Freedom Mortgage starts exchange offers, consent solicitations

Chicago, June 27 – Freedom Mortgage Corp. started exchange offers and consent solicitations for two series of notes on Tuesday, according to a press release.

The offer is open to noteholders of the company’s:

• $509,525,000 outstanding 7 5/8% senior notes due May 1, 2026 (Cusips: 35640YAF4, U31333AD6); and

• $540,246,000 outstanding 6 5/8% senior notes due Jan. 15, 2027 (Cusips: 35640YAG2, U31333AE4).

Noteholders are being asked to exchange their existing notes with new notes (B) with the same coupons and the same maturity dates on a one-to-one basis, but pursuant to new indentures.

As exchange considerations, in addition to the like amount of notes, noteholders will receive a $20 cash consideration as a consent payment for each $1,000 note.

The equal amount of old notes-to-new notes considerations include $50 principal amount of new notes for each $1,000 of notes as early tender premiums, not payable to noteholders who tender their notes for exchange after the early deadline.

Consent solicitation

Exchanging noteholders will be deemed to deliver consent in the related consent solicitation.

Noteholders may not deliver consent without exchanging their notes.

The consent solicitation eliminates certain of the covenants, restrictive provisions, events of default and the requirement for subsidiaries to provide guarantees in the future from the existing senior notes indentures.

A majority of noteholders must consent for each series.

Reorganization

Freedom Mortgage will be reorganizing its corporate structure, transferring all equity interest to Freedom Mortgage Holdings LLC.

After giving effect to the reorganization, neither Freedom Mortgage Parent LLC nor Freedom Mortgage Holdings LLC will have any operations or assets independent of their ownership of their subsidiaries.

The new notes will be initially issued by Freedom Mortgage Corp. but will transition to Freedom Mortgage Holdings LLC.

Details

The exchange offers and consent solicitation are conditional upon one another.

Holders of at least 65% of the aggregate principal amount over both series must participate.

The early tender time is 5 p.m. ET on July 11.

To receive the $20 consent payment, noteholders must tender their notes by the later of the early tender date or 5 p.m. ET on the date the requisite consents are obtained.

The expiration time is 5 p.m. ET on July 26.

Settlement is expected within three days of the expiration time.

The offer is open to Rule 144A investors and persons who qualify under Rule 902. There is an eligibility form that needs filling out (www.dfking.com/freedommortgage).

D.F. King & Co., Inc. is the information and exchange agent for the offer (888 628-1041, 212 269-5550, freedommortgage@dfking.com).

Freedom Mortgage is a Mount Laurel, N.J.-based mortgage lender.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.