Jilted Citi Needs to Move On

Wachovia (WB) may not have seemed like something worth fighting for when federal authorities subsidized a deal to Citigroup (C) on Monday, but that all changed with Wells Fargo's (WFC) surprise $15.1 billion bid Friday.

Wells Fargo's accepted offer is clearly the better deal for shareholders, employees and U.S. taxpayers, but Citi is threatening legal action over Wachovia's breach of an exclusivity agreement. Some industry pundits wonder whether Citi should sweeten its bid, or just walk away from the deal.

"Citi is crazy," says Cassandra Toroian, the president and chief investment officer of Bell Rock Capital, which has a small position in Wachovia. "The legal fees and time on this is not something they should be bothering with. They need to go find another deal."

San Francisco-based Wells Fargo said early Friday that it planned to purchase all of Wachovia in a stock-for-stock bid totaling $15.1 billion, or $7 a share. The deal is remarkably better for shareholders than Citi's offer just a few days earlier, in which it offered to purchase just the firm's banking operations for $2.16 billion. Citi's deal also needed the help of the Federal Deposit Insurance Corp., which agreed to take on most of the risk of Wachovia's loan portfolio. Wells Fargo's deal is completely unassisted.

Citi said in a statement Friday morning that the Wells Fargo deal constituted a "clear breach of an exclusivity agreement" Wachovia had entered with Citi and demanded a halt to the new transaction.