Ditech Holding Corporation Reaches Consensual Resolution of Objections to Plan of Reorganization
FORT WASHINGTON, Pa., Sept. 10, 2019 /PRNewswire/ -- Ditech Holding Corporation ("Ditech Holding" or, together with its subsidiaries, the "Company") (OTC Pink: DHCPQ) announced today that it has reached a consensual resolution with the Consumer Creditors' Committee regarding its objections to the Company's Amended Joint Plan of Reorganization (the "Plan"). Ditech Holding will modify the Plan to address issues raised by the Court regarding the handling of certain consumer claims and satisfy a number of legal and evidentiary requirements. The Company intends to seek Court approval of the Plan, including its previously announced asset purchase agreement with New Residential Investment Corp. ("New Residential") and stock and asset purchase agreement with Mortgage Assets Management, LLC and its affiliate (collectively, "Mortgage Assets"), at a hearing currently scheduled for Wednesday, September 25, 2019.
"We are pleased to have reached this consensual resolution with the Consumer Creditors Committee, which addresses the issues raised by the Court and represents an important step toward completing the court-supervised sale process," said Thomas F. Marano, Chairman of the Board and Chief Executive Officer of Ditech Holding. "We continue to believe these value-maximizing transactions are in the best interest of all our stakeholders, including homeowners, and we look forward to submitting our amended Plan to the Court. I would like to thank all of our employees for their continued hard work and commitment to supporting our customers throughout this process."
Until the transactions close, Ditech Financial LLC and Reverse Mortgage Solutions, Inc. ("RMS") will continue to operate as part of Ditech Holding and will continue serving customers as normal.
Additional information can be found on the restructuring page of Ditech Holding's website, http://ditechholding.com, or by calling the Company's Restructuring Hotline, toll-free at 1-866-486-4809 or 1-503-597-7698 for calls originating outside of the U.S. Customer information is available at https://dm.epiq11.com/ditechcustomer. In addition, Court filings and other documents related to the Court proceedings, including copies of the agreements, once available, are available on a separate website administered by the Company's claims agent, Epiq, at https://dm.epiq11.com/Ditech.
About Ditech Holding Corporation
Ditech Holding is an independent servicer and originator of mortgage loans and servicer of reverse mortgage loans. Based in Fort Washington, Pennsylvania, the Company services a diverse loan portfolio. For more information about Ditech Holding, please visit the Company's website at www.ditechholding.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 of 1934, as amended (the "Exchange Act"). 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," "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 future results, performance or achievements expressed in these forward-looking statements. Such statements include, but are not limited to, statements relating to: the terms of and potential transactions contemplated by the Restructuring Support Agreement ("RSA"); the chapter 11 cases; the debtor-in-possession ("DIP") financing; and management's strategy, plans, opportunities, 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 potential transactions or strategic initiatives the Company considers. Risks and uncertainties relating to the proposed restructuring include: the risks relating to the transactions contemplated by the Plan, including in respect of the satisfaction of closing conditions and the timing thereof; the ability of the Company to comply with the terms of the RSA and DIP financing, including completing various stages of the restructuring within the dates specified by the RSA and DIP financing; the ability of the Company to obtain requisite support for the restructuring from various stakeholders; the ability of the Company to successfully execute the transactions contemplated by the RSA without substantial disruption to the business of one or more of its primary operating or other subsidiaries; the effects of disruption from the proposed 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; and Ditech Holding's deregistration and suspension of its Securities and Exchange Commission ("SEC") reporting obligations. 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 Ditech Holding's annual and quarterly reports, including amendments thereto, and other filings with the SEC, which are available on Ditech Holding's website (https://www.walterinvestment.com). On May 15, 2019, Ditech Holding filed a Form 15 with the SEC to deregister its Common Stock, $0.01 par value per share ("Common Stock"), Series A Warrants to Purchase Common Stock and Series B Warrants to Purchase Common Stock, under Section 12(g) of the Exchange Act and suspend its reporting obligations under Section 15(d) of the Exchange Act. Upon filing the Form 15, Ditech Holding's obligations to file certain reports and forms with the SEC, including Forms 10-K, 10-Q and 8-K, were immediately suspended, and Ditech Holdings' deregistration became effective on August 13, 2019.
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 that may cause actual results to differ from those contained in any forward-looking statements. 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. Accordingly, you should not place undue reliance on any forward-looking statements contained therein. 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.
Michael Freitag / Aaron Palash / Andrew Squire
Joele Frank, Wilkinson Brimmer Katcher