Guest roark33 Posted March 6, 2015 Share Posted March 6, 2015 As to why erbey did it, it seems obvious that for HLSS to be able to sell debt/raise capital, it required that "put" on the transfer of servicer. If ocwen could lose the MSRs and not compensate HLSS, I doubt HLSS could have raised any third party debt. Link to comment Share on other sites More sharing options...
ItsAValueTrap Posted March 6, 2015 Share Posted March 6, 2015 As to why erbey did it, it seems obvious that for HLSS to be able to sell debt/raise capital, it required that "put" on the transfer of servicer. If ocwen could lose the MSRs and not compensate HLSS, I doubt HLSS could have raised any third party debt. The HLSS contract was structured such that HLSS shareholders enjoyed more protection than a similar contract from NRZ. With HLSS, the subservicer has to maintain ratings with 3 different agencies rather than 1. HLSS: (e) Seller fails to maintain residential primary servicer ratings for subprime loans of at least “Average” by Standard & Poor’s Rating Services, a division of Standards & Poor’s Financial Services LLC (or its successor in interest), “SQ3” by Moody’s Investors Service, Inc. (or its successor in interest) and “RPS4+” and “RSS4+” by Fitch Ratings (or its successor in interest); http://www.sec.gov/Archives/edgar/data/1513161/000119312513416011/d619099dex101.htm NRZ: (e) Seller fails to maintain residential primary servicer ratings for subprime loans of at least “Average” by Standard & Poor’s Rating Services, a division of Standards & Poor’s Financial Services LLC (or its successor in interest); http://www.sec.gov/Archives/edgar/data/1556593/000119312513483167/d647931dex22.htm http://www.sec.gov/Archives/edgar/data/1556593/000119312513483167/0001193125-13-483167-index.htm Ocwen's current ratings: S&P AVERAGE?? Moody's SQ3- Fitch RPS4 source: http://www.prnewswire.com/news-releases/mangrove-partners-delivers-letter-to-board-of-directors-of-home-loan-servicing-solutions-ltd-urging-termination-of-hlsss-relationship-with-ocwen-loan-servicing-llc-300032784.html Link to comment Share on other sites More sharing options...
ItsAValueTrap Posted March 6, 2015 Share Posted March 6, 2015 I'm worried about the California DBO. Their spokesman said something pretty crazy: “Like any enforcement action, settlement is always a possibility, but at this point we are focused on suspension,” he added. http://www.reuters.com/article/2015/01/13/us-ocwen-financial-regulator-idUSKBN0KM1OA20150113 A suspension of Ocwen's license would force them to fire-sale their MSR portfolio and transfer an unprecedented number of mortgages. This would hurt a lot of borrowers as their loan mods get lost in the shuffle. To say that you are focused on that path... I think reveals how crazy these people are. The thing about crazy regulators is that they are bad for business. They may be highly unpredictable and they may do something really awful to Ocwen. The DBO might be a different flavour of the NY DFS. And if they want something crazy, I don't think that Ocwen will have a choice. Ocwen will just have to accept it. Link to comment Share on other sites More sharing options...
valueinvestor82 Posted March 6, 2015 Share Posted March 6, 2015 You're posting something from 1/13, prior to the settlement preventing the very threat made, which actually backs up the view that the rhetoric was and could continue to be scarier than the intended and actual result. Thus, the bull case, in my view. Why would CA want utter disruption and mayhem as homeowners are at a loss as to where they should mail mortgage payments (see my link a few pages back about the 2009 failure of a smaller servicer that led to mass confusion and disruption)? Link to comment Share on other sites More sharing options...
ItsAValueTrap Posted March 6, 2015 Share Posted March 6, 2015 You're posting something from 1/13, prior to the settlement preventing the very threat made, which actually backs up the view that the rhetoric was and could continue to be scarier than the intended and actual result. Thus, the bull case, in my view. Why would CA want utter disruption and mayhem as homeowners are at a loss as to where they should mail mortgage payments (see my link a few pages back about the 2009 failure of a smaller servicer that led to mass confusion and disruption)? Well the mistake I made with Lawsky is not listening to his rhetoric and taking him seriously. Maybe they're like Lawsky and they march to the beat of their own drum. My gut feeling is that they're the type of regulator that wants to make sure their industry isn't doing anything bad. I don't think they care if what they do is harmful to society or that they are preventing people from getting subprime loans or that they are hurting shareholders or mortgage investors. They just want to be seen as doing their jobs properly so that they don't get fired. Link to comment Share on other sites More sharing options...
Liberty Posted March 6, 2015 Share Posted March 6, 2015 https://glennchan.wordpress.com/2015/03/06/unusual-risks-at-ocwen/ Link to comment Share on other sites More sharing options...
mcmaaaaath Posted March 18, 2015 Share Posted March 18, 2015 Some surprising language in Ocwen's and HLSS's press release today: Ocwen Financial Corporation (“the Company”) expects that it will file its Annual Report on Form 10-K for the fiscal year ended December 31, 2014 on or before Monday, March 23, 2015, but there can be no assurance that it will be able to do so. The Company continues to analyze and review Home Loan Servicing Solutions, Ltd.'s ("HLSS") ability to continue to meet its obligations to fund new servicing advances. A failure by HLSS to fund new serving advances could have a material negative impact on the Company's financial condition. Additionally, the Company is clarifying for its auditor the appropriateness of adding back the $150 million New York Department of Financial Services charge as an extraordinary item for certain covenant calculations in one of its advance financing facilities (OMART). On March 3, 2015, Home Loan Servicing Solutions, Ltd. (the “Company”) filed a Form 12b-25 indicating that additional time to complete its Annual Report on Form 10-K for the year ended December 31, 2014 was necessary in order to complete the assessment of recent events related to the Company’s business and determine the impact on the Company’s financial statements and related disclosures. At that time, the Company expected to file its Form 10-K within the 15 day extension period. The Company requires additional time to prepare information related to its ability to operate as a going concern and to provide such information to the auditors for the purposes of their audit of the Company's financial statements for the year ended December 31, 2014. Link to comment Share on other sites More sharing options...
valueinvestor82 Posted March 18, 2015 Share Posted March 18, 2015 Looking for some insight here. 1) why is HLSS even at risk of not funding servicing advances? 2) what can OCN do to mitigate disaster if HLSS no longer provides such advances? 3) would available borrowing ability allow enough capital until proceeds from MSR sales to come in? Link to comment Share on other sites More sharing options...
jawn619 Posted March 18, 2015 Share Posted March 18, 2015 OCN trading halted Link to comment Share on other sites More sharing options...
mcmaaaaath Posted March 18, 2015 Share Posted March 18, 2015 Ocwen selling $9.5B UPB to Green Tree/WAC for what looks like $100m. Seems a little excessive to halt the stock for this news. My blood pressure does not appreciate halts. Ocwen Financial Intends to Sell $9.6 Billion Portfolio of Mortgage Servicing Rights to Green Tree ATLANTA, March 18, 2015 (GLOBE NEWSWIRE) -- Ocwen Financial Corporation (NYSE:OCN), announced today that its subsidiary, Ocwen Loan Servicing, LLC ("Ocwen") and Green Tree Loan Servicing LLC, an indirectly held, wholly owned, subsidiary of Walter Investment Management Corp. (NYSE:WAC) (collectively "Green Tree"), have signed an agreement in principle for the sale by Ocwen of residential mortgage servicing rights on a portfolio consisting of approximately 55,500 largely performing loans owned by Freddie Mac with a total principal balance of approximately $9.6 billion. Subject to a definitive agreement, approvals by Freddie Mac and FHFA and other customary conditions, the transaction is expected to close by April 30, 2015 and the loan servicing to transfer in May 2015. Ron Faris, Ocwen's CEO, said "We are pleased with the progress we are making on executing our plan. Over the next several months, we expect to generate proceeds of at least $650 million from sales and transfers of mortgage servicing rights. We are also committed to ensuring a smooth and accurate transfer of information to the buyers of these mortgage servicing rights." Link to comment Share on other sites More sharing options...
mcmaaaaath Posted March 24, 2015 Share Posted March 24, 2015 Does anyone have an inside mortgage finance subscription and want to post this article? http://www.insidemortgagefinance.com/imfnews/1_565/daily/fhfa-so-far-remains-quiet-on-ocwen-gse-servicing-sales-1000031354-1.html?ET=imfpubs:e5942:62853a:&st=email&s=imfpubs.com Link to comment Share on other sites More sharing options...
gfp Posted March 24, 2015 Share Posted March 24, 2015 Does anyone have an inside mortgage finance subscription and want to post this article? http://www.insidemortgagefinance.com/imfnews/1_565/daily/fhfa-so-far-remains-quiet-on-ocwen-gse-servicing-sales-1000031354-1.html?ET=imfpubs:e5942:62853a:&st=email&s=imfpubs.com It's short - -------------------------------------------------- Ocwen Dumping ‘Clean’ GSE Servicing Rights First; Then the Hard Part Comes By Paul Muolo pmuolo@imfpubs.com Over the past month, Ocwen Financial has announced the sale of almost $90 billion in GSE-backed mortgage servicing rights – all of it considered pristine, according to advisors and potential bidders familiar with the matter. But now comes the hard part for Ocwen: Unloading Fannie Mae and Freddie Mac receivables that have delinquencies. “The next round of their GSE sales is going to get a lot tougher as the delinquencies start appearing,” said one observer. “These initial ‘kick-off’ sales were 100 percent clean.” Included in the sale announcements is a disclosure from Ocwen, mentioning approvals needed from not only the GSEs, but their regulator, the Federal Housing Finance Agency. On Tuesday, a spokeswoman for the FHFA declined to comment on anything having to do with Ocwen and the approval process. For more on the story, see the Friday edition of Inside The GSEs. Link to comment Share on other sites More sharing options...
scorpioncapital Posted March 24, 2015 Share Posted March 24, 2015 If selling agency MSE's with some defaults is the 'hard part', I'd be more worried about the non-GSE subprime they are going to be keeping as their core business! Link to comment Share on other sites More sharing options...
mcmaaaaath Posted March 25, 2015 Share Posted March 25, 2015 I'm not sure what they are talking about. Ocwen didnt plan to sell the servicing on the non-performing GSE loans. But anyways, non-performing GSE loans are the vast minority of the total. Ocwen had $58B of delinquent UPB per their 10Q, which is like 14% of the total. This is mostly the non-GSE loans, which is just obvious when you think about it and confirmed by Altisource's investor presentations. ASPS shows delinquency rate estimates of 5-6% on Ocwen GSE loans and 22-23% for non-GSE loans. This would imply that there is just 10-15B of delinquent UPB in Ocwen's Agency portfolio. The only problem with all this would be if for some reason Ocwen couldn't quarantine the non performing MSRs, and sell off the rest? If an RMBS has 10% delinquencies and is serviced by Ocwen, can't Ocwen just sell the servicing on the 90% that is performing? Link to comment Share on other sites More sharing options...
valueinvestor82 Posted March 25, 2015 Share Posted March 25, 2015 My thoughts exactly. People love to create more worries with OCN, even if it has nothing to do with their stated plan. The agencies are all that they're sellng, and ironically, the illiquidity of the non-agency is one reason that its "sticky business" that won't walk out the door quickly. Link to comment Share on other sites More sharing options...
mcmaaaaath Posted March 26, 2015 Share Posted March 26, 2015 Forgot to say thanks to GlobalFinance for posting the article. With that said, I am back to beg for further charity from anyone with a subscription to IMF. Id love if someone could post the full story referenced below... apparently it discusses the possibility that Ocwen will sell itself. http://www.insidemortgagefinance.com/imfnews/1_567/daily/nonbank-mortgage-firms-may-start-offering-second-liens-1000031372-1.html Short Takes: Nationstar Hiring? / Ocwen for Sale? / Is it Safe for Nonbanks to Start Originating Seconds? / A Capital Break for MSRs? / Impac Posts Loss By Paul Muolo and Thomas Ressler and Brandon Ivey pmuolo@imfpubs.com, tressler@imfpubs.com, bivey@imfpubs.com Over the past few weeks Nationstar Mortgage has agreed to buy $34.8 billion of GSE servicing rights from Ocwen Financial, which means the former will need to staff up to handle the extra work. One source close to Nationstar told us: “The majority of these new loans are performing but the volume still requires additional hires…” Is it possible that Ocwen will sell the entire company and not just all of its agency servicing rights? This scenario was presented to us this week and is explored in a story appearing in the new edition of Inside Mortgage Finance… Ever since the housing bust, nonbank mortgage lenders have avoided originating second mortgages like the plague. Exceptions are made for borrowers with pristine credit, but it’s rare. However, we know of one California-based nonbank that plans to roll out a new second lien product in about 60 days. Stay tuned… Link to comment Share on other sites More sharing options...
abitofvalue Posted March 27, 2015 Share Posted March 27, 2015 Forgot to say thanks to GlobalFinance for posting the article. With that said, I am back to beg for further charity from anyone with a subscription to IMF. Id love if someone could post the full story referenced below... apparently it discusses the possibility that Ocwen will sell itself. http://www.insidemortgagefinance.com/imfnews/1_567/daily/nonbank-mortgage-firms-may-start-offering-second-liens-1000031372-1.html Short Takes: Nationstar Hiring? / Ocwen for Sale? / Is it Safe for Nonbanks to Start Originating Seconds? / A Capital Break for MSRs? / Impac Posts Loss By Paul Muolo and Thomas Ressler and Brandon Ivey pmuolo@imfpubs.com, tressler@imfpubs.com, bivey@imfpubs.com Over the past few weeks Nationstar Mortgage has agreed to buy $34.8 billion of GSE servicing rights from Ocwen Financial, which means the former will need to staff up to handle the extra work. One source close to Nationstar told us: “The majority of these new loans are performing but the volume still requires additional hires…” Is it possible that Ocwen will sell the entire company and not just all of its agency servicing rights? This scenario was presented to us this week and is explored in a story appearing in the new edition of Inside Mortgage Finance… Ever since the housing bust, nonbank mortgage lenders have avoided originating second mortgages like the plague. Exceptions are made for borrowers with pristine credit, but it’s rare. However, we know of one California-based nonbank that plans to roll out a new second lien product in about 60 days. Stay tuned… saw this article in the morning at work - unfortunately only have IMF at work and can't post from there. Anyway - Headline is misleading, article actually seems to conclude that full buyout is unlikely to happen due to litigation risk. specifically mentions Countrywide - BAC as an example of why buyers will balk at buying the company. Link to comment Share on other sites More sharing options...
valueinvestor82 Posted April 1, 2015 Share Posted April 1, 2015 What do you all think about the delayed 10K? Active discussion with HLSS to have something concrete before filing? I'm ready for the normal $2/share bi-weekly price swing back upward. Link to comment Share on other sites More sharing options...
ItsAValueTrap Posted April 4, 2015 Share Posted April 4, 2015 Ocwen got dinged by the California DBO. 03/24/15 - Order of Forfeiture http://www.dbo.ca.gov/ENF/List/O/ocwenloanservicingllc.asp Link to comment Share on other sites More sharing options...
TeddyLampert Posted April 6, 2015 Share Posted April 6, 2015 Ocwen got dinged by the California DBO. 03/24/15 - Order of Forfeiture http://www.dbo.ca.gov/ENF/List/O/ocwenloanservicingllc.asp "NOW, BASED ON THE FOREGOING, AND GOOD CAUSE APPEARING, it is hereby ORDERED under the provisions of California Financial Code section 50326, that Ocwen Loan Servicing, LLC forfeit and pay a penalty of $1,700.00 to the Commissioner, no later than ten (10) days from the date of this Order" Ocwen got dinged a total of $1,700 for failing to reply in a timely matter to a DBO complaint, which it eventually replied to a few weeks later. Why is this relevant? Link to comment Share on other sites More sharing options...
ItsAValueTrap Posted April 6, 2015 Share Posted April 6, 2015 Ocwen got dinged by the California DBO. 03/24/15 - Order of Forfeiture http://www.dbo.ca.gov/ENF/List/O/ocwenloanservicingllc.asp "NOW, BASED ON THE FOREGOING, AND GOOD CAUSE APPEARING, it is hereby ORDERED under the provisions of California Financial Code section 50326, that Ocwen Loan Servicing, LLC forfeit and pay a penalty of $1,700.00 to the Commissioner, no later than ten (10) days from the date of this Order" Ocwen got dinged a total of $1,700 for failing to reply in a timely matter to a DBO complaint, which it eventually replied to a few weeks later. Why is this relevant? It's the kind of thing that led the DBO to threaten to take away Ocwen's license. The DBO went from having its requests for information ignored (or not fulfilled completely) to threatening to take away Ocwen's license. For $1700, it's almost not worth suing Ocwen. This might be the DBO sending Ocwen a message. I think what the DBO wants is for the DBO to get very few complaints. So they want to pressure Ocwen into not generating complaints and in dealing with complaints quickly. Link to comment Share on other sites More sharing options...
abitofvalue Posted April 6, 2015 Share Posted April 6, 2015 Does anyone else find it odd that OCN seems to still not make responding to the DBO a priority? Link to comment Share on other sites More sharing options...
mcmaaaaath Posted April 6, 2015 Share Posted April 6, 2015 NRZ completes deal with HLSS as an "asset purchase"-- basically they bought the company but they don't need shareholder approval. Separately, NRZ agreed to a multi-year extension of the servicing contracts with Ocwen. They don't say in the press release how many years "multi" means. Regardless, it looks like some uncertainty has been lifted regarding Ocwen's non-GSE business with HLSS. New Residential and HLSS Announce Entry into Purchase Agreement and Termination of Merger Agreement Company Release - April 06, 2015 04:50 PM Eastern Daylight Time New Residential Extends Servicing Contracts with Ocwen to Enhance Long-Term Partnership NEW YORK, NEW YORK AND GEORGE TOWN, GRAND CAYMAN--(BUSINESS WIRE)-- New Residential Investment Corp. (NYSE:NRZ, “New Residential”, the “Company”) and Home Loan Servicing Solutions, Ltd. (NASDAQ:HLSS, “HLSS”) announced today that they have entered into a purchase agreement (the “Asset Purchase Agreement”), under which New Residential acquired substantially all of the assets, and assumed substantially all of the liabilities of HLSS (the “Asset Purchase”). Simultaneously, New Residential and HLSS mutually terminated the merger agreement originally announced on February 22, 2015. Under the Asset Purchase Agreement, New Residential paid HLSS an equity purchase price of approximately $1.2 billion, or $17.08 per HLSS share on 71 million HLSS shares. With adjustments for cash and the repayment of HLSS debt, New Residential paid HLSS a total purchase price of approximately $1.4 billion, comprised of approximately $1 billion of cash and 28.2 million newly issued shares of New Residential. The Asset Purchase was approved by the Board of Directors of each company and did not require shareholder approval. The Asset Purchase was consummated concurrently with signing of the Asset Purchase Agreement. Furthermore, New Residential has separately agreed to a multi-year extension of the servicing contracts with Ocwen Financial Corporation (NYSE:OCN, “Ocwen”), providing for a long-term partnership between New Residential and Ocwen. In announcing this transaction, Michael Nierenberg, Chief Executive Officer of New Residential commented, “When it became evident that HLSS was unable to satisfy the merger conditions as originally expected, we worked collaboratively with HLSS management to structure this Asset Purchase to meet our mutual goals. We are extremely pleased to complete this milestone transaction; and we are excited for the opportunity to expand and strengthen our partnerships with both Nationstar Mortgage and Ocwen, the two largest non-bank servicers in the United States. The extension in servicing contracts with Ocwen will further solidify their position as one of New Residential’s preferred servicers and help promote a mutually beneficial partnership between the two companies. Looking ahead, we remain confident in our ability to generate strong returns for our shareholders and excel as one of the leading capital providers in the mortgage servicing business.” John Van Vlack, Chief Executive Officer of HLSS stated, “Despite our efforts to pursue the merger as initially planned, certain circumstances prompted HLSS to pursue an Asset Purchase Agreement with New Residential. We believe this alternative transaction structure made the most sense for us as it allowed HLSS to file its financial results without a going concern qualification and provide the greatest certainty on funding new servicing advances. This transaction will also enable our shareholders to maximize value for their shares.” In addition, Michael Bourque, Chief Financial Officer of Ocwen commented, “We are very pleased to have established a new partnership with New Residential. Our entry into a relationship with New Residential, which includes an extension of our servicing contracts, will not only help to secure the financing of Ocwen’s servicing business but also provide additional stability to the mortgage servicing industry. We look forward to a growing and productive relationship with our new financing partner.” Link to comment Share on other sites More sharing options...
Guest roark33 Posted April 6, 2015 Share Posted April 6, 2015 This is an odd deal from HLSS perspective going forward. It looks like they are now just a shell. Good news for OCN, probably best news for ASPS, but just trying to figure out what is going to happen with HLSS shares going forward? Link to comment Share on other sites More sharing options...
mcmaaaaath Posted April 6, 2015 Share Posted April 6, 2015 This is an odd deal from HLSS perspective going forward. It looks like they are now just a shell. Good news for OCN, probably best news for ASPS, but just trying to figure out what is going to happen with HLSS shares going forward? They filed their 10k just now too-- it looks like HLSS is getting about $11 per share in cash (net of debt that they must pay off) and $6 per share in NRZ stock, which NRZ has promptly filed to sell for HLSS (along with 11m shares of its own). HLSS is going to be a shell, and everything will get paid out to shareholders except $50m. Then HLSS will merge with NRZ later (pursuant to shareholder approval), and that $50m will turn into another payment to shareholders of 69c per share and poof, HLSS is gone. On April 6, 2015, to best address concerns relating to our ability to operate as a going concern and the associated impact on our business on an expedited basis, we agreed with NRZ and Merger Sub to terminate the Old Merger Agreement and immediately complete the sale of substantially all of our assets (the “Asset Sale”). The Asset Sale was made in accordance with the terms and conditions of a Share and Asset Purchase Agreement entered into on April 6, 2015 (the “NRZ Purchase Agreement”) between us, NRZ, MSR-EBO Acquisitions LLC (“HLSS MSR-EBO”) and HLSS Advances Acquisition Corp. (“HLSS Advances”). In connection with the Asset Sale, among other things, (i) HLSS MSR-EBO acquired substantially all of the assets of the Company (including all of the issued share capital of HLSS Luxco 1B S.à r.l. (“Luxco 1B”)) and (ii) HLSS Advances acquired all of the issued share capital of HLSS Luxco 1A S.à r.l. (“Luxco 1A”) and assumed substantially all of the liabilities of the Company, including certain post-closing liabilities of the Company. In exchange, the Company received an amount in cash equal to $1.0 billion plus 28,286,980 newly issued shares of NRZ common stock with a par value $0.01 per share. In conjunction with the Asset Sale, our senior secured term loan facility was retired. Concurrently with the execution of the NRZ Purchase Agreement, our Board of Directors adopted and approved a plan of complete liquidation and dissolution (the “Liquidation Plan”), pursuant to which we will (1) cease our business activities other than such activities that are necessary to carry out the provisions of the Liquidation Plan, (2) pay or make adequate provision for operating expenses expected to be incurred through the completion of the Liquidation Plan and (3) distribute to our shareholders in one or more distributions, (a) the cash received by the Company in the Asset Sale and the net proceeds from the sale of NRZ common stock received by the Company in the Asset Sale, less (b) amounts used to pay the liabilities of the Company and less a reserve in the amount of $50 million that will be held by the Company at the discretion of the Board to ensure that the Company will be able to meet known and unknown liabilities up to the date of the consummation of the transactions contemplated by the New Merger (as defined below) or, if the transactions contemplated by the New Merger are not consummated, the date of the final liquidating distribution after settlement of the liabilities and to ensure that the Company has available resources in the event that it is necessary to enforce against third parties any contractual or other rights of the Company or its officers or directors. If the New Merger is consummated, our shares will be converted automatically into the right to receive $0.69 per share in cash without interest (the “Merger Consideration”). If the New Merger is not consummated and post-closing expenses and liabilities do not exceed $50 million, it is anticipated that a further cash distribution will be made to shareholders. Immediately following the closing of the Asset Sale contemplated by the NRZ Purchase Agreement, we entered into: (i) an Agreement and Plan of Merger (the “New Merger Agreement”) with NRZ and Merger Sub, pursuant to which, among other things, the Company will be merged with and into Merger Sub (the “New Merger”), with the Company ceasing its corporate existence and Merger Sub surviving the New Merger, (ii) a Services Agreement, pursuant to which HLSS Advances Acquisition Corp. will provide us with certain services following the consummation of the Asset Sale, including, among other things, handling (including defending, prosecuting or resolving) all claims, disputes or controversies (including any litigation, arbitration, governmental investigations or inquiries or any other proceedings or negotiations) in which the Company is a party or may otherwise be involved and (iii) a Registration Rights Agreement to memorialize certain rights relating to the registration of shares of NRZ common stock to be held by the Company upon the closing of the Asset Sale. On the terms and subject to the conditions set forth in the New Merger Agreement, at the effective time of the New Merger (the “Effective Time”), each ordinary share, par value $0.01 per share, of the Company (the “Company Shares”) issued and outstanding immediately prior to the Effective Time Link to comment Share on other sites More sharing options...
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