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Freedom Mortgage Corporation - Exchange Offers and Consent Solicitations - Launch

Freedom Mortgage Corporation Commences Exchange Offers and Consent Solicitations

27 JUNE 2023

Full announcement including disclaimers and offer restrictions available via PRN (Source: Freedom Mortgage Corporation)

"NEW YORK, June 27, 2023 /PRNewswire/ -- Freedom Mortgage Corporation ("Freedom Mortgage") today announced that it has commenced offers to eligible holders to exchange (each an "Exchange Offer" and collectively, the "Exchange Offers") any and all of its outstanding 7.625% Senior Notes due 2026 (the "Existing Senior 2026 Notes") and 6.625% Senior Notes due 2027 (the "Existing Senior 2027 Notes" and, together with the Existing Senior 2026 Notes, the "Existing Senior Notes") for up to $509,525,000 aggregate principal amount of 7.625% Senior Notes due 2026 (the "New 7.625% Senior Notes due 2026") and up to $540,246,000 aggregate principal amount of 6.625% Senior Notes due 2027 (the "New 6.625% Senior Notes due 2027" and, together with the New 7.625% Senior Notes due 2026, the "New Senior Notes") issued by Freedom Mortgage pursuant to new indentures (collectively, the "New Senior Notes Indentures"), as set forth in the table below.

The following table sets forth the Consent Payment, the Exchange Consideration, the Early Tender Premium and the Total Exchange Consideration for each series of Existing Senior Notes:"

"In conjunction with the Exchange Offers, Freedom Mortgage is soliciting consents (each, a "Consent Solicitation" and, collectively, the "Consent Solicitations") to adopt certain proposed amendments to each of the indentures governing the Existing Senior Notes (the "Existing Senior Notes Indentures") in exchange for consideration consisting of cash in the form of consent payments (the "Consent Payments"). Such proposed amendments will eliminate certain of the covenants, restrictive provisions, events of default and the requirement for subsidiaries to provide guarantees in the future from the Existing Senior Notes Indentures. The consent of the holders of a majority of the aggregate principal amount of the Existing Senior Notes outstanding of a series will be required in order to effectuate the amendments to the corresponding Existing Senior Notes Indenture for that series. Eligible holders may not deliver a consent in the Consent Solicitation without tendering Existing Senior Notes in the applicable Exchange Offer. If an eligible holder tenders Existing Senior Notes in an Exchange Offer, such eligible holder will be deemed to deliver its consent, with respect to the principal amount of such tendered Existing Senior Notes, to the proposed amendments. "



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