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EX-10.1 - EX-10.1 - DITECH HOLDING Corp | d445253dex101.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 9, 2018
Ditech Holding Corporation
(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.) |
1100 Virginia Drive, Suite 100
Fort Washington, PA 19034
(Address of principal executive offices, including zip code)
(844) 714-8603
(Registrants 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:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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. ☐
Explanatory Note:
As previously disclosed, on November 30, 2017, Walter Investment Management Corp. filed a voluntary petition (the Bankruptcy Petition, and the case commenced thereby, the Chapter 11 Case) under chapter 11 of title 11 of the United States Code (the Bankruptcy Code) in the United States Bankruptcy Court for the Southern District of New York (the Court) to pursue its previously announced Prepackaged Chapter 11 Plan of Reorganization, dated November 6, 2017. On January 17, 2018, the Court approved the Amended Prepackaged Chapter 11 Plan of Walter Investment Management Corp. and the Affiliate Co-Plan Proponents (as confirmed, the Prepackaged Plan), and on January 18, 2018, entered an order confirming such approval (the Confirmation Order). The Prepackaged Plan and the Confirmation Order were previously filed by the Company (as defined below) as Exhibit 2.1 to its Current Report on Form 8-K, filed on January 19, 2018.
On February 9, 2018 (the Effective Date), the Prepackaged Plan became effective pursuant to its terms and the Company emerged from the Chapter 11 Case. The name of Walter Investment Management Corp. was, on the Effective Date, changed to Ditech Holding Corporation (the Company).
On February 9, 2018, the Company filed a Form 8-K with the Securities and Exchange Commission (the Original 8-K) describing the material terms of the Companys emergence from the Chapter 11 Case.
The sole purpose of this Current Report on Form 8-K/A is to update the Original 8-K to (1) correct a typographical error under Item 3.02 in the number of shares of Common Stock (as defined in the Original 8-K) reserved for issuance under the Management Incentive Plan (as defined in the Prepackaged Plan) and (ii) update Exhibit 10.1 to include certain exhibits to the Credit Agreement (as defined in the Original 8-K).
Item 3.02. | Unregistered Sale of Equity Securities. |
The following corrects a typographical error regarding the number of shares of Common Stock reserved for issuance under the Management Incentive Plan (as defined in the Prepackaged Plan) and no other changes or amendments are made to Item 3.02 of the Original Form 8-K:
| 3,193,750 shares of Common Stock are reserved for issuance under a Management Incentive Plan (as defined in the Prepackaged Plan). |
Item 9.01. | Financial Statements and Exhibits. |
(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.
Ditech Holding Corporation | ||||||
Date: February 12, 2018 |
By: | /s/ John J. Haas | ||||
John J. Haas, General Counsel, Chief Legal Officer and Secretary |