XML 33 R20.htm IDEA: XBRL DOCUMENT v3.24.0.1
DEBT OBLIGATIONS
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
DEBT OBLIGATIONS WAREHOUSE AND OTHER LINES OF CREDIT
At December 31, 2023, the Company was a party to eight revolving lines of credit with lenders providing an aggregate $3.1 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 the secured overnight financing rate (“SOFR”), or other alternative base rate, 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 December 31, 2023, the interest rate was comprised of the applicable base rate plus a spread ranging from 1.37% 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 2024. As of December 31, 2023 there was one securitization facility with an original three year term scheduled to expire in 2024. 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 December 31, 2023 and December 31, 2022, the Company had posted a total of $7.0 million and $11.0 million, restricted cash as collateral with warehouse lenders and securitization facilities of which $4.3 million and $4.3 million were the minimum required balances.

Under the terms of these warehouse lines, the Company is required to maintain various covenants. As of December 31, 2023, the Company was in compliance with covenants under the warehouse lines.

Securitization Facilities

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 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 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 and other lines of credit and the outstanding balance as of December 31, 2023 and 2022:
Outstanding Balance
Committed
Amount		Uncommitted
Amount		Total
Facility
Amount		Expiration
Date		December 31,
2023		December 31,
2022
Facility 1(1)
$400,000 $350,000 $750,000 10/25/2024$391,418 $382,098 
Facility 2(2)
1,000 299,000 300,000 9/23/2024155,676 236,144 
Facility 3— 300,000 300,000 4/16/2024175,348 177,900 
Facility 4— 175,000 175,000 12/26/2024127,052 202,548 
Facility 5(2)
— 200,000 200,000 N/A1,638 — 
Facility 6(2)
— 600,000 600,000 9/27/2024359,401 180,273 
Facility 7— — — 11/1/2023— 295,064 
Facility 8— 300,000 300,000 9/20/2024236,524 172,575 
Facility 9(3)
500,000 — 500,000 10/21/2024500,000 500,000 
Total $901,000 $2,224,000 $3,125,000 $1,947,057 $2,146,602 
(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)Securitization backed by a revolving warehouse facility to finance newly originated first-lien fixed and adjustable rate mortgage loans.
The following table presents certain information on warehouse and other lines of credit:
Year Ended December 31,
202320222021
Maximum outstanding balance during the period$2,280,996 $7,672,559 $9,180,276 
Average balance outstanding during the period1,704,717 4,127,822 8,149,855 
Collateral pledged (loans held for sale)2,065,878 2,214,656 7,815,347 
Weighted average interest rate during the period7.04 %2.97 %2.21 %
DEBT OBLIGATIONS
The following table presents the outstanding debt as of December 31, 2023 and 2022:

December 31,
20232022
Secured debt obligations, net:
Secured credit facilities:
MSR facilities$980,760 $963,834 
Securities financing facilities75,994 85,513 
Servicing advance facilities27,939 48,484 
Total secured credit facilities1,084,693 1,097,831 
Term Notes200,000 199,666 
Total secured debt obligations, net1,284,693 1,297,497 
Unsecured debt obligations, net:
Senior Notes989,318 991,822 
Total debt obligations, net$2,274,011 $2,289,319 

Certain of the Company’s secured debt obligations require the Company to satisfy financial covenants, including minimum levels of profitability, tangible net worth, liquidity, and maximum levels of consolidated leverage. The Company obtained amendments relating to certain profitability covenants. As a result, the Company was in compliance with all such financial covenants as of December 31, 2023.

Secured Credit Facilities

Secured credit facilities are revolving facilities collateralized by MSRs, trading securities, and servicing advances.

MSR Facilities

In December 2021, the Company entered into a credit facility agreement. The agreement was amended in December 2023 to provide for $540.0 million in borrowing capacity, with an option to increase up to $600.0 million upon mutual consent, available to the Company. The facility is secured by Freddie Mac mortgage servicing rights with a fair value of $716.8 million as of December 31, 2023. The facility bears interest at SOFR, plus a margin per annum and matures in December 2024. At December 31, 2023, there was $465.1 million outstanding on this facility and $2.5 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 $596.8 million as of December 31, 2023. The facility bears interest at SOFR, plus a margin per annum and matures in January 2025. At December 31, 2023, there was $343.4 million outstanding on this facility.
In August 2017, the Company established the GMSR Trust to finance its Ginnie Mae mortgage servicing rights through the issuance of variable funding notes or term notes. Both are secured by participation certificates representing beneficial interests in Ginnie Mae mortgage servicing rights held by the GMSR Trust, with a fair value of $617.9 million as of December 31, 2023. In November 2023, the agreement was amended to provide for $175.0 million in borrowing capacity for the variable funding notes. The variable funding notes accrue interest at SOFR plus a margin per annum. As of December 31, 2023, the Company had $175.0 million outstanding variable funding notes and $0.3 million in unamortized deferred financing costs. The variable funding notes were scheduled to mature in January 2024. In January 2024, the Company secured a new facility to issue variable funding notes, providing $250.0 million in borrowing capacity and extending their maturity to January 2025.
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 70% and 85% based on classes of the securities and accrue interest at a rate of 90-day SOFR, plus a margin. The securities financing facilities are secured by the trading securities, which represent retained interests in the credit risk of the assets collateralizing certain securitization transactions. As of December 31, 2023, the trading securities had a fair value of $92.9 million on the consolidated balance sheets and there were $76.0 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 $100.0 million in variable funding notes (the “2020-VF1 Notes”). The 2020-VF1 Notes accrue interest at SOFR, plus a margin per annum. In September 2023 the 2020-VF1 Notes were extended to mature in September 2024 (unless earlier redeemed in accordance with their terms). At December 31, 2023, there was $27.9 million in 2020-VF1 Notes outstanding.

In November 2021, the Company, through the GMSR Trust, issued variable funding notes secured by principal and interest advance receivables and servicing advance receivables related to residential mortgage loans serviced on behalf of Ginnie Mae. These variable funding notes bear interest at SOFR plus a margin per annum. As of December 31, 2023, there was no balance outstanding on these variable funding notes.

Term Notes

In October 2018, the Company, through the GMSR Trust issued the Series 2018-GT1 Term Notes (“Term Notes”). In September 2023, the Term Notes were extended to mature in October 2025 and accrue interest at SOFR plus a margin per annum. At December 31, 2023, there was $200.0 million in Term Notes outstanding and no unamortized deferred financing costs.

Senior Notes

In October 2020, the Company issued $500.0 million in aggregate principal amount of 6.50% unsecured senior 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. The Company may redeem the 2025 Senior Notes, in whole or in part, at various redemption prices. During the year ended December 31, 2023, the Company repurchased $2.3 million of 2025 Senior Notes at an average purchase price of 79.78% of par, which resulted in a $0.4 million gain on extinguishment of debt. Gain on extinguishment of debt is recorded in other interest expense on the consolidated statement of operations. As of December 31, 2023, there were $497.8 million in 2025 Senior Notes outstanding and $3.3 million in unamortized deferred financing costs.

In March 2021, the Company issued $600.0 million in aggregate principal amount of 6.125% unsecured senior 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 the 2028 Senior Notes at 100% of the principal, plus accrued interest and a make-whole premium. Up to 40% of the principal may be redeemed before April 1, 2024 with proceeds from certain equity offerings at a price of 106.125% of the principal plus accrued interest. After April 1, 2024 the Company may redeem the 2028 Senior Notes at various redemption prices. During the year ended December 31, 2023, the Company repurchased $3.1 million of 2028 Senior Notes at a purchase price of 58.55% of par, which resulted in a $1.3 million gain on extinguishment of debt. During the year ended December 31, 2022, the Company repurchased $97.5 million of 2028 Senior Notes at an average purchase price of 87.90% of par, which resulted in a $10.5 million gain on extinguishment of debt. As of December 31, 2023, there were $499.4 million in 2028 Senior Notes outstanding and $4.5 million in unamortized deferred financing costs.

Interest Expense
Interest expense on all outstanding debt obligations with variable rates is paid based on SOFR, or other alternative base rate, plus a margin ranging from 0.90% - 3.50%.