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): May 2, 2018

 

OCWEN FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Florida   1-13219   65-0039856
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   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:

 

   [  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
  [  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
  [  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
  [  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company [  ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

 

 

 

   
 

 

Item 2.02 Results of Operations and Financial Condition.

 

On May 2, 2018, Ocwen Financial Corporation issued a press release announcing results for the first quarter ended March 31, 2018. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information in this Item 2.02 and the information in the related exhibit attached hereto shall not be deemed to be “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 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit

Number

  Description
     
99.1   Press Release of Ocwen Financial Corporation dated May 2, 2018 announcing financial results for the first quarter ended March 31, 2018

 

   
 

 

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: May 2, 2018 By: /s/ Michael R. Bourque, Jr.
    Michael R. Bourque, Jr.
    Chief Financial Officer
    (On behalf of the Registrant and as its principal financial officer)

 

   
 

 

 

 

 

Ocwen Financial Corporation®

 

 

 

FOR IMMEDIATE RELEASE

 

OCWEN FINANCIAL ANNOUNCES OPERATING RESULTS

FOR FIRST QUARTER 2018

 

  Reported Q1 2018 net income of $3 million, a $35 million improvement over Q1 2017
     
  Generated $99 million of Cash Flows from Operating Activities
     
  Helped almost 11,600 struggling families remain in their homes through loan modifications that included $59 million of debt forgiveness
     
  Amended our NRZ agreements and received $280 million
     
  GAAP stockholders’ equity increased by $85 million to $630 million or $4.73 per share
     
  Announced agreement to purchase PHH Corporation for $360 million
     
  Resolved remaining outstanding state cease and desist orders from 2017 through settlement agreements

 

West Palm Beach, FL – (May 2, 2018) Ocwen Financial Corporation (NYSE:OCN) (“Ocwen” or the “Company”), a leading financial services holding company, today announced operating results for the first quarter of 2018. Ocwen reported GAAP net income of $2.6 million, or $0.02 per share, for the three months ended March 31, 2018 compared to a net loss of $(32.6) million for the three months ended March 31, 2017, a $35.2 million improvement. Ocwen generated revenue of $260.3 million and Cash Flows from Operating Activities of $99.4 million for the three months ended March 31, 2018, and ended the quarter with $285.7 million of cash.

 

“The first quarter of 2018 was an important one for Ocwen, and we accomplished a great deal. In addition to starting out the year with a $2.6 million profit, we received $280 million in cash from New Residential (NRZ), we announced an agreement to acquire PHH Corporation (PHH), and we helped almost 11,600 struggling families remain in their homes through loan modifications that included $59 million of debt forgiveness,” commented Ron Faris, President and CEO of Ocwen. Mr. Faris further stated “Just as importantly, we continued to make progress on the regulatory front, we began the process of deploying our excess liquidity, we largely completed the liquidation of Automotive Capital Services (ACS), and we saw our GAAP stockholders’ equity increase by $85 million to $630 million or $4.73 per share during the quarter.” Mr. Faris concluded by saying “We are also making steady progress towards closing our acquisition of PHH which we expect to occur in the second half of the year.”

 

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First Quarter 2018 Results

 

Pre-tax income for the first quarter of 2018 was $5.0 million, a $35.5 million improvement from the first quarter of 2017. Pre-tax results for the quarter were impacted by a number of significant items, the largest of which was $20.5 million in favorable Ginnie Mae and GSE MSR fair value adjustments as a result of the rising interest rates in the quarter, offset by $(21.0) million of costs related to ongoing strategic transactions and restructuring costs, regulatory-related legal fees and other litigation and regulatory settlement expenses. Adjusting for these significant items, our adjusted pre-tax income for the quarter was $5.5 million.

 

The Servicing segment recorded $20.5 million of pre-tax income for the first quarter of 2018, the seventh consecutive profitable quarter for the business.

 

The Lending segment recorded $8.8 million of pre-tax income for the first quarter of 2018, a $7.7 million increase over the first quarter of 2017. Our reverse mortgage lending business recorded $9.8 million of pre-tax income and our forward lending recapture business incurred a $(1.1) million pre-tax loss.

 

The Corporate segment recorded a $(24.3) million pre-tax loss for the first quarter of 2018 primarily driven by $(13.2) million of corporate interest expense, $(5.5) million of CFPB and state regulatory-related legal fees and other litigation and regulatory-related settlement expenses and a $(2.9) million loss related to the Automotive Capital Services business which was largely liquidated in the quarter.

 

Additional First Quarter 2018 Business Highlights

 

  Completed 11,598 modifications in the quarter to help struggling families stay in their homes, 17% of which included debt forgiveness totaling $59 million.
     
  Announced agreement to purchase PHH Corporation for $360 million.
     
  Delinquencies decreased from 9.3% at December 31, 2017 to 9.0% at March 31, 2018, primarily driven by loss mitigation efforts.
     
  The constant pre-payment rate (CPR) decreased from 14.4% in the fourth quarter of 2017 to 12.9% in the first quarter of 2018. In the first quarter of 2018, prime CPR was 15.4%, and non-prime CPR was 11.6%.
     
  In the first quarter of 2018, Ocwen originated forward and reverse mortgage loans with unpaid principal balances of $215.8 million and $163.9 million, respectively.
     
  Our reverse mortgage portfolio ended the quarter with an estimated $114.5 million in undiscounted future gains from forecasted future draws on existing loans. Neither the anticipated future gains nor the future funding liability are included in the Company’s financial statements.
     
  We have now resolved all of the state cease and desist orders (but not all of the legal actions) taken against us on April 20, 2017 and shortly thereafter.
     
  GAAP stockholders’ equity increased by $85 million to $630 million or $4.73 per share, primarily as a result of our decision to elect fair value accounting, effective as of January 1, 2018, on our remaining portfolio of MSRs that was previously accounted for using the Lower of Cost or Market and amortization method.

 

Webcast and Conference Call

 

Ocwen will host a webcast and conference call on Wednesday, May 2, 2018, at 8:30 a.m., Eastern Time, to discuss its financial results for the first quarter of 2018. The conference call will be webcast live over the internet from the Company’s website at www.Ocwen.com, click on the “Shareholders” 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.

 

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About Ocwen Financial Corporation

 

Ocwen Financial Corporation is a financial services holding company which, through its subsidiaries, services and originates 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 are typically identified by words such as “believe”, “expect”, “foresee”, “forecast”, “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. 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: 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), the Department of Justice or the Department of Housing and Urban Development (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; adverse effects on our business as a result of regulatory investigations, litigation, cease and desist orders or settlements; reactions to the announcement of such investigations, litigation, cease and desist orders or settlements by key counterparties, including lenders, the Federal National Mortgage Association (Fannie Mae) and the Federal Home Loan Mortgage Corporation (Freddie Mac), together known as the GSEs and the Government National Mortgage Association (Ginnie Mae); our ability to comply with the terms of our settlements with regulatory agencies 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 effectively manage our regulatory and contractual compliance obligations; our ability to comply with our servicing agreements, including our ability to comply with our agreements with, and the requirements of, Fannie Mae, Freddie Mac and Ginnie Mae and maintain our seller/servicer and other statuses with them; our ability to contain and reduce our operating costs, the adequacy of our financial resources, including our sources of liquidity and ability to sell, fund and recover advances, repay borrowings and comply with our debt agreements, including the financial and other covenants contained in them; our ability to timely transfer mortgage servicing rights under our July 2017 agreements and January 2018 agreements with NRZ; our ability to maintain our long-term relationship with NRZ under these new arrangements; our ability to realize anticipated future gains from 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; our ability to complete the proposed acquisition of PHH, to successfully integrate its business, and to realize the strategic objectives and other benefits of the acquisition at the time anticipated or at all, including our ability to integrate, maintain and enhance PHH’s servicing, subservicing and other business relationships; our ability to execute an effective chief executive officer leadership transition; as well as other risks detailed in Ocwen’s reports and filings with the SEC, including its annual report on Form 10-K for the year ended December 31, 2017 and any 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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Non-GAAP Financial Measures

 

This press release contains references to adjusted pre-tax income, a non-GAAP financial measure. We believe the use of certain non-GAAP financial measures provides a useful supplement to discussions and analysis of our financial condition. We believe these non-GAAP financial measures provide an alternative way to view certain aspects of our business that is instructive. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, Ocwen’s reported results under accounting principles generally accepted in the United States. Other companies may use non-GAAP financial measures with the same or similar titles that are calculated differently to our non-GAAP financial measures. As a result, comparability may be limited. For a full reconciliation of adjusted pre-tax income to GAAP pre-tax income, please see slides 21 and 23 of the Company’s first quarter 2018 investor presentation, which may be found in the “Shareholder Relations” section of the Company’s website at www.Ocwen.com.

 

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

(Dollars in thousands)

 

   At or for the Three Months Ended 
   March 31, 2018   December 31, 2017   September 30, 2017   June 30, 2017   March 31, 2017 
Total unpaid principal balance of loans and REO serviced  $173,388,876   $179,352,554   $187,468,318   $194,798,424   $202,369,014 
                          
Non-performing loans and REO serviced as a % of total UPB (1)   9.0%   9.3%   9.4%   9.6%   10.7%
                          
Prepayment speed (average CPR)(2) (3)   12.9%   14.4%   14.7%   15.0%   14.0%

 

(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 March 31, 2018 includes 15.4% for prime loans and 11.6% for non-prime loans.

 

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Segment Results

(Dollars in thousands)

 

  

For the Three Months Ended

March 31,

 
   2018   2017 
Servicing          
Revenue  $226,096   $284,019 
Expenses   171,096    216,913 
Other expense, net   (34,517)   (63,975)
Income before income taxes   20,483    3,131 
           
Lending          
Revenue   29,195    30,746 
Expenses   20,296    29,332 
Other expense, net   (129)   (305)
Income before income taxes   8,770    1,109 
           
Corporate Items and Other          
Revenue   4,966    7,099 
Expenses   15,109    30,138 
Other expense, net   (14,145)   (11,699)
Loss before income taxes   (24,288)   (34,738)
           
Corporate Eliminations          
Revenue        
Expenses        
Other income (expense), net        
Income (loss) before income taxes        
           
Consolidated income (loss) before income taxes  $4,965   $(30,498)

 

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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share data)

 

  

For the Three Months Ended

March 31,

 
   2018   2017 
Revenue        
Servicing and subservicing fees  $222,138   $272,502 
Gain on loans held for sale, net   19,800    22,944 
Other   18,319    26,418 
Total revenue   260,257    321,864 
           
Expenses          
Compensation and benefits   78,075    91,801 
Professional services   37,770    41,829 
Servicing and origination   31,418    40,171 
Technology and communications   22,803    27,347 
MSR valuation adjustments, net   17,129    40,451 
Occupancy and equipment   12,614    17,749 
Other   6,692    17,035 
Total expenses   206,501    276,383 
           
Other income (expense)          
Interest income   2,700    3,763 
Interest expense   (50,810)   (84,062)
Gain on sale of mortgage servicing rights, net   958    287 
Other, net   (1,639)   4,033 
Total other expense, net   (48,791)   (75,979)
           
Income (loss) before income taxes   4,965    (30,498)
Income tax expense   2,348    2,125 
Net income (loss)   2,617    (32,623)
Net income attributable to non-controlling interests   (69)   (101)
Net income (loss) attributable to Ocwen stockholders  $2,548   $(32,724)
           
Income (loss) per share attributable to Ocwen stockholders          
Basic  $0.02   $(0.26)
Diluted  $0.02   $(0.26)
           
Weighted average common shares outstanding          
Basic   133,121,465    124,014,928 
Diluted   134,606,929    124,014,928 

 

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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)

 

   March 31, 2018   December 31, 2017 
Assets          
Cash  $285,653   $259,655 
Mortgage servicing rights ($1,074,247 and $671,962 carried at fair value)   1,074,247    1,008,844 
Advances, net   197,120    211,793 
Match funded assets (related to variable interest entities (VIEs))   1,084,757    1,177,357 
Loans held for sale ($125,848 and $214,262 carried at fair value)   178,078    238,358 
Loans held for investment, at fair value   4,988,151    4,715,831 
Receivables, net   166,518    199,529 
Premises and equipment, net   33,268    37,006 
Other assets ($10,366 and $8,900 carried at fair value)(amounts related to VIEs of $23,715 and $27,359)   455,526    554,791 
Total assets  $8,463,318   $8,403,164 
           
Liabilities and Equity          
Liabilities          
HMBS-related borrowings, at fair value  $4,838,193   $4,601,556 
Match funded liabilities (related to VIEs)   800,596    998,618 
Other financing liabilities ($715,924 and $508,291 carried at fair value)   793,905    593,518 
Other secured borrowings, net   442,356    545,850 
Senior notes, net   347,475    347,338 
Other liabilities ($2,169 and $635 carried at fair value)   608,451    769,410 
Total liabilities   7,830,976    7,856,290 
           
Equity          
Ocwen Financial Corporation (Ocwen) stockholders’ equity          
Common stock, $.01 par value; 200,000,000 shares authorized; 133,405,585 and 131,484,058 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively   1,334    1,315 
Additional paid-in capital   553,426    547,057 
Retained earnings (accumulated deficit)   76,887    (2,083)
Accumulated other comprehensive loss, net of income taxes   (1,208)   (1,249)
Total Ocwen stockholders’ equity   630,439    545,040 
Non-controlling interest in subsidiaries   1,903    1,834 
Total equity   632,342    546,874 
Total liabilities and equity  $8,463,318   $8,403,164 

 

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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

 

  

For the Three Months Ended

March 31,

 
   2018   2017 
Cash flows from operating activities          
Net income (loss)  $2,617   $(32,623)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:          
MSR valuation adjustments, net   17,129    40,451 
Gain on sale of mortgage servicing rights, net   (958)   (287)
Provision for bad debts   15,336    22,410 
Depreciation   6,527    7,081 
Amortization of debt issuance costs   656    673 
Equity-based compensation expense   575    2,132 
Gain on valuation of financing liability   (16,712)    
Net gain on valuation of mortgage loans held for investment and HMBS-related borrowings   (8,975)   (5,360)
Gain on loans held for sale, net   (8,832)   (15,306)
Origination and purchase of loans held for sale   (358,078)   (1,237,535)
Proceeds from sale and collections of loans held for sale   383,734    1,173,912 
Changes in assets and liabilities:          
Decrease in advances and match funded assets   71,096    105,958 
Decrease in receivables and other assets, net   57,949    88,449 
Decrease in other liabilities   (68,128)   (62,423)
Other, net   5,475    1,730 
Net cash provided by operating activities   99,411    89,262 
           
Cash flows from investing activities          
Origination of loans held for investment   (251,086)   (347,080)
Principal payments received on loans held for investment   82,719    80,290 
Purchase of mortgage servicing rights       (1,229)
Proceeds from sale of mortgage servicing rights   123    729 
Proceeds from sale of advances   4,286    1,115 
Issuance of automotive dealer financing notes   (19,642)   (39,100)
Collections of automotive dealer financing notes   49,756    37,129 
Additions to premises and equipment   (2,983)   (5,258)
Other, net   916    (1,644)
Net cash used in investing activities   (135,911)   (275,048)

 

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OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS — (continued)

(Dollars in thousands)

 

   For the Three Months Ended March 31, 
   2018   2017 
Cash flows from financing activities          
Repayment of match funded liabilities, net   (198,022)   (65,785)
Proceeds from mortgage loan warehouse facilities and other secured borrowings   801,155    2,224,774 
Repayments of mortgage loan warehouse facilities and other secured borrowings   (968,292)   (2,188,586)
Proceeds from sale of mortgage servicing rights accounted for as a financing   279,586     
Proceeds from sale of reverse mortgages (HECM loans) accounted for as a financing (HMBS-related borrowings)   222,825    306,749 
Repayment of HMBS-related borrowings   (80,811)   (75,099)
Other, net   (74)   (904)
Net cash provided by financing activities   56,367    201,149 
           
Net increase in cash and restricted cash   19,867    15,363 
Cash and restricted cash at beginning of year   302,560    302,398 
Cash and restricted cash at end of period (1)  $322,427   $317,761 

 

(1) Cash and restricted cash as of March 31, 2018 and March 31, 2017 includes $285.7 million and $268.3 million of cash and $36.8 million and $49.4 million of restricted cash respectively.

 

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