PHH Corporation (NYSE: PHH) ("PHH" or the "Company") announced today that in connection with the previously-announced acquisition by Ocwen Financial Corporation (NYSE: OCN) (“Ocwen”) of all of the Company’s outstanding shares of common stock and subsequent merger of the Company with a wholly-owned subsidiary of Ocwen (the “Merger”), which was approved at a special meeting of stockholders of the Company on June 11, 2018, PHH has applied to the Ontario Securities Commission (the “OSC”), as its principal Canadian regulator, for a decision deeming it to have ceased to be a reporting issuer in Ontario. If granted, the decision is expected to be effective on or shortly after the closing of the Merger. The closing of the Merger remains subject to customary closing conditions and no closing date has been set.

Following the closing of the Merger, PHH will only have the following two classes of securities outstanding: (1) approximately US$97.521 million aggregate principal amount of 7.375% Senior Notes due 2019 (the “2019 Notes”) and (ii) approximately US$21.543 million aggregate principal amount of 6.375% Senior Notes due 2021 (the “2021 Notes”, and collectively with the 2019 Notes, the “Notes”).

If the requested decision is made by the OSC, PHH will cease to be a reporting issuer in Ontario and, as a result, will no longer be required to file financial statements and other continuous disclosure documents with the OSC. Holders of Notes resident in Canada are advised to seek Canadian legal advice prior to any resale of the Notes.

Forward-Looking Statements

Certain statements in this press release are forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 or forward-looking information within the meaning of Canadian securities laws (together, “forward-looking statements”). Generally, forward looking-statements are not based on historical facts but instead represent only our current beliefs regarding future events. All forward-looking statements are, by their nature, subject to risks, uncertainties and other factors that could cause actual results, performance or achievements to differ materially from those expressed or implied in such forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements. Such statements may be identified by words such as “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “may increase,” “may fluctuate” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could.”

Investors should understand that forward-looking statements are not guarantees of performance or results and are preliminary in nature. Factors that may cause actual results to differ from expected results include, among others: the Company not being granted the requested decision from the OSC; the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger-related agreements with Ocwen; the risk that the necessary regulatory approvals for the Merger may not be obtained or may be obtained subject to conditions that are not anticipated; the risk that PHH’s cash and/or net worth may decline below the threshold levels specified in the merger agreement; risks that Ocwen may not have sufficient funds to consummate the merger; risks that PHH’s business may suffer as a result of uncertainties surrounding the proposed transaction; litigation or other legal proceedings relating to the proposed transaction; unexpected costs, charges or expenses resulting from the proposed transaction; risks related to the disruption of management time from ongoing business operations due to the proposed transaction; other risks to the consummation of the transaction, including the risk that the transactions will not be consummated within the expected time period or at all; unfavorable economic conditions in the markets PHH serves; changes in laws or regulations; and other risks and uncertainties described under the heading “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors” in the Company’s periodic reports filed with the SEC and the OSC, including the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, in connection with any forward-looking statements that may be made by the Company or the Company’s businesses generally. Such periodic reports are available in the “Investors” section of the Company’s website at http://www.phh.com and are also available at http://www.sec.gov. Except for the Company’s ongoing obligations to disclose material information under applicable securities laws, applicable stock exchange listing standards and unless otherwise required by law, the Company undertakes no obligation to release publicly any updates or revisions to any forward-looking statements or to report the occurrence or non-occurrence of anticipated or unanticipated events.

PHH CorporationInvestorsHugo Arias, 856-917-0108hugo.arias@phh.comorMediaDico Akseraylian, 856-917-0066dico.akseraylian@phh.com

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