Mechanics Bancorp current report, 29 March 2019

Business Context and Reporting Period

This Form 8-K, filed on April 4, 2019, by HomeStreet, Inc. (not Mechanics Bancorp as indicated in metadata), details a strategic shift in its mortgage operations effective March 31, 2019. The Company is exiting its large-scale home loan center-based origination and servicing business to focus on a bank branch-focused mortgage product offering integrated with commercial and consumer banking.

Key Financial Metrics and Transaction Values

  • Asset Sale Proceeds: HomeStreet agreed to sell its home loan center-based mortgage business to Homebridge for approximately $4.9 million (net book value) plus a $1.0 million premium, subject to adjustments. An additional $1.0 million contingent payment is possible based on future loan originations.
  • Mortgage Servicing Rights (MSR) Sales: The Company sold MSRs with an aggregate unpaid principal balance of approximately $14.3 billion ($4.4 billion to PennyMac and $9.9 billion to New Residential). This represents 70.2% of the total single-family mortgage servicing portfolio.
  • MSR Sale Proceeds: The aggregate purchase price for the MSR sales was approximately $183.1 million, with $166.2 million received on March 29, 2019.
  • Exit Costs: The Company expects pre-tax charges totaling $19.5 million to $24.2 million, including $5.4 million to $6.7 million for severance, $11.1 million to $13.5 million for asset/technology charges, and $3.0 million to $4.0 million for other charges.
  • Cash Impact: Total cash payments related to the exit plan are expected to range from $14.0 million to $18.0 million in fiscal year 2019.
  • Share Repurchase: The Board authorized a new share repurchase program of up to $75 million using surplus capital generated from the MSR sales.

Material Changes Versus Prior Period

The filing marks a significant structural change from the prior period. The Company is eliminating the "Mortgage Banking" reporting unit. While the Company previously operated as a large-scale home-loan center based originator and servicer, it is now transitioning to a model where mortgage originations are sourced through bank locations, online services, and affinity relationships. The sale of 70.2% of the MSR portfolio significantly reduces the Company's exposure to mortgage servicing assets.

Guidance, Outlook, and Risks

  • Timeline: The asset sale to Homebridge is expected to be substantially completed in the second quarter of 2019. The exit plan is expected to be substantially completed by June 30, 2019, and fully completed by December 31, 2019.
  • Operational Transition: The Bank will continue to interim service the sold loans until physical transfer is complete (June 4, 2019, for PennyMac; July 1 and August 1, 2019, for New Residential).
  • Risks: Risks include the failure to satisfy closing conditions for the asset sale, regulatory delays, unexpected transaction costs, and the uncertainty of the contingent payment from Homebridge. Forward-looking statements regarding timing and financial impact are subject to significant uncertainty.

Investor Verification Checklist

  • Verify the final closing date of the Homebridge asset sale and whether the contingent $1.0 million payment conditions are met.
  • Confirm the exact amount of MSR sale proceeds recognized in the Q1 2019 10-Q, including any holdbacks related to disaster area repairs.
  • Monitor the actual exit costs incurred against the estimated range of $19.5 million to $24.2 million.
  • Track the execution of the $75 million share repurchase program and its impact on outstanding share count.
  • Review the Q1 2019 10-Q for the detailed breakdown of the $166.2 million cash received and the remaining balance due from MSR buyers.