UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 1, 2011
PHH CORPORATION
(Exact name of registrant as specified in its charter)
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| MARYLAND
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1-7797
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52-0551284 |
| (State or other jurisdiction
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(Commission File Number)
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(IRS Employer |
| of incorporation)
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Identification No.) |
3000 Leadenhall Road
Mt. Laurel, New Jersey 08054
(Address of principal executive offices, including zip code)
(856) 917-1744
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition.
On February 28, 2011, PHH Corporation (“PHH”, the “Company,” “we,” “us,” or “our”) issued a press
release announcing its financial results for the three and twelve month periods ended December 31,
2010. On March 1, 2011, PHH Corporation reissued such press release to correct certain
typographical errors and the corrected press release is attached to this Current Report on Form
8-K/A as Exhibit 99.1.
The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished
and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), nor shall it be incorporated by reference into any registration
statement or other document pursuant to the Securities Act of 1933, as amended (the “Securities
Act”), except as expressly set forth in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 PHH Corporation revised press release dated February 28, 2011.*
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Exhibit 99.1 hereto is being furnished and shall not be deemed “filed” for purposes of
Section 18 of the Exchange Act, nor shall such Exhibit be incorporated by reference into any
registration statement or other document pursuant to the Securities Act, except as expressly
set forth in such filing. |
Forward-Looking Statements
Certain statements in this press release are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Generally, forward looking statements are not
based on historical facts but instead represent only our current beliefs regarding future events.
All forward-looking statements are, by their nature, subject to risks, uncertainties and other
factors. Investors are cautioned not to place undue reliance on these forward-looking statements.
You should understand that these statements are not guarantees of performance or results and are
preliminary in nature. Statements preceded by, followed by or that otherwise include the words
“expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “may increase,” “may
result,” “will result,” “may fluctuate” 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.
You should consider the areas of risk described under the heading “Cautionary Note Regarding
Forward-Looking
Statements” and “Risk Factors” in our periodic reports filed with the Securities and Exchange
Commission under the Exchange Act, including our most recent Annual Report on Form 10-K and
Quarterly Reports on Form 10-Q, in connection with 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, applicable stock exchange listing standards and
unless otherwise required by law, we undertake no obligation to release publicly any updates or
revisions to any forward-looking statements or to report the occurrence or non-occurrence of
anticipated or unanticipated events.