Get Started for Free Contexxia identifies hard-to-find pieces of information in SEC filings. No more highlighters, no more redlining, no more poring over huge documents. J.G. Wentworth Co (1580185) 10-K published on Apr 03, 2018 at 7:58 am
Reporting Period: Dec 30, 2017
Pursuant to the Plan, (a) all claims arising under the Debtors’ pre-petition secured term loan facility and related guarantees were terminated and released, and each holder of such claims received its pro rata share of (i) cash consideration (the “Term Lender Cash Consideration”) and (ii) new common equity of the reorganized Company (the “New Common Equity”), subject to dilution by the Management Incentive Plan adopted on the Effective Date; (b) all pre-petition equity interests in The J.G. Wentworth Company, LLC (the “Partnership”) were canceled and in exchange each holder of such equity interests (the “Existing Partnership Equity holders”) received its pro rata share of (i) New Common Equity or (ii) cash consideration (the “Partnership Cash Consideration”), or a mix of both the Partnership Cash Consideration and New Common Equity (collectively, the “Partnership Consideration”); (c) all pre-petition claims against the Company (“TRA Claims”) arising under that certain Tax Receivable Agreement, dated as of November 14, 2013 (the “TRA”), were canceled and, in consideration, each TRA claimant received its pro rata share of the New Class A common stock and the New Class B common stock of the Company or cash consideration, at the sole election of each holder of a TRA claim. Consequently, as of January 25, 2018, the TRA claimants now hold, in the aggregate, 161,961 shares of New Class A common stock and 141,384 shares of New Class B common stock and received $4.8 million of cash consideration. The aggregate fair value of the total settlement was $6.6 million.
Stewart A. Stockdale. Mr. Stockdale has served as Chief Executive Officer and Director of The J.G. Wentworth Company since July 2014. He is responsible for the company’s vision, strategic planning, and business growth. He is also responsible for overall fiscal management. Prior to joining the Company, Mr. Stockdale served as an Executive Partner at Summit Partners, a global growth equity investor. Previously, Mr. Stockdale was President, Global Consumer Financial Services ("GCFS") for The Western Union Company, a segment that represented approximately 90% of the company’s revenues. GCFS consists of Western Union’s Money Transfer and Consumer Payments businesses across five global regions (North America, Latin America & Caribbean, Europe & CIS, Middle East Africa, and Asia Pacific). Prior to joining Western Union, Mr. Stockdale served as President of Simon Brand Ventures and as Chief Marketing Officer of Simon Property Group, a global leader in the retail real estate industry. At Simon, he was responsible for all Marketing and Consumer Venture businesses within the company. Prior to Simon, Mr. Stockdale held senior positions with multinational companies including Conseco, MasterCard Worldwide, American Express and Procter & Gamble. Mr. Stockdale holds a Bachelor of Science in Business Administration in marketing from the University of Denver and completed The Executive Program at the University of Virginia’s Darden Graduate School of Business Administration.
David Miller. Mr. Miller currently serves as our Chairman of the Board. Mr. Miller served as a Senior Advisor to the Blackstone Tactical Opportunities Fund from March 2015 until February 2018. Prior to Blackstone, Mr. Miller served as Chief Executive Officer and Chairman of JGWPT Inc. (the holding company for J.G.Wentworth and Peachtree) which, over the course of his five-year tenure he transformed from a bankrupt private company to a NYSE listed company with over $800 million in enterprise value. Prior to JGWPT, Mr. Miller was Executive Vice-President responsible for Ace’s $1.2 billion International Accident and Health Insurance Business. Prior to Ace, Mr. Miller was President and CEO of Kemper Auto and Home Insurance (KAH), a joint venture between Mr. Miller and Kemper, which sold auto and homeowner’s insurance via direct response and the internet. Starting as the only employee, in three years Mr. Miller built KAH into an insurance company with $76 million in earned premium and over 220 employees, making KAH one of the largest sellers of auto insurance on the internet. Mr. Miller sold his interest in KAH in 2000. Prior to Kemper, Mr. Miller was Chief Operating Officer of Providian Direct Insurance where he was responsible for over $800 million in revenue, over $110 million in profit and 1,800 employees. Mr. Miller began his insurance career with Progressive Insurance where he held various positions over his seven-year career including Division Controller, Senior Product Manager and National Customer Manager.
Eugene I. Davis. Mr. Davis is Chairman and Chief Executive Officer of PIRINATE Consulting Group, LLC, a privately held consulting firm specializing in turnaround management, merger and acquisition consulting, hostile and friendly takeovers, proxy contests, and strategic planning advisory services for domestic and international public and private business entities. Since forming PIRINATE in 1997, Mr. Davis has advised, managed, sold, liquidated and served as a chief executive officer, chief restructuring officer, director, committee chairman or chairman of a number of businesses operating in diverse sectors. From 1990 to 1997, Mr. Davis served as President, Vice Chairman, and director of Emerson Radio Corporation and from 1996 to 1997 as Chief Executive Officer and Vice Chairman of Sport Supply Group, Inc. He began his career as an attorney and international negotiator with Exxon Corporation and Standard Oil Company (Indiana) and was in private practice from 1984 to 1998. Mr. Davis currently serves as Chairman of the Board of Atlas Iron Limited (ASX: AGO) and U.S. Concrete, Inc. (Nasdaq: USCR), and also serves as a director of Verso Corporation (NYSE: VRS) and Titan Energy, LLC (OTC: TTEN), as well as certain non-SEC reporting companies. During the past five years, Mr. Davis has also been a director of the following SEC registrants: Atlas Air Worldwide Holdings, Inc. (Nasdaq: AAWW), The Cash Store Financial Services, Inc. (NYSE: CSFS), DexOne Corp. (NYSE: DEXO), Genco Shipping & Trading Limited (NYSE: GNK), Global Power Equipment Group, Inc. (NYSE: GLPW), Goodrich Petroleum Corp. (NYSE: GDP), Great Elm Capital Corporation (Nasdaq: GECC), GSI Group, Inc. (Nasdaq: GSIG), Hercules Offshore, Inc., HRG Group, Inc. (NYSE: HRG), Knology, Inc. (Nasdaq: KNOL), SeraCare Life Sciences, Inc. (Nasdaq: SRLS), Spansion, Inc. (NYSE: CODE) and SpectrumBrands Holdings, Inc. (NYSE: SPB) and WMIH Corp. (Nasdaq: WMIH). Mr. Davis’ prior experience also includes having served on the board of directors of each of ALST Casino Holdco, LLC and Trump Entertainment Resorts, Inc.
Ms. Sellari entered into an employment agreement with J.G. Wentworth, LLC, our predecessor, on July 23, 2007. Ms. Sellari’s agreement provides that she will serve as President and Chief Operating Officer under the agreement for an initial period that began on July 23, 2007 and ended on July 23, 2010, and for subsequent one-year periods thereafter unless her employment is terminated or either party provides at least 90 days’ advance notice of non-renewal prior to the end of the applicable period. Pursuant to the agreement, Ms. Sellari is entitled to an initial annual base salary of $425,000, subject to increase, and is eligible to receive an annual cash bonus with a target amount of 100% of her then-current base salary based on the achievement of annual performance objectives and other conditions which are described in more detail in the section entitled “Overview of Our Executive Compensation Program—Elements of Compensation—Annual Cash Incentive Bonus,” above. The agreement further provides that Ms. Sellari is entitled to receive fringe benefits that are no less favorable than those provided to similarly situated executives, including a $1,500 monthly automobile allowance (increased annually based on the Consumer Price Index) and a $1,000 monthly club allowance. Ms. Sellari is also eligible to receive a $35,000 annual cash allowance to purchase life insurance of her choice. In addition, Ms. Sellari is eligible to receive employee health and welfare benefits as are provided to senior executive officers generally.