Thanks for the recoup AZ. I wish you and everybody else best wishes 2018, especially WaMu/WMIH wise.
You know I respect your opinion AZ, so I am curious what you think of the following facts (in addition to your recoup)
- According to the corporation registry of California, WaMu 1031 Exchange was dissolved on the 8th of December (WMILT entity) of 2017;
- on exactly the same date Long Beach, Wamu Capital Corp, WMMSC, WMAAC and another entity (former WMB entities) merged into JP Morgan according to corporation registry of California;
- 3 days later on 11th of December 2017, Deutsche Bank informs the WaMu securities holders, the so called "investors in the MBS Trusts" via Globic that a distribution will be made in 2018;
What do you make of these facts AZ, and how do you think they are related?
Reading your recoup, and the mails I got from Janice Hearn from the FDIC makes me connect the following dots:
1. FDIC is NOT responsible for distributions directly to shareholders(!) but WMILT is.
2. WaMu 1031 exchange, a WMILT entity, made it possible to exchange, among other things, securities AND/or cash between two parties.
3. I believe with the dissolvement of Wamu 1031 exchange, there also was a transfer of cash and securities, remaining securities in the 5 former WMB entities mentioned above went to JP Morgan, but had to be exchanged for cash in the form of a payment.
What I also believe that these remaining securities were meant and earmarked to be transferred to WMIH, instead of JPM, because JPM always stated that "repurchase obligations of the MBS Trusts remained with the FDIC receivership". KKR also expected IMO that these assets belonged to WMIH and that the merger of the five WMB entities to occur before the end of 2017 (to WMIH!).
Well, things didn't work out the way it did. That's why WMIH and KKR extended the series B conversion (initially planned before 5 Jan 2018), to go search for other merger/acquisition candidates.
This is not perticularly beneficial for WMIH investors (and Gene Davis amongst others, because they had to part with their shares they accummulated in the 5 years of BOD duty due to a lack of Merger/acquisition).
4. BUT I believe this is a mayor development for escrows. I believe the dissolvement of WaMu 1031 exchange led to a chain of events in which cash could be exchanged for WaMu MBS securities held in these 5 former WMB entities in a tax friendly manner. A 363 sale if you will. According to P&AA book value must be paid for the remaining unliquidated MBS securities, by JPM. With the merger on 8th of December Of these 5 entities into JPM, I believe this has occured. Remember that property (ie. securities) and cash only can be exchanged. So value has to be exchanged with value, otherwise there is no exchange whatsoever.
5. WaMu 1031 exchange being a WMILT entity, I believe WMILT received the cash exchanged for the MBS securities within the 5 former WMB entities (P&AA refers to it as: "assets within Assets") directly from JPM. With the 1031 exchange complete, WMILT has the ability to recognize the cash exchanged for these assets AND the "Retained earnings", because of elimination upon consolidation and liquidation based accounting.
6. Of course the hedgies want this to be distributed in 2018 because of new Tax reform laws. You can call it a sacrifice of the NOL's in WMIH for a better tax treatment of cash in the 363 sale (in the form of 1031 exchange) with a distribution in 2018.
7. Ultimately, I believe WMILT has the cash. WMB is removed from the WMI tax group (because of the merger of the last 5 former entities into JPM), and assets within Assets are liquidated/sold in the 1031 exchange. All what needs to happen is a Change In Control hearing by Walrath. A formality IMO.
And I believe this is, what we are going to witness next Tuesday so distributions can occur on the quarterly WMILT distribution date on Feb 1st, or before. Dunno about quarterly distributions after that, could be the lifetime of LT extension with three years is meant to confuse us.
I believe the "tender offer" which some users saw in their accounts is no coincedence. And I believe we will not hear a lot more WHEN it happens to be honest.
OR we got duped in the process by FDIC/JPM. But this is a remote possibility because it would mean that:
- there was no 1031 exchange whatsoever, so no "value for value" exchange which I believe is legally not possible.
- a whole can of worms would open up, and Hedgies with power, time and deep pockets would RICO trial this whole mess into oblivion AND would entitle us to 3x damages which both JPM and FDIC don't wanna risk.
What do you guys think?
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