Wells Fargo-Wachovia Merger Marches On

Wells Fargo & Co. and Citigroup Inc. have terminated discussions concerning a possible sale of certain banking assets of Wachovia Corp., and Wells Fargo reaffirms that it is proceeding with its merger with Wachovia as a whole company transaction with all of Wachovia's banking and other operations, requiring no financial assistance from the Federal Deposit Insurance Corp. or any other government agency.

Wells Fargo has submitted its application to the Federal Reserve Board, seeking expedited approval of the merger and the share exchange agreement previously entered into between Wachovia and Wells Fargo.

Under the share exchange agreement, Wachovia is issuing Wells Fargo preferred stock that votes as a single class with Wachovia's common stock representing 39.9% of Wachovia's voting power. The acquisition of the non-banking-related operations of Wachovia and the share exchange agreement have received early termination from the Federal Trade Commission, under the Hart-Scott-Rodino Act.

As previously announced, under the definitive agreement between the two companies, Wells Fargo will acquire all outstanding shares of common stock of Wachovia in a stock-for-stock transaction. In the transaction, Wells Fargo will acquire all of Wachovia and all its businesses and obligations, including its preferred equity and indebtedness, and all its banking deposits.
The combined company will have $1.42 trillion in assets, $787 billion in deposits and $258 billion assets under management in mutual funds.

SOURCE: Wells Fargo


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