WASHINGTON — The Federal Deposit Insurance Corporation has posted a set of sample transaction documents on its website aimed at increasing transparency around the marketing and sale of failing financial institutions, incorporating lessons learned from the 2023 bank failures.
The new materials, published in the Resolutions section of FDIC.gov, include templates for key contractual agreements used in franchise sales and loan-pool transactions.
FDIC officials said the updates are designed to make the bidding process more efficient by allowing potential acquirers and asset buyers to review transaction structures and documentation in advance of a bank failure. The agency also expanded public guidance on nonbank asset bidders and “alliance bids,” in which multiple bidders combine resources to pursue an acquisition.
Among the newly updated or added webpages are sections covering franchise sales, acquisition overviews, alliance bidding, transaction types, loan sales, and a new page detailing loan pools offered to asset buyers prior to a bank failure.
The posted templates include purchase-and-assumption agreements for whole-bank transactions, confidentiality agreements, and loan-sale documentation such as financing term sheets, security agreements, custodial agreements, and purchase money notes. The FDIC said additional financing documents will be added and noted that the templates may change over time or differ from documents used in specific transactions.
The guidance applies to all FDIC-insured financial institutions and certain nonbank entities. The FDIC said it is seeking feedback on the materials and invited comments through its institution sales office.