v3.25.1
Borrowings
 3 Months Ended
Mar. 31, 2025
Debt Disclosure [Abstract]  
Borrowings
Note 13 – Borrowings
Advance Match Funded Liabilities
Remaining Borrowing Capacity
Outstanding Balance
Borrowing Type
Expected Repayment Date (1)
Uncommitted
Committed
March 31, 2025December 31, 2024
$500 million Ocwen Master Advance Receivables Trust (OMART) - Advance Receivables Backed Notes - Series 2015-VF5 (2)
August 2025$50.0 $132.0 $318.0 $328.7 
$200 million Ocwen GSE Advance Funding (OGAF) - Advance Receivables Backed Notes, Series 2015-VF1 (2)August 2025— 141.1 58.9 87.8 
$14.4 million EBO Advance facility (3)
May 202613.8 — 0.6 0.6 
Total Advance match funded liabilities
$63.8 $273.1 $377.5 $417.1 
Weighted average interest rate (4)
7.26 %7.25 %
(1)The Expected Repayment Date of our facilities, as defined, is the date on which the revolving period ends under each advance facility note and repayment of the outstanding balance is required if the note is not renewed or extended. In certain of our advance facilities, there are multiple notes outstanding.
(2)The committed borrowing capacity under the OMART and OGAF facilities is available to us provided that we have sufficient eligible collateral to pledge. At March 31, 2025, none of the remaining borrowing capacity of the OMART and OGAF advance financing notes could be used based on the amount of eligible collateral.
(3)At March 31, 2025, none of the remaining borrowing capacity of the facility could be used based on the amount of eligible collateral.
(4)The weighted average interest rate excludes the effect of the amortization of prepaid lender fees. At March 31, 2025 and December 31, 2024, the balance of unamortized prepaid lender fees was $1.2 million and $2.1 million, respectively, and are included in Other assets in our consolidated balance sheets.
Mortgage Loan Financing Facilities
Remaining Borrowing Capacity
Outstanding Balance
Borrowing TypeCollateralMaturity
Uncommitted
Committed (1)March 31, 2025December 31, 2024
Total mortgage warehouse facilities (2)
Loans held for sale (LHFS), Loans Held for Investment (LHFI), Servicing Advances, Receivables and REO
May 2025-October 20261,214.4 216.9 1,124.9 1,046.3 
Securitization Notes:
OLIT Asset-Backed Notes, Series 2023-HB1 (3)
Reverse LHFS,
Receivables and REO		June 2036— — 101.2 107.3 
OLIT Asset-Backed Notes, Series 2024-HB1 (3)
Reverse LHFS,
Receivables and REO		February 2037— — 148.8 160.9 
OLIT Asset-Backed Notes, Series 2024-HB2 (3)
Reverse LHFS,
Receivables and REO		August 2037— — 232.3 249.1 
Total reverse mortgage securitization notes
— — 482.3 517.3 
Total Mortgage loan financing facilities$1,214.4 $216.9 1,607.2 1,563.6 
Unamortized discount and debt issuance costs - OLIT Notes(29.9)(35.4)
Total Mortgage loan financing facilities, net$1,577.4 $1,528.2 
Weighted average interest rate (4)
5.40 %5.46 %
(1)Of the borrowing capacity on mortgage loan financing facilities extended on a committed basis, none of the remaining borrowing capacity could be used at March 31, 2025 based on the amount of eligible collateral that could be pledged on a committed basis.
(2)We use mortgage loan repurchase agreements, participation agreements and other warehouse facilities with various financial institutions to fund newly-originated or purchased loans on a short-term basis until they are sold or securitized to secondary market investors, and to fund repurchases of certain Ginnie Mae forward loans, HECM loans and other types of loans or mortgage related assets. Our warehouse facilities generally have maximum terms of 364 days, and have typically been, and are expected to be renewed, replaced or extended annually.
(3) In June 2023, February 2024 and September 2024, OLIT issued different classes of Asset-Backed Notes with an initial principal amount of 264.9 million, $268.6 million and $330.6 million at a discount and a mandatory 3-year call date of June 2026, February 2027 and August 2027, respectively. We have the option to redeem the notes at any time prior to the mandatory call date, at a 1% premium for a specified period of time after issuance (generally one year) and at par value thereafter. The notes have a stated interest rate of 3.0%, 3.0%, and 5.0%, respectively. Payments of interest and principal are made from available funds from a pool of reverse mortgage buyout loans and REOs in accordance with the indenture priority of payments. Also see Note 2 – Securitizations and Variable Interest Entities.
(4)The weighted average interest rate excludes the effect of the amortization of discount, debt issuance costs, and prepaid lender fees. At March 31, 2025 and December 31, 2024, unamortized prepaid lender fees were $1.1 million and $1.0 million, respectively, and are included in Other assets in our consolidated balance sheets. At March 31, 2025 and December 31, 2024, 1-Month (1M) Term Secured Overnight Financing Rate (SOFR) was 4.32% and 4.33%, respectively.
MSR Financing Facilities
Remaining Borrowing Capacity
Outstanding Balance
Borrowing TypeCollateralMaturity
Uncommitted
Committed (1)March 31, 2025December 31, 2024
$250 million GSE MSR financing facility (2)
MSRsJune 2025$— $3.1 $246.9 $249.5 
$650 million GSE MSR financing facility (3)
MSRsSeptember 2025— 95.2 554.8 415.1 
$300 million Ginnie Mae MSR financing facility (4)
MSRs, AdvancesFebruary 202654.1 — 245.9 244.7 
$70 million PLS MSR financing facility (5)
MSRsFebruary 20263.6 — 66.4 — 
Secured Notes, Ocwen Asset Servicing Income Series Notes, Series 2014-1 MSRsFebruary 2028— — 21.9 23.1 
Ocwen Excess Spread-Collateralized Notes, Series 2022-PLS1 (6)
MSRsFebruary 2025— — — 25.6 
Total MSR financing facilities$57.7 $98.2 1,136.0 958.0 
Unamortized debt issuance costs - PLS facilities (7)
— (0.1)
Total MSR financing facilities, net$1,136.0 $957.9 
Weighted average interest rate (7)
7.27%7.18%
(1)Of the borrowing capacity on MSR financing facilities extended on a committed basis, $27.0 million of the remaining borrowing capacity could be used at March 31, 2025 based on the amount of eligible collateral that could be pledged on a committed basis.
(2)This facility is secured by a lien on certain of PHH’s Agency MSRs and is subject to daily margining requirements. In February 2025, the borrowing capacity was reduced to $250.0 million from $400.0 million and the maturity date was modified to June 30, 2025.
(3)PHH’s obligations under this facility are secured by a lien on certain related MSRs. Onity guarantees the obligations of PHH under this facility. See Note 2 – Securitizations and Variable Interest Entities for additional information. We are subject to daily margining requirements under the terms of the facility. In January 2025, the borrowing capacity was increased to $650.0 million from $500.0 million.
(4)PHH’s obligations under this facility are secured by a lien on the related Ginnie Mae MSRs and servicing advances. Onity guarantees the obligations of PHH under the facility. We are subject to daily margining requirements under the terms of the facility. In February 2025, the maturity date was extended to February 25, 2026.
(5)The final payment on the PLS Notes (see (6) below) was made from proceeds received on this new $70.0 million repurchase agreement entered into in February 2025 with a maturity date of February 25, 2026, pursuant to which PHH sold the membership interest certificate representing 100% of the limited liability company interests in PLS Issuer and agreed to repurchase such membership interest certificate at a specified future date at the price set forth in the repurchase agreement. Onity guarantees the obligations of PHH under the facility subject to the terms and conditions set forth in the guaranty secured by a lien on the related PLS MSRs. See Note 2 – Securitizations and Variable Interest Entities for additional information.
(6)The single class PLS Notes were an amortizing debt instrument with an original principal amount of $75.0 million and a fixed interest rate of 5.114%. The PLS Notes were issued by a trust (PLS Issuer) that is included in our consolidated financial statements, and PLS Issuer’s obligations under the facility were secured by a lien on the related PLS MSRs. Onity guaranteed the obligations of PLS Issuer under the facility. The final principal payment was made on the due date in February 2025. See Note 2 – Securitizations and Variable Interest Entities for additional information.
(7)Weighted average interest rate excludes the effect of the amortization of debt issuance costs and prepaid lender fees. At March 31, 2025 and December 31, 2024, unamortized prepaid lender fees related to revolving-type MSR financing facilities were $3.0 million and $2.1 million, respectively, and are included in Other assets in our consolidated balance sheets.
Senior NotesInterest Rate (1)MaturityOutstanding Balance
March 31, 2025December 31, 2024
Senior Notes Due 20299.875%November 2029$500.0 $500.0 
Less:
Unamortized discount and debt issuance costs
(12.0)(12.6)
Senior notes, net$488.0 $487.4 
(1)Excludes the effect of the amortization of debt issuance costs and discount.
On November 6, 2024, PHH Corporation issued $500.0 million aggregate principal amount of 9.875% Senior Notes due November 1, 2029 (Senior Notes Due 2029) at a price of 99.556% of the principal amount in a syndicated private placement. Interest on the Senior Notes is payable semi-annually in arrears on May 1 and November 1 of each year, beginning on May 1, 2025, and principal is due at maturity. The Senior Notes are guaranteed by Onity and certain wholly-owned subsidiaries including PMC (collectively “restricted subsidiaries”). The Senior Notes are secured by the equity interests of the restricted subsidiaries and any Available Cash in excess of Agency Requirements, as defined.
On or after November 1,2026, PHH Corporation may redeem some or all of the Senior Notes at its option at the following redemption prices, plus accrued and unpaid interest:
Redemption Year (12-month period beginning on November 1st of the years indicated below)
Redemption Price
2026104.938 %
2027102.469 
2028 and thereafter100.000 
Prior to November 1, 2026, PHH Corporation may redeem some or all of the Senior Notes at its option at a redemption price equal to 100% of the principal amount of the Notes being redeemed with a “make-whole” premium, as defined, plus accrued and unpaid interest. In addition, prior to November 1, 2026, PHH Corporation may redeem up to 40% of the aggregate principal amount of the Notes with the net cash proceeds from certain equity offerings by Onity at the redemption price equal to 109.875% of the principal amount plus accrued and unpaid interest.
The Indenture contains customary covenants for debt securities of this type that limit the ability of PHH Corporation, Onity and its restricted subsidiaries to, among other things, (i) incur or guarantee additional Indebtedness, as defined, (ii) incur liens, (iii) pay dividends on or make distributions or make other restricted payments, (iv) make investments, (v) consolidate, merge, sell or otherwise dispose of certain assets, and (vi) enter into transactions with certain affiliates.
Credit Ratings
On October 21, 2024, Moody’s assigned a Caa1 rating to the $500 million PHH Corporation Senior Notes due in 2029 . Moody’s also assigned a B3 corporate family rating to Onity and withdrew the B3 corporate family rating of PHH Mortgage Corporation. The entities’ outlooks are stable.
On October 21, 2024, S&P assigned a B- rating to the $500 million PHH Corporation Senior Notes due in 2029 . S&P also affirmed the B- rating of Onity with a Stable Outlook.
Covenants
Under the terms of our debt agreements in effect as of March 31, 2025, we are subject to various affirmative and negative covenants. Collectively, these covenants include:
•Financial covenants, including, but not limited to, specified levels of net worth, liquidity and leverage;
•Covenants to operate in material compliance with applicable laws;
•Restrictions on our ability to engage in various activities, including but not limited to incurring or guarantying additional forms of debt, paying dividends or making distributions on or purchasing equity interests of Onity and its subsidiaries, repurchasing or redeeming capital stock or junior capital, repurchasing or redeeming subordinated debt prior to maturity, issuing preferred stock, selling or transferring assets or making loans or investments or other restricted payments, entering into mergers or consolidations or sales of all or substantially all of the assets of Onity and its subsidiaries or of PHH Corporation or PHH and their respective subsidiaries, creating liens on assets to secure debt, and entering into transactions with affiliates;
•Monitoring and reporting of various specified transactions or events, including specific reporting on defined events affecting collateral underlying certain debt agreements; and
•Requirements to provide audited financial statements within specified timeframes, including requirements that Onity’s financial statements and the related audit report be unqualified as to going concern.
The most restrictive consolidated net worth requirement contained in our debt agreements with borrowings outstanding at March 31, 2025, excluding additional Agency minimum requirements, is a minimum of $275.0 million and $200.0 million, tangible net worth for Onity and PHH, respectively. The most restrictive liquidity requirement under our debt agreements with borrowings outstanding at March 31, 2025, excluding additional Agency minimum requirements, is for a minimum of $75.0 million and $65.0 million for Onity and PHH, respectively. The minimum tangible net worth and liquidity requirements at PHH contained in some debt agreements are also subject to the minimum requirements set forth by the Agencies, see Note 21 – Regulatory Requirements.
We believe we were in compliance with all of the covenants in our debt agreements as of the date of these unaudited consolidated financial statements.
Collateral
Our assets pledged as collateral for secured borrowings are as follows at March 31, 2025. Assets may also be subject to other liens or restrictions under various agreements.
AssetsPledged
Assets
Collateralized Financings (8)
Liability Categories
Cash (1)
$178.0 $— $— 
n/a (1)
Restricted cash (2)
58.9 31.7 — 
Multiple
Owned MSRs, excluding ESS (3)(5)
1,620.1 1,629.9 1,092.8 
MSR financing facilities
Transferred MSRs, including ESS (4)
927.3 927.3 835.5 
Other financing liabilities
Advances, net (5)
514.0 489.2 420.6 
Advance match funded liabilities and MSR financing facilities
Loans held for sale1,402.2 1,381.2 1,365.7 
Mortgage loan financing facilities
Loans held for investment - securitized (6)
10,676.0 10,676.0 10,587.6 
HMBS related borrowings
Loans held for investment - unsecuritized136.5 81.0 72.2 
Mortgage loan financing facilities
Receivables, net222.3 161.3 118.5 
Mortgage loan financing facilities
REO (Other assets)
48.4 45.9 50.8 
Mortgage loan financing facilities
Total (7)
$15,783.7 $15,423.4 $14,543.8 
(1)Includes $147.3 million Available Cash held by Regulated Subsidiary Guarantors, as defined, pursuant to the Senior Notes Due 2029.
(2)Pledged assets primarily include amounts specifically designated to repay debt and to provide over-collateralization for MSR financing facilities, mortgage loan financing facilities and match funded debt facilities (debt service accounts).
(3)Pledged assets exceed the MSR asset balance primarily due to the netting of certain PLS MSR portfolios with negative and positive fair values as eligible collateral.
(4)Includes MSRs transferred to MAV, Rithm and others, and ESS pledged MSRs that are accounted for as secured financings.
(5)$43.1 million drawn under the $300.0 million Ginnie Mae MSR financing facility is used to finance Ginnie Mae related advances.
(6)Reverse mortgage loans and real estate owned are pledged as collateral to the HMBS beneficial interest holders, and are not available to satisfy the claims of our creditors. Ginnie Mae, as guarantor of the HMBS, is obligated to the holders of the HMBS in an instance of PHH’s default on its servicing obligations, or if the proceeds realized on HECMs are insufficient to repay all outstanding HMBS related obligations. Ginnie Mae has recourse to PHH in connection with certain claims relating to the performance and obligations of PHH as both issuer of HMBS and servicer of HECMs underlying HMBS.
(7)The total of selected assets disclosed in the above table does not represent the total consolidated assets of Onity. For example, the total excludes premises and equipment and certain other assets.
(8)Amounts represent UPB and fair value for borrowings accounted for at amortized cost and fair value, respectively.