Short And Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2023

Total indebtedness is as follows:


	June 30, 2023		December 31, 2022
Revolving Credit Facility	$	350	$	350
Extended Term Loan A	214		221
5.75% Senior Notes	899		899
5.25% Senior Notes	985		985
0.25% Exchangeable Senior Notes	396		394
Total Short-Term & Long-Term Debt	$	2,844	$	2,849
Securitization Obligations:
Apple Ridge Funding LLC	$	200	$	163

Schedule of Debt

As of June 30, 2023, the Company’s borrowing arrangements were as follows:


	Interest Rate	Expiration Date	Principal Amount		Unamortized Premium and Debt Issuance Costs		Net Amount
Revolving Credit Facility (1)	(2)	July 2027 (3)	$	350	$ *		$	350
Extended Term Loan A	(4) (5)	February 2025	215		1		214
Senior Notes (6)	5.75%	January 2029	900		1		899
Senior Notes (6)	5.25%	April 2030	1,000		15		985
Exchangeable Senior Notes	0.25%	June 2026	403		7		396
Total Short-Term & Long-Term Debt			$	2,868	$	24	$	2,844
Securitization obligations: (7)
Apple Ridge Funding LLC		May 2024	$	200	$ *		$	200

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*The debt issuance costs related to our Revolving Credit Facility and securitization obligations are classified as a deferred financing asset within other assets.

(1)As of June 30, 2023, the Company had $1,100 million of borrowing capacity under its Revolving Credit Facility. As of June 30, 2023, there were $350 million of outstanding borrowings under the Revolving Credit Facility and $36 million of outstanding undrawn letters of credit. On July 24, 2023, the Company had $310 million of outstanding borrowings under the Revolving Credit Facility and $36 million of outstanding undrawn letters of credit.

(2)Interest rates with respect to revolving loans under the Revolving Credit Facility at June 30, 2023 are based on, at the Company's option, (a) a term Secured Overnight Financing Rate ("SOFR")-based rate including a 10 basis point credit spread adjustment or (b) JP Morgan Chase Bank, N.A.'s prime rate ("ABR") plus (in each case) an additional margin subject to adjustment based on the then current senior secured leverage ratio. Based on the previous quarter's senior secured leverage ratio, the SOFR margin was 1.75% and the ABR margin was 0.75% for the three months ended June 30, 2023.

(3)The maturity date of the Revolving Credit Facility may spring forward to a date prior to July 2027 as follows: (i) if on or before March 16, 2026, the 0.25% Exchangeable Senior Notes have not been extended, refinanced or replaced to have a maturity date after October 26, 2027 (or are not otherwise discharged, defeased or repaid by March 16, 2026), the maturity date of the Revolving Credit Facility will be March 16, 2026; and (ii) if on or before November 9, 2024, the "term A loans" under the Term Loan A Agreement have not been extended, refinanced or replaced to have a maturity date after October 26, 2027 (or are not otherwise repaid by November 9, 2024), the maturity date of the Revolving Credit Facility will be November 9, 2024.

(4)In May 2023, the Company entered into an amendment to the Term Loan Agreement which replaced London Interbank Offering Rate ("LIBOR") with a Term SOFR-based rate as the applicable benchmark for the Term Loan A Facility (the applicable margin for the Term Loan A Facility remained the same, but the term SOFR-based rate includes a 10 basis points credit spread adjustment). Interest rates with respect to outstanding borrowings under the Extended Term Loan A at June 30, 2023 are based on, at the Company's option, (a) a term SOFR-based rate including a 10 basis point credit spread adjustment or (b) ABR plus (in each case) an additional margin subject to adjustment based on the then current senior secured leverage ratio. Based on the previous quarter's senior secured leverage ratio, the SOFR margin was 1.75% and the ABR margin was 0.75% for the three months ended June 30, 2023.

(5)The Extended Term Loan A has quarterly amortization payments equal to a percentage per quarter of the original principal amount of $237 million, 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.

(6)See Note 11, "Subsequent Events" for additional information with respect to the debt exchange transactions.

(7)In June 2023, Anywhere Group extended the existing Apple Ridge Funding LLC securitization program until the end of May 2024. Under the Apple Ridge Funding LLC securitization program, the Company had $200 million of borrowing capacity as of June 30, 2023. The securitization program includes a seasonal increase provision which allows for a temporary increase to $215 million of borrowing capacity from July 17 to October 15 of 2023 only, at which time it reverts back to $200 million of borrowing capacity. As of June 30, 2023, the Company had $200 million of borrowing capacity under the Apple Ridge Funding LLC securitization program with $200 million being utilized leaving no available capacity subject to maintaining sufficient relocation related assets to collateralize the securitization obligation. Certain of the funds that Anywhere Group receives from relocation receivables and related assets are required to be utilized to repay securitization obligations. These obligations are collateralized by $258 million and $206 million of underlying relocation receivables and other related relocation assets at June 30, 2023 and December 31, 2022, respectively. Substantially all relocation related assets are realized in less than twelve months from the transaction date. Accordingly, all of Anywhere Group's securitization obligations are classified as current in the accompanying Condensed Consolidated Balance Sheets. Interest incurred in connection with borrowings under the facility amounted to $3 million and $1 million for the three months ended June 30, 2023 and 2022, respectively, as well as $6 million and $2 million for the six months ended June 30, 2023 and 2022, respectively. This interest is recorded within net revenues in the accompanying Condensed Consolidated Statements of Operations as related borrowings are utilized to fund Anywhere Group's relocation operations where interest is generally earned on such assets. The securitization obligations represent floating rate debt for which the average weighted interest rate was 7.1% and 3.3% for the six months ended June 30, 2023 and 2022, respectively.

Schedule of Maturities of Long-term Debt


Year	Amount
Remaining 2023 (a)	$	359
2024	22
2025	184
2026	403
2027	—

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(a)Remaining 2023 includes amortization payments totaling $9 million for the Extended Term Loan A, as well as $350 million of outstanding borrowings under the Revolving Credit Facility which expires in July 2027 (subject to earlier spring maturity) but is classified on the balance sheet as current due to the revolving nature and terms and conditions of the facility. The current portion of long-term debt of $369 million shown on the Condensed Consolidated Balance Sheets consists of four quarters of amortization payments totaling $19 million for the Extended Term Loan A and $350 million of outstanding borrowings under the Revolving Credit Facility.