loanDepot Announces Amendments to Exchange Offer and Consent Solicitation for 6.500% Senior Notes due 2025
As amended, the Exchange Offer will provide that the New Notes will pay interest at a rate of 8.750% (an incremental 0.500% per annum) and mature
The Issuer’s previous offer to exchange
Solely for illustrative purposes, the below table shows the approximate Total Consideration for Old Notes Tendered at or prior to the Expiration Time, in the event that (a) all
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Exchange Consideration for
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Principal Amount of
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Aggregate Amount |
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Percentage of
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New Notes (principal amount) |
Cash |
New Notes
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Cash |
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100% |
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85% |
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(1) All consideration amounts are approximate amounts and do not reflect the impact of rounding in accordance with the terms described in the Offering Memorandum and Consent Solicitation Statement. We will not accept any tender that would result in the issuance of less than |
The New Notes will be guaranteed by the subsidiaries of the Issuer that are existing guarantors of the Old Notes and the Issuer’s outstanding 6.125% Senior Notes due 2028 (the “2028 Notes”), as well as mello
Other amendments to the Exchange Offer include:
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the addition of a minimum participation condition to the Exchange Offer such that the consummation of the Exchange Offer is conditioned (unless waived by the Issuer in its sole discretion) upon Eligible Holders of at least 85% (
$423,087,500 ) of the aggregate principal amount of Old Notes validly tendering, and not validly withdrawing, their Old Notes at or prior to the Expiration Time (“Minimum Tender Condition”); - modifications to certain of the negative covenants of the New Notes that further limit the Issuer and its Restricted Subsidiaries from (a) incurring additional Capital Markets Indebtedness secured by a Lien, or incurring any Indebtedness (other than Permitted Funding Indebtedness) secured by MSRs or any residual interest therein, and (b) making Investments in or Restricted Payments to subsidiaries that are not guarantors of the New Notes;
- a modification to the amendment provisions of the New Notes such that the guarantees of the New Notes may not be discharged via an amendment to the Indenture governing the New Notes without the consent of each holder of New Notes;
- the addition of the release of the guarantees for the Old Notes, subject to participation from at least a majority of holders of Old Notes
- modifications to the Collateral for the New Notes as further described above;
- adding mello as a secured Guarantor of the New Notes and, in lieu of a pledge of the stock of mello, causing mello to pledge the Collateral it holds, and covenanting that mello or a subsidiary thereof will, to the extent not otherwise prohibited by applicable law, rule or regulation, purchase and hold any credit risk retention securities issued in connection with any future Permitted Securitization Indebtedness; and
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extending the Withdrawal Deadline for the Exchange Offer to
5:00 p.m. ,New York City time, onJune 7, 2024 .
Eligible Holders are encouraged to read the Supplement carefully for a more detailed description of such changes.
The Issuer was advised by the information and exchange agent for the Exchange Offer that, as of
The Supplement will only be distributed to Eligible Holders of the Old Notes who properly complete and return or have completed and returned an eligibility form confirming that they are either a “qualified institutional buyer” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or a non-
This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the New Notes. The Exchange Offer and Consent Solicitation is only being made pursuant to the Offering Memorandum and Consent Solicitation Statement and the Supplement. The Exchange Offer is not being made to holders of Old Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
The New Notes will not be registered under the Securities Act, or any other applicable securities laws and, unless so registered, the New Notes may not be offered, sold, pledged or otherwise transferred within
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements that are based on management’s beliefs and assumptions and on information currently available to management. Forward-looking statements include statements that are not historical facts and can be identified by terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “will,” “would” or similar expressions and the negatives of those terms.
Forward-looking statements involve known and unknown risks, uncertainties and other factors, such as the satisfaction of the conditions described in the Offering Memorandum and Consent Solicitation Statement, whether holders that indicate their intent to participate in the Exchange Offer will actually tender their Old Notes, that may cause loanDepot’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Given these uncertainties, you should not place undue reliance on forward-looking statements. Also, forward-looking statements represent management’s beliefs and assumptions only as of the date of this press release. You should read this press release with the understanding that loanDepot’s actual future results may be materially different from what loanDepot expects.
Important factors that could cause actual results to differ materially from loanDepot’s expectations are included in the section entitled “Risk Factors” set forth in the Offering Memorandum and Consent Solicitation Statement and under the caption “Risk Factors” included in loanDepot’s Annual Report on Form 10-K for the year ended
About loanDepot
loanDepot (NYSE: LDI) is a leading provider of lending solutions that make the American dream of homeownership more accessible and achievable for all, especially the increasingly diverse communities of first-time homebuyers, through a broad suite of lending and real estate services that simplify one of life’s most complex transactions. Since its launch in 2010, the company has been recognized as an innovator, using its industry-leading technology to deliver a superior customer experience. Our digital-first approach makes it easier, faster and less stressful to purchase or refinance a home. Today, as one of the largest non-bank lenders in the country, loanDepot and its mellohome operating unit offer an integrated platform of lending, loan servicing, real estate and home services that support customers along their entire homeownership journey. Headquartered in
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Investor Relations Contact:
Senior Vice President, Investor Relations
(949) 822-4074
gerdelji@loandepot.com
Media Contact:
Senior Vice President, Communications & Public Relations
(949) 822-4024
rebeccaanderson@loandepot.com
Source: loanDepot, Inc.