DEBT OBLIGATIONS

The following table presents certain information regarding New Residential’s debt obligations:



	June 30, 2016																December 31, 2015
										Collateral
Debt Obligations/Collateral	Month Issued	Outstanding Face Amount		Carrying Value^(A)		Final Stated Maturity^(B)	Weighted Average Funding Cost		Weighted Average Life (Years)	Outstanding Face		Amortized Cost Basis		Carrying Value		Weighted Average Life (Years)	Carrying Value^(A)
Repurchase Agreements^(C)
Agency RMBS^(D)	Various	$	1,648,780	$	1,648,780	Jul-16	0.66	%	0.1	$	1,620,835	$	1,701,426	$	1,710,974	0.5	$	1,683,305
Non-Agency RMBS ^(E)	Various	2,188,801		2,188,801		Jul-16 to Oct-16	2.06	%	0.1	5,198,564		2,670,095		2,724,372		6.4	1,333,852
Residential Mortgage Loans^(F)	Various	655,550		653,796		Aug-16 to Mar-17	2.95	%	0.4	1,041,907		809,116		793,816		2.9	907,993
Real Estate Owned^(G)(H)	Various	102,690		102,416		Aug-16 to Mar-17	3.14	%	0.5	N/A		N/A		119,236		N/A	77,458
Consumer Loan Investment^(I)	Apr-15	31,610		31,610		Aug-16	4.08	%	0.1	N/A		N/A		73,621		4.2	40,446
Total Repurchase Agreements		4,627,431		4,625,403			1.73	%	0.2								4,043,054
Notes and Bonds Payable
Secured Corporate Notes^(J)	Various	326,229		323,645		Apr-18 to Jun-19	5.22	%	2.2	259,364,676		835,094		979,924		5.8	182,978
Servicer Advances^(K)	Various	6,277,128		6,263,188		Aug-16 to Jun-19	3.60	%	1.2	6,608,084		6,503,825		6,513,274		4.5	7,047,061
Residential Mortgage Loans^(L)	Oct-15	13,134		13,134		Oct-16	3.32	%	0.3	15,876		9,138		8,273		4.5	19,529
Consumer Loans^(M)	Oct-14	1,697,031		1,692,160		May-23 to Apr-34	4.23	%	3.1	1,840,575		1,830,794		1,830,262		4.2	—
Receivable from government agency^(L)	Oct-15	3,204		3,204		Oct-16	3.32	%	0.3	N/A		N/A		4,161		N/A	—
Total Notes and Bonds Payable		8,316,726		8,295,331			3.79	%	1.6								7,249,568
Total/ Weighted Average		$	12,944,157	$	12,920,734		3.05	%	1.1								$	11,292,622


(A)	Net of deferred financing costs.


(B)	All debt obligations with a stated maturity of July 2016 were refinanced, extended, or repaid.


(C)	These repurchase agreements had approximately $8.5 million of associated accrued interest payable as of June 30, 2016.


(D)	All of the Agency RMBS repurchase agreements have a fixed rate. Collateral amounts include approximately $1.5 billion of related trade and other receivables.


(E)	All of the Non-Agency RMBS repurchase agreements have LIBOR-based floating interest rates. This includes repurchase agreements of $162.3 million on retained servicer advance bonds.


(F)	All of these repurchase agreements have LIBOR-based floating interest rates.


(G)	All of these repurchase agreements have LIBOR-based floating interest rates.


(H)	Includes financing collateralized by receivables including claims from FHA on Ginnie Mae EBO loans for which foreclosure has been completed and for which New Residential has made or intends to make a claim on the FHA guarantee.


(I)	The repurchase agreement bears interest equal to three-month LIBOR plus 3.50% and is collateralized by 56% of New Residential’s interest in the Consumer Loan Companies (Note 9).


(J)	The loans bear interest equal to the sum of (i) a floating rate index equal to one-month LIBOR and (ii) a margin of 4.75%. The outstanding face amount of the collateral represents the UPB of the residential mortgage loans underlying the Excess MSRs that secure these notes.


(K)	$3.0 billion face amount of the notes have a fixed rate while the remaining notes bear interest equal to the sum of (i) a floating rate index rate equal to one-month LIBOR or a cost of funds rate, as applicable, and (ii) a margin ranging from 2.1% to 2.2%.


(L)	The note is payable to Nationstar and bears interest equal to one-month LIBOR plus 2.875%.

(M)

Represents the debt assumed in the SpringCastle Transaction (Note 1), which is comprised of the following classes of asset-backed notes (collectively, the “2014-A Notes”) held by third parties: $739.0 million UPB of Class A notes with a coupon of 2.7% and a stated maturity date in May 2023 (the “Class A Notes”); $427.0 million UPB of Class B notes with a coupon of 4.61% and a stated maturity date in October 2027 (the “Class B Notes”); $331.2 million UPB of Class C notes with a coupon of 5.59% and a stated maturity date in October 2033 (the “Class C Notes”); and $199.8 million UPB of Class D notes with a coupon of 6.82% and a stated maturity date in April 2034 (the “Class D Notes”). Prior to the payment date in October 2016, the redemption price for any class of the outstanding 2014-A Notes shall be the sum of (i) 100% of the outstanding principal balance of the 2014-A Notes of the applicable class to be redeemed, plus (ii) the applicable Specified Call Premium Amount (as defined below) for such 2014-A Notes, plus (iii) accrued and unpaid interest and fees in respect of such 2014-A Notes. On or after the payment date occurring in October 2016, the redemption price for any class of 2014-A Notes shall be the sum of (i) 100% of the outstanding principal balance of the 2014-A Notes of the applicable class to be redeemed, plus (ii) accrued and unpaid interest and fees in respect of such 2014-A Notes. The “Specified Call Premium Amount” on any payment date for any class of 2014-A Notes shall mean (i) in the case of Class A Notes, an amount equal to 1.00% of the outstanding principal balance of the Class A Notes to be redeemed and (ii) in the case of the Class B Notes, the Class C Notes and the Class D Notes, an amount equal to (a) the product of (1) with respect to the Class B Notes, 0.75%, with respect to the Class C Notes, 1.00% and with respect to the Class D Notes, 2.00%, times (2) the outstanding principal balance of the 2014-A Notes of such class to be redeemed on such payment date, times (3) the number of days, computed on a 30/360 basis, from and including such payment date to but excluding the payment date occurring in October 2016, divided by (b) 360.

General

Certain of the debt obligations included above are obligations of New Residential’s consolidated subsidiaries, which own the related collateral. In some cases, including the Servicer Advances and Consumer Loans, such collateral is not available to other creditors of New Residential.

New Residential has margin exposure on $4.6 billion of repurchase agreements as of June 30, 2016. To the extent that the value of the collateral underlying these repurchase agreements declines, New Residential may be required to post margin, which could significantly impact its liquidity.

Activities related to the carrying value of New Residential’s debt obligations were as follows:



	Excess MSRs			Servicer Advances^(A)			Real Estate Securities			Real Estate Loans and REO			Consumer Loans			Total
Balance at December 31, 2015	$	182,978		$	7,047,061		$	3,017,157		$	1,004,980		40,446			$	11,292,622
Repurchase Agreements:
Borrowings	—			—			12,356,350			253,204			—			12,609,554
Repayments	—			—			(11,535,926		)	(481,305		)	(8,836		)	(12,026,067		)
Capitalized deferred financing costs, net of amortization	—			—			—			(1,138		)	—			(1,138		)
Notes and Bonds Payable:
Acquired borrowings, net of discount	—			—			—			—			1,803,192			1,803,192
Borrowings	351,229			3,369,587			—			—			—			3,720,816
Repayments	(209,432		)	(4,150,512		)	—			(3,191		)	(111,032		)	(4,474,167		)
Discount on borrowings, net of amortization	1,420			—			—			—			—			1,420
Capitalized deferred financing costs, net of amortization	(2,550		)	(2,948		)	—			—			—			(5,498		)
Balance at June 30, 2016	$	323,645		$	6,263,188		$	3,837,581		$	772,550		$	1,723,770		$	12,920,734


(A)	New Residential net settles daily borrowings and repayments of the Notes and Bonds Payable on its Servicer Advances.

Excess MSRs

In April 2016, New Residential entered into a $225.0 million corporate loan secured by Agency Excess MSRs. The loan bears interest equal to the sum of one-month LIBOR plus 4.75% and matures in April 2018.

In June 2016, New Residential entered into a $101.2 million corporate loan secured by PLS Excess MSRs with a maximum capacity of $300.0 million. The loan bears interest equal to the sum of one-month LIBOR plus 4.75% and matures in June 2019.

Servicer Advances

On March 31, 2016, the HSART facility was paid off and, in anticipation of such pay off, New Residential increased the capacity of, and transferred the related collateral to, various existing servicer advance financing facilities. As a result, New Residential recorded $0.1 million of loss on extinguishment of debt related to a write-off of unamortized deferred financing costs.

On May 9, 2016, a Buyer facility was paid off and replaced by a new 2-year servicer advance facility with a different lender. The maximum capacity of the new facility is $185.0 million.

In May 2016, New Residential increased the capacity and extended the maturity on a $950 million servicer advance financing facility.

On June 30, 2016, New Residential, through its wholly-owned subsidiary, NRZ Advance Receivables Trust 2016-T1, issued servicer advance backed notes consisting of $400.0 million of term notes with a maturity date of June 17, 2019, of which approximately $20.9 million was voluntarily retained.

Maturities

New Residential’s debt obligations as of June 30, 2016 had contractual maturities as follows:



Year	Nonrecourse		Recourse		Total
July 1 through December 31, 2016	$	713,431	$	4,331,495	$	5,044,926
2017	4,735,037		238,682		4,973,719
2018	523,143		225,000		748,143
2019	379,109		101,229		480,338
2020	—		—		—
2021 and thereafter	1,697,031		—		1,697,031
	$	8,047,751	$	4,896,406	$	12,944,157

Borrowing Capacity

The following table represents New Residential’s borrowing capacity as of June 30, 2016:



Debt Obligations / Collateral	Collateral Type	Borrowing Capacity		Balance Outstanding		Available Financing
Repurchase Agreements
Residential Mortgage Loans	Real Estate Loans and REO	$	2,090,000	$	758,240	$	1,331,760
Notes and Bonds Payable
Secured Corporate Loan	Excess MSRs	300,000		101,229		198,771
Servicer Advances^(A)	Servicer Advances	7,988,292		6,277,128		1,711,164
		$	10,378,292	$	7,136,597	$	3,241,695

(A)

New Residential’s unused borrowing capacity is available if New Residential has additional eligible collateral to pledge and meets other borrowing conditions as set forth in the applicable agreements, including any applicable advance rate. New Residential pays a 0.4% fee on the unused borrowing capacity. Excludes borrowing capacity and outstanding debt for retained non-agency bonds with a current face amount of $196.7 million.

Certain of the debt obligations are subject to customary debt covenants and event of default provisions, including event of default provisions triggered by a 50% equity decline over any 12-month period, or a 35% decline over any three-month period, as of a quarter end, and a 4:1 indebtedness to tangible net worth provision. New Residential was in compliance with all of its debt covenants as of June 30, 2016.