8-K

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): August 3, 2015 (July 31, 2015)

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 or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

201 King of Prussia Road, Suite 501, Radnor, Pennsylvania	19807-5148
(Address of principal executive offices)	(Zip Code)

(484) 434-2300

Registrant's telephone number, including area code

The J.G. Wentworth Company

(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:

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 3.02     Unregistered Sales of Equity Securities.

The J.G. Wentworth Company, a Delaware corporation (the “Company”), previously agreed to acquire all of the outstanding stock of WestStar Mortgage, Inc. ("WestStar") from Walter F. Jones, Kathleen Murphy-Zimpel and Roger W. Jones (collectively, the "WestStar Stockholders") pursuant to, and subject to the terms and conditions of, a stock purchase agreement, dated as of March 6, 2015, among the Company, WestStar and the WestStar Stockholders  (the "Purchase  Agreement").

Under the terms of the Purchase Agreement, the transaction closed on July 31, 2015, on which date the Company issued to the WestStar Stockholders an aggregate of 1,572,327 shares of Class A common stock, par value $0.00001 per share, of the Company ("Class A Common Stock"), having an aggregate value as determined pursuant to the Purchase Agreement of $13.5 million (inclusive of certain amounts held in an escrow holdback pursuant to the Purchase Agreement), representing 25% of the purchase price (prior to taking into account the adjustments contemplated by the Purchase Agreement) payable to the WestStar Stockholders under the Purchase Agreement.

All of the shares of Class A Common Stock issued pursuant to the Purchase Agreement were issued in a private placement and without registration under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) of the Securities Act and Regulation D promulgated pursuant thereto ("Regulation D"). The exemption from registration pursuant to Regulation D is based on, among other things, representations from the WestStar Stockholders to the effect that they are "accredited investors" as defined in Rule 501 of Regulation D.

ITEM 8.01 Other Events.

On August 3, 2015, the Company issued a press release announcing the closing of the transaction contemplated in the Purchase Agreement. The press release, which is Exhibit 99.1 hereto, is incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release, dated August 3, 2015

2

SIGNATURES

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 Kirkwood
Name: Stephen Kirkwood
Title: Executive Vice President & General Counsel

Dated:  August 3, 2015

[Signature Page to Form 8-K]

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release, dated August 3, 2015

EX-99.1

Exhibit 99.1

The J.G Wentworth Company™ Completes Acquisition of WestStar Mortgage, Inc.

Starting today J.G. Wentworth Home Lending™ is fully operational and originating mortgage loans via J.G. Wentworth retail locations, call centers, affiliate networks, and jgwentworth.com

Radnor, Pa., August 3, 2015 - The J.G. Wentworth Company™ (“J.G. Wentworth” or the “Company”)(NYSE: JGW), a leading purchaser of structured settlement payments and other receivables through the J.G. Wentworth® and Peachtree Financial Solutions® brands, today announced that it has finalized its acquisition of WestStar Mortgage Inc. (“WestStar”), a privately held residential mortgage company.  The transaction consisted of $53.2 million in cash and $13.5 million in Company shares, for a total purchase price of $66.7 million.

“Diversification to deliver Cash Now is a fundamental part of our strategy for growth,” said Stewart A. Stockdale, Chief Executive Officer, The J.G. Wentworth Company™. “The acquisition of WestStar is strong evidence of this strategy in action. Together with our structured settlement payment purchasing business and other key initiatives, we are delivering financial products and solutions that allow our customers access to funds that will help them achieve their goals. We are excited to welcome the WestStar team to our company.”

Headquartered in the Washington, D.C. suburb of Woodbridge, VA., and licensed to operate in 40 states, WestStar built its success over the past 15 years in originating Conventional, VA, and FHA loans.  Known for its outstanding reputation and commitment to excellence, WestStar has earned several prestigious awards, including Costco Mortgage Services’ 2013 Operational Excellence Award and 2014 Lender of the Year Award. Based on an independent analysis conducted by consumer finance site LendingTree.com, WestStar has a 95% consumer satisfaction rating, among the highest in the industry. The addition of WestStar’s 300 employees will nearly double The J.G. Wentworth CompanyTM workforce.

WestStar will now operate as J.G. Wentworth Home Lending, Inc.™, a newly-rebranded division in the J.G. Wentworth family of brands.  The new division is expected to benefit from J.G. Wentworth’s 72% aided national brand awareness and hundreds of thousands of customer inquiries seeking financial solutions as a result of direct marketing initiatives.

WestStar’s Executive Vice President, Roger W. Jones, will serve as President of the J.G. Wentworth Home Lending™ division. "The team at WestStar is excited to join an established direct-to-consumer leader like J.G. Wentworth, and we look forward to bringing a new suite of product solutions to J.G. Wentworth’s established and growing customer base,” said Jones.

J.G. Wentworth Home Lending™ will augment its existing affiliate and retail go-to-market programs with an integrated marketing campaign featuring online and television advertising, driving customers to both the existing 877-CASH-NOW call center representatives and a newly redeveloped dynamic website, www.jgwentworth.com.  The new J.G. Wentworth website now provides transactional capability, a personalized customer experience, and easy access to the Company’s full suite of product offerings. In addition, the campaign will include a significant presence across social media channels.

About The J.G. Wentworth Company™

The J.G. Wentworth Company™ is a leading diversified consumer financial services company.  The Company is focused on providing direct-to-consumer access to financial needs through a variety of solutions, including: mortgage lending and refinancing, personal and business lending, structured settlement payment purchasing, and prepaid cards.

Mortgage loans are offered by J.G. Wentworth Home Lending, Inc. 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 information provided below.

Forward Looking Statements

Certain statements in this press release may 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 Security and Exchange Commission (the “SEC”), including our registration statement on Form S-1 for our initial public offering, as filed with and declared effective by the SEC on November 8, 2013, and in our other filings made from time to time, in connection with considering any forward-looking statements that may be made by us and our business generally. Except for our ongoing obligations to disclose material information under the federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events unless we are required to do so by law.

Contacts:

The J.G Wentworth Company™

Investor Relations

866-386-3853

investor@jgwentworth.com

or

Media Inquiries

Makovsky for The J.G. Wentworth Company™

Michael Goodwin, 212-508-9639

mgoodwin@makovsky.com