ServiceMaster (Sans TruGreen) Commences IPO Action

6/24/2014

MEMPHIS, TENN.- ServiceMaster Global Holdings, Inc.,which divested itself of TruGreen Lawn Care this past January, has commenced an initial public offering of 35,900,000 shares of common stock pursuant to a registration statement on Form S-1, as amended, filed with the U.S. Securities and Exchange Commission (SEC).

The initial public offering price is currently expected to be between $18.00 and $21.00 per share of common stock, after giving effect to the two-for-three reverse stock split that became effective on June 13, 2014. The company has granted the underwriters a 30-day option to purchase up to an additional 5,385,000 shares of common stock.

The company intends to use the net proceeds of the offering after fees and expenses (i) to redeem (a) $210 million of the outstanding principal of the 8 percent senior notes due 2020 issued by its subsidiary, The ServiceMaster Company, LLC (SvM), at a redemption price equal to 108 percent of the principal amount thereof, plus accrued interest and (b) $262.5 million of the outstanding principal of the 7% senior notes due 2020 issued by SvM, at a redemption price equal to 107% of the principal amount thereof, plus accrued interest, (ii) to pay certain shareholders consulting termination fees of $21 million and (iii) to repay borrowings under its existing term loan facility with any remaining proceeds.

The offering is being made through an underwriting group led by J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co. and Morgan Stanley & Co. LLC, who are acting as joint book-running managers and as representatives of the underwriters for the offering. Additional book-running managers are BofA Merrill Lynch, Jefferies LLC, Natixis Securities Americas LLC and RBC Capital Markets, LLC. Robert W. Baird & Co. Incorporated, Piper Jaffray & Co. and Samuel A. Ramirez & Company, Inc. are acting as co-managers for the offering.

Copies of the preliminary prospectus may be obtained from:

* J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, Attention: Prospectus Department, 1155 Long Island Ave., Edgewood, NY 11717, (866) 803-9204;

* Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York 10010, (800) 221-1037, email: newyork.prospectus@credit-suisse.com;

* Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, New York 10282, or by telephone at (866) 471-2526, or by facsimile at (212) 902-9316 or by email at prospectus-ny@ny.email.gs.com; and

* Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, or telephone: 1-866-718-1649, or email: prospectus@morganstanley.com.

ServiceMaster Global Holdings, Inc. provides residential and commercial services, operating through an extensive service network of more than 7,000 company-owned, franchised and licensed locations. The company's high-profile brands are Terminix, American Home Shield, ServiceMaster Restore, ServiceMaster Clean, Merry Maids, Furniture Medic and AmeriSpec.