The Firm’s banking practice covers regulatory, general corporate and transactional matters. Corporate finance complements the bank lending aspect of the banking practice. In addition, other departments provide a wide range of services to both domestic and international banking clients, including tax structuring and planning, employee benefits, real estate, bankruptcy, litigation and trusts and estates.

In the general corporate banking area, the Firm has been retained by domestic and international banking and non-banking entities to provide general advice and assistance with respect to ongoing banking and finance compliance issues, corporate upkeep, review and development of bank documentation, securities questions and other matters.

Our bank regulatory practice involves the representation of both domestic and international bank and non-bank clients before U.S. bank regulatory agencies, including the Board of Governors of the Federal Reserve System and of numerous regional Federal Reserve Banks, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation and the Banking Departments of New York State and other states within the United States. This representation involves the preparation and filing of applications for de novo or expanded banking and non-banking activities, applications for the formation of bank and non-bank entities (including brokerage and financing subsidiaries, credit card banks, branches, agencies, representative offices and trust companies), merger applications, change of control applications and compliance reports.

Our regulatory representation also includes the organization and formation of bank and non-bank entities and extensive consultation with regulatory authorities relating to structuring and regulatory issues of bank and non-bank entities to facilitate their U.S. and non-U.S. activities. In addition, the Firm has often been called upon to initiate discussions with regulatory authorities on behalf of international banks seeking an initial presence in the United States.

With respect to regulatory matters, the Firm has represented and advised, among others, Lloyds Bank Plc, Standard Chartered Bank, Midland Bank Plc, Banco Bilbao-Vizcaya, S.A., Corporación Bancarria de España, S.A., Banco Exterior de España, S.A. and Bancomer, S.A. In the transactional arena, the Firm has engaged in a broad range of transactions for banking clients, including extensive capital markets work, investment management transactions, privatizations, acquisitions, mergers, swaps, repurchase transactions and financings.

The Firm’s transactional work on behalf of banking clients has included:

• Representation of the Federal Deposit Insurance Corporation in connection with the receivership of Hamilton Bank, NA.
• Representation of a Spanish bank in connection with its participation in the financing of the purchasing group in the privatization of a Latin American airline.
• Representation of a Middle Eastern multilateral development bank in connection with the preparation and negotiation of loan documentation and rescheduling matters.
• Representation of a French financial institution in connection with the acquisition of the international film library of a U.K.-based company.
• Representation of a U.K. bank in connection with the sale of its U.S. asset-based financing subsidiary to a U.S. national bank.
• Representation of a U.K. bank in the purchase of a California banking subsidiary from a U.S. bank holding company and the sale of that subsidiary to a major Japanese banking corporation through a reverse merger.
• Representation of a subsidiary of a U.K. bank in connection with its purchase of a U.S.-based factoring company and the ultimate sale of the factoring company to a U.S.-based financial corporation.
• Representation of a Spanish bank in connection with its acquisition of a majority interest in a bank in Puerto Rico and in its acquisition of branches of a Canadian bank located in Puerto Rico.
• Representation of a foreign bank holding company in connection with its acquisition of a minority interest in a U.S. bank holding company.
• Representation of a U.S. bank holding company in connection with its acquisition of a Massachusetts-based software company through use of negotiated purchase, tender offer and reverse merger.
• Representation of the U.S. mortgage banking subsidiary of a U.K. bank in connection with the sale of its mortgage servicing portfolio.
• Representation of a Spanish bank in connection with its acquisition of a bank in Mexico.