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Transactions with Affiliates of Fortress or AIG
3 Months Ended
Mar. 31, 2013
Transactions with Affiliates of Fortress or AIG  
Transactions with Affiliates of Fortress or AIG

7. Transactions with Affiliates of Fortress or AIG

 

SECURED TERM LOAN

 

Springleaf Financial Funding Company, a wholly-owned subsidiary of SLFC, is party to a six-year secured term loan pursuant to a credit agreement among Springleaf Financial Funding Company, SLFC, and most of the consumer finance operating subsidiaries of SLFC (collectively, the Subsidiary Guarantors), and a syndicate of lenders, various agents, and Bank of America, N.A, as administrative agent. At March 31, 2013 and December 31, 2012, the outstanding principal amount of the secured term loan totaled $3.75 billion. Affiliates of Fortress and affiliates of AIG owned or managed lending positions in the syndicate of lenders totaling approximately $85.0 million at March 31, 2013 and December 31, 2012.

 

On April 11, 2013, Springleaf Financial Funding Company made a mandatory prepayment, without penalty or premium, of $714.9 million of outstanding principal (plus accrued interest) on the secured term loan. Immediately following the prepayment, the outstanding principal amount of the secured term loan was $3.035 billion. See Note 19 for further information on this prepayment.

 

SUBSERVICING AND REFINANCE AGREEMENTS

 

Nationstar Mortgage LLC (Nationstar) subservices the real estate loans of MorEquity, Inc. (MorEquity), a wholly-owned subsidiary of SLFC, and two other subsidiaries of SLFC (collectively, the Owners), including certain securitized real estate loans. Investment funds managed by affiliates of Fortress indirectly own a majority interest in Nationstar.

 

The Owners paid Nationstar fees for its subservicing and to facilitate the repayment of our real estate loans through refinancings with other lenders as follows:

 

(dollars in thousands)

 

 

 

 

 

Three Months Ended March 31,

 

2013

 

2012

 

 

 

 

 

 

 

Subservicing fees

 

$

2,372

 

$

2,617

 

 

 

 

 

 

 

Refinancing concessions

 

$

253

 

$

2,725

 

 

INVESTMENT MANAGEMENT AGREEMENT

 

Logan Circle Partners, L.P. (Logan Circle) provides investment management services for our investments. Logan Circle is a wholly-owned subsidiary of Fortress. Costs and fees incurred for these investment management services totaled $0.3 million for the three months ended March 31, 2013.

 

REINSURANCE AGREEMENTS

 

Merit Life Insurance Co. (Merit), a wholly-owned subsidiary of SLFC, enters into reinsurance agreements with subsidiaries of AIG, for reinsurance of various group annuity, credit life, and credit accident and health insurance where Merit reinsures the risk of loss. The reserves for this business fluctuate over time and in some instances are subject to recapture by the insurer. Reserves recorded by Merit for reinsurance agreements with subsidiaries of AIG totaled $46.6 million at March 31, 2013 and $46.8 million at December 31, 2012.

 

DERIVATIVES

 

At March 31, 2013 and December 31, 2012, our derivative financial instrument was with AIG Financial Products Corp. (AIGFP), a subsidiary of AIG. In July 2012, SLFI posted $60.0 million of cash collateral with AIGFP as security for SLFC’s two remaining Euro swap positions with AIGFP and agreed to act as guarantor for the swap positions. In August 2012, one of the swap positions was terminated and the cash collateral was reduced by $20.0 million. Cash collateral with AIGFP totaled $40.0 million at March 31, 2013 and December 31, 2012.