Realogy Completes Refinancing of Senior Secured Credit Facility
PARSIPPANY, NJ - (Marketwire - Mar 5, 2013) - Realogy Holdings Corp. (NYSE: RLGY), a global leader in real estate franchising and provider of real estate brokerage, relocation and settlement services, today announced the completion of the previously announced refinancing of the senior secured credit facility for Realogy Group LLC, an indirect, wholly owned subsidiary.
Realogy used the proceeds from its new term loan and revolving credit facilities to pay off the outstanding borrowings under its previous term loan and revolving credit facilities.
"We are pleased that we were able to refinance our senior secured credit facility and extend the maturity dates for our term loan and revolver to 2020 and 2018, respectively," said Anthony E. Hull, Realogy's executive vice president, chief financial officer and treasurer. "The new facility provides Realogy with $210 million of additional liquidity before fees and expenses related to the transaction as well as added flexibility to use our future free cash flow to retire our high coupon debt more quickly."
Specifically, Realogy's refinanced term loan facility is comprised of $1.920 billion aggregate principal amount term loan with a maturity date of March 2020. This represents a $98 million increase and a four-year extension on the maturity date from its previous term loan facility. The interest payable on the new term loan facility is LIBOR plus 3.50% with a 1% LIBOR floor, and lenders purchased the debt at 99% of par.
Also as part of this transaction, Realogy entered into a new revolving credit facility with a capacity of up to $475 million aggregate principal amount and a maturity date of March 2018. This represents a $112 million increase in capacity and a two-year extension on the maturity date from its previous revolving credit facility. Borrowings under the new revolving credit facility will bear interest at a rate of LIBOR plus 2.75%.
"We intend to use our remaining IPO proceeds of approximately $220 million and our free cash flow, which we expect to be significantly improved beginning in 2013, to retire our most expensive debt over the next several years, beginning with our subordinated debt this April," said Hull. "We will continue to analyze and optimize our capital structure in order to reach our goal of becoming investment grade."
Accordingly, Realogy announced today that it will redeem all of the approximately $189.6 million aggregate principal amount 12.375% Senior Subordinated Notes due 2015 and all of the approximately $10.3 million aggregate principal amount 13.375% Senior Subordinated Notes due 2018 (collectively, the "Senior Subordinated Notes") with net proceeds remaining from the Realogy Holdings October 2012 initial public offering. The redemption will occur on April 16, 2013, at a redemption price, payable in cash, equal to 100% of the principal amount of the 12.375% Senior Subordinated Notes due 2015 and 106.688% of the principal amount of the 13.375% Senior Subordinated Notes due 2018, to be redeemed, together with accrued and unpaid interest, if any, to, but excluding, the redemption date.
After giving effect to the completion of this refinancing transaction and the April 2013 redemption of the Subordinated Notes, Realogy will not have any corporate debt maturities prior to April 2017.
Certain statements in this press release constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Realogy Holdings Corp. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Statements preceded by, followed by or that otherwise include the words "believes", "expects", "anticipates", "intends", "projects", "estimates" and "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.
Various factors that could cause actual future results and other future events to differ materially from those estimated by management include, but are not limited to: adverse developments or the absence of sustained improvement in general business, economic and political conditions; adverse developments or the absence of improvement in the residential real estate markets including but not limited to the lack of sustained improvement in the number of home sales and/or stagnant or declining in home prices, low levels of consumer confidence, the impact of slow economic growth or future recessions and related high levels of unemployment in the U.S. and abroad, continued low inventory levels, renewed high levels of foreclosures, seasonal fluctuations in the residential real estate brokerage business, and increasing mortgage rates and down payment requirements and/or constraints on the availability of mortgage financing; the Company's geographic and high-end market concentration, particularly with respect to its Company-owned brokerage operations; the Company's failure to enter into or renew franchise agreements or maintain its brands; risks relating to our substantial amount of outstanding debt and interest obligations; variable rate indebtedness which subjects the Company to interest rate risk; the Company's inability to access capital, including the inability to complete the refinancing of its senior secured credit facility; any outbreak or escalation of hostilities on a national, regional or international basis; government regulation as well as legislative, tax or regulatory changes that would adversely impact the residential real estate market, including but not limited to potential reform of the financing of the U.S. housing and mortgage markets and/or the Internal Revenue Code; the Company's inability to realize benefits from future acquisitions; the Company's inability to sustain improvements in its operating efficiency; and the final resolution or outcomes with respect to Cendant's remaining contingent liabilities.
Consideration should be given to the areas of risk described above, as well as those risks set forth under the headings "Forward-Looking Statements" and "Risk Factors" in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2012, and in our other filings made from time to time, in connection with considering any forward-looking statements that may be made by us and our businesses generally. 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.
About Realogy Holdings Corp.
Realogy Holdings Corp. (NYSE: RLGY) is a global leader in residential real estate franchising with company-owned residential real estate brokerage operations doing business under its franchise systems as well as relocation and title services. Realogy's brands and business units include Better Homes and Gardens® Real Estate, CENTURY 21®, Coldwell Banker®, Coldwell Banker Commercial®, The Corcoran Group®, ERA®, Sotheby's International Realty®, NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise system members operate approximately 13,600 offices with 238,900 independent sales associates doing business in 102 countries around the world. Realogy is headquartered in Parsippany, N.J.