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WAREHOUSE AND OTHER LINES OF CREDIT | 6 Months Ended
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Jun. 30, 2022
Debt Disclosure [Abstract] |
WAREHOUSE AND OTHER LINES OF CREDIT | WAREHOUSE AND OTHER LINES OF CREDIT At June 30, 2022, the Company was a party to 14 revolving lines of credit with lenders providing $9.9 billion of warehouse and securitization facilities. The facilities are used to fund, and are secured by, residential mortgage loans held for sale. The facilities are repaid using proceeds from the sale of loans. Interest is generally payable monthly in arrears or on the repurchase date of a loan, and outstanding principal is payable upon receipt of loan sale proceeds or on the repurchase date of a loan. Outstanding principal related to a particular loan must also be repaid after the expiration of a contractual period of time or, if applicable, upon the occurrence of certain events of default with respect to the underlying loan. Interest expense is recorded to interest expense on the consolidated statements of operations. The base interest rates on the facilities bear interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin. Some of the facilities carry additional fees charged on the total line amount, commitment fees charged on the committed portion of the line, and non-usage fees charged when monthly usage falls below a certain utilization percentage. As of June 30, 2022, the interest rate was comprised of the applicable base rate plus a spread ranging from 1.02% to 2.25%. The base interest rate for warehouse facilities is subject to increase based upon the characteristics of the underlying loans collateralizing the lines of credit, including, but not limited to product type and number of days held for sale. The warehouse lines are scheduled to expire through 2023 under one or two year terms. The securitization facilities are scheduled to expire through 2024 under two to three year terms. All warehouse lines and other lines of credit are subject to renewal based on an annual credit review conducted by the lender. Certain warehouse line lenders require the Company to maintain cash accounts with minimum required balances at all times. As of June 30, 2022 and December 31, 2021, there was $7.0 million and $8.0 million, respectively, held in these accounts which are recorded as a component of restricted cash on the consolidated balance sheets. Under the terms of these warehouse lines, the Company is required to maintain various financial and other covenants. As of June 30, 2022, the Company amended certain warehouse lines related to certain profitability covenants, following which the Company was in compliance with those financial covenants. Securitization Facilities In October 2020, the Company issued notes through a securitization facility (“2020-1 Securitization Facility”) backed by a revolving warehouse line of credit. The 2020-1 Securitization Facility is secured by newly originated, first-lien, residential mortgage loans eligible for purchase by Fannie Mae and Freddie Mac for the purchase of mortgage loans or in accordance with the criteria of Ginnie Mae for the guarantee of securities backed by mortgage loans. The 2020-1 Securitization Facility issued $600.0 million in notes and certificates that bear interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin. The 2020-1 Securitization Facility will terminate on the earlier of (i) the two-year anniversary of the initial purchase date, (ii) the Company exercising its right to optional prepayment in full and (iii) the date of the occurrence and continuance of an event of default. In March 2022, the Company exercised its right to optional prepayment in full and terminated the 2020-1 Securitization Facility. In December 2020, the Company issued notes through an additional securitization facility (“2020-2 Securitization Facility”) backed by a revolving warehouse line of credit. The 2020-2 Securitization Facility is secured by newly originated, first-lien, fixed rate residential mortgage loans eligible for purchase by the GSEs or in accordance with the criteria of Ginnie Mae for the guarantee of securities backed by mortgage loans. The 2020-2 Securitization Facility issued $500.0 million in notes and certificates that bear interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin. The 2020-2 Securitization Facility will terminate on the earlier of (i) the three year anniversary of the initial purchase date, (ii) the Company exercising its right to optional prepayment in full and (iii) the date of the occurrence and continuance of an event of default. In March 2022, the Company exercised its right to optional prepayment and paid-off $200.0 million in notes and certificates. At June 30, 2022, $300.0 million was outstanding in the 2020-2 Securitization Facility. In February 2021, the Company issued notes and a class of owner trust certificates through an additional securitization facility (“2021-1 Securitization Facility”) backed by a revolving warehouse line of credit. The 2021-1 Securitization Facility is secured by newly originated, first-lien, fixed-rate or adjustable-rate, residential mortgage loans which are originated in accordance with the criteria of Fannie Mae and Freddie Mac for the purchase of mortgage loans or in accordance with the criteria of Ginnie Mae for the guarantee of securities backed by mortgage loans. The 2021-1 Securitization Facility issued $500.0 million in notes that bear interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin. The 2021-1 Securitization Facility will terminate on the earlier of (i) the three-year anniversary of the initial purchase date, (ii) the Company exercising its right to optional prepayment in full and (iii) the date of the occurrence and continuance of an event of default. In April 2021, the Company issued notes and a class of owner trust certificates through an additional securitization facility (“2021-2 Securitization Facility”) backed by a revolving warehouse line of credit. The 2021-2 Securitization Facility is secured by newly originated, first-lien, fixed-rate or adjustable-rate, residential mortgage loans which are originated in accordance with the criteria of Fannie Mae and Freddie Mac for the purchase of mortgage loans or in accordance with the criteria of Ginnie Mae for the guarantee of securities backed by mortgage loans. The 2021-2 Securitization Facility issued $500.0 million in notes that bear interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin. The 2021-2 Securitization Facility will terminate on the earlier of (i) the three-year anniversary of the initial purchase date, (ii) the Company exercising its right to optional prepayment in full and (iii) the date of the occurrence and continuance of an event of default. In October 2021, the Company issued notes and a class of owner trust certificates through an additional securitization facility (“2021-3 Securitization Facility”) backed by a revolving warehouse line of credit. The 2021-3 Securitization Facility is secured by newly originated, first-lien, fixed-rate or adjustable-rate, residential mortgage loans which are originated in accordance with the criteria of Fannie Mae and Freddie Mac for the purchase of mortgage loans or in accordance with the criteria of Ginnie Mae for the guarantee of securities backed by mortgage loans. The 2021-3 Securitization Facility issued $500.0 million in notes that bear interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin. The 2021-3 Securitization Facility will terminate on the earlier of (i) the three-year anniversary of the initial purchase date, (ii) the Company exercising its right to optional prepayment in full, and (iii) the date of the occurrence and continuance of an event of default. The following table presents information on warehouse borrowings and the outstanding balance as of June 30, 2022 and December 31, 2021:
|  |  |  |  |  |  |  | Outstanding Balance
|  | Committed Amount |  | Uncommitted Amount |  | Total Facility Amount | Expiration Date | June 30, 2022 |  | December 31, 2021 |  |
Facility 1(1) |  | $ | 400,000 |  |  | $ | 1,100,000 |  |  | $ | 1,500,000 |  | 10/29/2022 | $ | 643,618 |  |  | $ | 851,088 |  |  |
Facility 2(2) |  | — |  |  | 600,000 |  |  | 600,000 |  | 9/26/2022 | 160,471 |  |  | 295,743 |  |  |
Facility 3 |  | — |  |  | 500,000 |  |  | 500,000 |  | 4/18/2023 | 146,580 |  |  | 459,018 |  |  |
Facility 4 |  | — |  |  | 900,000 |  |  | 900,000 |  | 11/14/2022 | 325,842 |  |  | 266,230 |  |  |
Facility 5(2) |  | — |  |  | 200,000 |  |  | 200,000 |  | N/A | 852 |  |  | 391 |  |  |
Facility 6(2) |  | 100,000 |  |  | 1,000,000 |  |  | 1,100,000 |  | 10/10/2022 | 149,623 |  |  | 583,449 |  |  |
Facility 7(3) |  | 750,000 |  |  | 750,000 |  |  | 1,500,000 |  | 5/5/2023 | 609,506 |  |  | 1,410,367 |  |  |
Facility 8 |  | — |  |  | 750,000 |  |  | 750,000 |  | N/A | 148,592 |  |  | 361,783 |  |  |
Facility 9(4)(5) |  | — |  |  | — |  |  | — |  | 10/25/2022 | — |  |  | 600,000 |  |  |
Facility 10(4) |  | 300,000 |  |  | — |  |  | 300,000 |  | 12/17/2023 | 300,000 |  |  | 500,000 |  |  |
Facility 11(2)(6) |  | — |  |  | 500,000 |  |  | 500,000 |  | 9/23/2022 | 76,629 |  |  | 263,516 |  |  |
Facility 12(4) |  | 500,000 |  |  | — |  |  | 500,000 |  | 2/2/2024 | 500,000 |  |  | 500,000 |  |  |
Facility 13(4) |  | 500,000 |  |  | — |  |  | 500,000 |  | 4/23/2024 | 500,000 |  |  | 500,000 |  |  |
Facility 14 |  | — |  |  | 500,000 |  |  | 500,000 |  | 9/22/2022 | 203,630 |  |  | 365,614 |  |  |
Facility 15(4) |  | 500,000 |  |  | — |  |  | 500,000 |  | 10/21/2024 | 500,000 |  |  | 500,000 |  |  |
Total |  | $ | 3,050,000 |  |  | $ | 6,800,000 |  |  | $ | 9,850,000 |  |  | $ | 4,265,343 |  |  | $ | 7,457,199 |  |  |
(1)The total facility is available both to fund loan originations and also provide liquidity under a gestation facility to finance recently sold MBS up to the MBS settlement date. (2)In addition to the warehouse line, the lender provides a separate gestation facility to finance recently sold MBS up to the MBS settlement date. (3)In addition to the outstanding balance secured by mortgage loans, the Company has $114.7 million outstanding to finance servicing rights included within debt obligations in the consolidated balance sheets. (4)Securitization backed by a revolving warehouse facility to finance newly originated first-lien fixed and adjustable rate mortgage loans. (5)This facility was prepaid and terminated in March 2022. (6)This facility was prepaid and terminated in July 2022. The following table presents certain information on warehouse borrowings:
|  | Three Months Ended June 30, |  | Six Months Ended June 30,
|  | 2022 |  | 2021 |  | 2022 |  | 2021
Maximum outstanding balance during the period |  | $ | 6,407,547 |  |  | $ | 9,180,276 |  |  | $ | 7,672,559 |  |  | $ | 9,180,276 |
Average balance outstanding during the period |  | 4,928,772 |  |  | 8,164,737 |  |  | 5,605,996 |  |  | 7,838,140 |
Collateral pledged (loans held for sale) |  | 4,408,362 |  |  | 8,919,427 |  |  | 4,408,362 |  |  | 8,919,427 |
Weighted average interest rate during the period |  | 2.60 | % |  | 2.21 | % |  | 2.27 | % |  | 2.27 | %
DEBT OBLIGATIONS The following table presents the outstanding debt as of June 30, 2022 and December 31, 2021:
|  | June 30, 2022 |  | December 31, 2021 |  |  |  |
Secured debt obligations, net: |  |  |  |  |  |  |  |
Secured credit facilities |  |  |  |  |  |  |  |
MSR facilities |  | $ | 1,105,630 |  |  | $ | 262,250 |  |  |  |  |
Securities financing facilities |  | 98,900 |  |  | 66,439 |  |  |  |  |
Servicing advance facilities |  | 32,739 |  |  | 15,070 |  |  |  |  |
Total secured credit facilities |  | 1,237,269 |  |  | 343,759 |  |  |  |  |
Term Notes |  | 199,415 |  |  | 199,133 |  |  |  |  |
Total secured debt obligations, net |  | 1,436,684 |  |  | 542,892 |  |  |  |  |
Unsecured debt obligations, net: |  |  |  |  |  |  |  |
Senior Notes |  | 990,456 |  |  | 1,085,316 |  |  |  |  |
Total debt obligations, net |  | $ | 2,427,140 |  |  | $ | 1,628,208 |  |  |  |  |
Certain of the Company’s secured debt obligations require us to satisfy financial covenants including minimum levels of profitability, tangible net worth, liquidity, and maximum levels of consolidated leverage. The Company obtained amendments or received waivers relating to certain profitability covenants. As a result, the Company was in compliance with all such financial covenants as of June 30, 2022. Secured Credit Facilities Secured credit facilities include revolving facilities collateralized by MSRs, trading securities, and servicing advances. MSR Facilities In October 2014, the Company entered into a $25.0 million credit facility to finance servicing rights and for other working capital needs and general corporate purposes. The Company has entered into subsequent amendments to increase and decrease the size of the facility and extend the maturity date. The facility is secured by Freddie Mac mortgage servicing rights with a fair value of $365.7 million as of June 30, 2022 and accrues interest at a base rate per annum of 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin. As of June 30, 2022, there was $268.0 million outstanding on this facility with a maturity of June 2023. At June 30, 2022, capacity under the facility was $268.0 million. Advances for servicing rights are determined using a borrowing base formula calculated against the fair market value of the pledged servicing rights. In December 2021, the Company entered into a credit facility agreement which provides $300.0 million in borrowing capacity, with an option to increase up to $500.0 million upon mutual consent, available to the Company. The facility is secured by Freddie Mac mortgage servicing rights with a fair value of $600.9 million as of June 30, 2022, and bears interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin per annum. At June 30, 2022, there was $300.0 million outstanding on this facility and $0.4 million in unamortized deferred financing costs. In January 2022, the Company entered into a credit facility agreement which provides $500.0 million in borrowing capacity. The facility is secured by Fannie Mae mortgage servicing rights with a fair value of $711.2 million as of June 30, 2022 and bears interest at SOFR, or other alternative base rate, plus a margin per annum. At June 30, 2022, there was $425.0 million outstanding on this facility and $1.7 million in unamortized deferred financing costs. In August 2017, the Company entered into the GMSR Trust to finance Ginnie Mae mortgage servicing rights owned by the Company pursuant to the terms of a base indenture. The Company pledged participation certificates representing beneficial interests in Ginnie Mae mortgage servicing rights to the GMSR Trust. The Company is party to an acknowledgment agreement with Ginnie Mae whereby it may, from time to time pursuant to the terms of any supplemental indenture, issue to institutional investors variable funding notes or one or more series of term notes, in each case secured by the participation certificates. In August 2017, the Company, issued a variable funding note in the initial amount of $65.0 million with a maximum amount of $150.0 million. The variable funding note bears interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin per annum. The Company has entered into subsequent agreements to amend certain terms of the variable funding note and extend the maturity date. In October 2021, the maturity date was extended to November 2022. As of June 30, 2022, there was $114.7 million in variable funding notes outstanding. Securities Financing Facilities The Company has entered into master repurchase agreements to finance retained interest securities related to its securitizations. The securities financing facilities have an advance rate between 60% and 90% based on classes of the securities and accrue interest at a rate of 90-day LIBOR, or other alternative base rate such as SOFR, plus a margin. The securities financing facilities are secured by the trading securities which represent our retained interests in the credit risk of the assets collateralizing certain securitization transactions. As of June 30, 2022, the trading securities had a fair value of $105.3 million on the consolidated balance sheets and there was $98.9 million in securities financing facilities outstanding. Servicing Advance Facilities In September 2020, the Company, through its indirect-wholly owned subsidiary loanDepot Agency Advance Receivables Trust (the “Advance Receivables Trust”), entered into a variable funding note facility for the financing of servicing advance receivables with respect to residential mortgage loans serviced by it on behalf of Fannie Mae and Freddie Mac. Pursuant to an indenture, the Advance Receivables Trust can issue up to $130.0 million in variable funding notes (the “2020-VF1 Notes”). The 2020-VF1 Notes accrue interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin per annum and mature in September 2022 (unless earlier redeemed in accordance with their terms). The 2020-VF1 Notes are secured by servicing advance receivables made pursuant to Fannie Mae and Freddie Mac requirements and mature in September 2022 (unless earlier redeemed in accordance with their terms). At June 30, 2022, there was $18.9 million in 2020-VF1 Notes outstanding. In November 2021, the Company, through the GMSR Trust issued two new series of variable funding notes for the financing of principal and interest advance receivables and servicing advance receivables with respect to residential mortgage loans serviced by it on behalf of Ginnie Mae. Pursuant to an indenture, the Company can issue up to $150.00 million in variable funding notes secured by principal and interest advance reimbursement or servicing advance reimbursement amounts. The variable funding notes bear interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin per annum. As of June 30, 2022, there was $14.3 million outstanding balance on the variable funding notes and $0.5 million in unamortized deferred financing costs. Term Notes In October 2018, the Company issued the Series 2018-GT1 Term Notes (“Term Notes”) under the GMSR Trust. The Term Notes are secured by certain participation certificates relating to Ginnie Mae mortgage servicing rights that also secure the variable funding notes described above with a fair value of $484.4 million as of June 30, 2022. The Term Notes accrue interest at 30-day LIBOR, or other alternative base rate such as SOFR, plus a margin per annum and mature in October 2023 or, if extended pursuant to the terms of the related indenture supplement, October 2025 (unless earlier redeemed in accordance with their terms). At June 30, 2022, there was $200.0 million in Term Notes outstanding and $0.6 million in unamortized deferred financing costs. Senior Notes In October 2020, the Company issued $500.0 million in aggregate principal amount of 6.50% senior unsecured notes due 2025, (the “2025 Senior Notes”). The 2025 Senior Notes will mature on November 1, 2025. Interest on the 2025 Senior Notes accrues at a rate of 6.50% per annum, payable semi-annually in arrears on May 1 and November 1 of each year. At any time prior to November 1, 2022, the Company may redeem some or all of the 2025 Senior Notes at a price equal to 100% of the principal amount of the 2025 Senior Notes, plus accrued and unpaid interest, if any, to, but not including, the date of redemption plus a make-whole premium. The Company may also redeem the 2025 Senior Notes, in whole or in part, at any time on or after November 1, 2022 at various redemption prices. In addition, subject to certain conditions at any time prior to November 1, 2022, the Company may redeem up to 40% of the principal amount of the 2025 Senior Notes with the proceeds of certain equity offerings at a redemption price of 106.50% of the principal amount of the 2025 Senior Notes, together with accrued and unpaid interest, if any, to, but not including, the date of redemption. At June 30, 2022, there was $500.0 million in 2025 Senior Notes outstanding and $5.9 million in unamortized deferred financing costs. In March 2021, the Company issued $600.0 million in aggregate principal amount of 6.125% senior unsecured notes due 2028 (the “2028 Senior Notes” and together with the 2025 Senior Notes, the "Senior Notes"). The 2028 Senior Notes will mature on April 1, 2028. Interest on the 2028 Senior Notes accrues at a rate of 6.125% per annum, payable semi-annually in arrears on April 1 and October 1 of each year. At any time prior to April 1, 2024, the Company may redeem some or all of the 2028 Senior Notes at a price equal to 100% of the principal amount of the 2028 Senior Notes, plus accrued and unpaid interest, if any, to, but not including, the date of redemption plus a make-whole premium. The Company may also redeem the 2028 Senior Notes, in whole or in part, at any time on or after April 1, 2024 at various redemption prices. In addition, subject to certain conditions at any time prior to April 1, 2024, the Company may redeem up to 40% of the principal amount of the 2028 Senior Notes with the proceeds of certain equity offerings at a redemption price of 106.125% of the principal amount of the 2028 Senior Notes, together with accrued and unpaid interest, if any, to, but not including, the date of redemption. During the first quarter of 2022, the Company repurchased $97.5 million of 2028 Senior Notes at an average purchase price of 87.9% of par which resulted in a $10.5 million gain on extinguishment of debt recorded in other interest expense on the consolidated statement of operations. At June 30, 2022, there was $502.5 million in 2028 Senior Notes outstanding and $6.1 million in unamortized deferred financing costs. Interest Expense Interest expense on all outstanding debt obligations with variable rates is paid based on 30-day or 90-day LIBOR, or other alternative base rate such as SOFR, plus a margin ranging from 0.70% - 3.50%.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI https://asc.fasb.org/topic&trid=2208564 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (h) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (c) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (d) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(c)) -URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (g) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1E -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (i) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 + Details
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