0001567619-20-018267.txt : 20201028 0001567619-20-018267.hdr.sgml : 20201028 20201028162359 ACCESSION NUMBER: 0001567619-20-018267 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201028 FILED AS OF DATE: 20201028 DATE AS OF CHANGE: 20201028 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schoels Peter CENTRAL INDEX KEY: 0001424436 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16577 FILM NUMBER: 201268961 MAIL ADDRESS: STREET 1: GLOBAL AERO LOGISTICS INC. STREET 2: 101 WORLD DRIVE CITY: PEACHTREE CITY STATE: 2Q ZIP: 30269 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FLAGSTAR BANCORP INC CENTRAL INDEX KEY: 0001033012 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 383150651 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5151 CORPORATE DRIVE CITY: TROY STATE: MI ZIP: 48098-2639 BUSINESS PHONE: 248-312-2000 MAIL ADDRESS: STREET 1: 5151 CORPORATE DRIVE CITY: TROY STATE: MI ZIP: 48098-2639 4 1 doc1.xml FORM 4 X0306 4 2020-10-28 0 0001033012 FLAGSTAR BANCORP INC FBC 0001424436 Schoels Peter C/O MP (THRIFT) GLOBAL ADVISERS III LLC 70 EAST 55TH STREET NEW YORK NY 10022-4213 1 0 0 0 Common Stock 2020-10-28 4 S 0 4587647 32.6965 D 9112705 I See footnotes Represents 4,587,647 shares of Common Stock, par value $0.01 per share (the "Common Stock"), of Flagstar Bancorp, Inc. (the "Company") repurchased by the Company from MP Thrift Investments L.P. ("MP Thrift") pursuant to the Share Purchase Agreement, dated October 20, 2020, between the Company and MP Thrift, as amended by Amendment No. 1 to Share Purchase Agreement, dated October 22, 2020. The share repurchase closed on October 28, 2020. The shares of Common Stock were sold at a price of $32.6965 per share, which represents the volume-weighted average price of the Common Stock for the three trading days up to and including October 22, 2020. MPGOP III Thrift AV-I L.P. ("MPGOP"), a Delaware limited partnership and MPGOP (Cayman) III Thrift AV-I L.P., a Cayman Islands exempted limited partnership ("MPGOP Cayman", and together with MPGOP, the "New Fund") together hold 100% of the membership interests in MP Thrift. MPGOP has a 77.05% interest in MP Thrift and MPGOP Cayman has a 22.95% interest in MP Thrift. MP (Thrift) Global Partners III LLC ("MP LLC") is a limited liability company organized under the laws of Delaware. The principal business of MP LLC is to serve as general partner of each of MPGOP, MPGOP Cayman, MP Thrift, MP (Thrift) Global Opportunities Partners (Special) III LP ("MPGOPS"), and MP (Thrift) Global Opportunities Investments III LP ("MPGOI"). MP (Thrift) Asset Management LLC ("MPAM") is a limited liability company organized under the laws of Delaware. MPAM is the managing member of MP LLC. MP (Thrift) LLC ("MPT") is a limited liability company organized under the laws of Delaware. (continued from footnote 2) MPT is the managing member of MPAM. MPGOPS is a limited partnership organized under the laws of Delaware. MPGOPS is the holder of a 100% limited partnership interest in MPGOI. MPGOI is a limited partnership organized under the laws of Delaware. MPGOI is the holder of a 1% limited partnership interest in the New Fund. Along with MPT, MPAM, MP LLC, and MPGOPS, MPGOI comprises the Associates Fund. (continued from footnote 3) David J. Matlin is the sole managing member of MPT, and his principal occupation is acting as Chief Executive Officer of MatlinPatterson Global Advisers LLC ("Matlin Advisers"). Matlin Advisers is a limited liability company organized under the laws of Delaware. The principal business of Matlin Advisers is to serve as investment adviser to the various funds. Matlin Advisers also serves as investment adviser to the New Fund. Peter Schoels is a director of Flagstar Bancorp, Inc. Although Peter Schoels does not have voting or investment control over shares held by MP Thrift, Mr. Schoels may be deemed to have an indirect pecuniary interest in such shares through his indirect interest in a limited partnership which holds an investment interest and carried interest in the various funds. (continued from footnote 4) Mr. Schoels' exact pecuniary interest therein is not readily determinable because it is subject to several variables, including without limitation, the internal rates of return of the funds overall and with respect to their indirect investment in Flagstar Bancorp, Inc. He disclaims beneficial ownership of any of the reported securities except to the extent of his pecuniary interest therein. /s/ Peter Schoels 2020-10-28