Insights

The deal team of Jon Talcott, Peter Strand, Kaylen Loflin, and Alex Reilly assisted by Wells Hall and Brennan Ryan represented BM Technologies, Inc.  (NYSE American: BMTX), one of the largest digital banking platforms in the country, in the signing of a definitive agreement to enter into a strategic merger transaction with First Sound Bank (OTCPK: FSWA), a Seattle, Washington-based community business bank. BM Technologies will pay up to $7.22 in cash for each share of First Sound Bank common stock, or approximately $23 million in aggregate consideration, subject to certain closing conditions and adjustments. The combined company will be named BMTX Bank. Following the merger, BMTX Bank will be a FinTech-based bank that serves customers digitally worldwide. Its community banking division will continue serving the greater Seattle area. The transaction is subject to regulatory approvals and other customary closing conditions, and is expected to close in the second half of 2022.

Nelson Mullins previously represented BM Technologies in its acquisition by Megalith Financial Acquisition Corp, which transaction reflected an enterprise value of $140 million with $20 million in proceeds from PIPE financing. BM Technologies is one of America’s largest digital financial services platforms with approximately 2 million accounts. BM Technologies focuses on millennials and underserved middle income Americans providing convenient access to a suite of financial products to its customers. BM Technologies’ proprietary Banking-as-a-Service business model leverages its partners’ existing customer bases to achieve low cost, high volume, customer acquisition. BM Technologies currently also provides disbursement services at approximately 745 college and university campuses (covering one out of every three college students in the U.S.).

First Sound Bank is a locally owned, independent community bank providing commercial and private banking services to small to medium sized businesses, not-for-profit organizations, entrepreneurs, and professional service firms throughout the Puget Sound market. First Sound Bank operates through a single office location in downtown Seattle.

Established in 1897, Nelson Mullins is an Am Law 100 firm of more than 800 attorneys and government relations professionals with offices in 11 states and Washington, D.C. For more information on the firm, go to www.nelsonmullins.com.