Ocwen Financial Corporation (NYSE: OCN) (“Ocwen” or the “Company”),
a leading non-bank mortgage servicer and originator, today
announced that its subsidiary PHH Mortgage Corporation (“PMC”) has
closed its previously announced offering of $400 million aggregate
principal amount of 7.875% Senior Secured Notes due 2026 (the “PMC
Notes”). The PMC Notes are guaranteed on a senior secured basis by
the Company and PHH Corporation ("PHH"), the parent company of
PMC and subsidiary of the Company.
The Company also announced the completion of its
previously announced private placement of $199.5 million aggregate
principal amount of Ocwen senior secured second lien notes (the
“Second Lien Notes”) to funds managed by Oaktree Capital
Management, L.P.
Glen A. Messina, President and CEO of Ocwen,
said, “We continue to make significant progress in enhancing our
capital structure through the successful completion of these
transactions. Refinancing our existing corporate debt while
improving our overall maturity profile will enable greater
financial flexibility to invest in continued growth in our
originations and servicing businesses. The strong level of investor
interest, particularly from new investors, in our debt issuance is
a testament to the successful transformation of our business, which
is driving improved profitability, record originations volume and a
cost-competitive platform that is well positioned for future growth
and profitability.”
The net proceeds from the PMC Notes will be
used, together with the net proceeds from the Second Lien Notes, to
repay in full $498 million of indebtedness, including PMC’s Senior
Secured Term Loan, all of PHH’s outstanding 6.375% senior unsecured
notes due 2021 and PMC’s 8.375% senior secured second lien notes
due 2022. The remaining proceeds are expected to be used for
general corporate purposes, including to accelerate growth of
Ocwen’s origination and servicing business.
The PMC Notes and the Second Lien Notes are not
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or the securities laws of any other
jurisdiction. The PMC Notes were sold only to persons reasonably
believed to be qualified institutional buyers in reliance on the
exemption from registration provided by Rule 144A of the Securities
Act and to non-U.S. persons outside of the United States in
compliance with Regulation S of the Securities Act.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any offer or sale of, any security in any jurisdiction in which
such offer, solicitation or sale would be unlawful.
For additional information, please see the
Company’s Form 8-K filed with the Securities and Exchange
Commission on March 4, 2021.
About Ocwen Financial
Corporation
Ocwen Financial Corporation (NYSE: OCN) is a
leading non-bank mortgage servicer and originator providing
solutions through its primary brands, PHH Mortgage and Liberty
Reverse Mortgage. PHH Mortgage is one of the largest servicers in
the country, focused on delivering a variety of servicing and
lending programs. Liberty is one of the nation’s largest reverse
mortgage lenders dedicated to education and providing loans that
help customers meet their personal and financial needs. We are
headquartered in West Palm Beach, Florida, with offices in the
United States and the U.S. Virgin Islands and operations in India
and the Philippines, and have been serving our customers since
1988. For additional information, please visit our website
(www.ocwen.com).
Forward Looking StatementsThis
press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements may be identified by a reference
to a future period or by the use of forward-looking terminology.
Forward-looking statements are typically identified by words such
as “expect”, “believe”, “foresee”, “anticipate”, “intend”,
“estimate”, “goal”, “strategy”, “plan” “target” and “project” or
conditional verbs such as “will”, “may”, “should”, “could” or
“would” or the negative of these terms, although not all
forward-looking statements contain these words. Forward-looking
statements by their nature address matters that are, to different
degrees, uncertain. Readers should bear these factors in mind when
considering such statements and should not place undue reliance on
such statements.
Forward-looking statements involve a number of
assumptions, risks and uncertainties that could cause actual
results to differ materially. In the past, actual results have
differed from those suggested by forward looking statements and
this may happen again. Important factors that could cause actual
results to differ materially from those suggested by the
forward-looking statements include, but are not limited to, our
ability to deploy the proceeds of the Second Lien Notes in suitable
investments at appropriate returns; uncertainty relating to the
future impacts of the COVID-19 pandemic, including with respect to
the response of the U.S. government, state governments, the Federal
National Mortgage Association (Fannie Mae), the Federal Home Loan
Mortgage Corporation (Freddie Mac, and together with Fannie Mae,
the GSEs), the Government National Mortgage Association (Ginnie
Mae) and regulators, as well as the impacts on borrowers and the
economy generally; the adequacy of our financial resources,
including our sources of liquidity and ability to sell, fund and
recover servicing advances, forward and reverse whole loans, and
HECM and forward loan buyouts and put backs, as well as repay,
renew and extend borrowings, borrow additional amounts as and when
required, meet our MSR or other asset investment objectives and
comply with our debt agreements, including the financial and other
covenants contained in them; increased servicing costs based on
increased borrower delinquency levels or other factors; our ability
to collect anticipated tax refunds, including on the timeframe
expected; the future of our long-term relationship and remaining
servicing agreements with New Residential Investment Corp. (NRZ);
our ability to continue to improve our financial performance
through cost re-engineering efforts and other actions; our ability
to continue to grow our origination business and increase our
origination volumes in a competitive market and uncertain interest
rate environment; uncertainty related to claims, litigation, cease
and desist orders and investigations brought by government agencies
and private parties regarding our servicing, foreclosure,
modification, origination and other practices, including
uncertainty related to past, present or future investigations,
litigation, cease and desist orders and settlements with state
regulators, the Consumer Financial Protection Bureau (CFPB), State
Attorneys General, the Securities and Exchange Commission (SEC),
and the Department of Justice or the Department of Housing and
Urban Development (HUD); adverse effects on our business as a
result of regulatory investigations, litigation, cease and desist
orders or settlements and related responses by key counterparties,
including lenders, the GSEs and Ginnie Mae; our ability to comply
with the terms of our settlements with regulatory agencies, as well
as general regulatory requirements, and the costs of doing so;
increased regulatory scrutiny and media attention; any adverse
developments in existing legal proceedings or the initiation of new
legal proceedings; our ability to interpret correctly and comply
with financial and other requirements of regulators, the GSEs and
Ginnie Mae, as well as those set forth in our debt and other
agreements; our ability to comply with our servicing agreements,
including our ability to comply with our agreements with, and the
requirements of, the GSEs and Ginnie Mae and maintain our
seller/servicer and other statuses with them; our ability to fund
future draws on existing loans in our reverse mortgage portfolio;
our servicer and credit ratings as well as other actions from
various rating agencies, including the impact of prior or future
downgrades of our servicer and credit ratings; as well as other
risks and uncertainties detailed in Ocwen’s reports and filings
with the SEC, including our annual report on Form 10-K for the year
ended December 31, 2020 and current and quarterly reports since
such date. Anyone wishing to understand Ocwen’s business should
review our SEC filings. Our forward-looking statements speak only
as of the date they are made and, we disclaim any obligation to
update or revise forward-looking statements whether as a result of
new information, future events or otherwise.
FOR FURTHER INFORMATION
CONTACT:
Investors: |
Media: |
June Campbell |
Dico Akseraylian |
T: (856) 917-3190 |
T: (856) 917-0066 |
E:
shareholderrelations@ocwen.com |
E: mediarelations@ocwen.com |
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