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Financial Institutions

Financial Institutions

Bracewell has one of the preeminent financial institutions practices in the country. The firm is consistently ranked at or near the top of SNL Financial’s (2012-2017) rankings for both number and value of transactions in the Southwest Region, and was ranked number two in the past five year period. Over the past ten years, our team has been a part of more Initial Public Offerings for Texas bank holding companies, than any other law firm according to SNL Financial; and since 2013, we have had a role in half of IPOs that have taken place in the Southwest region of the United States.

Our financial institutions practice has been dedicated to the needs of our clients for over 70 years. In addition to our renown, results-driven capital markets, mergers and acquisitions and regulatory capabilities, we bring our client’s benefit support in areas such as tax, labor and employment, employee benefits, environmental matters, real estate and finance, restructuring (363) with seasoned practitioners who have advised extensively on numerous financial institution transactions.

Bracewell handles regulatory and governance matters, structures and negotiates mergers and acquisitions, and represents clients in shareholder and other litigation, as well as government enforcement matters. Bracewell also works with financial institutions on private and public debt and equity offerings, as well as public company reporting for our public clients. 

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Bracewell’s lawyers help banks and financial institutions ensure compliance with the complex mix of state and federal regulations that govern their day-to-day operations. We regularly represent clients across the country in their dealings with regulators, examiners and agencies at both the state  and federal levels. In enforcement actions, we balance an effective, aggressive defense of our clients with short- and long-term business goals, to achieve constructive and favorable resolutions. We provide guidance on a broad range of consumer lending, non-discrimination, privacy and credit-related laws.

Bracewell ranks consistently among the top law firms for merger and acquisition transactions in the financial industry. We have facilitated acquisitions, sales, mergers and roll-up transactions for major banks and financial institutions across the country. These transactions include:

  • Whole bank acquisitions
  • Savings banks and industrial loan company transactions
  • Management buyouts
  • Control, stake-out or passive private investments
  • Branch acquisitions and divestitures
  • Acquisition of insurance agencies, broker-dealers and finance companies
  • Minority and joint venture investments
  • FDIC receivership acquisitions
  • Foreign bank and foreign investor transactions.

Our lawyers provide solutions grounded in real-world business strategy. We conduct effective due diligence reviews and are familiar with the key concerns of a prospective buyer or seller of a financial institution. These issues include tax, labor and employment, employee benefits, real estate, environmental, and antitrust concerns, among others.

We advise clients on all regulatory issues under the Bank Holding Company Act, Bank Merger Act, Change in Bank Control Act, and many other applicable federal and state statutes. In addition to standard antitrust clearances by the Department of Justice, Federal Trade Commission and state regulators, our lawyers secure the required approvals of the Federal Reserve Board, the Comptroller of the Currency, the Federal Deposit Insurance Corporation and other federal and state regulators.

Experience

Recent Notable Matters

Allegiance Bancshares, Inc. — $60 million initial public offering of common stock

Allegiance Bancshares, Inc. — $40 million offering in fixed-to-floating rate subordinated notes due 2027

BancorpSouth, Inc. — the holding company of BancorpSouth Bank, a Mississippi state bank headquartered in Tupelo, Mississippi, in separate acquisitions of (i) Central Community Corporation, the holding company of First State Bank Central Texas, a Texas state bank headquartered in Central Texas, for cash and stock consideration valued at $210 million; and (ii) Ouachita Bancshares Corp., the holding company of Ouachita Independent Bank, a Louisiana state bank headquartered in Monroe, Louisiana, for cash and stock consideration valued at $114 million

BOH Holdings, Inc. — the holding company of Bank of Houston, a Texas state bank headquartered in Houston, Texas, in its sale to Independent Bank Group for cash and stock consideration valued at $243 million; transaction was the Houston Business Journal’s 2014 finance deal of the year

Community Bancorporation of New Mexico, Inc. — sale to Heartland Financial USA Inc.

CommunityBank of Texas, N.A. — its holding company, in the holding company’s acquisition of MC Bancshares, Inc. and its wholly owned subsidiary, Memorial City Bank

Metro Bancorp., Inc. — $273 million sale to East West Bank

Post Oak Bank — formation and acquisition of Security State Bank and The State Bank of Texas

Privately held bank holding company based in Texas — $19.5 million private placement of common and preferred stock

Privately held bank holding company based in Texas and California — $19 million private placement of series A voting common stock

Prosperity Bancshares, Inc. — $532 million cash and stock acquisition of American State Financial Corporation

Texas Capital Bancshares, Inc. — multiple public offerings of common stock totaling $250 million

Underwriter's counsel for Green Bancorp, Inc. — $70 million initial public offering of common stock

Underwriter's Counsel for Independent Bank Group, Inc. — multiple public offerings of subordinated notes totaling $105 million

Veritex Holdings, Inc. — $40.4 million initial public offering of common stock

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