O&Co assists institutions and individuals seeking merger and acquisition candidates, as well as directors or shareholders seeking buyers for their institution. In either case, O&Co first examines the fundamental purposes of the transaction in order to identify strategic and operational alternatives. We assist in the development of pricing models and deal structures consistent with our clients' strategic objectives, including identifying the most appropriate buyer/ (seller). We analyze a transaction's financial benefits and risks by examining its long-term impact on cash flow, dividends, profitability and market valuation. In addition, we review and address potential regulatory hurdles, assist in the preparation of a prospectus, conduct due diligence of the buyer's/ (seller's) qualifications from both a financial and regulatory viewpoint, and execute the necessary steps essential to the success of a transaction. Once a transaction has been initiated, O&Co often assists in evaluating offers, developing management compensation arrangements, negotiating the transaction, working with a client's legal counsel to structure the definitive agreement and helping to obtain necessary regulatory approvals.
Valuations, Appraisals and Fairness Opinions
In connection with merger and acquisition assignments, O&Co performs stock valuations and renders formal fairness opinions. The accuracy and integrity of these analyses and opinions place O&Co within the select group of nationally known, highly regarded advisors to banks and thrifts. We also appraise the stocks of banks and thrifts, setting values for secondary offerings, estate settlements, employee stock option plans, dissenting shareholders, etc., where no reliable market values exist.
Profitability Analyses and Enhancements
O&Co can assist Boards and management in determining how individual branches and business units are contributing to the overall profitability. With this analysis complete, O&Co can then assist in identifying and implementing specific strategies that deliver bottom line improvements,
Due Diligence Inquires
As acknowledged experts in the analysis of banks and thrifts, O&Co's thoroughness and practical efficiency in carrying out "due diligence" assignments is unmatched by any other firm.
Banks and thrifts seeking to maintain target equity to asset ratio have a number of options available to them. These options include: securities placements, financial restructuring, merger or sale of the institution and divestiture of parts of the banking organization. O&Co facilitates the review and selection of appropriate capitalization strategies and then assists in the implementation.
Internal means of improving an institution's capital position include the creation of programs that improve operating earnings through cost reduction, or through revenue enhancement. Balance sheet restructuring, including sales of branches, subsidiaries or divisions may also provide viable internal capital-enhancing options.
External means of raising new capital might involve conversions for mutual institutions or the issuance of additional common, preferred or debt securities for stock institutions. If market factors or an institution's financial condition make public stock issuance difficult, a private placement of securities with individual or institutional investors may be appropriate.
The important role that branch offices play, combined with significant changes in regulation, technology, operating costs and the competitive landscape, has increased the need for institutions to examine the performance and contribution of individual branches. O&Co has developed branch analysis models to facilitate the decision process and enhance retail market penetration. O&Co can assist in determining the feasibility of establishing or purchase of new office or the sale of branch offices that do not complement the current or planned retail footprint. O&Co can provide critical market intelligence regarding pricing and analysis of the pro forma impact of branch acquisitions on the financial performance of the acquiror.