Wachovia Corp New
Wachovia Corp New — Golden West Financial — Merger or Acquisition (May 2006)
29 slides from Wachovia Corp New's merger presentation, May 17, 2006
Slide 1: Rule 425 filing and forward-looking statements
Filed by Wachovia Corporation pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Golden West Financial Corporation Commission File No.: 1-4629 Date: May 17, 2006 This filin
Slide 2: Forward-looking statement risk factors
more difficult, time-consuming or costly than expected; (2) expected revenue synergies and cost savings from the Merger or the Westcorp Transaction may not be fully realized or realized within the expected time frame; (3) revenues following the Merger or the Westcorp Transaction may be lower than ex
Slide 3: Additional information and participants in solicitation
filings that will be incorporated by reference in the proxy statement/prospectus can also be obtained, free of charge, by directing a request to Wachovia Corporation, Investor Relations, One Wachovia Center, 301 South College Street, Charlotte, NC 28288-0206, (704)-374-6782; or to Golden West, Attn:
Slide 4: Wachovia Lehman Brothers Financial Services Conference, May 17, 2006
Wachovia Lehman Financial May Tom ChiefWurtz 17, Financial Brothers 2006 Services Corporation Officer Conference
Slide 5: Delivering Sustainable Organic Growth
Delivering Sustainable – Organic Golden *Represents Page Record Operating 1 –West growth #4624, revenues sustainable growth EPS net Financial resulted sustained income Lehman growth on driven strong growth provides available in of Brothers by by strong 9%* fee reinvesting focus attractive growth to
Slide 6: Delivering Disciplined 1Q06 Results
Delivering Disciplined 1Q06 General Capital Wealth Corporate 14% Revenue *Segment Page 21% 2vs. –Management Bank #4624, Earnings 1Q05 11% and earnings sustainable execution Investment 24% Growth Lehman exclude 16%=growth Strong Brothers -5% Bank merger-related 11% organic 3% earnings and restructuri
Slide 7: Superior Customer Satisfaction and Loyalty
Superior WB Top 2005 Score Wachovia All Bank JPM/Bank Wells Percentage 43.2% 1Q03 *Data satisfaction PageOthers 10 led 3American vs. of 1Q04 Fargo is47.0% –among survey America from 2000 customer #4624, 79 78 One Loyal with 1Q05 67 +19.7%(#1) 49.9% +8.3% independent all for 0.0% Customer 70 Lehman W
Slide 8: General Bank Same Store Production
General Same Deposit $3,765 +23% Loan $2,951 +20% *Same Deposits Loans Revenue* ($ $657 +15% 1Q05 *Total 1Q06 Page in thousands) 4$706 Production Store 1Q06 2Q05 results defined Retail –store $4,625 $3,549 Production Bank #4624, defined per $733 Sales 3Q05 sales exclude &Financial sales asSmall Lehm
Slide 9: Strong Sales Culture Drives Production
GBG45% Strong High Success 25% +72% *Legacy Legacy 22% +105% Merger *4Q05 Page 43% 5branch leveraging sales –legacy Wachovia 1SouthTrust drivers Wachovia #4624, yr 116% post-merger culture productivity SouthTrust include Lehman a Loan powerful Loan production drives consistent Production (Merger*) P
Slide 10: Capital Management Recurring Revenues
Capital 11% Managed $68 39% Recurring $1.3 2003 *Excluding Page $82 $2.1 13% 50% 62004 –Management $106 #4624, Account $2.3 16% 55% Revenues Revenues* 2005 referral $120 $0.7 17% 57% Lehman 1Q06 Assets fees 20-25% 70% as focus ($2007 a in % Brothers asbillions) ($on of in aGoal % managed Total billi
Slide 11: Wealth Management Balances
Wealth Quarterly Core $13,303 +9% $12,829 +21% Loans Assets ($ $64.6 +6% 1Q05 Page in billions) millions) 7Deposits 1Q06 2Q05 $64.9 Under –Management’s $14,557 $15,526 #4624, Balances 3Q05 $65.6 Management Lehman 4Q05 $65.6 focus 1Q06 $68.3 Brothers on relationship management drives organic growth
Slide 12: CIB's Net New Lead Relationships
CIB’s Net 14 +79% *Net Syndication ($ $3.6 +250% 1Q03 *Based Page in 25 New $6.3 billions) 8new 1Q04 22 focus –on #4624, 25 Lead $10.4 lead syndication 1Q05 on Volumes* relationships Relationships* building $12.6 Lehman 1Q06generated lead corporate Brothers deal that have dollar bylead net generated
Slide 13: CIB's Market Share Gains
CIB’s9Yield Wachovia (based 1.3% TOTAL Converts 0.3% Equity 0.5% High 3.0% 0.2% 0.0% M&A Preferreds 2000 Sources: Loan Page Grade 2005 market Syndications 3.5% 0.7% 2.8% 5.4% 2.9% 6.0% 3.2% 6.7% market on – #4624, Converts lead Market 1Q06 4.0% 1.2% 6.8% 6.9% 3.1% 7.4% 3.2% 10.3% share share deal Le
Slide 14: Wachovia's Cross-Selling Partnership Revenue
Wachovia’s Wachovia WCP ($ $30 2003 New Partnership Retail Opportunity Commercial CIB Product Page in$116 to millions) Revenue 10 2004 Revenue toand Cross-selling –and $180 #4624, Client 2005 from Revenue focus to from Production Goal and 1Q06 Wealth Partnership Lehman on Wealth from $54 cross-enter
Slide 15: Overhead Efficiency Improvement
Overhead 63.6% 2001 *Overhead 2007 Page 11 2002 not 59.1% –aefficiency* #4624, projection; 2003 efficiency 60.6% 2004 Lehman 60.0% improvement ratio 2005 results Brothers excludes 1Q06 58.0% may 2007 differ 57.8% allows merger-related Goal from 52 investing -expectations 55% and for restructuring su
Slide 16: Investing for Sustainable Growth
Investing Credit Focused breakeven Sustainable Auto Westcorp – Retail Golden Page Lower Not Expected $13 9th 12 Loans largest aFranchise billion Cards West nationwide –marketing for acquisition #4624, into growth originator; in early-mid sustainable Financial grow owned Expansion Lehman or to and th
Slide 17: Strategic Rationale for the Transaction
Strategic Expands Diversifies – Financially Accelerates Accretive IRR Analysis Compelling Low Complementary Strong Straight-forward Assumptions Page Accelerates Solidifies Consumer Reduces of Risk 13credit 17% –high based Rationale to Transaction #4624, normalized Wachovia’s Attractive national reta
Slide 18: Combination Profile with Golden West
Combination Golden Combined Retail Scaled Broader National Top Business Exclusive Increases Low Improves Growth Proven Ability 12% Accretive Branch Accelerates Page10 risk consensus 14Franchise branch national business to presence West Profile –footprint mortgage Mix $121 General credit integrate to
Slide 19: Golden West Snapshot
Golden Snapshot Summary Loans: Deposits: Earnings: -Cost Credit Holding Moody’s S&P *As Deposit Amount State California Florida Texas Colorado Arizona Kansas Nevada Illinois New Totals Source: Page #1 among of A+ Structure: York Jersey 15 Branches 26 285 Profile: Ratings: 3/31/06. $121.6 851 West 4S
Slide 20: Combined Earnings Mix Strengthened
Combination WB’s $6.8 57% 9% 25% 5% 65% 7% 3% 21% 4% Mortgage-Related Mortgage of *Represents (Wachovia’s **Based ***Includes Page Combined Wealth Capital Parent billion General Corporate 16 2005 –on Contributes #4624, Management Segment estimated estimated 2005 strengthens Bank Pro&Forma Lehman Inv
Slide 21: Combination Creates High Growth Retail Franchise
Combination 5.9% High Creates – Wachovia World ‘whose Source: 1. 2. 3. Page 8.8% #$91K Deposit Includes 6 17 growth pro combined Savings projected parent, average Top SNL –forma #4624, financial Securities Mortgage weighted CA, 5/Financial strengthens bank high Golden Bank rank national NV, househol
Slide 22: Mortgage Platform Strengthened
Combination WB GDW 2005 Introduce – -Deepen *Includes Page Wholesale Realtors Builders Financial Retail Predominantly Underwriting Mortgage 18 production: Mortgage customers and – fixed Option AmNet #4624, planners enhance brokers strengthens rate toWest East ARM $55.3B* $51.5B Lehman production; be
Slide 23: Golden West Another Complementary Acquisition
Golden Another Extends Complementary Meets Merger Page 19our integration West –retail combination #4624, financial acquisition and mortgage Lehman small isparameters less with business complicated models Brothers a best-in-class with distribution produce modest than partner scale typical cost intoan
Slide 24: Corporate Priorities
Corporate Maintaining Building Executing Improving Focus Successful – Page Westcorp Golden 20 on–customer corporate financial West #4624, Priorities revenue cost integrations employee Financial structure Lehman strength loyalty growth priorities engagement and Brothers strategies and operating drive
Slide 25: Appendix
Page 21 – #4624, Lehman Brothers Appendix
Slide 26: Conservative Model Assumptions
Conservative Fixed Each EPS First Expense $53 One-time $293 Revenue Deposit None Targeted Tangible: Leverage:** *Based **Tangible Page million Assumptions/Growth Call 22 GDW million included Exchange on Divestitures –Efficiencies Capital Enhancements estimates 4.7% Costs #4624, May common share afte
Slide 27: Capital and Estimated EPS Dilution
Capital – Excess Estimated Market Limited Golden Wachovia * Reduces Limits Page ** 23capital ***See Basedpremium required West Ranges cash –cash pp. 2007 GDW effective on 2007 EPS EPS created approximates and #4624,depend P/E** cash 14-15 May to excess paid dilution dilution market P/E** support pri
Slide 28: Cautionary Statement
Cautionary This (the regarding measures “should”, Golden The West savings customer obtain strength among (8) litigation; rate business, Additional Annual proposed Wachovia Page the conditions) “Merger”), following investor 24 ingovernmental effects other West’s Reports from connection –ofequity loss
Slide 29: Additional Information
Additional The Shareholders with statement/prospectus, free joint Harrison Wachovia in filed meeting participants documents Page connection of proposed the with proxy 25charge, –of SEC, Street, the #4624, Corporation, and information shareholders, as statement/prospectus inare SEC with described Mer
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