Weil counsels a number of regulated financial institutions, including domestic and foreign banks, thrift institutions, and holding companies in five main areas of expertise:

U.S. Regulatory Compliance

We represent clients before the Federal Reserve Board, the Office of the Comptroller of the Currency (OCC), the Federal Deposit Insurance Corporation (FDIC), the Treasury Department, and U.S. state banking departments. These matters include a range of complex and evolving filing and processing matters, as well as federal and state securities filings.  Our expertise includes compliance with, among others,  the following federal statutes and the regulations promulgated thereunder:

• Dodd-Frank Act
• Bank Holding Company Act
• Savings & Loan Holding Company Act
• National Bank Act
• Federal Deposit Insurance Act
• Federal Reserve Act
• Change in Bank Control Act
• Bank Merger Act
• International Banking Act

Financial Institutions M&A

Our financial institutions M&A practice is a key component of the Firm’s global Financial Services Group – housing one of the premier financial services M&A practices in the United States.  Our practice combines our Firm’s traditional strength in global M&A with a tight focus on financial institutions to provide the buyers and sellers of financial-industry assets – including private equity investors – with the legal know-how to complete vital transactions. We have participated in some of the most significant transactions in recent years, including novel purchases of consumer and commercial loan portfolios (including distressed debt), cross-border investments in state-owned banks, private equity investments in banks and thrifts, asset sales in FDIC auctions, negotiating government assistance programs, and the sale of business units out of bankruptcy.

With bank regulatory lawyers in Washington and New York, and M&A partners and associates resident in New York, Boston, Dallas, Providence, Silicon Valley, London, Paris, Frankfurt, Munich, Warsaw, Budapest, Prague, Hong Kong, Beijing, Shanghai, and Dubai and additional resources available in our other offices worldwide, we are able to provide true international deal execution and local law advice in many of the world’s key jurisdictions. We are experienced in the many aspects of an M&A transaction that are particular to purchasing or selling a regulated financial institution and/or portfolio of financial assets:

• due diligence requirements and issues
• understanding the characteristics of financial assets
• valuation and pricing methodologies
• economic risk allocation
• lease or loan servicing agreements
• navigating the regulatory process

Our lawyers are supported by attorneys from the firm’s consumer finance, tax, employee benefits, litigation, intellectual property and real estate practices, as required during the diligence and documentation stages of any transaction.

Corporate Governance

We provide advice to senior management, directors, and board committees on a wide range of corporate governance matters and issues relating to governance structure, operations, policies and best practices of financial institutions, officer and director liability, institutional risk management and conflicts of interest.  We work closely on these matters with our corporate governance attorneys who are widely considered among the leading practitioners in the field.

Employment

We provide advice to boards of directors and executive management on the sensitive employment issues that frequently arise in M&A transactions, regulatory enforcement actions, and insolvency matters. We are uniquely positioned to provide this advice, both because of the firm's involvement in some of the most high profile matters to have arisen over the past few years and because a counsel with the firm was Managing Director at Merrill Lynch for 12 years, where he headed the company's Employment Law Group and handled sensitive issues for that firm directly with the Merrill Lynch Board and executive management, including the termination of senior executives under a variety of circumstances and employment issues arising from the subprime crisis, the Enron criminal prosecutions, and the New York Attorney General research investigation.

Enforcement Actions and Litigation

We are able to provide advice to officers and directors of banks and thrifts on a wide variety of federal and state investigatory and enforcement matters, primarily concerning matters initiated by federal and state banking agencies.

Insolvency & Financial Distress

Our firm has an unparalleled depth of experience advising the management and owners of troubled financial institutions. We counsel clients in connection with informal negotiations and formal administrative proceedings by state regulators, the FDIC, the OCC, the Federal Reserve, and the OTS. We draw heavily on our restructuring colleagues’ substantive and negotiating skills to develop effective plans to address and resolve regulatory issues related to financial distress.

Some of our more notable representations include:

• Ongoing representation of Thomas H. Lee Partners, L.P. and its affiliates in the proposed acquisition of up to a 20.5% stake in Sterling Financial Corporation, the largest U.S. bank headquartered in the Pacific  Northwest.
• Financial advisor’s counsel in National City Corporation’s $5.2 billion acquisition by PNC Financial Services Group, Inc. and Wells Fargo’s $15.1 billion acquisition of Wachovia.
• Advent International in its $1.8 billion acquisition of a 51% stake in the processing solutions business of Fifth Third Bancorp through the establishment of a joint venture that values the new company, Fifth Third Processing Solutions, LLC, at approximately $2.35 billion.
• Washington Mutual, Inc. in connection with its chapter 11 case, the attendant issues between WMI and the FDIC, and the regulatory and legal proceedings relating to the circumstances leading to the seizure of Washington Mutual Bank by the Office of Thrift Supervision. 
• Kaupthing Bank hf, Iceland’s largest bank, in its chapter 15 proceedings in the U.S. and insolvency case in Iceland. Prior to the US filing, the District Court of Reykjavík issued an order approving Kaupthing’s application to reorganize and stay creditor actions under Iceland’s Bankruptcy Act.  This matter employs a cross-border team of attorneys from the U.S. and London offices.
• J.C. Flowers & Co. and funds advised by it in connection with a €1.25 billion acquisition of a stake in HSH Nordbank AG from WestLB, the first acquisition of shares by a private equity investor in a German public bank.