HomeStreet Enters Material Definitive Agreement on Jan 16

TL;DR

**HomeStreet just signed a big deal, watch for details.**

AI Summary

HomeStreet, Inc. filed an 8-K on January 19, 2024, reporting an "Entry into a Material Definitive Agreement" that occurred on January 16, 2024. This filing indicates a significant new agreement for the company, which could impact its future operations or financial performance. For investors, this matters because material agreements often signal strategic shifts, potential revenue changes, or new partnerships that could affect the stock's valuation.

Why It Matters

This filing signals a new, important agreement for HomeStreet, Inc., which could significantly alter its business operations or financial outlook, potentially impacting shareholder value.

Risk Assessment

Risk Level: medium — The filing indicates a material agreement but provides no details, creating uncertainty about its nature and potential impact, which could be positive or negative.

Analyst Insight

Investors should monitor HomeStreet, Inc.'s future filings and press releases for specific details regarding the "Material Definitive Agreement" to assess its potential impact on the company's financials and strategic direction.

Key Players & Entities

• HomeStreet, Inc. (company) — the registrant filing the 8-K
• January 16, 2024 (date) — date of the earliest event reported (entry into material definitive agreement)
• January 19, 2024 (date) — date the 8-K was filed
• 001-35424 (other) — Commission File Number for HomeStreet, Inc.
• HMST (other) — trading symbol for HomeStreet, Inc. Common Stock

Forward-Looking Statements

• HomeStreet, Inc. will provide further details about the material definitive agreement in a subsequent filing or press release. (HomeStreet, Inc.) — high confidence, target: Q1 2024

FAQ

Key Financial Figures

• $0.0001 — nge Ratio ") of common stock, par value $0.0001 per share, of FirstSun (" FirstSun Comm
• $10.0 million — also provides that a termination fee of $10.0 million will be payable by FirstSun or HomeStre

Filing Documents

• hmst-20240116.htm (8-K) — 66KB
• exhibit21mergeragreementfo.htm (EX-2.1) — 738KB
• exhibit101formoffirstsunvo.htm (EX-10.1) — 57KB
• 0001518715-24-000035.txt ( ) — 1132KB
• hmst-20240116.xsd (EX-101.SCH) — 2KB
• hmst-20240116_lab.xml (EX-101.LAB) — 25KB
• hmst-20240116_pre.xml (EX-101.PRE) — 13KB
• hmst-20240116_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement Merger Agreement On January 16, 2024, HomeStreet, Inc., a Washington corporation (" HomeStreet "), FirstSun Capital Bancorp, a Delaware corporation (" FirstSun "), and Dynamis Subsidiary, Inc., a Washington corporation and wholly owned subsidiary of FirstSun (" Merger Sub "), entered into an Agreement and Plan of Merger (the " Merger Agreement "). On the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will merge with and into HomeStreet, with HomeStreet continuing as the surviving entity (the " Merger "), and immediately following the Merger, HomeStreet will merge with and into FirstSun (the " Second-Step Merger "), with FirstSun continuing as the surviving corporation (the " Surviving Entity "). Promptly following the Second-Step Merger, HomeStreet Bank, a Washington-chartered non-member bank (" HomeStreet Bank "), and, as of immediately prior to the Second-Step Merger, a wholly owned subsidiary of HomeStreet, will merge with and into Sunflower Bank, N.A. (" Sunflower Bank ") (the " Bank Merger " and together with the Merger and the Second-Step Merger, the " Mergers "), with Sunflower Bank continuing as the surviving bank (the " Surviving Bank "). Following the Bank Merger, the Surviving Bank will continue to operate the assumed branches of HomeStreet Bank under the "HomeStreet Bank" name and brand. The Merger Agreement was unanimously approved by the Boards of Directors of each of FirstSun and HomeStreet. Subject to the receipt of requisite regulatory and stockholder approvals and satisfaction or waiver of other closing conditions, certain of which are described below, the parties anticipate that the Mergers will close in mid-2024. Merger Consideration Upon the terms and subject to the conditions set forth in the Merger Agreement, at the effective time of the Merger (the " Effective Time "), each share of common stock, no par value per share, of HomeStreet issued and o

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits. Exhibit 2.1 Agreement and Plan of Merger dated as of January 16, 2024, by and among HomeStreet, Inc., FirstSun Capital Bancorp, a Delaware corporation, and Dynamis Subsidiary, Inc.* Exhibit 10.1 Form of FirstSun Voting Agreement Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and similar attachments have been omitted. The registrant hereby agrees to furnish a copy of any omitted schedule or similar attachment to the SEC upon request. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This communication contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In general, forward-looking statements can be identified through use of words such as "may," "believe," "expect," "anticipate," "intend," "will," "should," "plan," "estimate," "predict," "continue" and "potential" or the negative of these terms or other comparable terminology, and include statements related to the expected timing, completion, financial benefits, and other effects of the proposed mergers (the " Merger "). Forwardlooking statements are not historical facts and represent management's beliefs, based upon information available at the time the statements are made, with regard to the matters addressed they are not guarantees of future performance. Actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Forward-looking statements are subject to numerous assumptions, risks and uncertainties that change over time and could cause actual results or financial conditions to differ materially from those expressed in or implied by such statements. Factors

SIGNATURES

SIGNATURES 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: January 19, 2024 HomeStreet, Inc. By: /s/ John M. Michel John M. Michel Executive Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR