The exchange offer included the issuance of new senior secured notes due 2027

Davis Polk advised the dealer managers and solicitation agents in connection with a Rule 144A / Regulation S exchange offer by LD Holdings Group LLC, a direct subsidiary of loanDepot, Inc. (LDI) to exchange up to $497 million of its 6.500% senior notes due 2025 for cash and up to $363 million of new 8.750% senior secured notes due 2027. We also advised the dealer managers and solicitation agents with respect to the related solicitations of consents from the holders of the 2025 notes to amend the indenture governing the notes. The new notes are unconditionally guaranteed by certain subsidiaries of LD Holdings and are secured, subject to permitted liens, by a first-priority security interest in (i) a securities account holding approximately $100 million of LD Holdings’ 6.125% senior notes due 2028 previously repurchased by the issuer, (ii) a securities account holding certain repurchased credit risk retention securities originally issued by certain subsidiaries of LD Holdings and (iii) certain unencumbered non-agency mortgage servicing rights held by a guarantor with a fair value of up to $60 million.

LDI is a leading provider of lending solutions that make the American dream of homeownership more accessible and achievable for all, through a broad suite of lending and real estate services that simplify one of life’s most complex transactions. Headquartered in Southern California and with hundreds of local market offices nationwide, LDI ranks as one of the largest non-bank lenders in the country.

The Davis Polk capital markets team included partners Michael Kaplan and Yasin Keshvargar, counsel Joseph S. Payne and associates Joyce Kim and Walker Halstad. Partner Sanders Witkow and associate Madeleine Mavro provided finance advice. Counsel Dana Seesel Bayersdorfer provided financial institutions advice. Partner Pritesh P. Shah provided intellectual property advice. Counsel Yixuan Long provided tax advice. All members of the Davis Polk team are based in the New York office.

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