Developing Effective M&A Strategies: Practical Guide for Banks in 2016
With the intensified rivalry among banks and their persistent pursuit of business growth, mergers and acquisitions have thrived during the current challenging and unprecedented economic environment. According to a data provider, M&A volume has reached its highest level in 2015 with $4.304 trillion, beating its previous record of $4.296 trillion in 2007. Should this heady pace continue in the coming years, it is imperative for US financial institutions, private equity firms and other investors to exercise due diligence and develop effective M&A strategies to mitigate common risks and pitfalls associated with these transactions.
In this two-hour LIVE Webcast, a panel of distinguished professionals and thought leaders assembled by The Knowledge Group will provide the audience with an in-depth discussion of merger and acquisition activities and will help them understand the important aspects of this significant topic. Speakers will also offer best practices in developing and implementing effective M&A strategies and ensuring compliance with applicable laws.
Key issues that will be covered in this course are:
- Recent Trends and Opportunities
- Possible Implications to Banks and Other Industry Sectors
- Key Considerations in Making M&A Deals
- Regulatory Challenges and Hurdles
- Common Risks and Pitfalls Associated with M&A Transactions
- Effective M&A Strategies
- Best Practices for Compliance/Due Diligence
- The People Side of a Merger
Shawn Stewart, Partner, Business Advisory Services
Grant Thornton LLP
- Introduction (with brief overview of what we will be covering and orientation as to how we plan to cover the topic from a timeline/sequence perspective for a normal deal)
Seth A. Winter, Attorney
Troutman Sanders LLP
- Negotiation of investment banker engagement letters
- Using form M&A agreements during preliminary diligence and bidding
- Avoiding regulatory hurdles to closing (e.g., CRA, BSA, cybersecurity)
- M&A negotiations and related public disclosures
Patrick A. Tuley, Tax Partner
Porter Keadle Moore
- Realization of deferred tax benefits in a transaction
- Tax rules limiting loss carryforwards and other deductions post acquisition
- Employment Agreements and Supplemental Compensation plans and potential tax issues
- Use of contingent consideration as a means to bridge the gap between buyers and sellers
- Key due diligence areas to address
- Post transaction integration planning
Robert J. Gavigan, Partner
Cohen & Gresser LLP
Effective M&A Strategies: Role of the Board of Directors
Key M&A Considerations in General and How They Differ in the Banking Context
- Deal structures
- Representations and Warranties
- Deal Protection Measures
- Bridging the bid/ask purchase price gap
- Indemnity/escrow/representation and warranty insurance
- Purchase prices adjustments and earn-outs
Kim Hocutt, Director
- Cultural Assessment and Transformation
- Talent Retention
- Customer and Associate Impact Assessment
- Associate Readiness and Training
- Customer Communications
Shawn Stewart, Partner, Business Advisory Services, Grant Thornton LLP
- Merger Integration (Post Deal)
- Change Management
- Integration of Process, and Technology (People is covered before my segment by Kim so I won’t cover people)
- Alignment of Internal Control (e.g. FDICIA, SOX, Compliance Controls)
- Resolution of any outstanding or potential regulatory matters (e.g. UDAAP, CFPB)
Who Should Attend:
- Banking & Finance Lawyers
- M&A and Related Lawyers
- M&A Investment Bankers
- Senior Management and Board Members
- Chief Executive Officers
- Chief Financial Officers
- Third Party Administrators
- Business Development Managers
- Multinational Companies
- Private Companies
- Other Interested and Related Professionals
Kim Hocutt is a director in KPMG LLP’s Operations Risk service network with over 30 years of experience directly in and supporting the financial services industry. Kim specializes in transition management of mergers and acquisitions, integrations and divestitures/separations. She also focuses on program/project management, retail banking, operations, technology, risk management, outsourcing and off-shoring, systems and process training, and customer experience and loyalty.
Kim’s transition management experience is primarily post-announcement integration ranging from current environment assessment and target operating model design through customer communication/associate training, command center process implementation and conversion support.
Kim Hocutt is a director in KPMG LLP’s Operations Risk service network with over 30 years of experience directly in …
Shawn Stewart is a partner in Grant Thornton’s Business Advisory Services practice. Based in Los Angeles, he has more than 18 years of experience and provides process design, internal audit, risk consulting, IT consulting, regulatory compliance, and M&A services to financial services clients. Other industry experience includes consumer and industrial products, technology, manufacturing, aerospace and defense, real estate, and not-for-profit. Areas of focus include SAS 65, SAS 70, SAS 99, COSO/COBIT framework implementation, Gramm-Leach-Bliley, HIPAA, information privacy regulations, and Rules 38a-1& 206(4)-7 to establish compliance programs for investment companies and investment advisers. He was previously with Deloitte & Touche and Capital Group Companies/American Funds.
Shawn Stewart is a partner in Grant Thornton’s Business Advisory Services practice. Based in Los Angeles, he has more than …
Seth Winter is an associate at Troutman Sanders in the Financial Institutions section. His practice focuses on the representation of publicly-traded companies, banks and bank holding companies on corporate law, securities law and regulatory matters. Seth represents numerous public companies with respect to periodic and current public disclosure obligations, corporate governance issues, annual and special meetings of shareholders, securities exchange listing and compliance issues, and equity and debt offerings. He also has substantial experience in the representation of financial institutions in mergers and acquisitions, including bank mergers and acquisitions of non-bank institutions. He advises state-chartered and nationally chartered community banks on a variety of regulatory, compliance and corporate governance issues, and in connection with regulatory applications to federal and state banking regulators, including applications related to organic and M&A growth.
Seth Winter is an associate at Troutman Sanders in the Financial Institutions section. His practice focuses on the representation of …
Pat has over 30 years of experience in public accounting. He has led PKM’s tax practice since 2003. Prior to that, Pat was a partner with KPMG. His experience includes leadership positions in both the Federal Tax Practice, and the State and Local Tax Practice. He has worked with clients ranging from individuals to international Fortune 50 companies in federal, state and local tax compliance. Pat holds a Bachelor of Science Business Administration degree with an emphasis in Accounting from the University of Missouri, St. Louis. Pat is active in the banking, real estate and technology industries, serving numerous clients across the Southeast. He has served as Chairman on the Tax Committee for Allinial Global, (formerly PKF NA) and is a member of the AICPA and Georgia Society of CPAs.
Pat has over 30 years of experience in public accounting. He has led PKM’s tax practice since 2003. Prior to …
Robert Gavigan is a Corporate partner at Cohen & Gresser LLP, where he focuses on mergers and acquisitions, corporate law and corporate finance. He advises clients involved in mergers and acquisitions and complex financial matters, including secured and unsecured loan financings, venture capital investments, private placements, complex commercial joint ventures and alliances, and general corporate counseling. He is a graduate of Georgetown University Law Center, where he was an Article Editor of the Georgetown International Environmental Law Review. Prior to law school, Bob spent more than a decade working in the oil and gas business in the Middle East, North Africa, the Asia-Pacific region, and South America in various petroleum engineering and management positions.
Robert Gavigan is a Corporate partner at Cohen & Gresser LLP, where he focuses on mergers and acquisitions, corporate law …
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About KPMG LLP
KPMG LLP, the audit, tax and advisory firm (www.kpmg.com/us), is the U.S. member firm of KPMG International Cooperative (“KPMG International”). KPMG International’s member firms have 174,000 professionals, including more than 9,000 partners, in 155 countries
“KPMG’s Trademarks are the sole property of KPMG LLP and their use here does not imply auditing by or endorsement of KPMG LLP or any of its member firms.”
About Grant Thornton LLP
Grant Thornton LLP is the U.S. member firm of Grant Thornton International Ltd, one of the world’s leading organizations of independent audit, tax and advisory firms. We help dynamic organizations grow by providing meaningful, actionable insights for privately owned, publicly listed and public sector clients. We are proactive on Capitol Hill, sharing policy briefs with members of Congress, industry insights at hearings and practical solutions with committees — advocating for responsible legislation and regulations that allow companies to reach their full potential. Through initiatives such as Experience Green for the environment and Supplier Diversity for economic development opportunities, we demonstrate our commitment to corporate social responsibility.
About Troutman Sanders LLP
Founded in 1897, Troutman Sanders LLP is an international law firm with more than 600 lawyers practicing in offices located throughout the United States and Asia. The firm’s clients range from large multinational corporations to individual entrepreneurs and reflect virtually every sector and industry. The firm’s heritage of extensive experience, exceptional responsiveness and an unwavering commitment to service has resulted in strong, long-standing relationships with clients across the globe. In recognition of the firm’s strong service culture, Troutman Sanders has been on the BTI Client Service A-Team for 11 consecutive years.
About Porter Keadle Moore
Founded in 1977, Porter Keadle Moore (PKM) currently represents leading public and private companies in the financial, insurance, technology and small business industries, while maintaining a strong commitment to our heritage of serving community banks. At PKM, we provide holistic and growth-driven financial solutions built around understanding clients’ business challenges, not just their accounting issues. We develop deep relationships with our clients over years, so that working together is a positive and “always accretive” experience for both parties.
About Cohen & Gresser LLP
Cohen & Gresser is an international law firm with offices in New York, Paris, and Seoul. We represent clients in complex litigation and corporate transactions throughout the world. Founded in 2002, Cohen & Gresser LLP has been recognized in Chambers USA, Legal 500, and Benchmark Litigation, and has grown to nearly sixty lawyers in six practice areas: Litigation and Arbitration, Intellectual Property and Technology, White Collar Defense, Corporate, Tax, and Employment Law.