The Federal Reserve recently announced a formal process for obtaining regulatory guidance from Federal Reserve staff regarding bank and nonbank acquisitions and other transactions prior to submitting formal applications. The new process is intended to benefit community banks and other entities that do not frequently make filings with the Federal Reserve for obtaining regulatory approval of proposed transactions, such as mergers. The process is also directed at novel transaction proposals, where regulatory feedback may be appropriate at an early stage. The Federal Reserve believes that this new process (which is optional) could shorten the review period for later formal applications, which are still required.
The pre-filing process will be available to cover an array of pre-transaction matters, including formal filing requirements, business plan review, vetting of transactional and structural documents, and addressing potential regulatory issues. The pre-filing review process is expected to take no more than sixty days under most circumstances. The Federal Reserve warns potential users of the process that inquiries and documents submitted in connection with a pre-filing may be subject to public disclosure under the Freedom of Information Act (FOIA), unless subject to a statutory exemption.