-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G0lit78+vXV4A7qyJRNTU7fJ0ohSISIfqZ/oTGDn15pQssYc5FnXONZ5q6143lyM Sm+jU38nAJeSk/E8RCdgBQ== 0000950168-01-500524.txt : 20010531 0000950168-01-500524.hdr.sgml : 20010531 ACCESSION NUMBER: 0000950168-01-500524 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010530 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WACHOVIA CORP/ NC CENTRAL INDEX KEY: 0000774203 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 561473727 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: SEC FILE NUMBER: 001-09021 FILM NUMBER: 1650063 BUSINESS ADDRESS: STREET 1: 100 N MAIN ST STREET 2: P O BOX 3099 CITY: WINSTON SALEM STATE: NC ZIP: 27101 BUSINESS PHONE: 3367705000 MAIL ADDRESS: STREET 1: 100 NORTH MAIN ST STREET 2: P O BOX 3099 CITY: WINSTON SALEM STATE: NC ZIP: 27101 FORMER COMPANY: FORMER CONFORMED NAME: FIRST WACHOVIA CORP DATE OF NAME CHANGE: 19910603 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST UNION CORP CENTRAL INDEX KEY: 0000036995 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 560898180 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: ONE FIRST UNION CTR CITY: CHARLOTTE STATE: NC ZIP: 28288-0013 BUSINESS PHONE: 7043746565 MAIL ADDRESS: STREET 1: ONE FIRST UNION CENTER CITY: CHARLOTTE STATE: NC ZIP: 28288-0013 FORMER COMPANY: FORMER CONFORMED NAME: CAMERON FINANCIAL CORP DATE OF NAME CHANGE: 19750522 FORMER COMPANY: FORMER CONFORMED NAME: FIRST UNION NATIONAL BANCORP INC DATE OF NAME CHANGE: 19721115 425 1 form425_62942.txt WACHOVIA CORPORATION 425 Filed by First Union Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Wachovia Corporation Commission File No. 333-59616 Date: May 29, 2001 This filing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, (i) statements about the benefits of the merger between First Union Corporation and Wachovia Corporation, including future financial and operating results, cost savings, enhanced revenues, and accretion to reported earnings that may be realized from the merger; (ii) statements with respect to First Union's and Wachovia's plans, objectives, expectations and intentions and other statements that are not historical facts; and (iii) other statements identified by words such as "believes", "expects", "anticipates", "estimates", "intends", "plans", "targets", "projects" and similar expressions. These statements are based upon the current beliefs and expectations of First Union's and Wachovia's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) the risk that the businesses of First Union and Wachovia will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; (2) expected revenue synergies and cost savings from the merger may not be fully realized or realized within the expected time frame; (3) revenues following the merger may be lower than expected; (4) deposit attrition, operating costs, customer loss and business disruption following the merger, including, without limitation, difficulties in maintaining relationships with employees, may be greater than expected; (5) the ability to obtain governmental approvals of the merger on the proposed terms and schedule; (6) the failure of First Union's and Wachovia's stockholders to approve the merger; (7) competitive pressures among depository and other financial institutions may increase significantly and have an effect on pricing, spending, third-party relationships and revenues; (8) the strength of the United States economy in general and the strength of the local economies in which the combined company will conduct operations may be different than expected resulting in, among other things, a deterioration in credit quality or a reduced demand for credit, including the resultant effect on the combined company's loan portfolio and allowance for loan losses; (9) changes in the U.S. and foreign legal and regulatory framework; and (10) adverse conditions in the stock market, the public debt market and other capital markets (including changes in interest rate conditions) and the impact of such conditions on the combined company's capital markets and asset management activities. Additional factors that could cause First Union's and Wachovia's results to differ materially from those described in the forward-looking statements can be found in First Union's and Wachovia's reports (such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) filed with the Securities and Exchange Commission and available at the SEC's Internet site (http://www.sec.gov). All subsequent written and oral forward-looking statements concerning the proposed transaction or other matters attributable to First Union or Wachovia or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. First Union and Wachovia do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made. The proposed transaction will be submitted to First Union's and Wachovia's stockholders for their consideration, and, on April 26, 2001, First Union filed a registration statement on Form S-4 with the SEC containing a preliminary joint proxy statement/prospectus of First Union and Wachovia and other relevant documents concerning the proposed transaction. Stockholders are urged to read the definitive joint proxy statement/prospectus when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. You will be able to obtain a free copy of the registration statement and the joint proxy statement/prospectus, as well as other filings containing information about First Union and Wachovia, at the SEC's Internet site (http://www.sec.gov). Copies of the joint proxy statement/prospectus and the SEC filings that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, by directing a request to First Union, Investor Relations, One First Union Center, Charlotte, North Carolina 28288-0206 (704-374-6782), or to Wachovia, Investor Relations, 100 North Main Street, Winston-Salem, North Carolina 27150 (888-492-6397). First Union and Wachovia, and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of First Union and Wachovia in connection with the merger. Information about the directors and executive officers of First Union and their ownership of First Union common stock is set forth in First Union's proxy statement on Schedule 14A, as filed with the SEC on March 13, 2001. Information about the directors and executive officers of Wachovia and their ownership of Wachovia common stock is set forth in Wachovia's proxy statement on Schedule 14A, as filed with the SEC on March 19, 2001. Additional information regarding the interests of those participants may be obtained by reading the definitive joint proxy statement/prospectus regarding the proposed transaction when it becomes available. THE FOLLOWING PRESENTATION MATERIALS MAY BE USED BY FIRST UNION FROM TIME TO TIME IN ANALYST AND INVESTOR MEETINGS [WACHOVIA LOGO] [FIRST UNION LOGO] Wachovia/First Union Merger Transition Process May 2001 Cautionary Statement - -------------------------------------------------------------------------------- This presentation may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements about the benefits of the merger between First Union Corporation and Wachovia Corporation, including future financial and operating results, cost savings, enhanced revenues, and accretion to reported earnings that may be realized from the merger; (ii) statements with respect to First Union's and Wachovia's plans, objectives, expectations and intentions and other statements that are not historical facts; and (iii) other statements identified by words such as "believes", "expects", "anticipates", "estimates", "intends", "plans", "targets", "projects" and similar expressions. These statements are based upon the current beliefs and expectations of First Union's and Wachovia's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) the risk that the businesses of First Union and Wachovia will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; (2) expected revenue synergies and cost savings from the merger may not be fully realized or realized within the expected time frame; (3) revenues following the merger may be lower than expected; (4) deposit attrition, operating costs, customer loss and business disruption following the merger, including, without limitation, difficulties in maintaining relationships with employees, may be greater than expected; (5) the ability to obtain governmental approvals of the merger on the proposed terms and schedule; (6) the failure of First Union's and Wachovia's stockholders to approve the merger; (7) competitive pressures among depository and other financial institutions may increase significantly and have an effect on pricing, spending, third-party relationships and revenues; (8) the strength of the United States economy in general and the strength of the local economies in which the combined company will conduct operations may be different than expected resulting in, among other things, a deterioration in credit quality or a reduced demand for credit, including the resultant effect on the combined company's loan portfolio and allowance for loan losses; (9) changes in the U.S. and foreign legal and regulatory framework; and (10) adverse conditions in the stock market, the public debt market and other capital markets (including changes in interest rate conditions) and the impact of such conditions on the combined company's capital markets and asset management activities. Additional factors that could cause First Union's and Wachovia's results to differ materially from those described in the forward-looking statements can be found in First Union's and Wachovia's reports (such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) filed with the Securities and Exchange Commission and available at the SEC's Internet site (http://www.sec.gov). All subsequent written and oral forward-looking statements concerning the proposed transaction or other matters attributable to First Union or Wachovia or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. First Union and Wachovia do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made. Additional Information The proposed transaction will be submitted to First Union's and Wachovia's stockholders for their consideration, and, on April 26, 2001, First Union filed a registration statement on Form S-4 with the SEC containing a preliminary joint proxy statement/prospectus of First Union and Wachovia and other relevant documents concerning the proposed transaction. Stockholders are urged to read the definitive joint proxy statement/prospectus when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. You will be able to obtain a free copy of the registration statement and the joint proxy statement/prospectus, as well as other filings containing information about First Union and Wachovia, at the SEC's Internet site (http://www.sec.gov). Copies of the joint proxy statement/prospectus and the SEC filings that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, by directing a request to First Union, Investor Relations, One First Union Center, Charlotte, North Carolina 28288-0206 (704-374-6782), or to Wachovia, Investor Relations, 100 North Main Street, Winston-Salem, North Carolina 27150 (888-492-6397). First Union and Wachovia, and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of First Union and Wachovia in connection with the merger. Information about the directors and executive officers of First Union and their ownership of First Union common stock is set forth in First Union's proxy statement on Schedule 14A, as filed with the SEC on March 13, 2001. Information about the directors and executive officers of Wachovia and their ownership of Wachovia common stock is set forth in Wachovia's proxy statement on Schedule 14A, as filed with the SEC on March 19, 2001. Additional information regarding the interests of those participants may be obtained by reading the definitive joint proxy statement/prospectus regarding the proposed transaction when it becomes available. Page 2 Wachovia/First Union Key Merger Integration Objectives - -------------------------------------------------------------------------------- Primary Objectives o Lose no customers o Stay focused on customer experience o Improve customer perception of combined organization Other Objectives o Provide a distinctive value proposition for customers which is based on maintaining a high level of trust and respect among employees o Convert systems on time with no adverse customer service/sales impact o Exceed quarterly earnings targets o Exceed pro forma efficiency expectations o Simplify the complexity of the combined operating environment A Key to Transition Success o Successfully running normal day-to-day business activities Page 3 Merger Transition Organization Balanced Representation of Wachovia and First Union Management Executive Committee (B. Baker and K. Thompson) Approve key transition decisions Merger Steering Committee (B. McCoy and D. Carroll) Set overall policies Project Management Office Coordinate and oversee all transition processes and communications Customer Experience Team Integrated Communications Culture Integration Team Progress Tracking Transition Team Conversion Task Force Manage the corporations' integration Complete all systems conversions at the business unit level All Business Units Represented All Business Units Represented Page 4 Team Roles - -------------------------------------------------------------------------------- Executive Committee o Approve Key Merger Steering Committee decisions Merger Steering Committee o Establish strategic direction o Provide overall leadership o Approve recommendations o Address issues and resolve conflicts Project Management Committee o Coordinate teams sequence activities and monitor progress o Develop merger timeline and set milestones o Identify and allocate critical resources o Resolve issues Page 5 Team Roles - -------------------------------------------------------------------------------- Customer Experience Team o Monitor primary emphasis on customer retention through transition o Immediately respond to any integration-related customer issue o Provide customer perception and issue identification information associated with merger Culture Integration Team o Assess cultural similarities and differences o Provide action-oriented programs to accelerate cultural integration and leverage cultural differences Integrated Communications o Review and approve all internal and external communications o Ensure accuracy and consistency with merger objectives and guiding principles Progress Tracking o Develop and track key metrics related to merger transition information Page 6 Team Roles - -------------------------------------------------------------------------------- Transition Team o Develop combined business unit strategies, plans and organizational structures o Integrate business units to establish merged entity o Assess business readiness for integration o Manage execution risk Conversion Task Force o Conduct technical systems review, analysis and selection o Develop conversion schedule based on business unit strategies o Implement project plan for systems integration Page 7 Transition Due Diligence - -------------------------------------------------------------------------------- Original Due Diligence o Black hole analysis o Validate efficiencies o Initial identification of transition issues Key Foundation Strategies Established by June 30 o New business strategies established o New organization designed o Tier I, II, III management identified Subsequent Due Diligence Completed by July 31 o Re-calculate efficiencies at detail level under new business model o Re-calculate all restructuring/merger-related one-time expenses o Incorporate results in operating budgets Page 8 Timeline - --------------------------------------------------------------------------------
2001 2002 2003 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q Transition Organization In Place X Merger Agreement Announced X Strategic Business Reviews X X Management Structure Executive X Tier 2 Senior Management X Tier 3 Management X Shareholder Meeting X Consummation X Divestiture Purchase Agreements X Divestitures Complete X X X System Review and Selection X X X Early Conversions (e.g. GL, HR, AP) X X X X Training Calendar Developed X X X X X Core Conversions X X X X X
*Detailed conversion schedule in Appendix Page 9 Transition Risk Management - -------------------------------------------------------------------------------- o Risk management is key component of entire transition/ execution process - Customer risk - Employee risk - Market risk - Systems/operations risk - Regulatory risk - Capacity/volume risk - Organization risk - Financial risk - Transaction risk o Continuous assessment of transition/conversion readiness o Proactive risk management through early warning o Key risk identification process for elevating issues to executive management o Merger transition organization structure provides the governance backbone for all risk management Page 10 Merger Experience - -------------------------------------------------------------------------------- o 81 bank mergers since 1985 with virtually no negative impact - 27 mergers were greater than $1 billion in assets - 13 mergers were greater than $5 billion - 10 broker dealers/investment managers with greater than 3 million customers o Ability to serve all retail customers anywhere throughout franchise o Converted over 2,000 systems and 4,000 branches to common platforms while updating every major platform to state-of-the-art technology o All mergers done without negative impact on customers except for CoreStates - Extracted too much cost - Converted too fast - Implemented new business model simultaneously - Does not characterize our approach to doing mergers and acquisitions Page 11 Conversion Experience (1985 - 2001) - -------------------------------------------------------------------------------- Goal: To have common systems and integrated environment 81 Acquisitions Involved - ------------------------ General Ledger Payroll Accounts Payable Fixed Assets Benefits Network Connectivity Customer Information Systems 41 of Those 81 Less Complex Bank Acquisitions Additionally Involved - ------------------------ Deposits ATM Consumer Loans Leasing Indirect Unsecured/Secured Commercial Loans CDs Safe Deposit Box Overdraft Protection Mortgage Item Processing Credit Card Wire Transfer Equity Lines ACH 30 of Those 81 Complex Bank Acquisitions Additionally Involved - ------------------------ Mutual Funds Brokerage Personal Trust Corporate trust Insurance IRA CAP International Sales Tracking CheckCard/Debit Card Capital Markets Investments Capital Management Investments Trading Account recovery Cash management 401K Institutional Custody 10 Specialty Acquisitions Involved - ------------------------ Unique System Conversions Examples Include: Equity Derivative Systems Bond Systems Insurance Systems Dot Coms Page 12 Progress Tracking Dashboard - -------------------------------------------------------------------------------- o Continuous tracking of transition progress for early detection of issues o Dashboard of key performance metrics provided by Project Management Office to Merger Steering Committee and selected external audiences o Information tracked Financial - --------- Core Expense/Goal One Time Expense/Goal Operating Exp/Operating Rev. vs. Goal Operating EPS/Forecast vs. Goal Cash EPS/Forecast vs. Goal ChargeOffs/Avg. Loans vs. Target NP/Loans +OREO vs. Target Avg. Deposits/Customer vs. Baseline Avg. Loans/Customer vs. Baseline Revenue Growth/Forecast Tier 1 Capital vs. Target Total Capital vs. Target Debt Rating vs. Target Reserves/Loans vs. Target Credit Losses/Avg. Loans vs. Target Noncredit Losses/Avg. Loans vs. Target Share Price Movement/BK Index vs. target Economic Profit Growth vs. Target Operating ROE vs. Target Share Repurchases vs. Target Page 13 Progress Tracking Dashboard - -------------------------------------------------------------------------------- Customer - -------- Attrition vs. Baseline Consumer Small Business At Risk Assessment vs. Target Consumer (Gallup) vs. Target Commercial (Barlow) vs. Target Market Share of Target Groups vs. Target Growth vs. Baseline Brand Perception vs. Target Customer Perception vs. Target Human Resources - --------------- Cultural Task Force Meeting Milestones FTE Reduction/Plan Training Events/Plan % Employees Retained/Plan % Displaced in New Positions/Plan Monthly Turnover/Plan Transition Plan Milestones - -------------------------- % Milestones Completed vs. Schedule Call Center Service Level Metrics vs. Target Uptime vs. Target Data Accuracy vs. Target Data Integrity vs. Target Level of Exceptions vs. Target Page 14 Appendix Merger Key Events Timeline DRAFT -- MOE Target Dates
Day: 1 5 10 15 30 50 60 90 120 150 180 365 850 Merger Agreement Announced X Merger Steering Committee Formed X Merger Steering Committee Begins Meeting X Transition Team Leaders Identified X Welcome/Comfort Sessions-All Divisions X Organizational Charts (Senior Management) X Transition Team Leaders Meeting X Conversion Task Force Identified X File OCC Application X File Fed Application X File Preliminary Proxy Statement with SEC X File S-4 with SEC X Mail Proxy Statements X Conversion Task Force Meetings Begin X Publish Conversion Schedule (High Level Strawman) X X Systems Review & Systems Selection X X X Product Alignment Begins X X X X X Selection Process for Personnel/HR Determined X X Key Leadership Positions Determined & Communicated X X Shareholder Meeting X X Business Plans for All Divisions X Telecommunications/Corporate Real Estate Site Visits Begin X Business Unit Contingency Plans X X Training Calendar Developed X X Branch Consolidation/Facility Designs X Early Conversions (GL, AP, PW, FA, HR, etc) X X X Merger Consummation X X Flex Benefit Orientation Begins X Divestiture X Final Conversions (Deposits, etc) X X Signage Changed at All Branches X X
Page 16 INTEGRATION DASHBOARD Wachovia / First Union ---- Date ---- Financial -------------------- DEAL EXECUTION - -------------------------------------------------- Actual TTD Goal -------------------- Core Expense /Goal - -------------------------------------------------- TTD Total -------------------- OneTime Expense/Goal - -------------------------------------------------- Actual TTD Goal -------------------- Operating Exp./ Operating Rev. - -------------------------------------------------- -------------------- DELIVERING EARNINGS TARGET -------------------- Actual TTD Goal - -------------------------------------------------- Operating EPS/ Forecast Cash EPS/ Forcast - -------------------------------------------------- -------------------- CREDIT QUALITY -------------------- Actual Target - -------------------------------------------------- ChargeOffs/ Avg. Loans NPA/Loans + OREO - -------------------------------------------------- -------------------- REVENUE MOMENTUM -------------------- Revenue/Growth Linked Qtr. Goal Actual Forecast -------------------- Wealth Management Specialty Finance General Banking Capital Management Capital Markets Total - -------------------------------------------------- -------------------- SOUNDNESS -------------------- Actual Target Reserves/Loans Credit Losses Non-Credit Losses Tier 1 Capital Total Capital Debt Rating - ---------------------------------------------------- -------------------- SHAREHOLDER VALUE -------------------- Actual Target Share Price Movement/Index Economic Profit Growth ROE - ------------------------------------------------------ NOTES: TTD = Transition to Date ( ) Indicates problem area INTEGRATION DASHBOARD Wachovia / First Union ---- Date ---- Customer --------------------------------------- ATTRITION --------------------------------------- Actual Baseline - ----------------------------------------------------------------------- Attrition vs. Baseline Small Business Consumer At Risk Assessment - ----------------------------------------------------------------------- --------------------------------------- SERVICE QUALITY --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Consumer (Gallup) Commercial (Barlow) - ----------------------------------------------------------------------- --------------------------------------- MARKET SHARE --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Market Share of Target Groups - ----------------------------------------------------------------------- --------------------------------------- ACQUISITION --------------------------------------- Actual Baseline - ----------------------------------------------------------------------- Growth vs. Baseline - ----------------------------------------------------------------------- --------------------------------------- IMAGE --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Brand Perception Customer Perception of Merger - ----------------------------------------------------------------------- --------------------------------------- BRANCH IMPACT --------------------------------------- Actual Baseline - ----------------------------------------------------------------------- Avg. Deposits/Customer Avg. Loans/Customer - ----------------------------------------------------------------------- INTEGRATION DASHBOARD Wachovia / First Union ---- Date ---- Transition Milestones --------------------------------------- MEETING MILESTONES --------------------------------------- Actual Schedule - ----------------------------------------------------------------------- % Milestones Complete - ----------------------------------------------------------------------- --------------------------------------- SERVICE LEVEL EXECUTION --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Call Center/Service Level Metrics - ----------------------------------------------------------------------- --------------------------------------- CORE SYSTEMS ENHANCEMENT --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Uptime Data Accuracy Data Integrity - ----------------------------------------------------------------------- --------------------------------------- OPERATIONAL RISK MANAGEMENT --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Level of Exceptions - ----------------------------------------------------------------------- INTEGRATION DASHBOARD Wachovia / First Union ---- Date ---- Human Resources --------------------------------------- CULTURAL ALIGNMENT --------------------------------------- Actual Schedule - ----------------------------------------------------------------------- Cultural Task Force Meeting Milestones - ----------------------------------------------------------------------- --------------------------------------- STAFFING TO PLAN --------------------------------------- Actual Goal - ----------------------------------------------------------------------- FTE Reduction/Plan - ----------------------------------------------------------------------- --------------------------------------- SATISFACTION --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Employee Interview Voluntary Controllable Turnover - ----------------------------------------------------------------------- --------------------------------------- KNOWLEDGE/SKILL LEVELS --------------------------------------- Actual Goal - ----------------------------------------------------------------------- Training Events/Plan TBD TBD - ----------------------------------------------------------------------- --------------------------------------- RETENTION OF KEY EMPLOYEES --------------------------------------- Actual Goal - ----------------------------------------------------------------------- % Retained % Displaced in New Positions Monthly Turnover - ----------------------------------------------------------------------- INTEGRATION DASHBOARD Wachovia / First Union ---- Date ---- APPENDIX Detail to be determined - support for calculations -----END PRIVACY-ENHANCED MESSAGE-----