Friday, August 4, 2017

Trent Fleming Quoted in Recent American Banker Article

This bank learned the hard way to ramp up M&A-related retention efforts
By Jackie Stewart
Published July 25 2017, 3∶37pm EDT
More in Community banking, Recruiting, M&A, Employee retention, Client retention, Virginia

Union Bankshares doesn’t want to repeat the mistakes of the past.
The $8.6 billion-asset parent of Union Bank & Trust, which endured employee attrition after its 2014 purchase of StellarOne Financial, has taken steps to improve the odds of keeping more people after its pending acquisition of Xenith Bankshares.  Executives, since announcing the deal in May, have spent time on the road visiting employees. A video featuring the CEOs of both companies has also made the rounds in an effort to allay fears while promoting the merger’s long-term value.

The realization is that other banks will aggressively court nervous lenders and support staff, while the hope is that better communication will persuade anxious performers to stay at Union.
“Competitors immediately assume that there will be disruption and angst so they decide to approach your customers and your employees,” said John Asbury, Union’s president and CEO. “We knew that was going to happen. It’s important that we control the message immediately.”
StellarOne, an acquisition completed by Asbury’s predecessor, taught the current management team a harsh lesson about retention. More than 10 StellarOne commercial lenders left after the deal closed, which factored heavily into flat loan growth in the first year.
The experience isn’t unique to Union, but it does underscore how critical it is to be proactive with employees. Staying out in front of people with the right message can be challenging, industry experts said.
“It’s one of those things you can go crazy trying to deal with,” said Tim Chrisman, founder and principal of the executive search firm Chrisman & Co. “It’s become a bigger issue because of
the availability of talent. Lenders are the franchise.”
Before they announced the Xenith deal, Union’s executives reviewed missteps tied to StellarOne, Asbury said. Management, which largely focused on the communication strategy, determined that it would quickly get as much information out to employees as possible.
Accurate and timely disclosure is critical, particularly when addressing the company’s strategy and an employee’s future, industry experts said. Failure to do so can spur employees to look for opportunities elsewhere.
“Role clarity and honest and clear communication of the ... vision are the two things that must occur,” said Robert Voth, who leads Russell Reynolds’ consumer and commercial financial services practice. “If you don’t have a clear and transparent message ... you can’t have the merging of two cultures into one working toward one unified goal.”
Discussing layoffs can be an uncomfortable process, which is why some executives avoid the subject. Avoiding such a conversation can often lead to uncertainty and attrition that may have otherwise been avoided.
“There is great fear in a merger,” said Tim Scholten, president of Visible Progress, a consulting firm. “There’s a culture change, a system change, technology change, leadership change. ... There’s never a more fearful time than that.”
Union and Xenith, both based in Richmond, Va., filmed a 15-minute video of Union’s director of corporate communications interviewing Asbury and T. Gaylon Layfield III, Xenith’s CEO. The executives discussed the merger’s timing, post-closing priorities and how the deal would benefit clients. The video, which also had a transcript, was distributed to employees after the deal was announced.
Videos can provide additional insight that employees may not get from written correspondence, while allowing well-prepared CEOs to let their personalities sell the deal, said Trent Fleming of Trent Fleming Consulting. People may be more apt to watch a video than wade through a lengthy memo, he said.
“Video is where communication is going,” Fleming said. “People turn to YouTube and other media for everything. If you use video, then people can see" a CEO’s likability or honesty. "No other medium other than an in-person meeting gives you that.” Sellers also run a risk of losing key staff, which can be particularly damaging in rare instances where a deal is called off, industry experts said.
“As the seller, you’re concerned about being able to hold together the kind of team you need to operate until the deal occurs,” Layfield said. “You never know with 100% certainty that any deal will occur, so you have to plan for that very remote possibility.” 

Union and Xenith made an attempt at “harmonized” communication, where each CEO sent a message to employees the deal the deal was announced, along with a customized list of frequently asked questions for staff at Xenith and Union

After completing conference calls with media and analysts, Asbury and other Union and Xenith executives visited Xenith’s headquarters, along with offices in Virginia Beach and northern Virginia, to meet with employees.  Outreach continues. Both banks have mechanisms in place for employees to let the integration teams know if something is working well or if any improvements are needed. Asbury has also continued to meet with Xenith’s employees.
“Communication is critically important,” Layfield said. “We both ascribe to that point of view. It’s a lot better for the organization as we go through the changes that inevitably happen from a merger with the two of us working in tandem. That’s the appropriate tone that two CEOs should take.”
Jackie Stewart
Jackie Stewart covers community banks and mergers and acquisitions for American Banker.

Wednesday, June 28, 2017

Urgent Alert - Intellectual Property Issues in Banking Software

Rarely do I deviate from 6 newsletters a year, but I am issuing this “Urgent Alert” because it contains information that will help you to best protect your bank should so-called intellectual property issues arise.

One of the non-financial terms that I always try to negotiate in software vendor contracts involves intellectual property. Because of the rise of so-called “patent trolls” and the ease with which patents are being given, banks need protection from such claims. The best way to handle this is to ensure that your vendor offers language indicating that they will defend any such claims that are brought against your institution. Now is a good time to review your current contracts to ensure that they contain such a clause. If they do not, contact your vendor and request that such language be added. I can supply sample language if you need it, but in almost all cases the vendor will have suitable language that can be added to your contract. The most likely reason you don’t already have this language in a master agreement is if you have just renewed such an agreement over and over, never updating the language.

Several banks have already received a letter regarding a certain issue surrounding mobile check capture. It is likely that your bank will too. I want to encourage you to refer any such claims directly to your software vendor(s) so that they can help you to manage this. Please don’t respond directly to these letters, as your vendor(s) are well aware of the situation and are best positioned to respond. I would also advise you to alert your state and national banking trade associations about the receipt of such a letter, as these organizations are also working to help the industry manage such claims.

My purpose in writing this alert is to make you aware of both the general issue of your needing protection in the case of intellectual property disputes, and the specific issue concerning mobile check deposit that I expect you will see shortly in the form of a letter.

Remember, I am not an attorney, and you should always consult an attorney about legal matters. Please let me know if you have questions or if I can assist you in any way.

Trent Fleming

Tuesday, March 14, 2017

D+H Acquired by VC Firm

For more than 10 years, the Holy Grail of core banking software has been the application that features full United States functionality (especially regulatory compliance) along with multi-lingual and multi-currency aspects.  Such a product would be well received by both foreign and US-based banks, who have offices domestic and foreign.  So far, a modern, integrated enterprise solution has not been found.  The acquisition of D+H by a venture capital firm that already owns Misys, a well known international firm, appears to be the latest effort. 
Misys will join two D+H cores, SPARAK and Phoenix (which already has some international flavor, courtesy of a Caribbean presence).  SPARAK is a stable, more mature community bank product, mainly found in smaller asset based, rural banks across the US, and some speculate that it may eventually be phased out or sold to another US based technology provider.  Meanwhile, combining Phoenix with Misys may give the new owners a leg up on introducing a solution that covers the needs of both domestic and foreign banks for a truly global product.  While the merger will move the combined company into the top three US-based firms in terms of revenue, they will remain a smaller player in terms of the number of US banks processed.

In addition to the core offerings, the new company will continue to be well positioned to serve the platform lending software needs of small and large banks.  Under the D+H umbrella is a suite of lending applications ranging from consumer to commercial to mortgage banking, that are arguably best of breed solutions.  Ongoing efforts to enhance interoperability and service/support among these products promise even better things for the future.

Current D+H customers, especially SPARAK users, should watch events carefully, for clues to how the new owners will move to align resources for maximum benefit, and of course for maximum profits.  

If you would like to review your core vendor relationships, D+H or otherwise, please feel free to contact me. or 901/896-4007