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Re: fwh3334zeke post# 527556

Thursday, 07/19/2018 7:54:36 PM

Thursday, July 19, 2018 7:54:36 PM

Post# of 730575
WMIH has obtained $2.75 billion in debt Commitments.

WMIH only exercised $1.7B in Senior notes.

Item 8.01
Other Events.
WMIH Corp. (the “Company” or “WMIH”) issued a press release announcing the pricing of its offering by Wand Merger Corporation, a direct wholly-owned subsidiary of the Company, of $1.7 billion aggregate principal amount of senior unsecured notes in an offering exempt from the registration requirements of the Securities Act of 1933, as amended. Upon consummation of the proposed merger with Nationstar Mortgage Holdings Inc. (“Nationstar”), the notes will be assumed by Nationstar. A copy of the press release is filed as Exhibit 99.1 to this report and incorporated herein by reference.

https://www.sec.gov/Archives/edgar/data/933136/000119312518208382/d786963d8k.htm

The offering is expected to close on or around July 13, 2018, subject to customary closing conditions. The proceeds of the offering will be deposited in escrow, with such proceeds to be released to finance the consummation of the Merger subject to the satisfaction of customary conditions. Upon consummation of the Merger, Nationstar will assume all of Merger Sub’s obligations under the Notes. The Notes will be guaranteed on a joint and several basis by WMIH and wholly-owned domestic subsidiaries of Nationstar (other than certain excluded subsidiaries).

https://www.sec.gov/Archives/edgar/data/933136/000119312518208383/d786963dex991.htm



Note 2—Financing Transaction
The aggregate amount of cash to be paid as merger consideration in the merger is approximately $1.2 billion. WMIH currently plans to fund the cash component of the merger consideration, the repayment of approximately $1.9 billion of outstanding senior unsecured notes assumed from Nationstar, and the payment of fees and expenses related to the merger through a combination of cash on hand and proceeds from the issuance of debt securities.

WMIH has obtained $2.75 billion in debt commitments from certain lenders to provide a senior unsecured term loan bridge facility (which we refer to as the “bridge facility”). The bridge facility is expected to have an initial maturity date that is the one-year anniversary of the closing date of the merger, and will be automatically converted into term loans in different tranches on the initial maturity date, with extended maturity dates ranging from 5 years to 10 years. The new debt is assumed to have an annual interest rate of 7%.

Page 196;
https://www.sec.gov/Archives/edgar/data/933136/000119312518180676/d574669d424b3.htm

The Numbers Don't Work, Yet!

Cost of Merger;
$1.2B + $1.9 = $3.1B

Funds for Merger;
$.585B from SBP + $1.7B from new Senior Notes = ~$2.285

~$.815B short.


Even Using .403B in WMIH Shares for Merger.

WMIH is still needing $.251B more.

.403B WMIH Shares to NSM * $1.40 = $.5642B

$.815 - $.5642 = $.2508B short.

The .904B in WMIH Shares Doesn't even pay;

for the NSM $1.9B in Senior Debt.


.904 * $1.4 = $1.2656B.


https://investorshub.advfn.com/boards/read_msg.aspx?message_id=142316317

WMIH only raised $1.7B in Senior notes, not $2.75B.

I think WMIH needs more money. Where is that money coming from?

WMIH needs to announce another source of funds fast.

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=142262567
HLCE,
Ron
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