Current Report — Form 8-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 22K
2: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, HTML 148K
Liquidation or Succession
3: EX-99.1 Miscellaneous Exhibit HTML 97K
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
HSBC
Finance Corporation
Item 1.01. Entry into a Material Definitive Agreement.
This filing contains inside information for the purposes of Article 7 of Regulation (EU) No. 596/2014, and constitutes "regulated information" for the purposes of Article 2(1)(k) of Directive 2004/109/EC, as amended.
On March 8, 2017, HSBC Finance Corporation ("HSBC Finance") entered into a Mortgage Loan Purchase Agreement with DLJ Mortgage Capital, Inc. dated March 8, 2017 (the "Purchase
Agreement") and completed the sale of a pool of real estate secured receivables pursuant to the Purchase Agreement. The receivables sold had an unpaid principal balance of approximately $2.8 billion (aggregate carrying value of approximately $2.7 billion) at the time of sale. Aggregate cash consideration received totaled approximately $2.9 billion resulting in an after-tax gain of approximately $125 million, net of transaction costs, which will be recorded in the first quarter of 2017.
The foregoing description of the Purchase Agreement and the disposition is qualified in its entirety by reference to the actual terms of the Purchase Agreement which is included as Exhibit
2.1 hereto and is incorporated herein by reference.
Item 2.01. Completion of Acquisition or Disposition of Assets.
The information set forth under Item 1.01 of this current report on Form 8-K with respect to the disposition of a pool of real estate secured receivables is hereby incorporated into this item by reference.
Item
9.01. Financial Statements and Exhibits.
(b) Pro Forma Financial Information
The pro forma financial information relating to the disposition and specified in Article 11 of Regulation S-X is filed as Exhibit 99.1 hereto.
(d) Exhibits
Exhibit No.
Description
2.1
Mortgage
Loan Purchase Agreement, dated March 8, 2017.*
99.1
HSBC Finance Corporation Unaudited Pro Forma Condensed Consolidated Financial Information.
* Schedules and exhibits are omitted pursuant to Item 601(b)(2) of Regulation S-K. HSBC Finance agrees to furnish supplementally a copy of any omitted schedules or exhibits to the Securities and Exchange Commission upon request.
HSBC
Finance Corporation
Signatures
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.
Mortgage Loan Purchase Agreement, dated March 8, 2017.*
99.1
HSBC
Finance Corporation Unaudited Pro Forma Condensed Consolidated Financial Information.
* Schedules and exhibits are omitted pursuant to Item 601(b)(2) of Regulation S-K. HSBC Finance agrees to furnish supplementally a copy of any omitted schedules or exhibits to the Securities and Exchange Commission upon request.
4
Dates Referenced Herein and Documents Incorporated by Reference
