Mutual to Stock Conversions/Mutual Holding Companies

Reorganizations and IPOs

Federal-Reserve-Eccles-Building-photoWe are one of the most experienced law firms in the country in mutual to stock conversions and mutual holding company transactions. Mutual to stock conversions are highly complex corporate reorganizations where a company which is “owned” by its depositors (if it is a financial institution such as a savings bank) or by its members or policyholders (if it is a mutual insurer) changes its form of organization to one where the mutual members’ rights are terminated in exchange for consideration, and the company converts to one which is owned by stockholders. In many cases, these companies further reorganize so that the operating entity (i.e., the bank or insurer) becomes owned, directly or indirectly, by a holding company. Most of these transactions are linked with an initial public offering of the holding company’s shares. We have represented companies where as many as four regulatory agencies were required to approve the deal.