A fund owned by Bayview Asset Management will acquire all outstanding shares of Guild Holding Co.’s common stock — excluding those it already owns — for $1.3 billion in cash, the companies announced on Wednesday.

The deal will result in Guild Mortgage exiting the public markets and becoming a private entity, operating independently but in partnership with Bayview’s servicing company, Lakeview Loan Servicing. The negotiations became public in late May.

Guild’s shares were trading at $15.72 prior to the deal announcement but are now approaching $20, the amount that shareholders will receive in cash for each share they hold.

The board of directors also intends to approve a special cash dividend of up to $0.25 in 2025, or $0.25 per quarter through the consummation of the merger if it does not close in 2025.

The transaction, which is not subject to any financial conditions, requires no further action from Guild shareholders. It has already been approved by McCarthy Capital Mortgage Investors and is expected to close in the fourth quarter of 2025, pending customary closing conditions.

Executives at Guild, a pure distributed retail mortgage lender, will remain in place, and the company will retain its brand. Guild originated $5.1 billion in mortgages in the first quarter of 2025, ranking as the 15th-largest U.S. mortgage lender, according to Inside Mortgage Finance (IMF).

The deal “creates one of the strongest and most compelling mortgage origination and servicing ecosystems in the nation,” Guild CEO Terry Schmidt said in a statement. “Our expertise in distributed retail origination, retained servicing, and the customer-for-life balanced business model makes this a complementary partnership that has powerful potential for growth and innovation.”

In a letter to the Guild team, Schmidt said long-term investor Bayview has been a “strong partner” since becoming a shareholder during the company’s initial public offering in 2020. The deal does not represent “material changes” for stakeholders and feels like a “non-event” to employees. It’s just “business as usual,” she said.

Since Lakeview is not a distributed retail platform, there is no operational overlap that would require integration or consolidation, Schmidt wrote in the letter reviewed by HousingWire.

But Lakeview does provide access to new leads and products for Guild’s loan officers, including construction loans, non-QM products, and proprietary builder and investor programs.

Schmidt added that Lakeview will launch a fully digital home equity line of credit — an entirely new offering for Guild. Schmidt also highlighted Bayview’s $12 billion in capital.

Servicing book

Guild’s servicing portfolio stood at $94 billion in unpaid principal balance as of March 31. While Guild ranked as the 25th-largest servicer in the country in the first quarter, Bayview/Lakeview ranked second, with a $770 billion portfolio. The data from IMF reflects only owned servicing assets.

Analysts at Keefe, Bruyette & Woods wrote in a report that, “Historically, Lakeview utilized alternative firms to subservice its loans. Given Guild’s servicing platform, it is possible that Bayview increases the percentage of loans that it services internally.”

Before the transaction, Bayview owned 7.3% of Guild’s Class A common stock, but it held less than 1% of the total voting power of Guild’s outstanding common stock. The asset, however, has underperformed: In the first quarter of 2025, Guild reported a net loss of $23.9 million, compared to net income of $28.5 million in Q1 2024.

“With each company’s different strengths and areas of expertise, this collaboration will form one of the most dynamic mortgage origination and servicing platforms in the industry,” Juan Gonzalez, managing director and CEO of Lakeview Originations, said in a statement. 

Guild hired Morgan Stanley & Co. as its exclusive financial adviser, while Goldman Sachs & Co. advised Bayview on the transaction.

M&A deals have increased recently, with the most prominent being Rocket Companies’ $9.4 billion agreement to acquire Mr. Cooper Group, the largest servicer and subservicer in the country. Prior to that, Mr. Cooper acquired Home Point Capital, Roosevelt Management Co. and Flagstar’s servicing assets. 

Meanwhile, Two Harbors Investment acquired RoundPoint Mortgage Servicing and Rithm Capital closed a deal for Computershare Mortgage Services, bringing in Specialized Loan Servicing. And UBS sold Select Portfolio Servicing to a group of investors led by Sixth Street.

James Kleimann contributed reporting to this story.

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