Pennant Capital Sends Letter to PHH Stockholders - Urges Vote on Gold Proxy to Elect...

Pennant Capital Sends Letter to PHH Stockholders - Urges Vote on Gold Proxy to
Elect the Pennant Board Nominees

NEW YORK, May 19 /PRNewswire/ -- Pennant Capital today issued the following
letter to stockholders of PHH Corp. (NYSE: PHH) relating to the Company's 2009
annual meeting to be held on June 10, 2009:

VOTE TO STRENGTHEN THE PHH BOARD AT THIS CRITICAL TIME

VOTE THE GOLD PROXY CARD FOR NEEDED CHANGE AT PHH

May 19, 2009

To Our Fellow PHH Stockholders:

In just three short weeks, at PHH Corporation's 2009 Annual Meeting, you will
be asked to make a decision that is critical to the Company's future. As you
may know, Pennant Capital is seeking to elect two Independent Nominees to
PHH's Board of Directors, in opposition to two of the Board's three nominees.
We are writing to explain why we are taking this step, and why we believe it
is essential that you vote on our GOLD proxy card in favor of Allan Loren and
Greg Parseghian, the highly qualified Independent Nominees.

Investment funds managed by Pennant Capital own 9.94% of PHH's common stock
and have a significant stake in the future success of the Company. We have
been a PHH stockholder for more than three years, and are a long-term holder
seeking to create long-term value for all PHH stockholders. Over the past
year, as increasing challenges have confronted and threatened the Company, we
have concluded that PHH's current Board and management have failed to meet
those challenges in important ways. As a result, we believe that change on
the Board is necessary, and that the fresh perspective and expertise that the
Independent Nominees will bring to the Board can better position the Company
to meet its present and future challenges.

A FRESH APPROACH IS NEEDED

We have detailed in our proxy statement and elsewhere why we believe PHH,
under the leadership of Board Chairman A.B. Krongard and CEO Terence Edwards,
has been poorly managed. We believe that PHH must, at a minimum, take the
following steps in order to position the Company for success:

-- Build a more flexible cost structure targeted for profitability in all
environments.
-- Establish compensation arrangements that base management incentives on
factors that are within management's control.
-- Fully evaluate the profitability of each existing and potential client
contract, with a view toward profitable growth.

-- Understand and publicly articulate the normalized earnings power of
the
Company.

We believe that it is the responsibility of the Board to carefully consider
and take these and other steps to enhance long-term stockholder value, and we
believe that Allan Loren and Greg Parseghian can play a vital role in
implementing needed change at PHH.

THE TIME FOR CHANGE IS NOW

In approximately 18 months, PHH's unsecured credit facility - with nearly $1
billion drawn at March 31, 2009 - will come due. Given the recent declines in
PHH Fleet's profitability and the lack of sustained profitability at PHH
Mortgage in recent years, lenders may question the Company's prospects for
long-term sustained profitability, and that may affect its ability to
refinance the credit facility on commercially acceptable terms. With only a
year and a half left before this debt has to be refinanced, we believe that
now is the time to revitalize the Board with the fresh perspective, experience
and expertise that the Independent Nominees can provide.

Moreover, Messrs. Krongard and Edwards are seeking re-election to new,
three-year terms. After the 2009 Annual Meeting, stockholders will not have
an opportunity to vote again on their leadership until 2012, when their new
Board terms would expire. We believe that change on the Board cannot wait
that long, and that the re-election of Messrs. Krongard and Edwards would send
the wrong message to the Board by suggesting that stockholders approve of the
job that management and the Board are doing and that change at PHH is not
necessary.

THE CURRENT PHH BOARD LACKS IMPORTANT EXPERIENCE AND EXPERTISE

Non-management directors on a corporate board play an extremely important role
in evaluating, guiding and serving as a sounding board for the company's CEO
and management. To play that role at PHH, we believe non-management directors
should have, as suggested by PHH's own Corporate Governance Guidelines,
"diverse professional and personal backgrounds" combining "a broad spectrum of
experience and expertise."

Surprisingly, however, not a single non-management Board member appears ever
to have served as CEO of a public Company. We believe this glaring lack of
experience deprives the Board of an invaluable understanding, perspective and
source of stature and credibility from which the independent members of the
Board can provide guidance to, and serve as a sounding board for, the
Company's CEO.

In addition, only one non-management director seems to have had any specific
business background in the mortgage industry. Apparently, this lack of
experience and expertise has been of serious concern to the Board as well,
based on the Company's April 2, 2009 announcement that it had established an
"important relationship" by retaining a consultant whose "extensive mortgage
industry and other experience" the Board believed would "prove extremely
valuable to the Board and the Company." While hiring a consultant with
essential expertise that is broadly lacking on the Board is a step in the
right direction, we believe that this additional expertise should reside in
members of the Board, who owe fiduciary duties directly to stockholders,
rather than only being supplied by a paid consultant who owes his job to
management and the Board.

THE INDEPENDENT NOMINEES FILL IMPORTANT GAPS IN THE EXPERIENCE AND EXPERTISE
OF THE BOARD

We strongly believe that each of the Independent Nominees will bring valuable
experience and expertise to the Board and will make it more likely that the
Board can drive the process of creating long-term value for all stockholders.
The Independent Nominees do not have, and have not had, any financial or
compensatory business relationship with us, and were chosen by us specifically
because they are independent and not beholden to us and because we have great
confidence in the experience, expertise and energy they will bring to the PHH
Board.

We identified Greg Parseghian as a candidate for the Board because of his
extensive background in the mortgage industry, including his having served as
Chief Investment Officer, and ultimately Chief Executive Officer, of Freddie
Mac. We are very impressed with Greg's deep understanding of all aspects of
the industry, including the production and servicing segments in which the
Company operates, as well as the secondary markets for mortgage loans. Given
our belief that significant changes need to be made at PHH Mortgage in order
to achieve profitability in all market environments, we think it is extremely
important at this juncture to have an expert of Greg's stature sitting at the
Board table when these changes are discussed and acted on. In particular, we
believe that Greg's background as Chief Investment Officer of Freddie Mac will
enable him to make valuable contributions to the Company's efforts to manage
its mortgage servicing rights, which have resulted in significant losses in
recent quarters.

We identified Allan Loren as a candidate for the Board from among many
candidates introduced to us by an executive search firm. Allan currently
serves as an Executive Coach to CEOs and served as both Chairman and Chief
Executive Officer of Dun & Bradstreet, where he was instrumental in refocusing
D&B's business and creating and implementing its "Blueprint for Growth"
strategy. During his five years leading that company, Allan grew D&B's
earnings per share from $1.71 to $2.98, increased free cash flow from $164
million to $239 million per year, and produced a total stockholder return of
378%. Having served for five years as CEO of a well-known public company that
successfully underwent a turnaround during his tenure, we believe that Allan's
experience will be invaluable for PHH as it seeks to change to meet the
challenges it faces. In particular, Allan's experience in turning around D&B
positions him to provide valuable input into efforts to cut costs and build a
more flexible cost structure at PHH. Allan also brings to the table an
incredible diversity of business experience as a former member of senior
management, in a variety of key positions, at American Express Company,
Galileo International, Apple Computer and Cigna.

VOTE THE GOLD PROXY CARD TO BRING MUCH NEEDED CHANGE - FRESH VOICES AND FRESH
IDEAS - TO THE PHH BOARD

By asking you to vote the GOLD proxy card, we are not asking you to hand over
control of PHH. We are only asking that you elect two new directors to a
seven-member board so that ALL stockholders will be represented by at least
two independent directors who have been nominated by stockholders for the
express purpose of enhancing stockholder value and who in no way are beholden
to management.

If you have any questions, or need assistance voting your GOLD proxy card,
please contact MacKenzie Partners, Inc., which is assisting us in this
solicitation, at (800) 322-2885 (toll-free) or (212) 929-5500 (call collect)
or by email at proxy@mackenziepartners.com. You may also be able to vote by
telephone or internet by following the instructions on the enclosed voting
form.

On behalf of Pennant Capital Management, LLC,

Sincerely,

/s/ Alan Fournier

Alan Fournier
Managing Member

SOURCE Pennant Capital

Mark H. Harnett, MacKenzie Partners, Inc., +1-212-929-5500