THE J.G. WENTWORTH COMPANY (OTCMKTS:JGWE) Files An 8-K Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
Company, LLC (together with its ultimate parent The J.G.
Wentworth Company and their respective consolidated subsidiaries,
the Company) entered into separate Confidentiality Agreements
(NDAs) with certain of its lenders, or investment managers
thereof, as applicable (collectively, the Lenders), under that
certain Credit Agreement, dated as of February 8, 2013, among the
Company and certain of its affiliates, Jefferies Finance LLC, as
administrative agent, and each of the lenders from time to time
party thereto (as amended, restated, supplemented, or otherwise
modified from time to time, the Credit Agreement), to engage in
discussions regarding a pro-active and consensual deleveraging of
the Companys balance sheet to ultimately achieve greater
operational flexibility and improved equity value (a Possible
Transaction).
non-public information disclosed to the Lenders, upon the
occurrence of certain events or upon the passage of a date
certain, as set forth in each of the NDAs. The Company initiated
discussions with certain Lenders under NDA regarding a Possible
Transaction with a structure substantially consistent with the
terms set forth on Exhibit 99.1, which is incorporated into this
Item 7.01 by reference. Discussions with certain of such Lenders
have continued, and the Company proposed an alternative structure
for a Possible Transaction substantially consistent with the
terms set forth on Exhibit 99.2, which is incorporated into this
Item 7.01 by reference. The Company and the Lenders have not, to
date, reached an agreement on the terms of a Possible
Transaction. Nonetheless, the Company intends to continue to
engage its Lenders on the terms of either structure and continue
to solicit additional support for a Possible Transaction
containing either of such terms from the broader Lender group.
Discussions between individual Lenders or a group of Lenders are
expected to continue, and the Company undertakes no obligation to
disclose the existence or nature of such discussions until an
agreement has been reached between the parties.
Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, is
furnished to Item 7.01 of Form 8-K and shall not be deemed filed
for any other purpose, including for purposes of Section 18 of
the Securities Exchange Act of 1934 (the Exchange Act), or
otherwise subject to the liabilities of that Section.
reference into any filing of the registrant under the Securities
Act of 1933 or the Exchange Act regardless of any general
incorporation language in such filing.
constitute forward-looking statements. All statements, other than
statements of historical fact, are forward-looking statements.
You can identify such statements because they contain words such
as plans, expects or does expect, budget, forecasts, anticipates
or does not anticipate, believes, intends, and similar
expressions or statements that certain actions, events or results
may, could, would, might, or will, be taken, occur or be
achieved. Any statements that refer to expectations or other
characterizations of future events, circumstances or results are
forward-looking statements.
under the heading Risk Factors in our filings with the Securities
and Exchange Commission, and as set forth more fully under Part
1, Item 1A. Risk Factors in our Annual Report on Form 10-K for
the year ended December 31, 2016, and in our other filings made
with the Securities and Exchange Commission from time to time.
Except for our ongoing obligations to disclose material
information under the federal securities laws, we undertake no
obligation to publicly revise any forward-looking statements, to
report events or to report the occurrence of unanticipated events
unless we are required to do so by law.
Exhibit No.
|
Description
|
|
99.1
|
Terms of the Companys initial proposal for a Possible
Transaction, dated February 24, 2017. |
|
99.2
|
Terms of the Companys alternative proposal for a
Possible Transaction, dated April, 2017. |
About THE J.G. WENTWORTH COMPANY (OTCMKTS:JGWE)
The J.G. Wentworth Company is a diversified financial services company. The Company focuses on providing solutions to consumers in need of cash. The Company conducts its operations through two segments: Structured Settlements and Annuity Purchasing (Structured Settlements), and Home Lending. The Structured Settlements segment provides liquidity to individuals with various financial assets, such as structured settlements, annuities, and lottery winnings, by either purchasing these financial assets for a lump-sum payment, issuing installment obligations payable over time, or serving as a broker to other purchasers of those financial assets. The Home Lending segment is primarily engaged in retail lending, originating primarily Federal Housing Administration (FHA), Veterans Administration (VA) and conventional loans. The Structured Settlements segment operates with various brands, including J.G. Wentworth and Peachtree. THE J.G. WENTWORTH COMPANY (OTCMKTS:JGWE) Recent Trading Information
THE J.G. WENTWORTH COMPANY (OTCMKTS:JGWE) closed its last trading session down -0.037 at 0.352 with 409,947 shares trading hands.