Hunton & Williams Represents Cascade Bancorp in Successful M&A Topping Bid

RICHMOND, Va. — June 9, 2014 — Hunton & Williams LLP recently represented Cascade Bancorp in its $265.7 million acquisition of Home Federal Bancorp, Inc., a Nasdaq-listed community bank (Americas M&A Atlas Deal Of The Year- Middle Markets - 2013). Home Federal had previously entered into a merger agreement with another bank, which agreement was terminated in favor of Cascade’s competing proposal. The transaction is believed to be the first successful “topping bid” in recent history to acquire a publicly-traded community bank. The Hunton & Williams team was led by partner Steven M. Haas on the M&A team and partner Peter Weinstock on the banking team.

Under its initial merger agreement to be acquired by another bank, Home Federal was permitted to conduct a 30-day “go shop” process in which it was allowed to solicit alternative transactions that would be more favorable to its shareholders. During this 30-day period, Cascade conducted its due diligence and submitted a revised proposal that the Home Federal board of directors ultimately declared to be a “superior proposal.” As a result, Home Federal terminated its previously existing merger agreement to enter into an agreement with Cascade. Such topping bids are uncommon in M&A transactions, especially in the financial services industry.

Cascade completed the merger on May 16, 2014. In addition to Haas and Weinstock, partners Alex McGeoch (tax) and Baker Rector (employee benefits) and associates Amy Greene and Beth Whitaker advised on the transaction.

Haas’ practice focuses on mergers and acquisitions, corporate law and corporate governance. He was recently named to the “40 under 40” list for legal counsel by The M&A Advisor. He has represented clients in M&A transactions that have been awarded M&A Atlas Awards for “Corporate M&A Deal of the Year ($10 billion plus) (2012), “North American Deal of the Year” (2011 deal range $1 billion to $5 billion), and “North American Corporate Deal of the Year - Middle Markets” (2011).

Weinstock’s practice focuses on corporate and regulatory representation of small to large regional and national financial institution franchises. During the past several years, he has devoted substantial time to regulatory, law enforcement and internal investigations of financial institutions. Weinstock is Co-Practice Group Leader of the firm’s Financial Institutions Section. He has counseled institutions on more than 150 M&A transactions, as well as provided representation on securities offerings and capital planning.