Item 7.01 Regulation FD Disclosure.
As previously reported, on March 19, 2012, WMI Holdings Corp. (formerly known as
Washington Mutual, Inc. (the "Company")) issued $110 million aggregate principal
amount of its 13% Senior First Lien Notes due 2030 (the "First Lien Notes")
under an indenture, dated as of March 19, 2012 (the "First Lien Indenture"),
between the Company and Wilmington Trust, National Association, as Trustee.
Additionally, the Company issued $20 million aggregate principal amount of its
13% Senior Second Lien Notes due 2030 (the "Second Lien Notes" and, together
with the First Lien Notes, the "Runoff Notes") under an indenture, dated as of
March 19, 2012 (the "Second Lien Indenture" and, together with the First Lien
Indenture, the "Indentures"), between the Company and Law Debenture Trust
Company of New York, as Trustee. Under the Indentures, the Company is required
to provide, to the holders of the Runoff Notes, unaudited monthly financial
statements with respect to WM Mortgage Reinsurance Company, Inc., the Company's
subsidiary. The unaudited financial statements for WM Mortgage Reinsurance
Company, Inc., as of and for the period ended December 31, 2012, are attached to
this Form 8-K as Exhibit 99.1.
Cautionary Statement Regarding Forward-Looking Statements
This Form 8-K and the exhibits include forward-looking statements, within the
meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of
the Securities Act of 1933, and 21E of the Securities Exchange Act of 1934. All
statements other than statements of historical fact included in this report 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. These statements can be identified by the fact that they do
not relate strictly to historical or current facts. 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. These risks are identified and discussed in
the Company's prior quarterly report for the quarter ended June 30, 2012 under
Risk Factors in Part II, Item 1A. 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 we believe
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 statement speak only as of the date
they are made, and we do not undertake to update any forward-looking statement,
except as required by law. Readers should carefully review the statements set
forth in the reports, which the Company has filed or will file from time to time
with the Securities and Exchange Commission.
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits:
99.1 Unaudited condensed balance sheet and condensed statement of operations of
WM Mortgage Reinsurance Company, Inc. as of and for the period ended
December 31, 2012.
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