Mechanics Bancorp 8-K, filed Sep 22, 2023
Mechanics Bancorp (MCHB)
8-K
2023-09-22
For: 2023-09-22
View Original
Added on
April 07, 2026
About this 8-K
Mechanics Bancorp filed this 8-K on September 22, 2023.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 22, 2023
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(206 ) 623-3050
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
| Securities registered pursuant to Section 12(b) of the Act: | ||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Act or Rule 12b-2 of the Exchange Act. | |||||
| Emerging growth Company | |||||
| ☐ | If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 12(a) of the Exchange Act. | ||||
| Item 7.01 | Regulation FD Disclosure | ||||
The information provided pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any filing or other document filed by HomeStreet, Inc. pursuant to the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document. The information provided pursuant to this Item 7.01 shall instead be deemed “furnished.”
On September 22, 2023 HomeStreet, Inc. (the "Company") issued a press release in response to recent shareholder letters.
| Item 9.01 | Financial Statements and Exhibits | ||||
| (d) | Exhibits. | ||||
| Exhibit 99.1 | |||||
| Exhibit 104 | Cover Page Interactive Data File (embedded within with Inline XBRL) | ||||
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 22, 2023
| HomeStreet, Inc. | |||||||||||
| By: | /s/ Godfrey B. Evans | ||||||||||
| Godfrey B. Evans | |||||||||||
| Executive Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary | |||||||||||
HomeStreet Responds to Blue Lion Capital Letters to Shareholders
SEATTLE – September 22, 2023 – (BUSINESS WIRE) – HomeStreet, Inc. (Nasdaq: HMST) (including its consolidated subsidiaries, the "Company", "HomeStreet" or "we"), the parent company of HomeStreet Bank, today responded to Blue Lion Capital Letters to Shareholders, set forth in the letter below.
September 22, 2023
To: HomeStreet Shareholders
RE: Company response to Blue Lion Capital letters to shareholders
In several recent letters to our Board of Directors and shareholders written by Chuck Griege, managing partner of Blue Lion Capital, he has proposed the Company sell our FNMA Delegated Underwriter and Servicer business (per Griege the “DUS license”) and related loan servicing portfolio (together our “DUS Business”) and utilize the gain and proceeds to sell certain low yielding loans and reduce borrowings. In these letters Mr. Griege has stated that the value of our DUS Business is “between $100 million and $150 million.” In his most recent letter Mr. Griege stated that “HMST has received at least one letter of intent from an interested buyer for the DUS license and MSRs and believe[s] that it meets the [$100 million] valuation threshold. . .”
On September 15, 2023, the Company received an unsolicited non-binding written proposal to purchase our DUS Business (including our related loan servicing portfolio carried at $32 million on June 30, 2023) from a third party group for $57 million (the “DUS Purchase Proposal”). One of the members of this third party group was recommended to us by Mr. Griege in a prior letter to our Board of Directors.
Our Board of Directors and management have analyzed the DUS Purchase Proposal and determined that the price proposed was inadequate in relation to the resulting benefit and value of the DUS Business to our Company and as such a sale of our DUS Business at this price was not in the best interests of the Company.
/s/ Mark K. Mason
Mark K. Mason
Chairman and Chief Executive Officer
SEATTLE OFFICE | 601 Union Street, Suite 2000 | Seattle, WA 98101 | 1.844.874.7468 | homestreet.com
About HomeStreet
HomeStreet, Inc. (Nasdaq: HMST) is a diversified financial services company headquartered in Seattle, Washington, serving consumers and businesses in the Western United States and Hawaii. The Company is principally engaged in real estate lending, including mortgage banking activities, and commercial and consumer banking. Its principal subsidiary is HomeStreet Bank. HomeStreet Bank is the winner of the 2022 "Best Small Bank" in Washington Newsweek magazine award. Certain information about our business can be found on our investor relations web site, located at http://ir.homestreet.com. HomeStreet Bank is a member of the FDIC and is an Equal Housing Lender.
Contact: | SVP Corporate Marketing Director | |||||||
HomeStreet, Inc. | ||||||||
Misty Ford (206) 876-5506 | ||||||||
misty.ford@homestreet.com | ||||||||