Filed by SunTrust Banks, Inc.
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. 1-9021
Date: May 16, 2001
The following are advertisements which ran in various publications
today in North Carolina and South Carolina.
[SunTrust Banks, Inc. Logo]
An Open Letter to the
Winston-Salem Community
SunTrust has just announced an offer to merge with Wachovia. We believe
this is a superior transaction for Wachovia shareholders--with a higher
price, bigger dividend, and better-performing stock--than First Union's
recent agreement to acquire Wachovia. Just as important, it's a much better
deal for Wachovia's employees, customers and North Carolina communities.
Combining SunTrust and Wachovia would bring together two compatible and
complementary Southeastern banking institutions, creating a premier
financial services franchise. We have similar management philosophies and
corporate cultures--and share a strong commitment to locally focused
relationship banking and active community involvement.
Since SunTrust now has no retail bank branches in North Carolina, there
would be no merger-related branch closures in the state. In contrast, in
the proposed First Union/Wachovia transaction, dozens of branches would be
closed in North Carolina due to the substantial overlap of those two banks.
In addition, a First Union/Wachovia combination will lead to thousands of
job losses in North Carolina--far more than in a SunTrust/Wachovia merger.
Winston-Salem would become the headquarters for our new Carolinas bank. Our
plan should also be much less disruptive to customers--SunTrust has a track
record of smooth merger integration, while First Union is known to have had
difficulties integrating acquisitions in the past.
We've built our success for more than 100 years by working closely with our
employees, customers, and the Southeast communities in which we operate. We
are firmly committed to being a good corporate citizen in all of our
markets--and hope we will soon have the opportunity to be one in yours.
/s/ Phil Humann
Phil Humann
Chairman, President and Chief Executive Officer
SunTrust Banks, Inc.
On May 14, 2001 SunTrust filed with the Securities and Exchange Commission
("SEC") a preliminary proxy statement for solicitation of proxies from
Wachovia stockholders in connection with the Wachovia 2001 annual meeting
of stockholders. Subject to future developments, SunTrust intends to file
with the SEC a registration statement at a date or dates subsequent hereto
to register the SunTrust shares to be issued in the proposed transaction.
Investors and security holders are urged to read the proxy statement and
registration statement (when available) and any other relevant documents
filed with the SEC, as well as any amendments or supplements to those
documents, because they contain (or will contain) important information.
Investors and security holders may obtain a free copy of the proxy
statement and the registration statement (when available) and other
relevant documents at the SEC's Internet web site at www.sec.gov. The proxy
statement, the registration statement (when available) and such other
documents may also be obtained free of charge from SunTrust by directing
such request to: SunTrust, 303 Peachtree Street, N.E., Atlanta, GA 30308,
Attention: Gary Peacock (404-658-4753). SunTrust, its directors and
executive officers and certain other persons may be deemed to be
"participants" in SunTrust's solicitation of proxies from Wachovia
stockholders. A detailed list of the names, affiliations and interests of
the participants in the solicitation is contained in SunTrust's preliminary
proxy statement on Schedule 14A, filed with the SEC on May 14, 2001.
[SunTrust Banks, Inc. Logo]
An Open Letter to the
Greater Charlotte Community
SunTrust has just announced an offer to merge with Wachovia. We believe
this is a superior transaction for Wachovia shareholders--with a higher
price, bigger dividend, and better-performing stock--than First Union's
recent agreement to acquire Wachovia. Just as important, it's a much better
deal for Wachovia's employees, customers and North Carolina communities.
Combining SunTrust and Wachovia would bring together two compatible and
complementary Southeastern banking institutions, creating a premier
financial services franchise. We have similar management philosophies and
corporate cultures--and share a strong commitment to locally focused
relationship banking and active community involvement.
Since SunTrust now has no retail bank branches in North Carolina, there
would be no merger-related branch closures in the state. In contrast, in
the proposed First Union/Wachovia transaction, dozens of branches would be
closed in North Carolina due to the substantial overlap of those two banks.
In addition, a First Union/Wachovia combination will lead to thousands of
job losses in North Carolina--far more than in a SunTrust/Wachovia merger.
Our plan should also be much less disruptive to customers--SunTrust has a
track record of smooth merger integration, while First Union is known to
have had difficulties integrating acquisitions in the past.
For these and many other reasons, we hope Wachovia will come to agree that
SunTrust is a better partner than First Union. Please join us in
encouraging First Union not to stand in the way of a superior transaction
for Wachovia--and North Carolina.
We've built our success for more than 100 years by working closely with our
employees, customers, and the Southeast communities in which we operate. We
are firmly committed to being a good corporate citizen in all of our
markets--and hope we will soon have the opportunity to be one in yours.
/s/ Phil Humann
Chairman, President and Chief Executive Officer
SunTrust Banks, Inc.
On May 14, 2001 SunTrust filed with the Securities and Exchange Commission
("SEC") a preliminary proxy statement for solicitation of proxies from
Wachovia stockholders in connection with the Wachovia 2001 annual meeting
of stockholders. Subject to future developments, SunTrust intends to file
with the SEC a registration statement at a date or dates subsequent hereto
to register the SunTrust shares to be issued in the proposed transaction.
Investors and security holders are urged to read the proxy statement and
registration statement (when available) and any other relevant documents
filed with the SEC, as well as any amendments or supplements to those
documents, because they contain (or will contain) important information.
Investors and security holders may obtain a free copy of the proxy
statement and the registration statement (when available) and other
relevant documents at the SEC's Internet web site at www.sec.gov. The proxy
statement, the registration statement (when available) and such other
documents may also be obtained free of charge from SunTrust by directing
such request to: SunTrust, 303 Peachtree Street, N.E., Atlanta, GA 30308,
Attention: Gary Peacock (404-658-4753). SunTrust, its directors and
executive officers and certain other persons may be deemed to be
"participants" in SunTrust's solicitation of proxies from Wachovia
stockholders. A detailed list of the names, affiliations and interests of
the participants in the solicitation is contained in SunTrust's preliminary
proxy statement on Schedule 14A, filed with the SEC on May 14, 2001.
[SunTrust Banks, Inc. Logo]
An Open Letter to the
Greater Columbia Community
SunTrust has just announced an offer to merge with Wachovia. We believe
this is a superior transaction for Wachovia shareholders--with a higher
price, bigger dividend, and better-performing stock--than First Union's
recent agreement to acquire Wachovia. Just as important, it's a much better
deal for Wachovia's employees, customers and South Carolina communities.
Combining SunTrust and Wachovia would bring together two compatible and
complementary Southeastern banking institutions, creating a premier
financial services franchise. We have similar management philosophies and
corporate cultures--and share a strong commitment to locally focused
relationship banking and active community involvement.
Since SunTrust now has no retail bank branches in South Carolina, there
would be no merger-related branch closures in the state. In contrast, in
the proposed First Union/Wachovia transaction, many branches would be
closed in South Carolina due to the substantial overlap of those two banks.
In addition, a First Union/Wachovia combination will lead to hundreds of
job losses in South Carolina--far more than in a SunTrust/Wachovia merger.
Our plan should also be much less disruptive to customers--SunTrust has a
track record of smooth merger integration, while First Union is known to
have had difficulties integrating acquisitions in the past.
We've built our success for more than 100 years by working closely with our
employees, customers, and the Southeast communities in which we operate. We
are firmly committed to being a good corporate citizen in all of our
markets--and hope we will soon have the opportunity to be one in yours.
/s/ Phil Humann
Phil Humann
Chairman, President and Chief Executive Officer
SunTrust Banks, Inc.
On May 14, 2001 SunTrust filed with the Securities and Exchange Commission
("SEC") a preliminary proxy statement for solicitation of proxies from
Wachovia stockholders in connection with the Wachovia 2001 annual meeting
of stockholders. Subject to future developments, SunTrust intends to file
with the SEC a registration statement at a date or dates subsequent hereto
to register the SunTrust shares to be issued in the proposed transaction.
Investors and security holders are urged to read the proxy statement and
registration statement (when available) and any other relevant documents
filed with the SEC, as well as any amendments or supplements to those
documents, because they contain (or will contain) important information.
Investors and security holders may obtain a free copy of the proxy
statement and the registration statement (when available) and other
relevant documents at the SEC's Internet web site at www.sec.gov. The proxy
statement, the registration statement (when available) and such other
documents may also be obtained free of charge from SunTrust by directing
such request to: SunTrust, 303 Peachtree Street, N.E., Atlanta, GA 30308,
Attention: Gary Peacock (404-658-4753). SunTrust, its directors and
executive officers and certain other persons may be deemed to be
"participants" in SunTrust's solicitation of proxies from Wachovia
stockholders. A detailed list of the names, affiliations and interests of
the participants in the solicitation is contained in SunTrust's preliminary
proxy statement on Schedule 14A, filed with the SEC on May 14, 2001.
[SunTrust Banks, Inc. Logo]
An Open Letter to the
Greater Greenville Community
SunTrust has just announced an offer to merge with Wachovia. We believe
this is a superior transaction for Wachovia shareholders--with a higher
price, bigger dividend, and better-performing stock--than First Union's
recent agreement to acquire Wachovia. Just as important, it's a much better
deal for Wachovia's employees, customers and South Carolina communities.
Combining SunTrust and Wachovia would bring together two compatible and
complementary Southeastern banking institutions, creating a premier
financial services franchise. We have similar management philosophies and
corporate cultures--and share a strong commitment to locally focused
relationship banking and active community involvement.
Since SunTrust now has no retail bank branches in South Carolina, there
would be no merger-related branch closures in the state. In contrast, in
the proposed First Union/Wachovia transaction, many branches would be
closed in South Carolina due to the substantial overlap of those two banks.
In addition, a First Union/Wachovia combination will lead to hundreds of
job losses in South Carolina--far more than in a SunTrust/Wachovia merger.
Our plan should also be much less disruptive to customers--SunTrust has a
track record of smooth merger integration, while First Union is known to
have had difficulties integrating acquisitions in the past.
We've built our success for more than 100 years by working closely with our
employees, customers, and the Southeast communities in which we operate. We
are firmly committed to being a good corporate citizen in all of our
markets--and hope we will soon have the opportunity to be one in yours.
/s/ Phil Humann
Phil Humann
Chairman, President and Chief Executive Officer
SunTrust Banks, Inc.
On May 14, 2001 SunTrust filed with the Securities and Exchange Commission
("SEC") a preliminary proxy statement for solicitation of proxies from
Wachovia stockholders in connection with the Wachovia 2001 annual meeting
of stockholders. Subject to future developments, SunTrust intends to file
with the SEC a registration statement at a date or dates subsequent hereto
to register the SunTrust shares to be issued in the proposed transaction.
Investors and security holders are urged to read the proxy statement and
registration statement (when available) and any other relevant documents
filed with the SEC, as well as any amendments or supplements to those
documents, because they contain (or will contain) important information.
Investors and security holders may obtain a free copy of the proxy
statement and the registration statement (when available) and other
relevant documents at the SEC's Internet web site at www.sec.gov. The proxy
statement, the registration statement (when available) and such other
documents may also be obtained free of charge from SunTrust by directing
such request to: SunTrust, 303 Peachtree Street, N.E., Atlanta, GA 30308,
Attention: Gary Peacock (404-658-4753). SunTrust, its directors and
executive officers and certain other persons may be deemed to be
"participants" in SunTrust's solicitation of proxies from Wachovia
stockholders. A detailed list of the names, affiliations and interests of
the participants in the solicitation is contained in SunTrust's preliminary
proxy statement on Schedule 14A, filed with the SEC on May 14, 2001.
[SunTrust Banks, Inc. Logo]
An Open Letter to the
Communities of the
Triangle Region
SunTrust has just announced an offer to merge with Wachovia. We believe
this is a superior transaction for Wachovia shareholders--with a higher
price, bigger dividend, and better-performing stock--than First Union's
recent agreement to acquire Wachovia. Just as important, it's a much better
deal for Wachovia's employees, customers and North Carolina communities.
Combining SunTrust and Wachovia would bring together two compatible and
complementary Southeastern banking institutions, creating a premier
financial services franchise. We have similar management philosophies and
corporate cultures--and share a strong commitment to locally focused
relationship banking and active community involvement.
Since SunTrust now has no retail bank branches in North Carolina, there
would be no merger-related branch closures in the state. In contrast, in
the proposed First Union/Wachovia transaction, dozens of branches would be
closed in North Carolina due to the substantial overlap of those two banks.
In addition, a First Union/Wachovia combination will lead to thousands of
job losses in North Carolina--far more than in a SunTrust/Wachovia merger.
Our plan should also be much less disruptive to customers--SunTrust has a
track record of smooth merger integration, while First Union is known to
have had difficulties integrating acquisitions in the past.
We've built our success for more than 100 years by working closely with our
employees, customers, and the Southeast communities in which we operate. We
are firmly committed to being a good corporate citizen in all of our
markets--and hope we will soon have the opportunity to be one in yours.
/s/ Phil Humann
Phil Humann
Chairman, President and Chief Executive Officer
SunTrust Banks, Inc.
On May 14, 2001 SunTrust filed with the Securities and Exchange Commission
("SEC") a preliminary proxy statement for solicitation of proxies from
Wachovia stockholders in connection with the Wachovia 2001 annual meeting
of stockholders. Subject to future developments, SunTrust intends to file
with the SEC a registration statement at a date or dates subsequent hereto
to register the SunTrust shares to be issued in the proposed transaction.
Investors and security holders are urged to read the proxy statement and
registration statement (when available) and any other relevant documents
filed with the SEC, as well as any amendments or supplements to those
documents, because they contain (or will contain) important information.
Investors and security holders may obtain a free copy of the proxy
statement and the registration statement (when available) and other
relevant documents at the SEC's Internet web site at www.sec.gov. The proxy
statement, the registration statement (when available) and such other
documents may also be obtained free of charge from SunTrust by directing
such request to: SunTrust, 303 Peachtree Street, N.E., Atlanta, GA 30308,
Attention: Gary Peacock (404-658-4753). SunTrust, its directors and
executive officers and certain other persons may be deemed to be
"participants" in SunTrust's solicitation of proxies from Wachovia
stockholders. A detailed list of the names, affiliations and interests of
the participants in the solicitation is contained in SunTrust's preliminary
proxy statement on Schedule 14A, filed with the SEC on May 14, 2001.