MADISON, N.J., Feb. 2, 2021 /PRNewswire/ -- Realogy
Holdings Corp. (NYSE: RLGY) (the "Company") announced today
that its indirect, wholly-owned subsidiary, Realogy Group LLC
("Realogy Group"), together with a co-issuer, is proposing to
issue, subject to market and other conditions, $200 million aggregate principal amount of 5.750%
senior notes due 2029 (the "Notes") in a private offering that is
exempt from the registration requirements of the Securities Act of
1933, as amended (the "Securities Act"). The Notes will be issued
under the same indenture as the $600
million aggregate principal amount of Realogy Group's 5.750%
senior notes due 2029 issued on January 11,
2021. The Notes will be guaranteed on an unsecured senior
basis by each of Realogy Group's domestic subsidiaries (other than
the co-issuer of the Notes) that is a guarantor under its senior
secured credit facilities and certain of its outstanding
securities. The Notes will also be guaranteed by the Company on an
unsecured senior subordinated basis. The Notes will be effectively
subordinated to all of Realogy Group's existing and future senior
secured debt, including its senior secured credit facilities, to
the extent of the value of the assets securing such debt.
The Company currently intends to use the net proceeds from this
offering to repay a portion of the outstanding borrowings under its
term loan B credit facility. The application of the net proceeds
from the offering is subject to change, and the Company may elect
to apply all or a portion of such proceeds to repay other
indebtedness.
The Notes and the related guarantees will not be registered
under the Securities Act or any state securities law and may not be
offered or sold in the United
States absent registration or an applicable exemption from
registration under the Securities Act and applicable state
securities laws. The Notes and the related guarantees will be
offered only to persons reasonably believed to be qualified
institutional buyers under Rule 144A of the Securities Act and
outside the United States under
Regulation S of the Securities Act.
This press release shall not constitute an offer to sell, or
the solicitation of an offer to buy, any securities, nor shall
there be any sales of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such
jurisdiction. This press release is being issued pursuant to
and in accordance with Rule 135(c) under the Securities
Act.
About Realogy Holdings Corp.
Realogy Holdings Corp. (NYSE: RLGY) is the leading and most
integrated provider of U.S. residential real estate services,
encompassing franchise, brokerage, relocation, and title and
settlement businesses as well as a mortgage joint venture.
Realogy's diverse brand portfolio includes some of the most
recognized names in real estate: Better Homes and Gardens® Real
Estate, CENTURY 21®, Coldwell Banker®, Coldwell Banker Commercial®,
Corcoran®, ERA®, and Sotheby's International Realty®. Using
innovative technology, data and marketing products, best-in-class
learning and support services, and high-quality lead generation
programs, Realogy fuels the productivity of independent sales
agents, helping them build stronger businesses and best serve
today's consumers. Realogy's affiliated brokerages operate around
the world with approximately 189,000 independent sales agents in
the United States and more than
129,000 independent sales agents in 114 other countries and
territories. Recognized for nine consecutive years as one of the
World's Most Ethical Companies, Realogy has also been designated a
Great Place to Work three years in a row and one of Forbes' Best
Employers for Diversity. Realogy is headquartered in Madison, New Jersey.
Forward Looking Statements
Certain statements in this press release, including
statements relating to the offering of the Notes and the
anticipated use of net proceeds therefrom, constitute
"forward-looking statements." Statements preceded by,
followed by or that otherwise include the words "believes",
"expects", "anticipates", "intends", "projects", "estimates",
"plans" 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. Any statements
that refer to expectations or other characterizations of future
events, circumstances or results are forward-looking
statements. These statements are subject to significant risks
and uncertainties, including, without limitation, risks and
uncertainties related to economic, market or business conditions
and satisfaction of customary closing conditions related to the
private offering. No assurance can be given that the offering of
Notes discussed above will be consummated on the terms described or
at all. 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.
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SOURCE Realogy Holdings Corp.