8:15 a.m. – 10:15 a.m.
Workshops (select one)
(1) M&A Simulation
-Jeffrey Brand, Principal, Keefe Bruyette & Woods Inc.
-Stephen M. Klein, Attorney, Graham & Dunn P.C.
-Jeffrey Wishner, Managing Director, Keefe Bruyette & Woods Inc.
With limited resources (financial and human), acquirers need to prioritize and plan ahead to get the most bang for their buck. Join expert industry advisers in a hands-on interactive exercise where participants will role-play an acquisition scenario featuring a board of directors deciding between doing an FDIC-assisted acquisition or a conventional bank acquisition. This exercise will simulate the financial, legal, and social challenges and decisions facing an acquirer’s management team and board of directors in today’s M&A environment. Bank valuation, offer analysis, and the ever-present social issues make for an educational and lifelike learning experience. This session will be limited to 42 participants!
(2) Acquisition Opportunities for Failed Bank Franchises and Assets
-Craig Mancinotti, Managing Director & Principal, Austin Associates LLC
-Richard F. Maroney Jr., Managing Director & Principal, Austin Associates LLC
-C. Robert Monroe, Chairman, Financial Services Division, Stinson Morrison Hecker LLP
2009 has been a busy year for bank failures, and 2010 could follow suit. Yet, one bank’s failure equals another bank’s opportunity. This workshop will provide an in-depth discussion on acquisition opportunities for failed bank franchises and assets, including:
- Process of bidding on failed banks;
- Analytics of buying failed banks, such as whole bank, P&A, loss sharing, etc.;
- Asset acquisition opportunities, such as pricing, analytics on loans/pools of loans;
- Legal aspects of buying failed banks
(3) Developing Trends in M&A and Non-Traditional Capital Generation for Capital Starved Community Banks
-Joseph M. Harenza, CEO & Senior Managing Director, Griffin Financial Group
-Mark R. McCollom, Senior Managing Director, Griffin Financial Group
-Samuel A. McCullough, President, Griffin Holdings
This workshop will address M&A opportunities for capital-needy community banks. Participants will discuss various options, such as:
- Mergers of equals including an evaluation of pricing, accounting, and other barriers in the current environment;
- Potential structured transactions with financial and strategic sources, which may result in both capital and enhanced yield on earning assets; and
- Cash infusion transactions by both traditional and non-traditional investors, private equity, hedge fund, strategic and de novo investors.
10:20 a.m. – 11:50 a.m.
What Bank Boards and CEOs Need to Know in 2010
-John E. Freechack, Chair, Barack Ferrazzano Financial Institutions Group
-Allen G. Laufenberg, Managing Director, Stifel, Nicolaus & Company, Inc.
What does the new year have in store for the financial services industry? New regulations, trends, market changes…find out the top issues that should be on your board agenda in 2010.
Noon – 1:00 p.m.
Lunch
sponsored by 
1:00 p.m. – 1:10 p.m.
Welcome
-Jack Milligan, Associate Publisher & Group Manager, Bank Director magazine
1:10 p.m. - 2:05 p.m.
Your Bank’s Worth – Today and Tomorrow
-Curtis Carpenter, Managing Director, Sheshunoff & Co. Investment Banking
Attendees will gain a better understanding of how the market has changed, major value drivers, trends in the highest-priced transactions, and where their bank fits into the mix.
2:05 p.m. - 3:00 p.m.
Bankers Panel: Growing out of a Down Cycle
-Gerard P. Cuddy, President & CEO, Beneficial Bank
-Claude E. Davis, President & CEO, First Financial Bancorp
Hear from two CEOs who have achieved very admirable results for their respective institutions despite challenging times for the financial services industry. They will share their philosophies and methods for profitably growing their institutions in competitive environments.
3:00 p.m. - 3:20 p.m.
Refreshment Break
sponsored by 
3:20 p.m. - 4:10 p.m.
Keynote Address: Financial Crisis Causes and Long-Term Cures
-John A. Allison, Chairman, BB&T Corporation
How did we get here and how do we fix the problems? Hear from one of the industry’s most respected leaders. John Allison served as CEO of BB&T Corp. from 1989 to 2008, helping grow the institution from a local bank into a regional powerhouse that has weathered the economic crisis much better than many of its troubled rivals.
4:15 p.m. – 5:10 p.m.
Breakouts (select one)
(1) *Director Track
Lessons Learned From Diligence and Reverse Diligence Engagements
- Dan Shumovich, Managing Director, RSM McGladrey
This session will cover primary lessons learned and key considerations for both buyer and sellers. Participants will discuss tactical approaches used to conduct effective diligence, as well as substantive matters of attention.
(2) An Update on the FDIC Resolution Process and its Effects on Bank Consolidation
-Mark C. Kanaly, Partner, Alston & Bird LLP
-Dwight C. Smith III, Partner, Alston & Bird LLP
This breakout will review the FDIC's resolution practices over the past year, particularly including loss-sharing agreements with acquirers and the new policy statement on private equity investments. Participants will then discuss the pros and cons of the FDIC practices for existing bank acquirers and for new entrants to the banking industry, and strategic opportunities for banks to take advantage of the current environment.
(3) Creative Strategies to Strengthen Your Bank’s Capital Position
-Erik van Nispen, Managing Director & Group Head of Financial Institutions, BMO Capital Markets
Capital is a significant driver of value in the current environment, yet the capital markets remain highly selective and are not a viable option for many banks seeking to strengthen their balance sheets. This session will look at alternative methods for improving the capital position of your bank.
5:30 p.m. - 6:30 p.m.
Welcoming Reception
sponsored by 
Monday, February 1
7:00 a.m. - 8:00 a.m.
Breakfast
sponsored by 
8:00 a.m. - 8:05 a.m.
Opening Remarks
-TK Kerstetter, President & CEO, Board Member Inc. / Bank Director magazine
8:05 a.m. – 8:55 a.m.
The Future of the Financial Services Industry
-Nancy A. Bush, Independent Analyst, NAB Research LLC
-Robert Clarke, Former Comptroller of the Currency
Bank boards have been dealt an interesting hand this year. What events from 2009 will have the greatest impact on the financial services industry? And what challenges, changes, and opportunities can the banking industry expect in 2010 and beyond? Don’t miss the opportunity to hear from two knowledgeable banking veterans.
8:55 a.m. - 9:45 a.m.
Responding to Current Banking Trends
-John G. Duffy, Chairman & CEO, Keefe, Bruyette & Woods Inc.
One of the financial services industry’s most respected advisers reviews the strategic challenges and operating conditions for banks across the country.
9:45 a.m. – 10:00 a.m.
Audience Response Survey
sponsored by 
An audience favorite! We once again ask attendees to sort out the emerging trends in the banking industry. Don’t miss the chance to express your opinions through their individual automated response keypads. The results will be analyzed and discussed throughout the conference.
10:00 a.m. - 10:20 a.m.
Refreshment Break
sponsored by 
10:20 a.m. -11:10 a.m.
Capital Management Issues in M&A: Alternatives for Public, Private, and Closely Held Banks
-William F. Hickey, Principal, Sandler O’Neill + Partners, L.P.
This interactive presentation will examine how various capital raising techniques will aid companies in their M&A strategies.
11:15 a.m. - 12:05 p.m.
Breakouts (select one)
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(1) Important Valuation Issues for Banks in 2010
-Andrew K. Gibbs, CFA, CPA/ABV, Senior Vice President, Mercer Capital
The problems in the banking industry, coupled with the responses to these problems by banks and regulators, have created an unusually complex environment for determining the value of a financial institution. This session will look at recent and emerging issues affecting the value of financial institutions, both privately held and publicly traded. Novel issues affecting the value of financial institutions include the impact of loss-sharing arrangements with the FDIC and strategies to redeem Capital Purchase Program preferred stock, while ongoing valuation issues include those related to loan and securities portfolio quality.
(2) Bank Bidder Partnerships with Private Investors
-Douglas P. Faucette, Partner, Locke Lord Bissell & Liddell LLP
This session will address the evolving policies and practices of the FDIC with respect to the acquisition of failed bank assets, specifically related to bidder qualification and the FDIC's application of its policy statement regarding the special rules govering private capital investors. Highlights will include a survey of the various bid structures that have been successful and the evolution of the FDIC's loss sharing agreements and the legacy loan program for sale of asset pools. Participants will explore opportunities for banks and private investors to partner in presenting bid proposals to ensure a winning bid strategy, including shelf charters, inflatable charters, and small bank staking horse charters.
(3) Acquire New Customers or Be Acquired: 7 Proven Strategies for Success
-Alan Friesen, President & CEO, Haberfeld Associates
The competition for customers is fierce and increasing on a daily basis. From rate plays to cash offers, the industry is desperate for solutions. Obtain proven methods and specific strategies to grow your retail and business customer base.
12:05 p.m. - 1:25 p.m.
Lunch
sponsored by 
1:25 p.m. - 2:15 p.m.
Successful Strategies to Raise Capital in Today’s Challenging Market
-Michael R. McClintock, Managing Director, Investment Banking, FBR Capital Markets
The credit crisis has made it very challenging for community banks to access the capital markets. This session will discuss capital raising alternatives and give examples of successful capital raises by community banks.
2:15 p.m. – 3:05 p.m.
Keynote Address: Achieving Success in a Difficult Environment
-Christopher D. Myers, President & CEO, CVB Financial Corp. and Citizens Business Bank
Few areas of the country have been as hard hit by the real estate downturn as Southern California. Yet, CVB Financial Corp. and its subsidiary Citizens Business Bank continue to demonstrate financial strength and performance even in a depressed economic environment. Hear how the bank's diversity of business, strong internal growth, and acquisitions have helped produce record results throughout its 35-year history, positioning it as a top performer in the industry.
3:05 p.m. - 3:25 p.m.
Refreshment Break
sponsored by 
3:25 p.m. - 4:15 p.m.
Point/Counterpoint
-Ronald H. Janis, Esq., Partner, Day Pitney LLP
-James M. Kane, Chair, Financial Institutions Group, Vedder Price P.C.
-Michael T. Mayes, Managing Director, Raymond James & Associates Inc.
-Jean Luc Servat, Managing Director, RBC Capital Markets
One of the most popular highlights of past conferences! Top investment bankers square off
against attorneys to debate the merits of recent banking trends.
4:15 p.m. - 5:05 p.m.
Using Private Equity Funding to Fuel Growth
-Frank M. Conner III, Partner, DLA Piper
-Ben A. Plotkin, Executive Vice President, Stifel, Nicolaus & Company, Inc.
-Josh Siegel, Managing Principal, StoneCastle Partners
-W. Kirk Wycoff, Partner, Patriot Financial Partners L.P.
This panel will explore how banks are likely to continue to use private equity funding to finance both an M&A strategy and organic growth.
5:45 p.m. - 7:00 p.m.
Cocktails
sponsored by 
7:00 p.m. - 8:30 p.m.
Dinner
sponsored by 
8:30 p.m. - 9:30 p.m.
Special Presentation
Tuesday, February 2
7:00 a.m. - 8:00 a.m.
Breakfast
sponsored by 
7:00 a.m. - 8:25 a.m.
Discussion Groups
Rise early for interactive discussion groups with banking experts and your banking peers. The discussion groups will be repeated two times so attendees can select two topics of interest. Participants will receive a full list of discussion group options at conference registration.
(1) Executive Compensation Planning, Disclosures and Challenges for M&A Transactions in the New Compensation Environment
- John Gorman, Partner, Luse Gorman Pomerenk & Schick
- Eric Luse, Partner, Luse Gorman Pomerenk & Schick
(2) Solutions for Troubled Bank Assets
-Jerry O’Brien, Senior Partner, CarVal Investors
-Lena Motz, Director, CarVal Investors
(3) Top 10 Factors that will Dictate the Level of Bank Consolidation in 2010
– Randolph A. Moore III, Partner, Alston & Bird LLP
8:30 a.m. – 8:35 a.m.
Opening Remarks
-Alex Sheshunoff, President, Alex Sheshunoff & Partners
8:30 a.m. – 9:20 a.m.
L. William Seidman Lecture Series
sponsored by 
-Jennifer Kelly, Senior Deputy Comptroller for Midsize/Community Bank Supervision in the Office of the Comptroller of the Currency
-Joseph A. Smith Jr., North Carolina Commissioner of Banks; Chairman, Conference of State Bank Supervisors
-Christopher J. Spoth, Senior Deputy Director, FDIC Division of Supervision and Consumer Protection
-Moderator: Eric Luse, Partner, Luse Gorman Pomerenk & Schick
In honor of Bank Director’s late publisher, whose sessions were always the highlight of our Acquire or Be Acquired conferences, we are proud to introduce the L. William Seidman Lecture Series. The inaugural panel brings together a group of respected panelists who we believe embody the qualities Mr. Seidman exemplified in his long life of public service. Hear their thoughts on where bank regulation is headed and how community banks will be impacted.
9:20 a.m. – 10:10 a.m. (select one)
(1) Bankers Panel: Foreign Bank M&A Involvement in the U.S. Market
-Jeffory Erickson, President & CEO, Great Western Bank
-Steve Kent, Managing Director, Keefe, Bruyette & Woods Inc.
-Dan Stevens, Chief Financial Risk Officer, Rabobank, N.A.
Many foreign banks are eager to expand their presence to the U.S. Representatives of two domestic banks that are each part of international financial services organizations will discuss why it made sense for their foreign parent companies to enter the U.S. banking market. Gain insight on what opportunities exist for U.S. community banks as more overseas banks make their way here.
(2) *Director Track
Integrating Growth Strategy and Risk Management: Two Perspectives on High Performance
-Geri Forehand, CPCM, Director of Strategic Services, Brintech
-Hal Oswalt, President & CEO, Brintech
-Stephan Salvador, Practice Manager for Risk Management
Enterprise risk management quite simply defines an organization’s approach to its market – a defined tolerance for risk balanced with the ability to meet it when it comes. Consequently, risk management is inextricably linked with the bank’s strategic growth plan. High performing organizations will view every operational aspect of the bank – people, process, and technology – in terms of how they could positively or negatively impact business or achieving defined business and revenue objectives.
10:10 a.m. - 10:30 a.m.
Refreshment Break
sponsored by 
10:30 a.m. - 11:20 a.m.
Breakouts (select one)
(1) Being a Director in 2010: The Year of Living Dangerously
-John Seimann, Partner, Laurel Hill Advisory Group
This session will address the change in focus of shareholder activism to now be squarely centered on the boardroom. Participants will examine the major forms of activism—shareholder proposals, “vote no” campaigns, and proxy fights. Attendees will learn about new weapons in the activist arsenal and obtain new insight to help directors navigate the stormy year ahead.
(2) M&A Accounting and Due Diligence Issues
- David M. Burns, Audit Partner & Northeast Region Financial Institutions Industry Practice Leader, Grant Thornton LLP
- Todd A. Sprang, Audit Partner & Midwest Region Financial Institutions Industry Practice Leader, Grant Thornton LLP
The economic environment in tandem with the implementation of new business combination rules has generated many accounting and due diligence challenges for the management teams of acquirers. In addition, many institutions have closed on FDIC assisted acquisitions of troubled institutions which have additional unique challenges. This session will summarize key issues that have surfaced and the lessons learned that all board members need to understand.
(3) Strategies for Banks Under $500 Million Assets
- Dennis E. Gibney, CFA, Managing Director, FinPro Inc.
- Donald Musso, President, FinPro Inc.
Company size plays a significant factor in developing strategies to face competitive challenges. This breakout will address issues specific to smaller institutions including unique situation for buying and selling.
11:25 a.m. – 12:15 p.m.
Breakouts (select one)
(1) Growing, Acquiring and Surviving in a Newly Re-“Modeled” Regulatory World
-Walter Moeling, Partner, Bryan Cave LLP
The regulatory examination process has undergone a revolutionary change in the past year, shifting from a static “snapshot” of the bank’s condition to a modeled projection of where the bank will be in 6 to 12 months. This change has already had a profound impact on acquisition and growth strategies. This session will take a hard look at how these changes are impacting banks today and how bank growth, acquisition, and survival strategies will have to re-“model” to accommodate this change.
(2) FAS 141R: Understanding Valuation and Credit Mark Mandates and What They Mean For Your Bank
-William J. McGuire, President & CEO, McGuire Performance Solutions
FAS 141R describes accounting mandates for banking sector M&A transactions and dramatically increases the risk and complexity of accounting for a merger or acquisition. This session will examine current FAS 141R requirements for M&A related accounting in the bright light of actual industry experience. Participants will review basic mandates defined in FAS 141R, and supporting FAS 157, as well as potential impacts on post-transaction profitability. The session will highlight real world perspectives obtained from MPS client examples of recent industry value and credit mark outcomes. A practitioner’s outlook on future FAS 141R issues will be included.
(3) *Director Track
Considering a Private Placement: What Boards and Management Need to Know
-Mitchell S. Eitel, Partner, Sullivan & Cromwell LLP
-Craig M. Schwabe, Director, Investment Banking, Rodman & Renshaw, LLC
12:15 p.m.
Boxed Lunches
sponsored by
1:00 p.m.
Golf Tournament
Enjoy the afternoon playing golf on one of the top courses in America. Remember, the golf tournament is limited to the first 85 registered players, so sign up early to reserve your spot!
5:30 p.m. - 7:00 p.m.
Closing Reception
Golf Tournament & Closing Reception sponsored by
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