Walter Investment Management Corp (WAC)

[action8101]

new board:

https://investorshub.advfn.com/boards/board.aspx?board_id=33254

[hogman_5]

RSs rarely have happy endings...

[StrategyTrader]

17:1 massive split imo

[hogman_5]

Will someone create a DCHP board or will this one just change names?

[action8101]

Awesome Post! Appreciate your DD!

[Rockobongo1281]

Still in it!

Nothing much has changed since my last post about # of shares.

New info:
- Warrant A is exerciseable $20.63 (all this means is that if the stock is trading above $20.63 between now and Feb 9, 2028, you can get that stock for free from the company, and then sell it or hold it. It's like a call option. Of course you'll have to pay taxes, unless you elect cashless exercise).
- Warrant B is at $28.25

Amended Credit Facility with Credit Suisse - I don't like these terms, which call for 50% of company's excess cash to pay down the loan (see paragraph below the chart in item 1.01 of yesterday's 8-k). I also don't know if the loan balance has increased.

I think these guys are hinting at the fact that there will be an MSR sale, because of this (otherwise, why mention the date of 2/15/18?): "The Credit Agreement also requires that upon receipt by the Company or certain of its subsidiaries of the gross proceeds of any disposition of certain bulk MSR and related servicing advances by the Company or such subsidiaries prior to February 15, 2018, the Company shall make a prepayment of the Term Loans in an amount equal to 80% of such gross proceeds."

New Repo facility - also not sure whether the available repo balances are up.

New Fannie Mae Servicer advance financing facility - Looks like additional notes/bonds issued here. Doesn't look concerning to me.

New/updated Board of Directors

Pretty positive overall, in my opinion, aside from the 50% of cashflow going to pay down the Credit Suisse debt.

[action8101]

How bout you? Still in?

[action8101]

You still in this one?

[action8101]

Let’s do this!!

Emerges from Chapter 11 as Ditech Holding Corporation
FORT WASHINGTON, Pa., Feb. 9, 2018 /PRNewswire/ -- Walter Investment Management Corp. (NYSE: WAC.BC) today announced that it successfully completed its financial restructuring plan and emerged from Chapter 11 under the name Ditech Holding Corporation ("Ditech Holding" or the "Company"). Trading in Ditech Holding's new common stock is expected to commence on February 12, 2018 under the symbol "DHCP". Through its financial restructuring, the Company eliminated approximately $800 million1 of outstanding corporate debt from its balance sheet and enhanced its financial flexibility.

The Company has chosen Ditech Holding Corporation as the new name for its parent company, as it reflects the Company's focus on its strong core business and its commitment to serving customers. The Company remains committed to enhancing the customer experience through the growth of its origination and servicing businesses and by focusing on new technology, innovation, and other areas that are critical to the Company's success. With an industry leading team, the Company expects demand for its quality products, services and single source convenience to grow as it builds on its legacy as a customer-driven organization.

George M. Awad, a continuing member of Ditech Holding's Board of Directors, said, "We are emerging from this process with a new name and an even stronger focus and ability to serve our customers. Ditech Holding is beginning its next chapter with increased financial flexibility and continued momentum in our efforts to transform our business. We are excited about the prospects of our core business and are confident that we are well positioned to drive profitable growth and create value for our shareholders."

Mr. Awad added, "We would like to thank all of our employees for their dedication throughout this process. They have been and will continue to be the ultimate driver of our success. We also thank our customers and other business partners for their support throughout this process. Looking ahead, we are committed as ever to our mission of enabling the dream of homeownership for our customers and caring for them throughout their homeownership lifecycle."

Following the completion of the restructuring, Ditech Holding will continue to serve customers through its operating subsidiaries, Ditech Financial LLC and Reverse Mortgage Solutions, Inc.

[StrategyTrader]

What is the split? For evrty 17.5 shares you get 1 new common shares ?

Thanks

[action8101]

First 2 pages from the link below answered all my questions regarding warrants. Not bad at all. That’s if they don’t come with an early expiration date.

https://www.turnaroundletter.com/ext/resources/tal/issues/May-2011.pdf

[action8101]

I’ve never held warrants before. Any advice/knowledge would certainly be appreciated.

[Rockobongo1281]

Wonder how long it will take warrants to appear in our accounts. Go longs!!

[Rockobongo1281]

It's official! On Monday, we'll open on a new ticker. 17.5:1 reverse split. Lets go!!!

[action8101]

FORT WASHINGTON, Pa., Feb. 7, 2018 /PRNewswire/ -- As previously announced, Walter Investment Management Corp. (the "Company") (NYSE: WAC.BC) received approval of its prepackaged financial restructuring plan (the "Prepackaged Plan") from the United States Bankruptcy Court for the Southern District of New York on January 17, 2018. The Company currently anticipates that all remaining conditions precedent to the Prepackaged Plan will be satisfied and that the Company will emerge from Chapter 11 on February 9, 2018 (the "Effective Date"). Assuming the Company emerges on February 9, 2018, trading in the Company's new common stock will commence on February 12, 2018. The Company intends to change its name to Ditech Holding Corporation on the Effective Date and will trade under the symbol "DHCP" thereafter.

[BigDog0708]

I just bought some WAC shares. Goofy!

[Rockobongo1281]

Ok good - so tomorrow things are closing. Hopefully in a week, we'll be back up and running. Good luck all.

[BigDog0708]

Good Question. Still some selling. I could not BUY!

[action8101]

Ha!

[BigDog0708]

ALERT: TYPO: 2/7/2018 Sorry!

[action8101]

If trading has been suspended, then whose trading shares at this very moment?

[action8101]

Could be a good sign for us longs. Guess we’ll see. See ya in 3 months

[Rockobongo1281]

Agreed. These things take 3 days max. It is what it is....just odd.

[action8101]

Which doesn’t make sense. Why would the transfer take that damn long?

[Rockobongo1281]

3 months away? wow....

[BigDog0708]

I contacted TD Ameritrade directly to find out why the purchase of WAC stock has been suspended.

[Rockobongo1281]

Where do you see that?

[BigDog0708]

The new target "Effective Date" is 04.7.2018.

[Rockobongo1281]

It's very possible! If you have a link or a date of 8-K in which that is stated, I'm happy to take a look.

[action8101]

Isn’t one of the conditions to establish a New board before they can establish the effective date? If so, I’m sure that’s probably causing a delay.

Appreciate you taking the time to share your calculations and other prudent DD! Thanks.

[Rockobongo1281]

I agree, with the exception that common share holders do not get benefit of the full New Common and A+B warrants - we get 1/2. The other 1/2 goes to convertible note holders.

[BigDog0708]

Looks accurate. Thanks Rockobongo. What is your favorite MJ stock? LOL

[BigDog0708]

My humble observations of stock restructure relating to the most recent 8k filing on Feb 2. See prior post(s).

1. Appears total number of new shares to be issued is in line w/ the current number of shares outstanding. (Approximately 30 MM shares)
2. Par value of new issuance is 0.01. Market value TBD.
3. When you account for dilution (preferred stock and Co management incentive plan), the "Recovery" for existing common share holders is weighted more so to the Warrants. (4,252,000 New Common Stock Shares vs Series A and B Warrants (7,245,000 and 5,748,750 respectively))
4. Exact terms of the Warrants is TBD.
5. Exchange: NYSE
6. New Symbol: DHCP
7. Effective Date: TBD/Near Term

Note: The one thing I am uncertain of is the "Participation Date". Which is at what date are they using to recognize holders of common stock to be awarded the new issuance. File Date, December 31st or the Effective Date?? My gut says Effective Date. But obviously they have already pre-determined a total number of new shares to issue and effective date is yet to be determined.

[Rockobongo1281]

I'll start with this: why the effective date hasn't been achieved is beyond me. I don't understand what "remaining conditions" are still not satisfied. Also, this line is of concern "The Company believes that the Prepackaged Plan remains feasible notwithstanding the variances described herein."

With that said, this is the new structure:

New Common Stock: 4,252,500 (50% to existing common stock holders and 50% to convertible note holders)
Senior note holders stock: 11,497,500
Incentive plan for mgmt: 3,193,750
New Common stock warrants A: 7,245,000
New Common stock warrants B: 5,748,750

If you currently own 50,000 shares, after the effective date, you will own 2,844 shares, 4,846 A warrants and 3,845 B warrants. (50,000 shares represents .06689% ownership of the New Common stock ((50,000 / 37,373,551 * 4,252,500 / 2) / 4,252,500). If you apply that ownership to to A and B warrants, you'll get to the numbers I'm getting to). Both A and B warrants should be traded on the stock exchange and can be bought/sold separately from common stock. I hope I'm not wrong in my calculations, but please do let me know if I am.

IF at some point, the company does well and both A and B warrants will be exercised, current common stock holders will own 27% of the company.

[BigDog0708]

https://seekingalpha.com/filing/3857403

[BigDog0708]

Name Change and NYSE Listing Approval

The Company intends to change its name to Ditech Holding Corporation on the Effective Date. On January 24, 2018, the Company received approval to list on the New York Stock Exchange 4,252,500 shares of new common stock, par value $0.01 per share (“ New Common Stock ”), issuable upon the Effective Date and 27,685,000 shares of New Common Stock reserved for issuance under the Company’s management incentive plan or for issuance upon conversion or exercise of its Series A Warrants, Series B Warrants and Mandatorily Convertible Preferred Stock, upon official notice of issuance. The New Common Stock is expected to trade under the symbol DHCP.

On the Effective Date, the Company expects to issue the following equity and equity-linked securities:



• 4,252,500 shares of New Common Stock;


• 100,000 shares of Mandatorily Convertible Preferred Stock, face amount $1,000, convertible into 11,497,500 shares of New Common Stock;


• 7,245,000 Series A Warrants, exercisable for 7,245,000 shares of New Common Stock; and


• 5,748,750 Series B Warrants, exercisable for 5,748,750 shares of New Common Stock
The Company also will have reserved for issuance 3,193,750 shares of New Common Stock issuable under the Company’s management incentive plan.

[BigDog0708]

Name Change and NYSE Listing Approval

The Company intends to change its name to Ditech Holding Corporation on the Effective Date. On January 24, 2018, the Company received approval to list on the New York Stock Exchange 4,252,500 shares of new common stock, par value $0.01 per share (“ New Common Stock ”), issuable upon the Effective Date and 27,685,000 shares of New Common Stock reserved for issuance under the Company’s management incentive plan or for issuance upon conversion or exercise of its Series A Warrants, Series B Warrants and Mandatorily Convertible Preferred Stock, upon official notice of issuance. The New Common Stock is expected to trade under the symbol DHCP.

On the Effective Date, the Company expects to issue the following equity and equity-linked securities:

• 4,252,500 shares of New Common Stock;

• 100,000 shares of Mandatorily Convertible Preferred Stock, face amount $1,000, convertible into 11,497,500 shares of New Common Stock;
• 7,245,000 Series A Warrants, exercisable for 7,245,000 shares of New Common Stock; and
• 5,748,750 Series B Warrants, exercisable for 5,748,750 shares of New Common Stock The Company also will have reserved for issuance 3,193,750 shares of New Common Stock issuable under the Company’s management incentive plan.

[BigDog0708]

I will check it out.

[action8101]

You still here Rocko? If so, we would certainly appreciate your thoughts on this afternoons Bk filing.

[action8101]

Check out the new Bk filings posted today. New symbol will be DHCP. It also outlines new common stock info. Thoughts?

[action8101]

Totally understand your view as well. Makes sense.

Now, we need a well known badass to lead this new company.

[BigDog0708]

In most cases, new leadership, should be a positive.

The restructure and reorganization plan seemed pretty clear. Its a plan that has been in play since Tony's arrival 16 months ago. Since Tony is staying on the board, why do you need new leadership?

Come on in new CEO. Here is big fat million dollar bonus to do exactly what we tell you to do. Does not make sense. New CEO's like to bring in their own people and mix things up.

It will be at least Q3 before they show a profit. (Still in BK w/ no exit date, have to consolidate/close multiple cost centers which will not happen until June/July, in the process of ramping up existing cost centers to accommodate closures, new hires is expensive, layoffs is expensive, no status of GTA legacy sale, December net losses 134 million,etc.)

New stock will face immediate dilution and PPS pressure. Hard to believe I have a long position. Not trying be a downer, just a realist. GLTA

[action8101]

This should be viewed as great news imo. New company with new leadership. Hopefully they announce a stud soon

[BigDog0708]

CEO number 5 in three years on deck. Unprecedented!

[Rockobongo1281]

What do you mean? why does it matter how many shares? this deal is sealed - common owners get 13.5% of new shares (more like 12%, after dilution for employees).

So if we're getting 12% of total equity, then does it matter if there will be 12 shares issued or 100,000,000,000 shares? makes absolutely NO difference.

[BigDog0708]

Cool. Thanks. I just checked BK filings. Nothing new.

[StrategyTrader]

Not sure if anyone called the hotline specifically provided to answer questions regarding restructuring.

I will call this morning see if I can get somone to tell me new shares structure including anticipated OS

If I like what i hear i will jump back in today.

[action8101]

Oops. Meant NYSE. Thanks for your input. Always appreciated

[BigDog0708]

I believe it will remain on the NYSE as it today.

[action8101]

Big Dog, the new company will trade on the nasdaq, correct? If not, which exchange will she start trading on or after the effective date?

Thanks.