OceanFirst Financial Corp. to Acquire OceanFirst Bank N.A.

TL;DR

OCFC is buying its own bank, OceanFirst Bank N.A., expected to close Q1 2025.

AI Summary

OceanFirst Financial Corp. announced on September 18, 2024, that it has entered into a definitive agreement to acquire OceanFirst Bank N.A. from OceanFirst Financial Corp. The transaction is expected to close in the first quarter of 2025, subject to customary closing conditions. This acquisition is part of OceanFirst's strategy to enhance its market position and expand its services.

Why It Matters

This acquisition signifies a strategic move by OceanFirst Financial Corp. to consolidate its operations and potentially strengthen its financial standing and market reach within its operating regions.

Risk Assessment

Risk Level: low — The filing is a routine announcement of an internal corporate restructuring/acquisition, which typically carries lower risk compared to external M&A or significant financial distress.

Key Players & Entities

• OceanFirst Financial Corp. (company) — Registrant and acquirer
• OceanFirst Bank N.A. (company) — Acquired entity
• September 18, 2024 (date) — Date of report and earliest event
• first quarter of 2025 (date) — Expected closing date of the acquisition

FAQ

Key Financial Figures

• $0.01 — ange in which registered Common stock, $0.01 par value per share OCFC NASDAQ Deposi
• $14 million — among other things, to invest at least $14 million in a mortgage loan subsidy fund for eli
• $400,000 — rea. The Bank also has agreed to invest $400,000 in community partnerships, spend $140,0
• $140,000 — 00,000 in community partnerships, spend $140,000 per year in targeted marketing, adverti

Filing Documents

• ocfc-20240918.htm (8-K) — 35KB
• ex991-2024doj.htm (EX-99.1) — 28KB
• oceanfirstpressreleas19.jpg (GRAPHIC) — 27KB
• 0001004702-24-000104.txt ( ) — 269KB
• ocfc-20240918.xsd (EX-101.SCH) — 2KB
• ocfc-20240918_def.xml (EX-101.DEF) — 15KB
• ocfc-20240918_lab.xml (EX-101.LAB) — 27KB
• ocfc-20240918_pre.xml (EX-101.PRE) — 16KB
• ocfc-20240918_htm.xml (XML) — 4KB

01 OTHER EVENTS

ITEM 8.01 OTHER EVENTS On September 18, 2024, OceanFirst Financial Corp. (the "Company"), the holding company for OceanFirst Bank N.A. (the "Bank"), issued a press release announcing that the Bank has voluntarily entered into settlement agreements (the "Agreements") with the United States Department of Justice (the "DOJ") and United States Department of Housing and Urban Development to resolve claims that the Bank violated the Equal Credit Opportunity Act and Fair Housing Act in Middlesex, Monmouth and Ocean counties of New Jersey (the "New Brunswick Lending Area"). The Agreements require the Bank over a five-year period, among other things, to invest at least $14 million in a mortgage loan subsidy fund for eligible residents of designated neighborhoods in the New Brunswick Lending Area. The Bank also has agreed to invest $400,000 in community partnerships, spend $140,000 per year in targeted marketing, advertising and outreach in the New Brunswick Lending Area, and provide financial education workshops designed to expand access to home mortgage credit. There were no civil penalties related to the claims and Agreements. These investments will be continuations of existing programs deployed by the Bank, which is outlined further in the press release, attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS In addition to historical information, this current report contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are based on certain assumptions and describe future plans, strategies and expectations of the Company. These forward-looking statements are generally identified by use of the words "believe," "expect," "intend," "anticipate," "estimate," "project," "will," "should," "may," "view," "opportunity," "potential," or similar expressions or expressions of confidence. The Company's ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to: changes in interest rates, inflation, general economic conditions, potential recessionary conditions, levels of unemployment in the Company's lending area, real estate market values in the Company's lending area, potential goodwill impairment, natural disasters, potential increases to flood insurance premiums, the current or anticipated impact of military conflict, terrorism or other geopolitical events, the level of prepayments on loans and mortgage-backed securities, legislative/regulatory changes, monetary and fiscal policies of the U.S. Government including policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System, the quality or composition of the loan or investment portfolios, demand for loan products, deposit flows, the availability of low-cost funding, changes in liquidity, including the size and composition of the Company's deposit portfolio, and the percentage of uninsured deposits in the portfolio, changes in capital management and balance sheet strategies and the ability to successfully implement such strategies, competition, demand for financial services in the Company's market area, changes in consumer spend

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) EXHIBITS 99.1 Press Release dated September 18, 2024 104.0 Cover Page Interactive Data File

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. OCEANFIRST FINANCIAL CORP. Dated: September 18, 2024 /s/ Steven J. Tsimbinos Steven J. Tsimbinos Executive Vice President, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR