OCN Ocwen Financial Corp

On November 26, 2019, Ocwen Financial Corporation (“Ocwen” or “the Company”) and its wholly-owned subsidiary, PHH Mortgage Corporation (“PMC”), entered into a series of financing arrangements as described below.

On November 26, 2019, PMC PLS ESR Issuer LLC (“PLS Issuer”), a wholly owned special purpose subsidiary of PMC, issued notes secured by certain of PMC’s private label mortgage servicing rights (“PLS MSRs”) pursuant to a credit agreement. PLS Issuer’s obligations under the facility are secured by a lien on the related PLS MSRs. PMC has sold to PLS Issuer a participation certificate representing certain economic interests in the PLS MSRs and in order to secure its obligations under the participation certificate, it has granted a security interest to PLS Issuer in the PLS MSRs. The PLS Issuer assigned the security interest in the PLS MSRs to the collateral agent for the noteholders. The Company guarantees the obligations of PLS Issuer under the facility. The Class A Notes issued pursuant to the credit agreement have an initial principal amount of $100 million and amortize in accordance with a pre-determined schedule subject to modification under certain events. The notes have a stated coupon rate of 5.07% and a final maturity date of November 2024. Proceeds from the note issuance are to be used for general corporate purposes, including potential pay down of existing indebtedness.

In addition, on November 26, 2019, PMC entered into a financing facility that is secured by certain Ginnie Mae mortgage servicing rights (“GNMA MSRs”). In connection with the facility, PMC entered into a repurchase agreement pursuant to which PMC has sold a participation certificate representing certain economic interests in the GNMA MSRs 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 the facility are secured by a lien on the related GNMA MSRs. The Company guarantees the obligations of PMC under the facility. The maximum amount available to be borrowed pursuant to the facility is $100 million. The facility has an interest rate of one-month LIBOR plus 395 basis points and terminates in November 2021 unless the parties mutually agree to extend the facility. PMC borrowed $71.4 million under the facility at closing. Proceeds from borrowings under the facility are to be used for general corporate purposes.