DALLAS, Aug. 1, 2018 /PRNewswire/ -- WMIH
Corp. (NASDAQ: WMIH) ("WMIH") today announced the final results of
the elections made by Nationstar Mortgage Holdings Inc.
("Nationstar") stockholders as to the form of merger consideration
they desired to receive in the merger that closed on July 31, 2018.
As previously announced, Nationstar stockholders had the option
to elect to receive either $18.00 in
cash ("Cash Consideration") or 12.7793 shares of common stock of
WMIH ("Stock Consideration"), par value of $0.00001 per share, in each case subject to
automatic proration and adjustment, as applicable. Nationstar
stockholders whose election materials were not received in proper
form by the exchange agent by the election deadline were deemed to
have made an election to receive Stock Consideration.
After applying the automatic proration and adjustment procedures
required by the merger agreement among WMIH, Nationstar and Wand
Merger Corporation (the "Merger Agreement"):
- Nationstar stockholders who made a valid election for Cash
Consideration will receive cash for approximately 94% of their
shares and will retain stock for approximately 6% of their shares.
More specifically, for each share of Nationstar common stock held,
$16.917371 in cash (approximately 94%
of $18.00) and 0.7686 shares of
common stock of WMIH (approximately 6% of 12.7793) will be
distributed; and
- Nationstar stockholders who made a valid election for Stock
Consideration (including those deemed to have made an election to
receive Stock Consideration) will receive 12.7793 shares of common
stock of WMIH for each share of Nationstar common stock held.
No fractional shares of WMIH common stock were issued in the
merger, and Nationstar stockholders will receive cash in lieu of
any fractional shares of WMIH common stock.
About WMIH Corp.
WMIH Corp.'s (NASDAQ: WMIH), formerly
known as Washington Mutual, Inc., operations consist primarily of
Nationstar, which provides quality servicing, origination and
transaction-based services related principally to single-family
residences throughout the United
States. Nationstar is a recognized leader in the mortgage
industry with more than two decades of experience, and with its
flagship brand, Mr. Cooper®, is one of the largest mortgage
servicers in the country. A subsidiary of WMIH also operates a
legacy reinsurance business in runoff mode. WMIH expects to
change its name to "Mr. Cooper Group Inc." and its ticker symbol to
"COOP" and will provide updates on any such actions when
appropriate. Additional information regarding WMIH may be
found at www.wmih-corp.com.
Forward Looking Statements
This press release contains
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 including, but not limited
to, WMIH's expectations or predictions of future financial or
business performance or conditions. All statements
other than statements of historical or current fact included in
this press release that address activities, events, conditions or
developments that we expect, believe or anticipate will or may
occur in the future are forward-looking statements. Forward-looking
statements give our current expectations and projections relating
to our financial condition, results of operations, plans,
objectives, future performance and business and these statements
are not guarantees of future performance. Forward-looking
statements may include the words "anticipate," "estimate,"
"expect," "project," "intend," "plan," "believe," "strategy,"
"future," "opportunity," "may," "should," "will," "would," "will
be," "will continue," "will likely result," and similar
expressions. Such forward-looking statements involve risks and
uncertainties that may cause actual events, results or performance
to differ materially from those indicated by such statements.
Certain of these risks are identified and discussed in documents
WMIH and Nationstar have filed or will file from time to time with
the SEC. These risk factors will be important to consider in
determining future results and should be reviewed in their
entirety. These forward-looking statements are expressed in good
faith, and WMIH believes there is a reasonable basis for them.
However, there can be no assurance that the events, results or
trends identified in these forward-looking statements will occur or
be achieved. Forward-looking statements speak only as of the date
they are made, and WMIH is not under any obligation, and expressly
disclaims any obligation, to update, alter or otherwise revise any
forward-looking statement, except as required by law. Readers
should carefully review the statements set forth in the reports
that WMIH and Nationstar have filed or will file from time to time
with the SEC.
Contacts
Andrew Siegel / Aaron Palash
Joele Frank
212-355-4449
Or
Richard Delgado
(214) 687-4844
richard.delgado@mrcooper.com
View original
content:http://www.prnewswire.com/news-releases/wmih-announces-final-results-of-election-of-preferred-form-of-merger-consideration-300690640.html
SOURCE WMIH Corp.