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As part of the deal, J.P. Morgan immediately guaranteed all of Bear Stearns' (BSC) trading obligations to try to encourage counterparties and clients to keep trading with the firm.
That guarantee remains in place until the acquisition closes and Bear is subsumed into J.P. Morgan's operations. However, if Bear shareholders reject the deal, they have to vote on it several more times over the next 12 months. During that time, the guarantee from J.P. Morgan remains in place, executives from the bank indicated Sunday.
"The guarantee applies to all transactions on the books today and any transactions that are entered into while that guarantee is in place," Bill Winters, co-chief executive of J.P. Morgan's investment bank, said during the Sunday conference call.
"We all firmly believe that the shareholders at Bear Stearns will approve the transaction," added Steve Black, who runs J.P. Morgan's investment bank with Winters. "If they were to choose not to approve it, then the guarantee would eventually go away when that process has run its course, which is over the course of 12 months."
Bear shareholders may be thinking that if they vote the deal down for several months, markets may calm down and the value of the brokerage firm may recover, leaving them room to ask for more money from J.P. Morgan, Morningstar's Lentell said. In the meantime, J.P. Morgan's guaranty remains in place for as long as a year.
This strategy also increases that chance that another bidder may appear later on, he elaborated. "You wouldn't get another bidder until the markets recover," he commented.
Bear Stearns shares fell 84% to $4.81. J.P. Morgan shares climbed 10% to $40.31.
Bankruptcy option
Still, Bear shareholders may have been left with nothing if the firm wasn't acquired quickly and had to file for bankruptcy protection instead, experts said.
In that scenario, the firm's assets may have been sold at big discounts and counterparties may not have been able to collect quickly on their positions, leading to wider problems across the financial system, they explained.
"Had it gone into bankruptcy the systemic risk for the economy would be very large," Josh Lerner, the Jacob H. Schiff Professor of Investment Banking at Harvard Business School, said in an interview.
A particular concern was Bear's derivatives business, which is a counterparty on credit-default swaps (CDS), a type of derivative that pay out in the event of default.
If Bear went bankrupt, all the firm's CDS agreements with hedge funds and other counterparties would have to be unwound, Lerner said.
"Someone who bought CDS from Bear to hedge positions wouldn't be able to reconstruct that hedge again," Lerner said. "Take that situation and multiply it by maybe 100,000 and you get a sense of how ugly it would be."
Indeed, J.P. Morgan was probably a major counterparty to Bear in the market for CDS and other financial products, said John Jay, senior analyst at Aite Group, a financial-services research firm.
"J.P. Morgan has pretty good motivation for getting this deal done," Jay said in an interview. "They're getting businesses that they've wanted all along and will avoid a bankruptcy situation, which may have taken a long time and is usually a complete mess."

ComScore data showed Google's U.S. search market share rising to 59.8% in March, while that of rival Yahoo Inc. (YHOO: 28.09, -0.22, -0.8%) slipped to 21.3% and that of Microsoft Corp. (MSFT: 29.25, +0.30, +1.0%) fell to 9.4%.
Other recent comScore data showed Google had paid-click growth of only 2.7% in March, a marked slowdown compared to previous periods.
In addition, the March paid-click data followed reports for January and February that also showed weak growth, ranging from flat to 3%. Google had seen 25% paid-click growth as recently as the fourth quarter of last year.
Now, the pressing question for analysts and investors is: Has Google been able to offset its drop in clicks by garnering a larger amount of revenue from the clicks that it's managed to elicit?
Analysts have speculated that the cause of paid-click slowdown may be a worsening economy, which has deterred Web users from doing things like seeking out nonessential purchases online.
That would seem to complicate Google's own explanation for the paid-click slowdown, which is that much of it is due to quality initiatives. Those initiatives include reducing accidental clicks and the sale of keywords less likely to lead users where they want to go online.
Wall Street analysts have had mixed reactions to Google's paid-click data.
Collins Stewart analyst Sandeep Aggarwal wrote in a note to clients Tuesday that, thanks to the paid-click slowdown, "Google remains exposed to a 'miss' March quarter." Aggarwal wrote that "economic headwinds will continue to impact discretionary search ad spending in the near future."
Aggarwal has a hold rating on Google stock and a $535 price target on its shares.
Thomas Weisel analyst Christa Quarles wrote in a note to clients Wednesday that all of the recent negative news about Google's paid-click growth could actually work in its favor, because it's well-positioned for future growth both in the U.S. and in international markets like India and Russia.
With "investor confidence on the rocks, and Google's two biggest competitors Yahoo and Microsoft engaged in a nasty proxy fight, we continue to believe there is a great opportunity in [Google] shares," Quarles wrote.
Quarles has an overweight rating on Google shares and a $745 price target.
John Letzing is a MarketWatch reporter based in San Francisco.