FORT WASHINGTON, Pa.,
Nov. 30, 2017 /PRNewswire/ -- Walter
Investment Management Corp. ("Walter" or the "Company") (NYSE:
WAC.BC) today announced that, as expected, the Company filed a
voluntary chapter 11 petition in the
United States Bankruptcy Court for the Southern District of
New York (the "Court") to execute
a prepackaged financial restructuring plan (the "Prepackaged
Plan"). At the conclusion of the financial restructuring process,
which is expected to occur in the first quarter of 2018, the
Company expects that it will have reduced its outstanding corporate
debt by approximately $800
million1 and enhanced its financial
flexibility.
The Prepackaged Plan incorporates the previously announced
agreements (the "RSAs") the Company reached with certain lenders
holding term loans under the Company's Amended and Restated Credit
Agreement, dated as of December 19,
2013 (the "Lenders") and certain holders of its outstanding
7.875% Senior Unsecured Notes due 2021 (the "Senior Noteholders").
The Company's Lenders, Senior Noteholders and holders of the
Company's outstanding 4.50% Convertible Senior Subordinated Notes
due 2019 (the "Convertible Noteholders") that voted in the recently
completed solicitation of the Prepackaged Plan have voted
overwhelmingly to approve the Prepackaged Plan, with 100.00% of the
Lenders (by amount voted), 99.24% of the Senior Noteholders (by
amount voted) and 99.99% of Convertible Noteholders (by amount
voted) voting to approve the Prepackaged Plan.
Walter's operating entities, including Ditech Financial LLC
("Ditech") and Reverse Mortgage Solutions, Inc. ("RMS"), are not
expected to file for chapter 11 and are expected to continue their
operations in the ordinary course.
The actions taken today are intended to reduce the Company's
debt, strengthen its balance sheet and better enable Walter to
focus on its business, including the growth of its origination and
servicing businesses, new technology, innovation, and other areas
that are critical to the Company's success. The Company remains
strongly committed to serving its customers by enabling their
dreams of homeownership and caring for them throughout their
homeownership lifecycle.
In connection with the Prepackaged Plan and in-court
restructuring process, and as previously disclosed, the Company has
obtained a commitment for warehouse financing guaranteed by Walter,
which, subject to Court approval, will provide the Company, Ditech
and RMS with up to $1.9 billion in
available warehouse financing that is expected to convert into exit
financing in the same amount. Upon approval by the Court, the new
financing and cash generated from the Company's ongoing operations
will be used to support the business (including Ditech and RMS)
during the reorganization process.
The Company has filed a number of customary motions seeking
court authorization to continue to support its business operations
during the in-court restructuring process, including the continued
payment of employee wages and benefits without interruption. The
Company expects to receive court approval for these requests. The
Company and its operating subsidiaries, including Ditech and RMS,
intend to honor their obligations to suppliers in full in the
ordinary course for goods and services provided.
Additional information about Walter's financial restructuring is
available on the Company's website at
http://www.walterinvestment.com/restructuring or by calling the
Company's Restructuring Hotline, toll-free at 866-430-6844 or
1-646-795-6176 for calls originating outside of the U.S. Questions
can also be emailed to walterinfo@PrimeClerk.com. In addition,
court filings and other documents related to the court proceedings
are available on a separate website administered by Walter's claims
agent, Prime Clerk, at http://cases.primeclerk.com/Walter.
Advisors
Weil, Gotshal & Manges LLP is acting as legal
counsel, Houlihan Lokey is acting as investment banking
debt restructuring advisor and Alvarez & Marsal North
America, LLC is acting as financial advisor to the Company in
connection with the financial restructuring.
Kirkland & Ellis LLP is acting as legal counsel and FTI
Consulting Inc. is acting as financial advisor to the Lenders.
Milbank, Tweed, Hadley & McCloy LLP is acting as legal
counsel and Moelis & Company LLC is acting as financial advisor
to the Senior Noteholders.
About Walter Investment Management Corp.
Walter Investment Management Corp. is an independent
servicer and originator of mortgage loans and servicer of reverse
mortgage loans. Based in Fort Washington, Pennsylvania, the Company has approximately
4,100 employees and services a diverse loan portfolio. For more
information about Walter Investment Management Corp., please
visit the Company's website
at www.walterinvestment.com. The information on the
Company's website is not a part of this release.
Cautionary Statements Regarding Forward-Looking
Information
Certain statements in this press release constitute
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended and Section 21E of the
Securities Exchange Act, as amended. Statements that are not
historical fact are forward-looking statements. Certain of these
forward-looking statements can be identified by the use of words
such as "believes," "anticipates," "expects," "intends," "plans,"
"projects," "estimates," "assumes," "may," "should," "could,"
"would," "shall," "will," "seeks," "targets," "future," or other
similar expressions. Such forward-looking statements involve known
and unknown risks, uncertainties and other important factors, and
our actual results, performance or achievements could differ
materially from results, performance or achievements expressed in
these forward-looking statements. Such statements include, but are
not limited to, statements relating to the prepackaged plan and
court-supervised restructuring process, descriptions of
management's strategy, plans, objectives, expectations, or
intentions and descriptions of assumptions underlying any of the
above matters and other statements that are not historical
fact.
These forward-looking statements are based on the Company's
current beliefs, intentions and expectations and are not guarantees
or indicative of future performance, nor should any conclusions be
drawn or assumptions be made as to any potential outcome of any
proposed transactions the Company considers. Risks and
uncertainties relating to the restructuring include: the ability of
the Company to obtain approval by the Court of the Prepackaged Plan
or any other plan of reorganization; the ability of the Company to
obtain approval with respect to motions filed in the Chapter 11
case, the Court's rulings in the Chapter 11 case and the outcome of
the Chapter 11 case in general; the length of time the Company will
operate under Chapter 11; risks associated with third-party motions
in the Chapter 11 case, which may interfere with the Company's
ability to develop and consummate the prepackaged plan or other
plan of reorganization; the ability of the Company to successfully
execute the prepackaged plan without substantial disruption to the
business of, or a Chapter 11 bankruptcy filing by, one or more of
its primary operating or other subsidiaries; the effects of
disruption from the restructuring making it more difficult to
maintain business, financing and operational relationships, to
retain key executives and to maintain various licenses and
approvals necessary for the Company to conduct its business;
increased legal and advisor costs related to the Chapter 11 cases
and other litigation and the inherent risks involved in a
bankruptcy process; the ability of the Company to comply with the
terms of the RSAs, including completing various stages of the
restructuring within the dates specified by the RSAs; the ability
of the Company to maintain the listing of its common stock on the
New York Stock Exchange; and the ability of the Company to continue
as a going concern. Important assumptions and other important
factors that could cause actual results to differ materially from
those forward-looking statements include, but are not limited to,
those factors, risks and uncertainties described in more detail
under the heading "Risk Factors" and elsewhere in the Company's
annual and quarterly reports, including amendments thereto, and
other filings with the Securities and Exchange
Commission.
The above factors, risks and uncertainties are difficult to
predict, contain uncertainties that may materially affect actual
results and may be beyond the Company's control. New factors, risks
and uncertainties emerge from time to time, and it is not possible
for management to predict all such factors, risks and
uncertainties. Although the Company believes that the assumptions
underlying the forward-looking statements contained herein are
reasonable, any of the assumptions could be inaccurate, and
therefore any of these statements may prove to be inaccurate. In
light of the significant uncertainties inherent in the
forward-looking statements included herein, the inclusion of such
information should not be regarded as a representation by the
Company or any other person that the results or conditions
described in such statements or the Company's objectives and plans
will be achieved. These forward-looking statements speak only as of
the date such statements were made or any earlier date indicated,
and the Company does not undertake any obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events, changes in underlying assumptions or
otherwise. If the Company were in any particular instance to update
or correct a forward-looking statement, investors and others should
not conclude that the Company would make additional updates or
corrections thereafter.
1 As compared to the amount of outstanding
corporate debt of the Company as of June 30,
2017.
Contact
Kimberly Perez
SVP & Chief Accounting Officer
813.421.7694
investorrelations@walterinvestment.com
Or
Michael Freitag / Andy Brimmer / Aaron
Palash
Joele Frank, Wilkinson Brimmer
Katcher
(212) 355-4449
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SOURCE Walter Investment Management Corp.