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Merger and Acquisition Financial Services

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Baker Donelson is consistently listed by SNL Securities as one of the leading law firms in the United States in mergers and acquisitions activity.

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Featured Experience

Represented banks in the divestitures of business units, including the sale of a large mortgage division for a purchase price of more than $300 million; the sale of a large trust division for a purchase price of more than $41 million; and the sale of an ATM division for a purchase price of $35 million.

Represented a client in the formation of a bank holding company and acquisition of a small community bank located in west Tennessee. This transaction was significant because it effectively allowed the control group to begin a denovo bank through an acquisition of a very small community bank.

2016

Represented public company client in bank acquisition transaction, registration of shares with the SEC, and regulatory applications filed with federal banking regulators.

Practice Overview

Overview

Baker Donelson is consistently listed by SNL Securities as one of the leading law firms in the United States in mergers and acquisitions activity. We represent a notable number of financial institution buyers or sellers in mergers, acquisitions and significant asset sales. We also represent many non-bank companies in mergers, acquisitions and expansion transactions.

Some examples of the mergers and acquisition services we provide for clients in the financial services industry include:

  • Advising clients on acquisition candidates or prospective buyers in acquisition transactions, including negotiating engagement letters with investment bankers and third party appraisers, and counseling companies on strategic options.
  • Negotiating and drafting agreements that precede definitive acquisition agreements, such as confidentiality agreements, letters of intent, exclusivity and standstill agreements.
  • Negotiating and drafting merger, stock and asset purchase agreements, as well as ancillary documentation such as voting agreements, employment agreements, non-compete agreements, escrow arrangements and other closing documents in connection with acquisitions.
  • Facilitating the transfer of real estate in connection with acquisitions and divestitures, including title opinions and insurance.
  • Working with clients on post-closing transitional matters, such as negotiating amendments to vendor contracts and leases, and advising clients on issues such as successor liability and disbursements under escrow agreements.

Related Services

In addition to assisting clients in the financial services industry with mergers and acquisitions, our team provides Regulatory and Compliance Services, Corporate Services and Capital Raising Services.

For more information about Baker Donelson's experience and attorneys who advise clients on all aspects of commercial transactions law, including mergers and acquisitions, please refer to the description of our Commercial Transactions and Business Counseling practice group.

Representative Matters
  • Represented banks in the divestitures of business units, including the sale of a large mortgage division for a purchase price of more than $300 million; the sale of a large trust division for a purchase price of more than $41 million; and the sale of an ATM division for a purchase price of $35 million.

  • Represented a client in the formation of a bank holding company and acquisition of a small community bank located in west Tennessee. This transaction was significant because it effectively allowed the control group to begin a denovo bank through an acquisition of a very small community bank.

  • Represented public company client in bank acquisition transaction, registration of shares with the SEC, and regulatory applications filed with federal banking regulators.

  • Represented client in corporate restructuring that involved the refinance of $13 million in debt among various corporate affiliates and included the $7 million acquisition of a professional services company.

  • Oversaw bank holding company's $48 million sale to publicly traded strategic acquirer.

  • Represented a publicly traded bank holding company, including its $23 million acquisition of a strategic target.

  • Represented multiple private and public company bank clients in purchases of branch banking offices.

  • Represented a bank in the sale of its credit card portfolio and entry into a joint marketing arrangement.

  • Represented a bank client in the acquisition of a $637 million loan portfolio.

  • Represented a trust company client in sale of the company and the formation of a new trust company with respect to the spin-off of certain trust lines of business, including filing regulatory applications with state trust regulators.

  • Represented a trust company client in acquisition of ESOP line of business.

  • Represented a public bank holding company client in the registration of shares with the SEC for the issuance of registered securities in a bank acquisition transaction.

  • Represented a publicly traded financial institution in over 20 acquisitions of other financial institutions and in a $300 million sale of credit card portfolio.

  • Represented long-time banking client, advising it on a $52.4 million merger agreement with a regional bank.

  • Represented long-time banking client, one of the largest banks headquartered in Tennessee in its acquisition by a regional bank holding company.

  • Over the past two decades, our team has represented more than 250 banks in merger and acquisition transactions. We have represented buyers or sellers in transactions ranging in both size and complexity.

  • Negotiated the share exchange roll-up transaction involving multiple trust companies and registered investment advisers and assisted client with regulatory applications involving multiple regulatory agencies.

  • Negotiated the purchase of failed bank assets from the FDIC in government-assisted transactions.

  • Represented financial institutions in acquisitions of business units, including retail branch offices, trust lines of business, a factoring division and insurance agencies.

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