
Advance Match Funded Liabilities		Borrowing Capacity			Outstanding Balance
Borrowing Type	Maturity (1)	Amort. Date (1)	Total		Available (2)			March 31, 2022			December 31, 2021




Advance Receivables Backed Notes - Series 2015-VF5 (3)	Jun. 2052	Jun. 2022	$	80,000	$	67,213		$	12,787		$	14,231
Advance Receivables Backed Notes, Series 2020-T1 (4)	Aug. 2052	Aug. 2022	445,000		—			445,000			475,000
Total Ocwen Master Advance Receivables Trust (OMART)		525,000	67,213		457,787			489,231









Ocwen GSE Advance Funding (OGAF) - Advance Receivables Backed Notes, Series 2015-VF1 (5)	Aug. 2052	Aug. 2022	40,000		477			39,523			23,065
Total Servicing Advance Financing Facilities			$	565,000	$	67,690		$	497,310		$	512,297

Weighted average interest rate (6)					1.57		%	1.54		%

(1)The amortization date of our facilities is the date on which the revolving period ends under each advance facility note and repayment of the outstanding balance must begin if the note is not renewed or extended. The maturity date is the date on which all outstanding balances must be repaid. In all of our advance facilities, there are multiple notes outstanding. After the amortization date for each note, all collections that represent the repayment of advances pledged to the facility must be applied ratably to each outstanding amortizing note to reduce the balance and, as such, the collection of advances allocated to the amortizing note may not be used to fund new advances.

(2)The committed borrowing capacity under the OMART and OGAF facilities is available to us provided that we have sufficient eligible collateral to pledge. At March 31, 2022, $1.6 million of the available borrowing capacity of the OMART and OGAF advance financing notes could be used based on the amount of eligible collateral.

(5)Interest is computed based on the lender’s cost of funds plus applicable margin. On January 31, 2022, we amended the Ocwen Freddie Advance Funding (OFAF) advance facility to include Fannie Mae advances as eligible collateral and renamed the facility Ocwen GSE Advance Funding (OGAF).

(6)The weighted average interest rate, excluding the effect of the amortization of prepaid lender fees, is computed using the outstanding balance of each respective note and its interest rate at the financial statement date. At March 31, 2022 and December 31, 2021, the balance of unamortized prepaid lender fees was $0.9 million and $1.3 million, respectively, and are included in Other assets in our consolidated balance sheets.


Mortgage Loan Warehouse Facilities			Available Borrowing Capacity					Outstanding Balance
Borrowing Type	Collateral	Maturity	Uncommitted		Committed (1)			March 31, 2022			Dec. 31, 2021
Master repurchase agreement (2)	Loans held for sale (LHFS), Receivables and REO	June 2022	$	115,000	$	53,249		$	106,751		$	109,437
Master repurchase agreement (3)	LHFS and Loans Held for Investment (LHFI)	Dec. 2022	231,396		—			218,604			160,882
Master repurchase agreement (4)	N/A	N/A	50,000		—			—			—
Participation agreement (5)	LHFS	June 2022	150,000		—			—			45,186
Master repurchase agreement (5)	LHFS	June 2022	—		62,459			37,541			1,766
Master repurchase agreement	LHFS	June 2022	—		1,000			—			—
Mortgage warehouse agreement (6)	LHFS	Mar. 2023	—		43,133			6,867			11,792
Mortgage warehouse agreement (7)	LHFS and LHFI	Dec. 2022	135,638		—			68,362			87,813
Mortgage warehouse agreement (8)	LHFS and Receivables	(8)	44,617		—			205,383			192,023
Master repurchase agreement (9)	LHFS	(9)	—		—			280,271			459,344
Loan and security agreement (10)	LHFS and Receivables	Apr. 2022	—		14,659			35,341			16,834
Total mortgage loan warehouse facilities			$	726,651	$	174,500		$	959,121		$	1,085,076

Weighted average interest rate (11)					2.90		%	2.61		%

(1)Of the borrowing capacity on mortgage loan warehouse facilities extended on a committed basis, $5.4 million of the available borrowing capacity could be used at March 31, 2022 based on the amount of eligible collateral that could be pledged.

(2)The maximum borrowing under this agreement is $275.0 million, of which $160.0 million is available on a committed basis and the remainder is available at the discretion of the lender. The interest rate for this facility was 1ML plus applicable margin.

(3)The maximum borrowing under this agreement is $450.0 million, of which $200.0 million is available on a committed basis and the remainder is available on an uncommitted basis. The interest rate for this facility was 1ML plus applicable margin.

(4)The lender provides financing for up to $50.0 million at the discretion of the lender. The agreement has no stated maturity date. Interest on this facility is based on the Secured Overnight Financing Rate (SOFR). The interest rate for this facility was SOFR plus applicable margin, with a SOFR floor of 25 bps.

(5)The uncommitted borrowing capacity under the participation agreement is $150.0 million and the committed borrowing capacity under the repurchase agreement is $100.0 million. The interest rate on repurchase agreement is the stated interest rate of the mortgage loans, less applicable margin with an interest rate floor of 3.00% for new originations and less applicable margin with an interest rate floor of 3.25% for Ginnie Mae modifications, Ginnie Mae buyouts and RMBS bond clean up loans. The interest rate on the participation agreement is the stated interest rate of the mortgage loans, less applicable margin with a floor of 3.00% for new originations. The agreements allow the lender to acquire a 100% beneficial interest in the underlying mortgage loans.

(6)Under this agreement, the lender provides financing for up to $50.0 million on a committed basis. The interest rate for this facility was modified to SOFR plus applicable margin with an interest rate floor of 5.00%. On January 14, 2022, the maturity date of this facility was extended to March 16, 2022 when it was further extended to March 16, 2023.

(7)Under this agreement, the lender provides financing for up to $204.0 million on an uncommitted basis. On February 20, 2022, the interest rate for this facility was modified to SOFR plus applicable margin, with an interest rate floor of 2.45%.

(8)The total borrowing capacity of this facility, all of which is uncommitted, was increased from $200.0 million to $250.0 million on January 5, 2022. The agreement has no stated maturity date, however each transaction has a maximum duration of four years. The cost of this line is set at each transaction date and is based on the interest rate and type of the collateral.

(9)This repurchase agreement provides borrowing at our discretion up to a certain maximum amount of capacity on a rolling 30-day committed basis. This facility is structured as a gestation repurchase facility whereby dry Agency mortgage loans are transferred to a trust which issues a trust certificate that is pledged as the collateral for the borrowings. See Note 2 – Securitizations and Variable Interest Entities for additional information. Each certificate is renewed monthly and the interest rate for this facility is 1ML plus applicable margin. We voluntarily reduced the trust certificates by $75.0 million on January 27, 2022 and by an additional $100.0 million on February 28, 2022. Subsequently, we further voluntarily reduced the certificates by $50.0 million on April 22, 2022.

(10)This revolving facility agreement provides up to $50.0 million of committed borrowing capacity secured by eligible HECM loans that are active buyouts (ABO), as defined in the agreement. The interest rate for this facility is Prime Rate plus applicable margin, with an interest rate floor of 450 bps.

(11)1ML was 0.45% and 0.10% at March 31, 2022 and December 31, 2021, respectively. Prime Rate was 3.25% at March 31, 2022 and December 31, 2021. The weighted average interest rate excludes the effect of the amortization of prepaid lender fees. At March 31, 2022 and December 31, 2021, unamortized prepaid lender fees were $1.0 million and $1.2 million, respectively, and are included in Other assets in our consolidated balance sheets.


MSR financing facilities, net					Available Borrowing Capacity								Outstanding Balance
Borrowing Type	Collateral	Maturity			Uncommitted				Committed (1)				March 31, 2022				December 31, 2021
Agency MSR financing facility (2)	MSRs	June 2022			$	—			$	67,649			$	282,351			$	317,523
Ginnie Mae MSR financing facility (3)	MSRs, Advances	Feb. 2023			45,104				—				129,896				131,694
Ocwen Excess Spread-Collateralized Notes, Series 2019/2022-PLS1 (4)	MSRs	Feb. 2025			—				—				72,838				41,663
Secured Notes, Ocwen Asset Servicing Income Series Notes, Series 2014-1 (5)	MSRs	Feb. 2028			—				—				37,643				39,529
Agency MSR financing facility - revolving loan (6)	MSRs	June 2026			—				7,929				277,071				277,071
Agency MSR financing facility - term loan (6)	MSRs	June 2023			—				—				94,178				94,178
Total MSR financing facilities			$	45,104			$	75,578			$	893,977			901,658

Unamortized debt issuance costs - PLS Notes and Agency MSR financing - term loan (7)									(1,342)				(898)
Total MSR financing facilities, net											$	892,635			$	900,760

Weighted average interest rate (8) (9)									3.39%				3.71%

(2)PMC’s obligations under this facility are secured by a lien on the related MSRs. Ocwen guarantees the obligations of PMC under this facility. The maximum amount which we may borrow pursuant to the repurchase agreements is $350.0 million on a committed basis. We also pledged the membership interest of the depositor for our OMART advance financing facility as additional collateral to this facility. See Note 2 – Securitizations and Variable Interest Entities for additional information. We are subject to daily margining requirements under the terms of the facility. Declines in fair value of our MSRs due to declines in market interest rates, assumption updates or other factors require that we provide additional collateral to our lenders under these facilities. The interest rate for this facility is 1ML plus applicable margin.

(3)In connection with this facility, PMC entered into a repurchase agreement pursuant to which PMC has sold a participation certificate representing certain economic interests in the Ginnie Mae MSRs and servicing advances and has agreed to repurchase such participation certificate at a future date at the repurchase price set forth in the repurchase agreement. PMC’s obligations under this facility are secured by a lien on the related Ginnie Mae MSRs and servicing advances. Ocwen guarantees the obligations of PMC under the facility. See (2) above regarding daily margining requirements. On January 31, 2022, the maturity date of this facility was extended to February 28, 2022. On February 28, 2022, the maturity date was extended to February 28, 2023, the borrowing capacity was increased from $150.0 million to $175.0 million ($50.0 million available on a committed basis) and the interest rate was modified to adjusted daily simple SOFR plus applicable margin (adjusted SOFR floor of 25 bps).

(4)PLS Issuer’s obligations under the facility are secured by a lien on the related PLS MSRs. Ocwen guarantees the obligations of PLS Issuer under the facility. The Class A PLS Notes issued pursuant to the credit agreement had an initial principal amount of $100.0 million and a fixed interest rate of 5.07%. On March 15, 2022, we replaced the existing notes with a new series of notes (Series 2022-PLS1) at an initial principal amount of $75.0 million and a fixed interest rate of 5.114%. The principal balance amortizes in accordance with a predetermined schedule subject to modification under certain events, with a final payment due in February 2025. See Note 2 – Securitizations and Variable Interest Entities for additional information.

(5)OASIS noteholders are entitled to receive a monthly payment equal to the sum of: (a) 21 basis points of the UPB of the reference pool of Freddie Mac mortgages; (b) any termination payment amounts; (c) any excess refinance amounts; and (d) the note redemption amounts, each as defined in the indenture supplement for the notes. Monthly amortization of the liability is estimated using the proportion of monthly projected service fees on the underlying MSRs as a percentage of lifetime projected fees, adjusted for the term of the notes.

(6)This facility includes a $94.2 million ($135.0 million original balance) term loan and a $285.0 million revolving loan secured by a lien on PMC’s Agency MSRs. See (2) above regarding daily margining requirements. The interest rate for this facility is the 1-year swap rate plus applicable margin.

(7)At March 31, 2022 and December 31, 2021, unamortized debt issuance costs included $1.3 million and $0.9 million, respectively. on the PLS Notes and the Agency MSR financing facility - term loan. At March 31, 2022 and December 31, 2021, unamortized prepaid lender fees related to revolving type MSR financing facilities were $4.2 million and $4.7 million, respectively, and are included in Other assets in our consolidated balance sheets.


Senior Notes	Interest Rate (1)	Maturity	Outstanding Balance
			March 31, 2022		December 31, 2021

PMC Senior Secured Notes	7.875%	March 2026	$	400,000	$	400,000
OFC Senior Secured Notes (due to related parties)	12% paid in cash or 13.25% paid-in-kind (see below)	March 2027	285,000		285,000
Principal balance			685,000		685,000
Discount (2)
PMC Senior Secured Notes			(1,670)		(1,758)
OFC Senior Secured Notes (3)			(52,480)		(54,176)
			(54,150)		(55,934)
Unamortized debt issuance costs (2)
PMC Senior Secured Notes			(5,402)		(5,687)
OFC Senior Secured Notes			(8,316)		(8,582)
			(13,718)		(14,269)

			$	617,132	$	614,797

On March 4, 2021, we redeemed all of PHH’s outstanding 6.375% Senior Notes due August 2021 at a price of 100% of the principal amount, plus accrued and unpaid interest, and all of PMC’s 8.375% Senior Secured Notes due November 2022 at a price of 102.094% of the principal amount, plus accrued and unpaid interest. The redemption resulted in our recognition of a $7.1 million loss on debt extinguishment.

On March 4, 2021, PMC completed the issuance and sale of $400.0 million aggregate principal amount of 7.875% senior secured notes due March 15, 2026 (the PMC Senior Secured Notes) at a discount of $2.1 million. The PMC Senior Secured Notes are guaranteed on a senior secured basis by Ocwen and PHH and were sold in an offering exempt from the registration requirements of the Securities Act of 1933, as amended (the Securities Act).

On or after March 15, 2023, PMC may redeem some or all of the PMC Senior Secured Notes at its option at the following redemption prices, plus accrued and unpaid interest, if any, on the notes redeemed to, but excluding, the redemption date if redeemed during the 12-month period beginning on March 15th of the years indicated below:

Prior to March 15, 2023, PMC may, on any one or more occasions, redeem some or all of the PMC Senior Secured Notes at its option at a redemption price equal to 100% of the principal amount of the notes being redeemed, plus a “make-whole” premium equal to the greater of (i) 1.0% of the then outstanding principal amount of such note and (ii) the excess of (1) the present value at the redemption date of the sum of (A) the redemption price of the note at March 15, 2023 (such redemption price is set forth in the table above) plus (B) all required interest payments due on such notes through March 15, 2023 (excluding accrued but unpaid interest), such present value to be computed using a discount rate equal to the Treasury Rate (as defined in the indenture governing the PMC Senior Secured Notes (Indenture)) as of such redemption date plus 50 basis points; over (2) the then outstanding principal amount of such notes, plus accrued and unpaid interest, if any, on the notes redeemed to, but excluding, the redemption date.

In addition, on or prior to March 15, 2023, PMC may also redeem up to 35.0% of the principal amount of all of the PMC Senior Secured Notes originally issued under the Indenture (including any additional PMC Senior Secured Notes issued under the Indenture) using the net proceeds of certain equity offerings at a redemption price equal to 107.875% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of redemption (subject to the rights of holders of notes on the relevant regular record date to receive interest due on the relevant interest payment date that is on or prior to the applicable date of redemption); provided that: (i) at least 65.0% of the principal amount of all PMC Senior Secured Notes issued under the Indenture remains outstanding immediately after any such redemption; and (ii) PMC makes such redemption not more than 120 days after the consummation of any such equity offering.

The Indenture contains customary covenants for debt securities of this type that limit the ability of PHH and its restricted subsidiaries (including PMC) to, among other things, (i) incur or guarantee additional indebtedness, (ii) incur liens, (iii) pay dividends on or make distributions in respect of PHH’s capital stock or make other restricted payments, (iv) make investments, (v) consolidate, merge, sell or otherwise dispose of certain assets, and (vi) enter into transactions with Ocwen’s affiliates.

On March 4, 2021, Ocwen completed the private placement of $199.5 million aggregate principal amount of senior secured notes (the OFC Senior Secured Notes) with an OID of $24.5 million to certain entities owned by funds and accounts managed by Oaktree Capital Management, L.P. (the Oaktree Investors). Concurrent with the issuance of the OFC Senior Secured Notes, Ocwen issued to the Oaktree Investors warrants to purchase shares of its common stock. The $158.5 million proceeds were allocated to the OFC Senior Secured Notes on a relative fair value basis resulting in an initial discount.

On May 3, 2021, Ocwen issued to Oaktree the second tranche of the OFC Senior Secured Notes in an aggregate principal amount of $85.5 million with an OID of $10.5 million. Concurrent with the issuance of the second tranche of OFC Senior Secured Notes, Ocwen issued to the Oaktree Investors shares and warrants to purchase shares of its common stock. The $68.0 million proceeds were allocated to the OFC Senior Secured Notes on a relative fair value basis resulting in an initial discount.

The OFC Senior Secured Notes mature on March 4, 2027 with no amortization of principal. Interest is payable quarterly in arrears on the last business day of each March, June, September and December and accrues at the rate of 12% per annum to the extent interest is paid in cash or 13.25% per annum to the extent interest is “paid-in-kind” through an increase in the principal amount or the issuance of additional notes (PIK Interest). Prior to March 4, 2022, all of the interest on the OFC Senior Secured Notes may, at our option, be paid as PIK Interest. On or after March 4, 2022, a minimum amount of interest is required to be paid in cash equal to the lesser of (i) 7% per annum of the outstanding principal amount of the OFC Senior Secured Notes and (ii) the total amount of unrestricted cash of Ocwen and its subsidiaries less the greater of $125.0 million and the minimum liquidity amounts required by any agency.

The OFC Senior Secured Notes are solely the obligation of Ocwen and are secured by a pledge of substantially all of the assets of Ocwen, including a pledge of the equity of Ocwen’s directly held subsidiaries. The lien on Ocwen’s assets securing the OFC Senior Secured Notes is junior to the lien securing Ocwen’s guarantee of the 7.875% PMC Senior Secured Notes described above. The OFC Senior Secured Notes are not guaranteed by any of Ocwen’s subsidiaries nor are they secured by a pledge or lien on any assets of Ocwen’s subsidiaries.

Prior to March 4, 2026, we are permitted to redeem the OFC Senior Secured Notes in whole or in part at any time at a redemption price equal to par, plus a make-whole premium, plus accrued and unpaid interest. On and after March 4, 2026, we will be permitted to redeem the OFC Senior Secured Notes in whole or in part at any time at a redemption price equal to par plus accrued and unpaid interest.

The OFC Senior Secured Notes have two financial maintenance covenants: (1) a minimum book value of stockholders’ equity of not less than $275.0 million and (2) a minimum amount of unrestricted cash of not less than $50.0 million at any time. The OFC Senior Secured Notes also have affirmative and negative covenants and events of default that are customary for debt securities of this type.

Credit ratings are intended to be an indicator of the creditworthiness of a company’s debt obligations. At March 31, 2022, the S&P issuer credit rating for Ocwen was “B”. On January 24, 2022, S&P raised the assigned rating of the PMC Senior Secured Notes from “B-” to ‘B’ and maintained a stable outlook citing improved profitability and an increase in assets. Moody’s reaffirmed their ratings of Caa1 and revised their outlook to Stable from Negative on February 24, 2021. It is possible that additional actions by credit rating agencies could have a material adverse impact on our liquidity and funding position, including materially changing the terms on which we may be able to borrow money.

•Restrictions on our ability to engage in various activities, including but not limited to incurring or guarantying additional forms of debt, paying dividends or making distributions on or purchasing equity interests of Ocwen and its subsidiaries, repurchasing or redeeming capital stock or junior capital, repurchasing or redeeming subordinated debt prior to maturity, issuing preferred stock, selling or transferring assets or making loans or investments or other restricted payments, entering into mergers or consolidations or sales of all or substantially all of the assets of Ocwen and its subsidiaries or of PHH or PMC and their respective subsidiaries, creating liens on assets to secure debt, and entering into transactions with affiliates;

The most restrictive consolidated net worth requirement contained in our debt agreements with borrowings outstanding at March 31, 2022 is a minimum of $275.0 million tangible net worth at Ocwen, as defined in certain of our mortgage warehouse, MSR financing and advance financing facilities agreements, or, if greater, the minimum requirement at PMC set forth by the Agencies. See Note 19 – Regulatory Requirements. The most restrictive liquidity requirement under our debt agreements with borrowings outstanding at March 31, 2022 is for a minimum of $125.0 million in consolidated liquidity, as defined, under certain of our advance match funded debt and MSR financing facilities agreements.


	Assets		Pledged Assets		Collateralized Borrowings		Unencumbered Assets (1)
Cash	$	268,691	$	—	$	—	$	268,691
Restricted cash	76,294		76,294		—		—
Loans held for sale	725,051		686,640		709,719		38,412
Loans held for investment - securitized (2)	7,202,045		7,202,045		7,118,844		—
Loans held for investment - unsecuritized	249,510		214,352		195,781		35,158
MSRs (3)	1,435,181		1,434,480		814,530		701
Advances, net	729,973		609,225		576,757		120,747
Receivables, net	213,460		51,623		49,122		161,836
REO	11,158		6,560		4,498		4,598
Total (4)	$	10,911,363	$	10,281,220	$	9,469,251	$	630,143

(2)Reverse mortgage loans and real estate owned are pledged as collateral to the HMBS beneficial interest holders, and are not available to satisfy the claims of our creditors. Ginnie Mae, as guarantor of the HMBS, is obligated to the holders of the HMBS in an instance of PMC’s default on its servicing obligations, or if the proceeds realized on HECMs are insufficient to repay all outstanding HMBS related obligations. Ginnie Mae has recourse to PMC in connection with certain claims relating to the performance and obligations of PMC as both issuer of HMBS and servicer of HECMs underlying HMBS.

The OFC Senior Secured Notes due 2027 have a second lien priority on specified assets carried on PMC’s balance sheet, as defined under the OFC Senior Secured Note Agreement and listed in the table below, and have a priority lien on the following assets: investments by OFC in subsidiaries not guaranteeing the $400.0 million PMC Senior Secured Notes, including PHH and MAV; cash and investment accounts at OFC; and certain other assets, including receivables.


	March 31, 2022
Specified net servicing advances	$	157,311
Specified deferred servicing fee	23,081
Specified MSR value less borrowings	731,436
Specified unrestricted cash balances	155,785
Specified advance facility reserves	6,574
Specified loan value	68,526
Specified residual value	40,200
Specified fair value of marketable securities	—
Total (PMC)	$	1,182,912