Structuring Bank Mergers and Acquisitions: Overcoming Capital Requirement Hurdles and Other Regulatory Demands
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE course will discuss current trends in bank M&As, the legal and regulatory hurdles, the different ways banks can approach and structure a merger or consolidation deal, and best practices for due diligence.
Outline
- Current trends and opportunities in bank M&As
- Legal and regulatory issues in bank M&A deals
- Due diligence in a bank acquisition
- The general framework of a merger agreement
- Pricing and consideration: cash vs. stock, or combination
- Exchange ratio adjustments
- Bank-specific reps and warranties
- Bank-specific covenants
- Closing conditions
- Termination provisions
Benefits
The panel will review these and other material questions:
- What are the key drivers behind bank mergers and consolidations?
- What are the legal and regulatory issues to consider in a bank M&A deal?
- What are the reps and warranties and covenants to include in the merger documents?
- What are the most effective due diligence strategies for parties on both sides of a bank merger deal?
Faculty
Mark C. Kanaly
Partner, Co-Chair Corporate Practice
Alston & Bird
Mr. Kanaly represents corporate clients, with a focus on players in the financial services arena. He assists these... | Read More
Mr. Kanaly represents corporate clients, with a focus on players in the financial services arena. He assists these companies with mergers and acquisitions, IPOs, public and private capital raising transactions, corporate governance, and a host of related regulatory matters. Throughout the economic cycle, Mr. Kanaly has worked on some of the most innovative and recognized transactions in the country. Additionally, he regularly counsels boards of directors regarding strategic planning, regulatory entanglements, and internal corporate governance matters. Mr. Kanaly's active involvement in a number of industry organizations leads to frequent speaking roles and awareness of emerging issues on the horizon.
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C. Robert Monroe
Partner
Stinson
Mr. Monroe serves as counsel to well over 100 financial institutions. He has significant experience in matters... | Read More
Mr. Monroe serves as counsel to well over 100 financial institutions. He has significant experience in matters involving bank and bank holding company mergers and formations, branch acquisitions, conversion to S-Corporations, negotiating regulatory orders, bank examination issues, prompt corrective actions, reorganizations, director and officer liability issues, and lender liability issues.
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