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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): March 31, 2025
 
HOMESTREET, INC.
(Exact name of registrant as specified in its charter)
 
Washington   001-35424   91-0186600
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
601 Union Street, Ste. 2000, Seattle, WA 98101
(Address of principal executive offices) (Zip Code)
(206) 623-3050
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, No Par Value HMST Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Act or Rule 12b-2 of the Exchange Act.
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 12(a) of the Exchange Act.




Item 7.01 Regulation FD Disclosure

An investor presentation related to the transaction described in Item 8.01 is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

The information provided pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any filing or other document filed by HomeStreet, Inc. pursuant to the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document. The information provided pursuant to this Item 7.01 shall instead be deemed “furnished.”

Item 8.01 Other Events

On March 31, 2025, HomeStreet, Inc. (“HomeStreet”) and Mechanics Bank (“Mechanics Bank”) issued a joint press release announcing the execution of an Agreement and Plan of Merger (the “Merger Agreement”), dated as of March 28, 2025, by and among HomeStreet, HomeStreet Bank and Mechanics Bank, pursuant to which, upon the terms and subject to the conditions set forth therein, HomeStreet Bank will merge with and into Mechanics Bank, and Mechanics Bank will become a wholly-owned subsidiary of HomeStreet.

The transaction is expected to close in the third quarter of 2025, subject to the receipt of regulatory approvals, the approval of HomeStreet’s and Mechanics Bank’s shareholders and the satisfaction of customary closing conditions.

A copy of the joint press release issued by HomeStreet and Mechanics Bank is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.

Cautionary Note Regarding Forward Looking Statements

When used in this Current Report on Form 8-K and in other documents filed with or furnished to the U.S. Securities and Exchange Commission (the “SEC”), in press releases or other public shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date such statements are made. Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Mechanics Bank, HomeStreet and HomeStreet Bank (the “Transaction”), including future financial and operating results, and the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts.

These forward-looking statements are subject to risks, uncertainties, assumptions, estimates, and other important factors that may cause actual results to differ materially from those projected. In addition to factors previously disclosed in HomeStreet’s reports filed with the SEC, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: a) the occurrence of any event, change, or other circumstance that could give rise to the right of one or all of the parties to terminate the Merger Agreement; b) the outcome of any legal proceedings that may be instituted against Mechanics Bank, HomeStreet or HomeStreet Bank; c) the possibility that the Transaction does not close when expected or at all because required regulatory, shareholder, or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); d) the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which Mechanics Bank, HomeStreet and HomeStreet Bank operate; e) changes in asset quality and credit risk; f) the inability to sustain revenue and earnings growth; g) customer borrowing, repayment, investment and deposit practices; h) customer disintermediation; i) the ability to promptly and effectively integrate the businesses of Mechanics Bank, HomeStreet and HomeStreet Bank; j) the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; k) reputational risk and potential adverse reactions of Mechanics Bank’s, HomeStreet’s or HomeStreet Bank’s customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; l) the dilution caused by HomeStreet’s issuance of additional shares of its capital stock in connection with the Transaction; m) and the diversion of management’s attention and time from ongoing business operations and opportunities on Transaction-related matters.




These factors are not necessarily all of the factors that could cause Mechanics Bank’s, HomeStreet’s, HomeStreet Bank’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other factors, including unknown or unpredictable factors, also could significantly harm Mechanics Bank’s, HomeStreet’s, HomeStreet Bank’s or the combined company’s results.

Forward-looking statements speak only as of the date they are made and Mechanics Bank, HomeStreet and HomeStreet Bank do not undertake or assume any obligation to update any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If Mechanics Bank, HomeStreet or HomeStreet Bank update one or more forward-looking statements, no inference should be drawn that Mechanics Bank, HomeStreet or HomeStreet Bank will make additional updates with respect to those or other forward-looking statements. Further information regarding HomeStreet and HomeStreet Bank, and factors which could affect the forward-looking statements contained herein can be found in HomeStreet’s filings with the SEC.

No Offer or Solicitation

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Additional Information about the Transaction and Where to Find It

In connection with the Transaction, HomeStreet will file with the SEC a Registration Statement on Form S-4 to register the shares of HomeStreet (which will be renamed Mechanics Bancorp, Inc. following the closing) capital stock to be issued in connection with the Transaction. The Registration Statement will include a consent solicitation statement of Mechanics Bank and a proxy statement of HomeStreet that also constitutes a prospectus. The definitive joint consent solicitation statement/proxy statement/prospectus will be sent to the shareholders of HomeStreet seeking their approval of the Transaction and other related matters and to shareholders of Mechanics Bank.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT CONSENT SOLICITATION STATEMENT/PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 WHEN IT BECOMES AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE CONSENT SOLICITATION STATEMENT/JOINT PROXY STATEMENT/PROSPECTUS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING HOMESTREET, HOMESTREET BANK, MECHANICS BANK, THE TRANSACTION AND RELATED MATTERS.

Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by HomeStreet through the website maintained by the SEC at http://www.sec.gov or from HomeStreet at its website, https://ir.homestreet.com/sec-filings/all-filings/default.aspx. Documents filed with the SEC by HomeStreet will be available free of charge by accessing the “Investor Relations” page of HomeStreet’s website at https://ir.homestreet.com/sec-filings/all-filings/default.aspx.

Participants in the Solicitation

Mechanics Bank, HomeStreet and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from HomeStreet’s shareholders in connection with the Transaction. Information about the interests of the persons who may be deemed to be participants in the solicitation of shareholders of HomeStreet in connection with the Transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the joint consent solicitation statement/proxy statement/prospectus related to the Transaction, which will be filed by HomeStreet with the SEC. Information about the directors and executive officers of HomeStreet, their ownership of HomeStreet common stock, and HomeStreet’s transactions with related persons is set forth in the sections entitled “HomeStreet Corporate Governance and Other Matters,” “2023 Executive Compensation Program,” “2023 Summary Compensation Table” and “Principal Shareholders of HomeStreet” in the definitive proxy statement filed in connection with HomeStreet’s meeting of shareholders held on June 18, 2024, as filed with the SEC on Schedule 14A on May 16, 2024 (and which is available at https://www.sec.gov/Archives/edgar/data/1518715/000155278124000348/e24254_hmst-defm14a.htm). To the extent holdings of HomeStreet common stock by the directors and executive officers of HomeStreet have changed from the amounts held by such persons as reflected therein, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Free copies of these documents may be obtained as described above.




.

Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit 99.1
Exhibit 99.2
Exhibit 104 Cover Page Interactive Data File (embedded within with Inline XBRL)





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.

Date: March 31, 2025
HomeStreet, Inc.
By:   /s/ John M. Michel
  John M. Michel
  Executive Vice President and Chief Financial Officer
 


EX-99.1 2 investorpresentationfina.htm EX-99.1 MECHANICS BANK AND HOMESTREET BANK INVESTOR PRESENTATION investorpresentationfina
Mechanics + HomeStreet Introducing the premier West Coast community bank March 31, 2025 Seattle, WA San Francisco, CA Los Angeles, CA


 
Disclaimer 2 Cautionary Note Regarding Forward Looking Statements When used in this presentation and in other documents filed with or furnished to the U.S. Securities and Exchange Commission (the “SEC”), in press releases or other public shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “m ight,” “may” or similar expressions are intended to identify “forward- looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date such statements are made. Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Mechanics Bank, HomeStreet, Inc. (“HomeStreet”) and HomeStreet Bank (the “Transaction”), including future financial and operating results, and the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts. These forward-looking statements are subject to risks, uncertainties, assumptions, estimates, and other important factors that may cause actual results to differ materially from those projected. In addition to factors previously disclosed in HomeStreet’s reports filed with the SEC, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: a) the occurrence of any event, change, or other circumstance that could give rise to the right of one or all of the parties to terminate the merger agreement to which Mechanics Bank, HomeStreet and HomeStreet Bank are parties; b) the outcome of any legal proceedings that may be instituted against Mechanics Bank, HomeStreet or HomeStreet Bank; c) the possibility that the Transaction does not close when expected or at all because required regulatory, shareholder, or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); d) the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which Mechanics Bank, HomeStreet and HomeStreet Bank operate; e) changes in asset quality and credit risk; f) the inability to sustain revenue and earnings growth; g) customer borrowing, repayment, investment and deposit practices; h) customer disintermediation; i) the ability to promptly and effectively integrate the businesses of Mechanics Bank, HomeStreet and HomeStreet Bank; j) the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; k) reputational risk and potential adverse reactions of Mechanics Bank’s, HomeStreet’s or HomeStreet Bank’s customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; l) the dilution caused by HomeStreet’s issuance of additional shares of its capital stock in connection with the Transaction; m) and the diversion of management’s attention and time from ongoing business operations and opportunities on Transaction-related matters. These factors are not necessarily all of the factors that could cause Mechanics Bank’s, HomeStreet’s, HomeStreet Bank’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other factors, including unknown or unpredictable factors, also could significantly harm Mechanics Bank’s, HomeStreet’s, HomeStreet Bank’s or the combined company’s results. Forward-looking statements speak only as of the date they are made and Mechanics Bank, HomeStreet and HomeStreet Bank do not undertake or assume any obligation to update any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If Mechanics Bank, HomeStreet or HomeStreet Bank update one or more forward-looking statements, no inference should be drawn that Mechanics Bank, HomeStreet or HomeStreet Bank will make additional updates with respect to those or other forward-looking statements. Further information regarding HomeStreet and HomeStreet Bank, and factors which could affect the forward-looking statements contained herein can be found in HomeStreet’s filings with the SEC.


 
Disclaimer (cont’d) 3 No Offer or Solicitation This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Additional Information about the Transaction and Where to Find It In connection with the Transaction, HomeStreet will file with the SEC a Registration Statement on Form S-4 to register the shares of HomeStreet (which will be renamed Mechanics Bancorp following the closing) capital stock to be issued in connection with the Transaction. The Registration Statement will include a consent solicitation statement of Mechanics Bank and a proxy statement of HomeStreet that also constitutes a prospectus. The definitive joint consent solicitation statement/proxy statement/prospectus will be sent to the shareholders of HomeStreet seeking their approval of the Transaction and other related matters and to shareholders of Mechanics Bank. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT CONSENT SOLICITATION STATEMENT/PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 WHEN IT BECOMES AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE CONSENT SOLICITATION STATEMENT/JOINT PROXY STATEMENT/PROSPECTUS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING HOMESTREET, HOMESTREET BANK, MECHANICS BANK, THE TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by HomeStreet through the website maintained by the SEC at http://www.sec.gov or from HomeStreet at its website, https://ir.homestreet.com/sec-filings/all-filings/default.aspx. Documents filed with the SEC by HomeStreet will be available free of charge by accessing the “Investor Relations” page of HomeStreet’s website at https://ir.homestreet.com/sec-filings/all-filings/default.aspx. Participants in the Solicitation Mechanics Bank, HomeStreet and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from HomeStreet’s shareholders in connection with the Transaction. Information about the interests of the persons who may be deemed to be participants in the solicitation of shareholders of HomeStreet in connection with the Transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the joint consent solicitation statement/proxy statement/prospectus related to the Transaction, which will be filed by HomeStreet with the SEC. Information about the directors and executive officers of HomeStreet, their ownership of HomeStreet common stock, and HomeStreet’s transactions with related persons is set forth in the sections entitled “HomeStreet Corporate Governance and Other Matters,” “2023 Executive Compensation Program,” “2023 Summary Compensation Table” and “Principal Shareholders of HomeStreet” in the definitive proxy statement filed in connection with HomeStreet’s meeting of shareholders held on June 18, 2024, as filed with the SEC on Schedule 14A on May 16, 2024 (and which is available at https://www.sec.gov/Archives/edgar/data/1518715/000155278124000348/e24254_hmst-defm14a.htm). To the extent holdings of HomeStreet common stock by the directors and executive officers of HomeStreet have changed from the amounts held by such persons as reflected therein, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Free copies of these documents may be obtained as described above.


 
Agenda Transaction overview Ford Financial Fund / Mechanics Strategic and financial rationale Significant value creation Appendix


 
Transaction summary 6 Branding3 ▪ Holding company: Mechanics Bancorp ▪ Bank: Mechanics Bank ▪ Headquarters: Walnut Creek, California Leadership4 ▪ Executive Chairman: Carl Webb ▪ Chief Executive Officer: C.J. Johnson ▪ 9 Board members: 8 from Mechanics, 1 from HomeStreet ▪ Mark Mason retained as a consultant for two years Structure1 ▪ HomeStreet Bank will merge with and into Mechanics ▪ HomeStreet will issue shares to Mechanics shareholders ▪ HomeStreet will remain a publicly traded bank holding company under a new name, Mechanics Bancorp ▪ Mechanics will be the accounting acquiror ▪ HomeStreet’s balance sheet will be subject to fair value purchase accounting ▪ 100% stock-for-stock transaction ▪ Fixed exchange ratios where HomeStreet will issue Mechanics shareholders 212.5mm shares ▪ Pro forma diluted shares: 231.7mm ▪ Ownership split: 91.7% Mechanics; 8.3% HomeStreet Consideration2 ▪ Subject to approval from HomeStreet shareholders and Mechanics shareholders ▪ Mechanics shareholders with sufficient voting power to approve the transactions have entered into voting and support agreements to approve the transactions ▪ Customary regulatory approvals required: ▪ Federal Reserve, FDIC, California Department of Financial Protection and Innovation and Washington State Department of Financial Institutions ▪ Anticipated closing 3Q’2025 ▪ Capital at close – Tier 1 leverage of 8.3%, CET1 of 12.4% and total risk-based capital of 14.4% ▪ CRE concentration at close of 390%; ex-multifamily 119% ▪ ~2.3x HomeStreet loan loss reserve at close ($85mm). Pro forma company will have ~1% ACL / loans at close Approvals5 5 Note: Projections per Mechanics management


 
Combined company will be the leading community bank in attractive West Coast markets Note: Projections per Mechanics management; ¹ Includes banks headquartered in California, Oregon, and Washington with less than $250bn total assets; ² Relative to West Coast banks, defined as BANC, BANR, BOH, CVBF, FHB, FIBK, GBCI, HFWA, HTBK, PPBI, TCBK and WAFD; ³ Represents fully-synergized operating earnings per Mechanics’ management; ⁴ Assumes funding base is adjusted for the repositioning of wholesale borrowings, brokered deposits and FHLB; pro forma company has no brokered deposits or FHLB; HomeStreet subordinated debt, senior debt and TruPs will remain part of the capital structure 6 San Francisco San Jose Los Angeles Irvine San Diego Honolulu Hilo Portland Seattle OR CA NV ID WA AZ MT HI Mechanics (112) Headquarters HomeStreet (56) Walnut Creek TOP DECILE² PROFITABILITY ✓ ~18% ‘26E³ and ~19% ‘27E³ ROATCE ✓ ~1.4% ‘26E³ and ~1.5% ‘27E³ ROAA ✓ ~$302mm ‘26E³ and ~$325mm ‘27E³ earnings CORE FUNDED FRANCHISE ✓ ~1.4% Q4‘25E cost of deposits ✓ 100% core funded⁴ (paydown of 100% of FHLB and brokered deposits in connection with closing) ✓ Mark-to-market of HomeStreet’s balance sheet SCARCITY VALUE IN ATTRACTIVE WEST COAST MARKETS ✓ $23bn in pro forma assets ✓ 3rd largest West Coast and California midcap bank by deposits¹ ✓ #3 rank in Seattle and #3 rank in San Francisco¹ HIGHLY CAPITALIZED WITH STRONG CAPITAL RETURN ✓ 12.4% CET1 ratio at close (13.7% in 2027E) ✓ 14.4% Total capital ratio at close (15.7% in 2027E) ✓ 8.3% Tier 1 leverage at close (8.6% in 2027E) ✓ Plan to return excess capital as dividends 2 3 1 4


 
Premier community bank in West Coast markets (#3 largest in West Coast and California by deposits¹) Leading profitability relative to West Coast² banks (~19% 2027E ROATCE, ~1.5% 2027E ROAA) Low-risk asset strategy powered by best-in-class deposits – simple business model Core-funded franchise – no wholesale funding or brokered deposits Strongly capitalized and highly liquid balance sheet (74% 2027E L/D, ~13.7% 2027E CET1) Substantial dividend potential Strong alignment between public investors and Ford Financial Fund (74% owner) Potential for a premium valuation – similar to banks that trade at high earnings multiples Compelling investment thesis deserving premium valuation ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ Note: Projections per Mechanics management; ¹ Includes banks headquartered in California, Oregon, and Washington with less than $250bn total assets; ² West Coast banks defined as BANC, BANR, BOH, CVBF, FHB, FIBK, GBCI, HFWA, HTBK, PPBI, TCBK and WAFD 7


 
Agenda Transaction overview Ford Financial Fund / Mechanics Strategic and financial rationale Significant value creation Appendix


 
Ford Fund has 40+ years of experience with acquisitions Bank investors ● $1.8bn in commitments focused on community bank investments ● Fully invested in Mechanics ● Strong relationship with regulators 2010 1994 1988 PACIFIC CAPITAL BANCORP One of largest banks in California at the time Merged California Federal into Golden State through a reverse stock merger Private thrift focused on acquiring distressed banks Became the fourth largest financial institution in Texas and Oklahoma Distressed bank with low capital levels $500mm cash investment for 91% ownership 1975 Became serial acquiror with 19 commercial banks in New Mexico / Texas Accumulated $3.8bn in total assets Track record ● The Ford Fund is considered among the nation’s most experienced and successful investors and operators of community banks ● Ford is considered a bank holding company by the Federal Reserve and can therefore own >24.9% of a bank ● Carl Webb has been with Ford since its inception, investing alongside the Fund through several bank acquisitions and exits Aligned incentives ● $155mm of GP capital invested ● History of successful exits, including through sales ● Invested ~$1.6bn of equity over 45 years, realizing a ~47% gross IRR and ~3.8x gross MOIC GOLDEN STATE BANCORP $1,500mm Sold to Union BanCal FIRST GIBRALTAR $458mm¹ Sold to BoA / Chase Manhattan $494mm Sold to Northwest Corp FIRST UNITED BANK $5,800mm Sold to Citigroup Source: Company materials; ¹ Represents total gains from divestitures of the bank in 1992–1993; including to Bank of America / Chase Manhattan 9


 
◼ Founded: 1858 ◼ Completed: June 2018 Top-tier deposit franchise with deep ties to local community that established Mechanics’ presence in Northern California ◼ Founded: 1961² ◼ Completed: August 2019 Meaningful expansion of branch network across Central Coast through excellent low-cost deposit base; Mechanics carved out ag lending to create significant liquidity ◼ Founded: 1905 ◼ Completed: April 2015 Acquired 69% via tender offer to enter California again, this time via high-quality East Bay markets with an attractive, low-cost deposit franchise ◼ Founded: 2007 ◼ Completed: September 2016 High-growth commercial bank that expanded Mechanics’ presence in Southern California; Mechanics drove profitability by using its excess liquidity to fund existing auto loans Mechanics Bank is Ford’s fifth banking platform Total Assets since 2015 $3.6 $5.6 $5.6 $6.0 $17.2 $19.1 $19.4 $18.1 $17.5 $16.4 $22.7³ 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Total CAGR: 21% 20162015 20192018 Acquisitions since Ford purchase of Mechanics Approval¹: 6 mo. Approval¹: 4 mo. Approval¹: 2 mo. Approval¹: 3 mo. Ford acquires Mechanics Entry into Orange, Los Angeles and San Diego counties Expansion in Northern California market Expanded Mechanics by 100+ branches Source: S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; ¹ Timelines represent filing to approval dates; ² Mid-State Bank & Trust founding, one of several high-quality deposit franchises acquired by Rabobank; ³ Represents total assets at close as projected per Mechanics management Long-tenured, high-quality deposit franchises 10 Deal value: $520mm Deal value: $330mm Deal value: $123mm Deal value: $1,530mm


 
Mechanics Bank – a high-performing bank Stockton Yuba City Redding Palm Springs Santa Maria Bakersfield Chico Salinas Santa Barbara Fresno Sacramento San Diego San Francisco Los Angeles 280 80 5 5 15 40 210 10 8 680 15 CA Legend Mechanics Rabobank Scott Valley Bank California Republic Acquired branches: Santa Barbara Bakersfield 5 San Francisco Oakland 880 680 680 Source: S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; ¹ Represents the Nasdaq Regional Banking Index; ² Includes banks headquartered in California with less than $250bn in total assets CoD: 1.38% KRX¹: 2.19% #5 of 51 NIB: 40% KRX¹: 25% #2 of 51 L/D: 69% KRX¹: 85% #8 of 51 ROATCE: 15.2% KRX¹: 13.0% #13 of 51 CET1: 16.1% KRX¹: 12.3% #7 of 51 Eff. ratio: 55% KRX¹: 57% #20 of 51 $16.5bn Total assets 112 Branches #3 CA market share by deposits² Standalone Mechanics Overview Key stats vs. KRX¹ mid-cap banking index As of Q4’24 21% 29% 24% 5% 17% $9.6bn CRE C&I 1-4 Family Cons. / Other Auto 40% 10% 42% 7% $13.9bn Noninterest- bearing Interest-bearing demand MMDA & savings Time Loans Multifamily C&D Deposits 1%4% 11 In runoff


 
4.6 13.3 13.5 15.7 16.8 15.5 14.3 13.90.1 1.4 1.1 0.7 $4.7 $14.7 $14.6 $16.3 $16.8 $15.5 $14.3 $13.9 0.25% 0.31% 0.36% 0.13% 0.04% 0.25% 1.03% 1.38% Pre- deal¹ Post- deal¹ Q4'19 Q4'20 Q4'21 Q4'22 Q4'23 Q4'24 44 144 144 130 115 115 112 112 0.00% 2.00% 4.00% 6.00% Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Top decile deposit franchise ▪ One of the most attractive, high-quality deposit franchises in the U.S. ▪ Average deposit account size of $43k and an average account tenure of nearly 20 years ▪ Highly diversified deposit book (48% consumer, 43% commercial, 9% public) ▪ Core deposits have increased by $0.6 billion (or 5%) since Rabobank deal ▪ No brokered deposits, wholesale funding or borrowings ▪ Consistently ranks in the top decile nationally² on overall cost of deposits and non-interest-bearing deposits (%) – #19 and #6 out of 217, respectively ▪ Cumulative deposit beta meaningfully below the top quartile of KRX banks Core deposits Non-core deposits Cost of deposits 0.25% 0.10% 0.15% Fed Funds KRX³ cost of deposits Cost of deposits Source: FactSet, S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; ¹ Pre-deal represents Q4’18, post-deal represents Q3’19; ² Includes U.S. publicly traded banks above ~$700mm in total assets; ³ Represents the Nasdaq Regional Banking Index; ⁴ Represents change in cost of deposits as percentage of change in Fed Funds target from December 31, 2021 to September 17, 2024 (525 bps) Key takeaways Deposit breakdown since Rabobank acquisition Deposit costs and non-interest-bearing balances Cost of deposits in current rate cycle $bn USD 2021 20232022 2024 4.50% 1.38% 2.19% Percentage Non-Interest-Bearing Deposits (4Q’24)² Industry² Rank: 6 of 217 40% Cost of Deposits (4Q’24)² 1.38% Industry² Rank: 19 of 217 Cumulative Deposit Beta⁴ Beta 28% KRX³ Beta 43% 25th Percentile of Bank Cohort 36% 50th Percentile of Bank Cohort 44% 75th Percentile of Bank Cohort 51% Branches 8/31/2019: Acquisition closes (22%) 12


 
Dual-pronged strategy: acquisitions and operational excellence 13 PREMIER DEPOSIT INSTITUTIONS: Focus on leveraging Mechanics platform to acquire high-quality, core deposit institutions that provide low-cost funding ADDRESSABLE CHALLENGES: Opportunistic acquiror focused on companies with addressable issues that have attractive core deposit bases INTEGRATION EXPERTISE: Significant experience integrating bank acquisitions with an exceptional track record of success and efficiency DEEP-ROOTED COMMUNITY TIES: Community bank with 100+ year history, exceptional deposit tenure and longstanding ties in our local markets TECHNOLOGY INVESTMENTS: Ongoing digitization of our company creates seamless touchpoints with customers to drive efficient growth CONSERVATIVE ASSET ALLOCATION: Exceptional funding enables focus on low-risk, high-quality assets that drive superior credit and create excess risk-based capital Thoughtful, disciplined, opportunistic M&A Operational excellence


 
Mechanics’ loan portfolio has delivered superior credit quality Commercial banks Source: FactSet, S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; ¹ Non-residential; ² Includes owner occupied and non-owner occupied; ³ Excludes non-accrual auto loans 0.57% 0.14% 0.00% 0.20% 0.40% 0.60% 0.80% 1.00% 2016 2019 2021 2024 14 (0.05%) 0.00% 0.05% 0.10% 0.15% 0.20% 0.25% 0.30% 0.35% 2016 2019 2021 2024 2016 2019 2021 2024 0.06% 0.11% 0.33% 0.00% 0.00% 0.00% 2016 2019 2021 2024 NCOs / average loans NPAs / assets CONSTRUCTION¹ MULTIFAMILY CRE² NPAs / assets 0.59% 0.18% Total Excluding auto³ Related to two legacy Rabobank loans ($5.9mm) Mechanics has had cumulative net recoveries of $27.4mm since the Rabobank acquisition with only $11.0mm of charge-offs / losses and $38.4mm of recoveries / interest recapture


 
Mechanics has granular, low-risk CRE with a multifamily focus ✓ Highly granular and well-diversified across both collateral types and the sub-markets of California ✓ Focus on multifamily lending, with an emphasis on Southern California (54% of total multifamily) ▪ Average multifamily loan size of $3.3 million ▪ Average multifamily LTV¹ of 52% ▪ Average multifamily DCR² of 1.65x ✓ Modest CRE concentrations in retail and office, both of which have run-off significantly due to “de-risking” of Rabobank since 2019 ▪ Average size of CRE retail and office loans are $3.6 and $2.1 million, respectively ▪ Average CRE retail LTV¹ of 51% and DCR² of 1.83x; average CRE office LTV¹ of 52% and DCR² of 1.65x ✓ Total CRE remains ~$4.8bn, with 58% in lower risk-profile multifamily loans ▪ CRE concentration of 289%; 114% ex-multifamily as of December 31, 2024 ▪ Six CRE office loans totaling $27 million in central business districts of San Francisco, Los Angeles, San Diego, Sacramento and Oakland CRE composition: Q4’24 ($ in millions) 2019Q3 2024Q4 CAGR Multifamily $1,124 $2,799 18.9% Retail 1,282 688 (11.2%) Office 1,108 535 (12.9%) Industrial / warehouse 709 396 (10.5%) Special purpose 291 163 (10.4%) Hotel / motel 224 138 (8.8%) Mixed use 259 93 (17.7%) Total CRE $4,997 $4,812 (0.7%) CRE trends: since Q3’19 Multifamily, 58% Retail, 14% Office, 11% Industrial, 8% Special purpose, 3% Hotel, 3% Mixed use, 2% CRE geography: Q4’24 Los Angeles, 29% Central Valley, 11% East Bay, 10% Central Coast, 9% San Diego, 8% Inland Empire, 7% South Bay, 5% North Bay, 5% Sacramento, 4% San Francisco, 4% Other States, 3% Orange, 3% Northern California, 3% 15 $4.8bn $4.8bn Note: Financial data as of December 31, 2024; ¹ LTV defined as current loan balance divided by most recent appraisal; CRE LTV does not include multifamily; ² DCRs based on most recent review (origination in instances where loan is below review threshold); CRE DCRs exclude owner-user loans CRE & multifamily yield: 4.77%


 
Superior risk-adjusted returns with significant capital flexibility Source: FactSet, S&P Global Market Intelligence; Note: Projections per Mechanics management; Assumes Mechanics’ excess capital above 8.6% leverage ratio is paid as dividends in 4Q’25 and moving forward; Financial data as of December 31, 2024; 2025E – 2027E numbers represent Mechanics standalone forecast; ¹ Reflects core metrics, adjusting for $149mm after-tax loss from securities repositioning; ² Assumes dividends are paid in 2025 Net income $93 $206 $217 $202 $178¹ $187 $205 $230 2020 2021 2022 2023 2024 2025E 2026E 2027E Efficiency ratio 62% 52% 49% 54% 57% 54% 52% 49% 2020 2021 2022 2023 2024 2025E 2026E 2027E ROATCE Tier 1 leverage ratio 8.1% 14.9% 17.9% 17.5% 13.6%¹ 13.5%² 16.1% 17.3% 2020 2021 2022 2023 2024 2025E 2026E 2027E $29 2.9% 16 Adjusted for securities repositioning 0.52% 1.05%¹1.09% 1.15% 1.11% 1.12% 1.23% 1.35% ROAA: 8.3% 8.1% 8.4% 9.3% 9.7% 8.6% 8.6% 8.6% 2020 2021 2022 2023 2024 2025E 2026E 2027E


 
Agenda Transaction overview Ford Financial Fund / Mechanics Strategic and financial rationale Significant value creation Appendix


 
3rd Largest West Coast and California bank by deposits Source: S&P Global Market Intelligence; Note: Deposit data as of June 30, 2024; ¹ Pro forma for HomeStreet acquisition; deposit totals are reduced by the paydown of $751mm of HomeStreet brokered deposits in Washington and $249mm of HomeStreet other high-cost deposits; Transaction expected to include additional $1bn run-off of high-cost CDs following closing; not accounted for in the above deposits Top West Coast Headquartered Banks by deposits Top California Headquartered Banks by deposits Significant scarcity value in desirable West Coast and California markets $49.4 $18.1 $15.5¹ $15.1 $13.5 $11.8 $10.6 $8.8 $8.1 $5.3 $51.3 $39.5 $18.9¹ $18.1 $15.9 $15.8 $14.1 $12.5 $11.8 $11.1 Includes banks headquartered in California, Oregon and Washington with less than $250bn total assets; California, Oregon and Washington deposits shown Includes banks headquartered in California with less than $250bn total assets; California deposits shown 18


 
Top 10 share in many West Coast markets Source: Public Policy Institute of California; S&P Global Market Intelligence; Note: Branch and deposit data as of June 30, 2024; ¹ Represents current median household income; excludes District of Columbia Top pro forma markets Seattle San Francisco Los Angeles San Luis Obispo Santa Barbara Salinas $3.9 | #10 $1.1 | #6 $1.2 | #38 Oxnard Riverside $1.4 | #2 El Centro Siskiyou county $1.1 | #4 $0.4 | #19 $0.6 | #1 $0.9 | #6 $4.0 | #8 $0.7 | #51 $0.4 | #20 $0.3 | #1 $3.9 | #10 $1.1 | #6 $4.0 | #8 $1.9 | #33 $1.4 | #2 $1.1 | #4 $0.8 | #15 $0.6 | #1 $0.3 | #1 $0.9 | #6 Top 10 10–20 >20 California and Washington are especially attractive markets Deposits ($bn) | Rank California is the 2nd largest deposit market in the U.S. California and Washington are in top 10 states for household income¹: WA (#5): $96,000 CA (#9): $95,000 California and Washington are central hubs for leading technology, media and healthcare companies California and Washington are home to many exceptional universities and academic institutions California has the 5th largest economy in the world by GDP Seattle is one of the fastest growing large cities in the United States 19 Honolulu $0.6 | #7$0.6 | #7 Sacramento $0.5 | #16 $0.5 | #16 Chico $0.4 | #8 $0.4 | #8 Bakersfield $0.4 | #9 $0.4 | #9 Portland $0.3 | #16 $0.3 | #16


 
HomeStreet's high growth was supported with expensive funding . . . 20 Source: Company filings; S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; ¹ Represents total deposits excluding time deposits Securities and Loans Funding 1.0 1.1 1.3 1.4 1.5 1.6 1.5 1.3 1.4 1.3 1.3 1.3 1.1 5.5 5.9 6.8 7.2 7.4 7.5 7.4 7.4 7.4 7.4 7.4 7.3 6.2 $6.6 $7.0 $8.1 $8.6 $8.9 $9.1 $8.9 $8.7 $8.8 $8.7 $8.6 $8.6 $7.4 2021Q4 2022Q1 2022Q2 2022Q3 2022Q4 2023Q1 2023Q2 2023Q3 2023Q4 2024Q1 2024Q2 2024Q3 2024Q4 Loans: +$0.7bn Securities: +$0.1bn Change vs Q4’21: 5.2 5.4 5.2 4.9 4.5 4.4 3.9 3.8 3.5 3.4 3.3 3.3 3.1 0.9 0.9 1.0 1.7 2.9 2.7 2.7 2.9 3.2 3.1 3.2 3.2 3.3 0.0 0.3 1.5 1.6 1.0 1.6 1.3 1.2 1.1 1.5 1.6 1.6 1.0 0.2 0.2 0.2 0.2 0.3 0.5 0.9 0.9 0.9 0.8 0.5 0.5 0.2 $6.4 $6.8 $7.9 $8.4 $8.7 $9.2 $8.9 $8.8 $8.8 $8.8 $8.6 $8.6 $7.6 2021Q4 2022Q1 2022Q2 2022Q3 2022Q4 2023Q1 2023Q2 2023Q3 2023Q4 2024Q1 2024Q2 2024Q3 2024Q4 Time deposits: +$2.4bn Core deposits: ($2.1bn) FHLB: +$1.0bn Change vs Q4’21: Other debt: +$0.0bn Securities Net Loans$bn USD Core deposits¹ Time deposits FHLB Other debt$bn USD


 
. . . resulting in a bifurcated deposit base with attractive core funding that is in line with Mechanics' acquisition strategy Balance sheet composition as of 4Q’24 (%) 9%5% 58% 76% 27% 14% 6%5% Other assets Loans Securities Cash and cash equivalents Assets 79% 39% 6% 40% 12% N/A 3% 1% 0% 14% 5% Other liabilities Equity Liabilities and equity $8.1bn $16.5bn $8.1bn $16.5bn Senior, subordinate and trust preferred debt FHLB Time deposits Core deposits² $3.1bn at 0.91% Interest transaction 0.36% 0.05% Savings / MMDA 1.69% 2.74% Core deposits² 0.91% 1.27% Time deposits 4.64% 2.78% Borrowings 4.74% N/A Total funding 3.21% 1.38% Securities³ 3.17% 3.72% SFR / HELOC loans 5.30% 4.05% CRE / MF loans 4.37% 4.77% C&I loans 6.96% 7.07% Earning assets 4.50% 4.67% Average cost (pre-purchase accounting)¹ (%)Average yield (pre-purchase accounting)¹ (%) Core deposits are similarly priced at both banks 21 Source: Company filings, S&P Global Market Intelligence; Note: Financial data as of December 31, 2024 ¹ Based on bank level regulatory reporting, excluding the impacts of purchase accounting adjustments; ² Represents total deposits excluding time deposits; ³ Securities yield is FTE at cost basis


 
$0 FHLB borrowings $0 Brokered and other non-core¹ deposits $160mm Leverage capital released from wholesale paydown² ~25% Cash & securities / assets ✓ ✓ ✓ ✓ Mechanics’ capital and liquidity provide capacity to mark assets, paydown expensive wholesale funding and add high quality deposits Illustrative paydown of HomeStreet wholesale borrowings ($mm) Post-paydown benefits $1,000 $751 $249 ($249) ($751) ($1,000) $2,000 Q4'24 Other high-cost deposits Brokered deposits FHLB At close FHLB Brokered deposits Other high-cost deposits $0 ~$2,000mm Excess liquidity (AFS and excess cash) Sources Uses ~$1,000mm High-cost deposits ~$1,000mm High-cost FHLB Plan to run off additional ~$1bn of high-cost CDs in year 1 Source: Company filings, S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; ¹ Assumes paydown of all brokered deposits and other high-cost CDs; ² Assuming 8.0% Tier 1 leverage 22


 
Combined company will use low-beta, high-quality deposits to fund low- risk, duration-matched loans . . . Source: Company filings, S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; Pro forma portfolios assume the paydown of $751mm of brokered deposits and $249mm of other high-cost deposits at close; Pro forma loan portfolio excludes the impacts of purchase accounting; ¹ Reflects metrics at close 15% 48% 8% 5% 18% 7% 19% 36% 4% 5% 21% 5% 10% 21% 29% 1% 4% 24% 5% 17% $9.6bn CRE Multifamily C&DC&I 1-4 Family Consumer / Other $6.2bn CRE MultifamilyC&D C&I 1-4 Family Consumer / Other $15.9bn CRE Multifamily C&D C&I 1-4 Family Consumer / Other 19% 5% 25% 51% 35% 9% 39% 17% 40% 10% 42% 7% $13.9bn Noninterest-bearing Interest-bearing demand MMDA & savings Time $6.4bn $19.4bn Noninterest- bearing Interest-bearing demand MMDA & savings Time Noninterest-bearing Interest-bearing demand MMDA & savings Time Loans: Deposits: L/D: 69% L/D: 97% L/D: 78%¹ CRE concentration: 289% CRE concentration: 575% CRE concentration: 390%¹ Does not include planned runoff of ~$1bn high-cost CDs 23 Auto In runoff Auto In runoff


 
. . . creating a highly profitable combined institution $20 $25 $205 $59 $52 ($34) $277 HMST consensus '26 earnings Mechanics '26E net income Fully phased in synergies Repositioning, NII & merger adjustments¹ Merger dissynergies Combined '26E earnings Combination unlocks HomeStreet earnings $302 Source: Mechanics’ management projections; see Appendix for further detail; ¹ Includes loan, deposit and borrowings marks, impacts of balance sheet repositioning, non-PCD double-count, AOCI accretion, amortization of CDIs, HomeStreet amortization expense, statutory tax rate adjustment, lost spread from CD outflows post close and repricing of CDs; ² Reverses impact of CDI amortization 24 Key highlights ~23% EPS accretion to HomeStreet shareholders ~$302mm | ~$314mm 2026E Pro forma earnings Operating earnings | cash earnings² Mark-to-market of HomeStreet $52mm of incremental net interest income with minimal execution risk Meaningful cost saves $59mm of after-tax savings ~$325mm 2027E Pro forma operating earnings


 
~19% ~18%² 16.1% 14.5% 14.5% 13.7% 12.9% 12.5% 12.0% 11.7% 11.4% 10.3% 10.1% 10.0% 7.4% 4.2% 2027 Pro forma 2026 Pro forma MB FHB GBCI CVBF BOH FIBK BANR TCBK HFWA WAFD HTBK BANC PPBI HMST Combined company is the most profitable among West Coast banks¹ . . . 2026E ROATCE ~1.5% ~1.4%² 1.39% 1.23% 1.18% 1.17% 1.13% 1.06% 1.00% 0.96% 0.88% 0.82% 0.78% 0.76% 0.73% 0.25% 2027 Pro forma 2026 Pro forma CVBF MB TCBK GBCI BANR FHB HFWA FIBK HTBK WAFD PPBI BANC BOH HMST 2026E ROAA 2026E Efficiency ratio 45% 48% 49%² 52% 55% 57% 58% 59% 60% 61% 61% 61% 61% 63% 67% 88% CVBF 2027 Pro forma 2026 Pro forma MB WAFD GBCI FHB TCBK HTBK BOH BANC FIBK BANR HFWA PPBI HMST Source: FactSet, S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; Market data as of March 28, 2025; ¹ West coast banks include BANC, BANR, BOH, CVBF, FHB, FIBK, GBCI, HFWA, HTBK, PPBI, TCBK and WAFD; ² Fully-synergized operating figure excludes one-time charges, based on Mechanics’ management projections 25


 
. . . with a low-risk, well-capitalized, core funded balance sheet Source: FactSet, S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; ¹ Represents 2025Q4 projected data, assuming paydown of $751mm of brokered deposits and $249mm of other high- cost deposits at close; ² Represents the CET1 ratio at close CET1 ratio 17.1% 16.2% 16.1% 13.4% 13.2% 12.8% 12.7% 12.4%² 12.4% 12.2% 12.0% 11.6% 11.5% 10.6% 8.6% PPBI CVBF MB HTBK TCBK FHB GBCI Pro forma BANR FIBK HFWA BOH WAFD BANC HMST 26 1.14% 1.38% ~1.4%¹ 1.58% 1.59% 1.61% 1.65% 1.70% 1.72% 1.73% 1.85% 1.89% 2.57% 3.14% 3.27% CVBF MB Pro forma TCBK FHB BANR HFWA HTBK GBCI FIBK BOH PPBI BANC WAFD HMST Cost of funds 68% 69% 71% 71% 72% 78% 78%¹ 83% 84% 84% 84% 84% 88% 97% 99% BOH MB FHB CVBF HTBK FIBK Pro forma PPBI TCBK GBCI BANR HFWA BANC HMST WAFD Loan / deposits


 
Total assets $8.1bn $23bn Deposit rank in West coast market¹ 14 3 Deposit rank in California¹ – 3 Branches 56 168 Ownership 100.0% 8.3% Net income $20mm $302mm² HomeStreet net income $20mm $25mm ROAA 0.25% 1.4%² ROATCE 4.2% 18%² NIM 2.1% 3.9%² Efficiency ratio 88% 49%² CET1 8.6% 12.4% Tier 1 leverage 5.8% 8.3% Total capital 12.2% 14.4% CRE concentration 575%³ 390% Loans / deposits 97% 78% Cash + securities / assets 18% 25% Cost of funds 3.27% ~1.4%⁵ FHLB + brokered deposits / assets 22% 0% % Noninterest-bearing deposits 19% 35% CDs / deposits 51% 17% Markets Pro forma franchise has increased scale, less risk and top decile profitability . . . #1⁴ #1⁴ #1⁴ Source: S&P Global Market Intelligence, FactSet; Note: Financial data as of December 31, 2024; Market data as of March 28, 2025; Check mark indicates improvement versus HomeStreet standalone; ¹ West Coast includes banks headquartered in California, Oregon and Washington with less than $250bn of assets; California includes banks headquartered in California with less than $250bn of assets; ² Fully-synergized operating figure, based on Mechanics’ management projections; ³ Represents commercial real estate loans as a percentage of total risk-based capital (HoldCo level); ⁴ Relative to West Coast banks, including BANC, BANR, BOH, CVBF, FHB, FIBK, GBCI, HFWA, HTBK, PPBI, TCBK and WAFD ⁵ Represents 2025Q4 projected data; Includes run-off of $1.0bn of high-cost CDs and adjusts for repricing of CDs Balance sheet Profitability (2026E) ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ #1⁴ Funding ✓ 27 ✓ ✓ ✓ ✓


 
. . . and is financially compelling to existing shareholders Highly accretive to earnings Low-risk, well- capitalized, core funded balance sheet Top tier deposit franchise $1.31 2026E EPS¹ ~23% 2026E EPS accretion¹ 230bps+ Annual CET1 generation² 12.4% CET1 8.3% Tier 1 leverage 0% Wholesale funded (no brokered deposits and FHLB) 3rd Largest West Coast and California franchise by deposits³ 35% Non-interest bearing ~1.4% 4Q’25E cost of funds ¹ Fully synergized based on HomeStreet consensus estimates; ² Organic CET1 generation before dividends; ³ Includes banks headquartered in California, Oregon, and Washington with less than $250bn in assets 28


 
Agenda Transaction overview Ford Financial Fund / Mechanics Strategic and financial rationale Significant value creation Appendix


 
West coast banks² High-multiple banks³ f Estimated pro forma (2026E)¹ Better than West coast banks? Better than high-multiple banks? Median⁴ Top quartile⁴ Median⁴ Net interest margin 3.9% 3.44% 3.57% 3.49% ROAA 1.4% 0.98% 1.14% 1.30% ROATCE 18% 11.9% 13.1% 14.5% Cost of funds ~1.4%⁵ 1.71% 1.61% 1.66% Loans / deposits 78% 83% 72% 71% Wholesale / total funding 0% 4% 2% 1% Target dividend payout >90%⁶ 47% 59% 44% Funding (Q4’24) Profitability (2026E) Combined company is expected to materially outperform most West Coast and high-multiple national banks Source: S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; Market data as of March 28, 2025; Check mark indicates metric is better than respective West coast or high-multiple bank median; Tilde indicates metric is in-line with respective West coast or high-multiple bank median; ¹ Net interest margin, ROAA and ROATCE represent fully-synergized operating figures, as per Mechanics management; ² West coast banks include BANC, BANR, BOH, CVBF, FHB, FIBK, GBCI, HFWA, HTBK, PPBI, TCBK, and WAFD; ³ Includes BOH, CBSH, CBU, FFIN, FHB, GBCI and UBSI; ⁴ Based on consensus estimates for 2026E profitability and capital return; ⁵ Represents 2025Q4 projected data; includes run-off of $1.0bn of high-cost CDs and adjusts for repricing of CDs; ⁶ Assumes a target of $300mm of dividends ✓ ✓ Capital return (2026E) ~ ✓ ✓ #1 #1 #1 #1 #1 #1 #1 #1 30 ✓


 
Implied multiples West coast banks¹ High-multiple banks² Metric Median Top quartile Long-term median⁴ Median Price / Pro forma '26E EPS³ $1.31 11.1x 12.4x 12.9x 14.4x HomeStreet share price⁵ $9.30 $14.55 $16.23 $16.80 $18.79 Memo: potential upside 56% 75% 81% 102% Implied pro forma P/TBV $7.51 1.94x 2.16x 2.24x 2.50x Combined company positioned for upside Source: S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; Market data as of March 28, 2025; ¹ West coast banks include BANC, BANR, BOH, CVBF, FHB, FIBK, GBCI, HFWA, HTBK, PPBI, TCBK, and WAFD; ² Includes BOH, CBSH, CBU, FFIN, FHB, GBCI and UBSI; ³ Fully synergized 2026E operating EPS based on Mechanics’ management projections; Consensus 2026E multiples shown for west coast and high multiple banks ⁴ Represents 5-year median of West Coast banks; ⁵ Represents 2026E pro forma EPS multiplied by indicative P/E ratio 31 Potential upside Current share price Pro forma TBVPS at close


 
Illustrative value creation to HomeStreet shareholders Note: ¹ Fully synergized operating figure based on Mechanics’ management projections; ² Represents 2026E pro forma net income multiplied by indicative P/E ratio; ³ Assumes a target of $300mm of dividends ⁴ Relative to HomeStreet market cap of $180mm as of March 28, 2025 32 2026E P/E $mm 10.0x 11.0x 12.0x 13.0x 14.0x 15.0x 16.0x 17.0x 2026E pro forma net income¹ $302 $302 $302 $302 $302 $302 $302 $302 Value of pro forma company² $3,020 $3,322 $3,624 $3,926 $4,228 $4,530 $4,832 $5,134 Dividend yield³ 9.9% 9.0% 8.3% 7.6% 7.1% 6.6% 6.2% 5.8% Value attributable to HomeStreet (8.3%) $252 $277 $302 $327 $352 $378 $403 $428 Value creation to HomeStreet shareholders⁴ $72 $97 $122 $148 $173 $198 $223 $248 Implied P/TBV 1.73x 1.91x 2.08x 2.25x 2.43x 2.60x 2.78x 2.95x Value creation (%) to HomeStreet⁴ 40% 54% 68% 82% 96% 110% 124% 138%


 
West Coast banks¹: Forward ROATCE vs P/TBV regression BANC BANR BOH CVBF FHB FIBK GBCI HFWA HTBK PPBI TCBK WAFD y = 19.69x - 0.78; R² = 0.76 0.75x 1.00x 1.25x 1.50x 1.75x 2.00x 2.25x 2.50x 2.75x 3.00x 6.0% 8.0% 10.0% 12.0% 14.0% 16.0% 18.0% 20.0% 22.0% P /T B V 2026E ROATCE 2.76x 18% Source: S&P Global Market Intelligence; Note: Financial data as of December 31, 2024; Market data as of March 28, 2025; ¹ West coast banks include BANC, BANR, BOH, CVBF, FHB, FIBK, GBCI, HFWA, HTBK, PPBI, TCBK and WAFD; ² Fully-synergized operating figure, based on Mechanics’ management projections 33 2026E ROATCE: 18%² Implied P/TBV: 2.76x TCE at close: $1,737mm Implied equity value: $4,798mm Illustrative pro forma company


 
Future Mechanics Bank strategy 34 Efficiently integrate HomeStreet acquisition, including carefully planned core systems conversion in Q1 2026✓ Continued prudence with mortgage and commercial real estate lending✓ Continued runoff and likely sale of the remaining auto book post-closing✓ Maintain single family construction lending of HomeStreet within Mechanics Bank underwriting guidelines✓ Opportunistic M&A paired with the operational excellence of a talented management team Continue to invest in high-growth Wealth Management division✓ 1. Primarily a balance sheet lender (substantially reduce gain-on-sale) 3. Explore strategic options to maximize value of multifamily DUS business 2. Decreased CRE concentration over time Profitably grow core deposits across retail and commercial channels✓ Continue to invest in technology across the enterprise✓


 
Agenda Transaction overview Ford Financial Fund / Mechanics Strategic and financial rationale Significant value creation Appendix


 
Extensive due diligence conducted on HomeStreet Diligence focus areas included: Regulatory Information Technology Credit and Underwriting Human Resources Finance and Accounting Legal Compliance Risk Management Funding and Liquidity Operations Commercial Real Estate Branch Strategy Overview of diligence Key findings Experienced M&A history ▪ Mechanics and HomeStreet have completed two independent diligence processes while exploring potential acquisitions in both early 2024 and 2025 ▪ Mobilized entire team, including executives from credit, finance, HR, operations, IT and compliance to analyze all aspects of HomeStreet ▪ Mechanics engaged external advisors including J.P. Morgan¹, Wachtell, Lipton, Rosen & Katz² and KPMG³ ▪ Leading integrations in bank M&A in California since 1994 ▪ Highly confident in a successful and efficient integration ▪ Reviewed commercial loans with outstanding balances totaling $2.4bn, representing 51% of commercial balances ▪ 94% of criticized loans (Special Mention and worse) were reviewed, with remainder passed on due to small balance size ▪ HomeStreet has a highly attractive core deposit base that complements Mechanics Bank’s ▪ Meaningful expense-based synergy opportunities Key themes: 51% % of commercial loans⁴ reviewed by Mechanics $2.4bn Commercial loan balances reviewed by Mechanics 2 Due diligence processes completed by Mechanics (2024, 2025) Mechanics’ third-party advisors J.P. Morgan, Wachtell, KPMG ¹ Financial advisory; ² Legal and regulatory; ³ Quality of earnings, loan level cash flows, interest rate sensitivities, valuation, HR, tax, IT and single / multifamily lending; ⁴ Based on loan balances of HomeStreet 36


 
Key financial assumptions Source: Company filings; FactSet; S&P Global Market Intelligence; Note: Market data as of March 28, 2025; Financial data as of December 31, 2024 ¹ Excludes $249mm of high-cost CDs paid down at close; ² Includes $85mm allowance on acquired loans and $30mm net credit discount on acquired non-PCD loans; ³ Includes $2mm senior debt; $23mm subordinated debt; $14mm trust preferred debt; ⁴ Assumes net loan mark is rolled forward to close ($250mm interest rate mark excluding loan roll-off) ▪ $82mm pre-tax (42% of HMST 2024 reported non-interest expense) ▪ 32% phase-in in Q4’25; 55% phase-in in Q1’26; 90% phase-in in Q2’26; 100% phase-in thereafter ▪ $115mm pre-tax – phased in over the first five quarters after close, with $85mm pre-tax ($69mm after-tax) incurred at close ▪ 2.29x HomeStreet loan loss reserve at close ($85mm) ▪ $55mm of PCD credit mark (provisioned into ACL) ▪ $30mm of non-PCD discount accreted into earnings ▪ $30mm Day 2 credit mark (provisioned into ACL) ▪ Total loss absorption capacity of $115mm (1.92% of loans)² ▪ AOCI, rolled forward to close: ($71mm), accreted over remaining life of securities ▪ Loans at close: ($200mm⁴), accreted over remaining life of loans ▪ Deferred origination costs on loans: ($22mm) ▪ Fixed assets: ($6mm) ▪ OREO: ($1mm) ▪ Unfunded loan loss liability: ($4mm) ▪ Deposits: None ▪ Debt: $40mm, amortized over remaining life of debt³ ▪ Reversal of HomeStreet DTA valuation allowance: $48mm ▪ Mechanics standalone tax rate: 29.5% ▪ Purchase accounting & pro forma tax rate: 27.3% ▪ Mechanics: Management forecast through 2027, as reflected on slide 16 ▪ HomeStreet: Consensus estimates for 2026; Mechanics management forecast in 2027 ▪ Assumes Mechanics sells ~$1.25bn of AFS securities and utilizes the combined company’s excess liquidity ▪ Paydown of costly HomeStreet funding: (~$1,000mm of FHLB, ~$249mm of high-cost deposits) ▪ Paydown of brokered deposits: ~$751mm ▪ $92mm CDI created; 3.3% of non-time deposits at close¹; amortized over 10 years using sum-of-the-years’-digits Earnings Cost synergies Restructuring charge Core deposit intangibles Credit mark / CECL impacts Purchase accounting (Pre-tax) Additional assumptions Balance sheet restructuring 37


 
Purchase accounting summary Tangible book value per basic share Note: ¹ Mechanics standalone tangible book value per share includes 4Q’24 TBV as well as three quarters of net income, AOCI accretion and intangible amortization; ² Includes $2mm (pre-tax) senior debt; $23mm (pre-tax) subordinated debt; $14mm (pre-tax) trust preferred debt Bargain purchase gain calculation $mm Fixed exchange ratio 3301.1x Mechanics contribution 3,300 Mechanics shares outstanding 0.06 Contribution of Mechanics per share $51,270 HomeStreet diluted shares 19.3 Reciprocal exchange ratio 0.0003x Merger consideration for accounting purposes $300 Standalone HomeStreet TBV at close $406 Reversal of DTA valuation allowance 48 After-tax net credit mark (35) After-tax amortized loan discount (16) After-tax loan mark (145) After-tax fixed asset mark (4) After-tax OREO mark (1) After-tax unfunded loan liability (3) After-tax borrowings mark² 28 Adjusted HomeStreet TBV at close $278 Excess over adjusted tangible book value $22 (–) Core deposit intangible created 92 (+) DTL on CDI 24 (-) Writeup of DUS license 15 Goodwill created / (bargain purchase gain) ($61) 38 Bargain purchase gain of $61mm mm mm $mm $mm shares $ per share HomeStreet HomeStreet tangible book value as of Dec. 31, 2024 $390 18.9 $20.60 Three quarters of earnings, AOCI accretion and intangible amort. 16 Standalone HomeStreet TBVPS at close $406 18.9 $21.44 Pro forma Standalone HomeStreet tangible book value at close $406 18.9 Standalone Mechanics tangible book value at close¹ 1,573 Reversal of HomeStreet equity and intangibles (406) Merger consideration for accounting purposes 300 212.3 CDI and writeup of DUS license (107) Bargain purchase gain 61 After-tax restructuring charge (68) After-tax CECL double count (22) Pro forma tangible book value at close $1,737 231.2 $7.51


 
$mm, except per share values 2026E HomeStreet consensus standalone net income $20 Mechanics standalone net income 205 Combined net income $225 Cost synergies 59 HomeStreet existing amortization expense 1 Accretion / (amortization) of loan mark 45 Accretion / (amortization) of debt mark (5) Amortization of CDIs (after-tax) (12) Accretion of non-PCD double count 7 Accretion / (amortization) of AOCI 9 Balance sheet restructuring 7 Reduction in fee income / Durbin / other earnings adjustments (34) Pro forma net income (fully synergized) $302 HomeStreet diluted shares outstanding 19.3 Shares issued to Mechanics shareholders 212.5 Pro forma average diluted shares outstanding 231.7 HomeStreet (fully synergized) Pro forma EPS $1.31 Standalone EPS 1.06 Accretion / (dilution) (%) 23% Purchase accounting summary (cont’d) Earnings per share accretion 39 Source: Mechanics’ management projections


 
Details on Mechanics Bank standalone CRE portfolio CRE by collateral ($mm) % of Avg Total Non-owner Owner Collateral type Balance Owner-occupied LTV¹ size classified classified classified Multifamily $2,799 0% 52% $3.3 $1.3 $1.3 $0.0 Retail 688 3% 51% 3.6 9.1 7.7 1.4 Office 535 18% 52% 2.1 19.7 19.7 0.0 Industrial / w arehouse 396 35% 43% 1.8 1.2 0.0 1.2 Other 163 52% 49% 2.0 7.3 0.0 7.3 Hotel / motel 138 1% 52% 4.9 0.0 0.0 0.0 Mixed use 93 22% 44% 1.2 0.2 0.0 0.2 Total $4,812 10% 49% $2.8 $38.8 $28.7 $10.1 CRE by collateral and origination ($mm) Collateral type Balance 2024 2023 2022 2021 2020 2019 or earlier Multifamily $2,799 7% 14% 28% 25% 14% 14% Retail 688 1% 1% 18% 4% 1% 75% Office 535 1% 2% 22% 5% 7% 62% Industrial / w arehouse 396 4% 4% 28% 11% 5% 48% Other 163 0% 7% 27% 8% 0% 57% Hotel / motel 138 0% 10% 16% 22% 0% 52% Mixed use 93 2% 2% 13% 0% 6% 77% Total $4,812 4% 9% 25% 17% 9% 34% 40 Source: Mechanics management; Note: Financial data as of December 31, 2024; ¹ LTV defined as current loan balance divided by most recent appraisal


 
Details on Mechanics Bank standalone CRE portfolio (cont’d) CRE by collateral and reset / maturity ($mm) CRE by loan size and collateral ($mm) 41 Source: Mechanics management; Note: Financial data as of December 31, 2024 Balance maturing Rate resets Maturity & rate reset Collateral type Balance next 24 months next 24 months % of loans Multifamily $2,799 $56 $45 4% Retail 688 354 0 52% Office 535 184 1 35% Industrial / w arehouse 396 63 12 19% Other 163 41 9 30% Hotel / motel 138 54 4 42% Mixed use 93 26 4 31% Total $4,812 $777 $76 18% Loan size Multifamily Retail Office Industrial Other Hotel / motel Mixed use Total Greater than $20mm $61 $45 $49 $0 $43 $20 $0 $217 $10mm–$20mm 631 186 152 73 12 47 10 1,111 $5mm–$10mm 706 237 119 83 29 42 19 1,235 $1mm–$5mm 1,307 190 164 194 60 27 44 1,986 Less than $1mm 93 30 52 46 20 2 21 264 Total $2,799 $688 $535 $396 $163 $138 $93 $4,812 Count 846 190 252 226 80 28 78 1,700 Average size $3.3 $3.6 $2.1 $1.8 $2.0 $4.9 $1.2 $2.8


 
Pro forma deposit overview Mechanics 42 Source: Mechanics management; Note: Financial data as of December 31, 2024; ¹ Represents spot rate as of December 31, 2024; ² Assumes runoff of $1bn of high-cost CDs, paydown of all brokered deposits and $249mm of additional high-cost deposits at HomeStreet HomeStreet Pro forma Mechanics (adjusted)² Number of Deposit Deposit Average Weighted Segment accounts balance ($bn) balance (%) account size age (yrs) Cost¹ Consumer 268,152 $6.7 48% $25,017 20.6 1.17% Business 54,261 6.0 43% 111,214 16.9 1.06% Public 1,133 1.2 9% 1,058,152 27.3 3.04% Servicing – – – – – – Brokered – – – – – – Total 323,546 $13.9 100% $43,091 19.6 1.28% Number of Deposit Deposit Average Weighted Segment accounts balance ($bn) balance (%) account size age (yrs) Cost¹ Consumer 122,717 $3.6 56% $29,125 8.9 2.89% Business 18,587 1.7 26% 89,186 11.3 1.18% Public 153 0.3 5% 2,196,944 5.7 4.18% Servicing 106 0.1 1% 902,560 36.6 – Brokered 5 0.7 12% 149,881,800 0.2 4.61% Total 141,568 $6.4 100% $45,300 8.7 2.68% Total (adj.)² 126,660 $4.4 100% $34,870 10.9 1.74% Number of Deposit Deposit Average Weighted Segment accounts balance ($bn) balance (%) account size age (yrs) Cost¹ Consumer 376,684 $9.4 51% $24,894 17.5 1.46% Business 72,143 7.6 41% 105,350 15.9 1.04% Public 1,273 1.3 7% 1,007,771 25.6 3.05% Servicing 106 0.1 1% 902,560 36.6 – Brokered – – – – – – Total 450,206 $18.4 100% $40,773 17.5 1.39%


 
EX-99.2 3 exhibit992signingpressrele.htm EX-99.2 JOINT PRESS RELEASE OF MECHANICS BANK AND HOMESTREET, INC. Document
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Joint News Release

Mechanics Bank and HomeStreet, Inc. Announce Strategic Merger

Combination will create the premier, publicly-traded West Coast bank

WALNUT CREEK, California and SEATTLE, Washington — March 31, 2025 — Mechanics Bank and HomeStreet, Inc. (NASDAQ: HMST) (“HomeStreet”), the holding company of HomeStreet Bank, jointly announced today that they have entered into a definitive merger agreement (the “Merger Agreement”) providing for an all-stock business combination between HomeStreet and Mechanics Bank. Under the terms of the Merger Agreement, which was unanimously approved by the boards of directors of both companies, HomeStreet Bank will be merged with and into Mechanics Bank (the “Merger”), with Mechanics Bank surviving as a banking corporation incorporated under the laws of the State of California and as a wholly owned subsidiary of HomeStreet (the resulting holding company of Mechanics Bank following the Merger, the “combined company”). Existing shareholders of Mechanics Bank will receive common stock in HomeStreet in exchange for their Mechanics Bank shares. Upon completion of the Merger, HomeStreet will be renamed Mechanics Bancorp and remain a publicly traded company.

Mechanics Bank is a 120-year-old full-service community bank based in Walnut Creek, California, with 112 branches throughout California and more than $16 billion in assets. Founded in 1921, HomeStreet operates 56 branches throughout Washington, Oregon, Southern California and Hawaii and has approximately $8 billion in assets. The transaction will expand Mechanics Bank’s West Coast footprint and create a combined company with 168 branches and $23 billion in assets.

The transaction values HomeStreet at a pre-transaction estimated equity value of $300 million and Mechanics Bank at a pre-transaction estimated equity value of $3.3 billion. Upon completion of the Merger, existing HomeStreet shareholders are expected to own approximately 8.3% of the combined company, and the remaining ownership of approximately 91.7% will be held by legacy Mechanics Bank shareholders, with Ford Financial Fund and its affiliates owning approximately 74.3% of the combined company.

“This is a very significant milestone for Mechanics Bank and we are excited through this transaction to extend our market presence with a full West Coast footprint from San Diego to Seattle,” said Carl B. Webb, Chairman of the board of directors of Mechanics Bank. “This strategic merger also provides us with the opportunity to become a publicly-traded bank holding company, which better positions Mechanics Bank for future opportunities.”

The board of directors of the combined company will consist of directors of Mechanics Bank and one director of HomeStreet, to be named at a later date. The officers of Mechanics Bank will be the officers of the combined company. Mark Mason, Chairman, President and CEO of HomeStreet, will remain with the combined company in a consulting capacity.

Mr. Mason said, “This merger validates the intrinsic value of HomeStreet’s loyal customer base, strong management and dynamic markets in which we operate and allows our shareholders to participate in the benefits of the combination going forward. The combined company will have a strong branch footprint and deposit market share in the best markets in the west, strong core deposit funding, a well-diversified, conservatively underwritten loan portfolio and a growing wealth management and trust business. We believe this merger will improve our customers’ experiences and create new opportunities for many of our employees, enabling the company to retain and attract top talent. Both organizations share very similar banking strategies, strong credit cultures and a deep commitment to our customers, community service and being good corporate citizens.”

“This transaction is strategically and financially compelling for shareholders of both Mechanics Bank and HomeStreet,” commented C.J. Johnson, CEO and President of Mechanics Bank. “We have completed a thorough due diligence process and look forward to welcoming HomeStreet’s clients and employees to our company.”

The transactions contemplated by the Merger Agreement are subject to customary closing conditions, including the receipt of regulatory approvals and approval by HomeStreet’s and Mechanics Bank’s shareholders. Ford Financial Fund and its affiliates and certain other shareholders of Mechanics Bank have entered into support agreements agreeing, among other things, to vote their shares in favor of the Merger, which collectively represent the required vote of Mechanics Bank shareholders. The Merger is expected to close in the third quarter of 2025.




Advisors

Wachtell, Lipton Rosen & Katz is serving as legal advisor to Mechanics Bank with J.P. Morgan Securities LLC serving as its financial advisor. Sullivan & Cromwell LLP is serving as legal advisor to HomeStreet with Keefe, Bruyette & Woods, A Stifel Company, serving as its financial advisor.

Joint Conference Call

Mechanics Bank and HomeStreet will conduct a joint conference call on Monday March 31, 2025, at 1:00 p.m. ET. Carl B. Webb, Chairman of the board of directors of Mechanics Bank, C.J. Johnson, CEO and President of Mechanics Bank and Mark K. Mason, CEO and President of HomeStreet will discuss the proposed merger between Mechanics Bank and HomeStreet. A question and answer session will follow the presentation. Shareholders, analysts and other interested parties may register in advance at the following URL:

https://www.netroadshow.com/events/login?show=db979b49&confId=79783
or join the call by dialing directly at 1-833-470-1428 shortly before 1:00 p.m. ET using Access Code 412851

About Mechanics Bank

Mechanics Bank is an independent, full-service bank based in Walnut Creek, California, with $16 billion in assets, a best-in-class deposit franchise and 112 branches. Founded in 1905 to help families, businesses and communities prosper, the historic financial institution has grown to become one of the largest California-based banks. Taking pride in providing a highly personalized banking experience, Mechanics Bank offers a wide range of products and resources in consumer and business banking, commercial lending, cash management services, private banking, and comprehensive wealth management and trust services. To learn more visit www.MechanicsBank.com.

About HomeStreet, Inc.

HomeStreet, Inc. (Nasdaq: HMST) is a diversified financial services company headquartered in Seattle, Washington, serving consumers and businesses in the Western United States and Hawaii. HomeStreet is principally engaged in real estate lending, including mortgage banking activities, and commercial and consumer banking. Its principal subsidiary is HomeStreet Bank. Certain information about HomeStreet’s business can be found on its investor relations web site, located at http://ir.homestreet.com. HomeStreet Bank is a member of the FDIC and is an Equal Housing Lender.

Contact Information

Mechanics Bank: Greg Jones, gregory_jones@mechanicsbank.com, (916) 797-8218

HomeStreet, Inc.: Misty Ford, misty.ford@homestreet.com, (206) 876-5506

Cautionary Note Regarding Forward Looking Statements

When used in this press release and in other documents filed with or furnished to the U.S. Securities and Exchange Commission (the “SEC”), in press releases or other public shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date such statements are made. Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Mechanics Bank, HomeStreet and HomeStreet Bank (the “Transaction”), including future financial and operating results, and the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts.




These forward-looking statements are subject to risks, uncertainties, assumptions, estimates, and other important factors that may cause actual results to differ materially from those projected. In addition to factors previously disclosed in HomeStreet’s reports filed with the SEC, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: a) the occurrence of any event, change, or other circumstance that could give rise to the right of one or all of the parties to terminate the Merger Agreement; b) the outcome of any legal proceedings that may be instituted against Mechanics Bank, HomeStreet or HomeStreet Bank; c) the possibility that the Transaction does not close when expected or at all because required regulatory, shareholder, or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); d) the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which Mechanics Bank, HomeStreet and HomeStreet Bank operate; e) changes in asset quality and credit risk; f) the inability to sustain revenue and earnings growth; g) customer borrowing, repayment, investment and deposit practices; h) customer disintermediation; i) the ability to promptly and effectively integrate the businesses of Mechanics Bank, HomeStreet and HomeStreet Bank; j) the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; k) reputational risk and potential adverse reactions of Mechanics Bank’s, HomeStreet’s or HomeStreet Bank’s customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; l) the dilution caused by HomeStreet’s issuance of additional shares of its capital stock in connection with the Transaction; m) and the diversion of management’s attention and time from ongoing business operations and opportunities on Transaction-related matters.

These factors are not necessarily all of the factors that could cause Mechanics Bank’s, HomeStreet’s, HomeStreet Bank’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other factors, including unknown or unpredictable factors, also could significantly harm Mechanics Bank’s, HomeStreet’s, HomeStreet Bank’s or the combined company’s results.

Forward-looking statements speak only as of the date they are made and Mechanics Bank, HomeStreet and HomeStreet Bank do not undertake or assume any obligation to update any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If Mechanics Bank, HomeStreet or HomeStreet Bank update one or more forward-looking statements, no inference should be drawn that Mechanics Bank, HomeStreet or HomeStreet Bank will make additional updates with respect to those or other forward-looking statements. Further information regarding HomeStreet and HomeStreet Bank, and factors which could affect the forward-looking statements contained herein can be found in HomeStreet’s filings with the SEC.

No Offer or Solicitation

This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Additional Information about the Transaction and Where to Find It

In connection with the Transaction, HomeStreet will file with the SEC a Registration Statement on Form S-4 to register the shares of HomeStreet (which will be renamed Mechanics Bancorp following the closing) capital stock to be issued in connection with the Transaction. The Registration Statement will include a consent solicitation statement of Mechanics Bank and a proxy statement of HomeStreet that also constitutes a prospectus. The definitive joint consent solicitation statement/proxy statement/prospectus will be sent to the shareholders of HomeStreet seeking their approval of the Transaction and other related matters and to shareholders of Mechanics Bank.




INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT CONSENT SOLICITATION STATEMENT/PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 WHEN IT BECOMES AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE CONSENT SOLICITATION STATEMENT/JOINT PROXY STATEMENT/PROSPECTUS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING HOMESTREET, HOMESTREET BANK, MECHANICS BANK, THE TRANSACTION AND RELATED MATTERS.

Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by HomeStreet through the website maintained by the SEC at http://www.sec.gov or from HomeStreet at its website, https://ir.homestreet.com/sec-filings/all-filings/default.aspx. Documents filed with the SEC by HomeStreet will be available free of charge by accessing the “Investor Relations” page of HomeStreet’s website at https://ir.homestreet.com/sec-filings/all-filings/default.aspx.

Participants in the Solicitation

Mechanics Bank, HomeStreet and certain of HomeStreet’s directors and executive officers may be deemed to be participants in the solicitation of proxies from HomeStreet’s shareholders in connection with the Transaction. Information about the interests of the persons who may be deemed to be participants in the solicitation of shareholders of HomeStreet in connection with the Transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the joint consent solicitation statement/proxy statement/prospectus related to the Transaction, which will be filed by HomeStreet with the SEC. Information about the directors and executive officers of HomeStreet, their ownership of HomeStreet common stock, and HomeStreet’s transactions with related persons is set forth in the sections entitled “HomeStreet Corporate Governance and Other Matters,” “2023 Executive Compensation Program,” “2023 Summary Compensation Table” and “Principal Shareholders of HomeStreet” in the definitive proxy statement filed in connection with HomeStreet’s meeting of shareholders held on June 18, 2024, as filed with the SEC on Schedule 14A on May 16, 2024 (and which is available at https://www.sec.gov/Archives/edgar/data/1518715/000155278124000348/e24254_hmst-defm14a.htm). To the extent holdings of HomeStreet common stock by the directors and executive officers of HomeStreet have changed from the amounts held by such persons as reflected therein, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Free copies of these documents may be obtained as described above.