Wells Fargo & Co. has provided a detailed look at its plan to integrate its cash management operations with those of the former Wachovia Corp., a process that will eventually combine two units with little overlap into a single business with a coast-to-coast presence.
Wells Fargo is strong in the West; Wachovia was focused on the East Coast. The San Francisco banking company's products are known for their features, and the Charlotte banking company it acquired last year has a good reputation for service.
The combination, according to Danny Peltz, a Wells Fargo executive vice president and the head of its treasury management group, has few redundant parts and plenty of room to expand.
"I'm looking at this as a growth opportunity, not a cost-cutting exercise," Peltz said in an interview. "We're very thoughtful and deliberate about making changes. This is about using a scalpel, not an axe."
The goals, he said, are to use Wells Fargo's existing cash management portal, Commercial Electronic Office, to deliver a unified product line to customers and to minimize any potential disruption to clients during the transition. Wells said it expects to shift all of Wachovia's automated clearing house volume to a payment-processing joint venture currently in development with Bank of America Corp. Check-image archiving, however, which is viewed as noncore, is likely to be outsourced. And given the scope of the effort, Peltz said the integration project will likely require "several years."
Analysts said that the two operations are complementary.
"They're nearly mirror images of each other on the two coasts," said Chris McDonnell, a vice president at Greenwich Associates, a financial services market research firm that focuses on cash management issues.
Both companies offer a full range of cash management products and services, but they have little duplication in their territories or customer sets.
David Fox, a managing director at Greenwich Associates, said that such a pairing is unusual. Most acquisitions bring together businesses with some redundancies, in terms of customer base, product line or both. "Wells Fargo probably had more features around many of their products, and Wachovia had more servicing elements around their products," he said. "This really is a case where two and two add up to four and could approach five."
Though the deal creates a national-scale cash management player, Fox said Wells still lacks the international reach of its largest competitors. For large corporate clients, with international cash management needs, "the Citi and the Chase and the Bank of America will continue to have some advantages that even economies of scale won't overcome."
Peltz said Wells plans to expand its international presence by fortifying its correspondent relationships. "We will be expanding our organization virtually through a network of partnerships around the world," he said.
David C. Robertson, a partner at the consulting firm Treasury Strategies Inc., said that the new Wells would be a stronger competitor to JPMorgan Chase & Co. and Bank of America in domestic cash management. "You're going to have three deep-pocket competitors aggressively investing not only in their existing businesses but also investing in the new Web businesses of the future."
Wells expects the integration project to move slowly, Peltz said, "to minimize disruptions to" cash management clients' daily workflows, though he would not specify a timeline.
It made the first appointments for the new organization in January, he said, keeping most of the Wachovia management team.
Though Wachovia corporate clients ultimately will move over to Wells Fargo's core processing system, Peltz said, "no customer account numbers are going to have to change as a result of the merger." Wells also has decided to make no change in lockbox clients' post office box addresses, he said.
Wells plans to use its Commercial Electronic Office as the cash management portal for the combined organization, though "some of the products and services will be from the old Wachovia and some will be from the old Wells," Peltz said.
The portal uses service-oriented architecture to provide a framework that will let Wells combine the 550 individual cash management products and services from the two companies, all connected with a common look and feel, said Peltz, who formerly was executive vice president of Wells' wholesale Internet and treasury solutions unit.
Greenwich Associates' McDonnell said Wells is wise to take its time. "This warrants several years because of the magnitude of the integration that has to take place," he said, noting that the Wells-Wachovia combination is one of the biggest deals ever in U.S. wholesale banking, ahead of JPMorgan Chase's acquisition of Bank One Corp. in 2004 and possibly matching, in inflation-adjusted terms, the Bank of America-NationsBank deal in the 1990s.
McDonnell said that prudence is also required because of the speed at which the deal came together. The marriage was part of a wave of megamergers prompted by failures or near-failures last fall at the top end of the banking industry.
To be sure, several of these deals have led to protracted planning projects. Another example is National City Bank and PNC Bank, which plan to operate as separate businesses at least through the end of 2009, their executives have said, though the two banks are now each beneath the umbrella of PNC Financial Services Group Inc.
Where changes are necessary, Wells has established "communications SLAs," Peltz said, borrowing a tech term for service level agreements that describe the company's efforts to give customers advance notice of changes in its processes or products.
For instance, if Wells Fargo decides it must change the file fields in the reports it provides to corporate treasurers, the banking company will give six months' advance notice of the specifications, he said, "more than adequate time to test between the bank and the customer."
For a product or workflow change, Wells promises to give clients two to four months notice, he said. And it will hold "Webinars" on the changes and offer online tutorials.
In the longer term, Wells expects to consolidate some back-office treasury operations, Peltz said.
For instance, he said, Wells plans to bring Wachovia's ACH processing onto the combined platform to be run by Pariter Solutions LLC, a joint venture that Wells formed in May 2008 with Bank of America. "Wells Fargo is going to be one organization," he said. "We will be operating on one ACH platform."
The original goal was for Wells and B of A to move to the shared platform by the end of 2010. Though Peltz would not commit himself to a target for moving the Wachovia volume, "obviously, the sooner the better," he said.
Likewise, Wachovia's in-house check image archive is likely to be transferred to the shared repository operated by Viewpointe LLC, which is used by Wells, 10 other large banking companies, the vendor Fiserv Inc. and soon the Federal Reserve banks. Though no final decision has been made, "I don't see us being an image archive," Peltz said.
Tech operations consolidations often bring the opportunity to cut staff, but Peltz would not discuss the outlook for treasury management jobs.