For the second time in less than a year, Caliber Home Loans, an Irving, Texas-based residential mortgage origination and servicing company, is acquiring a regional residential mortgage lender that focuses on the Western part of the country.
Last year, Caliber acquired First Priority Financial, a regional residential mortgage lender with branches and originators serving California, Oregon, Washington, Idaho and Iowa.
And Wednesday, Caliber announced plans to acquire Banc Home Loans, the mortgage banking division of Banc of California.
Technically, the acquisition involves Caliber acquiring “substantially all of the assets” of Banc of California, Caliber said in a release.
Banc Home Loans originates primarily agency, government and conforming residential mortgages and operates more than 60 locations in California, Oregon, Arizona, Nevada and Idaho.
According to details provided by Caliber, in 2016, Banc Home Loans originated more than 18,000 mortgages, totaling more than $5.1 billion.
Caliber did not disclose the financial terms of the deal, nor did it provide any more detail on what parts of Banc Home Loans it is acquiring, but a Banc of California filing with the Securities and Exchange Commission sheds more light on the deal.
According to the SEC filing, Caliber will acquire the “leases relating to the Bank’s dedicated mortgage loan origination offices and the Bank’s ‘pipeline’ of residential mortgage loan applications for loans.”
The SEC filing also details the financial structure of the deal.
Under the terms of the deal, Caliber will pay at least $25 million for Banc Home Loans.
From Banc of California’s SEC filing:
The Bank will receive a $25 million cash premium payment, in addition to the net book value of certain assets acquired by the Purchaser, totaling $2.7 million upon closing of the transaction. The Bank may receive up to an additional $5 million cash premium based on criteria tied to loan officer retention by the Purchaser. Additionally, the Bank will receive an earn-out, payable quarterly, based on the future performance of the Business over the 38 months following completion of the transaction. The Purchaser retains an option to buyout the future earn-out payable to the Bank in exchange for cash consideration of $35 million, less the aggregate amount of all earn-out payments made prior to the date on which the Purchaser makes the payment of the buyout amount.
Additionally, Caliber will also pay $36 million to acquire the mortgage servicing rights for approximately $3.8 billion in unpaid principal balance of conventional agency mortgages from Banc of California.
Banc of California said that the MSR sale covers approximately half the bank’s MSR portfolio, and is expected to reduce earnings volatility going forward.
Banc of California’s SEC filing states that the bank still plans to originate portfolio jumbo residential mortgage loans moving forward.
Interestingly enough, the filing states that Banc of California will be eligible to purchase jumbo mortgages originated by Caliber that meet the Banc of California’s credit underwriting standards on a servicing retained basis.
Banc of California also said that the deal decreases its number of operating locations by over 60%, and shrinks total headcount from over 1,800 to less than 950.
“Banc Home Loans has grown substantially over the past three years into a leading California mortgage banking business, and the team should be congratulated for their success in helping California borrowers finance their dream of homeownership,” said J. Francisco Turner, interim president and chief financial officer and chief strategy officer for Banc of California. “Through Caliber, we have found a respected firm who shares many of our same values for employees and borrowers.”
According to Caliber, the deal is expected to close on March 30, 2017.
“Caliber is delighted to announce the acquisition of Banc Home Loans, as we build on our significant growth trends and continue to expand our footprint nationally. As part of this strategy, we will focus on strategic opportunities that present significant long-term value,” said Sanjiv Das, chief executive officer of Caliber.
“This transaction will enhance Caliber’s presence in the attractive California and Northwest markets,” Das continued. “Most importantly, Banc Home Loans shares the Caliber vision of customer-focused values. We look forward to uniting our dedicated teams to better address the unique financing needs of homeowners around the country.”
