Filed by JPMorgan Chase & Co.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule
14a-12
of the Securities Exchange Act of 1934, as amended
Subject Company: The Bear Stearns Companies Inc.
(Commission File No. 001-8989)
Included below are selected portions of the transcript of an investor presentation made by Jaime Dimon, Chairman and CEO of JPMorgan Chase & Co. (the
“Firm”), on May 12, 2008. Also included are selected portions of the related slide presentation. Such selected information relates to the expected merger of the Firm with The Bear Stearns Companies Inc.
Forward-Looking Statements
This filing contains
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the benefits of the merger between JPMorgan Chase & Co. and The Bear
Stearns Companies Inc., including future financial and operating results, the combined company’s plans, objectives, expectations and intentions and other statements that are not historical facts. Such statements are based upon the current
beliefs and expectations of JPMorgan Chase’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements.
The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain
governmental and self-regulatory organization approvals of the merger on the proposed terms and schedule and any changes to regulatory agencies’ outlook on, responses to and actions and commitments taken in connection with the merger and the
agreements and arrangements related thereto; the extent and duration of continued economic and market disruptions; adverse developments in the business and operations of Bear Stearns, including the loss of client, employee, counterparty and other
business relationships; the failure of Bear Stearns stockholders to approve the merger; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the merger may not be fully
realized or may take longer to realize than expected; disruption from the merger making it more difficult to maintain business and operational relationships; increased competition and its effect on pricing, spending, third-party relationships and
revenues; the risk of new and changing regulation in the United States and internationally and the exposure to litigation and/or regulatory actions. Additional factors that could cause JPMorgan Chase’s results to differ materially from those
described in the forward-looking statements can be found in the JPMorgan Chase’s Annual Report on Form 10-K for the year ended December 31, 2007, and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2008, both filed with
the Securities and Exchange Commission and available at the Securities and Exchange Commission’s internet site (http://www.sec.gov).
Additional
Information
In connection with the proposed merger, JPMorgan Chase has filed with the SEC a Registration Statement on Form S-4 that
includes a proxy statement of Bear Stearns that also constitutes a prospectus of JPMorgan Chase. Bear Stearns has mail the proxy statement/prospectus to its stockholders. JPMorgan Chase and Bear Stearns urge investors and security holders to read
the proxy statement/prospectus regarding the proposed merger when it becomes available because it contains important information. You may obtain copies of all documents filed with the SEC regarding this transaction, free of charge, at the SEC’s
website (www.sec.gov). You may also obtain these documents, free of charge, from JPMorgan Chase’s website (www.jpmorganchase.com) under the tab “Investor Relations” and then under the heading “Financial Information” then
under the item “SEC Filings”. You may also obtain these documents, free of charge, from Bear Stearns’s website (www.bearstearns.com) under the heading “Investor Relations” and then under the tab “SEC Filings.”
JPMorgan Chase, Bear Stearns and their respective directors, executive officers and certain other members of management and employees may
solicit proxies from Bear Stearns stockholders in favor of the merger. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the Bear Stearns stockholders in connection with the proposed
merger are set forth in the proxy statement/prospectus filed with the SEC. You can find information about JPMorgan Chase’s executive officers and directors in its definitive proxy statement filed with the SEC on March 31, 2008. You can
find information about Bear Stearns’s executive officers and directors in its definitive proxy statement filed with the SEC on March 27, 2007. You can obtain free copies of these documents from JPMorgan Chase and Bear Stearns using the
contact information above.
TRANSCRIPT–SELECTED PORTIONS
Event Name: J.P. Morgan Chase & Co at UBS Global Financial Services Conference
Event Date: 2008-05-12
* * *
* * *
Jamie Dimon: …When we close Bear Stearns, the
leverage lending number is going to go up by a couple billion dollars and all these various mortgage assets are going to go up by approximately $18 billion if you take the numbers as of today. So you’ll see something different.
* * *
* * *
The next section I want to give you is on Bear
Stearns. I’ll give you much more of an update than we gave you last time. First of all, we are eight weeks into the transaction. That’s number one. I want to make it perfectly clear, “mission not accomplished”. When I read the
press I get very worried about statements kind of like what a great deal we did. You will judge us on this deal one year from now. You cannot judge us on this deal today. We would not have done it if we didn’t think it made sense, but we are
bearing an awful lot of risk. I’m going to show you some of that as we go through it.
We are pushing as fast as we can to get it done. We hope to
close this deal around the weekend of June 1, because the risk is so extraordinary to be in the position we’re in today, both in terms of clients, people, and actual risk positions. I’m going to show you some of the risk positions, that we
really have no choice but to act quickly.
I also want to point out that all the heavy lifting here is being done by Steve Black and Bill Winters and
thousands of people in the investment bank who are pretty much working around the clock to do some of the things I’m about to describe to you, and they’re doing it under really tough circumstances. So if you were part of that team,
you’d be pretty proud of how those people are behaving.
We’ve announced the leadership teams three layers down. It incorporates a lot of Bear
Stearns people. All 14,000 people, for the most part, will know whether they have a job by June 1. There will be some exceptions to that. The businesses are about 75% done in making their people selections. We think that 40% of the staff will get a
job, maybe more. Some of these jobs, by the way, are coming on JPMorgan’s side. So we’re kind of mixing apples and oranges here a little bit.
And you all should know we’re making a really special effort to get these folks- anyone who will lose their job because of the Bear Stearns merger to get them redeployed. So we actually contacted a couple hundred people, employers in
the city and we’ve set up real outplacement and talent clinics. And we already have people calling us up saying they’ve got needs for 1,500 jobs, and this goes from messengers, to clerks, to bankers, to compliance, to lawyers, to
accounting. So we’re doing the best we can in the human way to get everyone involved in a job.
And remember this is all taking place when the Street
is already cutting back a lot, including us. You know, we’re going to be getting tougher too in how we’re running the investment bank. So we’re trying to do this as humanely and as quickly as possible. We
have a firmwide integration office and it’s really by business units. So at the sub-business unit from equity, to prime broker, to mortgages, to you
name it, to data centers, to operations, general ledgers, et cetera. We’re going through people, systems, conversions, risk measures, conforming accounting, you name it, trying to get this thing all done in time.
We’ve selected most of the systems at this point, and Bear Stearns had some very good systems we’re going to keep, but I think for the most part they’re
going on the JPMorgan platform. We’ve already built the bridges in place for HR, payroll, back office, and general ledger. We’re taking on 4 million square feet. We’ve already identified one million which is going to be eliminated.
Bear Stearns has five trading floors. We’re going to build two brand new ones and those seven will probably accommodate the whole company, and the
whole investment bank will be moving into the Bear Stearns building, which we think is actually a better than what we have now. Right now, we’re divided between a couple buildings and it makes it hard to run the investment bank.
The other smaller good piece of news here is that this stops us from having to basically spend $3 billion to build an investment banking headquarters downtown. In fact,
during the negotiations I should point out that some of our investment bankers came up and said, if you need a little bit more money, we’ll chip in so we don’t have to commute. So we are rushing to get this stuff done. This stuff is
actually extremely hard work.
On the balance sheet side, and this is where the risk is, let me just walk you through a few quick numbers, on page 23.
Total risk weighed assets circled at the bottom of the left hand column, 3/17/08, were $225 billion. We hope to have it down to approximately $150 billion by the end of June 30 and if you ask what the normal run rate is, it will probably be half the
way between June 30, the normal run rate by the end of the year. That’s what we’re trying to get to.
Let me give you a little bit of detail on
where trading is going, from $155 billion to $100 billion, to $30 billion, credit $63 to $60 to $20, mortgage is $73 to $20 to $5. That includes the $30 billion that is going over to the Fed, most of which is in mortgages, and you can see the other
trading areas. Prime services, that’s prime broker and correspondent is not going down and it uses up more balance sheet and less risk weighed assets. I wonder why risk weighed assets don’t come down more.
Several weeks ago we were able to consolidate all the risk systems so we can actually look at the risk on a consolidated basis over time. We have these in place and
we’re acting on them every single day. Bear Stearns’ stand alone VaR and it’s just one measure of risk, I would say, is down about 50% already. I would say the total risk is probably down a little bit less than that, but it’s
down 50%.
This risk weighed asset number is important for you to put in the back of your minds, is Basel I. Okay, if you look at what the risk weighed
assets were under CSE which is what
Bear Stearns ran under, it was a lot less than that. In other words, Basel II/CSE, a lot less risk weighed assets, which meant that investment banks could
run with a lot less capital relative to what a commercial bank that owns an investment bank could run under.
And I should also point out that there may be
a block of assets which we are going to take out of Bear Stearns and hold at the parent company, and just liquidate them. We haven’t decided yet but don’t be surprised if you see us do that and that’s just a better way to manage the
company. They’re probably held to maturity or AFS securities and match funded, and liquidated over time. So you can see we’re making progress but the first part of the progress from 3/17/08 to whatever the number is today was done in a
very difficult environment. I mean to say an extremely difficult environment. I’ll tell you some of the impact of that in a second.
Page 24 shows you
the Bear Stearns earning potential. It’s still about the $1 billion we told you. So if you look at it in different categories now, equities and prime brokerage services (which includes correspondent investment advisory services) is the
$600-$750, and energy $50 to $80. These are almost separate businesses, so you can almost look at them as though they’re stand alone profit centers and we’re pretty sure we’re going to get that.
One of the things I should point out is we have not put in here future revenue enhancements of revenue synergies. We know there will be some. We haven’t looked at
them. They could be hundreds of millions of dollars. We just haven’t put them in. We just simply are going to take a snapshot of what we think we can get today.
And the other markets, in corporate finance you can see it’s $100 to $200 and $50 to $100. This is investment banking, fixed income, a lot of other areas of the company, a little harder. We’re really merging
people. This is where we’re trying to keep the absolute best people, strengthen our businesses and hopefully we gain a little bit of share, or earn some (inaudible) that weren’t even in before.
So we do think we’re going to get this but it’s a little bit more complicated to get it. I should point out there are some excellent people at Bear Stearns. We
think that between their investment bankers, traders, some of their research groups, mortgage research called FAST, prime brokers, correspondents, we think we’re getting some really great people. So we think this does materially enhance our
future at JPMorgan.
This slide shows you kind of the balance sheet side. I showed you risk weighed assets but now I’m going to tell you what happens
to the earnings of JPMorgan as a result of this transaction. I’ll try to go through the slide a little bit slowly so I can get it right. Number one, for accounting purposes, the day we bought that 39.5%, we became a minority owner and we
started to account for our share of their earnings.
We’re going to break it out for you at the end of the quarter. We looked at it as kind of
extraordinary, but our share of their earnings from April 8 to June 30 will go through our operating earnings. There’ll be a loss of about $400 million. $200 million has already happened. $200 million is a pure estimate. So that other $200
million obviously can swing pretty dramatically.
The second thing which will go through our P&L will be the merger cost. Think of those things that cannot go on
purchase accounting. So they’re just kind of extra costs. We’ll break them out. We don’t think they’re that big of a deal, about $100 million. So it’s about a $500 million loss when we do that transaction.
We are also going to have a gain called an extraordinary gain of about $1 billion because of how we have to purchase the account of Bear Stearns, and we break it out
into pieces showing how we actually got there. Take Bear Stearns equity capital as of 2/29, the last time they reported, $11.5 billion. We are going to have after tax adjustments of $9 billion. Okay, I’m not going to give you a lot of detail
here. It’s litigation reserves. It’s certain restructuring costs. It’s certain tax adjustments which could be $1 billion or more is deleveraging, is derisking, which is showed you on the other page to get the balance sheet down and
get the risk into place. You got to get it there on slide 25. It’s conforming accounting adjustments and it’s also the fact that Bear Stearns has lost several billion dollars since March 17.
So don’t double count the $500 up top, but it was a really tough time. So that’s why we’re saying “mission not accomplished”. Got a lot of work
to do to try to get this aptly in place, to get the benefits and reduce the risks over time. So that $9 billion can change easily by $1 billion, possibly even $2 billion between now and June 1.
So on June 1, we merge everything. We actually move a lot of the positions, everything gets remarked. We will have had more time to go through taxes, accounting, et
cetera. We paid $1.5 billion for the company so the extraordinary gain will be about $1 billion. So that about $1 billion , could be more than $1 billion. It could be less than $1 billion and so in that swing we’ll let you know if it changes
dramatically from here.
Again, we didn’t focus a lot on potential upsides. There are some really funny accounting things when you buy a company with
negative goodwill. In the old days you have to take negative goodwill and accrete it back in income. You don’t do that anymore. You also have to write off all fixed assets. So there’s about $600 million of fixed assets which just get
written off and not reset up. So you would say, well that’s kind of a funny way of looking at something, but that’s the way the accounting actually works.
And then the number down below just shows you that our equity account will go up by approximately $2 billion, and so I won’t spend any more time on that. That $2 billion relates to the number we’d given you
before, about $5 billion. So obviously this number is substantially worse. It’s Bear’s operating losses, it’s largely tax litigation and other things that we found in the process.
There will also be ongoing about $900 million of after tax merger costs. So if you said, okay, second quarter’s over, what happens after that? It’s about $900
million of other after tax costs that will be spread over, think of it as six quarters that comes in different
buckets. The IB will be about $300 million. In this particular one, they will more than earn that back with their share of Bear Stearns’ earnings, but
it will be a special merger cost that will disappear over time.
Asset management will be about $300 million. This is mostly related to closing down big
parts of Bear Stearns’ asset management and the fact that in their brokerage network and private client business, which we want to keep, we’ve lost a lot of brokers and we obviously had to pay them a little extra, so we have some extra
costs in there. And then corporate, think of this as systems, and real estate, and a whole bunch of other things over time.
The Bear integration is going
well. There’s a lot of risk and we are not going to sleep easy until we’re done, until we get through the closing and a couple months after that. We’re completely focused to manage through this downturn.
* * *
* * *
Questions and Answers:
Unidentified Audience Member: Thanks. Can you comment on customer retention at Bear Stearns? Anecdotally we’ve heard that in the clearing business there’s been
a large exodus of clients to competitors like Pershing and on prime brokerage there’s been a significant exodus to prime brokerage like the sponsor of this conference.
Jamie Dimon: So I’m going to mention prime brokerage. I forgot the number for correspondent, but it is true. If you look at balances and stuff like that, volume is probably down about 30% or 40% from the day that
they did the deal. Now, we have a lot of expectations it’s going to come back. Why? People have told us, and plus they’re opening up new accounts. So a lot of people say they’d like to have a prime broker account or correspondent
clearing account at JPMorgan Chase, so they never again have to worry about credit or something like that.
So we’ve lost some. We hope to get some
back and that’s all incorporated in the numbers we’ve showed you.
Unidentified Audience Member: And on clearing?
Jamie Dimon: I don’t think we’ve lost a lot in clearing but we’ve lost some.
Unidentified Audience Member: Thank you.
Jamie Dimon: Remember, for some of these prime broker accounts, clients have
several. So it’s very easy just to move the business to another one that’s existing and move it back when they’re more comfortable. So we don’t think it’s going to be that hard to get back some of that business. And also,
like I mentioned, we believe that we will be able to do a
lot of things with Bear Stearns prime broker clients that Bear Stearns couldn’t because of our global footprint, our global derivatives, et cetera,
products that these same clients got at other firms. So we do think there’s an upside to the numbers I showed you.
Unidentified Audience Member:
Before Bear Stearns, it seemed like you were directing your efforts towards acquiring something with consumer assets, brick and mortar. Is that still where you’re at, or have you changed it now with Bear Stearns?
Jamie Dimon: No, Bear Stearns has not changed our ambitions in the retail and consumer side of the businesses. Nor would it stop us from being able to do something
there, because they’re completely separate, or almost completely separate.
Unidentified Audience Member: How is the downsizing of Bear Stearns’
risk weighted assets impacting market prices for credit default swaps and cash fixed income instruments?
Jamie Dimon: I don’t know if it’s had
any—are you talking about in general, how it affected the markets in general?
Unidentified Audience Member: Right now, yes, it is having any impact
on market pricing?
Jamie Dimon: No, whatever we’ve done has already been done, and so I should say that some of the losses that Bear Stearns had were
on their hedges, and their DVA, and things like that. So for example Bear Stearns’ liabilities trade at a big discount and came right back in when JPMorgan bought the company, and that led to a large loss.
But I don’t think it’s having a big impact right now on any spreads, et cetera.
SLIDE
PRESENTATION—SELECTED PORTIONS
|
Bear Stearns
Merger Integration
Firmwide
Merger Integration Office of Senior Executives meets weekly
95%+ systems selection completed
Plans are in place to bridge the general ledger, HR, payroll and
back office
processing and convert the back office
Acquiring 4.1mm sq ft of real estate of which 1mm sq ft will be eliminated;
acquiring 5 trading floors and building 2 more
Co-location of Equities, Research, IB and back office to occur in 2008
Broker dealer consolidation to occur by end of 2008
Infrastructure
Leadership teams have been announced to approximately 3 levels down within the
organization
All 14,000+ BSC employees have a manager within the new organization who is
responsible for ensuring appropriate decisioning
is being made
Businesses are 75% complete in making people selection decisions; communication
is ongoing and expected to be complete to all staff by merger close
Have identified positions for approximately 40% of BSC staff
Have identified more than 1,500 redeployment job opportunities through the Talent
Network process
People
|
|
Bear Stearns
Balance Sheet –
Estimated Projections
Risk Weighted Assets (RWA) -
$ in billions
3/17/08
Estimate
6/30/08
Target run-rate
Trading
$155
$100
$30
Credit
63
60
20
Mortgages
73
20
5
Repo
8
10
0
Other Trading
11
10
5
Prime Services
41
30
50
Other Assets
30
20
15
Total RWA
225
150
95
Total GAAP Assets
$410
$225
$250
New risk limits and risk measures for BSC activity have been set
for all businesses to match the
appetite of the combined firm
Daily risk reporting is in place
Balance sheet and RWA reduction plans and targets are in place and being actioned
Riskiness of BSC balance sheet substantially reduced since announcement. BSC VAR down
roughly 50%
RWA calculated under Basel I rules as applied by JPM
Whether all BSC positions remain in IB (vs. Corporate) is TBD
|
|
Bear Stearns
Future Earnings Potential (exit ‘09)
Business
Estimated Earnings
Equities + Prime Services
$600-$750
Energy
50-80
Other Markets
100-200
Corporate Finance
50-100
Total Investment Bank
$800-$1,130
Asset Management
$0 +/-
$ in millions
|
|
Bear Stearns
Impact on 2Q08 –
Extremely Rough Estimates/Illustrative
Above the line earnings impact in 2Q08
JPM pro rata share of BSC losses through close
and month of June ’08 ($200mm realized to
date) - ESTIMATED
1
($400)
Merger costs – ESTIMATED
(100)
Total
($500)
Extraordinary gain
BSC capital at 2/29/08
$11,500
De-leveraging/de-risking, purchase
accounting, restructuring, litigation, BSC
2Q08 operating losses, etc. – ESTIMATED
(9,000)
Purchase price
(1,500)
Total
$1,000
Equity increase
Above the line losses – ESTIMATED
($500)
Extraordinary gain – ESTIMATED
1,000
Equity issued
1,500
Total
$2,000
$ in millions
1
JPM pro rata share is based on 49.5% ownership of BSC as of April 8, 2008
Prior estimate was $5B +/-
+/-
several hundred million
+/-
$1 billion
|
|
Bear Stearns
Impact Post 2Q08 –
Rough Estimates
Approximately $900mm after-tax merger expense through the end of 2009
IB -
approximately $300mm after-tax merger expense
Spread evenly through the end of 2009
Primarily related to systems conversion
Asset Management
Net losses expected through 2009
Includes approximately $300mm in merger-related expense
Corporate –
approximately $300mm after-tax merger expense
Majority recognized in 2009
Primarily related to real estate
|
|
Conclusions
Bear
Stearns merger integration proceeding well, but is challenging in current market
environment. Remains an excellent opportunity for shareholder value in long run
|
|
This
presentation includes non-GAAP financial measures.
1.
TCE
as
used
on
slide
1
for
purposes
of
a
return
on
tangible
common
equity
is
defined
as
common
stockholders’
equity
less
identifiable
intangible
assets
(other
than
MSRs)
and
goodwill.
TCE
as
used
in
slide
14
in
the
TCE/Managed
RWA
ratio,
which
is
used
for
purposes
of
a
capital
strength
calculation,
is
defined
as
common
stockholders’
equity
plus
a
portion
of
junior
subordinated
notes
(which
have
certain
equity-like
characteristics
due
to
their
subordinated
and
long-term
nature)
less
identifiable
intangible
assets
(other
than
MSRs)
and
goodwill.
The
latter
definition
of
TCE
is
used
by
the
firm
and
some
analysts
and
creditors
of
the
firm
when
analyzing
the
firm’s
capital
strength.
The
TCE
measures
used
in
this
presentation
are
not
necessarily
comparable
to
similarly
titled
measures
provided
by
other
firms
due
to
differences
in
calculation
methodologies.
2.
Financial
results
are
presented
on
a
managed
basis,
as
such
basis
is
described
in
the
firm’s
Annual
Report
on
Form
10-K
for
the
year
ended
December
31,
2007.
3.
All
non-GAAP
financial
measures
included
in
this
presentation
are
provided
to
assist
readers
in
understanding
certain
trend
information.
Additional
information
concerning
such
non-GAAP
financial
measures
can
be
found
in
the
above-referenced
filings,
to
which
reference
is
hereby
made.
Forward-looking statements and notes on non-GAAP financial measures
Forward looking statements
This
presentation
contains
forward-looking
statements
within
the
meaning
of
the
Private
Securities
Litigation
Reform
Act
of
1995.
Such
statements
are
based
upon
the
current
beliefs
and
expectations
of
JPMorgan
Chase’s
management
and
are
subject
to
significant
risks
and
uncertainties.
Actual
results
may
differ
from
those
set
forth
in
the
forward-looking
statements.
Factors
that
could
cause
JPMorgan
Chase’s
results
to
differ
materially
from
those
described
in
the
forward-looking
statements
can
be
found
in
the
firm’s
Annual
Report
on
Form
10-K
for
the
year
ended
December
31,
2007,
its
March
24,
2008
Current
Report
on
Form
8-K,
and
its
Quarter
Report
on
Form
10-Q
for
the
quarter
ended
March
31,
2008,
each
filed
with
the
United
States
Securities
and
Exchange
Commission
(SEC)
and
available
at
the
SEC’s
Internet
site
(http://www.sec.gov).
Additional Information
In
connection
with
the
proposed
merger
with
The
Bear
Stearns
Companies
Inc
(Bear
Stearns),
JPMorgan
Chase
has
filed
with
the
SEC
a
Registration
Statement
on
Form
S-4
that
includes
a
preliminary
proxy
statement
of
Bear
Stearns
that
also
constitutes
a
prospectus
of
JPMorgan
Chase.
Bear
Stearns
will
mail
the
definitive
proxy
statement/prospectus,
when
it
becomes
available,
to
its
stockholders.
JPMorgan
Chase
and
Bear
Stearns
urge
investors
and
security
holders
to
read
the
definitive
proxy
statement/prospectus,
when
it
becomes
available,
because
it
will
contain
important
information.
You
may
obtain
copies
of
all
documents
filed
with
the
SEC
regarding
this
transaction,
free
of
charge,
at
the
SEC's
website
(www.sec.gov).
You
may
also
obtain
these
documents,
free
of
charge,
from
JPMorgan
Chase’s
website
(www.jpmorganchase.com)
under
the
tab
"Investor
Relations,"
then
under
the
heading
"Financial
Information,"
then
under
the
item
"SEC
Filings,"
and
then
under
the
item
“Display
all
of
the
above
SEC
filings.”
You
may
also
obtain
these
documents,
free
of
charge,
from
Bear
Stearns's
website
(www.bearstearns.com)
under
the
heading
"Investor
Relations"
and
then
under
the
tab
"SEC
Filings."
JPMorgan
Chase,
Bear
Stearns
and
their
respective
directors,
executive
officers
and
certain
other
members
of
management
and
employees
may
solicit
proxies
from
Bear
Stearns
stockholders
in
favor
of
the
merger.
Information
regarding
the
persons
who
may,
under
the
rules
of
the
SEC,
be
deemed
participants
in
the
solicitation
of
the
Bear
Stearns
stockholders
in
connection
with
the
proposed
merger
will
be
set
forth
in
the
definitive
proxy
statement/prospectus
filed
with
the
SEC.
You
can
find
information
about
JPMorgan
Chase’s
executive
officers
and
directors
in
its
proxy
statement
filed
with
the
SEC
on
March
31,
2008.
You
can
find
information
about
Bear
Stearns’s
executive
officers
and
directors
in
the
amendment
to
its
Annual
Report
on
Form
10-K
filed
with
the
SEC
on
March
31,
2008.
You
can
obtain
free
copies
of
these
documents
from
JPMorgan
Chase
and
Bear
Stearns
using
the
contact
information
above.
13
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