Bryan-College Station Financial Holding Company, §7; §12; no action recommended, 10/17/1997
No action recommended to require registration of the issuance of shares of a proposed thrift holding company conducting a public offering registered with the SEC in connection with a reorganization of First Federal Savings Bank (“First Federal”), a thrift regulated and supervised by the United States Office of Thrift Supervision (the “OTS”). The reorganization, which will involve a reverse triangular merger by which First Federal will become the wholly-owned subsidiary of the holding company, is subject to approval by the shareholders of First Federal and by the OTS. The holding company will also be subject to regulation by the OTS. The proceeds of the public offering will be used in part to pay cash to shareholders of First Federal that do not elect to exchange their shares for shares of the holding company. The staff also recommended no action to require registration of the holding company and its executive officers and directors as dealers in connection with the offering and the reorganization.
The link address is: /committees/securities-law-committee/no-action-letters/bryan-college-station-financial-holding-company-ss7-ss12-no-action-recommended-10-17-1997.pdf/@@download/file