Great Western Bancorp’s Combination With First Interstate BancSystem

Davis Polk & Wardwell served as FIBK’s legal advisor, while Wachtell, Lipton, Rosen & Katz served as legal advisor to GWB. Latham & Watkins served as legal advisor to the Scott Family FIBK Shareholder Group in connection with the transaction.

Great Western Bancorp, Inc. (NYSE: GWB), the parent company of Great Western Bank, and First Interstate BancSystem, Inc. (NASDAQ: FIBK), the parent company of First Interstate Bank, announced the signing of a definitive agreement under which the companies will combine in an all-stock merger that values Great Western at approximately $2.0 billion.

Under the terms of the agreement, which was unanimously approved by both companies’ Boards of Directors, GWB will merge into FIBK and the combined holding company and bank will operate under the First Interstate name and brand with the company’s headquarters remaining in Billings, Montana. Pending regulatory and shareholder approvals, the transaction is expected to close during the first calendar quarter of 2022; the conversion of GWB branches to FIBK branches is expected to take place during the second calendar quarter of 2022.

First Interstate BancSystem, Inc. is a financial services holding company headquartered in Billings, Montana. It is the parent company of First Interstate Bank, a community bank with $18.9 billion in assets as of June 30, 2021.

Great Western Bancorp, Inc. is the holding company for Great Western Bank, a full-service, $13 billion regional bank focused on relationship-based business banking. Great Western Bank offers small and mid-sized businesses a focused suite of financial products and a range of deposit and loan products to retail customers through several channels, including the branch network, online banking system, mobile banking applications and customer care centers. 

Keefe, Bruyette & Woods, A Stifel Company, served as lead financial advisor to FIBK. Barclays also served as a financial advisor to FIBK. Piper Sandler & Co. served as GWB’s exclusive financial advisor. Goldman Sachs & Co. LLC served as financial advisor to the Scott Family FIBK Shareholder Group in connection with the transaction.

The Wachtell Lipton’s team was led by Partner Jacob A. Kling and included Emily J. Hantverk, Associate, Travis C. Anderson-Hamilton, Associate (Corporate), Damian G. Didden, Partner (Antitrust), Richard K. Kim, Partner (Bank Regulatory), Michael J. Schobel, Partner, Amanda K. Toy, Associate (Executive Compensation and Benefits), Gregory E. Pessin, Partner, John H. Bailey, Associate (Finance), and Joshua M. Holmes, Partner (Tax).

Latham & Watkins represented the Scott Family FIBK Shareholder Group in the transaction with a corporate deal team led by Chicago partners Mark Gerstein and Bradley Faris, with associates William Nahill, Aidan Milstead, and Michael Magstadt. Advice was also provided on banking regulatory matters by New York partner Alan Avery and on tax matters by Chicago partner Diana Doyle. 

The Davis Polk financial institutions M&A team included partners Margaret E. Tahyar, George R. Bason Jr. and Evan Rosen and associates Lisa Ogust, Ryan Johansen, Shaoting Qin, Suiwen Liang and Billy Padula. Partner Shane Tintle provided capital markets advice. Partner Adam Kaminsky provided executive compensation advice. Partner David H. Schnabel provided tax advice. Partner Andrew Ditchfield provided litigation advice. 

Involved fees earner: George Bason Jr. – Davis Polk & Wardwell; Andrew Ditchfield – Davis Polk & Wardwell; Ryan Johansen – Davis Polk & Wardwell; Adam Kaminsky – Davis Polk & Wardwell; Suiwen Liang – Davis Polk & Wardwell; Lisa Ogust – Davis Polk & Wardwell; William Padula – Davis Polk & Wardwell; Shaoting Qin – Davis Polk & Wardwell; Evan Rosen – Davis Polk & Wardwell; David Schnabel – Davis Polk & Wardwell; Margaret Tahyar – Davis Polk & Wardwell; Shane Tintle – Davis Polk & Wardwell; Alan Avery – Latham & Watkins; Diana Doyle – Latham & Watkins; Bradley Faris – Latham & Watkins; Mark Gerstein – Latham & Watkins; Michael Magstadt – Latham & Watkins; Aidan Milstead – Latham & Watkins; William Nahill – Latham & Watkins; Travis Anderson-Hamilton – Wachtell, Lipton, Rosen & Katz; John Bailey – Wachtell, Lipton, Rosen & Katz; Damian Didden – Wachtell, Lipton, Rosen & Katz; Emily Hantverk – Wachtell, Lipton, Rosen & Katz; Joshua Holmes – Wachtell, Lipton, Rosen & Katz; Richard Kim – Wachtell, Lipton, Rosen & Katz; Jacob Kling – Wachtell, Lipton, Rosen & Katz; Gregory Pessin – Wachtell, Lipton, Rosen & Katz; Michael Schobel – Wachtell, Lipton, Rosen & Katz; Amanda Toy – Wachtell, Lipton, Rosen & Katz;

Law Firms: Davis Polk & Wardwell; Latham & Watkins; Wachtell, Lipton, Rosen & Katz;

Clients: First Interstate BancSystem; Great Western Bancorp.; Scott Family FIBK Shareholder Group;

Author: Martina Bellini