Mergers and Acquisitions

In today’s regulatory environment, many institutions are evaluating strategic alternatives and varying approaches to increase shareholder value. These initiatives often require difficult decisions; for example, institutions may need to choose between remaining independent and implementing an acquisition strategy to expand current operations, or selling to another financial institution.

From the initial strategic planning stages through the closing of a transaction, Troutman Sanders’ Financial Institutions practice regularly represents buyers and sellers in merger and acquisition transactions involving financial institutions. We advise on a variety of corporate, securities, tax, employee benefit, contract, regulatory, environmental and real estate matters that commonly arise during these transactions. Our experience on either side of the negotiating table allows us to provide clients with astute guidance on all facets of these transactions.

We regularly counsel boards regarding strategic opportunities and provide valuable guidance based on our observations and extensive experience from other transactions within the ever-evolving financial institutions market. We can assist with:

  • Guiding boards of directors through the process of responding to unsolicited offers or commencing a sale process.
  • Developing plans to respond to unwanted advances from other institutions.
  • Designing and implementing creative structures for transactions that fit the needs of all parties and help clients achieve their goals.
  • Advising buyers and sellers on all types of strategic opportunities, ranging from the merger of multiple institutions to the sale or purchase of specific assets or branches.
  • Managing the regulatory application process for the transactions.
  • Advising on employment and social issues that often arise in such transactions, including golden parachutes, equity-based compensation and employee transition issues.
  • Advising on acquisitions of non-depository institutions in areas such as insurance, brokerage, mortgage banking and trust services.
  • Advising on financing or capital-raising transactions undertaken in anticipation of strategic opportunities or to complete a transaction.

Our attorneys have advised on various aspects of transactions ranging in size from a few million dollars in purchase price to multibillion-dollar deals. Some of our group’s more notable transactions are described below. These transactions have involved privately and publicly held financial institutions using cash, stock and mixed forms of consideration.

  • Advised several regional multibank holding companies on acquisitions of numerous community banks
  • Advised a regional bank holding company on the acquisition of multiple branches in connection with the Section 363 bankruptcy filing by target branches’ bank holding company
  • Represented a state bank in the sale by purchase and assumption of another financial institution, and conversion of the remaining institution from a commercial bank to a leasing company
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