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Short And Long-Term Debt (Tables)
 6 Months Ended
Jun. 30, 2021
Debt Disclosure [Abstract]  
Schedule of Total Indebtedness Total indebtedness is as follows:
 June 30, 2021December 31, 2020
Senior Secured Credit Facility:
Non-extended Revolving Credit Commitment
$— $— 
Extended Revolving Credit Commitment
— — 
Term Loan B
235 1,036 
Term Loan A Facility:
Non-extended Term Loan A
196 681 
Extended Term Loan A235 — 
7.625% Senior Secured Second Lien Notes541 540 
4.875% Senior Notes406 406 
9.375% Senior Notes544 544 
5.75% Senior Notes898 — 
0.25% Exchangeable Senior Notes320 — 
Total Short-Term & Long-Term Debt$3,375 $3,207 
Securitization Obligations:
Apple Ridge Funding LLC$145 $102 
Cartus Financing Limited2 4 
Total Securitization Obligations$147 $106 
Schedule of Debt
As of June 30, 2021, the Company’s borrowing arrangements were as follows:
Interest
Rate		Expiration
Date		Principal AmountUnamortized Discount (Premium) and Debt Issuance CostsNet Amount
Senior Secured Credit Facility (1):
Non-extended Revolving Credit Commitment(2)February 2023$— $ *$— 
Extended Revolving Credit Commitment(2)February 2025 (3)—                      *— 
Term Loan B(4)February 2025237 2 235 
Term Loan A Facility (5):
Non-extended Term Loan A(6)February 2023197 1 196 
Extended Term Loan A(7)February 2025 (3)236 1 235 
Senior Secured Second Lien Notes (8)7.625%June 2025550 9 541 
Senior Notes (8)4.875%June 2023407 1 406 
Senior Notes (8)9.375%April 2027550 6 544 
Senior Notes (8)5.75%January 2029900 2 898 
Exchangeable Senior Notes0.25%June 2026403 83 320 
Total Short-Term & Long-Term Debt$3,480 $105 $3,375 
Securitization obligations: (9)
Apple Ridge Funding LLC (10)June 2022$145 $ *$145 
Cartus Financing Limited (11)August 20212 *2 
Total Securitization Obligations$147 $— $147 
_______________
*The debt issuance costs related to our Revolving Credit Facility and securitization obligations are classified as a deferred financing asset within other assets.
(1)The available capacity under the Non-extended Revolving Credit Commitment is $477 million, while the available capacity under the Extended Revolving Credit Commitment is $948 million. As of June 30, 2021, there were no outstanding borrowings under
either the Non-extended Revolving Credit Commitment or Extended Revolving Credit Commitment and $42 million of outstanding undrawn letters of credit. The Non-extended Revolving Credit Commitment expires in February 2023 and, subject to earlier spring maturity described in footnote (3), the Extended Revolving Credit Commitment expires in February 2025, but in each instance, amounts outstanding would be classified on the balance sheet as current due to the revolving nature and terms and conditions of the facilities. On August 2, 2021, the Company had no outstanding borrowings under the Revolving Credit Facility and $42 million of outstanding undrawn letters of credit.
(2)Interest rates with respect to revolving loans under the Senior Secured Credit Facility at June 30, 2021 were based on, at the Company's option, (a) adjusted London Interbank Offering Rate ("LIBOR") plus an additional margin or (b) JP Morgan Chase Bank, N.A.'s prime rate ("ABR") plus an additional margin, in each case subject to adjustment based on the then current senior secured leverage ratio. Based on the previous quarter's senior secured leverage ratio, the LIBOR margin was 1.75% and the ABR margin was 0.75% for the three months ended June 30, 2021.
(3)The maturity date of each of the Extended Revolving Credit Commitment and Extended Term Loan A may spring forward to a date prior to February 2025 as follows: (i) if on or before March 2, 2023, the 4.875% Senior Notes have not been extended, refinanced or replaced to have a maturity date after May 10, 2025 (or are not otherwise discharged, defeased or repaid by March 2, 2023), the maturity date of the Extended Revolving Credit Commitment and Extended Term Loan A Facility will be March 2, 2023; and (ii) if on or before November 9, 2024, the Term Loan B Facility under the Senior Secured Credit Agreement is not extended, refinanced or replaced to have a maturity date after May 10, 2025 (or otherwise repaid prior to November 9, 2024), the maturity date of the Extended Revolving Credit Commitment and Extended Term Loan A Facility will be November 9, 2024.
(4)In January and February 2021, we used a portion of the proceeds from the issuance of 5.75% Senior Notes to pay down $655 million of outstanding borrowings under the Term Loan B Facility. In April 2021, the Company used cash on hand to pay down $150 million of outstanding borrowings under the Term Loan B Facility. The Term Loan B Facility provides for quarterly amortization payments totaling 1% per annum of the $1,080 million original principal amount. The interest rate with respect to term loans under the Term Loan B Facility is based on, at the Company’s option, (a) adjusted LIBOR plus 2.25% (with a LIBOR floor of 0.75%) or (b) ABR plus 1.25% (with an ABR floor of 1.75%).
(5)In January 2021, prior to the effective date of the 2021 Amendments, we used a portion of the proceeds from the issuance of 5.75% Senior Notes to pay down $250 million of outstanding borrowings under the Term Loan A Facility. The interest rates with respect to each of the Non-extended Term Loan A and Extended Term Loan A are based on, at the Company's option, (a) adjusted LIBOR plus an additional margin or (b) ABR plus an additional margin, in each case subject to adjustment based on the then current senior secured leverage ratio. Based on the previous quarter's senior secured leverage ratio, the LIBOR margin was 1.75% and the ABR margin was 0.75% for the three months ended June 30, 2021.
(6)The Company is not required to make amortization payments on the Non-extended Term Loan A. The balance of the Non-Extended Term Loan A is due at maturity on February 8, 2023.
(7)The Extended Term Loan A has quarterly amortization payments, commencing with the quarter ending June 30, 2021, equal to a percentage per quarter of the $237 million principal amount of the Extended Term Loan A outstanding on January 27, 2021 (the effective date of the 2021 Amendments), as follows: 0.625% per quarter from June 30, 2021 to March 31, 2022; 1.25% per quarter from June 30, 2022 to March 31, 2023; 1.875% per quarter from June 30, 2023 to March 31, 2024; and 2.50% per quarter for periods ending on or after June 30, 2024, with the balance of the Extended Term Loan A due at maturity on February 8, 2025.
(8)Realogy Group may redeem all or a portion of the Unsecured Notes or 7.625% Senior Secured Second Lien Notes, as applicable, at the redemption price set forth in the applicable indenture governing such notes, commencing on the following dates:
Date
7.625% Senior Secured Second Lien NotesJune 15, 2022
4.875% Senior NotesMarch 1, 2023
9.375% Senior NotesApril 1, 2022
5.75% Senior NotesJanuary 15, 2024
Prior to the dates noted above, Realogy Group may redeem the applicable notes at their option, in whole or in part, at a redemption price equal to 100% of the principal amount of such notes redeemed plus a "make-whole" premium as set forth in the applicable indenture governing such notes. In addition, prior to the dates noted above, we may redeem up to 40% of the notes (other than the 4.875% Senior Notes) from the proceeds of certain equity offerings as set forth in the applicable indenture governing such notes. See below under the header "Exchangeable Senior Notes" for information on certain redemption features of the Exchangeable Senior Notes.
(9)Available capacity is subject to maintaining sufficient relocation related assets to collateralize these securitization obligations.
(10)In June 2021, Realogy Group extended the existing Apple Ridge Funding LLC securitization program utilized by Cartus until June 2022. As of June 30, 2021, the Company had $200 million of borrowing capacity under the Apple Ridge Funding LLC securitization program leaving $55 million of available capacity.
(11)Consists of a £10 million revolving loan facility and a £5 million working capital facility. As of June 30, 2021, the Company had $21 million of borrowing capacity under the Cartus Financing Limited securitization program leaving $19 million of available capacity.
Schedule of Maturities of Long-term Debt
YearAmount
Remaining 2021 (a)$8 
202221 
2023631 
202433 
2025934 
_______________
(a)Remaining 2021 includes amortization payments totaling $3 million and $5 million for the Extended Term Loan A and Term Loan B Facility, respectively. The current portion of long-term debt of $18 million shown on the Condensed Consolidated Balance Sheets consists of four quarters of amortization payments totaling $7 million and $11 million for the Extended Term Loan A and Term Loan B Facility, respectively.
Interest Rate Table for Revolving Credit Facility
Senior Secured Leverage RatioApplicable LIBOR MarginApplicable ABR Margin
Greater than 3.50 to 1.002.50%1.50%
Less than or equal to 3.50 to 1.00 but greater than or equal to 2.50 to 1.00
2.25%1.25%
Less than 2.50 to 1.00 but greater than or equal to 2.00 to 1.00
2.00%1.00%
Less than 2.00 to 1.001.75%0.75%
Interest Rate Table for Term Loan A
Senior Secured Leverage RatioApplicable LIBOR MarginApplicable ABR Margin
Greater than 3.50 to 1.002.50%1.50%
Less than or equal to 3.50 to 1.00 but greater than or equal to 2.50 to 1.00
2.25%1.25%
Less than 2.50 to 1.00 but greater than or equal to 2.00 to 1.00
2.00%1.00%
Less than 2.00 to 1.00 1.75%0.75%
Convertible Debt
The Exchangeable Senior Notes consisted of the following components as of June 30, 2021:
June 30, 2021
Liability component:
Principal
$403 
Less: debt discount and issuance costs, net of amortization
83
Net carrying amount
$320 
Equity component: (*)
$53 
_______________
(*)     Included in additional paid-in capital on the consolidated balance sheets.