Moving back to the financing separation, the key steps of this transaction are: A tax redistribution of JWH Holding Company shares to Walter Industries shareholders, a taxable distribution of JWH Holding Company shares and cash to the shareholders, and a merger of the financing business into Hanover Capital Mortgage Holdings.
We have found an excellent partner for this deal in Hanover which is a publicly-traded real estate investment trust or REIT. They have strong mortgage reporting and surveillance systems and an excellent reputation in assisting government agencies in dealing with mortgage-related assets. Each of these strengths can help expand financing’s mortgage servicing capabilities as a stand-alone company but this transaction not only marks a momentous step in our strategy to transform Walter Industries into a pure-play natural resources company, but it also preserves the significant value in the mortgage portfolio for our shareholders.
One of the requirements for being a REIT is that the business cannot have undistributed earnings and profits. At the time of the spin-off JWH Holding Company will have some accumulated earnings and profits. The taxable distribution will eliminate this historical earnings and profits position through the taxable distribution. The distribution will be in the form of cash which can be used to pay taxes and stock of JWH Holding Company. The amounts of these distributions will be disclosed in future filings.
The new company which will be called Walter Investment Management Corporation will be led by Mark O’Brien who will serve as Chairman and CEO and Charles Cauthen who will serve as President and Chief Operating Officer. Mark O’Brien and Walter Industries Chairman Mike Tokarz will also serve on Walter Investment Management’s Board of Directors.
While a few closing conditions must be met before the transaction can be completed, such as receiving the private letter ruling from the IRS on certain tax issues, we have a relatively clear runway to close this transaction in early 2009.
The homebuilding business will be separated from JWH Holding Company prior to the merger and will not be part of this transaction. Although market conditions are not favorable, we continue to pursue the separation of this business and we expect to complete the process by year end.
In closing I want to congratulate Hanover on this transaction, thank our law firm Simpson Thacher, our investment banker Moelis & Company, and particularly [Joe Troy] who has led this project for us internally.
