Mercantile's Stock Jumps 11% on Talk Of Takeover

Wall Street responded overwhelmingly Friday to the possibility of a takeover of Mercantile Bancorp. in St. Louis, but the company remained mum about its plans.

Mercantile shares soared $5.75, to $57-an 11.2% rise on a day when the Standard & Poor's bank stock index was off 0.94%. More than 1.92 million shares traded hands, nearly six times the company's daily average. It was the day's most actively traded bank stock.

The New York Stock Exchange asked Mercantile to disclose any corporate developments that would explain the surge in volume. The company declined, citing a policy of not commenting on unusual market activity or rumors.

The company also declined to discuss with American Banker the outcome of a special off-site board meeting Friday. As previously reported, the meeting was scheduled amid pressure from some shareholders and signs that the company could be considering a sale. Firstar Corp. of Milwaukee has been named as the likeliest buyer.

Analysts and investors said they favored a sale of the $35.6 billion- asset banking company.

"I'm praying there is a deal," said Joseph Stieven, an analyst with Stifel, Nicolaus & Co. of St. Louis, who called Mercantile an industry underperformer. Mr. Stieven said he spent most of the day on the phone, talking to investors who are eager for the company to sell.

Some investors at the company's annual meeting on April 21 brought up the issue of selling. "No one's ever in a hurry to sell a company if its management is doing its job," Mr. Stieven said.

Though several companies are probably interested in buying Mercantile, a possible combination with Firstar drew the most positive reaction from analysts.

Michael Plodwick, a Lehman Brothers analyst, said he was bullish on a Firstar-Mercantile combination, adding that it would "create arguably the best franchise in the Midwest."

While Firstar also declined to comment, Mr. Plodwick said Firstar has "been out there telegraphing that they're going to do something big." Firstar shares closed down $1.50, at $30.0625.

Mr. Plodwick put out a bulletin to investors, acknowledging that though Firstar just completed a major acquisition-Star Banc Corp.'s November buyout of the old Firstar-the company is in one of the best positions to do a deal with Mercantile.

"Although some observers might believe it is too soon for Firstar to make an acquisition, we remain impressed with the speed at which the company has been able to integrate its existing acquisition," Mr. Plodwick said.

Firstar could pay between $65 and $70 a share for Mercantile, Mr. Plodwick said. Other analysts, including Fred Cummings at McDonald Investments Inc., called that range "reasonable."

Institutional, or buy-side, analysts also spoke favorably of a deal between Firstar and Mercantile. "I think any type of big consolidation would be good for the industry," said Lisa Welch, an analyst with John Hancock Funds in Boston.

Having no information on a price, Ms. Welch reserved judgment on the possibility of a Firstar-Mercantile combination, but said it made sense. "Firstar looks for companies that don't perform up to their full potential," she said.

Regardless of who might buy Mercantile, analysts said it's easy to see why the time has come to seriously consider selling.

"The revenue growth has clearly been lackluster," said Denis Laplante, an analyst with Fox-Pitt, Kelton. "Adjusting for mergers and other special items, they actually had negative growth in some quarters."

The biggest "source of disappointment" for Mercantile, Mr. Laplante said, was the acquisition of $9 billion-asset Roosevelt Financial Group in 1997. With Roosevelt, the company took on a large savings and loan that was difficult to integrate and did not add to earnings as promised.

In general, Mercantile did too many mergers without taking a breath and integrating them, analysts said. Mercantile officials acknowledge as much, but say the restructuring program is aimed at rectifying some of the problems that resulted.

Mercantile has said it wants to prove that a restructuring program that includes 1,300 job reductions, or 11% of the work force, is improving performance.

Mr. Laplante said the restructuring could be too late. "They thought they would take this year to ramp up, and we're seeing signs of improvement, but they're not there now," he said.

Though there is evidence that Firstar has had discussions with Mercantile and would favor doing the deal, there is no guarantee it would be the successful suitor.

Frank Barkocy, an analyst with Keefe Managers Inc., said U.S. Bancorp is also a plausible buyer for Firstar. Both companies, he said, "are viewed as very efficient cost-cutters. The feeling is if either went into Mercantile, they could extract cost savings and with their broader array of products could create revenues."

The other companies said to desire Mercantile are National City Corp., Bank One Corp., and Wells Fargo & Co. ABN Amro Inc. unit LaSalle National Bank in Chicago has also had Mercantile on its buyout wish list.

No analysts doubt that Mercantile has already had offers. The question is whether it will act on any recent overtures. "They've been to the altar several times, but they've never been married," Mr. Barkocy said.

While it is believed the company's board met to discuss its future, some questioned whether the announcement would be as mundane as a plan to buy back its own stock. Such a move has been hinted by Mercantile officials.

"If it's a stock buyback today, the stock drops four points on Monday," Mr. Stieven said.

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