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1998

Momentous encounter leads to merger

The leaders of two of the United States' financial services giants see the potential in a strategic merger, and Citigroup is born

One spring evening in 1998, Citibank's chairman, John Reed, sat down to dinner with Sanford I. Weill, the chief executive of Travelers Group. The two men were in Armonk, a small hamlet in Westchester County, New York, where Travelers Group had a conference center. The subject of their conversation was a $140-billion merger. Some weeks earlier, 20 of Weill's top executives had met to consider possible new acquisition targets. Someone proposed Citicorp. "As we talked, I saw that the idea really wowed the group," Weill wrote in his memoirs. "Citicorp stuck out like a strategic home run." After their dinner in Armonk, Reed and Weill met for a Friday morning breakfast with their respective teams. They looked at what each side might bring to the table. Citicorp had its unique global position and strengths in credit cards, foreign exchange, private banking, derivatives, and relationships with multinational companies. Travelers Group had leading franchises in consumer finance, insurance, asset management, investment banking and capital markets, as well as an array of distribution platforms. It was decided to arrange the combined organization in three broad areas - consumer businesses; corporate and investment banking; and private banking and asset management. The group agreed on 50:50 ownership and an 18-member board for the new company, which would take its name from the "Citi" in Citicorp and the "Group" in Travelers Group - to form "Citigroup." Discussions continued through Saturday. Agreement was reached on an arrangement whereby Reed and Weill would each have a veto over big decisions. According to Weill, the final decision to move ahead came on Sunday morning, when he received a call from Reed. Three days later, the Travelers Group board met to discuss the merger, with briefing papers that described the companies as "Jupiter" for Travelers and "Saturn" for Citicorp. News of the merger was released to the world on April 6, 1998. "Undoubtedly, putting together such giants would propel us into a universe of our own," Weill said. Crucial to the rationale underlying the merger was the prospective repeal of the Glass-Steagall Act (Banking Act) of 1933, which had stipulated the separation of commercial and investment banking in the United States. The repeal was signed into law by President Bill Clinton on November 12, 1999.

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