Business Context and Reporting Period
This Form 8-K was filed by BofI Holding, Inc. on April 10, 2014. The filing reports a material definitive agreement entered into on the same date by BofI Federal Bank, a wholly-owned subsidiary of the registrant.
Key Financial Metrics and Transaction Details
The filing details a Purchase and Assumption Agreement with H&R Block Bank (HRBB) and its parent, Block Financial LLC. Key financial projections for the transaction include:
- Assumed Liabilities: Projected to include approximately $450 million to $550 million in customer deposits and prepaid card balances (including Emerald Cards, gift cards, and incentive cards).
- Assets Acquired: Substantially all assets transferred will consist of cash equal to the face amount of the deposits and liabilities assumed.
- Non-Cash Assets: A de-minimis amount of non-cash assets will be acquired at zero cost.
The filing does not provide specific revenue, profit, cash flow, margin, or debt figures for the reporting period, as this is a current report regarding a specific event rather than a periodic financial statement.
Material Changes and Strategic Outlook
Upon regulatory approval and closing, BofI Federal Bank intends to enter into a Program Management Agreement with Emerald Financial Services, LLC. This agreement will enable the Bank to provide H&R Block-branded financial services through H&R Block's retail and online channels. Products to be offered include:
- Emerald Prepaid MasterCard
- Refund Transfers
- Emerald Advance lines of credit
The transaction is subject to regulatory approvals, waivers, and other customary closing conditions. The amount of assumed liabilities is subject to change based on the timing of the closing.
Investor Verification Checklist
- Verify the final closing date and the exact amount of deposits and liabilities assumed, as the $450-$550 million figure is a projection.
- Confirm receipt of all necessary regulatory approvals and waivers required to consummate the transaction.
- Review the full text of the Purchase and Assumption Agreement (Exhibit 10.1) and the Program Management Agreement for specific terms and conditions.
- Monitor future filings for the impact of this transaction on the Company's liquidity and deposit base.