The Boards of Directors of UBCU and FCU initiate merger discussions after UBCU puts out a request for proposals.
The credit unions mutually withdraw from their signed Memorandum of Understanding (“MOU”) as each seeks new CEOs in preparation for the retirement of their incumbents.
Merger discussions between the Boards of Directors of each credit union resume. UBCU and FCU engaged Andres Consulting to act as an independent project advisor.
A unanimous resolution is passed between the Boards of Directors of the credit unions, approving a new MOU.
A Joint Partnership Committee (JPC), comprising Directors from each credit union, was authorized by the two Boards, with the support of independent third-party advisors and management as required, to explore the potential benefits and risks of a merger for each membership group.
The credit unions advised the BC Financial Services Authority (“FSA”) that an application under B.C.’s Credit Union Incorporation Act was being considered and confirmed the timing and process for the merger.
The credit unions engaged EKB law firm to assist with legal due diligence and the overall transaction; engaged MNP to assist with financial, accounting, and tax due diligence; and engaged PRA Canada to assist with the risk management due diligence.
The due diligence analyses were completed and reviewed in detail with the Joint Partnership Committee; following this review, each Board approved the due diligence reports.
The credit unions met with BCFSA to discuss the proposed transaction at a high level.
The Boards of each credit union approved the merger business case and formal resolutions in support of the merger. A formal application to FSA is submitted, asking for consent to bring the merger proposal before the Union Bay membership.
October 2020 – onwards
A full communication and member engagement process was launched, which included opportunities for members, employees, and other key stakeholders to engage with Directors and management from the two credit unions, ask questions, and voice any concerns they may have had about the merger.
The merger will involve First Credit Union acquiring of all the assets and assuming all of the liabilities of Union Bay Credit Union under what is called an “Asset Transfer Agreement (ATA).” If BCFSA consents to the proposed asset transfer agreement, then the ATA will be put forward to Union Bay members for approval.