Financial Institutions

Financial Institutions

Why Bracewell?

“They did a good job, pulling in the proper expertise within the organization at the appropriate times and ensuring that we understood the legal issues and ramifications.” – Chambers USA “high-caliber group that counts a range of Fortune 500 firms in its client base” – Chambers USA 2020 “high-caliber group that counts a range of Fortune 500 firms in its client base” – Chambers USA 2020 “high-caliber group that counts a range of Fortune 500 firms in its client base” – Chambers USA 2020 “high-caliber group that counts a range of Fortune 500 firms in its client base” – Chambers USA 2020 “high-caliber group that counts a range of Fortune 500 firms in its client base” – Chambers USA 2020

• Preeminent financial institutions practice

• Over 70 years of community banking experience

• Deep bench of experienced banking, capital markets and M&A lawyers

• Subject matter specialists support our banking team

• Highly responsive and proactive client service

• Texas-based with locations in Houston, Dallas, Austin and San Antonio

2003–2020 Chambers USA Texas Banking & Finance Band 1 ranking

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Mergers and Acquisitions

#1

#3 #5

Deal Value 2019

in Texas

in Southwest

in Nation

acquired

merged with

merged with

Legacy Texas Financial Group $2.1 billion Bracewell advised Prosperity Bancshares, Inc.

$470 million Bracewell advised Merchant’s Choice Payment Solutions

$353 million Bracewell advised Allegiance Bancshares, Inc.

acquired a branch of

merged with

merged with

MC Bancshares, Inc.

IBT Bancorp, Inc

$20.5 million Bracewell advised Veritex Holdings, Inc.

Bracewell advised CommunityBank of Texas

Bracewell represented Golden Bank

sale of its asset-based lending and equipment finance lending businesses to

acquired

merged with

$9.5 billion of loan commitments Bracewell advised Wells Fargo

Bracewell advised Post Oak Bank

Bracewell advised Woodforest National Bank

acquired

acquired a branch of

acquired

Drive Financial Services now Santander Consumer USA

$636 Million Bracewell advised Banco Santander

Bracewell represented Allegiance Bancshares, Inc.

$144 million Bracewell advised seller

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Mergers and Acquisitions (continued)

merged with

merged with

Tradition Bancshares, Inc. $72 million Bracewell advised Prosperity Bancshares, Inc.

College Savings Bank

sale of branch to First National Bank Bracewell advised Tejas Bank

$40 million Bracewell advised NexBank

merged with

merged with

merged with Northern Bancshares Inc. Bracewell advised AmeriBancshares Inc.

Bracewell advised Vision Bank Texas

Bracewell advised Post Oak Bank

merged with

merged with

merged with

Farmers & Merchants Bancshares Inc.

Community Bancshares of New Mexico, Inc.

Bracewell advised Community Bancshares of New Mexico, Inc.

Bracewell advised Allegiance Bancshares, Inc.

Bracewell advised Park Cities Financial Group

Bank Holding Company Bankruptcies and Distressed Mergers and Acquisitions

Rogers Bancshares, Inc.

Park Cities Financial Group bankruptcy and sale of Park Cities Bank to Olney Bancshares of Texas, Inc.

bankruptcy and sale of Metropolitan National Bank to

purchase and assumption agreement with FDIC, receiver of

Bracewell advised Prosperity Bank

Bracewell advised Park Cities Financial Group

Bracewell advised Rogers Bancshares, Inc.

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Initial Public Offerings

#1

#3

Number of Deals Southwest Region

last 10 years

last 5 years

$65,000,000

$42,000,000

$62,800,000

Initial Public Offering Underwriters’ Counsel

Initial Public Offering Underwriters’ Counsel

Initial Public Offering Issuer’s Counsel

$70,000,000

$96,000,000

$35,000,000

Initial Public Offering Underwriters’ Counsel

Initial Public Offering Underwriters’ Counsel

Initial Public Offering Issuer’s Counsel

Follow-on Equity Offerings

$69,750,000

$8,200,000

$150,000,000

$45,600,000

Equity Offering Underwriters’ Counsel

Equity Offering Underwriters’ Counsel

Equity Offering Issuer’s Counsel

Equity Offering Underwriters’ Counsel

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Subordinated Debt Offerings

$125,000,000

$125,000,000

$60,000,000

Subordinated Notes Offering Issuer’s Counsel

Subordinated Notes Offering Issuer’s Counsel

Subordinated Notes Offering Underwriters’ Counsel

$75,000,000

$45,000,000

$40,000,000

Subordinated Notes Offering Underwriters’ Counsel

Subordinated Notes Offering Underwriters’ Counsel

Subordinated Notes Offering Issuer’s Counsel

$65,000,000

$175,000,000

$35,000,000

Subordinated Notes Offering Underwriters’ Counsel

Subordinated Notes Offering Issuer’s Counsel

Subordinated Notes Offering Underwriters’ Counsel

Private Placements

$19,500,000

$19,000,000

$20,000,000

Equity Offering Issuer’s Counsel

Equity Offering Issuer’s Counsel

Equity Offering Issuer’s Counsel

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Lending

$85,000,000

$161,000,000

Amendment to Revolving Credit Facility to an E&P Company Lender’s Counsel

Secured Revolving Credit Facility to an Energy Company Lender’s Counsel

Term Loan A Credit Facility to a Beer Distributer Lender’s Counsel

$100,000,000

$1,000,000,000

$125,000,000

Senior Revolving Credit Facility to an Oil and Gas Exploration Company Lender’s Counsel

Reserve Based Revolving Credit facility to AEPB Acquisition Company, LLC Lender’s Counsel

Senior Revolving Credit Facility to a Sand Producer and Supplier Lender’s Counsel

Loan Restructurings

$2,800,000,000

$900,000,000

$35,000,000

Chapter 11 Restructuring Transaction for

Chapter 11 Restructuring Transaction for

Chapter 11 Restructuring Transaction for

Bracewell advised Credit Agricole, as agent to revolving DIP lenders

Bracewell advised Wells Fargo, as agent to revolving DIP lenders

Bracewell advised Bank of Oklahoma, as agent to revolving DIP lenders

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Capital Markets, M&A and Bank Regulatory

William S. Anderson Partner, Houston

Troy L. Harder Partner, Houston

Jason M. Jean Partner, Houston

Josh T. McNulty Partner, Dallas

Robert L. Clarke Of Counsel, Houston

Ian R. Brown Counsel, Dallas

Shannon Baldwin Associate, Houston

Caroline E. Ellis Associate, Houston

Jay N. Larry Associate, Houston

KathyWitty Medford Associate, Houston

Kate Barrington McGregor Associate, Houston

Tax

Real Estate

Steven J. Lorch Partner, New York

Elizabeth L. McGinley Partner, New York

K. Brock Bailey Partner, Dallas

Aaron P. Roffwarg Partner, Houston

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Labor and Employment

Employee Benefits

Rebecca L. Baker Partner, Houston

Amy Karff Halevy Partner, Houston

Matthew B. Grunert Partner, Houston

Scott C. Sanders Partner, Houston

Antitrust/Competition

Environmental

Daniel E. Hemli Partner, New York

Jacqueline R. Java Counsel, Washington, DC

Jason B. Hutt Partner, Washington, DC

Timothy A. Wilkins Managing Partner, Austin

Lending

Heather L. Brown Partner, Houston

Jeris Diana Brunette Partner, New York

Kate H. Day Partner, Houston

Dewey Gonsoulin Partner, Houston

Rebecca Keep Partner, New York

Robin J. Miles Partner, New York

Christopher D. Olive Partner, Dallas

Stephanie Koo Song Partner, Houston

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Litigation and Government Investigations

W. Stephen Benesh Partner, Austin

David J. Ball Partner, New York

Daniel S. Connolly Managing Partner, New York

Nancy McEvily Davis Partner, Houston

Christopher L. Dodson Partner, Houston

Bryan S. Dumesnil Partner, Houston

Rachel B. Goldman Partner, New York

Matthew G. Nielsen Partner, Dallas

Phillip L. Sampson Jr. Partner, Houston

David A. Shargel Partner, New York

Insurance Recovery

Cyber Preparedness and Incident Response

Vincent E. Morgan Partner, Houston

Philip J. Bezanson Managing Partner, Seattle

Kevin D. Collins Partner, Austin

Restructuring and Work Outs

Jason G. Cohen Partner, Houston

William A. Wood III Partner, Houston

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Labor and Employment

Jeffrey B. Andrews Partner, Houston

Policy Resolution Group, Government Relations and Crisis Communication

E. Dee Martin Partner, Washington, DC

Paul Nathanson Partner, Washington, DC

Scott H. Segal Partner, Washington, DC

Joshua C. Zive Senior Principal, Washington, DC

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