Flagstar Financial Reports Asset Deal & Other Events

TL;DR

Flagstar Financial (formerly NYCB) filed an 8-K on Oct 31st about an asset deal. Major changes ahead.

AI Summary

Flagstar Financial, Inc. (formerly New York Community Bancorp, Inc.) filed an 8-K on November 6, 2024, reporting on events as of October 31, 2024. The filing indicates the completion of an acquisition or disposition of assets, along with other events and financial statements. The company, incorporated in Delaware, operates in the savings institutions sector.

Why It Matters

This filing provides updates on significant corporate actions, including asset transactions, which can impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — Filings related to asset acquisitions or dispositions can introduce significant financial and operational risks.

Key Players & Entities

• FLAGSTAR FINANCIAL, INC. (company) — Registrant
• NEW YORK COMMUNITY BANCORP, INC. (company) — Former Company Name
• October 31, 2024 (date) — Earliest event reported
• November 6, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common stock, $0.01 par value per share FLG New York Stock
• $1.3 billion — gregate purchase price of approximately $1.3 billion in cash. The Transaction was effected p
• $100 billion — ment programs institutions greater than $100 billion in assets must maintain; (h) the effect

Filing Documents

• nycb-20241031.htm (8-K) — 50KB
• mr-cooperxclosingxreleas.htm (EX-99.1) — 2KB
• exhibit992unauditedproform.htm (EX-99.2) — 208KB
• mr-cooperxclosingxreleas001.jpg (GRAPHIC) — 204KB
• mr-cooperxclosingxreleas002.jpg (GRAPHIC) — 287KB
• mr-cooperxclosingxreleas003.jpg (GRAPHIC) — 260KB
• 0000910073-24-000184.txt ( ) — 1491KB
• nycb-20241031.xsd (EX-101.SCH) — 3KB
• nycb-20241031_def.xml (EX-101.DEF) — 17KB
• nycb-20241031_lab.xml (EX-101.LAB) — 30KB
• nycb-20241031_pre.xml (EX-101.PRE) — 18KB
• nycb-20241031_htm.xml (XML) — 5KB

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. On October 31, 2024, Flagstar Bank, National Association ("Flagstar"), the wholly owned subsidiary of Flagstar Financial, Inc. (f/k/a New York Community Bancorp, Inc.) (the "Company"), completed its previously announced sale of certain assets, including mortgage servicing rights, subservicing contracts, and third-party origination assets (the "Transaction"), to Nationstar Mortgage LLC, a Delaware limited liability company and operating subsidiary of Mr. Cooper Group Inc. ("Nationstar"), for an aggregate purchase price of approximately $1.3 billion in cash. The Transaction was effected pursuant to the terms of (1) the Agreement for the Bulk Purchase and Sale of Mortgage Servicing Rights, dated as of July 24, 2024, by and between Flagstar and Nationstar (the "MSR Purchase Agreement") and (2) the related Asset Purchase Agreement, dated as of July 24, 2024, by and between Flagstar and Nationstar (the "Asset Purchase Agreement"). The foregoing description of the MSR Purchase Agreement and the Asset Purchase Agreement does not purport to be complete, and is subject to, and qualified in its entirety by, the terms of the MSR Purchase Agreement and the Asset Purchase Agreement, which were filed as Exhibit 2.1 and Exhibit 2.2, respectively, to the Company's Current Report on Form 8-K filed on July 29, 2024 and are incorporated herein by reference.

01 Other Events

Item 8.01 Other Events. On November 1, 2024, the Company issued a press release announcing the completion of the Transaction. The full text of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (b) Pro forma financial information The following unaudited pro forma consolidated financial statements of the Company and its subsidiaries reflecting the disposition of the assets in the Transaction are filed as Exhibit 99.2 to this Current Report on Form 8-K and are incorporated herein by reference: Unaudited Pro Forma Consolidated Statement of Condition as of June 30, 2024; Unaudited Pro Forma Consolidated Statements of (Loss) Income for the six months ended June 30, 2024 and year ended December 31, 2023; and Notes to the Unaudited Pro Forma Consolidated Financial Statements. (d) Exhibits Exhibit No. Exhibit 2.1 Agreement for the Bulk Purchase and Sale of Mortgage Servicing Rights, dated as of July 24, 2024, by and between Nationstar Mortgage LLC and Flagstar Bank, N.A. (incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K filed with the SEC on July 29, 2024) 2.2 Asset Purchase Agreement, dated as of July 24, 2024, by and between Nationstar Mortgage LLC and Flagstar Bank, N.A. (incorporated by reference to Exhibit 2.2 of the Company's Current Report on Form 8-K filed with the SEC on July 29, 2024) 99.1 Press Release, dated November 1, 2024 99.2 Unaudited Pro Forma Consolidated Financial Statements 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). Cautionary Note Regarding Forward-Looking Statements This Current Report on Form 8-K may include forwardlooking statements by the Company and our authorized officers pertaining to such matters as our goals, beliefs, intentions, and expectations regarding (a) revenues, earnings, loan production, asset quality, liquidity position, capital levels, risk analysis, divestitures, acquisitions, and other material transactions, among other matters; (b) the future costs and benefits of the actions we may take; (c) our assessments of credit risk and probable losses on loans and associated allowances a

View Full Filing

View this 8-K filing on SEC EDGAR