The Securities and Exchange Commission recently adopted amendments that further modernize and simplify the disclosure requirements for filings submitted to the SEC. The attached newsletter provides a review of certain changes resulting from these amendments.
Read More...Jeff Cardone presented at the Independent Bankers Association of New York State 2019 Directors Conference on April 16 and April 17. The presentation titled “Considering Capital and M&A in the Strategic Plan.” The presentation focused on how M&A and capital alternatives fit into the Board’s strategic plan and discussed key considerations with respect to raising capital and M&A transactions, including the new capital rules and framework under the Regulatory Relief Act, critical elements of a successful M&A transaction and compensation issues.
Read More...On April 9, 2019, Beverly Financial, MHC, Beverly, Massachusetts, the holding company for Beverly Bank, and North Shore Bancorp, Peabody, Massachusetts, the holding company for North Shore Bank, announced a definitive merger agreement pursuant to which Beverly will merge with and into North Shore.
Read More...On April 3, 2019, Heritage Bancorp, Reno, Nevada, the holding company for Heritage Bank of Nevada, and Glacier Bancorp, Inc., Kalispell, Montana, the holding company for Glacier Bank, announced a definitive merger agreement pursuant to which Heritage will merge with and into Glacier, with Glacier as the resulting company.
Read More...Thomas P. Hutton presented, together with Fabrizio D’Uva of Pentegra, at the North Carolina Bankers Association 2019 Bank Directors Assembly on March 11, 2019. The presentation, entitled Lesser Known Issues in M&A Due Diligence and Transactions, focused on some of the lesser known issues that have become very important in mergers and acquisitions. These issues Include the “transfer for value” associated with Bank Owned Life Insurance and the possible tax issues for entities that acquire BOLI, compensation payments (including severance and supplemental benefits) that may no longer be deductible for tax purposes after the revisions to Internal Revenue Code Section 162(m) and the entry of credit unions into the M&A market for small banks.
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