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O&Co's range of financial expertise includes all of the functions
critical to the growth and development of a bank or thrift. Our services
encompass the following: Mergers and Acquisitions O&Co assists institutions and individuals seeking merger and aquisition 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 estate settlements, employee stock options plans, dissenting shareholders, etc., where no reliable market values exist. Loan Review and Credit Services O&Co provides loan portfolio assessments, workout reviews, portfolio valuations, pre-examination services and credit risk assessment. Our reviews include evaluation of the institution's loan policies, procedures and reporting, including the methodology for internally reviewing the adequacy of the allowance for loan and lease losses, as well as non-performing asset strategies. The reviews may also include an evaluation of policies and procedures relating to the accounting for, maintenance of, and disposal of Other Real Estate Owned. Due Diligence Inquiries 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. Capitalization and Recapitalization Banks and thrifts seeking to meet the ever-changing expectations of regulatory agencies 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 creations 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. Regardless of the specific strategy a bank or thrift selects, O&Co is well qualified to direct and implement the entire capitalization or recapitalization effort. Branch Transactions 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 marketability of individual branches. O&Co has developed branch analysis models to facilitate the decision process and enhance branch office marketing efforts. This critical function is founded on the knowledge that branch buyers pay premiums based upon projected branch performance. O&Co also assists purchasers of branch offices with critical market intelligence regarding pricing and analysis of the pro forma impact of branch acquisitions on their institution. |