BofI Holding, Inc. (Form: 8-K, Received: 04/04/2018 16:24:50)

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): April 4, 2018

BofI Holding, Inc.

(Exact name of registrant as specified in its charter)



Delaware	000-51201	33-0867444
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)



4350 La Jolla Village Drive, Suite 140, San Diego, CA	92122
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code : (858) 350-6200

Not Applicable

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

o 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 13(a) of the Exchange Act. o

Item 7.01 Regulation FD Disclosure.

BofI Holding, Inc. (the “Registrant”), parent of BofI Federal Bank (the “Bank”), issued a press release on April 4, 2018, announcing that a subsidiary of the Bank has acquired the bankruptcy trustee and fiduciary services business (the “Business”) of Epiq. From its primary Chapter 7 office in Kansas City, Kansas, the Business provides specialized software and consulting services to Chapter 7 and non-7 trustees and fiduciaries in all 50 states.

A copy of the press release is furnished with this Form 8-K and attached hereto as Exhibit 99.1. For additional information regarding the transaction, please see the investor presentation on the Registrant’s website, bofiholding.com.

This Form 8-K and the information included in the press release and investor presentation on the Registrant’s website, bofiholding.com, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended (“Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Registrant that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Registrant or any of its affiliates. The information in the materials is presented as of April 4, 2018, and the Registrant does not assume any obligation to update such information in the future.

Safe Harbor Statement

Statements contained in the slide show presentation that state expectations or predictions about the future are forward-looking statements intended to be covered by the safe harbor provisions of the Securities Act and the Exchange Act. The Registrant’s actual results could differ materially from those projected in such forward-looking statements. Factors that could affect those results include “Risk Factors” and the other factors appearing in the documents that the Registrant has filed with the Securities and Exchange Commission.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.



Exhibit		Description
99.1		Press Release of BofI Holding, Inc. dated April 4, 2018

SIGNATURE

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.



	BofI Holding, Inc.


Date: April 4, 2018	By:	/s/ Andrew J. Micheletti
		Andrew J. Micheletti
		EVP and Chief Financial Officer

BofI Holding, Inc. Announces Acquisition of Trustee and Fiduciary Services Business from Epiq

BofI acquires Epiq Chapter 7 bankruptcy and fiduciary deposit business

SAN DIEGO, CA - (BUSINESS WIRE) - 4/4/18 - BofI Holding, Inc. (the “Company” or “BofI”) (NASDAQ: BOFI), parent of BofI Federal Bank (the “Bank”), announced today that a subsidiary of the Bank has acquired the bankruptcy trustee and fiduciary services business (the “Business”) of Epiq. From its primary Chapter 7 office in Kansas City, Kansas, the business provides specialized software and consulting services to Chapter 7 and non-7 trustees and fiduciaries in all 50 states.

“We are excited about the addition of the trustee and fiduciary services team from Epiq,” Greg Garrabrants, President and Chief Executive Officer of BofI stated. “With the acquisition of comprehensive software solutions and a dedicated service team, we look forward to serving Chapter 7 and non-7 trustees nationwide. This business generates fee income from bank partners and bankruptcy cases, as well as low-cost deposits. It adds a new specialty deposit vertical and further diversifies our funding over time.”

“We believe the combination of our former Chapter 7 business and BofI’s specialty deposit capabilities will create significant value and opportunities for the Chapter 7 trustees, non-7 trustees and employees alike,” said John Davenport, Jr., Chief Executive Officer, Epiq.

The Company expects the acquisition to be immediately accretive to earnings. The all-cash transaction was funded from existing capital at the Bank. For additional information regarding the transaction, please see the investor presentation posted on the Company’s holding company website, bofiholding.com.

About Epiq

Epiq, a global leader in the legal services industry, takes on large-scale, increasingly complex tasks for corporate counsel, law firms, and business professionals with efficiency, clarity, and confidence. Clients rely on Epiq to streamline the administration of business operations, class action and mass tort, court reporting, eDiscovery, regulatory, compliance, restructuring, and bankruptcy matters. Epiq subject-matter experts and technologies create efficiency through expertise and deliver confidence to high-performing clients around the world. Learn more at www.epiqglobal.com .

About BofI Holding, Inc.

BofI Holding, Inc. is the holding company for BofI Federal Bank, a nationwide bank that provides financing for single and multifamily residential properties, small-to-medium size businesses in target sectors, and selected specialty finance receivables. With approximately $8.9 billion in assets, BofI Federal Bank provides consumer and business banking products through its low-cost distribution channels and affinity partners. BofI Holding, Inc.’s common stock is listed on the NASDAQ Global Select Market under the symbol “BOFI” and is a component of the Russell 2000® Index, the S&P SmallCap 600® Index, and the KBW Nasdaq Financial Technology Index. For more information on BofI Federal Bank, please visit bofifederalbank.com.

Forward-Looking Safe Harbor Statement

This press release contains forward-looking statements that involve risks and uncertainties, including without limitation statements regarding the effects on the Company’s earnings from the transaction with Epiq, and the Company’s ability to scale the business efficiently and profitably and realize other anticipated benefits from the transaction. These forward-looking statements are made on the basis of the views and assumptions of management regarding future events and performance as of the date of this press release. Actual results and the timing of events could differ materially from those expressed or implied in such forward-looking statements as a result of risks and uncertainties, including without limitation changes in interest rates, inflation, government regulation, general economic conditions, conditions in the real estate markets in which we operate and other factors beyond our control. These and other risks and uncertainties detailed in BofI’s periodic reports filed with the Securities and Exchange Commission could cause actual results to differ materially from those expressed or implied in any forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and BofI undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this press release.

Investor Relations Contact:

Johnny Lai, CFA

VP, Corporate Development & Investor Relations

858-649-2218

jlai@bofi.com