UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

Current Report

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 26, 2016

 

OCWEN FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Florida   1-13219   65-0039856
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

1661 Worthington Road, Suite 100

West Palm Beach, Florida 33409

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: (561) 682-8000

 

Not applicable.

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
Item 2.02Results of Operations and Financial Condition.

 

On October 26, 2016, Ocwen Financial Corporation issued a press release announcing its results for the third quarter ended September 30, 2016. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information contained under Item 2.02 in this Current Report, including Exhibit 99.1, is being furnished and, as a result, such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. 

 
 
Item 9.01Financial Statements and Exhibits.

 

(d)          Exhibits

 

Exhibit    
Number   Description
     
Exhibit 99.1   Press Release of Ocwen Financial Corporation dated October 26, 2016

 
 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

OCWEN FINANCIAL CORPORATION

(Registrant)

   
Date:   October 26, 2016 By:   /s/ Michael R. Bourque, Jr.
    Michael R. Bourque, Jr.
    Chief Financial Officer
   

(On behalf of the Registrant and as its principal financial officer)

 
 

Exhibit 99.1

 

 (OCWEN LOGO) Ocwen Financial Corporation®

FOR IMMEDIATE RELEASE

 

OCWEN FINANCIAL ANNOUNCES OPERATING RESULTS

FOR THIRD QUARTER 2016

 

Reported GAAP quarterly net income of $9.5 million, marking Ocwen’s first quarterly profit since Q2 2015
   
Servicing segment generated $33.2 million in pre-tax profit
   
Quarterly mortgage lending volume grew 8% over the prior quarter
   
Automotive Capital Services inventory finance receivables grew 66% over prior quarter
   
Generated Cash from Operating Activities of $178 million

 

West Palm Beach, FL – (October 26, 2016) Ocwen Financial Corporation, (NYSE:OCN) (“Ocwen” or the “Company”), a leading financial services holding company, today reported GAAP net income of $9.5 million, or $0.08 per share, for the three months ended September 30, 2016.

 

Third Quarter 2016 Results

 

Pre-tax income for the third quarter of 2016 was $2.4 million, a $98.8 million improvement from the second quarter of 2016. Pre-tax results for the quarter include a number of significant items, including but not limited to: $12.0 million of gains from the execution of servicer “clean up” call rights, $5.7 million from the sale of agency mortgage servicing rights (“MSRs”) on approximately $3.3 billion of unpaid principal balance (“UPB”), $(15.1) million of third-party monitor costs, $(10.0) million of additional reserves for the potential California regulatory settlement and $(7.0) million of incremental reserves for the previously disclosed letter dating remediation based on final submitted claims. For the quarter, the Company generated cash from operating activities of $178 million, an increase of $147 million versus the prior quarter. The Company ended the quarter with $264 million in cash, up $44.6 million from June 30, 2016. As of September 30, 2016, the Company had not yet paid various settlement amounts, including but not limited to the $30 million Fisher settlements announced in June and the $22 million letter dating remediation.

 

The Servicing segment recorded $33.2 million of pre-tax income on strong performance under the Making Home Affordable streamline modification program, significant operating cost improvements, gains from the execution of servicer “clean up” call rights and MSR sales and continued reductions in advances and match funded advances. This quarterly profit for the Servicing segment represents a $47.9 million improvement versus the second quarter of 2016.

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The Lending segment recorded $3.6 million of pre-tax income for the third quarter of 2016, a $3.9 million decline versus the prior quarter on lower gain on sale margins. Quarterly mortgage lending volume grew 8% over the prior quarter.

The Automotive Capital Services business continued to grow, increasing inventory finance receivables outstanding by $11 million or 66%. As of October 24, our auto inventory finance business is now operating in 32 markets with 57 active auto dealerships and has approved credit facilities of $67 million.

“We are very pleased with the financial result this quarter, recording our first quarterly profit since the second quarter of 2015. We saw terrific execution from our Servicing team, which completed more than 21,000 modifications in the quarter, successfully delivered $12.0 million of gains on servicer “clean up” call rights transactions and continued to reduce operating costs. Additionally, our Automotive Capital Services business continues to grow and move closer to profitability. Our mortgage lending business saw growth in origination volume, but we must improve margins,” commented Ron Faris, President and CEO.

 

Phyllis Caldwell, who assumed the role of independent Chairwoman of the Board of Directors of Ocwen on March 15, 2016, added, “We remain focused on putting legacy matters behind us. We received the much awaited Standard & Poor’s upgrade to our servicer ranking in August. We continue to progress towards a potential resolution with the California Department of Business Oversight to end the current consent order and associated third party auditor before year-end. We are also continuing to achieve benchmarks and meet necessary conditions that we believe will result in the other remaining third-party monitorships concluding at their scheduled end dates.”

 

Ms. Caldwell continued, “I am also proud to say that despite some of the challenges of the past, we have continued to invest in our corporate culture, risk management, compliance, service excellence and technology. We have maintained our leadership in helping families struggling with their mortgage payments as evidenced by our number one status in the HAMP program. We are also making progress in building our new asset generation businesses. Most importantly, the entire Ocwen team is devoted to working in the best interest of homeowners and investors to deliver positive outcomes.”

Additional Q3 2016 Business Highlights

Completed 21,070 modifications in the quarter, 63% of which were HAMP modifications. 38% of modifications included some form of principal reduction.
Delinquencies decreased from 11.9% at June 30, 2016 to 11.4% at September 30, 2016, primarily driven by higher collections and loss mitigation efforts.
In the third quarter of 2016, Ocwen originated forward and reverse mortgage loans with unpaid principal balance of $1.2 billion and $213.0 million, respectively.
Our reverse mortgage portfolio ended the quarter with an estimated $97.5 million in undiscounted future gains from future draws on existing loans. Neither the anticipated future gains nor the future funding liability are included in the Company’s financial statements.
Reduced CFPB consumer complaints by 28%, the largest reduction of any major mortgage company, for the three month period from May to July of 2015 to the same three month period of 2016.
Conducted successful community outreach programs with NID Housing Counseling and NAACP in Sacramento and San Bernardino, California and Des Moines, Washington.
The constant pre-payment rate (CPR) increased from 14.2% in the second quarter of 2016 to 15.0% in the third quarter of 2016. In the third quarter of 2016, prime CPR was 19.7%, and non-prime CPR was 12.0%.

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Webcast and Conference Call

Ocwen will host a webcast and conference call on Wednesday, October 26, 2016, at 5 p.m., Eastern Time, to discuss its financial results for the third quarter of 2016. The conference call will be webcast live over the internet from the Company’s website at www.Ocwen.com, click on the “Shareholder Relations” section. A replay of the conference call will be available via the website approximately two hours after the conclusion of the call and will remain available for approximately 30 days.

About Ocwen Financial Corporation

Ocwen Financial Corporation is a financial services holding company which, through its subsidiaries, originates and services loans. We are headquartered in West Palm Beach, Florida, with offices throughout the United States and in the U.S. Virgin Islands and operations in India and the Philippines. We have been serving our customers since 1988. We may post information that is important to investors on 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 a reference to a future period or by the use of forward-looking terminology.

 

Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Our business has been undergoing substantial change which has magnified such uncertainties. 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, the following: our servicer and credit ratings as well as other actions from various rating agencies, including the impact of downgrades of our servicer and credit ratings; adverse effects on our business as a result of regulatory investigations or settlements; reactions to the announcement of such investigations or settlements by key counterparties; increased regulatory scrutiny and media attention, uncertainty related to claims, due to rumors or otherwise, litigation and investigations brought by government agencies and private parties regarding our servicing, foreclosure, modification and other practices, including uncertainty related to past, present or future investigations and settlements with state regulators, the CFPB, State Attorneys General, the SEC, Department of Justice or HUD and actions brought under the False Claims Act by private parties on behalf of the United States of America regarding incentive and other payments made by governmental entities; any adverse developments in existing legal proceedings or the initiation of new legal proceedings; our ability to effectively manage our regulatory and contractual compliance obligations; our ability to contain and reduce our operating costs, including our ability to successfully execute on our cost improvement initiative; the adequacy of our financial resources, including our sources of liquidity and ability to sell, fund and recover advances, repay borrowings and comply with debt covenants, including the financial and other covenants contained in them; volatility in our stock price; the characteristics of our servicing portfolio, including prepayment speeds along with delinquency and advance rates; our ability to successfully modify delinquent loans, manage foreclosures and sell foreclosed properties; uncertainty related to legislation, regulations, regulatory agency actions, government programs and policies, industry initiatives and evolving best servicing practices; as well as other risks detailed in Ocwen’s reports and filings with the Securities and Exchange Commission (SEC), including its annual report on Form 10-K for the year ended December 31, 2015 and its current and quarterly reports since such date. Anyone wishing to understand Ocwen’s business should review its SEC filings. Ocwen’s 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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FOR FURTHER INFORMATION CONTACT:

Investors: Media:
Stephen Swett John Lovallo Dan Rene
T: (203) 614-0141 T: (917) 612-8419 T: (202) 973 -1325
E: shareholderrelations@ocwen.com E: jlovallo@levick.com

E:drene@levick.com

 

Residential Servicing Statistics (Unaudited)

(Dollars in thousands)

   At or for the Three Months Ended 
   September 30,
2016
   June 30,
2016
   March 31,
2016
   December 31,
2015
   September 30,
2015
 
Total unpaid principal balance of loans and REO serviced  $216,892,002   $229,276,001   $237,081,036   $250,966,112   $288,069,149 
                          
Non-performing loans and REO serviced as a % of total UPB (1)   11.4%   11.9%   13.0%   13.7%   13.1%
                          
Prepayment speed (average CPR)(2) (3)   15.0%   14.2%   12.7%   13.3%   14.7%
(1)Performing loans include those loans that are less than 90 days past due and those loans for which borrowers are making scheduled payments under loan modification, forbearance or bankruptcy plans. We consider all other loans to be non-performing.
(2)Average CPR for the prior three months. CPR measures prepayments as a percentage of the current outstanding loan balance expressed as a compound annual rate.
(3)Average CPR for the three months ended September 30, 2016 includes 19.7% for prime loans and 12.0% for non-prime loans.
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Segment Results (Unaudited)
(Dollars in thousands)
                
   For the Three Months Ended
September 30,
   For the Nine Months Ended
September 30,
 
   2016   2015   2016   2015 
Servicing                    
Revenue  $319,080   $374,936   $951,727   $1,269,269 
Expenses   204,434    318,439    741,706    940,764 
Other expense, net   (81,475)   (69,239)   (259,815)   (249,947)
Income (loss) before income taxes   33,171    (12,742)   (49,794)   78,558 
                     
Lending                    
Revenue   30,696    29,662    89,255    106,721 
Expenses   27,735    23,126    78,091    73,497 
Other income, net   628    2,052    1,958    5,793 
Income before income taxes   3,589    8,588    13,122    39,017 
                     
Corporate Items and Other                    
Revenue   9,672    348    22,277    2,709 
Expenses   39,509    46,161    165,556    104,133 
Other expense, net   (4,559)   (5,951)   (16,208)   (16,740)
Loss before income taxes   (34,396)   (51,764)   (159,487)   (118,164)
                     
Corporate Eliminations                    
Revenue               (58)
Expenses               (58)
Other income (expense), net                
Income (loss) before income taxes                
                     
Consolidated income (loss) before income taxes  $2,364   $(55,918)  $(196,159)  $(589)
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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS  
(Dollars in thousands, except per share data)  
(UNAUDITED)
 
   For the Three Months Ended
September 30,
   For the Nine Months Ended
September 30,
 
   2016   2015   2016   2015 
Revenue                    
Servicing and subservicing fees  $302,235   $360,017   $906,993   $1,203,541 
Gain on loans held for sale, net   25,645    27,298    69,074    116,934 
Other revenues   31,568    17,631    87,192    58,166 
Total revenue   359,448    404,946    1,063,259    1,378,641 
                     
Expenses                    
Compensation and benefits   92,942    102,612    287,613    313,599 
Amortization of mortgage servicing rights   (2,558)   18,108    18,595    88,188 
Servicing and origination   63,551    101,545    249,230    255,905 
Technology and communications   25,941    37,182    85,519    117,793 
Professional services   65,489    62,428    257,795    191,728 
Occupancy and equipment   16,760    31,043    62,213    85,530 
Other   9,553    34,808    24,388    65,593 
Total expenses   271,678    387,726    985,353    1,118,336 
                     
Other income (expense)                    
Interest income   5,158    5,693    14,488    16,306 
Interest expense   (110,961)   (118,313)   (308,083)   (362,606)
Gain on sale of mortgage servicing rights, net   5,661    41,246    7,689    97,958 
Other, net   14,736    (1,764)   11,841    (12,552)
Total other expense, net   (85,406)   (73,138)   (274,065)   (260,894)
                     
Income (loss) before income taxes   2,364    (55,918)   (196,159)   (589)
Income tax expense (benefit)   (7,110)   10,832    (7,214)   21,866 
Net income (loss)   9,474    (66,750)   (188,945)   (22,455)
Net income attributable to non-controlling interests   (83)   (119)   (373)   (321)
Net income (loss) attributable to Ocwen stockholders  $9,391   $(66,869)  $(189,318)  $(22,776)
                     
Income (loss) per share attributable to Ocwen stockholders                    
Basic  $0.08   $(0.53)  $(1.53)  $(0.18)
Diluted   0.08    (0.53)   (1.53)   (0.18)
                     
Weighted average common shares outstanding                    
Basic   123,986,987    125,383,639    123,991,343    125,322,742 
Diluted   124,134,507    125,383,639    123,991,343    125,322,742 
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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share data)
(UNAUDITED)
 
   September 30,
 2016
   December 31,
 2015
 
Assets          
Cash  $263,534   $257,272 
Mortgage servicing rights ($696,108 and $761,190 carried at fair value)   1,036,669    1,138,569 
Advances, net   289,014    444,298 
Match funded advances   1,534,322    1,706,768 
Loans held for sale ($302,114 and $309,054 carried at fair value)   339,765    414,046 
Loans held for investment - Reverse mortgages, at fair value   3,339,641    2,488,253 
Receivables, net   279,883    286,981 
Premises and equipment, net   62,701    57,626 
Other assets ($20,660 and $14,352 carried at fair value)   439,921    586,495 
Total assets  $7,585,450   $7,380,308 
           
Liabilities and Equity          
Liabilities          
Match funded liabilities  $1,365,532   $1,584,049 
Financing liabilities ($3,719,142 and $2,933,066 carried at fair value)   3,828,019    3,089,255 
Other secured borrowings, net   663,170    762,411 
Senior unsecured notes, net   346,511    345,511 
Other liabilities   718,831    744,444 
Total liabilities   6,922,063    6,525,670 
           
Equity          
Ocwen Financial Corporation (Ocwen) stockholders’ equity          
Common stock, $.01 par value; 200,000,000 shares authorized; 123,989,954 and 124,774,516 shares issued and outstanding at September 30, 2016 and December 31, 2015, respectively   1,240    1,248 
Additional paid-in capital   524,725    526,148 
Retained earnings   136,611    325,929 
Accumulated other comprehensive loss, net of income taxes   (1,500)   (1,763)
Total Ocwen stockholders’ equity   661,076    851,562 
Non-controlling interest in subsidiaries   2,311    3,076 
Total equity   663,387    854,638 
Total liabilities and equity  $7,585,450   $7,380,308 
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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(UNAUDITED)
 
   For the Nine Months Ended
September 30,
 
   2016   2015 
Cash flows from operating activities          
Net loss  $(188,945)  $(22,455)
Adjustments to reconcile net loss to net cash provided by operating activities:          
Amortization of mortgage servicing rights   18,595    88,188 
Loss on valuation of mortgage servicing rights, at fair value   63,609    73,257 
Impairment of mortgage servicing rights   37,164    25,052 
Gain on sale of mortgage servicing rights   (7,689)   (97,958)
Realized and unrealized losses on derivative financial instruments   2,213    8,529 
Provision for bad debts   61,191    25,272 
Depreciation   18,277    13,467 
Amortization of debt issuance costs   10,475    10,385 
Gain on sale of fixed assets       (1,095)
Increase in deferred tax assets       5,700 
Equity-based compensation expense   4,000    5,130 
Gain on loans held for sale, net   (69,074)   (116,934)
Origination and purchase of loans held for sale   (4,575,264)   (3,713,311)
Proceeds from sale and collections of loans held for sale   4,493,887    3,935,420 
Changes in assets and liabilities:          
Decrease in advances and match funded advances   343,129    491,654 
Decrease (increase) in receivables and other assets, net   122,305    (1,899)
Increase in other liabilities   4,745    30,726 
Other, net   11,802    14,866 
Net cash provided by operating activities   350,420    773,994 
           
Cash flows from investing activities          
Origination of loans held for investment – reverse mortgages   (1,185,565)   (781,002)
Principal payments received on loans held for investment - reverse mortgages   528,263    105,520 
Purchase of mortgage servicing rights, net   (15,969)   (10,055)
Proceeds from sale of mortgage servicing rights   45,254    598,059 
Proceeds from sale of advances and match funded advances   74,982    285,938 
Additions to premises and equipment   (28,649)   (18,335)
Proceeds from sale of premises and equipment       4,758 
Other   9,483    4,082 
Net cash provided by (used in) investing activities   (572,201)   188,965 
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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS — (continued)
(Dollars in thousands)
(UNAUDITED)
   For the Nine Months Ended
September 30,
 
   2016   2015 
Cash flows from financing activities          
Repayment of match funded liabilities   (218,517)   (500,401)
Proceeds from other secured borrowings   6,632,059    5,647,016 
Repayments of other secured borrowings   (6,996,715)   (6,572,601)
Payment of debt issuance costs   (2,242)   (18,610)
Proceeds from sale of loans accounted for as a financing   820,438    803,924 
Repurchase of common stock   (5,890)    
Proceeds from exercise of common stock options   406    413 
Other   (1,496)   6,501 
Net cash provided by (used in) financing activities   228,043    (633,758)
           
Net increase in cash   6,262    329,201 
Cash at beginning of year   257,272    129,473 
Cash at end of period  $263,534   $458,674 
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