Matthew Nemeroff

Matt Nemeroff is a Partner in Simpson Thacher’s Financial Institutions Practice. Based in the Firm’s New York office, his practice includes advising public and private financial institutions and private equity sponsors on domestic and cross-border M&A, divestitures, investments, joint ventures, complex commercial arrangements, consortium transactions, capital raising and corporate governance matters. Matt works with clients across the financial services sector, including in banking, fintech, specialty finance and insurance. His experience includes advising on complex commercial agreements governing co-brand and private label credit card programs, as well as other long-term strategic partnerships across the financial services and payments ecosystem. Matt is recognized by Chambers USA as “Up and Coming” in Financial Institutions M&A and was previously recognized by Law360 as a “Rising Star” in Fintech.

Select financial services transactions include:

Banking and Specialty Finance

• Kapitus in its sale to InterVest Capital Partners
• Israel Discount Bank in its pending sale of an approximately 15% equity stake in Discount Bancorp to Gallatin Point Capital in exchange for a $150 million investment
• New York Community Bank in its sale of $5 billion in warehouse loans to JPMorgan
• New York Community Bancorp in its over $1 billion recapitalization via a capital raise led by Liberty Strategic Capital, Hudson Bay and Reverence Capital*
• Banc of California in its merger with PacWest Bancorp and its concurrent $400 million equity raise from Warburg Pincus and Centerbridge*
• Flagstar Bancorp, Inc. in its $2.6 billion merger with New York Community Bancorp, Inc.*
• JPMorgan as financial advisor to Bremer Financial in its acquisition by Old National
• AloStar Bank of Commerce in its $196 million sale to State Bank and Trust Company*
• Green Bancorp, Inc. in its acquisition of Patriot Bancshares, Inc.*
• Greentech Capital Advisors in its sale to Nomura*
• OceanFirst Financial Corp. in its separate acquisitions of seven publicly traded and privately held community bank and thrift organizations*, including its acquisition of Flushing Financial Corporation and its concurrent $225 million equity capital raise from Warburg Pincus
• OFG Bancorp in its $550 million acquisition of Scotiabank’s Puerto Rico and U.S. Virgin Islands banking operations*
• Springleaf Holdings, Inc. in its $4.25 billion acquisition of OneMain Financial, Inc.*
• Sumitomo Mitsui Trust Bank in its investment in GreensLedge Holdings*
• United Auto Credit in its sale to Vroom, Inc.*
• Yadkin Financial Corporation in its acquisition of NewBridge Bancorp*

FinTech; Data and Analytics; Market Infrastructure

• Coincheck Group in its $111 million acquisition of 3iQ

• JPMorgan Chase in:

  • its agreement to become the issuer of Apple Card and its pending acquisition of over $20 billion of Apple Card balances; and
  • the sale of its blockchain platform Quorum to, and concurrent strategic investment in, ConsenSys Software*

• BharCap Partners in its acquisition of Electronic Merchant Systems
• American Express in its acquisition of LoungeBuddy*
• Bank of New York Mellon, Computershare, Clearstream, Deutsche Bank, HSBC, JPMorgan Chase and State Street in their investment in Proxymity*
• BNP Paribas, Bank of New York Mellon, Citigroup, Goldman Sachs and JPMorgan Chase in their investment in blockchain market infrastructure platform HQLAx*
• Citi, Goldman Sachs and JPMorgan Chase in their investment in Access FinTech*
• Deutsche Bank in its investment in Modo Payments*
• eToro Group Ltd. in its
  • pending $231 million cash-and-stock acquisition of TradeZero; and
  • proposed (but terminated) business combination with FinTech Acquisition Corp. V*
• Fair Square Financial in its $750 million sale to Ally Financial*
• iCapital in its acquisition of SIMON Group, LLC*
• Live Oak in its investment in Finxact*
• Numerous consortium transactions, including:
• S&P Global in its:

  • $975 million sale of its Engineering Solutions business to funds managed by KKR*; and

  • acquisition of Visible Alpha*

• Worldpay in its $43 billion merger with FIS*
• Zip Co Limited in its acquisition of QuadPay and its announced acquisition of Sezzle Inc.*

Private Equity

• Blackstone in connection with NVIDIA’s announced partnerships to create a $500 billion financing platform for NVIDIA compute, as well as its:
  • acquisition of a controlling equity stake in Stearns Lending*;
  • sales of Exeter Finance to an investor group led by Warburg Pincus*; and
  • sale of Stearns Lending to Guaranteed Rate, Inc.*
• BharCap Partners in its:
  • acquisition of Electronic Merchant Systems;
  • acquisition of GCG Advisory Partners;
  • acquisition of Insurvia*; and
  • acquisition of Pronto Insurance
• Further Global in its acquisition of a controlling stake in U.S. Claims*
• Pine Brook Capital Partners in its:
  • sale of Kapitus to InterVest Capital Partners;
  • acquisition of WhiteStar Asset Management from Triumph Bancorp*;
  • sale of WhiteStar Asset Management to Clearlake Capital Group*;
  • investments in Better Mortgage and Fair Square Financial Holdings*;
  • sale of United Auto Credit to Vroom*; and
  • sale of Fair Square Financial to Ally
• Stone Point Capital in its investment in TriState Capital Holdings, Inc., and its portfolio company, Stretto’s, acquisition of CINGroup*
• Israel Discount Bank in its sale of an approximately 15% equity stake in Discount Bancorp 
• TPG Capital and its portfolio company, The Warranty Group, in The Warranty Group’s $2.5 billion business combination with Assurant, Inc.*

Insurance

• American Financial Group, Inc. in its $210 million acquisition of Crop Risk Services, Inc. from American International Group, Inc.*
• Endurance Specialty Holdings in its $1.8 billion merger with Montpelier Re Holdings*
• Liberty Mutual Group Inc. in its $3 billion acquisition of Ironshore Inc.*
• Validus Holdings, Ltd. in its $127.5 million acquisition of the crop risk services business of Archer-Daniels-Midland Company*
• XL Group plc in its $4.2 billion acquisition of Catlin Group Limited*

Other

• Credit card issuers and brands in connection with the negotiation of co-brand and private label credit card partnerships and portfolio acquisitions
• Broadhaven Capital Partners as financial advisor to Diamond Hill Investment Group in its acquisition by First Eagle Investments Group, with an enterprise value of $473 million
• Fifth Street Finance Corp. in its settlement with activist investor RiverNorth Capital*
• WeWork in an $8 billion transaction in which SoftBank provided financing to the company and proposed to acquire a majority of its outstanding shares through a tender offer*

*includes experience prior to joining Simpson Thacher & Bartlett LLP