HomeStreet, Inc. (NASDAQ:HMST) Files An 8-K Entry into a Material Definitive Agreement
Item1.01 Entry into a Material Definitive Agreement
On December5, 2016, HomeStreet, Inc. a Washington corporation
(the Company) and parent of HomeStreet Bank (the Bank) entered
into an At Market Issuance Agreement (the ATM Agreement) with FBR
Capital Markets Co. and Keefe Bruyette Woods, Inc. (together, the
Agents) to sell shares (the ATM Shares) of the Companys common
stock, no par value, having an aggregate gross sales price of up
to $60,000,000, from time to time, through an at-the-market
equity offering program (the ATM Program).
The sales, if any, of the ATM Shares, may be made in sales deemed
to be at-the-market offerings as defined in Rule415 under the
Securities Act of 1933, as amended, including sales made directly
on or through the NASDAQ Global Select, or other existing trading
market for the Companys common stock, sales made to or through a
market maker other than on an exchange or otherwise, in
negotiated transactions at market prices prevailing at the time
of sale or at prices related to such market prices, or any other
methods permitted by law. Subject to the terms and conditions of
the ATM Agreement, upon its acceptance of written instructions
from the Company, the Agent will use their commercially
reasonable efforts to sell on the Companys behalf all of the
designated ATM Shares. The ATM Agreement provides for the Company
to pay the Agent effecting the sale a commission equal to 2.0% of
the gross sales price per share sold through the Agent under the
ATM Agreement. The Company may also sell ATM Shares under the ATM
Agreement to each of the Agents, as principals for their
respective accounts, at a price per share agreed upon at the time
of sale. Actual sales will depend on a variety of factors to be
determined by the Company from time to time.The Company has no
obligation to sell any of the ATM Shares under the ATM Agreement,
and may at any time suspend sales of the ATM Shares under the ATM
Agreement.
The ATM Agreement contains representations and warranties and
covenants that are customary for transactions of this type. In
addition, the Company has agreed to indemnify the Agents against
certain liabilities on customary terms, subject to limitations on
such arrangements imposed by applicable law and regulation. In
the ordinary course of its business, the Agents and/or their
affiliates have engaged and may engage in commercial and
investment banking transactions, financial advisory and other
transactions with the Company.The Agents have received, or may
receive, customary compensation and expenses.
The Company intends to use the net proceeds, if any, from the ATM
Program for general corporate purposes and possible future
acquisitions or growth opportunities. The Company may also use a
portion of the net proceeds from the ATM Program to provide new
capital to the HomeStreet Bank to support its future growth.
Pending allocation to specific uses, the Company intends to
invest the proceeds in short-term interest-bearing investment
grade securities.
The ATM Shares will be offered and sold to the Companys
Registration Statement on FormS-3 (Registration No.333-195550)
(as amended, the Registration Statement), which became effective
on June2, 2014, and the related Prospectus dated April29, 2014,
and the Prospectus Supplement dated December6, 2016 as each may
be amended from time to time.
The foregoing description of the ATM Agreement does not purport
to be complete and is qualified in its entirety by reference to
the ATM Agreement. The ATM Agreement is filed as Exhibit1.1
hereto and is incorporated herein by reference. The description
of the ATM Agreement has been included to provide information
regarding its terms.It is not intended to provide any other
factual information about the Company.In particular, investors
should not rely on the representations, warranties and covenants
or any descriptions thereof as characterizations of the actual
state of facts or condition of the Company or any of its
subsidiaries or affiliates.
Item7.01 Regulation FD Disclosure
On December6, 2016, the Company issued a press release announcing
the commencement of the ATM Program. A copy of the press release
is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item9.01 Exhibits
|
ExhibitNo. |
Description |
|
| 1.1 |
At Market Issuance Agreement dated December 5, 2016 by and among HomeStreet, Inc., FBR Capital Markets Co and Keefe, Bruyette Woods, Inc. |
|
| 5.1 | Opinion of Davis Wright Tremaine LLP | |
| 23.1 |
Consent of Davis Wright Tremaine LLP (included in Exhibit 5.1) |
|
| 99.1 | Press Release issued December 6, 2016 |
About HomeStreet, Inc. (NASDAQ:HMST)
HomeStreet, Inc. is a financial services company serving customers primarily in the western United States, including Hawaii. The Company is principally engaged in real estate lending, including mortgage banking activities, and commercial and consumer banking. Its operating segments include Commercial and Consumer Banking, and Mortgage Banking. The Company’s subsidiaries include HomeStreet Bank (the Bank) and HomeStreet Capital Corporation. The Bank is a savings bank that provides mortgage and commercial loans, deposit products and services, non-deposit investment products, private banking and cash management services. Doing business as HomeStreet Insurance Agency, the Company provides insurance products and services for consumers and businesses. The Company has a network of over 40 retail deposit branches located in Washington state, Southern California, Portland, Oregon and Hawaii, as well as over 60 stand-alone lending centers located within its retail deposit branch footprint. HomeStreet, Inc. (NASDAQ:HMST) Recent Trading Information
HomeStreet, Inc. (NASDAQ:HMST) closed its last trading session up +2.50 at 31.85 with 1,149,396 shares trading hands.