Democracy starts with you, tag your it! ...Thom Hartman
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Nail on head! Classic. thanks Bo!
incorporated 12/23/2014: 'KKR Wand Investors LP'..............is more in line time wise with WMIH's 'Wand Merger Sub' incorporated 8/1/2014
Possibly 'failed deal' related? We were gonna do a deal with KKR, and now instead its Nationstar?
WMIH dissolved subs, with the narrative of nothing to see in here..........which then magically reappears in new subs.
Hide the sausage. The BS continues.
Wand Merger Corporation. Hide the sausage continues. "Wand", as in magic wand? As in 'make it disappear'? The irony is not lost on me with a company that tells us nothing, and hides everything. (Thanks to a friend for the SEC tip).
This is where and how WMIH can command majority ownership in the announced Nationstar merger.
Legacy WMI subs being dissolved is just about moving it around - hiding the sausage. Its not gone, it just secretly moved.
_____________________________________________________________________________________________________________________
"From the Nationstar 8K yesterday
https://www.sec.gov/Archives/edgar/data/1520566/000119312518042872/d712199d8k.htm
February 12, 2018, Nationstar Mortgage Holdings Inc., a Delaware corporation (“Nationstar”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with WMIH Corp., a Delaware corporation (“WMIH”), and Wand Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of WMIH (“Merger Sub”). The Merger Agreement provides that, upon the terms and subject to the satisfaction or waiver of the conditions set forth therein, Merger Sub will merge with and into Nationstar (the “Merger”), with Nationstar continuing as the surviving corporation and a wholly-owned subsidiary of WMIH. The board of directors of Nationstar has unanimously approved the Merger Agreement, the Merge....
_____________________________________________________________________________________________________________________
Who is Wand Merger Corporation? From the Delaware Corporation Search: Notice the dates.
Wand Merger Corporation - incorporated 2/6/18 (Name mentioned in the article as a sub of WMIH). Registered Agent: Maples Fiduciary Services, DE
Wand Merger Sub 1 - incorporated 12/13/2017 same registered agent
Wand Merger Sub 2 - incorporated 12/13/2017 same registered agent
Wand Merger Sub Injc. 8/1/2014 same registered agent.
Who is "MAPLES FIDUCIARY SERVICES" as registered agent? "A market leader in the provision of fiduciary, entity formation and management and administration services to investment funds, structured finance vehicles and private clients."
https://www.maplesfiduciaryservices.com
its been down for about an hour......
Well, now WMIH can get the NASDAQ off their jock
HAHA! I'm stoked you remember! It has a place of prominence on my bar for the right moment. I still cant find any google clues to what the hell it was designed for. Maybe a concert or something in the 1980's lol? I'd better change my avatar back
nope. This is a big deal... This filing is to illustrate repurchase/replacement obligations, per Frank/Dodd.
Compare previous years, like 2017. There is no exhibits in this 2018 filing. Prior years, yes....~$12B. In 2017 all but half a billion of repurchase obligations were paid off. How?
Globic lawsuit resolution released safe harbor protection. Release of safe harbor's grip, releases cash and assets to cover WAAC's repurchase/replacement obligations placed on it by any Demand Entities (aka certificate investors via the trustee (like DB) legally obligated to represent them and their investment returns).
With Demand Entities claims now paid, certificate investors are yet another Major step closer to legacy investment principle and interest finally being paid.
AND, this is just for WAAC.....;)
2018 Rule 15G filings are lists of only failed securitized assets pledged to trusts subject to repurchase or replacement. This 2018 15G filing by WAAC now has zero exhibits. So since 2017, 100% of repurchase/replacemnt liquidations have all been paid for (covered by) WAAC.
Look at last year 2017 list of exhibits. You will see only the loans subject to repurchase/replacement - the distressed assets. https://www.sec.gov/Archives/edgar/data/1317069/000092963817000833/exhibit99-1.htm
2017: ~ $12B in Assets, in ABS.......
2018: no exhibits of remaining Assets, in ABS.
With the conclusion of DB/Globic Settlement/Agreement, as AZ has stated, things can now proceed from where they've been frozen for the last 10 years of safe harbor and legal isolation. And this is just for WAAC!
It is good news to me to see 10 years of stalled out repurchase/replacement obligations....are now complete thru end of year 2017. (confirms less than 10% of WAMU loans were bad).
We are moving forward..! !
Why would anyone give the LT propaganda machine, a heads up?
"The Amendment extends the current 3.5% annual increase in hourly rates and related overhead charged by the Trust through 2021 and increases the allocation of shared overhead expense for IT maintenance and support resulting in an increase of $1,525.26 per month to account for the increased usage of this service by the Company and the cost of services charged by third party vendors."
So, increased IT maintenance and support? Sounds like the data from some securitized trusts has been received.
Best news today!!
Great post. Thanks for explaining this process more. It's been murky at best.
Wow! that is some good stuff. Makes complete sense. Thanks for continuing to share what you find. Again, Wow!
That AZ for the illuminating discussion on TPS today. I've been reading your posts quietly and absorbing the info. Great stuff!
Jumping between posts old and new, but Ron's butterfly analogy helps me a lot.
I think, whether the PPS is played, manipulated, etc. --- up, or down ---- WMIH isnt losing. If it tanks they win on the liability hedge, if its up, then they win as well.
It seems like protection from KKR, who's been allowed to short since January 2017; or any other usual suspects who like to throw 'monkey' wrenches from the pit.
And when it's time for WMIH to actually make its move, it hasn't been beholden to any debt hijackings. And shouldn't need KKR. And KKR, surely has figured out what's coming up and has plenty of time to add cheap shares. They'll make plenty of money on this.
This is interesting!
"or as a result of new information about the ownership of, and transactions in, our securities."
As the "derivative embedded conversion feature" is/has wound down, what is its relationship to the rights offering going forward?
Is it making the rights offering inconsequential? uneccesary?
On a job site, and trying to understand this better. I am thoroughly enjoying the discussion. THX again!
Thanks AZ for this breakdown. I still can't believe how close we came to extinction in Plan 6. It may have been one last castle wall to collapse, but it was a Large one thankfully. The WMB Noteholders not caving to the debtors pitiful offer and choosing DC litigation, saved our behinds.
Hindsight being 20/20, I can appreciate the irony of the debtors pretending to be penniless and through their greed to own everything, offering up a settlement that 'pretended insolvency' so much that the WMB Noteholders would rather take it to court in DC as they knew better.
Interesting how multiple times, the SNH/AAOC greed, continued to trip them up (inside trading). But heck, it allowed us in, and for that I'm pleased! hahaha
Intersting! Thanks for the effort and sharing this result.
Thx AZ for that 'enlightening' information!
The DB probate, seems like its definitely, our stuff. ESPECIALLY when you read this NUGGET in the settlement.....
near the bottom of whole file, page 24 last paragraph:
"In addition to the foregoing, at the time the Trustee accepted the mediated Settlement, the Trustee took into consideration the fact that a group of major holders of beneficial interests in the Trusts had previously negotiated, but not consummated, an agreement with certain of the Bondholders (the only other material general unsecured creditors in the Receivership Estate) under which the Trustee would receive an allowed claim of approximately $2,280,000,000, approximately $726,000,000 less than the claim allowed under the Settlement. March 2, 2016 Business Wire (“Announcement by the Steering Committee of Ad Hoc Committee of Washington Mutual Bank Noteholders”), available at http://www.businesswire.com/news/home/20160302006392/en/ (last viewed Dec. 12, 2016).
So, major holders of certs, aka beneficial interests, negotiated an agreement with [bank] bondholders.........
AND -- Who negotiated with bank bondholders during bk?............The debtors. WMI.
WMI is us, who released as advised.
From: Dec/2016 DB memo listing all the securities tranches and cusip numbers affected by the lawsuit and the need to notify DTC in the future.
http://www.globic.com/wamurmbssettlement/pdfs/DBNTC.WAMU%20TIP%20Petition%20-%20Notice%20to%20Holders%20of%20Petition%20and%20Hearing%2012.22.16.pdf
Of course it still doesnt list who the certificate holders of these cusips are. Globic just notifies DTC? .......and then cert holders get DTC notification some day? And I assume by releasing, we are just 'partial holders' of the ultimate 'certificate holder'.
What's interesting, remember the 2013 DOJ JPM Settlement RELEASE Agreement I brought up a week ago? JPM did not become the successor-in-interest to WMB, WMMSC, WAAC, Longbeach, etc.. This cusip tranche list reads like the same succesor-in-interest exclusions in the Settlement RELEASE Agreement.
What is interesting is the dates.
Balance Sheet as of September 30, 2017
Bottom of page: Last updated 11/21/2016
lmao! you're right on the $$$$ AZ
Very reasonable thoughts. I might clarify 1. a bit, as the distinction is Critical to determining the path.
A) Safe Harbor is 'triggered' by receivership and bankruptcy.
B) WMI selling amongst and to itself, thru at least 2 "true sales", AND managed by a legit 3rd party trustee (like DB), 'qualified' it for Safe Harbor, Legal Isolation, and Off Balance Sheet protection from receivership and/or bankruptcy.
WMI's true sales in and of themselves - for themselves, didn't 'trigger' safe harbor.....it 'qualified' them (insured them so to speak) for a FUTURE trigger event such as receivership or bankruptcy.
All pre planned and designed to protect from a future devastating financial catastrophe, like every other bank in America, for a Trillions in securitization investment income.
And remember, to participate in the securitization game, one must hold a minimum of 20% participation in their own offerings. I don't think the > 20% was in sacks of S$&$, as GS put it.....cream of the crop.
AZ quote:
"These facts are Obvious' as of 08/19/2016' ... or the LT would have needed to also sign' off on the relevant Globic Settlement Documents ... "
Awesome! I hadn't thought of this, but brilliant observation bru!
All lies. WMIIC wasn't seized. WMIIC declared bankruptcy before WMI, to protect its valuable cert participation.
Thanks.
The LT was designed to be confusing and misleading. We have been playing with fire during this bankruptcy, and powerful interests have been trying to lead retail off a cliff at every turn.
Just my opinion from my dd, but I believe 75/25 is not for everything, and that the LT only has jurisdictional authority over 'certain' assets.
I own and released all flavors as a hedge, but I stayed heavily in commons as I didn't buy what Team Gas has been selling here every day since 2009.
Ultimately I don't want to argue about it, as it has always been a wedge devised to divide us again. The important message is there are massive legacy WMI interests coming home to roost, and those who released will be rewarded.
Someone has to keep JPM and the FDIC honest. With forensic accounting we know where we should be give or take a million. ;) And negligence will be costly for A&M should they attempt to fleece us. Charge what they do, I don't mind as long as they don't miss a penny of what I know is there for legacy WMI who released. There is PLENTY. Worrying about high fees is a distraction, and stepping over Billions, to pick up pennies.
FDIC will squat on JPM for the 'lease' due.... for renting our stuff and making money on the servicing and cherry picking the best for refinance for themselves (but they do owe us for those 'held in portfolio'). If you sell your leased car after making money for years off it as an uber driver, you still owe the bank who holds the lease who lent it to you, as well as damages incurred.
We ultimately squat on the FDIC, with our unreleased claims against the FDIC C &R. We are the highest predator here, despite what TEAM G.A.S. (guardian angel squad) would like you to believe with 10+ years of criminal misdirection and lies.
If it was just us watching I'd be worried seeing how minuscule MW and our inside judge on the TAB have communicated with us and kept us in the dark on details. When you look at who else we are riding along with, I take a little comfort. When TPG gets paid, ABIGHAMMER gets paid, lol, or something like that, if you've been here as long as I have, and seen what I've seen. God, I can't believe the time spent on this DD, for a friggin decade.....good lord. I didn't really care to know, until I had to care years ago. I knew they were hiding the sausage, I just didn't know where the search would lead, but I had some ideas where to look.
I know, what I own.
DB, US Bank, La Salle, etc etc.
And "Mortgage Assets" were also no included in the PAA sale to JPM. However JPM can pay BOOK VALUE is they choose.
A "True Sale" by and amongst WMI consolidated (WMI legally sold to itself thru a series of independent sales to itself) made mortgage collateral and cert participation income untouchable to all, once BK and receivership triggered the 'Safe Harbor and Legal Isolation kept Off Balance sheet' event.
JPM didn't actually seize them. More like controlled them like one temporarily holds lease ownership of a car. When you lease a car, you can can do whatever you want, under the allowances and penalties of the lease agreement.
JPM could service the legacy WMI portfolio all they want, within the ultimate guidelines available.
When the car lease is up, you settle up and pay up for damages or money owed.
JPM will settle up and pay up for damages as well, and the FDIC is on the ultimate hook as it reconciles the receivership.
Qualification of real estate assets in Safe Harbor and Legal Isolation, held Off Balance Sheet and kept Bankruptcy Remote - used for securitization collateral ("$240B Held in Portfolio"), requires one thing. A "True Sale". (CBA09 has also explained this well).
Without a true sale, there is no security to sell, there is no collateral to protect the investors who purchased certs, there is no participation interest for the parent to receive income from, WMI would've never been able to claim Bankruptcy (from all the assets 'not in safe harbor'), all $240B in mortgage assets held in portfolio + 10 years of cert participation income, would've either been declared in the FDIC receivership or the WMI bankruptcy.............AND They Were NOT in either.
Why?
Because a proper "True Sale" occurred, like it does in Trillions of mortgage securitizations all over this nation by every other bank, to protect investor and their own SELF $interests from any future disaster events like receivership and bankruptcy. It's how WMI, (to coin one of my court objection phrases) hid the sausage...legally. WMI 'true sold' security cert participation interests, TO ITSELF, from its lenders and thru intermediary depositing subs, for its sole benefit. Crazy smart, and par for the course.
Since a true sale occurred in the past structuring of each securitization, with WMI/WMIIC as beneficiary, Safe Harbor and Legal Isolation, 1000% was triggered by FDIC receivership and WMI bankruptcy, as designed by law to protect the underwriting pool of 'held in portfolio' collateral, and investors interests (WMIIC).
One requirement for qualification of a "True Sale", is 3rd party management by a Trustee like Deutche Bank - who is responsible for put-back claims, managing servicers or sub-servicers, collecting and distributing participation income to cert holders, etc. The triggering of Safe Harbor and Legal Isolation FLASH-FREEZES time and money, off balance sheet legally. Its like an inheritance you didn't know about, collecting massive income every year, for over 10 years. Not able to be paid out to you until the estate is completely settled by the estate trustee - all bills paid, any parties of interest notified/claims made/litigated/paid or settled.......then and only then, can an entity like the FDIC acting as an ultimate trustee, as the ultimate backstop and responsible party; then and only then can you as the ultimate beneficiary receive what was designated and intended long ago.
WMI planned for its total devastation. WMI, left a 'cache' hidden in the weeds, for us as legacy WMI to pick up later after the dust settled.
What we've had for too long of a time, is a classic triangulated gunfight between the FDIC, legacy WMI/WMIIC in Bankruptcy and claims holding up termination, JPM and the PAA, and ALL Trustees like DB. Everyone is pointing a gun at every one else for over 10 friggin years, causing one heck of a delay. The FDIC wants to make sure it really "cost them nothing". Legacy WMI wants out of BK and what is theirs known to be hiding in plain sight, off balance sheet. DB wanted what it was owed for hanging onto FROZEN and ICED safe harbored mortgage security collateral, without reimbursement for over 10 years.
Everyone wanted something......and everyone had a rope to untie for themselves, yet all are tangled in one giant knot together...........and when everyone is pulling on the rope at the same time, the knot is impossible to untie. Every participant in this fight, needed 'encouragement' to release a little tension, so the knots can be unwound. Sometimes, like now, the FDIC is the only one pulling too tight, as we all have 'released' and relaxed our grip on the rope..... legacy WMI in BK releases, JPM and PAA claims settled in probate and DOJ settlement agreements, DB trustee and putback claims settled in probate, the WMB bondholders here and in Europe (as AZ as so graciously explained) .... The good news at this point in time, is nearly the whole circle of interests is not tugging on the rope causing tension on the knot like it was a couple months back!!
All that's left now is for the FDIC to reconcile the receivership of WMB (and the WMI safe harbor vacuumed up at the same time, which was a line for the FDIC to tap IF it was going to cost them something), dot i's and cross t's, total up accounts and claims = "cost them nothing"...........and then and only then IMO will the FDIC release their grip on the rope, so our knot can be untied quickly, and we cast off.
For legacy WMI who released, and any smaller leftovers for WMIH to exploit....we are ALL waiting on the FDIC to reconcile, and finally remove the safe harbor/legal isolation yoke. To remove the 'yoke' prematurely, is a litigation morass.
Think of it like a house closing. I flip houses and when the sale closes, I'm the last one to get paid, lol.
As I sit down in the Escrow office for one last transaction - for each and every hud statement within escrow (the final final transaction) - the banksters get paid, title gets paid, govt property taxes get paid, 2% Govt excise taxes get paid (WA state), utility bills get paid, escrow fees get paid, each realtor gets paid......first, before me, even though I'm the guy who owns it all.
And then and only then, I get a check!
The FDIC's reconciliation of a P&AA (to overly simplify) is like a house sale closing.
We, those who released, will get paid when all the parties earlier in the transaction get paid. Frustrating to wait, but there is an inevitable Happy Life Changing Event at the end of this transaction.
According to merger 6/17 with state of CA.......
Principal Address of Surviving Entity (WAMU 1031 Exchange): 800 Fifth Avenue, Suite 4100, Seattle WA 98104
The third merger with AO (Ahmunson Obligation) is proof of MBS existence for legacy WMI.
What has really grabbed my attention today, is the third merger down listed is AOC LLC. Ahmundson Obligation. Remember where we last saw something resembling AOC? I do.....
AOC - The mysterious Investor Code on thousands of investor certs.. Also discussed by Bill Paatalo the BP investigative attorney/writer when he wrote something like "Who is Private Investor AO1, JPM refuses to answer". http://bpinvestigativeagency.com/who-is-private-investor-ao1-jpmorgan-chase-refuses-to-reveal-the-identity-of-this-investor/
Certs are in tranches.
AO1 = Ahmunson Obligation tranche 1
AO2, and so on and so forth.
Background: Remember, MBSecurities are backed by Mortgages Held In Portfolio that are lent out to unwrite multiple MBS tranches. When a loan is liquidated, for example paid off, one of WMI's subs like Ahmunson Obligation provides a Reconveyance to release DOT lien against the property back to the homeowner free and clear - and then Ahmuson Obligation must replace the liquidated loan with another from the Held In Portfolio basket, to fulfill its obligations to the Trustee managing the MBS trusts.
Here is a copy of an Ahmuson Obligation reconveyance http://www.pottco.org/deed_pdf/104/2/0/9/104-20983.pdf
No, GS became a bank holding company on that day - 9/25/2008
http://www.goldmansachs.com/media-relations/press-releases/archived/2008/bank-holding-co.html
JPM probably booked the $650M settlement ~seemingly~ prematurely.....
-but they must know who the only potential objectors could be, and that's us/legacy WMI - and they know we just want our share of the money now finally.
Thx AZ. Very important distinction as noted. Good to see you back here.
But, per Dept of Justice 2013 Settlement Agreement with JPMChase.......JPMChase did not become "Successor in Interest" to the investors "a"ssets of the "A"ssets of WAAC, WMMSC as shell servicing subs.