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Commitments and Contingencies
3 Months Ended
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Contingencies and Commitments Commitments and Contingencies
The Company provides current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Company.
In the normal course of business the Company may also enter into contracts that contain a variety of representations, warranties, and general indemnifications. The Company's maximum exposure under these arrangements, including future claims that may be made against the Company that have not yet occurred, is unknown. The Company has not incurred any costs to defend lawsuits or settle claims related to these indemnification agreements. As of both March 31, 2024 and December 31, 2023, the Company has no liabilities recorded for these agreements.
The Company's maximum risk of loss from credit events on its securities (excluding Agency securities, which are guaranteed by the issuing government agency or government-sponsored enterprise), loans, and investments in unconsolidated entities is limited to the amount paid for such investment.
Commitments and Contingencies Related to Investments in Residential Mortgage Loans
In connection with certain of the Company's investments in residential mortgage loans, the Company has unfunded commitments in the amount of $343.3 million and $288.0 million as of March 31, 2024 and December 31, 2023, respectively.
Commitments and Contingencies Related to Investments in Loan Originators
In connection with certain of its investments in mortgage and consumer loan originators, the Company has outstanding commitments and contingencies as described below.
As described in Note 16, the Company is party to a flow mortgage loan purchase and sale agreement with a mortgage loan originator. The Company has entered into agreements whereby it guarantees the performance of this mortgage loan originator under master repurchase agreements. The Company's maximum guarantees were capped at $15.0 million as of both March 31, 2024 and December 31, 2023 and there were no such borrowings outstanding as of either date. The Company's obligations under these arrangements are deemed to be guarantees under ASC 460-10. The Company has elected the FVO for its guarantees, which are included in Accrued expenses and other liabilities on the Condensed Consolidated Balance Sheet. As of
March 31, 2024 and December 31, 2023, the estimated fair value of such guarantee was insignificant.
As described in Note 16, the Company entered into various secured promissory notes with certain loan originators in which it also holds an equity interest. As of both March 31, 2024 and December 31, 2023, the Company had unfunded commitments related to such secured promissory notes of $5.5 million.
Commitments and Contingencies Related to Investments in Unconsolidated Entities
The Company has entered into agreements whereby it guarantees the performance of a securitization-related risk retention vehicle, in which it has an equity investment, under a promissory note. The Company's maximum guarantees were capped at $15.5 million. As of March 31, 2024 and December 31, 2023, the amount of the promissory note outstanding, for which the Company provided a guarantee, was $0.4 million and $1.0 million, respectively.
As discussed in Note 16, under the terms of the RTL Commitment Agreement, the Company committed to purchase at least $500 million of eligible loans originated by the RTL Originator. As of March 31, 2024 and December 31, 2023, the Company has unfunded commitments under the RTL Commitment Agreement of $442.7 million and $475.4 million, respectively. The Company also guarantees up to $50 million of warehouse financing provided by a third-party lender to the RTL Originator; as of March 31, 2024 and December 31, 2023, the RTL Originator had $17.5 million and $9.5 million, respectively, of warehouse financing outstanding.
Commitments and Contingencies Related to Corporate Loans
The Company has investments in certain corporate loans whereby the borrowers can request additional funds under the respective agreements. As of March 31, 2024 and December 31, 2023, the Company had unfunded commitments related to such investments in the amount of $2.9 million and $3.0 million, respectively.
The Company has extended a line of credit whereby the borrower can draw funds up to $1.0 million. As of both March 31, 2024 and December 31, 2023, the Company had unfunded commitments related to such line of credit in the amount of $0.9 million.
Commitments to Extend Credit
The Company enters into loan commitment arrangements with borrowers who have applied for reverse mortgage loans that have not yet closed. As of March 31, 2024 and December 31, 2023, the fair value of such commitments was $3.9 million and $2.6 million, respectively, which is reflected in Loan commitments on the Condensed Consolidated Balance Sheet.
The Company is required to fund further borrower advances for loans where the borrower has not fully drawn down all of the reverse mortgage loan proceeds available to them. As of March 31, 2024 and December 31, 2023, the Company had unfunded commitments related to such reverse mortgage loans of $2.0 billion and $1.9 billion, respectively. Additionally, the Company has the obligation to advance various other reverse mortgage loan-related amounts such as the borrowers' property taxes and, in the case of HECM reverse mortgage loans, monthly insurance premiums to FHA.
Mandatory Repurchase Obligations
As detailed in Note 13, the Company is required to purchase from HMBS pools any HECM loan that has reached 98% of the MCA. For active loans, the Company subsequently assigns such loan to HUD, which then reimburses the Company up to the MCA. For inactive loans, following resolution of the loan, the Company files a claim with HUD for any recoverable remaining principal and advance balances.
Lease Commitments
Longbridge, a consolidated subsidiary of the Company, leases office space and office equipment, under various operating lease arrangements, which expire on various dates through January 2035. Additionally, as a result of the Arlington Merger, the Company assumed the remaining lease for Arlington's principal office space which expires in October 2024. As discussed in Note 2, the Company makes various assumptions and estimates in recognizing the operating lease ROU assets and corresponding lease liabilities, including the expected lease term, incremental borrowing rate, and identifying lease and non-lease components. Total expense under all operating leases amounted to $0.4 million and $0.3 million for the three-month periods ended March 31, 2024 and 2023, respectively, and is included in Other expenses on the Condensed Consolidated Statement of Operations.
The following table provides details of the Company's outstanding leases as of March 31, 2024 and December 31, 2023.
($ in thousands)March 31, 2024December 31, 2023
ROU assets$5,773 $3,279 
Lease liabilities6,089 3,524 
Weighted average remaining term (in years)7.55.1
Weighted average discount rate8.85 %7.31 %
The following table details contractual future minimum lease payments as of March 31, 2024.
Minimum Payments
(In thousands)
Year ended December 31, 2024$802 
Year ended December 31, 20251,240 
Year ended December 31, 20261,237 
Year ended December 31, 20271,140 
Year ended December 31, 2028929 
Thereafter3,467 
Total8,815 
Less: implied interest payments(2,726)
Lease Liability$6,089