First Union Restructuring Brews

First Union Corp. is once again attracting the jaundiced eyes of Wall Street, as investors await the results of a strategic review that may include selling parts of the company.

Analysts said they expect the Charlotte, N.C., company to unveil a restructuring program by the end of June after a months-long internal vetting of businesses sparked by recurring earnings problems over the last year.

Expectations that changes are afoot are being fueled by top-management moves. G. Kennedy Thompson took over as chief executive officer in April, when Edward E. Crutchfield Jr., who is battling lymphoma, relinquished day-to-day responsibilities.

Mr. Thompson is viewed as wanting to put his stamp on the $254 billion-asset banking company. "They realize they have an opportunity here to make changes, and they will take it," said Catherine Murray, an analyst at J.P. Morgan & Co.

Though a radical shift in strategic direction is unlikely, analysts said the company would make several changes to free up capital that could be reinvested. The changes could include the securitization of a chunk of assets and a repositioning of First Union's balance sheet. Or, it could sell outright its mortgage or credit card operations, some analysts said.

Money Store, the Sacramento, Calif., consumer finance company First Union bought two years ago, is also mentioned as a candidate to be sold or shrunk.

"It has seemed to us that a logical outcome of this review could be for some businesses to be deemed a poor fit … and be restructured, downsized, or even exited," Marni Pont O'Doherty, an analyst at Keefe Bruyette & Woods, said in a research report to investors Thursday.

Ms. Murray, referring to First Union's retail banking operations, said: "They need to be focused on customer service, on customer retention, and on improving cross-sell ratios. They may need to invest in those areas."

A spokeswoman for First Union would only say, "As we near the completion of the strategic review, it would be inappropriate to comment on the content or the timing."

Any restructuring is likely to worsen what are already thought to be poor second-quarter earnings at First Union. The company has worked diligently in recent years to build its capital markets business. That strategy paid off until this spring's market downturn.

"I think they've got earnings problems," said Lawrence Cohn, an analyst at Ryan Beck & Co. "I expect the quarter to be very weak."

Just over a year ago First Union disappointed investors by warning that yearend profits would fall 14% short of estimates, because of ongoing problems integrating the operations of the former CoreStates Financial Corp. It was the second such warning last year.

First Union has struggled to regain investor confidence ever since, with limited success. It made another blunder this week by canceling its appearance at an investor conference in New York sponsored by Sanford C. Bernstein & Co. Observers interpreted the cancellation as a sign that bad news is around the corner and sent First Union shares tumbling more than 5% Tuesday.

A spokeswoman explained that First Union dropped out because it did not want to talk while its strategic review was ongoing.

Investors were not buying it. "It was poorly handled," said Tom Brown, chief executive officer of Second Curve Capital, a New York hedge fund that invests in banking companies. "It would have been very easy for them to run through their options. It was a weak excuse."

Analysts said their frustrations over figuring out the direction of First Union's second-quarter profits have been amplified by what they say has been a lack of guidance from the company. The average estimate of analysts tracked by First Call Corp. called for earnings per share of 87 cents, which will be reported in July.

But analysts said in interviews that they will probably lower their individual estimates before the reports come out.

"I'm really having a difficult time getting my arms around it," Ryan Beck's Mr. Cohn said. "I'm at 87 [cents], but I'm certain that it's lower than that. I know I'm going to lower my number."

Ms. Pont O'Doherty at Keefe Bruyette revised her outlook for the quarter to 80 cents a share. She also lowered her yearend estimate from $3.50 to $3.40. "We see several headwinds in the quarter," she said.

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