Scott A. Coleman

For 25 years, Scott Coleman has represented banks and bank holding companies in connection with mergers, stock purchase transactions, branch purchase and assumption transactions, capital raising, corporate restructuring, branching, non-bank acquisitions, changes in bank control, and charter conversions. He has also represented organizers seeking to form bank holding-companies, apply for deposit insurance, and charter new depository institutions. Scott has significant experience in a wide range of regulatory matters, including Reg O, Reg W, Reg Y, interstate banking, and branching, lending limits, Basel III, and regulatory capital guidelines. He also represents bank stock lenders and subordinated debt purchasers and advises financial institutions regarding liability for negotiable instruments under Articles 3 and 4 of the Uniform Commercial Code.

Representative Experience

• Represented H.O.M.E., Inc. in the sale of Northland Financial, Steele North Dakota to Choice Financial Holdings
• Represented Frandsen Financial Corporation in connection with its acquisition of Provincial Bank
• Represented State Bankshares, Inc., Fargo, North Dakota in its acquisition of The Business Bank
• Represented Klein Financial, Inc. in its acquisition of Prior Lake State Bank
• Represented American Bancorporation in the sale of American Bank of St. Paul to Deerwood Bank pursuant to a sale process conducted under Section 363 of the Bankruptcy Code
• Representing Country Bank, Prescott, Arizona in its merger with Mohave State Bank, Lake Havasu, Arizona
• Representing Flathead Financial Corporation of Big Fork in the sale of Flathead Bank of Bigfork, Bigfork, Montana to First Interstate
• Represented over 125 issuers of trust preferred securities
• Represented a bank stock lender in the purchase of subordinated subordinated debentures from several financial institutions
• Assisted several bank holding companies to raise capital and subsequently exit the TARP and SBLF programs

Awards and Recognitions

The Best Lawyers in America, banking and finance law, financial services regulation law, 2010-2021; "Lawyer of the Year," Financial Services Regulation Law (Minneapolis), 2014

Publications

"FDIC Offers Guidance on Capital, Application Process," Northwestern Financial Review, June 1, 2017

Speaking Engagements

"Integration Issues in a Bank Acquisition or Merger," Bank Holding Company Association's Fall Seminar, Minneapolis, October 8, 2019

"Insights Seminar," Eide Bailly Bankers Seminar – Mankato, November 2, 2017

"Corporate Governance Issues - How to Work with Your Board of Directors," Representing Community Banks in Minnesota, Minnesota CLE, October 17, 2017

"A Survey of the Community Bank M&A Landscape," Bank Holding Company Association Fall Seminar, October 2, 2017

"Current Status of Bank Mergers and Acquisitions," 2017 Banking Law Institute, Minnesota CLE, March 31, 2017

"What Banks Need to Know About the M&A Market," 36th Annual Eide Bailly Bankers Seminar - Soaring to New Heights, Mankato, MN, November 10, 2016

"Current Trends in Community Bank M&A," Bank Holding Company Association, October 6, 2015

"Permissible Bank and Holding Company Activities: Post Gramm-Leach-Bliley," Bank Holding Company Association

"New Bank Charters – An Overview," Minnesota Continuing Legal Education, Banking Law Institute

"Protecting Yourself," Minnesota Department of Commerce Bank Director's Seminar

"Raising Capital Through Trust Preferred Securities," Bank Holding Company Association

Northwestern University School of Law (J.D. 1992)

University of Minnesota (B.A., magna cum laude, 1989)

Minnesota