New Residential Investment Corp. Receives Court Approval to Buy Select Assets from Ditech Holding Corporation
September 25 2019 - 4:38PM
Business Wire
- U.S. Bankruptcy Court approves New Residential’s acquisition of
certain assets from Ditech Holding Corporation
- Acquisition of these assets, in addition to those already owned
and operated through NewRez and Shellpoint Mortgage Servicing,
would further New Residential’s position as an industry leading
originator and servicer
- Acquisition expected to close in the fourth quarter 2019
New Residential Investment Corp. (NYSE: NRZ, “New Residential”,
the “Company”), a leading provider of capital and services to the
mortgage and financial services industries, announced today that
the U.S. Bankruptcy Court for the Southern District of New York
(the “Court”) has approved the Company’s previously announced asset
purchase agreement (“APA”) with Ditech Holding Corporation and
Ditech Financial LLC (collectively, “Ditech”).
“We are glad that the Court has approved the agreement and that
we can proceed with the closing of this acquisition,” said Michael
Nierenberg, Chairman, Chief Executive Officer and President of New
Residential. “As part of this acquisition, we are adding a number
of very talented personnel to our servicing, origination and
corporate functions and we are very excited to welcome them to our
family. From the beginning we have been focused on achieving an
outcome that is in the best interest of the long-term strategy of
our Company and our shareholders, and believe that today’s
confirmation from the Court allows us to move forward with
executing our vision.”
The final purchase price will be determined at the closing of
the acquisition based on the tangible book value of the related
assets, subject to certain agreed upon adjustments. New Residential
expects to finance the acquisition of these assets with existing
financing facilities and cash on hand.
Under the terms of the APA, New Residential will purchase
Ditech’s forward Fannie Mae, Ginnie Mae and non-agency mortgage
servicing rights (“MSRs”), the servicer advance receivables
relating to such MSRs and other net assets core to the forward
origination and servicing businesses. Additionally, New Residential
has agreed to assume certain Ditech office spaces and make
employment offers to a number of Ditech employees. Under the APA,
New Residential will not purchase any of the stock or assets
related to Ditech’s reverse mortgage business or the stock of any
other Ditech subsidiaries.
The acquisition is expected to close in the fourth quarter 2019,
subject to certain closing conditions, including, among other
things, receipt of approvals from certain governmental and
quasi-governmental agencies, and other customary closing
conditions. The sale of certain assets is also subject to receipt
of third party consents. Until the acquisition closes, Ditech will
continue to operate and service its existing customers.
ABOUT NEW RESIDENTIAL
New Residential is a leading provider of capital and services to
the mortgage and financial services industries. With approximately
$37 billion in assets as of June 30, 2019, New Residential has
built a diversified, hard-to-replicate portfolio with high-quality
investment strategies that have generated returns across different
interest rate environments. New Residential’s investment portfolio
includes mortgage servicing related assets, non-agency securities
(and associated call rights), residential loans and other related
opportunistic investments. Since inception in 2013, New Residential
has a proven track record of performance, growing and protecting
the value of its assets while generating attractive risk-adjusted
returns and delivering almost $3 billion in dividends to
shareholders. Following the acquisition of Shellpoint Partners LLC
(“Shellpoint”) in 2018, New Residential also benefits from
Shellpoint’s origination and third-party servicing platform, as
well as a suite of ancillary businesses, including title insurance,
appraisal management, property management and other real estate
services. New Residential is organized and conducts its operations
to qualify as a real estate investment trust for federal income tax
purposes. New Residential is managed by an affiliate of Fortress
Investment Group LLC, a global investment management firm, and
headquartered in New York City.
ABOUT DITECH
Ditech is an independent servicer and originator of mortgage
loans and servicer of reverse mortgage loans. Based in Fort
Washington, Pennsylvania, Ditech services a diverse loan portfolio.
For more information about Ditech, please visit Ditech website at
www.ditechholding.com. The information on Ditech website is not a
part of this release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain information in this press release constitutes as
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995, including, but not
limited to, the risks relating to the acquisition, including in
respect of the satisfaction of closing conditions and the timing
thereof; unanticipated difficulties financing the acquisition;
unexpected challenges related to the integration of the Ditech’s
businesses and operations; changes in general economic and/or
industry specific conditions; difficulties in obtaining
governmental and other third party consents in connection with the
acquisition; unanticipated expenditures relating to or liabilities
arising from the acquisition or the acquired businesses; Ditech’s
ability to service MSRs pursuant to agreements entered into in
connection with the acquisition; uncertainties as to the timing of
the acquisition; litigation or regulatory issues relating to the
acquisition, Ditech, the Company or the acquired businesses; the
impact of the acquisition on relationships with, and potential
difficulties retaining, employees, customers and other third
parties; and the inability to obtain, or delays in obtaining,
expected benefits from the acquisition. These statements are not
historical facts. They represent management’s current expectations
regarding future events and are subject to a number of trends and
uncertainties, many of which are beyond our control, which could
cause actual results to differ materially from those described in
the forward-looking statements. Accordingly, you should not place
undue reliance on any forward-looking statements contained herein.
For a discussion of some of the risks and important factors that
could affect such forward-looking statements, see the sections
entitled “Cautionary Statements Regarding Forward Looking
Statements,” “Risk Factors” and “Management’s Discussion and
Analysis of Financial Condition and Results of Operations” in New
Residential’s annual and quarterly reports and other filings filed
with the U.S. Securities and Exchange Commission, which are
available on New Residential’s website (www.newresi.com). New risks
and uncertainties emerge from time to time, and it is not possible
for New Residential to predict or assess the impact of every factor
that may cause its actual results to differ from those contained in
any forward-looking statements. Forward-looking statements
contained herein speak only as of the date of this press release,
and New Residential expressly disclaims any obligation to release
publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in New Residential's
expectations with regard thereto or change in events, conditions or
circumstances on which any statement is based.
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version on businesswire.com: https://www.businesswire.com/news/home/20190925005919/en/
New Residential Investor
Relations Kaitlyn Mauritz 212-479-3150
IR@NewResi.com
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