By Jonathan Stempel
NEW YORK, Nov 25 (Reuters) - Bank of America Corp asked a Manhattan federal judge to dismiss consolidated shareholder lawsuits over its Merrill Lynch & Co purchase and its disclosures about Merrill's losses and bonus payouts.
In an 87-page filing on Tuesday night, the largest U.S. bank said the plaintiffs failed to allege that anyone was misled about $3.6 billion of bonuses that Merrill paid and that it was well-publicized that payments would be made.
Bank of America also said "it was no secret" Merrill was losing money and that it had no legal obligation to reveal Merrill's losses and outlook on an "ad hoc" basis, which it said could have whipsawed investors in unsettled markets.
The Charlotte, North Carolina-based bank also repeated Merrill's losses accelerated after Dec. 5 shareholder votes on the merger rather than before.
"The profound and widespread consequences of the recent financial crisis have led to opportunistic, hyperbolic hindsight attacks on the disclosures that the bank made to investors," the bank's lawyers Mitchell Lowenthal, a partner at Cleary Gottlieb Steen & Hamilton LLP; and Peter Hein, a partner at Wachtell, Lipton, Rosen & Katz, wrote in Tuesday's filing.
"There was no misrepresentation or failure to disclose required facts of any nature whatsoever."
Lawyers representing the plaintiffs were not immediately available for comment.
Other defendants include company officials such as departing Chief Executive Kenneth Lewis, as well as bank directors. They urged U.S. District Judge Denny Chin to dismiss the case with prejudice, meaning it cannot be brought again.
Ohio Attorney General Richard Cordray has been leading the litigation, whose lead plaintiffs include two pension funds in Ohio and one in Texas.
Merrill lost $15.84 billion in last year's fourth quarter, but has returned to profitability since the Jan. 1 merger.
Bank of America is separately defending a U.S. Securities and Exchange Commission lawsuit over the bonuses, after federal judge Jed Rakoff rejected a $33 million accord with the agency as inadequate. New York Attorney General Andrew Cuomo has threatened civil charges arising from the Merrill merger.
Bank of America shares have lost 53 percent since the merger was announced on Sept. 15, 2008. They closed on Wednesday down 15 cents at $15.95 on the New York Stock Exchange.
The case is In re Bank of America Corp Securities, Derivative, and Employment Retirement Income Security Act (ERISA) Litigation, U.S. District Court, Southern District of New York, No. 09-2058.
(Reporting by Jonathan Stempel; editing by Maureen Bavdek and Andre Grenon) Keywords: BANKOFAMERICA/LAWSUIT
(jon.stempel@thomsonreuters.com +1 646 223 6317; Reuters Messaging: jon.stempel.reuters.com@reuters.net)
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