick, Herrington & Sutcliffe served as legal advisors to Barclays on the transactions.