PHH Stockholders to Receive $31.50 Per Share Blackstone to Acquire PHH's Mortgage OperationsMT. LAUREL, N.J., Mar 15, 2007 (BUSINESS WIRE) -- PHH Corporation (NYSE: PHH) today announced that it has entered
into a definitive agreement to be acquired by GE Capital Solutions,
the business-to-business leasing, financing, and asset management unit
of General Electric Company (NYSE: GE) in an all cash transaction
valued at approximately $1.8 billion.
In conjunction with this transaction, GE has entered into an
agreement to sell the mortgage operations of PHH Corporation, a prime
mortgage originator and servicer, to an affiliate of The Blackstone
Group, a global private investment and advisory firm.
Under the terms of the merger agreement, PHH stockholders would
receive $31.50 per share in cash at closing, representing a premium of
13.3% over the PHH stock closing price on the NYSE of $27.81 on March
14, 2007.
On the unanimous recommendation of a special committee of the
Board of Directors, which comprises all of the independent directors,
the Board of Directors of PHH Corporation unanimously approved the
merger and recommended its approval by stockholders. A special meeting
of stockholders to approve the transaction will be scheduled at a
later date.
Mr. A. B. Krongard, non-executive chairman of the board of PHH
Corporation, commented, "Since PHH became an independent public
company on February 1, 2005, the Board has periodically examined
various alternatives in order to serve the interests of the Company's
clients, employees and stockholders. After careful consideration we
believe this transaction best addresses those interests. It will
enable stockholders to realize the fundamental value of both
businesses."
George J. Kilroy, president and CEO of PHH Arval, stated, "PHH
Arval and GE together can bring the focus needed to create measurable
value for our fleet customers."
"We view PHH Mortgage, which is a predominantly prime lender, as
an exciting entry into the mortgage industry. We are attracted to its
platform and business model and look forward to working with the PHH
Mortgage team to accelerate and enhance their strategic objectives and
growth potential," stated Chinh Chu, Senior Managing Director of The
Blackstone Group.
The transaction is subject to approval by PHH Corporation's
stockholders, antitrust, state licensing, and other regulatory
approvals, as well as various other closing conditions. Following the
closing of the transaction, shares of PHH common stock will no longer
be listed on the New York Stock Exchange (NYSE).
Merrill Lynch & Co. and Gleacher Partners LLC advised PHH
Corporation on this transaction and legal representation was provided
by DLA Piper US LLP.
About PHH Corporation
Headquartered in Mount Laurel, New Jersey, PHH Corporation is a
leading outsource provider of mortgage and vehicle fleet management
services. Its subsidiary, PHH Mortgage, is one of the top ten retail
originators of residential mortgages in the United States,1 and its
subsidiary, PHH Arval, is a leading fleet management services provider
in the United States and Canada. For additional information about the
company and its subsidiaries please visit www.phh.com.
(1) Inside Mortgage Finance, Copyright 2006
About General Electric Company
GE Capital Solutions, Fleet Services based in Eden Prairie,
Minnesota, is a global fleet management company. It is part of GE
Capital Solutions and has operations in the United States, Canada,
Europe, Japan, Australia and New Zealand. For more information, visit
www.gefleet.com.
GE Capital Solutions provides leasing, lending and capital
investment products and services to help business customers grow. It
has over $100 billion in assets, serves more than a million clients
around the world and is headquartered in Danbury, Connecticut. For
more information, visit www.ge.com/capitalsolutions/.
GE (NYSE: GE) is Imagination at Work - a diversified technology,
media and financial services company focused on solving some of the
world's toughest problems. With products and services ranging from
power generation, water processing and security technology to medical
imaging, business and consumer financing, media content and advanced
materials, GE serves customers in more than 100 countries and employs
more than 300,000 people worldwide. For more information, visit
www.ge.com.
About The Blackstone Group
The Blackstone Group, a global private investment and advisory
firm, was founded in 1985. Blackstone's Private Equity arm has a long
track record investing in the financial services sector and is
currently investing an $18 billion private equity fund. In addition to
Private Equity, Blackstone's other core businesses include, Private
Real Estate Investing, Corporate Debt Investing, Hedge Funds, Mutual
Fund Management, Private Placement, Marketable Alternative Asset
Management and Investment Banking Advisory Services. Further
information is available at www.blackstone.com.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These
statements are subject to known and unknown risks, uncertainties and
other factors which may cause our actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by such
forward-looking statements. These statements are not guarantees of
performance or results and are preliminary in nature. Statements
preceded by, followed by or that otherwise include the words
"believes", "expects", "anticipates", "intends", "projects",
"estimates", "plans", "may increase", "may result", "will result",
"may fluctuate" and similar expressions or future or conditional verbs
such as "will", "should", "would", "may" and "could" are generally
forward-looking in nature and not historical facts
Stockholders and potential investors in PHH Corporation's
securities are cautioned that a number of factors could adversely
affect and cause actual results to differ materially from those in the
forward-looking statements, including, but not limited to, risks
associated with uncertainty as to whether the proposed transaction
will be completed, the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement, costs and potential litigation associated with the proposed
transaction, the failure of either party to meet the closing
conditions set forth in the merger agreement, the extent and timing of
regulatory approvals and the risk factors discussed from time to time
by the Company in reports filed with the Securities and Exchange
Commission ("SEC"). Many of the factors that will determine the
outcome of the subject matter of this press release are beyond our
ability to control or predict. Except for our ongoing obligations to
disclose material information under the federal securities laws, we
undertake no obligation to release publicly any updates or revisions
to any forward-looking statements, to report events or to report the
occurrence of unanticipated events unless required by law.
Additional Information
In connection with the proposed transaction, PHH will file a proxy
statement with the SEC. Stockholders are strongly advised to read the
proxy statement and any other relevant documents filed with the SEC as
they become available, because they will contain important information
about the proposed transaction. Stockholders may obtain a copy of the
proxy statement when available along with other documents filed by PHH
Corporation, free of charge, by contacting PHH Investor Relations: in
writing at PHH Corporation, 3000 Leadenhall Road, Mt. Laurel, NJ
08054, by telephone at 856-917-7405, by email at
InvestorRelations@phhmail.com, or by accessing the PHH website at
www.phh.com, or the SEC website at www.sec.gov.
Participants in the Solicitation
PHH Corporation and its directors, executive officers, and certain
other members of its management and employees may be deemed to be
participants in the solicitation of proxies from its stockholders in
connection with the proposed transaction. Information regarding the
interests of such directors and executive officers in the solicitation
will be more specifically set forth in the proxy statement concerning
the proposed transaction that will be filed with the SEC. In addition
to the proxy statement, PHH files annual, quarterly and special
reports, proxy statements and other information with the SEC. You may
read and copy any reports, statements or other information at the SEC
public reference room in Washington, D.C. Please call the SEC at
1-800-SEC-3030 for further information on the public reference rooms.
PHH's filings with the SEC are also available to the public from
commercial document-retrieval services and at the website maintained
by the SEC at http://www.sec.gov.
SOURCE: PHH Corporation
GE Capital Solutions
Stephen White, 203-749-6295
203-837-0540 (cell)
stephen.white@ge.com
or
The Blackstone Group
John Ford, 212-583-5559
917-952-3275 (cell)
ford@blackstone.com
or
PHH Corporation Stockholders
Nancy R. Kyle, 856-917-4268
610-659-0237 (cell)
nancy.kyle@phhmail.com
or
PHH Corporation Media
Karen McCallson, 856-917-8679
856-296-1140 (cell)
karen.mccallson@mortgagefamily.com