Overview

Thriving in a Fluctuating Environment

Experienced, knowledgeable and nimble legal counsel is a must-have if you want to excel in today’s financial institutions industry. With Schiff Hardin, our clients enjoy being “haves.” We help banks and other financial institutions navigate this legal landscape with confidence to achieve their strategic goals.

Banks and other financial institutions must both prepare for the unexpected and be ready to react immediately to changing circumstances when opportunities or challenges appear. That’s why Schiff Hardin’s capabilities and strengths are vital to our financial institutions clients. When it comes to the complex maze of legal issues financial institutions face, we know how to find the path through, quickly and effectively.

A Strategic Approach

We work hard to learn our financial institutions clients’ businesses, their competitive challenges, their goals and objectives, their people. We partner with our clients to help them define and understand the legal issues they face. We then work with them to devise and execute a best-fit solution. For our clients’ acquisition and strategic initiatives, we help them evaluate, negotiate and close the deal efficiently, but we also know there is life beyond the closing date; we help them integrate the new business into their on-going operations. Our deep understanding of our clients’ businesses, financial reporting and the industry in which they operate sets us apart. We earn new and repeat business because we are responsive and committed to exceptional client service as a strategic extension of our clients’ own operations.

Our Capabilities

Our Financial Institutions team has substantial experience in assisting clients with:

  • Mergers and acquisitions, including acquisitions of banks and bank holding companies, bank branches, loan portfolio acquisitions, acquisitions of asset management firms and broker-dealers, mortgage banking companies, and other specialty finance organizations   
  • Capital raising and capital planning strategies, including initial public offerings, private offerings of equity and debt securities, senior and subordinated notes, and other tools to strengthen and protect a bank’s capital
  • Compliance with the “alphabet soup” of federal and state banking rules and regulations, and with applicable securities industry laws, rules and regulations, including SROs
  • FDIC-assisted acquisitions and loss-share counseling, including early termination of loss-share contracts with the FDIC
  • Counseling publicly-traded financial institutions in ’33 Act and ’34 Act compliance and related corporate governance issues
  • Lending transactions, including commercial lending, mezzanine financing, holding company loans, project financing, loan workouts and restructurings
  • Corporate governance and board management, including anti-takeover planning
  • Formation of de novo banks and charter conversions
  • Employee benefits, ERISA and executive compensation
  • Labor and employment issues
  • Negotiating vendor agreements, strategic ventures and other material contracts
  • New product development
  • Trust company counseling, acquisition and disposition
  • Trust litigation

Focused on the Middle Market

Our sweet spot is financial institutions that serve the broadly defined middle market. These are native waters for us; we share with these institutions a keen sense of client service, a focus on efficiency and an ability to execute, just as they do with their bank customers and constituents. We serve as outside general counsel to smaller and mid-sized community bank organizations who are large enough to face increasingly complex business and regulatory challenges, but not so large where they need to staff up an internal legal team; we help them make that equation work. And we are particularly adept at partnering with the in-house team of our larger financial institution clients, serving as an extension of the organization’s legal function, to help the general counsel best represent his or her “client,” i.e., management and the board. We draw on the deep experience and resources of multiple practice areas across our entire firm to serve our clients, whatever sized institution they may be, in a customized, scaled way. We employ a disciplined and efficient “one-team” approach with dedicated groups of attorneys for each client. These teams gain substantial institutional knowledge about each client’s particular needs and way of doing things.  That way we don’t have to reinvent the wheel on new matters, and we can hit the ground running on virtually any new project. 

Comprehensive Services and Firmwide Resources

Our Financial Institutions team brings together experienced attorneys from numerous practice areas to serve our clients in virtually all areas they require, including:

  • Mergers, Acquisitions and Other Expansion Activities
  • Financial Institution Regulatory and Enforcement Matters
  • Bank Restructuring and Recapitalization
  • SEC Compliance and Public Markets
  • Securities and Market Regulation
  • Commercial Litigation, including Enforcement of Creditors’ Rights
  • Credit and Lending
  • Bank Debt
  • Trust and Fiduciary Activities, including Trust Litigation
  • Internet and e-Commerce
  • New Business Activities