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Continuing my previous post on the Citi (C) / Wachovia (WB) deal, and some comments from myself and others on that post , here is what is known so far.

At the end of the year, we will get proxy statements and will be able to vote on the deal. I sure as hell am not voting for it unless something significant changes about the deal. As it stands, Citi paid just over $14 billion for Wachovia’s assets that it plans to take over - $12B to the Feds and the rest to Wachovia, and the Feds brokered this deal. Citi also agreed to cover up to $42 billion in losses on Wachovia’s mortgage portfolio. Anything above that the Feds will cover. But Citi's CEO also stated that the losses will not go beyond $42 billion. What the hell is the Feds being paid $12 billion for then? Why is that not being paid to Wachovia? This is like robbing us Wachovia shareholders and paying the Feds for absolutely no plausible reason.

Another reason why this is seriously robbing us blind is that the deal was done with Citibank, which has not reported profits for a long time. It has problems of its own. Wachovia is a great bank with stellar customer service and I’m afraid that Citibank will ruin all that. The Golden West portfolio is the problem with Wachovia, and if the Feds really want to solve this problem and take $12 billion in return, I would rather have Wachovia pay them $12 billion to take over the entire Golden West portfolio than this strange deal. Also, that monstrosity called Citibank will just become a bigger one. If you would have asked anyone before this deal which bank they think is in bigger danger of collapsing, Citibank or Wachovia, I think that most people would have answered Citibank.

In fact, a lot of people were betting on Wachovia surviving, one prime example being Fidelity, who bought 70 million shares of Wachovia. Wachovia insiders have continuously bought stock, so even they didn’t expect this to happen.

Disclosure: Author owns shares of WB

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This article has 63 comments:

  •  
    You are absolutely right- Sid The best way out would have been for the Feds to take over the assests of Goldwest.
    Citi takingover Wachovia looks crazy. I hope the key shareholders stop the takeover.
    2008 Oct 02 03:55 PM | Link | Reply
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    is the run on the bank that was killing Wachovia, with Fox news and the other media pounding every day fears about the bank going bankrupt they got their wish, depositors panic and run on the bank like chickens without head, that been said, if the bail out plan buys Wachovia toxic waste to the price it cost it, and no more capital raise required, and no more media scare and run on the bank, and no more write downs and downgrades from rating agencies on its debt, then you probably got a deal, worst case scenario would have been the fate of Washington Mutual, so I guess there was some luck after all. Wachovia got rid off the prior toxic risky wasted bank subsidiaries and kept the good ones. Now it can start from scratch to build a new banking subsidiary with safe practice together with its remaining good outstanding subsidiaries. The current subsidiaries of Wachovia make it look like “Merrill Lynch without the toxic risky waste”, good job from management it separated the good bank from the bad bank overnight, plus its CEO Bob Steel is one of the top rated mutual fund managers. Wachovia will keep the valuable human resources and the talent that have expirience in the banking business saving them for the new banking subsidiary. Buying the municipal bonds or the auction rate securities will give the inflow of cash as long as its hold even to maturity. Some investors are taking money away from Hedge Funds going wild and putting that money into accounts manage by people that know what they are doing, Bob Steel is one of those people that know what they are doing, dont be surprise some of this money will go to Wachovia subsidiaries. Earnings will be adjusted accordingly, like simple arithmetics they will manage its expenses vs its earnings to come ahead in capital and start piling up cash (saving cash a hard job for most of us that live on debt), this new cash will give them the jump start of a new banking subsidiary without even thinking about to sell its remaining subsidiaries.Forgot to mention that Wachovia owns a hudge Insurance subsidiary which is making money and has sound book of business. Lehman debt is bonds most of them senior, as bankrupt as Lehman is those bonds get paid. ARS are Municipal Bonds as bonds they get paid, hold into maturity they get paid in principal, those ARS are cash flow. Preferred dividends will get paid accordingly because the holding company does not own the banking subsidiaries anymore so modification are going to be made. Getting rid off the toxic waste risky bank related subsidiaries is a good strategy and converting the remaining broker one to a new bank subsidiary with clean sheets is a good one too.
    2008 Oct 02 04:13 PM | Link | Reply
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    With over 70% of WBs stock held by institutions I think this deal is already cooked. Stick a fork in it.
    2008 Oct 02 04:19 PM | Link | Reply
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    Sid, you might know software but you don't know investing. Your comment about the feds taking over Golden West or Wachovia paying the $12 billion to the FDIC proves that.

    As far as the comment above, that this is a done deal, it certainly is not. Stupidity could still reign. Citi bonds are still trading normally and have not been discounted. Wachovia's debt though is trading in tthe 50s and 60s. If this was a done deal it would be in the high 90s like Citi's. The bond traders are obviously worried that stupidity might win out.
    2008 Oct 02 04:30 PM | Link | Reply
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    I don't see this deal not going through. What would have been the alternative? Was WB's retail network worth anything in comparison to WM with relatively the same percentage exposure to toxic debt?
    2008 Oct 02 04:33 PM | Link | Reply
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    If you think they need your "Yea" vote, you're only kidding yourself. 73% of the shareholders are institutional. They already secured enough of the big guys to make the deal. I would never vote in favor of this deal...it's a sham. It was done for Congress. The Fed wanted to demonstrate the urgency for voting yes to the bailout. That explains the timing. The price Citi paid was the lowest in history for bank assets. Basically, Bob Steele sold us out. Thank him for our $3 stock!!!!
    Angry shareholder
    2008 Oct 02 04:37 PM | Link | Reply
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    Just looked again at the S&P ratings for WB at the end of September. Tangible book at 14.97 at end of 2007 and recommendation to "HOLD."

    I got shafted out of nearly my entire investment by the "Mark to Market" rules. Wachovia could certainly have made it alone if the Feds had offered them the Citi deal terms.

    Shame on me for not believing that the sky was falling.
    2008 Oct 02 04:37 PM | Link | Reply
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    @t_ngern, I'm saying that WB paying the 12 billion (+ Feds seizing the Golden West part of Wachovia because the rest is great) a better option than what happened now. I know enough about investing to know that we Wachovia shareholders were robbed blind. Plus do have any better suggestions or answers to why us Wachovia shareholders should suffer? Nobody has yet told us how bad Wachovia debt really was.

    Hopefully other large shareholders oppose the deal. So far the market is assuming that it is a done deal.

    I don't know about WM, but Wachovias toxic debt was about 1/3rd of it's loan portfolio about 110 billion of which they expected losses on 14% of those loans = ~15 billion. I'm not sure what is meant by they expected losses - how much to the dollar are these worth now? 0, 10c, 50c, 75c? Who knows? Could Wachovia have sold those 15 billion worth of loans at 5 billion? 1 billion? Anything is better than what heppened.
    2008 Oct 02 04:46 PM | Link | Reply
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    So guys got to be kidding is the rest of subsidiaries from Wachovia are worthless, as you can see in their reports the book value of the rest of subisidiaries like brokerage, mutual fund management, insurance and some wealth management are around a trillion dollar mark, the book value is at least 20 dollars a share if not more and this WITHOUT THE TOXIC RISKY BANKING WASTE!
    2008 Oct 02 04:47 PM | Link | Reply
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    When anything goes bankrupt the creditor not the shareholder will always get first dibs. The senior noteholders get the very first pieces of any remaining funds. Wachovia messed because it lost the money through primarily marketing Pick A Pay and option ARM loans, which are two types of loan which basically that afford the customer the choice of when to pay at the expense of the bank. And in order to keep the bank from falling under, and preventing a run on the deposits it was smart for Citibank to take over the banking operations with help from the Fed. This goes back to those long hours I studied while in college...its a list of seniority when anything turns bankrupt. And anyone with a finance degree knows that creditors get the notes first. Secondly I believe citibank looks responsible. The Indymac collapse took out some of the available funds for when the banks fail. In other words, a complete collapse with the likes of Wachovia would substantially lower the amount in the FDIC Insurance fund. Thirdly the company had struggled mightily, so they were going under long before. Anytime a company, specifically a bank, which is supposed to know what to do with money, lose 2.8 billion dollars...uhum excuse me 9.0 billion dollars in 3 months. Human resources personnel are definitely not doing their jobs, correctly. The company was done for when that occurred. And anyone understnad the auction rate securites didn't make any sense. If they are reset constantly how do you monitor the interest payments due on the securities if they are constantly change. Easy you can't, especially with the market volatile due to the credit crunch. The Golden West wasn't what did them in. All that did was provide access to California's real estate market, which I believe really isn't that bad of an idea. The pick a pay mortgages were the stupidest I ever heard. I don't understand how a bank can actually even market something knowing that it won't profit them any. The customer decided when to pay the mortgage. Thus easily the securities that Wachovia marketed were worthless because you don't have any interest or principal guaranteed to back the securiites. The interest rates on their junk bonds were sky high for a reason, because they are ultra risky. The entire point of a business is to maxmize shareholders wealth, and turn a profit, what that profit is used for including raising capital or whatever doesn't matter if the company fails to turn a profit and loses 80% on its stock in a year. It was at 53$ last year, and now worthless. I believe it was right for the Fed to step in and make sure the customers and depositors felt that their money could be safe, and wiht Wachovia, it flat out couldn't. With Citi, it can.
    2008 Oct 02 04:51 PM | Link | Reply
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    @gordon, Steele must have had some serious motivation. He lost 12-13 million$.

    @tom, i think Wachovia could have made it alone too if offered the same deal by the Feds that they offered citi.
    2008 Oct 02 04:52 PM | Link | Reply
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    I have to disagree with the initial bailout because your paying for somebody who basically didn't want to pay their mortgages. I don't know if it is unemployment the reason why they couldn't. Because a job is a source of income so a person can support themselves. If somebody was irresponsible enough to place their money elsewhere...how is the government responsible for somebody elses screw up. Essentially to be frank with you, this is the reason applications for welfare have gone down as well as crime as has gone down in the past 20 years, mainly because opportuniteis to be responsible are there, in the form of jobs, in the form of some assistance financially here or there...and if you decide not to be responsible in your actions, their are consequences. So in other words we are literally putting mortgage holders on okay you can not pay your bills status and financial company you can sell illegal, or mistyped loan contract there, and will just cover your butt with taxpayer dollars. That's worse then paying a family of 7, Medicare or food stamps.
    2008 Oct 02 04:58 PM | Link | Reply
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    @USC Col - I really hope Citi can cope. The company has been posting losses for the last three quarters including one nearly 10 billion loss. So they are not upto snuff either..
    2008 Oct 02 05:00 PM | Link | Reply
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    I am so upset with Bob Steel going on Cramer and saying he put his money in Wachovia so I put the whole 401K as he was so convincing. I always had money diversified until I saw Bob Steel so strong on his conviction. I am a World Legacy and never expected this.
    2008 Oct 02 05:01 PM | Link | Reply
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    Steel came late in June 2008, to try to put the bank subsidiary on its feet so much time to work on the problems succesfully but it saved shareholders rear ends at least they have a chance for a slow recovery.
    2008 Oct 02 05:01 PM | Link | Reply
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    I'm glad to see someone (the writer above) has the guts to call a spade a spade. FDIC and Citibank "snookered" Wachovia into to the theft of its banking operations. It was a safe and sound banking operation except from the Golden West fiasco, must of which could have been resoloved with the so called Federal Government "bailout" that was scheduled for a congressional vote a few hours after the announcement of the takeover of Wachovia's banking business. I believe FDIC initiated the takeover to "save face" and "shore up" the weakness of Citibank.

    Unless there sre some major changes in further compensating Wachovia shareholders I plan to vote against the acquisition agreement. I am also a Citigroup shareholder so I will vote against the proposals on both proxies. As a retired National Bank Examiner I'll use their description of resolving problem bank issues by consolidating 2 problem banks and create one larger problem bank. In this case, creating the largest problem bank in the country.
    2008 Oct 02 05:03 PM | Link | Reply
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    I believe Steele did what he beliveed necessary to help that company prosper...and he did the best job he could. Their is nothing he can do about incompetence in industry in which you are supposed to responsible specifically for handling someone else's money. Yes he lost tons of money but not as much if you think about. He bought those right around $15, I can guarantee when the company started tanking, he sold the majority of those shares rights around the 8-10 mark. And then when investors realize that the third quarter is almost up, the credit crunch is here, and the company flat out refuses to do anything to bolster itself or prove itself responsible in the banking industry that the rest of the investors fled the stock as well. you wish the best to the personnel there with regards to the job cuts, but if everyone is showing up to work on the time, prepared, knowledgeable, ready to work, perform their job functions, clock out, and handle their personal affairs...like say 70% American, they wouldn't have the problems.
    2008 Oct 02 05:05 PM | Link | Reply
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    the best compensation for a shareholder is the book value of business if business is good and the book value sound no question shareholders come ahead.
    2008 Oct 02 05:06 PM | Link | Reply
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    Citibank isnt't a problem bank...really...all the fed says is here is wachovia's deposits for your institution shoring up their institution capital based by the way. We're going to give these to you for a fee....will actually the loss. Thanks from the Fed for not creating a run on deposits and sinking our economy further. Oh yeah now that ur more capitalized, please make a responsible, financial decisions, for your shareholders use. When the Fed steps in the deal is done. The remaining shareholders can proxy vote all they want. Their already planned the transitioning phases. They already removed Wachovia from the Dow.
    2008 Oct 02 05:08 PM | Link | Reply
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    well the thing is that they sold the bank subsidiary to Citi they keep the rest which has a lot of value. The thing is how to keep the toxic wasted bank subsidiary without taking the holding company down with it.
    2008 Oct 02 05:15 PM | Link | Reply
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    By the way, Ladal, you can call me Marlin D. If you pull up a summary of citicards balance sheets on yahoo.com...you can easily see where with cash equivalents and short term liquid instruments match up nearly to the debt on balance sheet. They also carry a capital surplus if you take a look at the equity side. If Wachovia a run on its deposits which is possible if a company is talking buyout of acquisiton, Wachovia wouldn't have been capitalized...but Citi still is.The assets of Citibank are higher than the liabilities. The long term debt used to finance the long term assets are working obviously if the value of the long term assets are higher. With additional deposits the company is even more stable. And you are correct, Dalal they have lost a lot of money over the last three quarter. However as you can see the loss steadily declined. The majority of the profit came on interest expenses. In other words if you take alook at the operating income its good, its the expenses after the operating income that fautered. If its an interest expense handle, that looks more favorable because maybe their was a lump sum interest pay out, maybe that was a debt payout...no one know completely except for those who ran citigroup. In addition, to the fact that their CEO was ousted in the quarter they hit the 9 billino mark should say it all with regards to Citigroup
    2008 Oct 02 05:17 PM | Link | Reply
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    apologies i mean the loss on interest expenses, not profit on interest expenses...I would need to take look further into research reports, other investors opinions, etc to explain even where that interest expense was charged from.
    2008 Oct 02 05:18 PM | Link | Reply
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    Thirdly with the tremendous decline in shareholder value...considering that congress moved to ban financial short selling on all financial stocks...with a drop like that, how is it not possible their was an intentional failiure in the banks to profit off of a short sale strategy. If their was tons of put options taken out, a little more understandable but their weren't.
    2008 Oct 02 05:20 PM | Link | Reply
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    It looks like the FDIC deliberately closed a still solvent bank to intimidate the banking community and make a point to Wall Street Journal.

    Less than a week before WB's takeunder, the WSJ reported that the FDIC insurance fund was inadequate to handle the pending bank failures and the FDIC posted a highly defensive response.

    The FDIC structured the takeover so that it would generate a profit for them by screwing the WB shareholders out of $7 that Citi would otherwise have paid the WB shareholders. In effect, the FDIC was giving the WSJ the finger and telling all the surviving banks - Do what we tell you or else.

    WB would probably have become insolvent by December (although the bailout might have saved them), but the FDIC jumped the gun to make point and a profit,
    2008 Oct 02 05:21 PM | Link | Reply
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    The interest expense could be a write down on those who didn't pay theri credit cards...or anythign related to the credit crunch...
    2008 Oct 02 05:21 PM | Link | Reply
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    The bank subsidiary was dragging the holding company down, too toxic.
    2008 Oct 02 05:25 PM | Link | Reply
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    So, Ishortyou, you're saying we should *hold*, because when the true value of the "new" Wachovia Corp is assessed, it will be in the $20 range?

    I've seen that valuation elsewhere, especially when the insurance end of Wachovia is figured in. I don't think previous assessments included that.

    Anyway, Citicorp put a floor of $1 per share under the stock. I sure wouldn't sell now for just $2 or $3. Could go to $10 very soon. (Hell, anyone buying on Monday has tripled their investment already. ;-)
    2008 Oct 02 05:25 PM | Link | Reply
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    The FDIC is inadequate funds, yes your right. So the Fed, smartly in a proactive maneuver, can't say completely because I ain't the fed. But took the deposits from a company that may not survive the credit crunch. The initial purchase from Steel is what kept that company afloat. Those millions of share he personally bought because in his faith, rightfully so for what's he done throughout is career, is what kept that company share even where they're at then. He kept hiring an all-star executive team. That's just like the Yankees did after the last
    World Series win. Attendance will stay the same, tv netoworking revenues continued to fly in, but the Yankees still haven't won one since.
    2008 Oct 02 05:26 PM | Link | Reply
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    It very well could be. If they hire acutaries, who can make a good estimation for the insurance side. Why wouldn't they? But Wachovia is no longer going to be one of the top banks...because it isn't one anymore. It is an investment firm that can do well. JP Morgan Chase, Bank of American, Goldman's Sach's soon....even citigroup...those are the top four right now. Their really shouldn't be Wachovia discussion.
    2008 Oct 02 05:29 PM | Link | Reply
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    @Davd take a pick at their books on the prior publications and now considered that they dont have the toxic bank subsidiary, now they have more value than before and obviously have a lot more options for good businesses.
    2008 Oct 02 05:31 PM | Link | Reply
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    WB bonds were yielding 230% on Friday. The hand was forced, it wasn't a steal or a fix, Wachovia would have failed in days. All you owners of the shares, sorry, but somebody has to buy the bonds when they are dumped or a bank is toast.
    2008 Oct 02 05:32 PM | Link | Reply
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    and Wachovia can easily convert its broker subsidiary into a new and improved bank one with clean sheets and books, similar to what Morgan Stanley and Goldman Sachs did just few weeks ago.
    2008 Oct 02 05:33 PM | Link | Reply
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    The FDIC is only insured up to $100,000. there were people I can believe who put more than that in Wachovia. The Fed knows what its doing. Literally this is the great depression, just in 2000's where technology has advance so far, globalization has advanced...we can just borrow money from the Japanese. And the stock market was so high that a 777 point drop didn't do anything. It's still above 10,000
    2008 Oct 02 05:34 PM | Link | Reply
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    Goldman Sachs switched to a bank holding company as opposed to a strictly investment firm...so it can now hold deposits and doesn't have to raise equity as much because the equity can come from CD's, and other form of deposits. All that means they can still turn a profit, they can't hand out multimillion dollars bonuses. Which albeit, I was never jealous because for some reason I didn't dabble in the high life...other than that made by Miller. Because their heavily regulated, and now have to be capitalized. Everyone including margin traders know how high a return you can receive if use debt as a source of liquidity. In other words, nothing was really wrong substantially with Goldman Sach's, they made a maneuver that wouldn't screw them if the financing went sour, which again no one expected or predicted. They just did what I believe was necessry to counteract the credit crunch which no can really definitely define or explain.
    2008 Oct 02 05:39 PM | Link | Reply
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    401k doesn't make sense to go all in at that time. A 401k is for your retirement,and provides easy money depending on vesting schedule from teh company's contributions. Throwing it all in doesn' tmake any sense...becuase they're retirement savings. 401k just give you an option to have a collateralized loan, basically that must be repaid later at the expense of setting yourself back in retirement savings. It also has some tax-deductibility that you can take advantage. Why would you put it all in a stock? Why wouldn't you use financial advisors or whomever responsible for handling the money in your 401k on notice that you want to ivnest some of those funds. Diversification is finance 101. No one can say anything really to that or assist because a call to customer service will explain the risks of a 401k maximazation in a failing stock...
    2008 Oct 02 06:02 PM | Link | Reply
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    @USC-Col, Steel shafted us all. If this was his plan why the hell was he spewing bullshit on Cramer.

    @ishortyou - I see you commenting everywhere about the great assets left behind but you forget Wachovia is a great bank (not counting the mortgage). Everybody knows Citi got a spectacular deal because of that.
    2008 Oct 02 06:26 PM | Link | Reply
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    Wachovia was a great bank. Its no longer a bank. It is now Citibank...they sold the operations off. I didn't see Cramers gurgitation of cowshit. Please post the link for my amusement. Your company operations messed you up. The executive person can only monitor the company. Those are usually people who have worked for 20 years or so and are supposed to monitor and make adjustments. II am not saying the executive pay is justified or gung ho executives. Its still responsible for each member or the organizatoin to do their part. Obviously everyone didn't. It is the responsibility of the inner workings to handle the units. As a former NJROTC member, I can explain that the highest up in the chain of command is just the chief. Each individual person has to be in order for the squad to look for the platoon to look good for the company to look good and for the batallion to look good. The top person is responsible for making decisions and enforcing according to what he sees fit. He sold off the majority of the assets and is going to do his best to retain the brokerage and insurance aspect of it. Remember that wouldn't be there if that was not for the AG Edwards deal last summer. I can't speak for Steel. I can't attest anything that Steel did till after he did it.
    2008 Oct 02 06:32 PM | Link | Reply
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    Here is a link of steel on Cramer - gawker.com/5057233/jim...

    Steel said that "Wachovia has a great future as an independent company", not Cramer.
    2008 Oct 02 06:38 PM | Link | Reply
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    It just seems that WAchovia is going to be like AXA so to speak strictly a financial advisory firm...especially when you only have brokerage and an insurance left....I haven't checked but AXA isn't public. I don't know if private equity will be involved or what...but that is all he is doing. It just won't be tah dah...Wachovia, any more. He didn't spew any bullshit. He just gave a 10 second summary of what he is doing with the company. And Cramer apologized for wanting to have a professional affair with Steel, just kidding. He just put his faith in Steel and not the actual company which is tremendously biased for Steel. In other words, he bought stock, maybe an engagment ring in Steel, not in Wachovia. So Steel is great, but the company still wasn't. That's all I got from the segment.
    2008 Oct 02 06:50 PM | Link | Reply
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    Steel has a long history as an outstanding financial manager, and looks like he will do his best to keep the rest of subsidiaries as good profitable cautious businesses.
    2008 Oct 02 07:21 PM | Link | Reply
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    The Citi-Wachovia 'deal' was the largest bank failure in U.S. history (no matter what the press releases say), but what is so egregious about the 'deal' is that this failure was forced and facilitated by the Fed/FDIC. Worse, the beneficiaries of the forced failure were Citi, other Wall Street bankers, and Inside the Beltway D.C. types trying to hide their greed, panic, incompetence, etc. It was a HUGE forced wealth transfer to the tune of billions and billions of $, from Wachovia common shareholders to Citi et al. Wachovia could easily have been propped up by the Fed/FDIC for some time (until things calmed down and/or until the bad stuff was settled) with not much more than what was offered Citi. This is the sad and unjust part of the 'deal'. All the NC retirees and employees holding HUGE amounts of Wachovia stock, reassured by Steel's pyrrhic comments only days before, had their brokerage accounts drained by Wall Street and Inside the Beltway Washington, D.C. types. And for those who think that Wachovia common still has a lot of value without the successful banking business, did you not notice that Wachovia has huge amounts of preferred shares that get first claim on most anything, leaving WB shareholders with little? What am I missing here? WB common is a hollow shell, thanks to poor and unethical corporate and political leadership.
    2008 Oct 02 07:41 PM | Link | Reply
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    Citi did not buy anything yet....Wachovia stock holders have the final say....We were sold out...I own citi 2 and will vote NO...Maybe Steele should pay wb back...what a waste of a great bank..
    2008 Oct 02 07:58 PM | Link | Reply
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    I agree if the 11 other banks had survived and not took money from the FDIC insurance fund. Yes, Wachovia would still standing including the bank despite the land poor leadership as you've described. However got complacent during the global credit crunch and failed. The FDIC couldn't take a hit on a bank as massive as Wachovia. It was the fourth largest bank by assets. It would have wiped out the FDIC insurance fund if the bank had failed. Goldman Sach took measures to prevent this from happening to their firm. WAchovia didn't. Look what Bank of America did in acquiring assets of merrill lynch. Look what Jp Morgan Chase did. Wachovia flatly did nothing but allowed itself to fail. I admit if this happened prior to the Indymac collapse, I do believe the Fed would have stepped in moderately, and Wachovia's value would have been stablized somewhat, but realistically it didn't.
    2008 Oct 02 08:02 PM | Link | Reply
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    They bought the assets using the FEd as a backstop. The deal is finalized. They said they will close on the deal in December. Read finance.yahoo.com. The deal is done. If they've already removed them from teh Dow, and replaced it with a spanish bank, and the CEO comes out and says we're going to be a brokerage, insurance firm, and citigroup says the branches are going to citibank..that's it. I would have to ask a legal expert of some kind, but I don't believe their is any say so by the shareholders of Wachovia. The company hadn't gone bankrupt it just got rid of the majority of its business. If the company goes bankrupt, then what you do doesn't matter. The common shareholders don't have seniority until after the debtholders and preferred shareholders get their piece of the pie. In other words, wachovia shareholdes don't have any say so with regards to the banking operations at all. Only Wachovia retrospect to the insurance or the brokerage firm, correct me if I'm wrong. Wachovia isn't done for. Its not a bank, period. It just a traditional advisory firm pretty much. Its just AG Edwards plus Wachovia insurance.
    2008 Oct 02 08:08 PM | Link | Reply
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    USC - I'm not sure if your overly simplisitic explanations are naive or condescending, but either way you're off base.

    You say of executives: Those are usually people who have worked for 20 years or so and are supposed to monitor and make adjustments.

    In reality those were the people who moved in the upper echelons of a powerful industry, lead by a man who was one of Bush's rangers. But the right checks and balances were not in place - on the board or in executive management - to counter his hubris (sound familiar?) and as a result he made the acquisition that may have eventually sunk a great bank. May have - now that it's been hijacked, we'll never know if they would have made it or not.

    I'm voting my shares down. Won't make a difference, but I'll feel a little better.
    2008 Oct 02 08:23 PM | Link | Reply
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    Executives in any industry isla girl are persons who are either elected by the board, selected by the CEO, or placed by executive search firms. All I said was the majority, such as in the case of the CEO of both Bank of America, Robert Steel, adn Citigroup for that matter have been in the industry in different forms. Executives of large powerful corporation ordinarily aren't 20,30, or 40 something...their usually those that are elected by seniority. I actually didn't detail anything related to George Bush...although he is an executive of the executive branch of our government. Hubris is actually an english term that has to deal with poetry...I would have to consult an English Lit or lang major to effectively understand. You don't have a choice...you can make a decision about those parts of the bank, the Fed, Citigroup, and Wachovia have already made their decision and acted on it. They're already discussing how their going to move the accounts from the bank to the other. Wachovia is the same as Bear Stearns, they just weren't near bankruptcy and still have remnants left. The Bank is still there; its just not owned by the Wachovia corporation. The assets have been taken over by Citigroup. Similiarly to Indymac is no longer a bank owned or a part of Indymac, the FDIC took over the bank and its operations and made a federal bank.I don't know what your talking about with regards to Bush ranagers. In other words, its hard pressed to believe that a firm will name me, an early 20 something though cum laude graduate from USC Columbia, with a corporate finance emphasis as well as a double major in finance, and business economics, an executive of a firm especially i'm a live life to the max and free spirtied as I be. I mostly like will get a role that supports the firm adn contribute to the firm's profitablity by doing whatever is assighned to me. An executive with regards to a corporation is usually someone who is older been in the industry for a while, and have performed different functions within the industry.
    2008 Oct 02 08:35 PM | Link | Reply
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    I'm not off base or condescending...I'm just either disagreeing or agree with opinion on an investors website. I just believe that I should myself knowledgeable somewhat of industry events and economical events. I am not putting everyone down or putting myself above everyone in this site.
    2008 Oct 02 08:36 PM | Link | Reply
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    lots of idiotic comments here about how citi "stole" wb. Don't forget citi will be bearing up to 42B of losses. How and who else could do this? Why did other banks walk away from this deal? remember Citi was not the only bank looking. They bought WB due to the fit (remember they also looked at WAMU) Stop whining, WB was dead due to their toxic mortgages and citi saved the day for them. period. Also the FDIC got $12BB for the "insurance" they're giving citi. Chances are it won't be needed, but at the end of the day, this could be the best investment on behalf of taxpayers. I think this is the smartest deal of the year after the bear stearns and wamu purchase by JPM.
    2008 Oct 02 09:00 PM | Link | Reply
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    The Wachovia Shareholders have to vote on this buy out, I have not heard anything about CITI needing a vote from their Shareholders, if I am wrong, someone send me the article to look into.
    I think we just need more information to determine what to do, I am inclined to vote NO and to also encourage all to vote the same way. I am also inclined to look at the Class Action Suit that is being discussed in Coral Gables Florida before I make my decision.
    I think the Feds stepped in too soon and forced this deal and that Wachovia can and will survive and that Citi was not the right suitor.
    Shame on Buffet for discourging Wells from doing the deal.
    2008 Oct 02 09:07 PM | Link | Reply
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    This is the actual transcript that details the transacaton seekingalpha.com/artic... you don't have a vote if your a shareholder...the board met...the ceo's met done deal...they just don't account for it...until 2009 1st quarter on the accounting books...prankit and steele colloaborated on how well the deal is. ..
    2008 Oct 02 09:43 PM | Link | Reply
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    USC - I think perhaps I didn't pull enough of your quote. My point was that you appear to absolve executives of responsibility for the core, fundamental issues that brought this company down. In multiple posts you imply that this is a problem of an incompetent workforce: "but if everyone is showing up to work on the time, prepared, knowledgeable, ready to work, perform their job functions, clock out, and handle their personal affairs...like say 70% American, they wouldn't have the problems." The facts simply don't bear this out. I'm sure this company has the same internal problems as every other bureaucracy, but the executives made a really bad decision and their decision was unchecked - that's the problem. I refer to Bush because unchecked arrogance has also caused significant national problems - that arrogance is the order of the day. Your opinions and arguments and research are great contributions, but you don't have to define and explain the basic concepts - it can come off as insulting the audience.
    2008 Oct 02 11:44 PM | Link | Reply
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    There will be a Wachovia shareholder vote, according to Wachovia:

    When will this transaction be consummated?
    We expect this transaction to close before year-end, subject to approval from Wachovia shareholders and the appropriate regulatory agencies. It has been approved by directors of both companies.
    2008 Oct 02 11:48 PM | Link | Reply
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    To clear up the confusion: Citibank shareholders don't get to vote on the deal, but Wachovia shareholders do.

    Of course, WB's institutional shareholders will approve the deal - It's unlikely that Citi would have agreed to it unless they had assurance that WB's institutional shareholders were on board.

    However, I don't think the Wachovia leftovers will remain independent. Steele will probably sell them to Morgan Stanley so that he can become the next CEO of MS. The common stockholders will probably get one share of MS for 10 shares of WB. This would dilute MS' common stock float by 20%, but the dilution can be handled by reducing the dividend. The only obstacle to this merger would the huge amount of outstanding WB preferred stock.

    The current shareholders are basically screwed - the only recourse is a class action lawsuit. Which I would gladly join - except I sold the last of my shares when the board fired Thompson without naming a replacement.
    2008 Oct 03 01:48 AM | Link | Reply
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    It doesn't come off as insulting, if they don't actually know the definitions. And if its insulting, well i don't care. My intent wasn't to insult but to point out facts. Thirdly, I didn't absolve the executive branch of all responsibliity. I am saying each individual person has a say so in it.
    2008 Oct 03 06:10 AM | Link | Reply
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    No if every company bearuacy had the same problems as this companies internal board or whatever...then they would drop from 53. to 9.oo per share in less than a year, and would basically miss the boat completely in regards to what is going in the company. That deal is done for if you pull up the actual transcripts. Or else they wouldn't have made it public, including hte citigroup acquisition transcripts
    2008 Oct 03 06:12 AM | Link | Reply
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    Siddarth

    Well. The joke is on all of us. I knew WB management was up to something because of the way investor relations was stonewalling about the Citi deal.

    The Wells Fargo deal is much better for WB shareholders and you should take it. The fair value of WB is probably $9 and you'll be getting $7. The main difference is that WB shareholders will get paid rather than FDIC.

    Saint Warren must have gotten a guarantee from Congress that the bailout bill will pass. WFC can sell Wachovia's toxic crap to the taxpayers and WFC (and Warren) get. an instant profit of $4 Billion.

    And Warren probably gets more face time on CNBC with Becky Quick. PS Do you guys think he's nailing her?

    2008 Oct 03 09:04 AM | Link | Reply
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    What I think is about this whole business is here:
    www.parchayi.com/2008/.../

    and it will hopefully soon be up on seekingalpha too
    2008 Oct 03 09:09 AM | Link | Reply
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    "It doesn't come off as insulting, if they don't actually know the definitions. And if its insulting, well i don't care. My intent wasn't to insult but to point out facts. Thirdly, I didn't absolve the executive branch of all responsibliity. I am saying each individual person has a say so in it. "

    Know your audience. The folks who don't know these basic concepts aren't generally posting on a specialized blog - you can see from the level of discourse that you're dealing with an informed audience.

    And you're incorrect that each individual person had a say so in this situation. The acquisition was a management decision. When those loans started going bad and tanking he value of the CMOs, the employees did their best to cover mounting losses, but ultimately couldn't do enough to keep up with internal losses and unprecedented external influences. The real world does not work like academic theory - would that it were that simple.

    "That deal is done for if you pull up the actual transcripts. Or else they wouldn't have made it public, including hte citigroup acquisition transcripts". Clearly the deal was far from done, it didn't even have legal documentation behind it yet.

    I don't want to inflame, so I'll go elsewhere. Enjoy.
    2008 Oct 03 10:10 AM | Link | Reply
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    the Arabs have billions invested in Citigroup
    this 700B baillout and this C/WB deal is all about pmaking foreign investors whole after Wall St sold them all this garbage SIV's

    we are being soldout by our govt so that the USA continues to get the 2b/day that we need to fund our deficits

    it is econmic extortion being laid on the American taxpayer
    2008 Oct 03 05:49 PM | Link | Reply
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    As has been noted the deal stinks! Wachovia has been a great bank. It seems Wachovia execs might also have had had some ulterior motives in this rushed-deal .... they are all set to deploy there golden parachutes...
    triad.bizjournals.com/...
    2008 Oct 03 10:32 PM | Link | Reply
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    Isla girls, the entirement point of academic theory is applicable to the real world. That's why they don't teach social laws because you can't apply to them everybody. They teach you thingeys such as financial definitions, such as financial theory, finanical morals and perspective, while obtaining your degree. Experst are doctors and masters, but you have to be knowledgeable upon leaving college to apply the theory in a business situation. And with experience and reading you should be able to do what's necessary to perform business related actions. Responsible, non corrupt, financial decisions while working with people's money is universal with every aspect of society. I was right about the excluvisity agreement, the entire deal isn't done. Wells Fargo took advantage, and citigroups will probably win something legally dependent on the situation.
    2008 Oct 05 07:49 PM | Link | Reply
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    Informed are people who are know about the subject, and every one here is not informed or else they would have known the definitions, basically provided when I didn't sleep through finance 101 and was interested in asking questions and creating discourse with professors.
    2008 Oct 05 07:50 PM | Link | Reply
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    I don't know who the chick from CNBC is...but I bet he is. He better at least be dating her outside of work with that must face time. Okay just one date, after being on with her on television.
    2008 Oct 05 07:56 PM | Link | Reply
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