Mark J. O'Brien, Chairman and CEO of JWH Holding Company, will become chairman and CEO of Walter Investment Management following the merger. Charles E. Cauthen, currently president of Walter Mortgage Company, will become president and chief operating officer of the new company. The Board of Directors of Walter Industries will designate six directors, including Tokarz and O'Brien, to Walter Investment Management's board and Hanover will designate one.
O'Brien said, "I am excited about this transaction and the opportunity to deliver substantial value to our shareholders through Walter Investment Management Corporation. We have a strong residential mortgage portfolio that generates consistent and stable cash flows that can be delivered to the shareholders. We will not be reliant on the capital markets for the continued success of our business, which allows us to focus on our unique, high-touch servicing platform. This servicing platform not only drives the strong performance of the existing mortgage portfolio, but represents servicing capacity that can be expanded, especially in conjunction with Hanover's capabilities."
Following the merger, the new Company will be headquartered in Tampa, Fla. and will have 225 employees.
The spin-off and merger are expected to be completed in early 2009. The transaction is anticipated to occur in three steps: The first, a spin-off of JWH Holding Company, is expected to be a tax-free stock distribution to Walter Industries' shareholders. The second step will be a taxable distribution of stock and cash from JWH Holding Company to its shareholders and the third step would be a merger between JWH Holding Company and Hanover. These actions will be executed in immediate succession at closing.
The taxable distribution is required to comply with certain Internal Revenue Service requirements for REITs. After the spin-off, taxable distribution and merger, Walter Industries shareholders will own approximately 98.5 percent of Walter Investment Management's publicly traded common stock. Shareholders of Hanover will own the remaining 1.5 percent. Walter Investment Management plans to apply to list its shares on the American Stock Exchange.
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