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Not sure what all happened here. Not a lot of news explaining the delisting that I've seen. My shares were paid out and I didn't lose money, but I was given the exact amount of shares in the new ticker @ .67/share.
Can someone break it down for me Barney style?
Foreign issue~
HLSS
Now HLSSF
on the OTC~
http://www.otcmarkets.com/research/symbology
HLSSF Whats this F all about? See 04/29 Announcement of HLSS or HLSSF at http://otce.finra.org/DailyList
geez they must have got hosed on that offering!
Tomorrow HLSS shares will be canceled.
Extract from PR of April 24:
Quote:
, on April 27, 2015. Following the payment of the Distribution Amount, HLSS intends to file a proxy statement in connection with a proposed merger of HLSS with a subsidiary of New Residential Investment Corp. ("New Residential"). Upon the consummation of the proposed merger, holders of ordinary shares of the Company at the effective time of the merger will receive an aggregate of approximately $50 million, or $0.704059 per share, and all shares of HLSS will automatically be cancelled.
HLSS .60s coming to the OTC soon~
http://ih.advfn.com/p.php?pid=nmona&article=66567295
Anybody have an opinion how this asset sale will affect common share holders? Do yall think hlss will continue to operate and work as a longterm investment? Having issues finding info on what this sale does to common stock holders such as myself. Thanks
NRZ buys the HLSS assets for the equivalent price of $17.08 per share.
Apparently, there were some "going concern" issues slowing things down.
New Residential Announces Public Offering of Common Stock (4/06/15)
NEW YORK--(BUSINESS WIRE)--New Residential Investment Corp. (NYSE:NRZ) (“New Residential” or the “Company”) announced today the commencement of a public offering of 40,000,000 shares of its common stock, subject to market conditions. Of the total shares being offered, 28,286,980 shares are being offered by Home Loan Servicing Solutions, Ltd. (the “Selling Stockholder”) and the remainder (11,713,020 shares) is being offered by the Company. As previously disclosed, the shares being offered by the Selling Stockholder were received as a portion of the consideration paid by the Company in connection with its acquisition of substantially all of the assets of the Selling Stockholder. The Company will not receive any proceeds from the sale of the shares by the Selling Stockholder.
In connection with the offering, the Company intends to grant the underwriter an option for 30 days to purchase up to an additional 6,000,000 shares of common stock from the Company.
The Company intends to use its portion of the net proceeds from this offering for general corporate purposes, including to make a variety of investments, which may include, but is not limited to, investments in Excess MSRs, servicer advances, real estate securities and real estate related loans, or to repay indebtedness or other obligations.
Citigroup is the sole book-running manager for the offering. The offering will be made pursuant to the Company’s existing effective shelf registration statement, previously filed with the Securities and Exchange Commission (the “SEC”). The offering will be made only by means of a prospectus and a related prospectus supplement. Copies of the prospectus and prospectus supplement may be obtained from: Citigroup, Attention: c/o Broadridge Financial Services, 1155 Long Island Avenue, Edgewood, New York, 11717, or by phone at (800) 831-9146.
This press release does not constitute an offer to sell or the solicitation of an offer to buy shares of common stock, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
ABOUT NEW RESIDENTIAL
New Residential focuses on opportunistically investing in, and actively managing, investments related to residential real estate. The Company primarily targets investments in mortgage servicing related assets and other related opportunistic investments. New Residential is organized and conducts its operations to qualify as a real estate investment trust (“REIT”) for federal income tax purposes. The Company is managed by an affiliate of Fortress Investment Group LLC (NYSE: FIG), a global investment management firm.
http://www.businesswire.com/news/home/20150406005899/en/Residential-Announces-Public-Offering-Common-Stock#.VSL6FoktGUk
New Residential and HLSS Announce Entry into Purchase Agreement and Termination of Merger Agreement (4/06/15)
New Residential Extends Servicing Contracts with Ocwen to Enhance Long-Term Partnership
NEW YORK, NEW YORK AND GEORGE TOWN, GRAND CAYMAN--(BUSINESS WIRE)--New Residential Investment Corp. (NYSE:NRZ, “New Residential”, the “Company”) and Home Loan Servicing Solutions, Ltd. (NASDAQ:HLSS, “HLSS”) announced today that they have entered into a purchase agreement (the “Asset Purchase Agreement”), under which New Residential acquired substantially all of the assets, and assumed substantially all of the liabilities of HLSS (the “Asset Purchase”). Simultaneously, New Residential and HLSS mutually terminated the merger agreement originally announced on February 22, 2015.
Under the Asset Purchase Agreement, New Residential paid HLSS an equity purchase price of approximately $1.2 billion, or $17.08 per HLSS share on 71 million HLSS shares. With adjustments for cash and the repayment of HLSS debt, New Residential paid HLSS a total purchase price of approximately $1.4 billion, comprised of approximately $1 billion of cash and 28.2 million newly issued shares of New Residential. The Asset Purchase was approved by the Board of Directors of each company and did not require shareholder approval. The Asset Purchase was consummated concurrently with signing of the Asset Purchase Agreement.
Furthermore, New Residential has separately agreed to a multi-year extension of the servicing contracts with Ocwen Financial Corporation (NYSE:OCN, “Ocwen”), providing for a long-term partnership between New Residential and Ocwen.
In announcing this transaction, Michael Nierenberg, Chief Executive Officer of New Residential commented, “When it became evident that HLSS was unable to satisfy the merger conditions as originally expected, we worked collaboratively with HLSS management to structure this Asset Purchase to meet our mutual goals. We are extremely pleased to complete this milestone transaction; and we are excited for the opportunity to expand and strengthen our partnerships with both Nationstar Mortgage and Ocwen, the two largest non-bank servicers in the United States. The extension in servicing contracts with Ocwen will further solidify their position as one of New Residential’s preferred servicers and help promote a mutually beneficial partnership between the two companies. Looking ahead, we remain confident in our ability to generate strong returns for our shareholders and excel as one of the leading capital providers in the mortgage servicing business.”
John Van Vlack, Chief Executive Officer of HLSS stated, “Despite our efforts to pursue the merger as initially planned, certain circumstances prompted HLSS to pursue an Asset Purchase Agreement with New Residential. We believe this alternative transaction structure made the most sense for us as it allowed HLSS to file its financial results without a going concern qualification and provide the greatest certainty on funding new servicing advances. This transaction will also enable our shareholders to maximize value for their shares.”
In addition, Michael Bourque, Chief Financial Officer of Ocwen commented, “We are very pleased to have established a new partnership with New Residential. Our entry into a relationship with New Residential, which includes an extension of our servicing contracts, will not only help to secure the financing of Ocwen’s servicing business but also provide additional stability to the mortgage servicing industry. We look forward to a growing and productive relationship with our new financing partner.”
Advising New Residential on the Asset Purchase were Skadden, Arps, Slate, Meagher & Flom LLP, Sidley Austin LLP, and Maples and Calder as legal advisors. Advising HLSS on the Asset Purchase was Citi as financial advisor and Weil, Gotshal & Manges LLP and Walkers as legal advisors.
ABOUT NEW RESIDENTIAL
New Residential focuses on opportunistically investing in, and actively managing, investments related to residential real estate. The Company primarily targets investments in mortgage servicing related assets and other related opportunistic investments. New Residential is organized and conducts its operations to qualify as a real estate investment trust (“REIT”) for federal income tax purposes. The Company is managed by an affiliate of Fortress Investment Group LLC (NYSE:FIG), a global investment management firm.
ABOUT HOME LOAN SERVICING SOLUTIONS
Home Loan Servicing Solutions, Ltd. was formed to acquire mortgage servicing assets consisting of mortgage servicing rights, rights to fees and other income from servicing mortgage loans, and associated servicing advances. Its principal executive offices are located in the George Town, Cayman Islands.
http://www.businesswire.com/news/home/20150406005882/en/Residential-HLSS-Announce-Entry-Purchase-Agreement-Termination#.VSL5X4ktGUk
Termination Fee is $45 million.
Home Loan Servicing trades through sale price (2/23/15)
http://seekingalpha.com/news/2316936-home-loan-servicing-trades-through-sale-price
I view this as a distressed sale.
The 9 percent premium should be indicative of that type of transaction.
Although HLSS was primarily a servicer of subprime and Alt-A loans, its feedstock came from OCN. With OCN exiting the agency business, which HLSS has viewed as a future source of MSRs, it was time to shop the business.
HLSS closed at $16.76 on 2/20/15.
New Residential Enters into Definitive Agreement to Acquire HLSS (2/23/15)
Acquisition Will Significantly Add to NRZ’s Book of Servicing Assets & Expand Relationships with Servicers
NEW YORK, NEW YORK AND GEORGE TOWN, GRAND CAYMAN--(BUSINESS WIRE)--New Residential Investment Corp. (NYSE:NRZ, “New Residential”, the “Company”) and Home Loan Servicing Solutions, Ltd. (NASDAQ: HLSS, “HLSS”) today announced a definitive agreement under which New Residential will acquire all of the outstanding shares of HLSS for $18.25 per share in cash, totaling approximately $1.3 billion. The purchase price represents a 9% premium to HLSS’ closing price of $16.76 on February 20, 2015.
“We are pleased to announce this landmark transaction with HLSS,” said Michael Nierenberg, Chief Executive Officer of New Residential. “The acquisition will significantly add to the value of our book of mortgage servicing assets and expand our relationships with mortgage servicers to include both Nationstar Mortgage and Ocwen Financial Corp., which are the two largest non-bank servicers in the United States. We are confident that this transaction will enhance our earnings growth potential and our ability to generate strong returns for our shareholders.”
John Van Vlack, Chief Executive Officer of HLSS commented, “I am pleased that this transaction offers our investors cash equivalent to the book value of their shares and addresses the uncertainty associated with our future financing obligations. Of the strategic proposals received, New Residential’s was the most attractive for a variety of reasons including valuation and certainty of execution. We believe that New Residential is well positioned to provide support and act as a strategic financing party to Ocwen over the long-term.”
The acquisition has been approved by the Board of Directors of each company and is expected to close in the second quarter of 2015, subject to HLSS shareholder approval and other customary closing conditions.
Advising New Residential on the acquisition were BofA Merrill Lynch and Credit Suisse as financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP, Sidley Austin LLP, and Maples and Calder as legal advisors. Advising HLSS on the transaction was Citi as financial advisor and Weil, Gotshal & Manges LLP and Walkers as legal advisors.
Conference Call & Additional Information
The management teams of New Residential and HLSS will host a conference call on Monday, February 23, 2015, at 11:00 AM Eastern Time to discuss the acquisition. All interested parties are welcome to participate on the live call. The call may be accessed by dialing 1-866-393-1506 (from within the U.S.) or 1-706-634-0623 (from outside of the U.S.) ten minutes prior to the scheduled start of the call; please reference “New Residential & HLSS Investor Call.”
A telephonic replay of the call will also be available two hours following the call’s completion through 11:59 P.M. Eastern Time on Monday, March 9, 2015 by dialing 1-855-859-2056 (from within the U.S.) or 1-404-537-3406 (from outside of the U.S.); please reference conference code “92940476.”
Prior to the conference call, the Company expects to post a presentation about the transaction in the Investor Relations section of its website, www.newresi.com.
ABOUT NEW RESIDENTIAL
New Residential focuses on opportunistically investing in, and actively managing, investments related to residential real estate. The Company primarily targets investments in mortgage servicing related assets and other related opportunistic investments. New Residential is organized and conducts its operations to qualify as a real estate investment trust (“REIT”) for federal income tax purposes. The Company is managed by an affiliate of Fortress Investment Group LLC (NYSE: FIG), a global investment management firm.
ABOUT HOME LOAN SERVICING SOLUTIONS
Home Loan Servicing Solutions, Ltd. was formed to acquire mortgage servicing assets consisting of mortgage servicing rights, rights to fees and other income from servicing mortgage loans, and associated servicing advances. Its principal executive offices are located in the George Town, Cayman Islands.
ADDITIONAL INFORMATION ABOUT THE MERGER
A meeting of the shareholders of HLSS will be announced to obtain shareholder approval of the proposed transaction. HLSS intends to file with the SEC a proxy statement and other relevant documents in connection with the proposed transaction. The definitive proxy statement will be sent or given to the shareholders of HLSS and will contain important information about the proposed transaction and related matters. HLSS' SHAREHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT HLSS, NEW RESIDENTIAL AND THE PROPOSED TRANSACTION. Investors may obtain a free copy of these materials (when they are available) and other documents filed by HLSS with the SEC at the SEC’s website at www.sec.gov, at HLSS' website at www.HLSS.com or by sending a written request to HLSS at Home Loan Servicing Solutions, Ltd. c/o Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands, Attention: Secretary.
Participants in the Solicitation
HLSS, New Residential and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in soliciting proxies from the shareholders of HLSS in favor of the proposed merger. Information regarding the persons who may, under the rules of the SEC, be considered to be participants in the solicitation of HLSS’ shareholders in connection with the proposed transaction, and any interest they have in the proposed transaction, will be set forth in the definitive proxy statement when it is filed with the SEC. Additional information regarding HLSS’s directors and officers is included in the 2013 Form 10-K/A and the proxy statement for HLSS’s 2014 Annual Meeting of Shareholders filed with the SEC on April 17, 2014. Additional information regarding New Residential’s directors and officers is included in the 2013 Form 10-K and the proxy statement for New Residential’s 2014 Annual Meeting of Shareholders filed with the SEC on April 17, 2014
http://www.businesswire.com/news/home/20150222005020/en/Residential-Enters-Definitive-Agreement-Acquire-HLSS#.VOsft4ktGUk
Marker:
Home Loan Servicing (HLSS)
$21.555 up 0.305 (1.44%)
Volume: 396,949
Marker:
Home Loan Servicing (HLSS)
$20.09 up 0.12 (0.60%)
Volume: 295,008
Marker:
Home Loan Servicing (HLSS)
$23.27 up 0.25 (1.09%)
Volume: 418,556
Quote:
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That’s a great position to be in, considering that banks are expected to sell or transfer the servicing rights on $300 billion to $500 billion worth of loans each year for the next three years, and Fannie Mae and Freddie Mac , which dominate the mortgage business, hold veto power over servicers. They currently favor three: Nationstar, Ocwen and Walter.
--------------------------------------------------------------------------------
Citigroup Selling Servicing Rights as Banks Shrink Role
By Heather Perlberg & Dakin Campbell - Oct 25, 2013
[....]
Citigroup Inc. (C), the third-biggest U.S. bank, is selling mortgage-servicing rights on $63 billion of loans, or about 21 percent of its total contracts at midyear, according to two people briefed on the matter, who asked not to be identified because the sale is private. Wells Fargo & Co. (WFC), the largest home lender, began marketing rights on $41 billion of government-backed home loans in September.
[....]
Banks are scaling back from the almost $10 trillion market for mortgage servicing rights, or MSRs, amid looming Basel III regulations. That’s attracting private-equity firms and hedge funds to assets that can increase in value when borrowing costs rise and giving them increased control over the rights to collect Americans’ monthly mortgage payments.
[....]
“Three years from now, banks will be making fewer real-estate loans and servicing will be smaller,” said Chris Whalen, managing director at Carrington Investment Services LLC in Greenwich, Connecticut. “You will see the whole industry shift.”
[....]
$1 Trillion
Servicing rights on at least $1 trillion of mortgages will trade in the next two years, Jay Bray, chief executive officer of Nationstar Mortgage Holdings Inc. (NSM), a servicer majority owned by Fortress Investment Group LLC (FIG), said last month. The private-equity firm said in July it raised a $1.1 billion fund to buy the contracts. Nationstar dropped 0.3 percent to $54.35 at 11:11 a.m. in New York trading, trimming its return this year to 75 percent.
In addition to a widening pool of buyers, rising mortgage rates this year boosted the appeal of MSRs since higher costs discourage homeowners from refinancing. This prolongs the length of the contracts.
[....]
http://www.bloomberg.com/news/2013-10-25/citigroup-selling-servicing-rights-as-banks-shrink-role.html
*HLSS will no doubt add to their market share by acquiring more MSR's that banks are shedding due to new banking regulations.
So why would HLSS, Ocwen, Walter and NationStar want these MSR's?These new regs do not apply to companies such as HLSS et al.
press release
Oct. 17, 2013, 7:30 a.m. EDT
Home Loan Servicing Solutions, Ltd. Reports EPS of $0.49 and Net Income of $34.9 Million in the Third Quarter of 2013 and Declares Dividends of $0.15 Per Ordinary Share for October, November and December 2013
Home Loan Servicing Solutions, Ltd. Reports EPS of $0.49 and Net Income of $34.9 Million in the Third Quarter of 2013 and Declares Dividends of $0.15 Per Ordinary Share for October, November and December 2013
GEORGE TOWN, Grand Cayman, Oct 17, 2013 (GLOBE NEWSWIRE via COMTEX) -- Home Loan Servicing Solutions, Ltd. ("HLSS" or the "Company") HLSS -0.80% today reported net income of $34.9 million, or $0.49 per ordinary share, for the third quarter of 2013. Additionally, the Company's Board of Directors today declared monthly dividends of $0.15 per ordinary share for October, November and December 2013.
"The asset purchase from Ocwen completed on July 1, 2013 fully deployed the proceeds from our June term loan and equity issuances and nearly doubled the unpaid principal balance of our portfolio," said President and CEO John Van Vlack. "The earnings from this accretive acquisition fueled growth in EPS despite the somewhat higher prepayment rate on assets recently boarded on Ocwen's platform which resulted in an overall annualized prepayment rate of 13.7% in the third quarter. Loss mitigation activities on new portfolios often result in higher initial prepayment speeds but ultimately will result in lower default related prepayments."
"Our capital structure continues to focus on committed fixed rate match funded term notes without exposure to repo or mark-to-market risk" said Chairman William Erbey. "The conservative way we finance our business complements our limited asset valuation exposure and highlights the attractiveness of HLSS' earnings and dividend yield."
Third quarter business performance highlights:
-- On July 1, 2013, used the proceeds from the second quarter issuance of ordinary shares and senior secured term note facility to purchase mortgage servicing assets related to non-agency mortgage loans with UPB of $83.3 billion from Ocwen;
-- On August 8, completed the issuance of $200 million one-year and $200 million three-year term notes. Issuance of these notes allowed us to reduce the borrowings on all classes of our variable funding notes;
-- On August 30, renewed our variable funding notes at improved terms;
-- On September 18, completed the issuance of $350 million one-year term notes. Issuance of these notes allowed us to reduce borrowings on all classes of our variable funding notes;
-- On September 26, placed a new money market note at a reduced interest rate and amended the related draw note to reduce the interest rate; and
-- There was no change in servicing asset valuation during the quarter.
For more information on prior releases and SEC Filings, please refer to the "Shareholders" section of our website at www.hlss.com.
HLSS is an internally-managed owner of non-agency mortgage servicing assets with historically stable valuations and cash flows. HLSS' assets are predominately mortgage servicing advances that, along with the related servicing rights, are over-collateralized 25 times by residential real estate. HLSS' objective is to generate stable, recurring fee-based earnings and dividends throughout the economic cycle. For more information, visit www.hlss.com.
http://www.marketwatch.com/story/home-loan-servicing-solutions-ltd-reports-eps-of-049-and-net-income-of-349-million-in-the-third-quarter-of-2013-and-declares-dividends-of-015-per-ordinary-share-for-october-november-and-december-2013-2013-10-17
*This is a growth story.
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