Liberty 77 Capital Amends NYCB Filing

TL;DR

Liberty 77 Capital updated their stake in NYCB. Watch for potential moves.

AI Summary

Liberty 77 Capital L.P. and its affiliates have amended their Schedule 13D filing regarding New York Community Bancorp, Inc. as of September 24, 2024. The filing details their beneficial ownership and intentions concerning the company's common stock.

Why It Matters

This amendment provides updated information on significant shareholder holdings and potential strategic actions related to New York Community Bancorp, Inc.

Risk Assessment

Risk Level: medium — Schedule 13D filings indicate significant stake-building and potential activism, which can lead to volatility.

Key Players & Entities

• Liberty 77 Capital L.P. (company) — Filing entity
• New York Community Bancorp, Inc. (company) — Subject company
• Steven T. Mnuchin (person) — Group member
• Liberty 77 Capital Partners L.P. (company) — Group member
• Liberty Capital L.L.C. (company) — Group member
• Liberty Strategic Capital (Cen) Holdings, LLC (company) — Group member
• STM Partners LLC (company) — Group member

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
• $450 million — invested an aggregate of approximately $450 million in exchange for the Issuer’s sale
• $2.00 — of Common Stock at a purchase price of $2.00; (b) 143,355 shares of a new series of
• $2,000 — Stock”), at a price per share of $2,000 and each of which is automatically conv
• $2,500 — suance of such warrant, to purchase for $2,500 per share, shares of a new class of non

Filing Documents

• eh240535249_13da3-nycb.htm (SC 13D/A) — 144KB
• 0000950142-24-002439.txt ( ) — 146KB

Identity and Background

Item 2. Identity and Background.

is hereby restated as follows

Item 2 is hereby restated as follows: This Schedule 13D is being filed by each of: (i) Liberty 77 Capital L.P. (the “ Liberty Manager ”), a Delaware limited partnership which is investment manager of the Liberty Funds (defined in Item 5(d) below) and manager of the Liberty Purchaser; (ii) Liberty Strategic Capital (CEN) Holdings, LLC (the “ Liberty Purchaser ”), a Delaware limited liability company; (iii) Liberty 77 Capital Partners L.P. (“ Liberty Manager GP ”), a Delaware limited partnership and the general partner of the Liberty Manager; (iv) Liberty Capital L.L.C., a Delaware limited liability company and the general partner of the Liberty Manager GP; (v) STM Partners LLC, a Delaware limited liability company which indirectly controls the Liberty Manager and the Liberty Purchaser; (vi) Steven T. Mnuchin (“ Secretary Mnuchin ”), an individual and citizen of the United States and president of STM Partners LLC, each person or entity listed in clauses (i) – (vi), a “ Reporting Person ” and, collectively, the “ Reporting Persons .” The address of the principal place of business and principal office of the Reporting Persons is c/o Liberty 77 Capital L.P., 2099 Pennsylvania Avenue NW, Washington, D.C. 20006. The Reporting Persons are making this single, joint filing, pursuant to a joint filing agreement in accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), which is filed as Exhibit 1 hereto. None of the Reporting Persons has, during the last five years, (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activiti

Purpose of Transaction

Item 4. Purpose of Transaction.

is hereby restated as follows

Item 4 is hereby restated as follows: On March 7, 2024, the Issuer entered into an Investment Agreement (the “Original Investment Agreement”) with the Liberty Purchaser. On March 11, 2024, the Issuer entered into an amendment to the Liberty Investment Agreement with the Liberty Purchaser (as the “Amendment”, and the Original Investment as amended by the Amendment, the “Liberty Investment Agreement”). CUSIP No. 649445400 SCHEDULE 13D Page 9 of 14 Pursuant to the Liberty Investment Agreement, on the terms and subject to the conditions set forth therein, at the closing of the Liberty Purchaser’s investment in the Issuer on March 11, 2024 (the “Closing”), the Liberty Purchaser invested an aggregate of approximately $450 million in exchange for the Issuer’s sale and issuance of: (a) 34,940,000 shares of Common Stock at a purchase price of $2.00; (b) 143,355 shares of a new series of preferred stock, par value $0.01 per share, of the Issuer designated as Series B Noncumulative Convertible Preferred Stock (the “Series B Preferred Stock”), at a price per share of $2,000 and each of which is automatically convertible into 1,000 shares of Common Stock in the event of a transfer thereof by the Liberty Purchaser consistent with the rules and limitations of Regulation Y of the Bank Holding Company Act of 1956, as amended (the “BHCA”), subject to certain limitations (a “Reg Y Transfer”), and which shares of Series B Preferred Stock collectively represented the right (on an as-exchanged basis) to receive approximately 143,355,000 shares of Common Stock (subject to certain adjustments, including adjustments relating to the Reverse Stock Split (as defined below)); (c) 46,705 shares of a new series of preferred stock, par value $0.01 per share, of the Issuer designated as Series C Noncumulative Convertible Preferred Stock (the “Series C Preferred Stock”, together with th

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

is hereby restated as follows

Item 5 is hereby restated as follows: See Item 4 and the cover page for each Reporting Person, which are incorporated by reference herein. References to percentage ownership of the Common Stock in this Schedule 13D are based on 415,261,212 shares of Common Stock (and 415,261,312 shares of Common Stock after giving effect to the 100 service-based restricted stock units (after adjustment for the Reverse Stock Split) that were granted to Steven T. Mnuchin on March 27, 2024, as described herein) outstanding as of the close of business on September 23, 2024 after giving effect to the exchange of the Series B Preferred Stock as described herein (including the issuance of 38,118,329 shares of Common Stock to the Liberty Purchaser upon the final exchange of its Series B Preferred Stock), based on the information reported by the Issuer in its Current Report on Form 8-K, dated September 24, 2024. (a) and (b) As of the date of this Schedule 13D, the Reporting Persons are deemed to beneficially own 75,000,094 shares of Common Stock (representing approximately 18.1% of the Common Stock), of which 74,999,994 shares of Common Stock are held directly by the Liberty Purchaser and 100 service-based restricted stock units (after adjustment for the Reverse Stock Split) were granted to Steven T. Mnuchin on March 27, 2024, and may be deemed to be indirectly beneficially owned by the other Reporting Persons. (c) Except as described in this Schedule 13D, there have been no transactions in the Common Stock effected by the Reporting Persons since the most recent prior amendment to this Schedule 13D. (d) Liberty 77 Fund L.P. and Liberty 77 Fund International L.P. (the “ Liberty Funds ”) are the members of the Liberty Purchaser and, as such, have the right to receive dividends from, or the proceeds from the sale of, the securities that are reported in this Schedule 13D. Liberty 77 Capital GenPar L.P. is the general partner of each of the Liberty Funds. Liberty 77 Capital UGP

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: September 24, 2024 LIBERTY 77 CAPITAL L.P. By: Liberty 77 Capital Partners L.P., its general partner By: Liberty Capital L.L.C., its general partner By: /s/ Jesse M. Burwell Name: Jesse M. Burwell Title: Chief Financial Officer LIBERTY STRATEGIC CAPITAL (CEN) HOLDINGS, LLC By: Liberty 77 Capital L.P., its manager By: Liberty 77 Capital Partners L.P., its general partner By: Liberty Capital L.L.C., its general partner By: /s/ Jesse M. Burwell Name: Jesse M. Burwell Title: Chief Financial Officer LIBERTY 77 CAPITAL PARTNERS L.P. By: Liberty Capital L.L.C., its general partner By: /s/ Jesse M. Burwell Name: Jesse M. Burwell Title: Chief Financial Officer CUSIP No. 649445400 SCHEDULE 13D Page 14 of 14 LIBERTY CAPITAL L.L.C. By: /s/ Jesse M. Burwell Name: Jesse M. Burwell Title: Chief Financial Officer STM PARTNERS LLC By: /s/ Jesse M. Burwell Name: Jesse M. Burwell as attorney-in-fact for Steven T. Mnuchin Title: President /s/ Jesse M. Burwell Jesse M. Burwell as Attorney-in-Fact for Steven T. Mnuchin

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View this SC 13D/A filing on SEC EDGAR