Long-Term Debt

6 Months Ended

Jun. 30, 2023

The tables below summarize our long-term debt, including the facilities that are available to us, the outstanding balances, the weighted average interest rate, and the maturity information at June 30, 2023 and December 31, 2022.

Table 16.1 – Long-Term Debt


	June 30, 2023
(Dollars in Thousands)	Borrowings		Unamortized Deferred Issuance Costs / Discount		Net Carrying Value		Limit		Weighted Average Interest Rate (1)		Final Maturity
Facilities
Recourse Subordinate Securities Financing
Facility A	$	128,287	$	—	$	128,287	N/A		5.71	%	9/2024
Facility B	101,465		—		101,465		N/A		5.71	%	2/2025
Facility C	63,309		—		63,309		N/A		4.75	%	6/2026
Non-Recourse BPL Financing
Facility D	504,735		(543)		504,192		$	750,000	SOFR + 2.87%		N/A
Facility E	283,144		(938)		282,206		335,000		SOFR + 3.25%		12/2025
Recourse BPL Financing
Facility F	17,615		(11)		17,604		500,000		SOFR + 2.35%-2.60%		9/2024
Recourse MSR Financing
Facility G	47,169		—		47,169		50,000		SOFR + 3.25%		9/2024
Total Long-Term Debt Facilities	1,145,724		(1,492)		1,144,232
Convertible notes
5.625% convertible senior notes	150,200		(868)		149,332		N/A		5.625	%	7/2024
5.75% exchangeable senior notes	162,092		(2,002)		160,090		N/A		5.75	%	10/2025
7.75% convertible senior notes	215,000		(5,570)		209,430		N/A		7.75	%	6/2027
Trust preferred securities and subordinated notes	139,500		(710)		138,790		N/A		L + 2.25%		7/2037
Total Long-Term Debt	$	1,812,516	$	(10,642)	$	1,801,874


	December 31, 2022
(Dollars in Thousands)	Borrowings		Unamortized Deferred Issuance Costs / Discount		Net Carrying Value		Limit		Weighted Average Interest Rate (1)		Final Maturity
Facilities
Recourse Subordinate Securities Financing
Facility A	$	130,408	$	—	$	130,408	N/A		5.71	%	9/2024
Facility B	101,706		(50)		101,656		N/A		4.21	%	2/2025
Facility C	68,995		(125)		68,870		N/A		4.75	%	6/2026
Non-Recourse BPL Financing
Facility D	404,622		(667)		403,955		$	750,000	SOFR + 2.87%		N/A
Facility E	308,933		(838)		308,095		335,000		SOFR + 3.25%		12/2025
Recourse BPL Financing
Facility F	64,689		(473)		64,216		500,000		SOFR + 2.25%-2.50%		9/2024
Total Long-Term Debt Facilities	1,079,353		(2,153)		1,077,200
Convertible notes
5.625% convertible senior notes	150,200		(1,282)		148,918		N/A		5.625	%	7/2024
5.75% exchangeable senior notes	162,092		(2,410)		159,682		N/A		5.75	%	10/2025
7.75% convertible senior notes	215,000		(6,142)		208,858		N/A		7.75	%	6/2027
Trust preferred securities and subordinated notes	139,500		(733)		138,767		N/A		L + 2.25%		7/2037
Total Long-Term Debt	$	1,746,145	$	(12,720)	$	1,733,425

(1)Variable rate borrowings are based on 1- or 3-month LIBOR ("L" in the table above) or SOFR, plus an applicable spread. As described above within Note 3, as a result of legislation that was passed in the state of New York, our trust preferred securities and subordinated notes are expected to convert to SOFR upon the cessation of LIBOR in 2023.

Refer to Note 16 to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2022, for a full description of our long-term debt.

The following table below presents the value of loans, securities, and other assets pledged as collateral under our long-term debt at June 30, 2023 and December 31, 2022.

Table 16.2 – Collateral for Long-Term Debt


(In Thousands)	June 30, 2023		December 31, 2022
Collateral Type
BPL bridge loans	$	971,338	$	897,782
BPL term loans	20,564		66,567
Mortgage servicing rights (including certificated MSRs)	75,284		—
Real estate securities
Sequoia securitizations (1)	178,680		178,439
CAFL securitizations (1)	234,196		237,068



Total Collateral for Long-Term Debt	$	1,480,062	$	1,379,856

(1)Represents securities we have retained from consolidated securitization entities. For GAAP purposes, we consolidate the loans and non-recourse ABS debt issued from these securitizations.

The following table summarizes the accrued interest payable on long-term debt at June 30, 2023 and December 31, 2022.

Table 16.3 – Accrued Interest Payable on Long-Term Debt


(In Thousands)	June 30, 2023		December 31, 2022
Long-term debt facilities	$	4,569	$	3,364
Convertible notes

5.625% convertible senior notes	3,896		3,896
5.75% exchangeable senior notes	2,328		2,332
7.75% convertible senior notes	741		741
Trust preferred securities and subordinated notes	1,814		1,633
Total Accrued Interest Payable on Long-Term Debt	$	13,348	$	11,966

Recourse Subordinate Securities Financing Facilities

In 2019, a subsidiary of Redwood entered into a repurchase agreement providing non-marginable (i.e., not subject to margin calls based on the market value of the underlying collateral) recourse debt financing of certain Sequoia securities as well as securities retained from our consolidated Sequoia securitizations (Facility A in Table 16.1 above). The financing is fully and unconditionally guaranteed by Redwood, and had an interest rate of approximately 4.21% through September 2022, which increased to 5.71% from October 2022 through September 2023, and will increase to 7.21% from October 2023 through September 2024. The financing facility has a final maturity in September 2024.

In 2020, a subsidiary of Redwood entered into a repurchase agreement providing non-marginable recourse debt financing of certain securities retained from our consolidated CAFL securitizations (Facility B in Table 16.1 above). The financing is fully and unconditionally guaranteed by Redwood, and had an interest rate of approximately 4.21% through February 2023, which increased to 5.71% from March 2023 through February 2024, and will increase to 7.21% from March 2024 through February 2025. The financing facility may be terminated at our option and has a final maturity in February 2025.

In the third quarter of 2021, a subsidiary of Redwood entered into a repurchase agreement providing non-marginable recourse debt financing of certain securities retained from our consolidated CAFL securitizations (Facility C in Table 16.1 above). The financing is guaranteed by Redwood, with an interest rate of approximately 4.75% through June 2024, increasing to 6.25% from July 2024 through June 2025, and to 7.75% from July 2025 to June 2026. The financing facility may be terminated at our option and has a final maturity in June 2026.

Recourse MSR Financing Facility

In the first quarter of 2023, a subsidiary of Redwood entered into a secured revolving debt facility agreement collateralized by MSRs and certificated mortgage servicing rights (Facility G in Table 16.1 above). Borrowings under this facility accrue interest at a per annum rate equal to one-month SOFR plus 3.25% through the maturity of the facility in September 2024. This facility has an aggregate maximum borrowing capacity of $50 million.