WEST PALM BEACH, Fla., February 26, 2021 (GLOBE NEWSWIRE) – Ocwen Financial Corporation (NYSE: OCN) (“Ocwen” or the “Company”), a leading non-bank mortgage provider and originator, announced today hui that its subsidiary PHH Mortgage Corporation (“PMC”) established a price of $ 400 million in aggregate principal of 7.875% Senior Secured Notes due 2026 (the “Notes”) at an Investor Price of 99.486 % of their principal amount. The Notes will be guaranteed on a senior basis by the Company and PHH Corporation, the parent company of PMC and a subsidiary of the Company (“PHH”).

The issuance and sale of the Notes is expected to close on March 4, 2021, subject to customary closing conditions. The net proceeds of the Notes will be used, together with the net proceeds of the Company’s previously announced private placement of a total aggregate principal amount of $ 199.5 million of Senior Secured Second Notes to funds managed by Oaktree Capital Management, LP, to repay $ 498 million in full debt, including PMC’s senior secured term loan, all outstanding 6.375% PHH senior unsecured notes due 2021 and PMC 8.375% senior guaranteed second notes due 2022 and the remaining proceeds will be used for general corporate purposes, including to accelerate the growth of origination and service businesses.

The Securities and associated collateral have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction.

The Securities are only offered to persons reasonably considered to be qualified institutional buyers on the basis of the exemption from registration under Rule 144A of the Securities Act and to non-US persons outside the United States in accordance with the Securities Act Regulation S. .

This press release does not constitute an offer to sell or the solicitation of an offer to buy, and there will be no offer or sale of securities in any jurisdiction in which such offer, solicitation or sale would be illegal.

About Ocwen Financial Corporation

Ocwen Financial Corporation (NYSE: OCN) is a leading provider and originator of non-bank mortgages providing solutions through its leading brands, PHH Mortgage and Liberty Reverse Mortgage. PHH Mortgage is one of the largest service providers in the country, focused on the delivery of a variety of loan and service programs. Liberty is one of the nation’s largest reverse mortgage lenders dedicated to education and offering loans that help clients meet their personal and financial needs. Our head office is located in West Palm Beach, Florida, with offices in the United States and the United States Virgin Islands and operations in India and the Philippines, and we have been serving our clients since 1988. For more information, please visit our website (www.ocwen.com).

Forward-looking statements

This 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 reference to a future period or by the use of forward-looking terminology. Forward-looking statements are generally identified by words such as “expect”, “believe”, “expect”, “anticipate”, “intend”, “estimate”, “objective”, “strategy”, “Plan” “objective” and “plan” or conditional verbs such as “will”, “can”, “should”, “could” or “could” or the negative of these terms, although not all forward-looking statements contain not those words. Forward-looking statements, by their nature, deal with matters that are, to varying degrees, uncertain. Readers should keep these factors in mind when considering these 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 may occur again. Important factors that could cause actual results to differ materially from those suggested by forward-looking statements include, but are not limited to, the size of the offering could change, the offering could be terminated, the offering private with Oaktree Capital Management, LP to close; our ability to deploy the proceeds of the Senior Secured Notes, if issued, in appropriate investments at appropriate returns; uncertainty about the future impacts of the COVID-19 pandemic, including the response of the US government, state governments, Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac, and in collaboration with Fannie Mae, GSEs), the Government National Mortgage Association (Ginnie Mae) and regulators, as well as the impacts on borrowers and the economy in general; the adequacy of our financial resources, including our sources of liquidity and our ability to sell, finance and collect service advances, whole term and reverse loans, and redemptions and forgings of term and term loans, as well only to repay, renew and extend borrowings, borrow additional amounts as needed, meet our MSR or other asset investment targets and comply with our debt agreements, including commitments financial and other contained therein; increased service charges due to increased borrower default rates or other factors; our ability to collect withholding tax refunds, including on time; the future of our long-term relationship and the remaining service agreements with New Residential Investment Corp. (NRZ); our ability to continue to improve our financial performance through cost reengineering efforts and other actions; our ability to continue to develop our origination business and increase our origination volumes in a competitive market and an uncertain interest rate environment; uncertainty related to claims, litigation, cease and desist orders and investigations by government agencies and private parties regarding our service, foreclosure, modification, origin and other practices, including 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), attorneys general of the State, 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 from major counterparties, including lenders, GSEs and Ginnie Mae; our ability and costs to comply with the terms of our regulations with regulators, as well as general regulatory requirements; increased regulatory oversight and media attention; any unfavorable development of existing legal proceedings or the opening of new legal proceedings; our ability to correctly interpret and comply with financial and other requirements of regulators, GSEs and Ginnie Mae, as well as those set out in our debt and other agreements; our ability to comply with our service agreements, including our ability to meet our agreements with, and requirements of, GSE and Ginnie Mae and to maintain our vendor / repairer and other status with them; our ability to fund future drawdowns on existing loans in our reverse mortgage portfolio; our server and our credit ratings and other actions of various rating agencies, including the impact of past or future downgrades to our server and our 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 that date. dated. Anyone interested in understanding Ocwen’s business should review our documents with the SEC. 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.


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