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Banking & Financial Institutions

Banking & Financial Institutions Overview

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Our Banking & Financial Institutions Practice Group is uniquely qualified to help banks and other financial services companies succeed in a complex and rapidly evolving industry.

Whether a day-to-day regulatory, compliance or operational matter, or an acquisition or other strategic transaction, our Banking & Financial Institutions Practice Group has the resources, depth and expertise to handle a wide range of issues for our financial services clients. We have one of the largest bank regulatory practices in the country, and our attorneys have practical hands-on experience and knowledge of the industry, allowing us to strike a careful balance between the needs of the business against the legal challenges that our clients face every day.

Mergers & Acquisitions, Branch and Other Transactions

Godfrey & Kahn consistently has been ranked as one of the leading firms in Wisconsin, the Midwest and the U.S. for bank transactions, including mergers and acquisitions, branch and other asset transactions, reorganizations, and de novo charters. Our clients range from large publicly traded bank holding companies to regional and local community banks, as well as individual investors and shareholder groups. We've represented financial institution clients in negotiating more than 75 mergers, acquisitions, asset purchases and branch purchases and sales, totaling more than $10 billion in acquisition consideration. 

We have significant expertise in structuring and negotiating transactions, including providing strategies for dealing with complex securities, tax, regulatory, antitrust and executive compensation issues. In addition to traditional bank transactional work, we have structured cross-industry acquisitions, strategic alliances, marketing agreements and joint ventures among banks, thrifts, fintech companies, trust companies, mortgage companies, insurance companies, mutual fund groups and securities firms.

We also have assisted clients with the sale of portfolios of performing and non-performing commercial and residential loan portfolios. Our attorneys have extensive experience and knowledge of the structured and real estate loan products offered on the secondary market. The sale of distressed assets is particularly complex, and our team draws on the collective knowledge of other practice groups at Godfrey & Kahn, including real estate, environmental, litigation and bankruptcy and restructuring.

Corporate Finance and Securities

We have been corporate and securities counsel for a substantial number of publicly traded, SEC-reporting bank holding companies. Our attorneys represent financial institutions in public offerings and private placements of common stock, bank notes, medium term notes, subordinated debt, commercial paper, securities issued in connection with mergers, asset-backed securitization transactions, REIT-related preferred stock financings, and redemptions and share exchanges.

We handle all types of stock purchase transactions and corporate reorganizations, including bank conversions to Subchapter S status, conversions to LLC status and mutual-to-stock conversions. We have represented clients in numerous venture capital investments and in the sales and distribution of variable rate annuities and other insurance products such as bank-owned life insurance.

We have represented bank holding companies in transitioning from publicly traded to private status with the Securities and Exchange Commission, and we counsel a variety of publicly held financial institutions with respect to the requirements under securities laws, including, among others, the Sarbanes-Oxley Act of 2002 and the Dodd-Frank Wall Street Reform and Consumer Protection Act. We have substantial experience in corporate governance matters, including organizational structure, audit committees, executive contracts and compensation, stock option and incentive plans, and shareholder relations.

Regulatory and Compliance

We routinely advise clients on a wide array of regulatory and compliance matters, including consumer compliance, fair lending and anti-money laundering, along with general banking laws and regulations, such as dividend and capital restrictions, affiliate and insider transactions, lending limit restrictions, management interlocks, equity investments and merchant banking restrictions. We also advise clients on data use, privacy, data breach and cyber security issues.

We work extensively with state and federal banking regulators, and we have a sophisticated and unique perspective with regard to examination matters and both informal and formal regulatory enforcement actions. We routinely counsel individuals and financial institutions subject to enforcement actions, and we have successfully negotiated reductions in enforcement actions on behalf of our clients. Our attorneys also assist financial institutions in complying with the terms of enforcement actions.

Strategic Planning and Business Line Support

We often assist clients and their boards of directors with strategic planning and development and with implementing shareholder management strategies.

Several of our attorneys have worked at financial institutions or bank regulatory agencies and we are able to draw on this experience to support the line of business. We understand and are familiar with the operational issues that arise on a daily basis, and we know how to resolve these matters practically and efficiently. We routinely work with clients to create, structure and implement new products and services, and support existing product lines, including retail and commercial banking, treasury management, and payment systems. We also have substantial expertise in the review, negotiation and drafting of contracts, including data processing and outsourcing agreements, licensing and technology agreements, and service and vendor contracts.  

Benjamin Clarke

Clarke, Benjamin J.

Associate
Milwaukee
414.287.9328414.287.9328
Thomas Homberg

Homberg, Thomas R.

Shareholder
Milwaukee
414.287.9429414.287.9429
Jason Kuwayama

Kuwayama, Jason E.

Shareholder
Milwaukee
414.287.9278414.287.9278
Richard Marcus

Marcus, Richard S.

Shareholder
Milwaukee
414.287.9640414.287.9640
Patrick Murphy

Murphy, Patrick S.

Shareholder
Milwaukee
414.287.9222414.287.9222
Andrew Spillane

Spillane, Andrew F.

Associate
Milwaukee
414.287.9351414.287.9351
Peter Wilder

Wilder, Peter

Shareholder
Milwaukee
414.287.9609414.287.9609

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