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Mergers, Acquisitions, and Terminations

About

Being that our clients are banks and credit unions, we often experience clients merging with, acquiring, or being acquired by other institutions. While there are legal differences between a merger and an acquisition, for our purposes, our process is similar in those instances. The document below will go over the processes of mergers, acquisitions and general terminations.

Mergers and Acquisitions

Initial Contact

Typically, we will find out about a merger or acquisition from the client, although occasionally, you might hear through our management.

The initial step upon hearing about a merger or acquisition is to find out what the financial institution’s plan for their website and associated agreements (domain, DNS, SSL) will be. Depending on the situation, this will lead to one of the following scenarios:

  1. They will redirect their traffic to the other institution’s site.
  2. They will keep their site and redirect the other institution’s traffic to it.

Scenario 1: Redirecting Their Traffic to Another Institution’s Site

If our client is acquired or merges with another institution with another web vendor, our involvement is mostly centered on housekeeping, similar to a standard termination.

  1. Contract
  • A. If the bank is redirecting to a new vendor, like any other termination, we’ll want to get a termination letter from the bank.
    • i. You can forward that to Terminations via email (websolterminations@jackhenry.com), with their JSource ID number.
    • ii. This informs our Accounting team of their intent to terminate and cancels the auto-renewal on their contract.
  1. Domain
  • A. Be sure to inform the client that, if they are wanting to set up a redirect to another institution’s website, the acquiring institution will need to be sure their domain is covered by the new site’s SSL.
  • B. If we host the domain in our registrar account, we’ll also want to transfer that domain to their new registrar. It can happen either before or after the redirect is live, but we want to make sure it is done, so we’re not handling domain matters for an institution who is no longer a client. See our documentation on domains for this process.
  1. DNS
  • A. If we host the client’s DNS, depending on the timeline allotted, we’ll need to transfer that domain to the new institution.
  • B. If it’s a shorter timeline between the announcement of the merger and when the redirect is in place, we may need to go ahead and make any DNS changes for the client, and then transfer the DNS to their new account, as it can take time for DNS transfer propagation. See our documentation on DNS for this process.
  1. Website
  • A. Once the redirect is confirmed to be in place, we can proceed with archiving the old site on our end, like we would with a standard termination.

Scenario 2: Redirecting Another FI’s Traffic to Our Client’s Site

If our client is acquiring another or merging with another institution and keeping their site in place, our involvement can be more involved, depending on what is required.

  1. SSL
  • A. If the bank will be redirecting another domain to their site, we will need to update their SSL certificate to cover both their current and the new domain. You will want to get this in queue as soon as possible, to be sure it’s in place when the redirect is scheduled to occur. Be sure to confer with the SSL document for this process.
  • B. If we are redirecting another domain’s traffic, be sure that the proper team adds the domain to the vhost on the server, so that once the appropriate domain hits our servers, it is sent to the right site files.
    • i. If Banno, a case will need to go to Banno Tech Ops (leave unassigned).
    • ii. If PWEB, a case will need to go to HPS – SO Web Solutions (leave unassigned).
  1. Website
  • A. Typically, with an acquisition, the assuming institution’s branding, logos and styles will remain in place and little, if any, work will be required on the site itself.
  • B. In the case of a merger, however, a bank may change its name, logo, branding colors, and other elements of the site.
    • i. If the bank wishes to do this, a case will need to be created to get a quote and a timeline on the work being requested. Be sure to confer with the Jsource document for this process.
    • ii. Be sure to keep any hard dates for the merger in mind, as changing a logo file and stylesheet colors can be done in a reasonable amount of time, but a more involved update (a homepage “refresh,” as a client may call it) would involve many work hours and may not be able to be completed in a shorter timeframe.

Terminations

Sometimes a client will terminate or not renew their contract with us and move to a new website vendor. Following the protocol of “Scenario 1” under “Mergers and Acquisitions” above, you’ll want to do the following:

  1. Obtain confirmation of the termination, either by email or letter, then complete the terminations form. This informs our Accounting team of their intent to terminate and cancels the auto-renewal on their contract.
  • A. Open the Termination Request Form
  • B. Verify with Emily G. the actual term expiration date.
  • C. If Emily is not around to give you the extra details, that’s ok—just go ahead and submit it with what you have. That will at least get it in the queue, and the Terminations team will reach out with questions.
  • D. You can’t save the form and go back to it, so be prepared to fill it out and submit it. After submitting, you will receive an email.
  • E. Forward that email to: WebSolTerminations@jackhenry.com (Includes: internal Web team, Web sales support, Lory [Digital]) If you need to communicate with the Finance Terminations team after submitting the form, refer to the submission confirmation email which includes their email address and a specific reference number.

  1. Redirect their website to their new host
  2. Hand over control of their domain and DNS (where applicable).
  • A. It can be very easy, once the site itself is directed away, to forget about transferring DNS and domain control to the client or their new vendor, but it can cause some sticky situations down the line when they need to renew a domain or make DNS changes.
  1. If PWEB, create a case to have developers archive the site, and inform management, so that they can remove all PWEB products from jSource.
  2. Once archived, be sure to also send a case to HPS – SO Web Solutions for termination.
  1. If Banno… Process TBD

FDIC Takeover

In a very rare case, a client might be shut down by the FDIC. In those cases, we are not permitted to coordinate with the client, as they are not aware of the shutdown ahead of time.

  1. In these cases, the FDIC reaches out to JHA, and your manager will inform you.
  • A. We are typically tasked with setting up a splash page informing site visitors that the bank has been shut down by the FDIC, and usually including an assuming institution.
  • B. This work would need to be through a developer. We do not charge for this work.
  1. Typically, on the day of the takeover, we will join a conference call hosted by the FDIC and other banking vendors and only publish our prepared changes when given the approval by the FDIC.
  2. Once live, you can work with the assuming bank using the Scenario 1 instructions above.