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Warehouse Borrowings
6 Months Ended
Jun. 30, 2015
Debt Disclosure [Abstract]  
Warehouse Borrowings
Warehouse Borrowings
The Company's subsidiaries enter into master repurchase agreements with lenders providing warehouse facilities. The warehouse facilities are used to fund the origination and purchase of residential loans, as well as the repurchase of certain HECMs and real estate owned from Ginnie Mae securitization pools. The facilities had an aggregate funding capacity of $2.4 billion at June 30, 2015 and are secured by certain residential loans and real estate owned. The interest rates on the facilities are primarily based on LIBOR plus between 2.10% and 3.50%, in some cases are subject to a LIBOR floor or other minimum rates, and have various expiration dates through May 2016. At June 30, 2015, $1.6 billion of the outstanding borrowings was secured by $1.7 billion in originated and purchased residential loans and $36.9 million of outstanding borrowings was secured by $46.7 million in repurchased HECMs and real estate owned.
Borrowings utilized to fund the origination and purchase of residential loans are due upon the earlier of sale or securitization of the loan or within 60 to 90 days of borrowing. On average, the Company sells or securitizes these loans within 20 days of borrowing. Borrowings utilized to repurchase performing HECMs are due upon the earlier of receipt of claim proceeds from HUD or within 120 days of borrowing, or for nonperforming HECMS and real estate owned upon the earlier of receipt of liquidation proceeds from the sale of real estate owned or within 364 days of borrowing. In accordance with the terms of the agreements, the Company may be required to post cash collateral should the fair value of the pledged assets decrease below certain contractual thresholds. The Company is exposed to counterparty credit risk associated with the repurchase agreements in the event of non-performance by the counterparties. The amount at risk during the term of the repurchase agreement is equal to the difference between the amount borrowed by the Company and the fair value of the pledged assets. The Company mitigates this risk through counterparty monitoring procedures, including monitoring of the counterparties' credit ratings and review of their financial statements.
All of the Company’s master repurchase agreements contain customary events of default and covenants, the most significant of which are financial covenants. Financial covenants most sensitive to the Company’s operating results and financial position are minimum tangible net worth requirements, indebtedness to tangible net worth ratio requirements, and minimum liquidity and profitability requirements.
On June 22, 2015, as a result of a group of affiliated stockholders of the Company publicly disclosing on a Schedule 13D filing with the SEC that it had acquired beneficial ownership of approximately 22.3% of the outstanding common stock of the Company, a “change of control” event of default occurred under a master repurchase agreement relating to one of the Company’s mortgage warehouse facilities, which then caused a “cross-default” event of default to occur under certain other master repurchase agreements relating to certain additional Company mortgage warehouse facilities. The Company promptly obtained waivers for such “change of control” event of default and each related “cross-default” event of default from all applicable lenders. The master repurchase agreement under which the “change of control” event of default occurred was also amended to remove the change of control provision as it relates to the Parent Company.
In addition, RMS obtained a waiver of the need to comply with the minimum interest coverage covenant contained in one of its master repurchase agreements. Absent such waiver, at June 30, 2015, RMS would not have been in compliance with such covenant.
As a result of the waivers obtained, the Company's subsidiaries were in compliance with their financial covenants on warehouse borrowings at June 30, 2015.