In Re Bankatlantic Bancorp, Inc. Litigation

LASTER, Vice Chancellor.

Defendant BankAtlantic Bancorp, Inc. (“Bancorp”) is a bank holding company. Bancorp holds 100% of the equity of Ban-kAtlantic, a federal savings bank, which is Bancorp’s only substantial asset. Bancorp has agreed to sell BankAtlantic to BB & T Corporation. As consideration, Bancorp will receive 100% of the equity of a newly formed entity that will own BankAtlantic’s “criticized assets,” such as non-performing loans and foreclosed real estate. After the transaction, Bancorp no longer will own a bank and no longer will be a federally regulated bank holding company. By…