UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): June 20, 2016 (June 17, 2016) 
THE J.G. WENTWORTH COMPANY
(Exact name of registrant as specified in its charter)
 

Delaware
 
001-36170
 
46-3037859
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
 
 
 
201 King of Prussia Road, Suite 501, Radnor, Pennsylvania
 
 
 
19087-5148
(Address of principal executive offices)
 
 
 
(Zip Code)
 
 
Registrant’s telephone number, including area code (484) 434-2300
 
N/A
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))












Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On June 17, 2016, the J.G. Wentworth Company (the “Company”) provided notice that its common stock had been approved for and would begin trading on the OTCQX® Market (“OTCQX”), operated by OTC Markets Group Inc., and expects its common stock to begin trading on the OTCQX effective June 20, 2016 under its new trading symbol “JGWE”. This transition is occurring because the Company received written notice on June 17, 2016 from the New York Stock Exchange (“NYSE”) that the NYSE would be commencing proceedings to delist the Company’s common stock from the NYSE because the Company was not in compliance with the continued listing standard set forth in Section 802.01B of the NYSE Listed Company Manual requiring listed companies to maintain an average global market capitalization over a consecutive 30-day trading period of at least $15.0 million, and as a result, the NYSE suspended trading of the Company’s common stock at the close of trading on June 17, 2016.
Eligibility for trading on the OTCQX requires that the Company continue to file periodic and other reports with the Securities and Exchange Commission under applicable federal and securities laws.
Item 7.01 Regulation FD Disclosure.
On June 17, 2016, the Company issued a press release announcing this item. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 7.01 by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
 
Description
99.1
 
Press Release, dated June 17, 2016 issued by The J.G. Wentworth Company


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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 

 
THE J.G. WENTWORTH COMPANY
 
 
 
By:
/s/ Stephen A. Kirkwood
 
 
Name:
Stephen A. Kirkwood
 
 
Title:
Executive Vice President & Chief Legal Officer
 
 
 
 
 
Dated: June 20, 2016


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EXHIBIT INDEX
 

Exhibit No.
 
Description
99.1
 
Press Release, dated June 17, 2016, issued by The J.G. Wentworth Company


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Exhibit
EX. 99.1

The J.G. Wentworth Company® To Begin Trading On The OTCQX Market Under The Ticker Symbol “JGWE”
RADNOR, PA - The J.G. Wentworth Company® (the “Company”) (OTCQX: JGWE), a diversified financial services company, today announces that its common stock has been approved for and will begin trading Monday June 20, 2016 on the OTCQX® Market (“OTCQX”), operated by OTC Markets Group Inc. OTC Markets Group Inc. operates open and transparent marketplaces for approximately 10,000 U.S. and global securities, and more information about the marketplaces may be found at www.otcmarkets.com.
Eligibility for trading on the OTCQX requires that the Company continue to file periodic and other reports with the Securities and Exchange Commission under applicable federal and securities laws.

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EX. 99.1

Forward-Looking Statements
Certain statements in this press release 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.
Consideration should be given to the areas of risk set forth 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, 2015, under “Part II, Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the quarterly period ended March 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.
About The J.G. Wentworth Company® 
The J.G. Wentworth Company® is a diversified financial services company. The Company is focused on providing direct-to-consumer access to financing needs through a variety of solutions, including: mortgage lending and refinancing, structured settlement payment purchasing, personal lending and prepaid cards. Through the J.G. Wentworth, Peachtree Financial Solutions, and Olive Branch Funding brands, the Company is the leading purchaser of structured settlement payments.
Mortgage loans are offered by J.G. Wentworth Home Lending, LLC NMLS ID# 2925 (www.nmlsconsumeraccess.org), 3350 Commission Court, Woodbridge, VA 22192; 888-349-3773.
For more information about The J.G. Wentworth Company®, visit www.jgw.com or use the contact information provided below.
This announcement shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale or our securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful, prior to registration or qualification under the securities laws of any such state or jurisdiction.
Contacts:
The J.G. Wentworth Company® 
Erik Hartwell, VP, Investor Relations
866-386-3853
investor@jgwentworth.com
or
Media Inquiries
The Glover Park Group
Becky Reeves
202-295-0139
breeves@gpg.com




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