PHH gets needed consents for 9¼% notes, extends date for total payment

By Susanna Moon

Chicago, Aug. 20 - PHH Corp. said it obtained the needed consents from holders of at least a majority of its $450 million 9¼% senior notes due 2016 by 5 p.m. ET on Aug. 19, the consent date, and executed a supplemental indenture to the notes.

The company then exercised its early settlement option and settled the tenders for 77.78% of the notes on Aug. 20 after closing its offering of new notes, according to the company's press release.

The company also extended the deadline to receive the total purchase price in the offer.

As previously announced, the company is soliciting consents to amend the notes to modify the covenants to conform them with the covenants in the indenture governing the company's 7 3/8% senior notes due 2019.

The total purchase price will be $1,180 for each $1,000 principal amount of notes tendered by 11:59 p.m. ET on Sept. 3, the offer expiration date. Previously the total payment would have been paid only to holders who tendered their notes by the consent date.

The total payment includes a tender premium of $30 per $1,000 of notes, which previously would have been paid only to those who tendered their note by the early deadline.

Holders who tendered their notes after the consent date would have received $1,150 per $1,000 of notes under the original offer terms.

The tender offer began on Aug. 6 for up to $350 million principal amount of its $450 million 9¼% senior notes due 2016. The company announced a tender offer for up to $300 million of the notes that morning and then upsized the offer later the same day.

The company also will pay accrued interest up to but excluding the settlement date of Aug. 20 for early tendered notes and the day after the offer expires for the remaining tenders.

PHH had said that it expected to accept for purchase 77.78% of the notes tendered by the consent date. The amount was increased from the originally announced 66.67%.

The offer is not conditioned upon any minimum tenders but was conditioned on the completion of a new debt offering with enough proceeds to fund the offer, which has now been satisfied.

PHH said it closed the sale of $350 million principal amount of 6 3/8% senior notes due 2021.

Citigroup Global Markets Inc. (800 558-3745 or collect 212 723-6106), Barclays (800 438-3242 or collect 212 528-7581) and BofA Merrill Lynch (888 292-0070 or collect 980 387-3907) are the dealer managers. Global Bondholder Services Corp. (866 794-2200 or banks and brokers 212 430-3774) is the tender agent and information agent.

PHH is a Mt. Laurel, N.J.-based business process management services company for the mortgage and fleet management industries.

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