On May 20, 2025, FDIC issued FIL-13-2025 on Board approval of rescission of 2024 Statement of Policy on Bank Merger, reinstatement Bank Merger Statement of Policy.
Reinstated Statement of Policy effective 30 days from publication in federal register.
Bank Merger Statement of Policy will remain in effect pending the FDIC’s review of all aspects of the regulatory framework governing the evaluation of merger transactions.
Reported Sep. 2024 Letter FIL-63-2024 on bank merger policy was made inactive.
Issued memo on statement of policy on bank merger transactions from board meeting.
On Mar. 3, FDIC proposed rescind 2024 bank merger policy statement.
FDIC Board of Directors approved proposal to rescind the Statement of policy (SOP) on bank merger transactions finalized Sep. 2024, #205300; concerns on uncertainty.
Reinstate prior Statement of policy on bank merger transactions (Merger Policy Statement), in effect prior to 2024 statement; text included beginning on page 7.
Also, published Financial institution letter FIL-4-2025 on proposal and reinstatement.
Proposed Rescission
Implementation of added considerable uncertainty to merger application process.
Bank merger review process less transparent and less predictable; applicants unclear on prospects for approval, resources, time to allocate to merger application process.
Accordingly, in interim, proposed to return to the historical approach, which is well-understood by public and market participants, while the agency develops future policy.
For example, led to number of questions regarding when merger applications required.
Deemphasized use of Herfindahl-Hirschman index (HHI) thresholds in the competitive effects analysis; long served as predictable proxy for determining if anticompetitive.
Placed affirmative burden on applicants to demonstrate merger transaction will enable resulting institution to better meet convenience and needs of community to be served.
Than would otherwise occur in the absence of the merger without offering any objective or quantifiable criteria regarding how the FDIC will evaluate this factor.
Merger Policy Statement
First published in 1998 and was subsequently amended several times, most recently in 2008; the Merger Policy Statement is essentially identical to the 2008 document.
Includes introduction, application procedures, discussion of FDIC evaluation of merger applications based on statutory factors per Bank merger act (BMA), 12 USC 1828(c).
Discussion of the BMA statutory factors addresses the competitive factors, prudential considerations related to financial and managerial resources and future prospects.
Also, convenience, needs of community to be served, effectiveness of each insured depository institution in proposed merger transaction in combatting money laundering.
Consultation
Comments on proposal due within 30 days after publication in the federal register.
Mar. 2025 FDIC Fed Reg Policy Rescission
On Mar. 11, 2025, FDIC proposed to rescind SOP on bank mergers, in federal register.
Comments on proposed rescission of policy on bank mergers due by Apr. 10, 2025.
In Apr. 2025, CSBS issued letter re rescinding FDIC bank merger policy, #251926.
May 2025 FDIC Board Approval
On May 20, 2025, FDIC issued FIL-13-2025 on Board approval of rescission of 2024 Statement of Policy on Bank Merger, reinstatement Bank Merger Statement of Policy.
Reinstated Statement of Policy effective 30 days from publication in federal register.
Bank Merger Statement of Policy will remain in effect pending the FDIC’s review of all aspects of the regulatory framework governing the evaluation of merger transactions.
Reported Sep. 2024 Letter FIL-63-2024 on bank merger policy was made inactive.
Issued memo on statement of policy on bank merger transactions from board meeting.
