When bank mutual fund distributor Concord Holding Corp. went public early last year, many investors were expecting the stock to have a long trading life.
But what they didn't know was that Richard E. Stierwalt, chairman and chief executive of New York-based Concord, had already been in acquisition talks with senior officials of Bisys Group Inc.
This is significant because after less than a year on the public markets, Concord is about to lose its over-the-counter stock listing as Bisys prepares to buy it this month for stock valued at $120 million.
In an interview in his New York office, Mr. Stierwalt said he didn't expect the Concord stock to have such a short life. But he did acknowledge that he had begun talking with Bisys officials about two years before Concord, the country's largest administrator and distributor of bank mutual funds, went public.
He said his initial dealings with Bisys came when Concord responded to a request for proposals that Bisys had put out in search of a partner to help design a cash management service.
Little Falls, N.J.-based Bisys is a leader in computer services for community banks. It also has ambitions to grow in back-office services for mutual funds and retirement plans.
Concord's response to the request eventually spurred Bisys chairman Lynn J. Mangum to express an interest in possibly buying Concord, Mr. Stierwalt said.
Initially, those talks went nowhere. But since Concord's public offering in February, Mr. Stierwalt said he has watched Bisys do an excellent job of handling its acquisition of Winsbury, another bank mutual fund distributor.
Additionally, Mr. Stierwalt said it has become increasingly apparent that Bisys has technology Concord can use, and its Winsbury unit has a retail focus that would complement Concord's institutional focus.
As a result, "several months" before the deal with Bisys was announced in December, Mr. Stierwalt called up Mr. Mangum and they started talking.
A deal was concluded when the two sides came to an agreement on what Mr. Stierwalt euphemistically called "value."
This means that Bisys agreed to pay substantially more for Concord than it had previously been willing to pay, he explained.
If the deal goes through, Bisys stock worth $15 will be exchanged for each share of Concord stock. This values Concord near the high at which it traded after the initial public offering.
Richard K. Weingarten, senior equity analyst at Montgomery Securities, San Francisco, said he thought the deal was a good for both Bisys and Concord.
He also said it could help Concord on the litigation front - specifically, with a shareholder suit now pending in U.S. district court in San Jose, Calif.
This suit alleges that Concord officials oversold the company's prospects. The suit stemmed from losses Concord took when a BankAmerica Corp. money market mutual fund was stung last year by losses on derivatives.
Because of the attractive price Bisys has agreed to pay for Concord, "I would think that the (plaintiffs in the) lawsuit would not have that much of a case," Mr. Weingarten said.
Attorneys for Concord and its shareholders did not return calls seeking comment.
