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Thomas Maxwell
OVERVIEW

Thomas M. Maxwell

Partner

Indianapolis

11 S. Meridian Street
Indianapolis, IN 46204-3535

P 317-231-7796

F 317-231-7433

Tom Maxwell has spent more than three decades helping financial institutions address complex transactional and regulatory issues. He forms holding companies for depository institutions and organizes banks and trust companies. He also represents financial institutions as issuers in securities offerings and in acquisitions, including structuring these transactions and securing regulatory approval, and in regulatory proceedings.

OVERVIEW

Tom Maxwell has spent more than three decades helping financial institutions address complex transactional and regulatory issues. He forms holding companies for depository institutions and organizes banks and trust companies. He also represents financial institutions as issuers in securities offerings and in acquisitions, including structuring these transactions and securing regulatory approval, and in regulatory proceedings.

For nine years, Tom served as counsel for federal banking agencies including the Federal Deposit Insurance Corporation (FDIC) and Office of Thrift Supervision (OTS). He leverages insights gained in those roles to help clients navigate the full range of regulatory issues, including those arising under the federal Bank Secrecy Act and Corporate Transparency Act), and state and federal consumer compliance laws, such as the Real Estate Settlement Procedures Act and Truth in Lending Act.

Tom regularly consults with representatives of state and federal banking agencies to help resolve complex regulatory matters for clients, including for banks, savings associations, credit unions and mortgage companies.

He also advises non-financial institution clients such as publicly held companies and their directors on corporate governance issues, disclosure obligations and other matters under federal securities laws. He acts as issuer’s and underwriter’s counsel in securities offerings, including initial public offerings and private placements, and advises clients on a variety of strategic transactions, including mergers, acquisitions, sales of assets and secured financings.

Professional and Community Involvement

Board member, Reach For Youth, Inc.

Honors

The Best Lawyers in America, 2012-2025

EXPERIENCE
EXPERIENCE
  • Represented The Elberfeld State Bank in an asset sale transaction where the bank sold and assigned substantially all of its assets and liabilities, including all of its deposits, to Heritage Federal Credit Union, followed by the liquidation and dissolution of the bank’s parent holding company, ESB Bancorp, Inc.
  • Represented Our Community Bank in an asset sale transaction where the bank sold and assigned substantially all of its assets and liabilities, including all of its deposits, to Crane Credit Union, followed by the liquidation and dissolution of the bank’s parent holding company, Home Financial Bancorp
  • Represented DSA Financial Corporation and its subsidiary, Dearborn Savings Bank, in a merger transaction with FCN Banc Corp.
  • Represented First National Bank of Odon and it parent holding company, Dearmin Bancorp, Inc., in a merger transaction with First Savings Financial Group, Inc.
  • Represented an Indiana mutual savings bank, in a highly unusual transaction. The Bank transferred its business assets and liabilities to a federal credit union based in Michigan. Following the sale, the savings bank dissolved and distributed its net assets to its former depositors
  • Represented CB Bank Shares and its subsidiary, Central Bank, located in Russiaville, Indiana, in its acquisition by First Farmers Financial Corporation and its subsidiary, First Farmers Bank & Trust Co., located in Converse Indiana, in a $55 million transaction. We also represented the Central Bank ESOP in obtaining shareholder approval of the merger and terminating the ESOP upon consummation
  • Reorganized United Commerce Bank, a $160 million community bank located in Bloomington, Indiana, as a wholly-owned subsidiary of United Commerce Bancorp, a newly formed bank holding company
  • Represented United Commerce Bancorp and United Commerce Bank in a merger transaction with German American Bancorp
  • Represented Vectren Corporation (NYSE:VVC) (Evansville, Indiana) in connection with a $130 million public common stock offering pursuant to an equity forward sale agreement with an affiliate of J.P. Morgan Securities, Inc.
  • Represented a leading seller of fractional interests in aircraft in the development of financing documents for a captive financing program
  • Represented Fortune 200 financial services company in connection with the negotiation and documentation of an agreement to originate and participate residential construction loans to financial services company
  • Represented Irwin Union Bank & Trust Company in a $150 million loan sale transaction and a $50 million branch sale transaction to First Financial Bank, N.A. The transaction provided liquidity and additional capital to Irwin Union Bank
  • Represented Vectren Corporation in a $125 million registered public offering of common stock pursuant to a forward sale agreement with an affiliate of J.P. Morgan Securities Inc.
  • Represented Vectren Retail, LLC (d/b/a Vectren Source) in the sale of its retail natural gas operations in Georgia to Gas South, LLC
  • Serves as regulatory counsel to several regional and national banks and mortgage loan companies on compliance with applicable consumer lending laws and regulations, including the Truth in Lending Act, Real Estate Settlement Procedures Act and Equal Credit Opportunity Act
INSIGHTS & EVENTS
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