M&A

5 M&A stories to watch in 2024

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A challenging economic environment in the mortgage industry is shaping mergers and acquisitions, with one company selling itself after its stock plummeted, and another deal being put on pause due to  deteriorating conditions in commercial real estate.

HomeStreet, which saw its share price plunge last year amid concerns over rising interest rates and high levels of multifamily loans, agreed to sell itself to FirstSun Capital Bancorp in an all-stock deal valued at $286 million that recaptures only some of the market value the $9.5 billion-asset company lost. 

Solid fundamentals merited a serious offer, FirstSun CEO Neal Arnold said in January on a conference call with analysts. "What we saw was a great deposit base where others had seen erosion given the uncertainty of the past year. We saw a very conservative credit profile…We saw a very strong fee income profile and a very experienced management team."

Until recently, HomeStreet ranked among the top-performing banks, but in 2022 and into 2023, as the Federal Reserve aggressively hiked interest rates to combat inflation, rapidly increasing funding costs outstripped a more modest pickup in loan yields, decimating HomeStreet's profitability. Through the first nine months of 2023, HomeStreet reported a loss of $24.1 million, due largely to a $39.9 million goodwill impairment charge included in the company's second-quarter financial results.

Read more: Guild's CEO Terry Schmidt talks Academy Mortgage acquisition 

With the Federal Reserve poised to begin lowering rates, HomeStreet's Chairman and CEO Mark Mason said he expects the company's balance sheet to "start to heal itself" later this year. But now, the benefits will accrue to FirstSun. 

At Bancorp 34, a deteriorating commercial real estate credit forced the Arizona-based company to restate third-quarter earnings and extend the deadline of its pending merger with the Commerce Bank of Arizona (CBOA), joining a number of institutions that have announced delays to planned mergers.

The $28 million, all-stock deal between Bank 34 and CBOA was announced April 27, 2023, and had to be completed within a year. Both companies agreed in December to extend the completion deadline two months to June 28. 

Read more: Ellington takes stake in Great Ajax after merger cancellation

Credit quality matters notwithstanding, the deal is on track for completion in the first quarter, Bancorp 34 CEO Jim Crotty said in release. "While we had to address a single isolated credit with a specific reserve in the third quarter, significant progress has been made towards completing the merger," Crotty said. 

Bancorp 34's difficulties come as banks around the country have dramatically scaled back commercial real estate originations in the wake of rising delinquencies. According to a report issued earlier this month by Trepp, third-quarter CRE originations by banks totaled $2.5 billion, down 46% on a linked-quarter basis and nearly 70% year over year. 

Read more about the latest mergers and acquisitions below.

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New American to acquire mortgage financing operations from Draper and Kramer

New American Funding has signed a letter of intent to buy the single-family mortgage financing operations and staff from Chicago-based property and financial services firm Draper and Kramer, according to the acquiring company. The acquisition is the second in New American Funding's history, the last being the company's 2018 purchase of Marketplace Home Mortgage. 

"Our hope is that we find other opportunities like that because we're not in a lot of the United States," NAF CEO Rick Arvielo recently told Bonnie Sinnock, capital markets editor for National Mortgage News. "So it might be a potential real strategy for our growth. But if we were to look at other opportunities, there would have to be a true synergistic or geographic value."

NAF is transitioning for loans in the acquired company's loan pipeline and staff, with plans to expand originations through the addition of loan officers and underwriters and processors supporting them. It will review corporate positions and other operations selectively.

Read more:  New American buying certain Draper and Kramer assets 
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Lower and Thrive Mortgage to merge

Lower will acquire Thrive Mortgage in the second merger deal for the Columbus, Ohio-based company over the past three months, with the deal expected to close in the first quarter of 2024. Per terms of the agreement, Thrive Mortgage's current CEO Selene Kellam and chief production officer Randell Gillespie will join the Lower executive team, reporting to its head, Dan Snyder.

"The commitment of Thrive to our team and our customers has always been to deliver the best mortgage experience with the highest quality resources," Thrive Mortgage Chairman Roy Jones said in a press release in December. "This has driven us to focus on having the best people with the most forward-thinking technology in the i­­­ndustry, all of which is propelled forward with this partnership with Lower."

Read more: Lower, Thrive strike merger deal 
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Arch Capital acquires Old Republic’s remaining MI business

Old Republic sold its remaining mortgage insurance business, which had been in run-off status since September 2011, to Arch Capital Group for approximately $140 million. The deal is expected to close in the first half of 2024.

"Since placing this business in run-off in 2011, we have been able to preserve significant value for shareholders and we are grateful for the many years of hard work and dedication of our RMIC associates," Old Republic President and CEO Craig Smiddy said in a recent press release. "In the last five years our run-off reserves have developed favorably, enabling us to receive over $398 million of dividends from these subsidiaries, inclusive of the $25 million expected in the 4th quarter."

Read more: Old Republic sells remaining MI business to Arch 
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HomeStreet to sell to FirstSun

HomeStreet will sell itself to FirstSun Capital Bancorp in an all-stock deal valued at $286 million, a sum that works out to $14.75 per HomeStreet share. That's just over half of HomeStreet's share price a year ago, but a noteworthy 37% premium over Friday's $10.77 closing price. 

"We think this will be a top-tier, differentiated regional bank," FirstSun CEO Neal Arnold said in January of the pro forma company's potential. "We won't just be a peer performer. We'll be a top-tier performer very quickly."

Read more: HomeStreet to sell itself after tough year 
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Bancorp 34 and CBOA Financial merger delayed

A deteriorating commercial real estate credit has forced Bancorp 34 to restate third-quarter earnings and extend the deadline of its pending merger with CBOA Financial. 

The $28 million deal was announced April 2023 and originally had to be completed within a year. Both organizations agreed to extend that deadline to June 28, according to a Bank 34 release. 

The companies agreed further to adjust the exchange ratio upward, according to the release. Originally, CBOA investors were to receive 0.24 shares of Bank 34 stock for each of their shares. Under the new ratio, they would receive 0.2628 shares.

Read more: Troubled CRE loan delays merger plans for Arizona banks 
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