v3.25.2
Long-Term Debt
6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Long-Term Debt

Note 15— Long-Term Debt

Notes Payable Secured By Credit Risk Transfer and Mortgage Servicing Assets

CRT Arrangement Financing

The Company, through various wholly-owned subsidiaries, issued secured term notes (the “CRT Term Notes”) to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended (the “Securities Act”). All of the CRT Term Notes rank pari passu with each other.

Following is a summary of the CRT Term Notes outstanding:

CRT
Term
Notes

 

Issuance date

 

Issuance amount

 

 

Unpaid principal
balance

 

 

Annual interest rate spread (1)

 

Maturity date

 

 

 

 

(in thousands)

 

 

 

 

 

2024 3R

 

August 28, 2024

 

$

158,500

 

 

$

144,451

 

 

3.10%

 

September 27, 2028

2024 2R

 

April 4, 2024

 

$

247,000

 

 

 

221,477

 

 

3.35%

 

March 29, 2027

2024 1R

 

March 6, 2024

 

$

306,000

 

 

 

272,807

 

 

3.50%

 

March 1, 2027

 

 

 

 

 

 

$

638,735

 

 

 

 

 

 

(1)
Interest rates are charged at a spread to the Secured Overnight Financing Rate ("SOFR").

Fannie Mae MSR Financing

The Company, through two subsidiaries, PMT ISSUER TRUST-FMSR and PMT CO-ISSUER TRUST-FMSR (together, the "Issuer Trusts"), finances MSRs owned by PMC and the related excess servicing spread ("ESS") owned by PennyMac Holdings, LLC (“PMH”), another subsidiary of PMT, through a combination of repurchase agreements and term financing.

The repurchase agreement financings for Fannie Mae MSRs and ESS are effected through the issuance of variable funding notes (a Series 2017-VF1 Note, a Series 2024-VF1 Note, and a Series 2024-VF2 Note, together the "FMSR VFNs") by the Issuer Trusts to PMC and PMH in exchange for participation certificates for MSRs and ESS. The FMSR VFNs are then sold by PMC and PMH to qualified institutional buyers under agreements to repurchase. The amounts outstanding under the FMSR VFNs are included in Assets sold under agreements to repurchase in the Company’s consolidated balance sheets. The FMSR VFNs have a combined committed borrowing capacity of $1.1 billion under two-year repurchase agreement facilities.

The term financing for Fannie Mae MSRs is effected through the issuance of term notes (the “FT-1 Term Notes”) by the Issuer Trusts to qualified institutional buyers under Rule 144A of the Securities Act and a series of syndicated term loans with various lenders (the “FTL-1 Term Loans").

The FT-1 Term Notes, FTL-1 Term Loans and the FMSR VFNs are secured by participation certificates relating to Fannie Mae MSRs and ESS and rank pari passu with each other.

Following is a summary of the term financing of the Company’s Fannie Mae MSRs:

 

 

 

 

 

 

 

 

 

Maturity date

Issuance

 

Issuance date

 

Unpaid principal
balance

 

 

Annual interest
 rate spread (1)

 

Stated

 

Optional extension (2)

 

 

 

 

(in thousands)

 

 

 

 

 

 

 

Term Loans

 

 

 

 

 

 

 

 

 

2023

 

May 25, 2023

 

$

370,000

 

 

3.00%

 

May 25, 2028

 

May 25, 2029

Term Notes

 

 

 

 

 

 

 

 

 

2024

 

June 27, 2024

 

 

355,000

 

 

2.75%

 

December 27, 2027

 

June 26, 2028

2021

 

March 30, 2021

 

 

350,000

 

 

3.00%

 

March 25, 2026

 

March 27, 2028

 

 

 

 

$

1,075,000

 

 

 

 

 

 

 

 

(1)
Interest rates are charged at a spread to SOFR.
(2)
The indentures relating to these issuances provide the Company with the option of extending the maturity dates of certain of the FT-1 Term Notes and FTL-1 Term Loans under the conditions specified in the respective agreements.

Freddie Mac MSR and Servicing Advance Receivables Financing

The Company, through PMC and PMH, finances certain MSRs (including any related ESS) relating to loans pooled into Freddie Mac securities through various credit agreements. The total loan amount available under the agreements is approximately $2.0 billion, bearing interest at an annual rate equal to SOFR plus a spread as defined in each agreement. The agreements have maturities on various

dates through August 2026. The total loan amount available under the agreements may be reduced by other debt outstanding with the counterparties. Advances under the credit agreements are secured by MSRs relating to loans serviced for Freddie Mac guaranteed securities.

The Company, through its indirect, wholly owned subsidiaries, PMT ISSUER TRUST - FHLMC SAF, PMT SAF Funding, LLC, and PMC, entered into a structured finance transaction that PMC may use to finance Freddie Mac servicing advance receivables (the “Series 2023-VF1”). The maturity date of the related Series 2023-VF1, Class A-VF1 Variable Funding Note is March 6, 2026 and has a maximum principal amount of $175 million.

Following is a summary of financial information relating to notes payable secured by credit risk transfer and mortgage servicing assets:

 

 

Quarter ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(dollars in thousands)

 

Average balance

 

$

2,714,608

 

 

$

2,894,850

 

 

$

2,772,009

 

 

$

2,880,677

 

Weighted average interest rate (1)

 

 

7.63

%

 

 

9.09

%

 

 

7.61

%

 

 

8.96

%

Total interest expense

 

$

53,804

 

 

$

67,466

 

 

$

109,059

 

 

$

132,455

 

 

(1)
Excludes the effect of amortization of debt issuance costs of $2.2 million and $4.4 million for the quarter and six months ended June 30, 2025, respectively, and $2.0 million and $4.1 million for the quarter and six months ended June 30, 2024, respectively.

 

 

 

 

June 30, 2025

 

 

December 31, 2024

 

 

 

 

(dollars in thousands)

 

 

Carrying value:

 

 

 

 

 

 

 

Unpaid principal balance:

 

 

 

 

 

 

 

Credit risk transfer arrangement financing

 

$

638,735

 

 

$

710,329

 

 

Fannie Mae mortgage servicing rights financing

 

 

1,075,000

 

 

 

1,075,000

 

 

Freddie Mac mortgage servicing rights and servicing advance receivable financing

 

 

958,485

 

 

 

1,153,486

 

 

 

 

 

2,672,220

 

 

 

2,938,815

 

 

Unamortized debt issuance costs

 

 

(6,087

)

 

 

(9,025

)

 

 

$

2,666,133

 

 

$

2,929,790

 

 

Weighted average interest rate

 

 

7.52

%

 

 

7.60

%

 

Assets securing notes payable:

 

 

 

 

 

 

 

Mortgage servicing rights at fair value (1)

 

$

3,677,782

 

 

$

3,807,065

 

 

Servicing advances (1)

 

$

22,120

 

 

$

39,063

 

 

Credit risk transfer arrangements:

 

 

 

 

 

 

 

Deposits securing credit risk transfer arrangements

 

$

873,413

 

 

$

910,743

 

 

Derivative assets

 

$

8,107

 

 

$

29,377

 

 

 

(1)
Beneficial interests in Freddie Mac MSRs are pledged as collateral for the Notes payable secured by credit risk transfer and
mortgage servicing assets
. Beneficial interests in Fannie Mae MSRs are pledged for both Assets sold under agreements to
repurchase
and Notes payable secured by credit risk transfer and mortgage servicing assets.

 

Unsecured Senior Notes

Exchangeable Senior Notes

The exchangeable senior notes are summarized below:

 

Initial issuance date

 

Unpaid principal balance

 

 

Annual interest rate

 

Conversion rates (1)

 

Maturity date (2)

 

(in thousands)

 

 

 

 

 

 

 

May 24, 2024 (3)

 

$

216,500

 

 

8.50%

 

63.3332

 

June 1, 2029

March 5, 2021

 

 

345,000

 

 

5.50%

 

46.1063

 

March 15, 2026

 

 

$

561,500

 

 

 

 

 

 

 

 

(1)
Common Shares per $1,000 principal amount.
(2)
Unless repurchased or exchanged in accordance with their terms before such date.
(3)
Balance includes $16.5 million issued on June 4, 2024.

The exchangeable senior notes are exchangeable for: (1) cash for the principal amount of the notes to be exchanged; and (2) cash, Common Shares or a combination of cash and Common Shares, at the Company’s election, for the remainder, if any, of the exchange obligation in excess of the principal amount of the notes being exchanged, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.

The exchangeable senior notes are fully and unconditionally guaranteed by the Company.

Senior Notes

The senior notes are summarized below:

 

Issuance date

 

Unpaid principal balance

 

 

Annual interest
rate spread

 

Maturity date

 

Redemption date

 

(in thousands)

 

 

 

 

 

 

 

June 2025

 

$

105,000

 

 

9.00%

 

June 15, 2030

 

June 15, 2027

February 2025

 

 

172,500

 

 

9.00%

 

February 15, 2030

 

February 15, 2027

September 2023

 

 

53,500

 

 

8.50%

 

September 30, 2028

 

September 30, 2025

 

 

$

331,000

 

 

 

 

 

 

 

Interest on the senior notes is payable quarterly. PMT may redeem for cash all or any portion of the senior notes, at its option, at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the applicable redemption date.

The senior notes are fully and unconditionally guaranteed on a senior unsecured basis by PMC, including the due and punctual payment of principal and interest, whether at stated maturity, upon acceleration, call for redemption or otherwise.

Following is financial information relating to the unsecured senior notes:

 

 

 

Quarter ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(in thousands)

 

Average balance

 

$

811,731

 

 

$

696,731

 

 

$

760,608

 

 

$

652,615

 

Weighted average interest rate (1)

 

 

7.34

%

 

 

6.13

%

 

 

7.29

%

 

 

5.97

%

Interest expense

 

$

15,987

 

 

$

11,629

 

 

$

29,600

 

 

$

21,313

 

 

(1)
Excludes the effect of amortization of debt issuance costs of $1.1 million and $2.1 million for the quarter and six months ended June 30, 2025, respectively, and $1.0 million and $1.9 million for the quarter and six months ended June 30, 2024, respectively.

 

 

 

 

 

 

 

June 30, 2025

 

 

December 31, 2024

 

 

 

 

 

 

 

(in thousands)

 

Carrying value:

 

 

 

 

 

 

 

 

 

 

Unpaid principal balance

 

 

 

 

 

$

892,500

 

 

$

615,000

 

Unamortized debt issuance costs

 

 

 

 

 

 

(17,275

)

 

 

(9,140

)

 

 

 

 

 

$

875,225

 

 

$

605,860

 

 

Asset-Backed Financing of Variable Interest Entities at Fair Value

Following is a summary of financial information relating to the asset-backed financings of VIEs at fair value described in Note 6 ‒ Variable Interest Entities ‒ Subordinate Mortgage-Backed Securities:

 

 

Quarter ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(dollars in thousands)

 

Average balance

 

$

3,636,038

 

 

$

1,561,068

 

 

$

3,137,311

 

 

$

1,571,443

 

Weighted average interest rate (1)

 

 

5.18

%

 

 

3.09

%

 

 

4.95

%

 

 

3.10

%

Total interest expense

 

$

46,449

 

 

$

11,402

 

 

$

75,164

 

 

$

24,080

 

 

(1)
Excludes the effect of amortization of issuance premiums of $506,000 and $1.8 million for the quarter and six months ended June 30, 2025, respectively, and $604,000 and $112,000 for the quarter and six months ended June 30, 2024, respectively.

 

 

 

June 30, 2025

 

 

December 31, 2024

 

 

 

 

(dollars in thousands)

 

 

Fair value

 

$

4,176,128

 

 

$

2,040,375

 

 

Unpaid principal balance

 

$

4,311,059

 

 

$

2,269,742

 

 

Weighted average interest rate

 

 

5.68

%

 

 

3.22

%

 

The asset-backed financings are non-recourse liabilities and are secured solely by the assets of consolidated VIEs and not by any other assets of the Company. The assets of the VIEs are the only source of funds for repayment of the asset-backed financings.

Maturities of Long-Term Debt

Contractual maturities of long-term debt obligations (based on final maturity dates) are as follows:

 

 

 

 

Twelve months ending June 30,

 

 

 

 

 

Total

 

 

2026

 

 

2027

 

 

2028

 

 

2029

 

 

2030

 

 

Thereafter

 

 

(in thousands)

 

Notes payable secured by credit risk transfer
    and mortgage servicing assets (1)

$

2,672,220

 

 

$

868,486

 

 

$

934,283

 

 

$

725,000

 

 

$

144,451

 

 

$

 

 

$

 

Unsecured senior notes

 

892,500

 

 

 

345,000

 

 

 

 

 

 

 

 

 

270,000

 

 

 

277,500

 

 

 

 

Interest-only security payable at fair value (2)

 

36,553

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

36,553

 

Asset-backed financings at fair value (2)

 

4,311,059

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,311,059

 

Total

$

7,912,332

 

 

$

1,213,486

 

 

$

934,283

 

 

$

725,000

 

 

$

414,451

 

 

$

277,500

 

 

$

4,347,612

 

(1)
Based on stated maturity. As discussed above, certain of the Notes payable secured by credit risk and mortgage servicing assets allow the Company to exercise optional extensions.
(2)
Contractual maturity does not reflect expected repayment as borrowers of the underlying loans generally have the right to repay their loans at any time.