February 28, 2012 6:40 PM
Bank Takeovers Keep Am Law 100 Firms Busy
Posted by Brian Baxter
UPDATE, 2/29/12, 8:15 a.m. EST. The names of Allen Overy and DLA Piper have been added to the last paragraph of this story. 4:00 p.m. EST. The 14th paragraph contains additional information on the lawyers behind the National Bank of Canada’s $313 million sale of its asset management arm.
Am Law 100 firms were busy this week on a pair of announced bank acquisitions and another proposed sale nixed by a Delaware judge.
In one of the deals moving forward, Bracewell Giuliani financial institutions head William Luedke IV is representing Houston-based Prosperity Bancshares on a move it announced Monday to expand in Texas with a $529 million cash and stock acquisition of American State Financial, the parent of American State Bank.
Bracewell previously advised Prosperity, which currently operates 175 branches in the Lone Star State, on its acquisition of Texas United Bancshares in 2006. The bank’s general counsel is Peter Fisher. Two lawyers—James Bouligny, of counsel with El Campo, Texas–based Duckett, Bouligny Collins, and Robert Steelhammer of Houston’s Steelhammer Miller—serve on Prosperity’s board of directors.
SEC filings show that Hunton Williams financial institutions corporate and regulatory cohead Charles “Stormy” Greef and corporate partner Brian Marek in Dallas are representing Lubbock, Texas–based American State Financial in the matter.
People’s United Financial, meanwhile, announced Tuesday that it will acquire 56 Citizens Bank branches and $325 million in deposits to increase its New York presence. Fifty-two of the branches being bought are located in Stop Shop supermarkets, mostly in Long Island and Westchester County, according to Bloomberg, which notes the total value of the transaction is about $3.25 million.
Simpson Thacher Bartlett is advising Bridgeport, Connecticut–based People’s United on the deal with Citizens Bank parent Citizens Financial Group. People’s United was founded in 1842 and operates in more than 330 locations, most of them in New England and eastern New York.
Robert Trautmann is general counsel for People’s United. Three lawyers—Pullman Comley partner Collin Baron, former Connecticut lieutenant governor Eunice Groark, and retired Yale Law School associate dean James Thomas—are directors at People’s United.
Representatives for Providence-based Citizens Financial, the U.S. arm of Edinburgh-based banking giant The Royal Bank of Scotland, did not respond to a request for the names of the bank’s legal advisers. Sheldon Goldfarb is chief legal officer for Citizens Financial and general counsel of RBS America.
One banking sector transaction that won’t be going through is BBT’s proposed $301 million acquisition of Fort Lauderdale–based BankAtlantic Bancorp’s consumer banking business. Delaware Chancery Court vice chancellor J. Travis Laster killed the deal Monday by permanently enjoining a merger on the grounds that it violated the contractual rights of some investors.
Quinn Emanuel Urquhart Sullivan represented hedge fund investor Hildene Capital Management, which sued to halt the sale of BankAtlantic’s prime assets to BBT in November, according to sibling publication The Am Law Litigation Daily. When the case went to trial in January, Quinn Emanuel took the lead for plaintiffs.
Miami’s Stearns Weaver Miller Weissler Alhadeff Sitterson has been advising BankAtlantic on the shareholder suit filed in Delaware’s Chancery Court, as well as the bank’s now-scuttled sale to Winston-Salem, North Carolina–based BBT, according to our previous reports.
Jarett Levan, a former BankAtlantic in-house lawyer, is president and CEO of the bank. Levan is also the son of bank chairman Alan Levan, who was charged with fraud by the SEC in January, and has vowed to fight the charges. Bruno Di Giulian, a partner at Fort Lauderdale’s Conrad Scherer, is a member of BankAtlantic’s board. Robert Johnson, Jr., was named general counsel for BBT in 2010.
This week’s deals in the financial services sector aren’t confined to the U.S.
In Canada, five firms–Davies Ward Phillips Vineberg, McCarthy Tetrault, Norton Rose, Osler, Hoskin Harcourt, and Stikeman Elliott–have taken key roles advising on the National Bank of Canada’s $313 million sale of its asset management arm to Toronto-based Fiera Sceptre, according to The Montreal Gazette.
Gerard Coulombe, a senior partner at Montreal firm Lavery, de Billy and a former chairman of the board of now defunct Desjardins Ducharme, is a member of the board for National Bank of Canada.
Spanish banking giant Banco Santander also announced Tuesday that it had reached an agreement to take control of Poland’s Kredyt Bank by buying it from Brussels-based KBC Groep. The deal will create Poland’s third-largest lender, as Banco Santander plans to merge Kredyt with its own Bank Zachodni unit through a share exchange.
The combined Polish bank will have about 3.5 million retail customers, 900 branches, and a market value of roughly $6.7 billion, according to the Financial Times. Polish lawyer Andrzej Witkowski serves as the chairman of Kredyt Bank’s supervisory board, while White Case corporate partner Witold Jurcewicz in Warsaw is a member of the Bank Zachodni board.
Magic Circle firm Allen Overy and DLA Piper have landed lead advisory roles on the proposed merger for KBC and Banco Santander, respectively, according to U.K. publication Legal Week. The deal requires the approval of European antitrust regulators and Poland’s Financial Supervision Authority.
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