Cendant Board of Directors Approves Spin-Off of Its Mortgage and Fleet Businesses to Stockholders Through a Distribution of PHH
06 Janvier 2005 - 2:48PM
PR Newswire (US)
Cendant Board of Directors Approves Spin-Off of Its Mortgage and
Fleet Businesses to Stockholders Through a Distribution of PHH
Corporation Common Stock PHH Corporation to Become an Independent
Publicly Traded Company as of February 1, 2005 NEW YORK, Jan. 6
/PRNewswire-FirstCall/ -- Cendant Corporation (NYSE:CD) announced
today that its board approved the spin-off of its mortgage and
fleet businesses through the distribution of 100% of the shares of
its PHH Corporation subsidiary to stockholders of Cendant
Corporation. The distribution will be payable on January 31, 2005
to Cendant stockholders of record as of the close of business on
January 19, 2005. Cendant expects to distribute one share of PHH
common stock for every twenty shares of Cendant common stock
outstanding as of the record date. Fractional shares of PHH common
stock will not be distributed and any Cendant stockholder entitled
to receive a fractional share will instead receive a cash payment.
In connection with the spin-off, Cendant will enter into a mortgage
origination venture with PHH to continue to participate as an owner
in the earnings from the origination of mortgages from customers of
Cendant's real estate brokerage and relocation businesses. PHH will
manage this venture and retain all servicing asset risk. "As we
have said previously, the spin-off of our mortgage and fleet
management operations represents a key step in Cendant's strategic
plan to reduce complexity and focus solely on the travel and real
estate services industries. At the same time, the structure of this
transaction will allow us to keep intact the benefits of our real
estate 'value circle', whereby we derive significant benefits from
cross-selling various real estate services," said Cendant's
Chairman and Chief Executive Officer, Henry R. Silverman. The
distribution has been structured to qualify as a tax-free stock
dividend to Cendant stockholders for U.S. federal income tax
purposes. Cash received in lieu of fractional shares, however, will
be taxable. As of December 31, 2004, Cendant had approximately 1.05
billion shares outstanding. Based on the distribution ratio,
approximately 52.6 million shares of PHH common stock will be
distributed to Cendant stockholders, subject to adjustment based on
the total number of shares of Cendant common stock outstanding on
the record date. Because Cendant common stock will continue to
trade "regular-way" (inclusive of the PHH distribution) on the New
York Stock Exchange (the "NYSE") through the distribution date, any
holder of Cendant common stock who sells shares on or before
January 31, 2005 will also be selling the related entitlement to
receive shares of PHH common stock in respect of such shares.
Investors are encouraged to consult with their financial advisors
regarding the specific implications of selling Cendant common stock
before the distribution date. PHH has filed an application to list
its common stock on the NYSE under the symbol "PHH." "All of us at
PHH are excited to return to our roots as an independent public
company," said Terence W. Edwards, who is currently president of
PHH's mortgage services business and will become PHH Corporation's
chief executive officer on January 31. "At the same time, our
long-standing focus on customer service, our drive for excellence
in providing outsourced mortgage and fleet management services to
other organizations, and our relationship with Cendant's leading
real estate brands will continue without interruption." Shortly
after January 19, 2004, Cendant will mail an information statement
to its stockholders of record as of the close of business on the
record date. The information statement will include information
regarding the distribution and the business and management of PHH
Corporation following the distribution. In addition, Cendant and
PHH Corporation intend to file important information related to the
spin-off, including this release, with the Securities and Exchange
Commission on Form 8-K. Goldman, Sachs & Co. acted as financial
advisor to Cendant, and JPMorgan acted as financial advisor to PHH,
in connection with the spin-off and related transactions. About PHH
Corporation PHH's mortgage business is the sixth largest retail
originator of residential mortgage loans in the United States.
PHH's fleet management business, operating as PHH Arval, is the
nation's second-largest provider of outsourced commercial fleet
management services. The two businesses had combined revenues in
excess of $2 billion for the twelve months ended September 30,
2004. Following the spin-off, PHH will be headquartered in Mount
Laurel, New Jersey. About Cendant Corporation Cendant Corporation
is primarily a provider of travel and residential real estate
services. With approximately 90,000 employees, New York City-based
Cendant provides these services to businesses and consumers in over
100 countries. More information about Cendant, its companies,
brands and current SEC filings may be obtained by visiting the
Company's Web site at http://www.cendant.com/. Statements about
future results made in this release, including the projections and
the planned business dispositions constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These statements are based on current
expectations and the current economic environment. The Company
cautions that these statements are not guarantees of future
performance. Actual results may differ materially from those
expressed or implied in the forward-looking statements. Important
assumptions and other important factors that could cause actual
results to differ materially from those in the forward-looking
statements are specified in Cendant's Form 10-Q for the period
ended September 30, 2004. DATASOURCE: Cendant Corporation CONTACT:
Media - Elliot Bloom, +1-917-783-2262; Investors - Sam Levenson,
+1-212-413-1834, or Henry A. Diamond, +1-212-413-1920, all for
Cendant Corporation Web site: http://www.cendant.com/
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