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EX-99.1 - EXHIBIT 99.1 - DITECH HOLDING Corp | c19135exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 22, 2011 (June 17, 2011)
Walter Investment Management Corp.
(Exact name of registrant as specified in its charter)
Maryland | 001-13417 | 13-3950486 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
3000 Bayport Drive, Suite 1100 Tampa, FL |
33607 |
|
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (813) 421-7600
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure
On March 30, 2011, Walter Investment Management Corp. (the Company) filed a Report on Form
8-K with the Securities and Exchange Commission (SEC) reporting its entry into a debt commitment
letter (the Debt Commitment Letter) with Credit Suisse Securities (USA) LLC, Credit Suisse AG,
RBS Securities Inc. and Royal Bank of Scotland PLC (collectively, the Lenders) pursuant to which,
subject to the conditions set forth therein, the Lenders committed to provide the Company with $795
million of senior secured credit facilities, the proceeds of which will be used, together with
Company cash, (i) to fund the cash portion of the transaction consideration for the Company to
acquire 100% of the membership interests of GTCS Holdings LLC (Green Tree), (ii) repay existing
indebtedness of Green Tree and (iii) to pay certain fees and expenses of the transaction. On May 2,
2011 the Company filed a Report on Form 8-K with the Securities and Exchange Commission (SEC)
reporting the amendment and restatement of its Debt Commitment Letter to add Merrill Lynch, Pierce,
Fenner & Smith Incorporated, Bank of America N.A. and Morgan Stanley Senior Funding, Inc. as
Lenders and to increase the total amount of the senior secured credit facilities to $810 million.
On June 17, 2011 the Company reached agreement with the Lenders on the material terms and
conditions of the credit facilities and received commitments from various lenders to participate in
the syndication of the facilities. Pursuant to the provisions of the credit agreements, funding is
conditioned upon meeting all conditions precedent to funding set forth therein, including, without
limitation, closing on the acquisition of Green Tree. A copy of the revised Summary of Terms for
the senior secured credit facilities is attached as Exhibit 99.1 to this current report on Form
8-K.
No Offer or Solicitation.
This communication shall not constitute an offer to sell or the solicitation of an offer to
buy any securities, nor shall there by any sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities shall be made except by means
of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits |
99.1 | Summary of Terms for the Senior Secured Credit Facilities |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WALTER INVESTMENT MANAGEMENT CORP. |
||||
By: | /s/ Stuart Boyd | |||
Stuart Boyd, Vice President | ||||
General Counsel and Secretary | ||||
Date: June 22, 2011
EXHIBIT INDEX
Exhibit Number |
Description | |||
99.1 | Summary of Terms for the Senior Secured Credit Facilities |