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Securitizations and Variable Interest Entities | 3 Months Ended
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Mar. 31, 2024
Transfers and Servicing [Abstract] |
Securitizations and Variable Interest Entities |
Note 2 – Securitizations and Variable Interest Entities
We securitize, sell and service forward and reverse residential mortgage loans and regularly transfer financial assets in connection with asset-backed financing arrangements. We have aggregated these transfers of financial assets and asset-backed financing arrangements using special purpose entities (SPEs) or variable interest entities (VIEs) into the following groups: (1) securitizations of residential mortgage loans, (2) financings of loans held for sale, (3) financings of advances and (4) MSR financings. Financing transactions that do not use SPEs or VIEs are disclosed in Note 13 – Borrowings. Securitizations of Residential Mortgage Loans Transfers of Forward Loans We sell or securitize forward loans that we originate or purchase from third parties, generally in the form of mortgage-backed securities guaranteed by the GSEs or Ginnie Mae. Securitization typically occurs within 30 days of loan closing or purchase. We act only as a fiduciary and do not have a variable interest in the securitization trusts. As a result, we account for these transactions as sales upon transfer. The following table presents a summary of cash flows received from and paid to securitization trusts related to transfers of loans accounted for as sales that were outstanding:
| Three Months Ended March 31, |  |
2024 |  | 2023 |  |  |  |
Proceeds received from securitizations | $ | 2,558.9 |  |  | $ | 2,316.8 |  |  |  |  |
Servicing fees collected (1) | 38.3 |  |  | 27.0 |  |  |  |  |
Purchases of previously transferred assets, net of claims reimbursed | (2.5) |  |  | (3.1) |  |  |  |  |
| $ | 2,594.7 |  |  | $ | 2,340.6 |  |  |  |  |
(1)We receive servicing fees based upon the securitized loan balances and certain ancillary fees, all of which are reported in Servicing and subservicing fees in the unaudited consolidated statements of operations. In connection with these transfers, we retained MSRs of $34.7 million and $31.1 million during the three months ended March 31, 2024 and 2023, respectively. Certain obligations arise from the agreements associated with our transfers of loans. Under these agreements, we may be obligated to repurchase the loans, or otherwise indemnify or reimburse the investor or insurer for losses incurred due to material breach of contractual representations and warranties. We receive customary origination representations and warranties from our network of approved correspondent lenders. To the extent that we have recourse against a third-party originator, we may recover part or all of any loss we incur. Also refer to the Loan Put-Back and Related Contingencies section of Note 21 – Contingencies. The following table presents the carrying amounts of our assets that relate to our continuing involvement with forward loans that we have transferred with servicing rights retained as well as an estimate of our maximum exposure to loss including the UPB of the transferred loans:
| March 31, 2024 |  | December 31, 2023
Carrying value of assets |  |  |
MSRs, at fair value | $ | 699.9 |  |  | $ | 636.5 |
Advances | 94.7 |  |  | 99.0 |
UPB of loans transferred (1) | 48,788.7 |  |  | 46,810.1 |
Maximum exposure to loss (2) | $ | 49,583.4 |  |  | $ | 47,545.6 |
(1)Includes $11.3 billion and $10.5 billion of loans delivered to Ginnie Mae as of March 31, 2024 and December 31, 2023, respectively, and includes loan modifications repurchased and delivered through the Ginnie Mae Early Buyout Program (EBO). (2)The maximum exposure to loss in the table above is primarily based on the remaining UPB of loans serviced and assumes all loans were deemed worthless as of the reporting date. It does not take into consideration the proceeds from the underlying collateral liquidation, recoveries or any other recourse available to us, including from mortgage insurance, guarantees or correspondent sellers. We do not believe the maximum exposure to loss from our involvement with these previously transferred loans is representative of the actual loss we are likely to incur based on our contractual rights and historical loss experience and projections. Also, refer to the Loan Put-Back and Related Contingencies section in Note 21 – Contingencies. At March 31, 2024 and December 31, 2023, 2.7% and 2.8%, respectively, of the transferred residential loans that we service were 60 days or more past due, including 60 days or more past due loans under forbearance. This includes 7.6% and 8.0%, respectively, of loans delivered to Ginnie Mae that are 60 days or more past due. Transfers of Reverse Mortgages We pool HECM loans into HMBS that we sell into the secondary market with servicing rights retained. As the transfers of the HECM loans do not qualify for sale accounting, we account for these transfers as financings, with the HECM loans classified as Loans held for investment, at fair value, on our unaudited consolidated balance sheets. Financing of Loans Held for Sale, Receivables and Other Assets using SPEs In 2021, we consolidated an SPE (trust) in connection with a warehouse mortgage loan financing facility structured as a gestation repurchase facility whereby Agency mortgage loans are transferred by PHH to the trust for collateralization purposes. As of March 31, 2024 and December 31, 2023, $150.1 million and $150.1 million, respectively, loans held for sale were pledged as collateral for $150.0 million and $150.0 million, respectively, debt certificates issued by the trust. See Note 13 – Borrowings. We finance certain reverse mortgage buyouts that are insured by the FHA, including loans held for sale, receivables and REO properties, through private placement securitizations, referred to as OLIT transactions (Ocwen Loan Investment Trust). The securitization trusts issued senior and mezzanine class Notes to third party investors. We retain certain mezzanine class Notes and ownership interests and service the underlying assets. We determined we were the primary beneficiary, and thus consolidate the securitization trusts and related depositor. Recourse for the Notes is limited to the assets of the respective securitization trusts. We executed our second securitization in the three months ended March 31, 2024. Also refer to Note 13 – Borrowings. The table below presents the carrying value and classification of the assets and liabilities reported on our consolidated balance sheet that are associated with the securitized reverse mortgage loans buyouts and financing liabilities:
| March 31, 2024 |  | December 31, 2023
Mortgage loans (Loans held for sale) | $ | 241.5 |  |  | $ | 119.5 |
Receivables, net | 44.6 |  |  | 19.9 |
REO (Other assets) | 19.2 |  |  | 12.5 |
Debt service and Interest reserve accounts (Restricted cash) | 20.6 |  |  | 6.8 |
Total assets | $ | 325.8 |  |  | $ | 158.6 |
Outstanding borrowings (Mortgage loan financing facilities, net) | 356.0 |  |  | 164.4 |
Unamortized discount and debt issuance costs (Mortgage loan financing facilities, net) | (40.2) |  |  | (21.0) |
Accrued expenses and Accrued interest (Other liabilities) | 1.2 |  |  | 0.5 |
Total liabilities | $ | 317.0 |  |  | $ | 143.8 |
Financings of Advances using SPEs We pledged certain servicing advances as collateral to our advance financing facilities, referred to as advance match funded liabilities, with the use of SPEs that we consolidate and include in our consolidated financial statements. The table below presents the carrying value and classification of the assets and liabilities of the advance financing facilities:
| March 31, 2024 |  | December 31, 2023
Match funded advances (Advances, net) | $ | 506.5 |  |  | $ | 573.0 |
Debt service accounts (Restricted cash) | 11.7 |  |  | 15.7 |
Advance match funded liabilities | 439.5 |  |  | 498.9 |
MSR Financings using SPEs We consolidate two SPEs (PMC ESR Trusts) in connection with a third-party financing facility secured by certain of PHH’s Fannie Mae and Freddie Mac MSRs (GSE MSRs) and one SPE (PMC PLS ESR Issuer LLC) in connection with our PLS MSR financing facility (Ocwen Excess Spread-Collateralized Notes, Series 2022-PLS1 Class A). On March 4, 2024, PHH entered into a $34.0 million repurchase agreement pursuant to which PHH sold the membership interest certificate representing 100% of the limited liability company interests in PMC PLS ESR Issuer LLC and has agreed to repurchase such membership interest certificate at a specified future date at the price set forth in the repurchase agreement. Ocwen guarantees the obligations of PHH under the facility subject to the terms and conditions set forth in the guaranty. The termination date of the facility is February 25, 2025. Also refer to Note 13 – Borrowings. The table below presents the carrying value and classification of the assets and liabilities of the GSE MSR financing facility and the PLS Notes facility:
| March 31, 2024 |  | December 31, 2023
MSRs pledged (MSRs, at fair value) | $ | 494.9 |  |  | $ | 449.6 |
Debt service account (Restricted cash) | 1.6 |  |  | 1.7 |
Outstanding borrowings (MSR financing facilities, net) | 327.9 |  |  | 282.1 |
Unamortized debt issuance costs (MSR financing facilities, net) | (0.6) |  |  | (0.4) |

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- Definition The entire disclosure for securitizations of residential mortgage loans and financings of advances on loans serviced for others. + References No definition available. + Details
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