Regulatory approvals needed
Because the transaction is a “merger‑of‑equals” between two bank holding companies, the deal must be cleared by every regulator that oversees the United States banking system. The press release (and the typical regulatory path for comparable bank‑holding‑company mergers) lists the following approvals as required before the transaction can close:
Regulator | What it must approve | Why it’s needed |
---|---|---|
Federal Reserve Board (FRB) – Office of the Comptroller of the Currency (OCC) | Merger of the two bank‑holding companies (Berkshire Hills Bancorp, Inc. and Brookline Bancorp, Inc.) | The FRB is the primary “home‑state” regulator for bank holding companies; it must determine that the merger is consistent with the Bank Holding Company Act and that the combined entity will be safe and sound. |
Federal Deposit Insurance Corporation (FDIC) – Office of Deposit Insurance (ODI) | Transfer of all deposit‑insured depository institutions (Berkshire Bank, Brookline Bank, Bank Rhode Island, PCSB Bank) into the surviving bank and the issuance of a new charter for Beacon Bank | The FDIC must approve the consolidation of the insured banks, ensure that the new institution will meet all FDIC insurance requirements, and issue a new charter for the combined bank. |
State banking regulators (Massachusetts, Rhode Island, New York, etc.) | State‑level approvals for the banks that are chartered in those states (e.g., Berkshire Bank in Massachusetts, Brookline Bank in Massachusetts, Bank Rhode Island in Rhode Island, PCSB Bank in New York) | Each state’s banking department must sign off on the conversion of the state‑chartered banks to the new Beacon Bank charter (or, if a national charter is chosen, the appropriate state approvals are still required for the conversion of state‑chartered subsidiaries). |
Office of the Comptroller of the Currency (OCC) – if any of the banks will be federally chartered after the merger | Federal chartering of any national‑chartered subsidiaries | If the combined bank will be a national bank, the OCC must grant the national charter and approve the change of control. |
Securities‑regulatory filings (SEC) | Form 8‑K, Form S‑4 (or similar) to disclose the merger to shareholders and to register the new securities (if any) | Required for publicly‑traded holding companies (BHLB on NYSE, BRKL on NASDAQ). |
Other possible approvals | Antitrust clearance (U.S. Department of Justice/Federal Trade Commission) – though most bank‑holding‑company mergers are reviewed under the Bank Merger Act rather than the general antitrust statutes, the agencies still assess competition in the relevant markets. | Ensures the merger does not substantially lessen competition in any banking market. |
Timeline for completing the merger
Milestone | Approximate date / window (as indicated in the release) |
---|---|
Announcement of definitive agreement | 6 August 2025 (press release date) |
Regulatory review period | The parties state that the merger is “subject to the receipt of all required regulatory approvals and the satisfaction of customary closing conditions.” For a merger of this size, the typical review window is 60–90 days from the filing of the joint‑agency application with the FRB, FDIC, and state regulators. |
Target closing date | The press release says the merger is expected to close in the fourth quarter of 2025, i.e., by the end of 2025 (often phrased as “expected to close in Q4 2025, subject to regulatory approvals”). |
Post‑closing integration | After the closing, the newly‑named Beacon Financial Corporation will operate Beacon Bank. The integration of the four banking brands (Berkshire Bank, Brookline Bank, Bank Rhode Island, PCSB Bank) is planned to be completed during 2026. |
Putting it together
Regulatory approvals: The merger cannot close until the Federal Reserve Board, the FDIC, the relevant state banking regulators, and (if a national charter is chosen) the OCC all grant their approvals. The SEC will also need to clear the securities‑filing aspects, and antitrust review will be completed as part of the overall banking‑merger process.
Timeline: After the August 6 2025 announcement, the companies will file a joint application with the regulators. Assuming a standard 60‑ to 90‑day review, the regulatory clearance window is expected to run through mid‑ to late September 2025 (or early October 2025). The parties have set a closing target in Q4 2025, i.e., by the end of 2025, with the integration of the combined banks slated for the following year.
Bottom line
- Required approvals: Federal Reserve, FDIC, all state banking regulators (Massachusetts, Rhode Island, New York, etc.), possibly the OCC, SEC filings, and antitrust clearance.
- Projected timeline: 60‑90 days of regulatory review after the joint‑agency filing, with the transaction slated to close in Q4 2025 (by year‑end 2025), contingent on receipt of those approvals.