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[¶10,153A] In the Matter of MBank Brownsville, National Association, Brownsville,
Texas, Docket No. 90-266kk (12-18-90).
FDIC issues order conditionally granting approval for waiver of
cross-guaranty.
[.1] Cross-GuarantyWaiverConditional on Acquisition
[.2] Holding CompanyInjection of CapitalCondition of Cross-Guaranty
Waiver
[.3] Sale or Merger of BankTime Frame for Completion of All Transactions
[.4] ReceivershipDismissal of Claims Against Receivership Required
[.5] Cross-GuarantyWaiverRevocation for Non-Compliance
In the Matter of
MBANK BROWNSVILLE, NATIONAL ASSOCIATION
BROWNSVILLE, TEXAS
(Insured Depository Institution)
related to
MBANK ABILENE, NATIONAL ASSOCIATION
ABILENE, TEXAS
and
MBANK AUSTIN, NATIONAL ASSOCIATION
AUSTIN, TEXAS
and
MBANK BRENHAM, NATIONAL ASSOCIATION
BRENHAM, TEXAS
and
MBANK DALLAS, NATIONAL ASSOCIATION
DALLAS, TEXAS
and
MBANK FORT WORTH, NATIONAL ASSOCIATION
FORT WORTH, TEXAS
and
MBANK HOUSTON, NATIONAL ASSOCIATION
HOUSTON, TEXAS
and
MBANK ODESSA, NATIONAL ASSOCIATION
ODESSA, TEXAS
and
MBANK ROUND ROCK, NATIONAL ASSOCIATION
ROUND ROCK, TEXAS
and
MBANK MIDCITIES, NATIONAL ASSOCIATION
ARLINGTON, TEXAS
and
MBANK CORSICANA, NATIONAL ASSOCIATION
CORSICANA, TEXAS
and
MBANK GREENVILLE, NATIONAL ASSOCIATION
GREENVILLE, TEXAS
and
MBANK DENTON COUNTY,NATIONAL ASSOCIATION
LEWISVILLE, TEXAS
and
MBANK LONGVIEW, NATIONAL ASSOCIATION
LONGVIEW, TEXAS
and
MBANK MARSHALL, NATIONAL ASSOCIATION
MARSHALL, TEXAS
and
MBANK ORANGE, NATIONAL ASSOCIATION
ORANGE, TEXAS
and
MBANK JEFFERSON COUNTY, NATIONAL ASSOCIATION
PORT ARTHUR, TEXAS
and
MBANK ALAMO, NATIONAL ASSOCIATION
SAN ANTONIO, TEXAS
and
MBANK SHERMAN, NATIONAL ASSOCIATION
SHERMAN, TEXAS
and
MBANK THE WOODLANDS, NATIONAL ASSOCIATION
THE WOODLANDS, TEXAS
and
MBANK WICHITA FALLS, NATIONAL ASSOCIATION
WICHITA FALLS, TEXAS
and
MBANK WACO, NATIONAL ASSOCIATION
WACO, TEXAS
and
MBANK NEW BRAUNFELS, NATIONAL ASSOCIATION
NEW BRAUNFELS, TEXAS
and
MBANK EL PASO, NATIONAL ASSOCIATION
EL PASO, TEXAS
(Commonly Controlled InsuredDepository Institutions)
ORDER CONDITIONALLY GRANTING APPROVAL FOR WAIVER OF CROSS-GUARANTY
FDIC-90-226kk
BE ADVISED that the Board of Directors ("Board") of the
Federal Deposit Insurance Corporation ("FDIC"), having fully
considered the facts and information relating to the application for an
exemption from losses incurred or reasonably anticipated to be incurred
by the FDIC in connection with the default of MBank Abilene, National
Association, Abilene, Texas; MBank Austin, National Association,
Austin, Texas; MBank Brenham, National Association, Brenham, Texas;
MBank Dallas, National Association, Dallas, Texas; MBank Fort Worth,
National Association, Fort Worth, Texas; MBank Houston, National
Association, Houston, Texas; MBank Odessa, National Association,
Odessa, Texas; MBank Round Rock, National Association, Round Rock,
Texas; MBank Midcities, National Association, Arlington, Texas; MBank
Corsicana, National Association, Corsicana, Texas; MBank Greenville,
National Association, Greenville, Texas; MBank Denton County, National
Association, Lewisville, Texas; MBank Longview, National Association,
Longview, Texas; MBank Marshall, National Association, Marshall, Texas;
MBank Orange, National Association, Orange, Texas; MBank Jefferson
County, National Association, Port Arthur, Texas; MBank Alamo, National
Association, San Antonio, Texas; MBank Sherman, National Association,
Sherman, Texas; MBank The Woodlands, National Association, The
Woodlands, Texas; and MBank Wichita Falls, National Association,
Wichita Falls, Texas (collectively "failed MBanks"), and any
default or assistance provided to MBank Waco, National Association,
Waco, Texas ("MBank Waco"), and/or MBank El Paso, National
Association, El Paso, Texas (MBank El Paso"), and/or MBank New
Braunfels, National Association, New Braunfels, Texas (collectively
"remaining MBanks"), filed pursuant to the provisions of section
5(e)(5)(A) of the Federal Deposit Insurance Act ("Act"), 12
U.S.C. §1815(e)(5)(A), by MCorp, Dallas, Texas (the "Holding
Company"), the holding company of MBank Brownsville, National
Association, Brownsville, Texas ("MBank Brownsville") and by
MBank Brownsville (collectively "Co-Applicants"), relating to the
proposal by the Co-Applicants to sell MBank Brownsville and to
recapitalize some or all of the remaining MBanks, has concluded that
approval of the application for exemption should be granted, subject to
the conditions and restrictions set forth below.
[.1]1. This ORDER CONDITIONALLY GRANTING APPROVAL FOR WAIVER OF
CROSS-GUARANTY ("ORDER") is conditional upon the acquisition of
control of MBank Brownsville by the acquiring parties of Olegario
Vazquez Rana, et al. and represented by Graciela Gutierez, Trustee,
being those same parties who have received approval from the Office of
the Comptroller of the Currency to acquire control of MBank Brownsville
in Control #90-SW-11-014 on or about September 18, 1990 (collectively
"Acquiring Parties"). Should anyone other than the Acquiring
Parties acquire control of MBank Brownsville, this ORDER shall be null
and void.
[.2]2. Simultaneously with the sale of MBank Brownsville to the Acquiring
Parties, the Holding Company will make a direct cash contribution to
MBank Waco of 5.3 million dollars, and a direct cash contribution to
MBank El Paso of 7.7 million dollars. Should either MBank Waco or MBank
El Paso fail prior to the injections of capital described herein, the
Holding Company shall make the direct cash contribution to any
remaining MBank designated by the FDIC.
[.3]3. The Co-Applicants will have two months from the effective date of
this ORDER to complete all transactions necessary to accomplish the
sale of MBank Brownsville to the Acquiring Parties. Failure to conclude
all necessary actions within this time frame will render this ORDER
null and void.
[.4]4. Immediately upon receipt of this ORDER, MBank Brownsville shall
dismiss its claims against the Receivership of MBank Dallas, N.A. filed
June 27, 1989 in the amount of $1,420,843.20 and the Receivership of
MBank Houston, N.A. filed June 27, 1989 in the amount of $2,610,936.66.
[.5]5. Should the FDIC determine that either Co-Applicant has failed to
comply fully with the aforesaid conditions, the FDIC shall have the
right to revoke this exemption after giving the Co-Applicants written
notice of said revocation and a reasonable opportunity to be heard on
the matter. Notwithstanding the foregoing, should either Co-Applicant
violate the provisions contained in paragraphs 1 or 2 above, this ORDER
shall be immediately null and void, without further hearing on the
matter.
Dated at Washington, D.C., this 18th day of December, 1990.
By order of the Board of Directors.