Long-Term Debt

9 Months Ended

Sep. 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 rates, and the maturity information at September 30, 2023 and December 31, 2022.

Table 16.1 – Long-Term Debt


	September 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 B	$	101,247	$	—	$	101,247	N/A		5.71	%	2/2025
Facility C	60,657		—		60,657		N/A		4.75	%	6/2026
Non-Recourse BPL Financing
Facility D	486,099		(596)		485,503		$	750,000	SOFR + 2.89%		N/A
Facility E	225,865		(844)		225,021		335,000		SOFR + 3.25%		12/2025
Recourse BPL Financing
Facility F	21,293		(9)		21,284		500,000		SOFR + 2.35%-2.60%		9/2025
Facility H	234,014		—		234,014		450,000		SOFR + 2.40%-2.60%		7/2025
Facility I	193,007		—		193,007		450,000		SOFR + 2.25%-2.77%		3/2025
Total Long-Term Debt Facilities	1,322,182		(1,449)		1,320,733
Convertible notes
5.75% exchangeable senior notes	162,092		(1,793)		160,299		N/A		5.75	%	10/2025
7.75% convertible senior notes	215,000		(5,274)		209,726		N/A		7.75	%	6/2027
Trust preferred securities and subordinated notes	139,500		(698)		138,802		N/A		SOFR + 2.51%		7/2037
Total Long-Term Debt	$	1,838,774	$	(9,214)	$	1,829,560


	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 a result of legislation that was passed in the state of New York, our trust preferred securities and subordinated notes converted to SOFR upon the cessation of LIBOR in 2023.

During the three months ended September 30, 2023, we reclassified Facility H and Facility I in Table 16.1 above from short-term debt to long-term debt as the maturity dates for these facilities were extended to July 2025 and March 2025, respectively. Additionally, during the three months ended September 30, 2023, we reclassified the 5.625% convertible senior notes presented in Table 16.1 above at December 31, 2022, to short-term debt, as the maturity of these notes was less than one year at September 30, 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 September 30, 2023 and December 31, 2022.

Table 16.2 – Collateral for Long-Term Debt


(In Thousands)	September 30, 2023		December 31, 2022
Collateral Type
BPL bridge loans	$	1,497,589	$	897,782
BPL term loans	46,915		66,567

Real estate securities
Sequoia securitizations (1)	—		178,439
CAFL securitizations (1)	231,473		237,068



Total Collateral for Long-Term Debt	$	1,775,977	$	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 September 30, 2023 and December 31, 2022.

Table 16.3 – Accrued Interest Payable on Long-Term Debt


(In Thousands)	September 30, 2023		December 31, 2022
Long-term debt facilities	$	5,535	$	3,364
Convertible notes
5.625% exchangeable senior notes	—		3,896
5.75% exchangeable senior notes	4,659		2,332
7.75% convertible senior notes	4,906		741
Trust preferred securities and subordinated notes	1,924		1,633
Total Accrued Interest Payable on Long-Term Debt	$	17,024	$	11,966

Recourse Subordinate Securities Financing Facilities

In the first quarter of 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.

During the three months ended September 30, 2023, we reclassified a recourse subordinate securities financing facility (Facility A in Table 16.1 above at December 31, 2022) to short-term debt as the maturity of this facility was less than a year at September 30, 2023. See Note 14 for a further description of this facility.