Practice Areas

 

   
 

 
Capital Markets and Corporate Finance
...
General Corporate and Securities Law
 
Mergers and Acquisitions
.. • Combinations involving stock
. companies
• Mutual mergers and business
. combinations
• FDIC-assisted and supervisory
. acquisitions
• Branch and asset acquisitions
.
Banking and Financial Services
...
Executive Compensation, Employee Benefits and Taxation
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 





 

 

Mergers and Acquisitions

Luse Gorman is one of the leading law firms in the area of bank mergers and acquisitions. Our firm is consistently ranked among the top 10 law firms nationally in total number of bank and savings bank merger and acquisition transactions. In 2008, 2009 and 2011 we were ranked number one nationally in bank and savings bank mergers and acquisitions based on total deal value and number of deals, respectively. We have worked on nearly 100 merger and acquisition transactions during the past decade involving banks, savings banks, insurance agencies, securities brokerage firms, and other financial services providers. Our mergers and acquisitions transactions have had deal values ranging from as little as $10 million to more than $1 billion and include whole bank or savings bank acquisitions, mergers of equals and business combinations, as well as assets and branch acquisitions.

Our team of lawyers offers a unique combination of transactional and regulatory experience that enables us to identify business and regulatory issues early in the deal. Because of the volume of mergers and acquisitions that we handle, there is rarely a transaction that presents issues that we have not addressed and resolved before.

Our mergers and acquisitions services include: representing buyers and sellers in negotiating the terms of the purchase or sale; drafting acquisition and merger agreements; negotiating employment and buy-out agreements; resolving executive compensation and employee benefits issues; tax planning; implementing changes to tax-qualified and non-tax-qualified stock benefit plans; obtaining approval under the Hart-Scott-Rodino antitrust laws; preparing proxy materials, offering materials and regulatory applications with the Securities and Exchange Commission, and the federal banking agencies, including the Federal Reserve Board, the FDIC, the Office of the Comptroller of the Currency, the Office of Thrift Supervision and state banking agencies; negotiating and obtaining regulatory approvals; and drafting and negotiating employment contracts and other compensation arrangements. As part of our mergers and acquisitions practice, we work closely with accounting firms and financial advisers in structuring the transactions.

Some of our representative transactions include:

  • Represented a large regional bank holding company in a $302.0 million all stock acquisition of a national bank.

  • Represented a community bank holding company in a $38.2 million all stock acquisition of a savings bank holding company

  • Represented a large savings bank holding company in the acquisition of 17 branches of a bank holding company.

  • Represented a savings bank holding company in its $300.0 million acquisition of a state chartered commercial bank in an FDIC assisted transaction.

  • Represented a state savings bank in its $107.0 million stock and cash acquisition of a community bank holding company.

  • Represented a Massachusetts mutual cooperative bank in its merger with another Massachusetts mutual cooperative bank.

  • Represented a private equity firm in its non-controlling investment in a commercial bank.

  • Represented a state-chartered publicly traded mutual holding company in its $24.4 million stock and cash acquisition of a bank holding company and $100.0 million stock and cash acquisition of a savings bank holding company.

  • Represented a savings and loan holding company in its $120.0 million cash and stock acquisition by one of the largest savings bank holding companies in the United States.

  • Represented a savings and loan holding company in a $1.2 billion stock and cash sale to one of the largest bank holding companies in the United States.

  • Completed the acquisition of six credit unions by federal savings banks.

 

 

 


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