Tuesday, November 3, 2009
The Mormon Bank
After the Mormons founded Salt Lake City, Mormon Leader Brigham Young looked out from his temple and concluded the church would do well to get into the money-changing business. Up and down the valley the "Gentiles" (non-Mormons) were taking the lead in opening rich mines, establishing basic industries, and providing banking services to Brigham's band. Moreover. Mormon businessmen needed capital in quantities that only the church would provide. Accordingly, in 1873 Young founded a Mormon bank, and the Latter Day Saints became the only U.S. religious institution to get into ranking in a big way.
The bank prospered with the Mormons. Over the years the Mormon Church acquired more business interests: real estate, hotels, a newspaper, a Salt Lake radio-TV station, farms and a sugar company—and two more banks, all three merged in 1957 into Zion's First National Bank. Its resources: $140 million. Today the church is estimated to be one of Utah's half a dozen largest industries. As a religious institution, it might have sought tax exemptions, but all along, the Mormons have scrupulously paid the same federal taxes as other private businesses. Nevertheless, there was plenty of criticism from competitors about Mormon 'temporal" activities.
Last week the Mormon Church got out of the banking business. In a surprise move, it sold its controlling interest of 146,540 shares in Zion's First National Bank to a group of private businessmen headed by Norge Chairman Judson S. Sayre, Kennecott Director Leland B. Flint, and Utah Loan Company Executive Roy W. Simmons. Sale price: $9,818,314. The explanation from the Mormon leaders: the time has passed when Brigham Young's Latter-Day Saints need place their trust only in church-backed business institutions.
BANKING AND FINANCE
In most frontier American communities, including those in Utah, banking functions were performed primarily by merchants and express companies. In Utah early merchants including Livingston, Kinkead and Bell; Holladay and Warner; John and Enoch Reese; Andrew and Levi Stewart; J. M. Horner; J. M. Hockaday; and others engaged in various types of banking activity. As was the case with other pioneer merchants, they often sold goods on credit and were paid later with customers' goods and services. By keeping open accounts for extended periods of time, they made it possible for the short supply of cash to be spread more widely. Merchants also accepted promissory notes drawn between their customers and transferred the transaction amounts to the accounts of the people affected, thus serving as a kind of community clearinghouse. Finally, merchants, express companies, and firms engaged in the importing and exporting of goods bought and sold drafts on eastern institutions and handled exchanges.
In Utah, an even greater role was played by the Church of Jesus Christ of Latter-day Saints. The banking activities of the church included the introduction of coin and currency to supplement other circulating media. The church also provided short-term consumer and long-term agricultural and industrial credit through church agencies and the church treasury; and it handled drafts, remittances, and other "foreign" credit instruments through such church institutions as the Perpetual Emigrating Fund Company.
The most important early banking activity of the church, however, was that connected with the tithing houses located in every LDS settlement. Until 1869, the tithing houses were the only general stores in most Utah communities. Each kept an elaborate bookkeeping system, with debits and credits for each customer; the accounts were "settled," but not necessarily balanced, at the end of each year. Thus, individuals and village shops and industries could "save" by accumulating credits and "borrow" by withdrawing commodities in excess of their accumulated credits. The tithing offices, particularly the General Tithing Office in Salt Lake City, issued a kind of currency called "tithing scrip," which facilitated accurate bookkeeping and generally circulated throughout the territory. Tithing resources were used in supporting laborers engaged in making roads, constructing dams, building schoolhouses, and erecting telegraph lines.
What the tithing houses did on a village basis, the central treasury of the church, called the Office of the Trustee-in-Trust, did on a territorial basis. With tithing receipts, other donations, borrowed capital, and profits from church enterprises as its revenue, that office financed public works of interest to the entire church. Woolen factories, major canal systems, railroads, the importing of houses, and, of course, various kinds of buildings for worship were among the enterprises and institutions financed by this office. By lending capital and credit, and by borrowing and relending surplus funds to other members of the community, the office of the trustee-in-trust was thus a kind of church-wide investment bank. Its financial arm, the Perpetual Emigrating Fund Company, maintained deposits in leading banks in the East and in Europe, and performed banking functions for Utah citizens and businesses.
While the Mormon Church and private mercantile firms sufficed as bankers during the first seventeen years after settlement, specialized institutions were required beginning in 1864. Utah itself might have gone without specialized banks until the coming of the railroad in 1869 had not the needs of dependent territories required such institutions. Beginning with the Pike's Peak, Colorado, discoveries of 1859, increasing attention was given to mineral prospecting in the Mountain states. Rich veins of ore - particularly gold and silver - were found in the next four years in Nevada, Idaho, Montana, and Utah, and there were also further discoveries in Colorado. The stampede of miners which followed each of these discoveries established the need for banks to purchase and store gold dust, transmit it to eastern financial centers, handle miners' savings, discount drafts, and extend credit to freighters, merchants, and miners. Because of its central location and established infrastructure, Salt Lake City became the center of the growing "inland empire," which included Utah, eastern Nevada, Idaho, and Montana.
The richest finds having been made or proved in 1862-63, the year 1864 seems to have been a boom year in the mining regions north and west of Utah. It was this boom which was the immediate and compelling reason for the establishment of formally organized private banking houses in Salt Lake City in 1864. Four such banking houses were attracted to the city in that year: Clark and Company; Holladay and Halsey; Powers, Newman and Company; and Scott, Kerr and Company. All of these concerns, which had Midwestern connections, were freighters and merchants as well as bankers. They purchased the gold dust from miners and sold it in New York City where it brought fabulous prices during the Civil War; they sold drafts on eastern and midwestern banks, made exchanges, purchased land warrants and government vouchers; and they provided a circulating medium for local use much superior to the wasteful and inconvenient "trade dust." They also provided mining and other enterprises with working capital, and served as "middlemen" in the purchase of machinery and supplies in the East. On each of these transactions, of course, they earned a commission, fee, or other profit; and they appear to have enjoyed relatively good incomes.
Local enterprises which engaged in banking as a supplement to their other extensive interests were William Jennings and Walker Brothers, prominent merchants, and the Corporation of Great Salt Lake City, which in 1864 printed $10,000 worth of municipal notes, redeemable in greenbacks, to supplement the circulating monies of the growing frontier metropolis. In succeeding years they printed additional amounts.
With the success of these early firms and agencies, the passage of the National Banking Act in 1863, and the continued growth of mining and other economic activities in Utah and surrounding states and territories, a differentiation began to take place between national banks, incorporated territorial banks, and unincorporated private banks.
National banks, chartered by the Comptroller of the Currency in Washington, D.C., had a paid-up capital of at least $100,000 in cities the size of Salt Lake City, and were required to deposit with the Comptroller government bonds equal to one-third of their capital, in return for which they would receive national bank notes equal to 90 percent of the value of the deposited bonds. These notes would then be placed in circulation by the banks, largely through the lending process. To insure the redeemability of national bank notes, each national bank was required to maintain a 15 percent reserve in "lawful money" (gold, silver, and greenbacks) against its outstanding note circulation and deposits. As a further precaution, stockholder-owners were subject to double liability in case of the failure of the bank. National banks also were prohibited from making loans on real estate or on the security of the bank's own stock. The prohibition against real estate loans, of course, meant that national banks could render little assistance to the development of agriculture.
Utah's first national bank, chartered on 3 March 1866, was the Miners' National Bank of Salt Lake City, with a capital of $150,000. The founders were two men attracted to Salt Lake City as the result of the mining boom of the early 1860s - William Kiskadden, an Ohioan who had freighted gold and supplies in Colorado after the Pike's Peak discoveries in 1859 (he was an uncle of Maude Adams [Kiskadden], the actress), and John F. Nounan, a Kansas freighter who had previously maintained a small private bank in Salt Lake City. In 1867 John W. Kerr consolidated his own private bank with the bank and became its cashier. The total resources of this bank grew from $165,000 in July 1866 to more than $400,000 in January 1869. In 1869 the assets of the bank were taken over by the First National Bank of Utah.
The First National Bank of Utah developed from a partnership of Warren Hussey and Charles Dahler. Hussey was a gold broker and land agent in Colorado in the early 1860s, while Dahler was the Denver agent of Ben Holladay's Overland Stage Line. When Holladay sold out to Wells Fargo in 1866, Hussey and Dahler associated together in banking enterprises throughout the West, including Salt Lake City. Hussey, who managed the Salt Lake and Montana businesses, quickly developed his bank into one of Utah's most important financial houses, with branches in Corinne and Ogden. Certain that the completion of the transcontinental railroad would provide ample justification for expansion, Hussey and Dahler received a certificate for organization as the First National Bank of Utah on 17 August 1869. In December of the same year the firm bought the Miners' National Bank of Utah. Designated as the official United States depository and financial agent in Utah, the First National seemed to be immensely profitable. When mining and other activity began to slump as the result of the Panic of 1873, however, the bank was unable to meet the heavy withdrawals which occurred and was forced to suspend payments in September 1873. When the receiver was finally discharged in 1878, less than 25 percent of the claims against the bank had been paid.
The third national bank in Utah Territory - the Salt Lake City National Bank of Utah - was also founded by an "outsider," B. M. DuRell, who had established the First National Bank of Idaho in Boise in 1867. Concluding that Salt Lake City was a strategic distribution and financial center, DuRell left the Boise bank in 1871 to establish the bank in Utah, with a paid-up capital of $100,000. The bank was destined to last less than four years; on 21 February 1876 it went into voluntary liquidation, and eventually paid its obligation in full.
The final national bank, and the first "Mormon bank" to be founded in Utah, was the Deseret National Bank. This bank was an outgrowth of a banking partnership established in 1868 under the name of Hooper, Eldredge and Company. William Hooper was a prominent Salt Lake City merchant and Utah's territorial delegate to Congress; Horace S. Eldredge was also a prominent merchant and high official of the LDS Church. Their mercantile firm having been absorbed in 1868 into the church-promoted wholesale and retail house, Zion's Co-operative Mercantile Institution (ZCMI), Hooper and Eldredge entered the field of banking with their bookkeeper, Lewis S. Hills. Their bank was originally called "Zion's Co-operative Banking Institution," and the sign bore a representation of the "All-Seeing Eye of Jehovah," signifying approval by the Mormon Church of their venture and enjoining all faithful Saints to patronize their establishment.
Starting with a paid-up capital of $40,000, the firm increased its capital in 1871 to $100,000 and incorporated as the Bank of Deseret, with Brigham Young as president. This was the first "state" bank in Utah. The bank further expanded and in 1872, with $200,000 in capital, obtained a charter as the Deseret National Bank. For many years this was the only Mormon commercial bank in Utah, and it cooperated in meeting the economic needs and social goals of the LDS Church. In association with other Mormon officials, Hooper and Eldredge also founded the First National Bank of Ogden in 1881 and the First National Bank of Provo in 1883.
For nine years after the failure of the Salt Lake City National Bank of Utah in 1876, the Deseret National Bank was the only national bank in Salt Lake City. It continued as the leading national bank in Utah until well into the twentieth century. The Deseret National Bank remained a separate institution until 5 April 5 1932 when, as the result of the exigencies of the Great Depression, it was consolidated with the Security National Bank of Salt Lake City, a bank controlled by Marriner Eccles and the First Security Corporation. Total resources of the firm rose from about $600,000 in 1872 to more than $1,000,000 in 1880. During the same period deposits rose from $250,000 to $570,000.
An offshoot of the Deseret National Bank was Zion's Savings Bank & Trust Company. Incorporated under Utah territorial laws in July 1873, Zion's Savings Bank & Trust Company was established by the Mormon Church to take over the savings department of the Deseret National Bank. The original officers and directors consisted of leading authorities of the Mormon Church and Mormon businessmen. Brigham Young was the first president, and the presidents of the institution throughout its life were the presidents of the LDS Church. The capital stock was originally listed at $200,000, of which one-fourth was paid up.
The bank was intended to stimulate thrift, facilitate immigration to Utah, and mobilize savings for investment projects, particularly those in which the LDS Church itself was interested. Indeed, Zion's Savings claimed to be "the first western bank to make available long time loans." During the first twenty-five years of its history, it made loans to Utah canal companies, railroads, real estate developments, salt companies, sugar companies, power companies, and indeed, to the LDS Church itself, on such security as stocks, bonds, and mortgages. With the occasional assistance of the Mormon Church, it successfully weathered the crises of 1873, 1891, 1893, and 1932. Its resources grew from slightly more than $50,000 in 1873 to more than $50 million in the 1950s.
Private banks of importance established in early Utah were Wells, Fargo and Company; Walker Brothers Banking Company; and McCornick and Company. All three were founded by non-Mormon interests, but became a permanent and important part of the expanding Utah economy. Wells, Fargo and Company had been organized in 1852 by Henry Wells and William G. Fargo, both of New York, for the purpose of carrying express between San Francisco and New York. It acquired stage coach lines, freighted merchandise and supplies (particularly gold), carried the mail, and became by 1860 the greatest and most powerful express company in the West. When Wells Fargo bought out Ben Holladay's Overland Stage Line, Overland Mail, and other interests in 1866, it acquired Holladay and Halsey's Salt Lake bank. One of the firm's key banking agencies, the Salt Lake branch lifted its deposits from an average of less than $30,000 in 1867 to more than $200,000 in the mid-seventies. By 1890 the bank's assets exceeded $1 million.
Walker Brothers Bank was founded by four brothers who migrated to Salt Lake City from England with their mother and sisters, arriving in 1852. They established a mercantile partnership in 1859 in order to take advantage of the profitable opportunities offered by the presence of the U.S. Army at Camp Floyd, Utah. Walker Brothers became the largest wholesale-retail establishment in the territory in the 1860s. Banking continued to be incidental to their mercantile business until 1885, when the firm obtained a national charter and became the Union National Bank of Salt Lake City. With the death of Samuel S. Walker, the brothers surrendered the national charter in 1893 and formed a partnership - Walker Brothers Bankers. After Joseph R. Walker's death, the firm reincorporated in 1903 as Walker Brothers Bankers, with a capital of $200,000. This bank, under the leadership of Matthew Walker, purchased the Salt Lake City branch of Wells Fargo in 1905. The bank also absorbed W.S. McCornick and Company in 1921. The capital of the bank, which had been renamed Walker Bank and Trust in 1931, stood at $1.5 million in 1949. The resources of the bank approached $125 million when the firm merged with Trans-America Corporation in 1956. Walker Bank became part of First Interstate Bank of Utah in 1981.
McCornick and Company was founded by W. S. McCornick, who left his native Canada in 1858 to seek his fortune in the West. He moved to Salt Lake City in 1871, associated with A. W. White, who had established a small private bank in Salt Lake City, and bought out White's interest in 1875 to found what became the largest private bank in Utah. By 1900, deposits in McCornick and Company exceeded $5 million. The firm was finally incorporated as McCornick & Co. in 1910, one of the leading stockholders being Daniel C. Jackling, "father of Utah copper." McCornick became president of a number of other banks, including the First National banks of Logan and Nephi. His Salt Lake bank was sold to Walker Brothers after his death in 1921.
A few other banks operated in Utah Territory for brief periods. The firm of Wilson and Morton established a bank at Echo in August 1868 to serve construction camps of the transcontinental railroad. They transferred to Corinne the following year, and sold out to Hussey and Dahler in 1870. O.D. Cass, a midwestern doctor who had gone to Colorado to deal in gold as well as health, moved to Corinne in 1872 and opened the Bank of Corinne. It operated with a small capital until 1875, when it suspended operations under suspicious circumstances. J.W. Guthrie, a Corinne freighter, also operated a private bank in Corinne from 1875 to 1910. Guthrie established a branch in Ogden in 1877, but sold his interest the following year to the firm of Harkness & Company, which was absorbed into the Commercial National Bank of Ogden in 1883. J.E. Dooly, an agent of Wells Fargo, also established a bank in Ogden in 1875, which merged into Guthrie, Dooly & Co. in 1880. The latter firm in turn was absorbed into the Utah National Bank of Ogden in 1883.
A total of thirty-four separate banking institutions was established in Utah Territory during the years 1864 to 1880. Most of the banks were private banks, integral to the broader operations of their owners in the fields of merchandising and freighting. Beginning in 1881 there was a rapid rise in the number and importance of banks. In the next two decades after 1880, a total of fifty banks were established, of which thirteen were national banks. In contrast with the period before 1880, most of the banks organized after 1880 were scattered throughout the state, reflecting the economic growth of localities outside Salt Lake City. Thirty-three banks, including eight national banks, were founded outside of Salt Lake City between 1880 and 1900. The years after 1880 thus mark Utah's financial coming-of-age, just as the years before 1880 ushered in the beginnings of a monetary economy. In a real sense, the expansion transformed Utah's economy from a frontier cooperative society into the more highly articulated, specialized, and interdependent agricultural-industrial society of the twentieth century.
Four banks founded or organized after 1900 have loomed large in Utah's financial history: First Security Corporation, Zions First National Bank, Continental National Bank and Trust, and Tracy-Collins Bank and Trust.
One of the largest stockholders of the First National Bank of Ogden, and its president from 1894 to 1912, was David Eccles. Upon his death in 1912, his oldest son by his second wife, Marriner Stoddard Eccles, played a leading role in the bank, and became its president in 1920. As the result of a partnership agreement between the Eccles and the Browning interests, seventeen banks in Utah, Idaho, and Wyoming were acquired in the 1920s. On 15 June 1928 Marriner, his brother George, and Jonathan Browning, along with a few other persons, formed the First Security Corporation, generally regarded as the first multi-bank holding company in the United States. Paid-up capital stock at the time of organization was approximately $3 million. Although its affiliated banks had their difficulties during the depressed 1930s, First Security continued to acquire banks and to grow. By 1972 First Security had total resources of $1.25 billion, and served 500,000 deposit accounts through 107 banking offices as well as facilities on five military posts. In 1990 First Security was the largest banking system in the Intermountain West, with 186 branches, and $5.3 billion total assets.
Zion's Savings Bank & Trust Company celebrated its first half-century in 1923, by which time its resources had grown from $55,876 to $12 million. Zion's was merged in 1957 with the First National Bank of Salt Lake City and Utah Savings and Trust Company to form Zions First National Bank. (The long-familiar apostrophe in Zion's was dropped.) The greatly enlarged institution, of which Orval W. Adams was first president, had a total of $110 million in deposits. First National Bank was formed as an LDS Church bank, and its charter dated back to 1890; Utah Savings and Trust was incorporated in 1889, and the LDS Church had acquired major holdings in it in 1915. Thus, the LDS Church held a majority interest in the new Zions First National. In 1960, when its resources were $154 million, the church sold its majority stock to a group of businessmen headed by Leland B. Flint of Salt Lake City. By 1972 Zions First National Bank had become the second largest banking institution in Utah, with total assets of $396 million. In 1990 the bank had seventy-five branches in Utah and twelve in Arizona and Nevada. Total assets were $2.9 billion.
In 1903 James E. Cosgriff, a wool grower who had acquired control of several small banks in Wyoming in the 1890s, purchased the Commercial National Bank of Salt Lake City, which had been founded in 1889. Cosgriff rechartered the bank in 1909 as the Continental National Bank and Trust Company of Salt Lake City. In 1922 it merged with the National Bank of the Republic, a Salt Lake City institution founded in 1890. The enlarged Continental Bank then had deposits in excess of $12 million; by 1947 total deposits exceeded $34 million.
In 1884 Russell L. Tracy, a young Ohioan who had gone to Wyoming for his health, established a mortgage loan business in Cheyenne. In 1892 he transferred his business and residence to Salt Lake City, and in 1902 he incorporated his general loan, brokerage, and commission business. By 1906 Russell L. Tracy Co. was making more loans on real estate than any single competitor; by 1908 a combination of the three top rivals could not match the business of this largest mortgage creditor in Utah. In 1908 the firm name was changed to Tracy Loan and Trust Co. In 1889 Tracy had employed teenager James W. Collins as a helper. Collins continued to work with the company while moving up the ladder of responsibilities and authority; his name was added to the company in 1944 as it became Tracy-Collins Trust Company. Full-line commercial banking began in 1956, with the name change to Tracy-Collins Bank and Trust Company following in 1960. The assets were in excess of $10 million in 1956; by 1964, total assets had grown to $37 million. In 1987 Tracy-Collins merged with Continental Bank; two years later, the two became part of West One Bank, with headquarters in Salt Lake City.
See: Leonard J. Arrington, "The Mormon Tithing House: A Frontier Business Institution," and "Banking Enterprises in Utah, 1847-1880," in Business History Review 28 and 29 (March 1954, December 1955); Wain Sutton, ed., "The Romance, Traditions and Development of Utah's Banking System," Utah: A Centennial History (1949); and Roland Stucki, Commercial Banking in Utah, 1847-1966 (1967). Histories of the five largest banks in Utah's history include Sidney Hyman, Challenge and Response: The First Security Corporation, The First Fifty Years, 1928-1978 (1978); Jonathan Bliss, Merchants and Miners in Utah: The Walker Brothers and Their Bank (1983); "Continental National Bank and Trust Company of Salt Lake City," in Sutton, ed., Utah: a Centennial History; Leonard J. Arrington, Tracy-Collins Bank & Trust Company: A Record of Responsibility 1884-1984 (1984); and Roy W. Simmons, Zions First National Bank: Growing Into its Second Hundred Years (1974).
Leonard J. Arrington
Zions Merger: Getting Stung Within the Hive
by tommy kirchhoff, 7-5-2000 (writer for Wild Utah http://www.wildutah.net)
It started on June 6th of 1999. Zions Bancorp and First Security Corp. announced to the world their "merger of equals." The two largest banks in the state would merge to form a $40 billion western banking superpower right here in the heart of Utah. Both banks began an immediate campaign to convince Utah residents that the move was good for the state's economy.
The merger's principle object was "to enhance the prospects of Utah remaining the headquarters of a major financial institution." It stated how a financial force of this magnitude would keep Utah on the financial map, and provide benefits such as job creation, business formation, financing, commercial development and leadership in charitable, civic, cultural, educational and social organizations. Mormons helping Mormons. Isn't that the Mormon way buzz, buzz?
But a good lot of Utahans disapproved. Utah residents like Joseph Stumph of Salt Lake and Rich Valgardson of Provo felt the merger would create a devastating monopoly. After experiencing the Mormon cannibalism of Zions Bank, these residents envisioned a single bank dominating Utah's finances-snuffing medium and small family businesses. They figured that once amassed with market value, the new bank would continue to invest in places like California and Colorado, but leave Utah businesses off its Christmas card list.
Valgardson and his constituents (Joseph Stumph) formed the Opposition Coalition, and retained attorney George Allen as their champion. A veteran of big-case battle, Allen filed a complaint in U.S District Court in September of 1999 pursuant to the Sherman and Clayton anti-trust acts. Unusual to this type of case was the issue of Religion, Culture and Perception. Allen's complaint raised the issue of Mormonism, and its effect on Utah's economy with this merger.
The complaint stated that a history of disputes and controversies was born in the 19th century between Mormons and non-Mormons, and that seen from outside the state, the fabric of Utah's legal and business communities is woven by LDS Church members. In Allen's words, "it is a fact of life in terms of the perceptions beyond Utah's borders that a non-LDS Church member may be disadvantaged in business dealings in Utah. That perception…constitutes a barrier to market entry as real as a mountain range."
Soon after filing, David Valgardson (Rich's brother) interviewed with his bishop, Craig Carlile in a "Temple Recommend." You see, "Bishop Carlile" is an attorney with the law firm of Ray, Quinney & Nebeker-the primary outside legal counsel to First Security Bank. Carlile told David Valgardson to "stay out" of any activity related to protesting the merger. Rick Valgardson, of course, filed all of this info neatly in his affidavit to the U.S. District Court.
With the LDS powers that be buzzing heavy on Mormon ears, the Opposition Coalition laid down the big bucks for expert witness, Dr. Kenneth Thomas of the Wharton School. Thomas systematically milled through every document on both sides, and measured the potential for monopoly on several, banking-industry standard indices. Thomas determined that this merger did indeed violate the Sherman and Clayton Antitrust acts, and that the influence of the LDS Church fueled the monopoly even more. After all, buzz, buzz, Mormons do business with Mormons. That's the Mormon way, buzz, buzz.
Allen began to brainstorm the problem of public visibility, and came up with a revolutionary idea. He needed an easily updated, information archive for anyone to access the anti-merger point of view. Allen saw a "case website" as his Excalibur. Thus, StopZions.com was born.
Allen worked with Utah Internet Resources, Inc. (UIRI)-a small corporation with a big interest in healthy Utah business environments. UIRI picked up the ball and began to run. The company created the website and updated it at every hiccup.
By October, the StopZions.com web statistics were surging ahead. The site was getting upward of 1500 hits per month; but more importantly was WHO. First Security Bank was the number one (recognized) visitor. Number two was the U.S. Department of Justice with 469 hits in October alone. BYU, Utah State, Bank of Utah, the SLOC, and the Deseret News all seemed to stop by every day. The StopZions bulletin board became the hottest, most embarrassing topic of conversation. People threw dirt at the merger like a fresh pile of dog crap.
For the next five months, the battle raged on. Most Utahans just assumed the merger was inevitable. They had seen the power of the LDS, and wouldn't dare fight those forces; but in this case, who was the good Mormon? Worthy Mormons were reading the seemingly anti-merger business section of the Deseret News (wholly owned by the LDS Church); on the other hand, Gordon B. Hinkley was once the Chairman of the Board at Zions Bank. "What does the Church really want me to do, buzz, buzz?"
StopZions.com blew the top off the thing. The Fed, the FTC, the DOJ, FDIC and the State of Utah hit the site a lot. Tons of banks, including Japanese, British and international investment banks like Nomura Securities and Warburg Dillion Read, banged on the site. Corporations like BM, Motorola, Deloitte & Touche and Ernst & Young became almost bloodthirsty for the knowledge of what StopZions.com had to tell. The frenzy of business education roared as more than 15 major universities seemed to be using the website as a virtual classroom. By the end of February, investment analysts were e-mailing and calling Utah Internet Resources, Inc. almost every day. All told, almost 75,000 hits were struck upon StopZions' server.
Through January and February of 2000, First Security stocks held in the steady mid-twenties. Then, on the March 3rd, it happened. Ticker symbol FSCO closed at a pathetic 13.9. Zions, too, was chainsawed in the market. By March 15th, FSCO dropped to 11.25. First Security stockholders had lost $2 billion in market value in two weeks. Goldman Sachs & Co., the deal's broker, withdrew its recommendation of the merger. There were implications that Zions caused First Security share prices to drop, and rumor that an intervening SEC would begin to kabosh the merger on the basis of insider trading, etc., etc., …but who knows?
On March 31st, 2000, the Zions shareholders voted overwhelmingly to reject the merger with First Security. Wells Fargo didn't waste any time to make an offer on the wobbly-kneed First Security. We don't know how the rest goes yet. Nothing's written in stone.
News about Mormons, Mormonism,
and the LDS Church
Sent on Mormon-News: 07Mar00
Summarized by Kent Larsen
First Security, Zions taking heat
Deseret News 6Mar00 B4
By Max Knudson: Deseret News business editor
SALT LAKE CITY, UTAH -- The planned merger of mormon banks First Security Corp. and Zions Bancorp. drew heavy criticism on Friday after First Security announced that its first quarter results would fall short of expectations. The problem results may have breathed new life into a federal lawsuit challenging the deal.
The news mad page 1 of the industry newspaper American Banker and lead to sharp declines in the stock of both banks as investors and critics dumped shares. First Security's share price plunged 38 percent on Friday and Zions lost 24.5 percent. While both stocks have improved somewhat thismorning, neither is likely to recover a significant amount of the loss.
During a hastily-called national conference the banks held on Friday with investors and analysts, First Security announced that its results for the first quarter could be as much as 27 percent below fourth quarter 1999's earnings. In the conference, Zions CFO Dale Gibbons and First Security CFO Brad Hardy tried to reassure analysts, saying that the results were a momentary setback. However, the conference call didn't go well, as analysts didn't buy their explanations.
"This is an example of how not to do a conference call," said Michael S. Mayo, an analyst at Credit Suisse First Boston. He says chief executives Harris H. Simmons of Zions and Spencer F. Eccles of First Security should have personally conducted the conference call. "When it comes to something like this, the CEO should deliver the bad news, instead of the underlings facing the firing squad," Mayo told American Banker. The Deseret News reports that the two CEOs were actually listening to the call with their legal counsel, who advised them to to say anything because the merger is currently in the proxy period, when the banks must be careful about their statements.
The merger is to be voted on by shareholders on March 22nd. The CEOs say that nothing in the merger has changed, that it still makes sense, "The piranhas are on the hunt, but we're still the same folks we always were," Eccles said. "Everything was in place for this merger of equals to take place on Dec. 28 , but after it was delayed it has made it that much harder for us to manage our people."
The merger is also threatened by a coalition of Utahns who claim that the merger will limit competition in southern Utah. The coalition is asking Judge Richard Puglisi for a summary judgement to kill the merger, or for a trial prior to the March 22nd vote and deal closing. Coalition attorney George M. Allen says he is confident they will win because the defense is based ""solely on the professional opinion of Brigham Young University economist (and LDS Church member) James Kearl, (which states that) cost efficiencies and increased profits resulting from the merger will be passed on to banking consumers." Allen says that Kearl's analysis suffers from the fact, which Kearl admits in his own writings, that "it has not been accepted by the courts in antitrust litigation." He says that the results make it "now essentially impossible to rely on cost and profit projections made by Zions and First Security in the summer of 1999." And if the court can't rely on the projections, then it may rule that consumers will get no benefit from the merger.
The banks refused to comment on the lawsuit, but did say that they didn't expect any legal problem to prevent the merger from being completed.