AGREEMENT AND PLAN OF MERGER among NATIONSTAR MORTGAGE HOLDINGS INC., WMIH CORP., and WAND MERGER CORPORATION Dated as of February 12, 2018Agreement and Plan of Merger • February 14th, 2018 • Wmih Corp. • Finance services • New York
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 12, 2018, among NATIONSTAR MORTGAGE HOLDINGS INC., a Delaware corporation (the “Company”), WMIH CORP., a Delaware corporation (“Parent”) and WAND MERGER CORPORATION, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). Parent, the Company and Merger Sub are referred to individually as a “Party” and collectively as “Parties”.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 14th, 2018 • Wmih Corp. • Finance services • Delaware
VOTING AND SUPPORT AGREEMENT, dated as of February 12, 2018 (this “Agreement”), between WMIH Corp., a Delaware corporation (“Parent”), and FIF HE Holdings LLC, a Delaware limited liability company (the “Stockholder”).
FIF HE Holdings LLC c/o FIG LLC New York, New York 10105Wmih Corp. • February 14th, 2018 • Finance services
Reference is made to (i) that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, among WMIH Corp., a Delaware corporation (“Parent”), Nationstar Mortgage Holdings Inc., a Delaware corporation (the “Company”) and Wand Merger Corporation, a Delaware corporation (“Merger Sub”), and (ii) that certain Voting and Support Agreement (the “Fortress Voting Agreement”), dated as of the date hereof, between Parent and FIF HE Holdings LLC, a Delaware limited liability company (the “Stockholder”). Capitalized terms used but not otherwise defined in this letter agreement shall have the meanings ascribed to them in the Merger Agreement.
KKR WAND HOLDINGS CORPORATION New York, NY 10019Letter Agreement • February 14th, 2018 • Wmih Corp. • Finance services • New York
