Guild Holdings Co: M&A transaction — Bayview completes $1.244B all-cash acquisition of Guild Holdings at $20/share

Guild Holdings Co

All-cash merger closed at $20.00 per share; total consideration approximately $1.244 billion.
Class A and B common stock delisted from NYSE; company now privately held by Bayview MSR Opportunity Master Fund.
All prior directors resigned; new board includes Michael Lau, Brian Bomstein, Richard O'Brien, Brett Evenson.
Michael Lau named President & CEO of surviving company; Terry Schmidt remains CEO of Guild Mortgage subsidiary.
Senior management retention bonuses equal to base salary, 50% paid within 30 days, remainder after one year.

item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Guild Holdings Co underwent a change of control involving Gulf MSR HoldCo, LLC for $20.00 in cash (closed 2025-11-28).

Action: change of control
Counterparty: Gulf MSR HoldCo, LLC
Consideration: $20.00 in cash
Closing: 2025-11-28

Exact text from the filing

Company Common Stock ” and each share of Company Common Stock, a “ Share ”), other than Shares held by the Company or the Parent Parties, was converted into the right to receive $20.00 in cash, without interest (the “ Per Share Consideration ”). Pursuant to the terms and conditions of the Merger Agreement, at the Effective Time, (i) each outstanding restricted

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Source: SEC EDGAR

accession 0001104659-25-116680

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