Tree.Com Inc Amends Definitive Agreement To Sell Certain Assets Of Home Loan Center, Inc. To Discover Financial Services

Tree.Com Inc announced that it has signed an amendment to the asset purchase agreement related to the sale of substantially all of the operating assets of its Home Loan Center subsidiary to Discover Financial Services. Home Loan Center, which operates as LendingTree Loans, originates and processes residential mortgage loans in all fifty states and the District of Columbia. Through the amendment, certain terms of the agreement have been modified in order to facilitate the transaction Purchase Price Payments Under the original agreement, $35.9 million was due upon closing with $10 million due on the first and second anniversaries of the closing, for a net purchase price of $55.9 million. Under the terms of the amendment, the deferred portion of the purchase price is accelerated. $3 million is due on March 7, 2012, regardless of whether or not the transaction has closed, $7 million is due at closing and $10 million is due on the first anniversary of the closing. Timing - Under the original agreement, Home Loan Center or Discover could terminate the agreement if closing did not occur on or before October 9, 2011. As a result, the end date has been extended to March 7, 2012. The end date may be further extended to July 6, 2012.