Events : Acquire or Be Acquired Conference


5:30 p.m. – 6:45 p.m.
Welcoming Cocktail Reception
Sponsored by: Piper Jaffray & Co.
On the day prior to the main conference, we invite registered attendees to a welcoming reception at the JW Marriott Phoenix Desert Ridge Resort & Spa.

6:45 a.m. – 8:00 a.m.
Registration + Breakfast
Sponsored by: ProBank Austin and Stinson Leonard Street LLP

8:00 a.m. – 8:15 a.m.
Welcome + Opening Remarks
Al Dominick, CEO, Bank Director
Last year, more than 900 attendees joined Bank Director at the industry’s premier event to explore both short- and long-term growth options. To open our 23rd annual event, we “set the table” in advance of presentations that range from exploring a merger to preparing for an acquisition, growing loans to capturing efficiencies and managing capital to partnering with fintech companies.

8:15 a.m. – 8:55 a.m.
Key Trends That Will Drive Banking In 2017
Thomas B. Michaud, President & CEO, Keefe, Bruyette & Woods, Inc., A Stifel Company
This session kicks off the conference by taking a look at current hot topics specific to our audience of attendees and identifies the key trends and questions a bank’s CEO, executive team and board need to prepare for in 2017.

8:55 a.m. – 9:35 a.m.
Finding The Right Time
Gary Bronstein, Partner, Kilpatrick Townsend & Stockton LLP
Rick Childs, Partner, Crowe Horwath LLP
Robert P. Hutchinson, Co-Head Financial Institutions Group, Piper Jaffray & Co.
Moderated by: Al Dominick, CEO, Bank Director
Successful banks in today’s market typically make their M&A strategy a specific and ongoing focus of the board. Whether you are looking for deals to drive strategic growth or considering transaction options that involve a sale, this session focuses on finding the right time to act.

9:35 a.m. – 9:55 a.m.
Refreshment Break
Sponsored by: StrategyCorps

9:55 a.m. – 11:25 a.m.
Workshops
The need and desire to grow exists at virtually every organization. During these morning workshops, sessions address opportunities specific to the type of company an attendee represents at this year’s Acquire or Be Acquired Conference.

Workshop I: Determining Next Steps for Your Family Owned Bank/IPO
Neil Falken, Managing Principal, Financial Institutions, CliftonLarsonAllen
Steven D. Hovde, Chairman & CEO, Hovde Group, LLC
Thomas E. Wells, IV, Chairman & CEO, First American Bank
Estate planning, board and management succession, disinterested inheritors and insuring the institution survives for the next generation – these are just a few of the issues that permeate family-owned and closely-held banks. In this session, we will discuss best practices for tackling these issues. A sale of the bank can be an immediate solution, but not always the appropriate or best solution for tackling succession issues at closely-held banks. An IPO, for instance, is just one of many avenues that can be explored as a way to get partial liquidity to some family members and other shareholders. Join us to learn more about the alternatives and other strategic options.

Workshop II: M&A Case Studies for Thinly-Traded & Private Companies
Mike Lochmann, Partner, Banking & Financial Services, Stinson Leonard Street LLP
Craig J. Mancinotti, Managing Director, ProBank Austin
Richard F. Maroney, Jr., Managing Director, ProBank Austin
C. Robert Monroe, Partner and Chairman of Banking & Financial Services, Stinson Leonard Street LLP
This session is designed to present case studies involving companies who have successfully navigated deals with thinly-traded currency and/or funding limitations. Legal, financial and regulatory perspectives will be shared on a variety of transaction structures, including unique sell-side strategies.

Workshop III: Pre-Deal Considerations for Public Companies
Robert C. Azarow, Partner, Arnold & Porter Kaye Scholer LLP
Mark R. McCollom, Senior Managing Director and Co-Chair, Financial Institutions Group, Griffin Financial Group LLC
Richard L. Quad, Senior Managing Director and Co-Chair, Financial Institutions Group, Griffin Financial Group LLC
Whether considering a specific transaction or growth by acquisition in general, the time spent up front in preparation is essential to success. A strong internal deal team, experienced external advisors, understanding your strengths and weaknesses and those of your potential partners, managing expectations of both internal and external constituencies and building the value of your public company “currency” are all vital ingredients to an acquisition strategy. This session will examine the parties that influence the ultimate success of growth by acquisition and the steps to be taken with these constituencies in mind to prepare for a specific deal or a more systematic acquisition initiative.

Workshop IV: Addressing the Risks of Partnerships Between Banks & Fintechs
Alex Jimenez, Senior Strategist, Office of the CIO, Zions Bancorporation
Paul Schaus, President & CEO, CCG Catalyst Consulting Group
Lee A. Schneider, Counsel, Debevoise & Plimpton LLP
Technology strategies and risks are inextricably linked to corporate strategy; as such, the level of engagement from a bank’s senior-most leadership needs to increase in order for partnerships to thrive and deliver on growth possibilities.

Workshop V: Building Your Bank for the Future
Brandon Janosky, Director, Detalus
James B. Lally, President, Enterprise Financial Services Corporation
Sultan Meghji, Founder & Managing Partner, Virtova
Jorge Sun, CEO & Co-Founder, LendingFront
In the ever-changing dynamics around regulation, geographies, customers, technological innovation and finances, what problems should bank boards be looking to fintech to solve? Deploying the right technology resources in areas that compliment your bank’s strengths will require courage and tenacity from executive leadership. This workshop discusses how banks can rethink and reorient their unique operations around evolving customer needs and stated business goals to survive and thrive.

11:25 a.m. – 12:45 p.m.
Networking Peer + Guest Lunch
Sponsored by: Covington & Burling LLP and Griffin Financial Group LLC

12:45 p.m. – 1:25 p.m.
What Is Your Bank Worth and Why
Curtis Carpenter, Principal & Head of Investment Banking, Sheshunoff & Co. Investment Banking
This session provides a look at how the market has changed, major value drivers, transaction trends and where banks in attendance fit into the mix.

1:25 p.m. – 2:05 p.m.
The Investor’s Perspective on the Future of Financial Services
Thomas K. Brown, CEO, Second Curve Capital
John M. Eggemeyer, Founder & Managing Partner, Castle Creek Capital LLC
Joshua S. Siegel, Chairman & CEO, StoneCastle Partners, LLC
Moderated by: Richard Hunt, President & CEO, Consumer Bankers Association
Investors and analysts enjoy a fairly unique position in the financial sector. They see and sense how certain areas of the industry might evolve. Post-election, it is clear that the “chess board” has been shaken up in a dramatic way. During this session, we look at big, transformational issues and some new elephants in the room.

2:05 p.m. – 2:25 p.m.
Refreshment Break
Sponsored by: Sandler O’Neill + Partners, L.P.

2:25 p.m. – 3:10 p.m.
Breakout Sessions: Buyer or Seller?
Each of these breakout presentations highlights hot topics that officers and directors need to know about in order to strategically align themselves to be a successful buyer—or a seller.

Breakout I: Putting Your Capital to Work
Van Dukeman, President & CEO, First Busey Corporation
Steven P. Kent, Managing Director & Vice Chairman, Piper Jaffray & Co.
Jason Rader, Partner, BKD, LLP
While many bank executives have sharply cut non-essential expenditures, now may be the best time to put your bank’s capital towards your 3-to-5 year strategic goals. In this session, we look at strategies available to a bank’s officers and directors to make smart investments in revenue streams that are defined by fee income rather than net interest income.

Breakout II: What You & Your Board Need to Know for 2017
Robert M. Fleetwood, Partner, Barack Ferrazzano Kirschbaum & Nagelberg LLP
Allen G. Laufenberg, Managing Director, Keefe, Bruyette & Woods, Inc., A Stifel Company
This breakout continues the “Need to Know” series that has been a popular highlight at this conference for the past few years. Gain practical insight on what CEOs and directors will need to know to succeed in 2017 and beyond.

Breakout III: Managing a Successful M&A Sale Process
John J. Gorman, Partner, Luse Gorman, PC
Gary S. Olson, President & CEO, ESSA Bank & Trust
Lawrence Spaccasi, Partner, Luse Gorman, PC
This session will discuss the sell-side process from preparing the board and your institution for sale through signing, announcement and closing. We will focus on the steps to be taken well in advance of commencing the sale process and the advance planning steps that should be taken to avoid surprises, manage expectations and maximize value.

Breakout IV: Value Versus Risk
Scott Martorana, Senior Managing Director, FinPro Capital Advisors, Inc.
Donald Musso, President, FinPro Capital Advisors, Inc.
All M&A transactions need to be looked at from a risk versus return perspective. Participants in deals should understand the value proposition of the transaction and determine whether it is better to continue to grow and thrive organically or execute on a deal. Understanding what builds value and how to optimize value are the keys to prospering in the future.

Breakout V: Value Deconstructed: Getting Under the Hood
Christopher Olsen, Managing Partner, Olsen Palmer LLC
David H. Ruffin, Director, DHG Credit Risk Management
This session will explore best practices for evaluating the financial and shareholder impact of an acquisition. Potential sellers will also benefit from an understanding of the key factors that directly influence the purchase price in a deal.

3:25 p.m. – 4:05 p.m.
Why Fintech Is Important To You
John C. Gill, Chief Operating Officer & Chief Risk Officer, Somerset Trust Company
Steven D. Hovde, Chairman & CEO, Hovde Group, LLC
James J. McAlpin, Jr., Partner, Bryan Cave LLP
Bill McNulty, Vice President, Entrepreneur In Residence, Capital One
Globally, nearly $23 billion of venture capital and growth equity has been deployed to fintechs over the past five years, and this number is growing quickly. Still, the nature and extent of impact that fintechs have on the industry remains unclear. Traditional players are facing new competitors and this session touches on some of the ways in which new entrants and innovations are continually changing the business of financial services. In addition, we look at how some are looking more closely at truly merging the two business lines.

4:05 p.m. – 4:45 p.m.
Bank Director’s Annual L. William Seidman CEO Panel: The CEO’s Perspective
James S. (Chip) Mahan, III, Chairman & CEO, Live Oak Bancshares, Inc.
Stephen D. Steinour, Chairman, President & CEO, Huntington Bancshares Incorporated
Moderated by: Al Dominick, CEO, Bank Director
Former FDIC chairman and Bank Director’s publisher, the late L. William Seidman, advocated for a strong and healthy U.S. banking market. To conclude our first day of the Acquire or Be Acquired Conference, we bring together CEOs from successful financial institutions to get their take on innovative business models, the continued economic and business impact of financial technology companies and how to prepare for changes to long-standing commercial and business relationships.

4:45 p.m. – 5:00 p.m.
Day One Closing Remarks
Al Dominick, CEO, Bank Director

5:00 p.m. – 6:15 p.m.
Networking Peer + Guest Cocktail Reception
Sponsored by: Hovde Group, LLC

7:00 a.m. – 8:30 a.m.
Breakfast
Sponsored by: Raymond James & Associates, Inc.

7:30 a.m. – 8:15 a.m.
Discussion Groups
This morning’s discussion groups afford attendees the chance to interact with peers and an industry advisor around a shared topic of interest. Six discussion groups will run concurrently, so attendees may select one they would like to attend. Additional discussion Group topics to be announced.

Discussion Group I: Capital Offerings – Public vs. Private? Key Considerations for Bank Executives
Chet A. Fenimore, Managing Partner, Fenimore, Kay, Harrison & Ford, LLP
Raising capital in the public and private markets is a complicated and expensive process, and there are pros and cons to both. This discussion group will explore the various alternatives to raising capital privately or in a public offering. Topics for discussion include: IPOs, private placements, private equity and other creative solutions to raising capital in today’s environment.

Discussion Group II: How Banks Should Make the Decision to Sell or Buy
Peter G. Weinstock, Partner, Hunton & Williams LLP
Decisions made even before bankers engage with the other side foretell the likelihood for success. This presentation will discuss how to play the negotiating game in the most effective manner for both sellers and buyers.

Discussion Group III: M&A Integration: Keep the Customer Front and Center from Diligence to Conversion
Ken Siegman, Senior Director, West Monroe Partners, LLC
John Stockamp, Senior Manager, West Monroe Partners, LLC
Acquisition can be the key to growth, but while many banks are ready to buy (or be bought), few have mastered the complexity of integrating complex systems and operations to create a seamless customer experience. In this session, we will help you identify: the right people and skills you need in place to support the integration and sustainable growth; strategic process improvement initiatives that will translate to bottom line savings; system selection, planning, implementation and integration strategies; an effective, scalable infrastructure to easily integrate future acquisitions; outline best practices to ensure you retain your customers and key employees during integration; and identify “red flags” that could prevent you from being seen as an acquisition target. This discussion group will be collaborative, featuring best practices and lessons learned from a variety of mid-market banks.

Discussion Group IV: New Developments In Executive Compensation, Covenants & Clawbacks in Pre-Merger Planning
Douglas P. Faucette, Partner, Locke Lord LLP
In this session, we will address the shifting shareholder advisory service standards in designing compensation plans for senior executives and how to enhance merger compensation design flexibility. We will also discuss new developments under state law regarding covenants not to compete and how to use such covenants to avoid 280G excise taxes and otherwise minimize compensation tax expense. Finally, we will explore the application of clawback policies and the effect of post merger income adjustments.

Discussion Group V: How to Safely Profit from SBA Lending
Brian Carlson, President & CEO, SBA Complete, Inc.
SBA lending is one of the most reliable and highly profitable activities available to financial institutions. This session will discuss innovative ways banks are using SBA lending to increase earnings, improve liquidity and asset quality, reduce concentrations and mitigate risk.

Discussion Group VI: How to Handle Merger Diligence Now that CSI is Off Limits
Neil Grayson, Partner, Nelson Mullins Riley & Scarborough LLP
John M. Jennings, Partner, Nelson Mullins Riley & Scarborough LLP
Brennan Ryan, Partner, Nelson Mullins Riley & Scarborough LLP
Jonathan Talcott, Partner, Nelson Mullins Riley & Scarborough LLP
It has long been an open secret that banks share regulatory exams and other CSI with a potential merger partner. However, regulators have begun to object, and this practice is coming to an abrupt end. This discussion group will explore the limited situations in which a merger partner can obtain regulatory approval to review the other party’s CSI; how a merger partner should conduct its diligence without accessing CSI; and work-arounds to the CSI carve-outs to a party’s representations and warranties.

8:30 a.m. – 8:45 a.m.
Welcoming Remarks + Ranking Banking
Al Dominick, CEO, Bank Director
Bank Director’s research and editorial teams canvas the industry on an ongoing basis to identify standout performers in a variety of ways.  To open the second day of Acquire or Be Acquired, Bank Director’s CEO, Al Dominick, will discuss some of the rankings that we have done throughout the past year and provide a sneak peak into our Ranking Banking Study.

8:45a.m. – 9:25 a.m.
Finding Your Own Path
Scott R. Anderson, Managing Director, Co-Head of Depositories Investment Banking, Keefe, Bruyette & Woods, Inc., A Stifel Company
Kent Ellert, President & CEO, Florida Community Bank
Christopher T. Fortune, Vice President, Equity Analyst, T. Rowe Price Group, Inc.
Ben A. Plotkin, Vice Chairman, Stifel Financial Corporation and EVP, KBW
Today, there are a handful of banks that are challenging large national banks by changing the definition of community banking and developing niche vertical lines. Concurrently, there are banks that are excelling at traditional community banking and growing market share the “old-fashioned way.” So how do you find your path forward?

9:25 a.m. – 9:45 a.m.
Refreshment Break
Sponsored by: Barack Ferrazzano Kirschbaum & Nagelberg LLP

9:30 a.m. – 11:00 a.m.
M&A Simulation
Dan Flaherty, Vice President, FIG Partners, LLC
Jonathan S. Hightower, Partner, Bryan Cave LLP
Robert D. Klingler, Partner, Bryan Cave LLP
John Schramm, Principal, FIG Partners, LLC
Matt Veneri, Managing Principal, Co-Head of Investment Banking, FIG Partners, LLC
Negotiated sales processes have emerged as a popular alternative to full auctions in today’s M&A market. To complete a successful negotiated transaction, buyers and sellers must bridge the gap between a number of financial, legal, accounting and social challenges. In this session, work side-by-side with industry experts to learn the nuances of the negotiated transaction process and participate in a simulated negotiation of deal points. The M&A Simulation is exclusive to 45 bank attendees only, allows for one banker per institution and runs concurrently to the below breakout sessions.

9:45 a.m. – 10:30 a.m.
Breakout Sessions: Growth Opportunities
In addition to the M&A Simulation listed above, we offer attendees the chance to attend one of these topic breakout sessions. Each explores a potential growth opportunity that an officer and/or director might consider.

Breakout I: Raising Capital for Growth
Jeffrey D. Jones, Managing Director, Head of Depository Investment Banking, Stephens Inc.
Richard Leu, Senior Counsel, Day Pitney LLP
Michael T. Rave, Partner, Day Pitney LLP
Scott Studwell, Managing Director, Head of Financial Institutions Group Equity Capital Markets, Stephens Inc.
This session will focus on the various reasons that banks may desire to raise capital. The session will describe the basic types of securities typically raised in a private or public offering and their capital treatment. Lastly, the session will outline the typical timing for a private or public offering.

Breakout II: Growing The Bank: An Outlook on Lending Partnerships
Brian Graham, CEO, BancAlliance
William R. Harrod, SVP, Chief Credit Officer, Specialty Banking, First Financial Bank, N.A.
In order to grow your bank, you want to have a clear understanding of the opportunities and challenges associated with different approaches to growing and diversifying your loan portfolio. Partnerships with new financial technology companies can offer elegant ways to expand your footprint into different lending segments, but these must be entered into with a firm eye towards due diligence and ongoing monitoring. This session will discuss best practices around evaluating these types of partnerships.

Breakout III: A Regional Look at Successful Growth Strategies
Edward Losty, Managing Director, Investment Banking, D.A. Davidson & Co.
Rory A. McKinney, Managing Director, Co-Head of Investment Banking, D.A. Davidson & Co.
Stephen E. Nelson, Managing Director, Investment Banking, D.A. Davidson & Co.
While banks take different paths to achieve a higher valuation for their shareholders, a common theme entails growing at a faster rate than peers while balancing various risk components. This session will look at a regional approach to exploring successful methods for growth, as demonstrated by select banks in different geographies that have most effectively rewarded shareholders.

Breakout IV: Transforming Your Commercial Loan Process
Josh Glover, EVP, Community & Regional Financial Institutions, nCino, Inc.
Derrick Ragland, President, Commercial Banking, Woodforest National Bank
Dallas Wells, EVP, Banking Strategies, PrecisionLender
Moderated by: Ahron Oddman, Regional Vice President, nCino, Inc.
Taken separately, a customer relationship management system (CRM), a pricing tool and bank operating software are each valuable investments a bank can make. But the real value comes when a bank takes all three and combines them, transforming their commercial loan process into a commercial loan ecosystem. In this session, Woodforest Bank will share how it built its ecosystem, creating synergies that are winning more deals and building customer loyalty.

Breakout V: How to Create Strategic Value in the Current Environment
Andrew K. Gibbs, Senior Vice President, Mercer Capital
Chris Nichols, Chief Strategy Officer, CenterState Banks, Inc.
Jay D. Wilson, Jr., Vice President, Mercer Capital
Against a backdrop of compressed net interest margins, enhanced competition from non-banks, rising regulatory and compliance costs and evolving consumer preferences regarding the delivery of financial services, many community banks find themselves at a significant inflection point where traditional growth strategies like building or acquiring an expansive, and often expensive, branch network are being reexamined. In this session, we will examine how banks can utilize a hybrid approach and co-opt, partner with or acquire fintech companies, wealth management and trust operations and insurance brokerages. By pairing traditional banking services with other financial services and means of delivery, banks can obtain more touch points for customer relationships, enhance revenue and ultimately improve the bank’s valuation.

10:45 a.m. – 11:25 a.m.
Deal or No Deal – Choosing the Best Offer for Your Bank
Frank M. Conner, III, Partner, Covington & Burling LLP
John C. Dugan, Partner, Covington & Burling LLP
William F. Hickey, Principal, Co-Head, Investment Banking, Sandler O’Neill + Partners, L.P.
Sandler O’Neill and Covington will role-play the financial, legal and regulatory considerations pertinent to a CEO, while considering the merits of acquisition proposals representing different values, considerations and execution capabilities.

11:25 a.m. – 12:05 p.m.
How To Buy The Best
Kevin Cummings, President & CEO, Investors Bancorp, Inc.
Robert G. Jones, Chairman & CEO, Old National Bancorp
George A. Makris, Jr., Chairman & CEO, Simmons First National Corporation
Moderated by: Jack Milligan, Editor-in-Chief, Bank Director
We often hear the comment that most banks are sold, not bought… which means the acquirer has to, in effect, woo another over a period of time. This CEO panel lays out the steps an acquiring company should take prior to a transaction along with what a potential target institution might consider.

12:05 p.m. – 1:15 p.m.
Networking Lunch
Sponsored by: Luse Gorman, PC and Mercer Capital

12:05 p.m. – 1:15 p.m.
FinXTech Interactive Lunch
Sponsored by: Deloitte Consulting LLP and Latham & Watkins LLP
What does the right partnership look like? What are common pitfalls and risks of working with a third party? Where should banks be investing their money and time when it comes to fintech? Discuss these questions and more at our interactive lunch, exclusive to FinXTech members and registered bank directors and executives.

1:15 p.m. – 1:30 p.m.
The Wisdom Of This Crowd
Rick Childs, Partner, Crowe Horwath LLP
Mika Moser, Chief Operating Officer, Bank Director
Why banks are bought or sold involves much more than just the numbers making sense, and in this quick, interactive session, we poll the audience on a handful of growth-related topics to provide real-time context to M&A opportunities.

1:30 p.m. – 2:10 p.m.
Keynote
Richard K. Davis,
Chairman & CEO, U.S. Bancorp

2:10 p.m. – 2:50 p.m.
Build vs. Buy: A Point/Counterpoint Debate
Michael T. Rave, Partner, Day Pitney LLP
John Roddy, Co-Head of Financial Services Investment Banking, Raymond James & Associates, Inc.
Brennan Ryan, Partner, Nelson Mullins Riley & Scarborough LLP
Dory A. Wiley, President & CEO, Commerce Street Capital, LLC
Moderated by: Al Dominick, CEO, Bank Director
Top investment bankers square off against leading attorneys in a point/counterpoint debate to discuss the theme of build versus buy. With statements derived from the first day and a half of presentations, Bank Director asks the audience to agree or disagree with a number of statements using an automated response system so you know where you stand relative to your peers.

2:50 p.m. – 3:10 p.m.
Refreshment Break
Sponsored by: Day Pitney LLP

3:10 p.m. – 3:55 p.m.
Breakout Sessions: Preparing Your Bank for Growth

Breakout I: Unsettling Trends on the Horizon: Properly Targeted M&A as the Magic Bullet
Kamal Mustafa, Chairman & CEO, Invictus Consulting Group, LLC
Unsettling trends that may not be obvious now – but are vivid when quantified with the right analytics – indicate more trouble ahead for the balance sheet. If community and regional banks are concerned about their existing CRE concentration issues, capital adequacy requirements and ROI, they haven’t seen anything yet. This session explores why and how bankers need to view M&A with a different lens and different analytics.

Breakout II: Getting The Innovators Onto Your Team
Gayle Appelbaum, Partner, McLagan
David B. Becker, CEO, First Internet Bank of Indiana
Todd Leone, Partner, McLagan
In today’s environment, there is considerable pressure for banks to innovate or risk becoming stagnant and lose the ability to compete for exceptional talent. Does your bank have the right people in place, especially in key strategic areas and those requiring special skills? How can you attract talent from the technology sector to the banking industry? What can banks learn from fintech companies to shore up areas where they may not be particularly experienced? And what role does compensation play in all of this, and what types of pressure are these changes placing on today’s compensation plans?

Breakout III: Regulatory Hurdles to Growth
Scott Dueser, Chairman, President & CEO, First Financial Bankshares, Inc.
Brad Elliott, Chairman, President & CEO, Equity Bancshares, Inc. and Equity Bank
Mike Keeley, Partner, Norton Rose Fulbright US LLP
As banks continue to face a new and ever changing regulatory paradigm, the ability to navigate the regulatory process continues to be a primary risk in deal execution. In this session, we discuss the major regulatory issues that have the potential to delay or stymie growth, including fair lending, BSA, capital requirements and regulatory expectations. We will explore the regulatory hurdles with the assistance of a seasoned acquirer of banks.

Breakout IV: Incentivizing Your Team to Maximize Your Values
Flynt Gallagher, President, Compensation Advisors, a member of Meyer-Chatfield Group
The acquisition, development and retention of bank executive talent is key to the survival and prosperity of community banks. This session explores issues plaguing the banking community and offers insight about obtaining and maintaining the executives necessary to provide the appropriate leadership and expertise.

Breakout V: The New M&A Mandate: How Better Core IT Contracts Benefit Shareholders In Any Deal
Marty Caywood, SVP & Director of IT, HomeTrust Bank
Aaron M. Silva, President & CEO, Paladin fs, LLC
This session will offer insights and first-hand experience on how to navigate through the complex negotiations between community financial institutions and their core providers and how to get the fair deal that they deserve.

4:10 p.m. – 4:50 p.m.
What Makes A Successful Integration (Or What To Do Before, During and After An M&A Transaction)
Laura Hay, Managing Director, Pearl Meyer
Dan Kutilek, Director, Banking Operations Risk, KPMG LLP
A successful M&A transaction relies on active participation on the part of both parties’ management teams and their respective board members before, during and after the deal is negotiated. This session will examine what key steps to take to create a smooth transition, including the best processes for strategy formulation, governance, operations, compensation and risk management.

4:50 p.m. – 5:00 p.m.
Day Two Closing Remarks
Al Dominick, CEO, Bank Director

5:00 p.m. – 6:15 p.m.
Networking Peer + Guest Cocktail Reception
Sponsored by: Keefe, Bruyette & Woods, Inc., A Stifel Company

7:00 a.m. – 8:30 a.m.
Breakfast
Sponsored by: Sheshunoff & Co. Investment Banking

7:30 a.m. – 8:15 a.m.
Discussion Groups
This morning’s five discussion groups allow attendees to interact with peers and an industry advisor around a shared topic of interest. Additional discussion groups to be announced.

Discussion Group I: State of the Threat Landscape
Alex Hernandez, VP of Customer Solutions, DefenseStorm, Inc.
Understanding today’s cyber threat landscape is critical to your bottom line. Explore key trends in cybersecurity that are shaping the future of banking; why board of director liability is on the rise; and reporting metrics that the c-suite must ask for in order to stay steps ahead of bad actors. If cybersecurity isn’t on your radar as a means for strategic growth, it should be. A mature cybersecurity organization is a crucial requisite for acquisition.

Discussion Group II: Employment and Compensation Matters in Today’s M&A Environment
Robert N. Flowers, Partner, Hunton & Williams LLP
Brian R. Marek, Partner, Hunton & Williams LLP
In today’s consolidation environment, employment and compensation planning can be an important consideration for both buyers and sellers and even for those institutions who intend to “stand pat.” Topics to be discussed include employee retention and the “compensation stack” in the face of a transaction, whether an acquisition or a sale, noncompetition and nonsolicitation covenants and how these can impact a buyer or seller, and change in control compensation planning strategies and considerations for buyers and sellers.

Discussion Group III: Stock Valuation and Liquidity for Private and Thinly-Traded Banks
Craig J. Mancinotti, Managing Director, ProBank Austin
Richard F. Maroney, Jr., Managing Director, ProBank Austin
This discussion group will focus on alternative strategies for private and thinly-traded banks to establish and facilitate trading and liquidity for small and large shareholders. The presenters will discuss valuation approaches and practices for using and communicating the value of the stock, as well as the implications on acquisition strategies.

Discussion Group IV: Buying & Selling Branches and Deposits: Which Deals Make Sense?
Aaron DiRusso, Senior Vice President, Raymond James & Associates, Inc.
This discussion group will focus on the pros and cons of buying and/or selling branches. Topics covered will include deposit premiums paid, alternative transaction structures, competitive factors, customer retention, balance sheet management strategy and funding mix considerations.

Discussion Group V: Current Expected Credit Loss (CECL) Guidance Acquisition Considerations
John Behringer, Partner and Great Lakes Financial Institutions Leader, RSM US LLP
Suzanne Marra, Director, RSM US LLP
Frank O’Connor, Senior Director, RSM US LLP
The final issuance of the CECL guidance by the FASB in 2016 included significant changes to the accounting treatment for loans acquired in a transaction not considered purchase credit deteriorated. Additionally, the guidance will require certain disclosure items for public institutions and institutions that are public business entities for acquired portfolios that will require consideration during data integration following the transaction. Finally, model design will need to consider potential future acquisitions and provide for flexibility to accommodate future transactions.

8:30 a.m. – 8:40 a.m.
Welcoming Remarks
Mika Moser, Chief Operating Officer, Bank Director

8:40 a.m. – 9:10 a.m.
Preparing for the Shareholder Activist
Joseph S. Berry, Jr., Managing Director, Co-Head of Depositories Investment Banking, Keefe, Bruyette & Woods, Inc., A Stifel Company
Luigi L. De Ghenghi, Partner, Davis Polk & Wardwell LLP
William L. Taylor, Partner, Davis Polk & Wardwell LLP
Recent years have seen a dramatic increase in activist pressure across corporate America. And most recently, hedge-fund tactics toward banks have become more aggressive. In 2015, more than 17% of all activist filings came in the financial space, and the numbers are expected to grow. Join us for a discussion on the evolving landscape and what banks can and should be doing.

9:10 a.m. – 9:40 a.m.
The Practical Impact of Politics
Doug Roeder, Managing Director, PricewaterhouseCoopers LLP
While many anticipate significant changes under the Trump administration and Republican-led Congress, the timing of such change is unclear. Given our new political environment, bank executives and their boards need to revisit various business and strategic considerations.  This session prioritizes key issues on the immediate horizon. 

9:40 a.m. – 10:00 a.m.
Refreshment Break

10:00 a.m. – 10:45 a.m.
Breakout Sessions: Exploring Other Avenues of Growth

Breakout I: How Has Going Public Become Less Painful?
Sammie Dixon, President & CEO, Prime Meridian Bank
Joseph Oltmanns, Vice President, Domestic Corporate Services, OTC Markets Group Inc.
Jason Paltrowitz, Executive Vice President, Corporate Services, OTC Markets Group Inc.
James H. Rieniets, Jr., President & CEO, INSBANK
During this breakout session, participants will walk through the decision making process surrounding going public. What are the advantages of having a publicly traded stock? What are some the considerations to being public? How have regulations eased and changed over time?

Breakout II: The Digital Leadership Test
Dave DeFazio, Partner, StrategyCorps
Today’s most popular mobile apps have defined the way consumers now absorb information, connect with others, manage their finances and get through everyday tasks. During this session, we invite you to take our Digital Leadership Test to reveal your own knowledge about these apps and how your bank’s digital offerings measure up. Plus, practice your millennial vocabulary with our latest consumer research video interviews, where we test people of all ages on their knowledge of today’s millennial words and phrases.

Breakout III: Should You Buy a Credit Union?
Micah R. Bartlett, President & CEO, Town and Country Bank
Michael M. Bell, Attorney and Counselor, Howard & Howard
Jude M. Sullivan, Partner, Howard & Howard
In surveying the landscape of potential acquirers and targets, many financial institutions may find that entering into strategic transactions with credit unions makes economic and business sense. While a bank acquisition of a credit union has not been completed since 2008, there appears to be several indicators that the environment is changing. This session will briefly address the regulatory aspects of mergers, acquisitions and other business combinations between banks and credit unions, the possible commercial benefits and the structuring challenges that these transactions present. The presenters for this session will include two financial services attorneys with significant credit union, bank and bank holding company M&A experience and a deal-proficient bank CEO who will be able to share his perspective.

Breakout IV: Lower for Longer: Why Every Basis Point Matters Now
Terry Earley, CFO, Yadkin Bank
David Paulson, EVP, United Bank
Kevin Riley, President & CEO, First Interstate Bank
David J. Sweeney, Managing Director, Chatham Financial
After eight years of waiting for interest rates to make a meaningful move higher, we are now realizing that a sub-1% Fed Funds rate may be the “new normal.” Compressed net interest margins have put expenses under the microscope, but in the search for pennies, there may be some nickels and dimes to be found. This session will bring a flashlight to some often overlooked “couch cushions” on the balance sheet, where some keys to improved profitability may be hiding.

Breakout V: Should You Buy a Fintech Company?
Ralph F. (Chip) MacDonald III, Partner, Jones Day
Heith D. Rodman, Of Counsel, Jones Day
This breakout session explores the idea of acquiring companies that leverage technology to deliver financial products and services, thereby helping banks to increase their income from fee-based sources instead of interest payments.

11:00 a.m. – 11:40 a.m.
The Intersection of Interests
John C. Asbury, President & CEO, Union Bank & Trust
Michael Butler, President & CEO, Radius Bank
Sima Gandhi, Head of Business Development, Plaid
Gary E. Zimmerman, Founder & CEO, MaxMyInterest
Moderated by: Jack Milligan, Editor-in-Chief, Bank Director
As the financial landscape continues to evolve and those in leadership roles grapple with our fast-changing operating environment, Bank Director’s Editor-in-Chief, Jack Milligan, moderates this dynamic panel discussion on the promise of partnerships and collaboration between traditional banks and financial technology companies.

11:40 a.m. – 11:45 a.m.
Closing Remarks
Jack Milligan, Editor-in-Chief, Bank Director

11:45 a.m. – 12:15 p.m.
Boxed Lunches

1:30 p.m. – 6:00 p.m.
L. William Seidman Annual Acquire or Be Acquired Golf Tournament
Sponsored by: PricewaterhouseCoopers LLP
Enjoy the afternoon playing golf with your peers. While the golf tournament is FREE to registered conference attendees, space is limited. So sign up early to reserve your spot!

5:45 p.m. – 7:00 p.m.
Closing Peer + Guest Cocktail Reception
Sponsored by: PricewaterhouseCoopers LLP
Attendees and their guests join in the fun to see who is this year’s winner of the L. William Seidman Golf Tournament!

For more information and to register, please email or call our events department at events@bankdirector.com or (877) 397-7595.