Citizens Financial Group, Inc., of Rhode Island, today announced a definitive agreement to purchase the assets of Franklin American Mortgage Company, a Franklin-based, highly regarded national mortgage servicing and origination firm with a leading position among private, non-bank mortgage companies.
As of March 31, 2018, Franklin American Mortgage managed a $41.4 billion mortgage servicing portfolio. The addition of Franklin American Mortgage triples the size of Citizens’ off-balance sheet mortgage servicing portfolio, providing significantly more balance sheet leverage. The transaction also more than doubles Citizens’ origination platform while significantly diversifying its origination capabilities with the addition of correspondent and wholesale channels, which complement Citizens’ strong retail capabilities.
Franklin American Mortgage has made significant investments in platform innovation and its unique, proprietary technology delivers a strong competitive advantage by providing an excellent customer experience while reducing risk.
“This transaction takes our mortgage business to the next level, expanding our reach and adding immediate scale in servicing as well as innovative correspondent and wholesale solutions,” said Brad Conner, Citizens vice chairman and Head of Consumer Banking. “Franklin American Mortgage’s strong history of excellence in customer service is a great cultural fit with our organization and we are excited to welcome a new group of colleagues to Citizens.”
“We are extremely pleased with the financial and strategic opportunities the acquisition of Franklin American Mortgage creates for Citizens,” said John F. Woods, Citizens Chief Financial Officer. “This transaction fits perfectly with our objective of improving shareholder returns and delivering against our key strategic imperatives.”
The combined mortgage business will be led by Eric Schuppenhauer, current Citizens President of Home Mortgage. Following the completion of the transaction Scott Tansil, Chief Financial Officer and Chief Operating Officer, of Franklin American Mortgage will lead the acquired correspondent and wholesale origination businesses headquartered in Franklin, Tennessee.
“We view this transaction as an opportunity to add scale and capital to the outstanding platform and customer-centric culture that our employees have created,” said Dan Crockett, owner, President and Chief Executive Officer of Franklin American Mortgage. “Citizens shares our deep and enduring focus on delivering for customers, as well as our strong commitment to colleagues and communities, which Franklin American Mortgage employees have long embraced. Together, we’ll be able to increase our positive impact on customers and grow the business platforms that are a great source of pride for us.”
Franklin American Mortgage has approximately 900 employees and Citizens expects to maintain a significant presence in Tennessee and Texas associated with the expanded distribution platform of the combined business. Dan Crockett will remain involved in the business in an advisory role with Citizens Home Mortgage.
Under the terms of the asset purchase agreement, Citizens’ wholly-owned subsidiary, Citizens Bank, N.A., will purchase assets with a net book value of approximately $488 million, which includes a mortgage servicing rights portfolio valued at $550 million, for $511 million in cash.
Debevoise & Plimpton, LLP is serving as legal advisor to Citizens. Morgan Stanley & Co., LLC acted as financial advisor to Franklin American Mortgage on the transaction. Baker, Donelson, Bearman, Caldwell & Berkowitz, PC acted as legal advisor to Franklin American Mortgage on the transaction.