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[¶10,508A] In the Matter of New West Federal Savings and Loan Association,
Stockton, California, Docket No. 92-98kk (4-7-92).
FDIC issues order conditionally granting approval for waiver of
cross-guaranty.
[.1] Holding Company—Injection of Capital—Condition of Cross-Guaranty
Waiver
[.2] Holding Company—Stock Restrictions—Condition of Cross-Guaranty Waiver
[.3] Cross-Guaranty—Waiver—Board of Directors Restricted
[.4] Cross-Guaranty—Waiver—Recapitalization—Minimum Requirements
[.5] Cross-Guaranty—Waiver—Compliance with Federal Reserve Act
Restrictions—Required
[.7] Cross-Guaranty—Waiver—Revocation for Non-Compliance
[.8] Cross-Guaranty—Waiver—Reasonable Losses
[.9] Cross-Guaranty—Waiver—Permanence—Minimum Requirements
In the Matter of
NEW WEST FEDERAL SAVINGS AND LOAN ASSOCIATION
STOCKTON, CALIFORNIA
AMERICAN SAVINGS BANK, F.A.
STOCKTON, CALIFORNIA
(Insured Depository Institutions)
To be Related to
FAMILY SAVINGS BANK, FSB
LOS ANGELES, CALIFORNIA
(Commonly Controlled Insured Depository Institution)
ORDER CONDITIONALLY GRANTING APPROVAL FOR WAIVER OF CROSS-GUARANTY
FDIC-92-98kk
WHEREAS, Keystone Holdings, Inc., Fort Worth, Texas
("Keystone"), has made a proposal to the Office of Thrift
Supervision ("OTS") and the Federal Deposit Insurance Corporation
("FDIC") to recapitalize Family Savings Bank, FSB, Los Angeles,
California ("Family"), through investing in a qualified stock
issuance offered by Family ("QSI") and to comply with certain
other conditions and restrictions imposed by the FDIC and the OTS;
WHEREAS, as a result of the proposal, New West Federal Savings and Loan
Association, Stockton, California, and American Savings Bank, F.A.,
Stockton, California (collectively "Insured Institutions"), which
are currently controlled by Keystone, may become potentially liable to
the FDIC pursuant to section 5(e) of the Federal Deposit Insurance Act
("Act"), 12 U.S.C. §1815(e), for losses incurred or reasonably
anticipated to be incurred by the FDIC in connection with the default
of Family, should Family ever go into default, as a commonly controlled
insured depository institution;
WHEREAS, in conjunction with the proposal, Keystone has made
application on behalf of the Insured Institutions to the FDIC for an
exemption pursuant to the provisions of section 5(e)(5)(A) of the Act,
12 U.S.C. §1815(e)(5)(A); and
WHEREAS, the Board of Directors of the FDIC ("Board") has fully
considered the facts and information relating to the application for
exemption and has concluded that approval of the application is in the
best interests of the Savings Association Insurance Fund and should be
granted, subject to certain conditions and restrictions set forth
below.
IT IS THEREFORE ORDERED:
The request of Keystone for an exemption pursuant to the provisions of
section 5(e)(5)(A) of the Act, 12 U.S.C. §1815(e)(5)(A), is hereby
granted, subject to the following conditions as set forth below in this
ORDER CONDITIONALLY GRANTING APPROVAL FOR WAIVER OF CROSS-GUARANTY
("ORDER"):
[.1]1. On or before April 10, 1992, Family will be recapitalized through an
injection of $1,000,000 in cash by Keystone as a result of the QSI.
[.2]2. At no time while this ORDER is in effect will Keystone acquire more
than fifteen percent (15%) of the common stock of Family.
[.3]3. Without the prior written approval of the FDIC, Keystone will not
seek or accept representation of more than one member of the board of
directors of Family or of any holding company thereof.
[.4]4. Keystone will comply with the conditions set forth in paragraphs
1(B) through (F) of OTS Order No. 92-66, dated February 28, 1992
("OTS Order"), attached hereto and made a part hereof.
5. Keystone shall ensure that all requisite documents and approvals
have been obtained from any necessary parties, including the OTS, in
order to consummate and effectuate the conditions and transactions upon
which this ORDER is based.
[.5]6. During the time this ORDER is in effect, the Insured Institution and
all other insured depository institution affiliates of the Insured
Institutions shall comply with the restrictions set forth in section
5(e)(5)(B) of the Act, 12 U.S.C. §1815(e)(5)(B), concerning the
requirements of sections 23A and 23B of the Federal Reserve Act, 12
U.S.C. §§ 371c and 371c-1.
[.6]7. If Keystone fails to inject $1,000,000 into Family by April 10,
1992, as described in paragraph 1, above, such failure will render this
ORDER null and void, without further hearing on the matter.
[.7]8. Failure of Keystone to comply with the conditions enumerated in
paragraphs 2 and 3 will render this ORDER null and void, without
further hearing on the matter.
9. If the OTS finds, after notice and hearing, that Keystone has failed
to comply with the conditions set forth in paragraphs 1(B) through 1(F)
of the OTS Order, this ORDER shall become null and void, without
further hearing on the matter.
[.8]10. This ORDER for an exemption pertains only to losses incurred or
reasonably anticipated to be incurred by the FDIC in connection with
any default of or assistance provided to Family.
[.9]11. Provided that Keystone complies with all conditions enumerated in
this ORDER, this ORDER will become a permanent exemption as to losses
incurred or reasonably anticipated to be incurred by the FDIC in
connection with any default of or assistance provided to Family.
By direction of the Board of Directors.
Dated at Washington, D.C., this 7th day of April, 1992.
