Indebtedness

12 Months Ended

Dec. 31, 2020

12. Indebtedness

Advance and Warehouse Facilities


						Successor
						December 31, 2020				December 31, 2019
	Interest Rate	Maturity Date	Collateral	Capacity Amount		Outstanding		Collateral Pledged		Outstanding		Collateral pledged
Advance Facilities
$875 advance facility(1)	CP+2.5% to 6.5%	January 2022	Servicing advance receivables	$	875	$	168	$	195	$	37	$	88
$640 advance facility(2)	LIBOR+3.9%	August 2022	Servicing advance receivables	640		235		305		—		—
$425 advance facility(3)	LIBOR+1.6%	October 2021	Servicing advance receivables	425		192		246		224		285
$250 advance facility(4)	LIBOR+1.5% to 2.6%	December 2020	Servicing advance receivables	250		—		—		98		167
$100 advance facility	LIBOR+2.5%	January 2022	Servicing advance receivables	100		74		98		63		125
Advance facilities principal amount						669		844		422		665

Warehouse Facilities
$2,000 warehouse facility(5)	LIBOR+2.3%	September 2022	Mortgage loans or MBS	2,000		339		392		54		78
$1,500 warehouse facility	LIBOR+1.7%	June 2021	Mortgage loans or MBS	1,500		1,081		1,028		759		733
$1,500 warehouse facility(6)	LIBOR+1.6% to 1.9%	October 2021	Mortgage loans or MBS	1,500		1,003		1,037		469		488
$1,350 warehouse facility(7)	LIBOR+1.8% to 3.9%	September 2022	Mortgage loans or MBS	1,350		1,067		1,128		589		656
$1,200 warehouse facility	LIBOR+1.8% to 3.0%	November 2021	Mortgage loans or MBS	1,200		787		839		683		724
$750 warehouse facility	LIBOR+1.7% to 2.8%	October 2021	Mortgage loans or MBS	750		562		574		411		425
$750 warehouse facility	LIBOR+1.8%	August 2021	Mortgage loans or MBS	750		477		492		—		—
$600 warehouse facility	LIBOR+2.2%	February 2022	Mortgage loans or MBS	600		187		222		174		202
$500 warehouse facility	LIBOR+2.5% to 4.0%	May 2021	Mortgage loans or MBS	500		—		—		336		349
$300 warehouse facility	LIBOR+1.4%	January 2022	Mortgage loans or MBS	300		163		164		136		136
$250 warehouse facility(8)	LIBOR+1.4% to 2.3%	March 2021	Mortgage loans or MBS	250		—		—		762		783
$200 warehouse facility	LIBOR+1.8%	April 2021	Mortgage loans or MBS	200		131		134		27		27
$200 warehouse facility(9)	LIBOR+1.3%	November 2020	Mortgage loans or MBS	200		—		—		—		—
$50 warehouse facility	LIBOR+1.8% to 4.8%	April 2021	Mortgage loans or MBS	50		37		42		11		15
$40 warehouse facility	LIBOR+3.3%	January 2022	Mortgage loans or MBS	40		1		1		5		6
Warehouse facilities principal amount						5,835		6,053		4,416		4,622

MSR Facilities
$450 warehouse facility(10)	LIBOR+5.1%	May 2021	MSR	450		—		—		150		945
$260 warehouse facility(2)	LIBOR+3.9%	August 2022	MSR	260		260		668		—		—
$200 warehouse facility(11)	LIBOR+3.5%	August 2021	MSR	200		—		247		—		200
$150 warehouse facility(7)	LIBOR+3.8%	September 2022	MSR	150		—		228		—		130


					Successor
					December 31, 2020				December 31, 2019
	Interest Rate	Maturity Date	Collateral	Capacity Amount	Outstanding		Collateral Pledged		Outstanding		Collateral pledged
$50 warehouse facility	LIBOR+3.3%	November 2022	MSR	50	10		74		10		84
MSR facilities principal amount					270		1,217		160		1,359

Advance, warehouse and MSR facilities principal amount					6,774		$	8,114	4,998		$	6,646
Unamortized debt issuance costs					(11)				(1)
Advance and warehouse facilities, net					$	6,763			$	4,997

Pledged Collateral for warehouse and MSR facilities:
Mortgage loans held for sale					$	5,330	$	5,447	$	3,826	$	3,931
Reverse mortgage interests					505		606		590		691
MSR					270		1,217		160		1,359

(1)The capacity amount for this advance facility increased from $125 to $875 in 2020.

(2)Total capacity for this facility is $900, of which $640 is internally allocated for advance financing and $260 is internally allocated for MSR financing; capacity is fully fungible and is not restricted by these allocations.

(3)The capacity amount for this advance facility increased from $325 to $425 in 2020.

(4)This advance facility was terminated and transferred to another advance facility in 2020.

(5)The capacity amount for this warehouse facility increased from $200 to $2,000 in 2020.

(6)The capacity amount for this warehouse facility was increased from $700 to $1,500 in 2020.

(7)Total capacity amount for this facility is $1,500, of which $150 is a sublimit for MSR financing. The capacity amount increased from $800 to $1,500 in 2020.

(8)The capacity amount for this warehouse facility decreased from $1,000 to $250 in 2020.

(9)This warehouse facility was terminated in 2020.

(10)This MSR facility was terminated in 2020.

(11)The capacity amount for this MSR facility decreased from $400 to $200 in 2020.

Unsecured Senior Notes

Unsecured senior notes consist of the following:


	Successor
Unsecured Senior Notes	December 31, 2020		December 31, 2019
$850 face value, 5.500% interest rate payable semi-annually, due August 2028(1)	$	850	$	—
$650 face value, 5.125% interest rate payable semi-annually, due December 2030(2)	650		—
$600 face value, 6.000% interest rate payable semi-annually, due January 2027(3)	600		—
$950 face value, 8.125% interest rate payable semi-annually, due July 2023(1)	—		950
$750 face value, 9.125% interest rate payable semi-annually, due July 2026(2)	—		750
$600 face value, 6.500% interest rate payable semi-annually, due July 2021(3)	—		492
$300 face value, 6.500% interest rate payable semi-annually, due June 2022(3)	—		206
Unsecured senior notes principal amount	2,100		2,398
Unamortized debt issuance costs and discount, net of premium	(26)		(32)
Unsecured senior notes, net	$	2,074	$	2,366

(1)In August 2020, the Company completed the offering of the unsecured senior notes due 2028 and used the net proceeds from the offering, together with cash on hand, to redeem the unsecured senior notes due 2023.

(2)In December 2020, the Company completed the offering of the unsecured senior notes due 2030 and used the net proceeds from the offering, together with cash on hand, to redeem the unsecured senior notes due 2026.

(3)In January 2020, the Company completed the offering of the unsecured senior notes due 2027 and, in February 2020, used the net proceeds from the offering, together with cash on hand, to redeem the unsecured senior notes due 2021 and 2022.

The ratios included in the indentures for the unsecured senior notes are incurrence-based compared to the customary ratio covenants that are often found in credit agreements that require a company to maintain a certain ratio. The incurrence-based covenants limit the issuer(s) and restricted subsidiaries ability to incur additional indebtedness, pay dividends, make certain investments, create liens, consolidate, merge or sell substantially all of their assets or enter into certain transactions with affiliates. The indentures contain certain events of default, including (subject, in some cases, to customary cure periods and materiality thresholds) defaults based on (i) the failure to make payments under the applicable indenture when due, (ii) breach of covenants, (iii) cross-defaults to certain other indebtedness, (iv) certain bankruptcy or insolvency events, (v) material judgments and (vi) invalidity of material guarantees.

The indentures provide that on or before certain fixed dates, the Company may redeem up to 40% of the aggregate principal amount of the unsecured senior notes with the net proceeds of certain equity offerings at fixed redemption prices, plus accrued and unpaid interest, to the redemption dates, subject to compliance with certain conditions. In addition, the Company may redeem all or a portion of the unsecured senior notes at any time on or after certain fixed dates at the applicable redemption prices set forth in the indentures plus accrued and unpaid interest, to the redemption dates. During the years ended December 31, 2020 and 2019, the Company repaid $100 in principal of outstanding notes. Additionally, the Company redeemed $2,298 in principal of outstanding notes during the year ended December 31, 2020, resulting in a net loss of $138. No notes were repurchased or redeemed during the year ended December 31, 2019.

As of December 31, 2020, the expected maturities of the Company’s unsecured senior notes based on contractual maturities are as follows:


Year Ending December 31,	Amount
2021 through 2025	$	—
Thereafter	2,100
Total unsecured senior notes principal amount	$	2,100

Other Nonrecourse Debt

Other nonrecourse debt consists of the following:


							Successor
							December 31, 2020		December 31, 2019
Other Nonrecourse Debt	Issue Date	Maturity Date	Interest Rate	Class of Note	Collateral Amount		Outstanding		Outstanding
Participating interest financing(1)	—	—	0.3%-5.6%	—	$	—	$	3,473	$	4,284
Securitization of nonperforming HECM loans
Trust 2020-1	September 2020	September 2030	1.3%-7.5%	A, M1, M2, M3, M4, M5	501		490		—
Trust 2019-2	November 2019	November 2029	2.3%-6.0%	A, M1, M2, M3, M4, M5	260		241		333
Trust 2019-1	June 2019	June 2029	2.7%-6.0%	A, M1, M2, M3, M4, M5	236		212		302
Trust 2018-3(2)	November 2018	November 2028	3.6%-6.0%	A, M1, M2, M3, M4, M5	—		—		209
Trust 2018-2(2)	July 2018	July 2028	3.2%-6.0%	A, M1, M2, M3, M4, M5	—		—		148
Other nonrecourse debt principal amount							4,416		5,276
Unamortized premium, net of debt issuance costs and discount							8		10
Other nonrecourse debt, net							$	4,424	$	5,286

(1)Amounts represent the Company’s participating interest in GNMA HMBS securitized portfolios.

(2)As discussed in Note 5, Reverse Mortgage Interests, Trust 2018-3 and Trust 2018-2 were collapsed and the related debt extinguished during the year ended December 31, 2020.

Participating Interest Financing

Participating interest financing represents the obligation of HMBS pools to third-party security holders. The Company issues HMBS in connection with the securitization of borrower draws and accrued interest on HECM loans. Proceeds are received in exchange for securitized advances on the HECM loan amounts transferred to GNMA, and the Company retains a beneficial interest (referred to as a “participating interest”) in the securitization trust in which the HECM loans and HMBS obligations are held and assume both issuer and servicer responsibilities in accordance with GNMA HMBS program guidelines. Monthly cash flows generated from the HECM loans are used to service the HMBS obligations.

Securitizations of Nonperforming HECM Loans

From time to time, the Company securitizes its interests in non-performing reverse mortgages. The transactions provide investors with the ability to invest in a pool of both non-performing HECM loans secured by one-to-four-family residential properties and a pool of REO properties acquired through foreclosure of a deed in lieu of foreclosure in connection with HECM loans that are covered by FHA insurance. The transactions provide the Company with access to liquidity for the non-performing HECM loan portfolio, ongoing servicing fees, and potential residual returns. The transactions are structured as secured borrowings with the reverse mortgage loans included in the consolidated balance sheets as reverse mortgage interests and the related financing included in other nonrecourse debt. Interest is accrued on the outstanding securitized notes and recorded as interest expense in consolidated statements of operations. The HECM securitizations are callable with expected weighted average lives of less than one to three years. The Company may re-securitize the previously called loans from earlier HECM securitizations to achieve a lower cost of funds.

Financial Covenants

The Company’s credit facilities contain various financial covenants which primarily relate to required tangible net worth amounts, liquidity reserves, leverage requirements, and profitability requirements, which are measured at the Company’s operating subsidiary, Nationstar Mortgage LLC. The Company was in compliance with its required financial covenants as of December 31, 2020.