XML 55 R41.htm IDEA: XBRL DOCUMENT v3.24.1.u1
Borrowings (Tables)
3 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
Schedule of Match Funded Liabilities
Advance Match Funded Liabilities
Available Borrowing Capacity
Outstanding Balance
Borrowing Type
Expected Repayment Date (1)
Uncommitted
Committed
March 31, 2024December 31, 2023
$500 million Ocwen Master Advance Receivables Trust (OMART) - Advance Receivables Backed Notes - Series 2015-Variable Funding (VF) 5 (2)
August 2025$50.0 $74.5 $375.5 $409.8 
$200 million Ocwen GSE Advance Funding (OGAF) - Advance Receivables Backed Notes, Series 2015-VF1 (2)
August 2025— 136.0 64.0 89.1 
$14.4 million EBO Advance facility (3)
May 202613.7 — 0.7 0.9 
Total Advance match funded liabilities
$63.7 $210.5 $440.2 $499.7 
Weighted average interest rate (4)
7.96 %8.07 %
(1)The Expected Repayment Date of our facilities, as defined, is the date on which the revolving period ends under each advance facility note and repayment of the outstanding balance is required if the note is not renewed or extended. In certain of our advance facilities, there are multiple notes outstanding.
(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, 2024, none of the available borrowing capacity of the OMART and OGAF advance financing notes could be used based on the amount of eligible collateral.
(3)At March 31, 2024, none of the available borrowing capacity of the facility could be used based on the amount of eligible collateral.
(4)The weighted average interest rate excludes the effect of the amortization of prepaid lender fees. At March 31, 2024 and December 31, 2023, the balance of unamortized prepaid lender fees was $4.6 million and $5.5 million, respectively, and are included in Other assets in our consolidated balance sheets. At March 31, 2024 and December 31, 2023, 1-Month (1M) Term Secured Overnight Financing Rate (SOFR) was 5.33% and 5.35%, respectively.
Mortgage Loan Financing Facilities
Available Borrowing Capacity Outstanding Balance
Borrowing TypeCollateralMaturity
Uncommitted
Committed (1)March 31, 2024December 31, 2023
$200 million Master repurchase agreement (2)LHFS,
Receivables and REO
April 2024$200.0 $— $— $— 
$204 million Mortgage warehouse agreement (3)LHFS and LHFIMay 2024174.6 — 29.4 71.1 
$40 million Mortgage warehouse agreement (4) LHFIJune 2024— 40.0 — — 
Master repurchase agreement LHFSJune 2024— 1.0 — — 
$50 million Loan and security agreement (5)LHFS and ReceivablesJune 2024— 50.0 — — 
$400 million Participation agreement LHFSSeptember 2024 200.6 — 199.4 83.9 
$200 million Master repurchase agreement LHFS, LHFI and ReceivablesSeptember 2024— 131.4 68.6 64.2 
$30 million Loan and security agreement
LHFI
September 2024— 30.0 — — 
$175 million Master repurchase agreement Loans held for sale (LHFS), Receivables and REOOctober 2024125.0 43.7 6.3 15.7 
$500 million Master repurchase agreement (6)LHFS and LHFI
January 2025
172.1 — 327.9 168.4 
Mortgage Loan Financing Facilities
Available Borrowing Capacity Outstanding Balance
Borrowing TypeCollateralMaturity
Uncommitted
Committed (1)March 31, 2024December 31, 2023
OLIT Asset-Backed Notes, Series 2023-HB1 (7)
Reverse LHFS,
Receivables and REO
June 2036— — 143.6 164.4 
OLIT Asset-Backed Notes, Series 2024-HB1 (7)
Reverse LHFS,
Receivables and REO
February 2037— — 212.3 — 
$350 million Mortgage warehouse agreement (8)LHFSN/A350.0 — — — 
$230 million Mortgage warehouse agreement (9)LHFS and Receivables
(9)
218.6 — 11.4 12.2 
Master repurchase agreement (10)LHFS
(10)
— — 150.2 151.7 
Total Mortgage loan financing facilities
$1,440.8 $296.1 $1,149.2 $731.6 
Unamortized discount and debt issuance costs - OLIT Notes(40.2)(21.0)
Total Mortgage loan financing facilities, net
$1,108.9 $710.6 
Weighted average interest rate (11)
5.80 %6.15 %
(1)Of the borrowing capacity on mortgage loan financing facilities extended on a committed basis, $33.9 million of the available borrowing capacity could be used at March 31, 2024 based on the amount of eligible collateral that could be pledged on a committed basis.
(2)On April 1, 2024, we voluntarily allowed the facility to mature.
(3)In April 2024, the maturity date was extended to May 30, 2024.
(4)In April 2024, the maturity date was extended to June 28, 2024.
(5)This revolving facility agreement provides committed borrowing capacity secured by eligible HECM loans that are active buyouts, as defined in the agreement. In March 2024, the maturity date was extended to June 30, 2024.
(6)In January 2024, the maturity date was extended to January 3, 2025.
(7)In June 2023 and February 2024, OLIT issued different classes of Asset-Backed Notes with an initial principal amount of $264.9 million and $$268.6 million, at a discount and a mandatory call date of June 2026 and February 2027, respectively, both with a stated interest rate of 3.0%. Payments of interest and principal are made from available funds from a pool of reverse mortgage buyout loans and REOs in accordance with the indenture priority of payments. Also see Note 2 – Securitizations and Variable Interest Entities.
(8)This agreement has no stated maturity date.
(9)The agreement has no stated maturity date, however each transaction has a maximum duration of four years.
(10)This repurchase agreement provides borrowing at our discretion up to a certain maximum amount of capacity on a rolling 90-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. Each certificate is renewed monthly. In April 2024, we voluntarily increased the trust certificates by $50.0 million to $200.0 million. See Note 2 – Securitizations and Variable Interest Entities for additional information.
(11)The weighted average interest rate excludes the effect of the amortization of prepaid lender fees. At March 31, 2024 and December 31, 2023, unamortized prepaid lender fees were $0.6 million and $1.0 million, respectively, and are included in Other assets in our consolidated balance sheets.
MSR Financing Facilities
Available Borrowing CapacityOutstanding Balance
Borrowing TypeCollateralMaturity
Uncommitted
Committed (1)March 31, 2024December 31, 2023
$365 million GSE MSR financing facility (2)
MSRsJune 2024$— $106.7 $258.3 $242.9 
$300 million Ginnie Mae MSR financing facility (3)
MSRs, AdvancesFebruary 202580.9 — 219.1 212.5 
Ocwen Excess Spread-Collateralized Notes, Series 2022-PLS1 (4)MSRsFebruary 2025— — 35.6 39.2 
2022-PLS1 Notes Issuer Membership Interest Master repurchase agreement (5)
MSRsFebruary 2025— — 34.0 — 
$400 million GSE MSR financing facility (6)
MSRsDecember 2025— 9.0 391.0 393.9 
Secured Notes, Ocwen Asset Servicing Income Series Notes, Series 2014-1
MSRsFebruary 2028— — 26.7 28.1 
Total MSR financing facilities$80.9 $115.7 $964.7 $916.6 
Unamortized debt issuance costs - PLS Notes (7)
(0.6)(0.4)
Total MSR financing facilities, net$964.1 $916.2 
Weighted average interest rate (8)
8.24%8.18%
(1)Of the borrowing capacity on MSR financing facilities extended on a committed basis, none of the available borrowing capacity could be used at March 31, 2024 based on the amount of eligible collateral that could be pledged on a committed basis.
(2)PHH’s obligations under this facility are secured by a lien on certain related MSRs. Ocwen guarantees the obligations of PHH under 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.
(3)PHH’s obligations under this facility are secured by a lien on the related Ginnie Mae MSRs and servicing advances. Ocwen guarantees the obligations of PHH under the facility. We are subject to daily margining requirements under the terms of the facility. In March 2024, the maturity date was extended to February 25, 2025 and the uncommitted borrowing capacity was increased to $300.0 million.
(4)The single class PLS Notes are an amortizing debt instrument with an original principal amount of $75.0 million and a fixed interest rate of 5.114%. The PLS Notes are issued by a trust (PLS Issuer) that is included in our consolidated financial statements, and 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 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)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 PLS Issuer 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. We are subject to daily margining requirements under the terms of the facility. Refer to Note 2 – Securitizations and Variable Interest Entities for additional information regarding PLS Issuer and the PLS Notes.
(6)This facility is secured by a lien on certain of PHH’s Agency MSRs and is subject to daily margining requirements. Any outstanding borrowings on the revolving loan will convert into a term loan in November 2024.
(7)At March 31, 2024 and December 31, 2023, unamortized prepaid lender fees related to revolving-type MSR financing facilities were $3.3 million and $3.6 million, respectively, and are included in Other assets in our consolidated balance sheets.
(8)Weighted average interest rate excludes the effect of the amortization of debt issuance costs and prepaid lender fees.
Schedule of Senior Notes
Senior NotesInterest Rate (1)MaturityOutstanding Balance
March 31, 2024December 31, 2023
PMC Senior Secured Notes (2)7.875%March 2026$312.6 $360.0 
OFC Senior Secured Notes (due to related parties) (3)
12% paid in cash or 13.25% paid-in-kind (see below)
March 2027285.0 285.0 
Principal balance597.6 645.0 
Unamortized discount
(0.7)(0.9)
Unamortized debt issuance costs
(2.4)(3.0)
PMC Senior Secured Notes(3.1)(3.9)
Unamortized discount
(36.7)(39.1)
Unamortized debt issuance costs
(5.8)(6.2)
OFC Senior Secured Notes(42.6)(45.3)
$552.0 $595.8 
(1)Excludes the effect of the amortization of debt issuance costs and discount.
(2)Redeemable at 101.969% before March 15, 2025, at par thereafter. The Indenture contains customary covenants for debt securities of this type that limit the ability of PHH Corporation and its restricted subsidiaries (including PHH) to, among other things, (i) incur or guarantee additional indebtedness, (ii) incur liens, (iii) pay dividends on or make distributions in respect of PHH Corporation’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.
(3)Redeemable at par plus a make-whole premium prior to March 4, 2026, at par thereafter. The make-whole premium represents the present value of all scheduled interest payments due through March 4, 2026. The 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.
Schedule of Assets Held as Collateral Related to Secured Borrowings
Our assets held as collateral for secured borrowings and other unencumbered assets which may be subject to a lien under various collateralized borrowings are as follows at March 31, 2024:
AssetsPledged
Assets
Collateralized BorrowingsUnencumbered Assets (1)
Cash$185.1 $— $— $185.1 
Restricted cash66.1 66.1 19.5 — 
Loans held for sale1,028.9 980.3 986.1 48.6 
Loans held for investment - securitized (2)8,018.2 8,018.2 7,945.0 — 
Loans held for investment - unsecuritized106.8 69.7 61.0 37.1 
MSRs (3)1,708.6 1,713.4 1,181.4 0.3 
Advances, net602.7 507.8 476.6 95.0 
Receivables, net152.1 55.2 61.7 96.9 
REO21.8 19.2 20.9 2.6 
Total (4)$11,890.5 $11,430.1 $10,752.2 $465.5 
(1)Certain assets are pledged as collateral to the PMC Senior Secured Notes and OFC Senior Secured (second lien) Notes.
(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 PHH’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 PHH in connection with certain claims relating to the performance and obligations of PHH as both issuer of HMBS and servicer of HECMs underlying HMBS.
(3)Excludes MSRs transferred to MAV, Rithm and others, and associated Pledged MSR liability recorded as sale accounting criteria are not met. Pledged assets exceed the MSR asset balance due to the netting of certain PLS MSR portfolios with negative and positive fair values as eligible collateral.
(4)The total of selected assets disclosed in the above table does not represent the total consolidated assets of Ocwen. For example, the total excludes premises and equipment and certain other assets.
Schedule of Second Lien Priority on Specified Assets Carried on Balance Sheet
The OFC Senior Secured Notes due 2027 have a second lien priority on specified security interests, as defined under the OFC Senior Secured Note Agreement and summarized in the table below, and have a priority lien on the following assets: investments by OFC in subsidiaries not guaranteeing the PMC Senior Secured Notes, including PHH Corporation and MAV; cash and investment accounts at OFC; and certain other assets, including receivables.
March 31, 2024
Specified net servicing advances$167.3
Specified deferred servicing fee4.2
Specified MSR value less borrowings631.6
Specified unrestricted cash balances111.1
Specified advance facility reserves11.7
Specified loan value79.6
Specified residual value
Total $1,005.5