DealLawyers.com Blog

Last month, the Federal Deposit Insurance Corporation (FDIC) announced that it had approved a notice of proposed rulemaking to modernize and reform FDIC reviews of bank mergers under the Bank Merger Act (BMA). The announcement says:

Notable reforms under the proposed rule would include: accounting for credit unions and centrally booked deposits in the competitive effects analysis; establishing a letter filing process with “deemed approval” for “de minimis merger transactions;” tailoring other merger filing requirements to reduce burden and processing times; limiting and clarifying the FDIC’s discretion to remove a filing from expedited processing; and reforming the FDIC’s approach to evaluating the statutory factors under the BMA. More broadly, the proposed rule would impose discipline around timelines and modernize the framework to better reflect today’s banking environment.

This Simpson Thacher alert says that the proposal contemplates a “more structured and, in several respects, more transaction-facilitative approach, but that “the practical effect of the timing reforms will depend on agency discipline, particularly with respect to completeness determinations and follow-up information requests.” The alert notes “the DOJ, Federal Reserve and OCC have not indicated that they will align with the FDIC’s proposed framework, particularly with respect to competitive effects.”

Comments on the proposal are due 60 days from the date of publication in the Federal Register.

– Meredith Ervine