MADISON, N.J., Feb. 3, 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, priced $300 million aggregate principal amount of 5.750%
senior notes due 2029 (the "Notes") at an issue price of 101.500% 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 size of the offering has been upsized from
$200 million to $300 million. The closing of the offering is
expected to occur on February 4,
2021, subject to customary closing conditions.
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.
Investor Relations Contacts:
Alicia Swift
(973) 407-4669
alicia.swift@realogy.com
Danielle Kloeblen
(973) 407-2148
danielle.kloeblen@realogy.com
Media Contact:
Trey Sarten
(973) 407-2162
trey.sarten@realogy.com
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SOURCE Realogy Holdings Corp.