UNITED STATES

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

Date of Report (Date of earliest event reported): March 29, 2018

Ditech Holding Corporation

(Exact Name of Registrant as Specified in its Charter)

1100 Virginia Drive, Suite 100

Fort Washington, PA 19034

(Address of principal executive offices, including zip code)

(844) 714-8603

(Registrant’s telephone number, including area code)

Walter Investment Management Corp.

(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:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

On March 29, 2018, Ditech Holding Corporation (the “Company”) entered into an amendment (the “First Amendment”) to its Second Amended and Restated Credit Agreement, dated as of February 9, 2018 (the “Credit Agreement”), by and among the Company, Credit Suisse AG, Cayman Islands Branch as administrative agent and collateral agent, and the lenders party thereto. Capitalized terms used but not defined herein are defined in the Credit Agreement.

The First Amendment amends the Credit Agreement to (i) waive the Company’s compliance with the First Lien Net Leverage Ratio covenant and the Interest Expense Coverage Ratio covenant until the Test Period ending March 31, 2020, (ii) require the Company to make additional principal payments from March 29, 2018 to December 31, 2018 in an aggregate amount equal to $30.0 million, (iii) provide for a one percent prepayment premium in connection with prepayments of the term loans made during the first 18 months after entering into the First Amendment (for all prepayments of principal other than mandatory amortization payments), and (iv) increase the Asset Coverage Ratio A from 1.40:1.00 to 1.45:1.00 for all Test Periods ending on March 31, 2018 through December 31, 2018.

The foregoing description of the First Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the First Amendment, a copy of which is filed as Exhibit 10.1 hereto.

The information set forth in Item 1.01 is incorporated by reference herein.

(d) Exhibits

See Exhibit Index

EXHIBIT INDEX

SIGNATURE

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.