EXHIBIT 99.1
[STATE STREET LOGO] [CITIGROUP LOGO]
MEDIA CONTACTS: INVESTOR CONTACTS:
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Connie J. Kain Bill Pike or Sheri Ptashek
Citigroup's Global Investment Citigroup
Management and Private (212) 793-8874 or (212) 559-4658
Banking Group
(212) 783-7374
connie.kain@ssmb.com Karen Warren
State Street Corporation
Hannah Grove (617) 664-3477
State Street Corporation
(617) 664-3377
hmgrove@statestreet.com
Liz Pease Kennedy
State Street Global Advisors
(617) 664-2474
liz_kennedy@ssga.com
CITIGROUP AND STATE STREET CORPORATION
AGREE TO ESTABLISH JOINTLY OWNED
GLOBAL BENEFITS DELIVERY FIRM
50/50 Joint Venture Will Create a Powerful Force in
Defined Contribution and Global Benefits Delivery
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NEW YORK, N.Y. AND BOSTON, MASS., DECEMBER 8, 1999 -- Citigroup
(NYSE: C) and State Street Corporation (NYSE: STT) announced
today the signing of an agreement to form a jointly owned (50/50)
global benefits delivery company that will focus on the defined
contribution and total benefits administration markets for
corporate and not-for-profit organizations. The new company
called CitiStreet, which will be headquartered in Quincy, Mass.,
will provide a broad range of products and services including
administrative, outsourcing and investment management services
for defined contribution, pension and health and welfare plans,
and employee communication and education.
Said Nicholas A. Lopardo, chairman and chief executive
officer of State Street Global Advisors (SSgA) and vice chairman
of State Street Corporation: "This joint venture is consistent
with State Street's strategy of collaborating with firms that
have complementary strengths to penetrate new markets in the U.S.
and overseas. The trends toward globalization of financial
markets, growing demand for more individual investment choices,
and the increasing importance of technology in enhancing service
delivery are creating significant opportunities in the investment
management industry. In particular, these trends are fueling the
growth of the defined contribution market. CitiStreet will be
superbly positioned to capitalize on these trends and market
opportunities, benefiting current and potential clients and
creating a new strategic growth engine for its two shareholders."
Commenting on the new company, Thomas W. Jones, chairman and
chief executive officer of Citigroup's Global Investment
Management and Private Banking Group, said: "The joint venture
will help Citigroup improve its position in the U.S. defined
contribution market, particularly in the large corporate
marketplace. Existing U.S. and multinational corporate clients
will be offered a broader range of benefit plan services.
"CitiStreet will help us to achieve a greater scale and
lower unit cost in the long-term across our existing
recordkeeping and administration business platforms; solidify a
defined contribution administration competency that can be
leveraged in selected non-U.S. markets; and expand our already
successful worksite marketing initiatives in collaboration with
selected corporate clients," Jones added.
Under the terms of the joint venture agreement, State Street
will contribute to the new company State Street's Retirement
Investment Services (RIS) business and Wellspring Resources, the
company's benefits administration business. State Street's RIS
business is a leading servicer of retirement plans, providing a
broad range of participant services, employee communication and
education, advice, plan administration, recordkeeping and benefit
payments to defined contribution and pension plans. Wellspring
Resources, located in Jacksonville, Fla. and a wholly owned
subsidiary of State Street Bank and Trust Company, N.A., is a
leading provider of outsourced human resources administration for
some of the nation's most complex plans and programs.
Citigroup will contribute The Copeland Companies, which will
operate as a subsidiary of CitiStreet. Copeland specializes in
the defined contribution and retirement planning marketplace by
providing a full service approach to the market beyond the
traditional administrative, recordkeeping and service platforms.
This includes a one-on-one participant counseling process built
around a comprehensive product menu from Citibank, Salomon Smith
Barney, and Travelers Life & Annuity. This personal planning
service is provided to participants in 401(a), 401(k), 403(b) and
457 plans through worksite counselors. Copeland is located in
East Brunswick, N.J., with 35 field offices throughout the United
States.
CitiStreet is expected to begin operations in the first half
of 2000, subject to regulatory approval. It will administer
approximately $200 billion in assets and service more than 4
million plan participants. The company will have 3,000 employees
located primarily in Boston, East Brunswick, Jacksonville,
Minneapolis, New York and Quincy.
James S. Phalen has been appointed as CitiStreet's chairman
and chief executive officer. Phalen is an executive vice
president of State Street and head of its Retirement Investment
Services (RIS) business and Wellspring Resources. Robert C.
Dughi, Copeland's founder, has been appointed president and a
member of the board of CitiStreet. He will also continue as
chief executive officer of The Copeland Companies. The current
management team at Copeland, RIS and Wellspring will also
maintain their respective roles.
Noting that the joint venture will be the third largest
recordkeeper in the United States, Phalen said: "CitiStreet will
be a powerful competitor, integrating core competencies of
Citigroup and State Street to deliver a broader range of products
and superior services to clients. The new company also creates a
dynamic strategic platform for enhancing penetration by Citigroup
and State Street into all segments of the U.S. marketplace and
selected international markets where the movement is away from
government-sponsored 'pay-as-you-go' retirement schemes and
toward private, corporate-sponsored plans."
"This joint venture extends the sophisticated, proprietary
technologies that State Street has long applied to meeting the
needs of large institutional investors into what is called the
'instividual' market - the market comprising individuals who are
investing actively through defined contribution plans sponsored
by their employers. With Citigroup, the joint venture will offer
the broadest possible range of products to meet every investment
horizon in a superior package that will benefit employers and
employees alike," Dughi added.
Citigroup (NYSE: C), the most global financial services
company, provides some 100 million consumers, corporations,
governments and institutions in 100 countries with a broad range
of financial products and services, including consumer banking
and credit, corporate and investment banking, insurance,
securities brokerage and asset management. The 1998 merger of
Citicorp and Travelers Group brought together such brand names as
Citibank, Travelers, Salomon Smith Barney, Commercial Credit (now
named CitiFinancial), and Primerica under Citigroup's trademark
red umbrella. Additional information may be found at
www.citigroup.com.
With $5.3 trillion in assets under custody and $582 billion
under management, State Street Corporation is the world's leading
specialist in serving institutional investors. Offices are
located in the United States, Canada, Chile, Cayman Islands,
Netherlands Antilles, Ireland, United Kingdom, Netherlands,
France, Belgium, Luxembourg, Switzerland, Germany, Czech
Republic, Austria, United Arab Emirates, Russia, People's
Republic of China, Taiwan, South Korea, Japan, Singapore,
Australia, and New Zealand. State Street Corporation's common
stock is traded on the New York Stock Exchange under the symbol
STT. For more information, visit State Street's web site at
www.statestreet.com and State Street Global Advisor's web site at
www.ssga.com.
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