Alert – OCC Bank Merger Policy

February 9, 2024

To our clients and friends:

On January 29, the OCC proposed a rule to amend its procedures for evaluating bank mergers and to incorporate a policy statement summarizing the principles the agency will use when it reviews proposed bank mergers going forward. Out Client Alert describes the most relevant procedural changes and significant aspects of the new policy statement, and includes key takeaways that will be important for banks considering future merger and acquisition activity. Our Alert regarding the OCC’s proposed changes to its bank merger review process is available here.

Luse Gorman has acted as counsel on more than 100 bank M&A transactions during the past five years and more bank M&A transactions than any other law firm in the nation over the past 20 years. Luse Gorman regularly works with federal and state banking agencies to seek regulatory approval for business transactions, including mergers and acquisitions, and routinely handles complex and novel legal questions on behalf of its clients as they arise. To learn more about our firm and services, please visit our website.

Read More...

Luse Gorman is Legal Counsel to Empeople Credit Union in its Proposed Acquisition of TSB Bank

February 8, 2024

On February 7, 2024, Empeople Credit Union, Moline, Illinois, announced that it had entered into a purchase and assumption agreement with TSB Bank, Lomira, Wisconsin. Pursuant to the agreement, Empeople Credit Union will purchase substantially all assets and assume substantially all liabilities of TSB Bank. Following the completion of the transaction, TSB Bank will dissolve and liquidate, and all remaining assets will be distributed to the shareholders of TSB Bank. The combined institution will have approximately $2.2 billion in assets.

Read More...

Luse Gorman Served as Legal Counsel to Oconee Federal Savings and Loan Association in its Acquisition of Mutual Savings Bank

February 6, 2024

On January 31, 2024, Oconee Federal Savings and Loan Association (“Oconee Federal”), Seneca, South Carolina, completed its acquisition of Mutual Savings Bank, Hartsville, South Carolina. In addition, Oconee Federal’s holding company, Oconee Federal Financial Corp., issued $3.2 million of stock to its mutual holding company parent, Oconee Federal, MHC, as consideration for the transaction based upon an appraised value of Mutual Savings Bank.

Read More...

Alert – Volume 2 of The Bankers’ Bulletin

February 5, 2024

To our clients and friends:

Today we published Volume 2 of The Bankers’ Bulletin. You can find a copy of this edition here.

This volume covers recent CFPB proposed rules on overdraft and other fees, FRB and NYDFS enforcement actions for disclosure of confidential supervisory information, the Acting Comptroller’s thoughts on liquidity risk, changes to the bank agencies’ administrative processes, and notable developments related to national bank preemption and special purpose bank chartering.

If you have any questions related to any of the items covered in the Bulletin, please reach out to Brendan Clegg (bclegg@luselaw.com), Marc Levy (mlevy@luselaw.com), Agata Troy (atroy@luselaw.com), or your regular Firm contact. To learn more about our firm and services, please visit our website.

Read More...

Scott A. Brown and Lawrence M. F. Spaccasi presented at the 2024 BankDirector Acquire or Be Acquired Conference in Phoenix, Arizona

February 1, 2024

Scott A. Brown and Lawrence M. F. Spaccasi presented “Addressing Deal Certainty in Uncertain Times” at the 2024 BankDirector Acquire or Be Acquired Conference in Phoenix, Arizona. This session focused on the current regulatory climate with regard to M&A with an emphasis on changing regulatory standards for approval of transactions, hot button issues and potential regulatory threats to the successful and timely completion of a transaction. The session also discussed the growing trend of non-traditional buyers (such as credit unions and investor groups) and the unique regulatory and diligence issues they raise. The session also provided examples of merger agreement provisions that can (and should) be considered when engaging with these non-traditional purchasers to better protect the seller. With the increased regulatory scrutiny of merger transactions, the session also discussed ways to optimize the diligence process, including how to balance a party’s need to ascertain an entity’s regulatory standing while continuing to fulfill its obligations about the treatment of confidential supervisory information.

Read More...