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PHH Corporation Announces Increase Of Previously Announced Tender Offer

PHH Corporation (NYSE:PHH) ("PHH" or the "Company") announced today that it is increasing the maximum amount (the "Maximum Tender Amount") of its 9¼% Senior Notes due 2016 (the "Notes") that it is seeking to purchase for cash pursuant to its previously announced tender offer to $350 million, from the original amount of $300 million.

In conjunction with the tender offer, the Company also commenced a consent solicitation to amend the indenture governing the Notes to modify the covenants to conform them with the covenants in the indenture governing the Company's 7.375% Senior Notes due 2019.

Full details of the terms and conditions of the tender offer are included in PHH’s Offer to Purchase, dated August 6, 2013, and the accompanying Letter of Transmittal. Except for the increase in the Maximum Tender Amount and the increase in the proration percentage from 66.67% to 77.78%, all other terms and conditions of the tender offer are unchanged.

Holders who properly tender and do not withdraw their Notes and deliver their consents to the proposed amendments on or prior to 5:00 p.m., New York City time, on August 19, 2013, unless extended or earlier terminated (the "Consent Expiration Date"), will be eligible to receive the total consideration, which includes an early tender premium equal to $30.00 per $1,000 principal amount of the tendered Notes, as set forth in the table below.


Principal Amount

Maximum Tender


Tender Offer Early Tender Total
CUSIP No.     Outstanding     Amount    

Security Description

    Consideration (1)     Premium (1)     Consideration (1)(2)
693320AL7 $450,000,000 $350,000,000 9¼% Senior Notes $1,150 $30.00 $1,180
due 2016

(1) Per $1,000 principal amount of Notes validly tendered and accepted for purchase.(2) Inclusive of the Early Tender Premium.

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