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): July 31, 2006
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OCWEN FINANCIAL CORPORATION
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(Exact name of registrant as specified in its charter)
Florida 1-13219 65-0039856
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1661 Worthington Road, West Palm Beach, Florida 33409
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (561) 682-8000
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N/A
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(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))
Item 2.01 Completion of Acquisition of Assets.
On July 31, 2006, BMS Intermediate, Inc., a special purpose entity formed by
Ocwen Financial Corporation ("Ocwen") and Charlesbank Equity Fund VI, Limited
Partnership and other Charlesbank-related funds ("Charlesbank"), completed the
acquisition of all of the issued and outstanding shares of Bankruptcy Management
Solutions, Inc. ("BMS") from its stockholders and warrant holder. BMS is a
leading provider of support services to Chapter 7 Bankruptcy Trustees. The total
investment involved in this acquisition was approximately $445,000,000,
including the purchase price (subject to various post-closing adjustments set
forth in the associated Stock Purchase Agreement) and certain related fees and
expenses. Ocwen and Charlesbank each contributed approximately $45,000,000 in
equity. Approximately $347,000,000 of the investment was funded through the
issuance of senior and subordinated debt by BMS.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Any financial statements required to be prepared and filed pursuant to
Regulation S-X in connection with the acquisition reported above will be filed
by amendment not later than 71 calendar days after the date of this report on
Form 8-K.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
OCWEN FINANCIAL CORPORATION
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(Registrant)
By: /s/ WILLIAM C. ERBEY
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William C. Erbey, Chief Executive Officer
Date: August 4, 2006
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