Velocity Financial (VEL) M&A announcement summary

Deal rationale and strategic fit

• Acquisition of Toorak Capital's operating platform expands product offerings, origination channels, and geographic reach, including immediate entry into the U.K. and enhanced U.S. presence.

• Diversifies lending by product, geography, and origination method, including direct-to-consumer, correspondent, and retail channels.

• Adds proprietary technology and analytics to improve underwriting, risk management, and operational efficiency.

• Retention of Toorak's leadership, with John Beacham joining as EVP, supports operational strengths and leadership continuity.

• Positions the combined entity for sustained growth, long-term shareholder value creation, and industry leadership in BPL and fix and flip lending.

Financial terms and conditions

• Acquisition is structured as a 100% cash purchase of Toorak's operating platform for $63 million, subject to customary adjustments.

• Total value of the platform and portfolio transactions is estimated at approximately $3.2 billion based on Toorak's consolidated balance sheet as of June 30, 2026.

• Toorak's existing loan portfolio (~$3 billion) will be sold to a third party, with ongoing management by the acquirer.

• Closing is expected in Q4 2026, subject to customary regulatory approvals and closing conditions.

Synergies and expected cost savings

• Integration of proprietary technology platforms, such as Toorak Connect and Merchants Connect, is expected to drive operational efficiencies and streamline workflows.

• Enhances origination scale by 76% and servicing platform by 39%, with meaningful increases in production volume and low-cost originator positioning.

• Expansion of fee income opportunities through asset management, forward flow partnerships, and recurring, fee-based revenue streams.

• Combined platform enables greater scale and diversity with minimal overlap.