Velocity Financial Announces Toorak Acquisition Agreement (~$62M)

What Happened

• On August 26, 2026, Velocity Commercial Capital, LLC (a wholly owned subsidiary of Velocity Financial, Inc.) entered into an Equity Purchase Agreement to acquire all issued and outstanding equity interests of entities formed through a statutory division of Toorak Capital Partners LLC, MMTC Holdings LLC and MMTC Portfolio Holdings, LLC (the “Purchased Companies”). The base purchase price is approximately $62 million plus estimated tangible book value, subject to adjustments. If the transaction closes (the “Toorak Acquisition”), each Purchased Company will become a wholly owned subsidiary of Velocity Commercial Capital.
• Concurrently, Velocity entered into a Master Transaction Agreement with Titan RR LLC related to a separate but related “Back Book Acquisition” by affiliates of TOBI III SPE I LLC and potential securitization-related fees to Velocity. The Transactions were unanimously approved by Velocity’s disinterested directors. Velocity filed a press release and investor presentation and scheduled a conference call for Aug. 27, 2026 to discuss the Transactions.

Key Details

• Agreement date: August 26, 2026; press release and investor presentation filed Aug. 27, 2026 (Exhibits 99.1, 99.2).
• Consideration: base purchase price of ~ $62 million plus estimated tangible book value, subject to customary adjustments.
• Closing is subject to multiple conditions, including regulatory approvals, absence of prohibitive orders, completion (or concurrent completion) of the Back Book Acquisition, warehouse financing-related conditions, accuracy of reps/warranties, and certain employment-related conditions.
• A Master Transaction Agreement with Titan RR LLC coordinates certain securitization matters and potential fees from TOBI; termination and consent provisions apply if related transactions do not close.

Why It Matters

• If completed, the acquisition will add the Purchased Companies (and their assets/operations) to Velocity’s consolidated business, which may affect Velocity’s balance sheet, loan portfolio size and future earnings once integrated and after any purchase price adjustments are finalized.
• The deal is not final: it remains subject to many closing conditions (regulatory approvals, financing and the Back Book Acquisition). Investors should monitor subsequent filings for completion updates, any purchase-price adjustments, and disclosures on how Velocity expects to finance and integrate the acquired businesses.
• Velocity provided investor materials and a conference call; investors can review the filed press release and presentation for more context.