HCI Investors, LLC v. Fox

CYNTHIA L. MARTIN, Judge.

Limited liability companies (“LLCs”) were formed to purchase nonperforming assets held by a bank holding company’s subsidiary bank in order to remove the assets from the bank’s books prior to an FDIC examination. Shareholders of the bank holding company who agreed to participate became members of the LLCs, obligated to make capital calls to fund the LLCs and to execute personal guarantees of loans obtained by the LLCs to acquire the nonperforming assets. The proposed *426transaction anticipated that shareholders of the bank holding company who refused to participate would…