FirstSun and HomeStreet amend merger terms; capital raise up to $235M, exchange ratio reduced to 0.3867

FIRSTSUN CAPITAL BANCORP

Capital raise increased from $175M to up to $235M; Wellington leads additional $45M to $60M equity investment.
Exchange ratio reduced from 0.4345 to 0.3867, valuing HomeStreet at $13.53 per share based on April 29 close.
Termination fee payable by HomeStreet cut from $10M to $2.6M plus expenses if competing bid within 30 days.
Bank merger restructured: Sunflower Bank to convert to Texas state charter; OCC app withdrawn, replaced by Fed and Texas approvals.
FirstSun to issue $48.5M subordinated debt; HomeStreet to sell ~$300M CRE loans post-close.

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Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

FIRSTSUN CAPITAL BANCORP amended Amendment No. 1 to Agreement and Plan of Merger with HomeStreet, Inc., Dynamis Subsidiary, Inc. valued at Increase in FirstSun's total equity capital raise from $175 million to up to $235 million; reduced E (effective 2024-04-30).

Action: amendment
Agreement: merger
Counterparty: HomeStreet, Inc., Dynamis Subsidiary, Inc.
Value: Increase in FirstSun's total equity capital raise from $175 million to up to $235 million; reduced E
Effective: 2024-04-30

Exact text from the filing

On April 30, 2024, FirstSun Capital Bancorp, a Delaware corporation (“ FirstSun ”), entered into Amendment No. 1 (the “ Amendment ”) to the Agreement and Plan of Merger, dated January 16, 2024 (the “ Merger Agreement ”), by and among HomeStreet, Inc., a Washington corporation (“ HomeStreet ”), FirstSun, and Dynamis Subsidiary, Inc., a Washington corporation and wholly owned subsidiary of FirstSun (“ Merger Sub ”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

FIRSTSUN CAPITAL BANCORP amended First Amendment to Acquisition Finance Securities Purchase Agreement with Wellington Management and certain other institutional accredited investors valued at Additional investment of $45 million for an aggregate total investment of $140 million; sale and iss (effective 2024-04-30).

Action: amendment
Agreement: equity purchase
Counterparty: Wellington Management and certain other institutional accredited investors
Value: Additional investment of $45 million for an aggregate total investment of $140 million; sale and iss
Effective: 2024-04-30

Exact text from the filing

Concurrently with its entry into the Amendment, on April 30, 2024, FirstSun entered into a First Amendment to Acquisition Finance Securities Purchase Agreement (the “ AFSPA Amendment ”) dated January 16, 2024, with certain funds managed by Wellington Management (“ Wellington ”) and certain other institutional accredited investors (each, an “ Additional Investor ” and, collectively with Wellington, the “ Investors ”).

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246 material agreements filed in the last 30 days. Browse all material agreements →

FIRSTSUN CAPITAL BANCORP filing history →

Source: SEC EDGAR

accession 0001552781-24-000253

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