Financial institutions and holding companies look to Robert to achieve their immediate and long-term business goals.

Overview

Robert’s practice focuses on corporate and regulatory representation of small to large regional and national financial institution franchises and privately-held companies.  He has counseled on M&A transactions involving both bank and non-bank entities, as well as provided representation on securities offerings, capital planning, and corporate restructuring, and lending matters for bank and non-bank entities.  He also advises financial institutions and financial service providers on various regulatory and compliance issues, corporate governance matters, and employee matters.

Experience

Strategic business planning

Strategic planning for financial institutions, including capital planning, and overall business strategy.

Structuring and raising equity and debt through public or private offerings.

Structure changes and expansionary activities such as de novo formations, trust company formations, charter conversions, holding company formations, expansion of existing lines of business (trust, insurance, securities and non-banking activities).

Acquisition transactions

Advises clients on all matters related to the acquisition or sale of existing financial institutions and their nonbank subsidiaries and the acquisition, sale, establishment and relocation of branch offices.

Mergers and acquisitions of banks with nonbank entities, such as mortgage companies, credit unions, Fintechs, and investments in banks by third parties, such as platform acquisitions.

Corporate Governance

Advises boards of directors in connection with corporate governance, shareholder activism, and other fiduciary duty matters.

Management and succession planning, incentive compensation, corporate succession matters and board advisory services.

Shareholder matters including share repurchases/tender offers, responses to activist investors and related corporate governance planning.

Regulatory Compliance

Advises clients on a broad variety of bank regulatory and compliance matters, including consumer compliance, third party risk, compliance management systems, incentive compensation, high-risk customers, transactions with affiliates and other regulatory and compliance matters.

Response to formal and informal administrative actions and supervisory issues.

Advises banks and Fintechs on risk management and compliance, including implementation of tailored compliance management systems.

Lending transactions

Representation of commercial banks, asset-based lenders and other financial enterprises in connection with secured and unsecured credit facilities. His practice ranges broadly from the documentation and negotiation of single lender loan transactions to the structure of complex international multi-party syndicated transactions.

Advises clients on many types of debt financings (including acquisition financings, financings involving specialized industries, leverage recapitalizations, workouts and debtor-in-possession financings) and security therefor of various kinds of personal and real property.

Employee Compensation

Advises clients on the design, implementation and administration of non-qualified retirement and compensation arrangements, including Code section 409A arrangements.

Advises on ERISA matters, tax and corporate law requirements and the impact of M&A transactions on employee compensation, including Code section 280G matters.

Assists on ESOP transactions for public and private companies to infuse equity, manage corporate succession and restructure corporate groups.

News & Insights

Speaking Engagements

IBA ONE Conference: “Compensation Trends in Community Banking,” March, 2021

PacWest Bankers Association, Succession Planning, Seattle, WA, December 2019

PacWest Bankers Association, Opportunities for Raising Capital

Wisconsin Bankers Association, Succession Planning, Madison, WI, October 2019

CEO Affiliation Program, New York City, NY, April 2019

CEO Affiliation Program, Sarasota, FL, April 2019

CEO Affiliation Program, Phoenix, AZ, March 2019

CEO Affiliation Program, Vail, CO, February 2019

CEO Affiliation Program, Charleston, SC, October 2017

CEO Affiliation Program, Naples, FL, October 2017

CEO Affiliation Program, Pebble Beach, CA, September 2017

CEO Affiliation Program, Colorado Springs, CO, September 2017

CEO Affiliation Program, Naples, FL, October 2017

Publications

Co-author, “Compensation Strategies in Connection with Bank Sales,” The Texas Independent Banker, May 2016

Co-author, “Why Your Bank Needs a Capital Plan,” Banking Exchange, April 2016

Co-author, “IT Agreements Are Not Just Forms,” The Wyoming Banker, September 2015

Co-author, “Small Business Lending Fund Update,” Colorado Banker, July 2011

Co-author, “Small Business Lending Fund: Points for Subchapter S Corporations to Consider,” ICBA’s Subchapter S: The Next Generation, June 2011

Co-author, “Business Lending Fund Update,” The Wyoming Banker, May 2011

“Packaging Incentives, Regulation Station,” Independent Banker, March 2011

“Regulators Issue Interagency Guidelines on Sound Incentive Compensation Policies,” The Arkansas Community Banker, Spring 2011

Co-author, “Updates: The Small Business Lending Program,” The Arkansas Community Banker, Winter 2011

Admissions

  • Texas

Education

Southern Methodist University, J.D., 2001

  • Order of the Coif, cum laude

Texas A&M University, B.S., 1992

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