Creates Long-Term Alignment Between Two
Leading Investment Managers
Provides Accretive Financing Capacity to
Support Growth of Redwood’s Market-Leading Operating
Platforms
Redwood Trust, Inc. (NYSE: RWT; “Redwood” or the
“Company”), a leader in expanding access to housing for homebuyers
and renters, and Canada Pension Plan Investment Board (“CPP
Investments”), through subsidiaries of CPPIB Credit Investments
Inc., today announced a $750 million strategic capital
partnership.
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The partnership consists of a newly formed $500 million Asset
Joint Venture and a $250 million corporate secured financing
facility that CPP Investments is providing to Redwood.
The Joint Venture will initially invest across the broad suite
of Redwood’s residential investor bridge and term loans, targeting
more than $4 billion in total acquisitions. Redwood and its
subsidiaries will administer the assets on behalf of the Joint
Venture. Together, CPP Investments and Redwood will contribute up
to $500 million of equity to the Joint Venture, with an anticipated
split of 80% from CPP Investments and 20% from Redwood. Redwood
will earn ongoing fees to oversee the administration of the Joint
Venture and is entitled to earn additional performance fees upon
realization of specified return hurdles.
The secured corporate financing will have total capacity of up
to $250 million and carry a two-year term, with a one-year
extension option. The facility is structured with revolving
capacity to support the continued growth and scale of Redwood’s
mortgage banking platforms.
To further promote long-term strategic alignment, CPP
Investments will also receive warrants to acquire Redwood common
stock in an initial amount of approximately $15 million with the
option to acquire up to an additional $36 million if certain joint
venture deployment targets are achieved1. The warrants are struck
at a 25% premium to the trailing 30-day average stock price and
have anti-dilution mechanics including a mandatory conversion
feature.
“We are thrilled to announce this strategic partnership with CPP
Investments, whose experienced team sees the power of Redwood’s
franchise and the financial assets we procure,” said Christopher
Abate, Chief Executive Officer of Redwood. “Last year, we unveiled
a key initiative to evolve our investment approach, deploying
capital side-by-side with strategic investing partners and driving
organic scale within our operating platforms. Today’s announcement
is a critical step forward in that evolution, one which we believe
supports the unprecedented growth opportunities in front of us to
scale our mortgage banking businesses and generates attractive
earnings streams for our shareholders.”
“This investment partnership with Redwood provides an attractive
opportunity to deploy capital at scale into residential mortgage
assets alongside a well-established leader in the U.S. mortgage
credit sector with a 30-year proven track record,” said David
Colla, Managing Director, Head of Capital Solutions, CPP
Investments. “We have confidence in Redwood’s long-term growth
strategy and the strength of their origination franchise. This
transaction expresses our positive thesis on U.S. housing and other
asset-backed credit opportunities.”
For additional information on this announcement, please see the
Current Report on Form 8-K filed by Redwood with the SEC
concurrently with the publication of this press release.
_________________________ 1 Represents the aggregate exercise
price of the warrants.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, including statements related to the
opportunity to scale Redwood’s mortgage banking business and
generate attractive earnings streams, as well as statements related
to total equity commitment to the joint venture, the targeted
amount of total loan acquisition volume by the joint venture, and
Redwood’s opportunity to earn administrative fees and performance
fees upon realization of specified return hurdles in connection
with the joint venture. Forward-looking statements involve numerous
risks and uncertainties. Redwood's actual results may differ from
Redwood's beliefs, expectations, estimates, and projections and,
consequently, you should not rely on these forward-looking
statements as predictions of future events. Forward-looking
statements are not historical in nature and can be identified by
words such as “anticipate,” “estimate,” “will,” “should,” “expect,”
“believe,” “intend,” “seek,” “plan” and similar expressions or
their negative forms, or by references to strategy, plans, or
intentions. These forward-looking statements are subject to risks
and uncertainties, including, among other things, those described
in our Annual Report on Form 10-K for the year ended December 31,
2023 under the caption “Risk Factors”. Other risks, uncertainties,
and factors that could cause actual results to differ materially
from those projected may be described from time to time in reports
we file with the Securities and Exchange Commission, including
reports on Forms 10-Q and 8-K. We undertake no obligation to update
or revise any forward-looking statements, whether as a result of
new information, future events, or otherwise.
About Redwood
Redwood Trust, Inc. (NYSE: RWT) is a specialty finance company
focused on several distinct areas of housing credit. Our operating
platforms occupy a unique position in the housing finance value
chain, providing liquidity to growing segments of the U.S. housing
market not well served by government programs. We deliver
customized housing credit investments to a diverse mix of
investors, through our best-in-class securitization platforms;
whole-loan distribution activities; and our publicly traded shares.
Our aggregation, origination and investment activities have evolved
to incorporate a diverse mix of residential, business purpose and
multifamily assets. Our goal is to provide attractive returns to
shareholders through a stable and growing stream of earnings and
dividends, capital appreciation, and a commitment to technological
innovation that facilitates risk-minded scale. We operate our
business in three segments: Residential Mortgage Banking, Business
Purpose Mortgage Banking and Investment Portfolio. Additionally,
through RWT Horizons™, our venture investing initiative, we invest
in early-stage companies strategically aligned with our business
across the lending, real estate, and financial technology sectors
to drive innovations across our residential and business-purpose
lending platforms. Since going public in 1994, we have managed our
business through several cycles, built a track record of
innovation, and established a best-in-class reputation for service
and a common-sense approach to credit investing. Redwood Trust is
internally managed and structured as a real estate investment trust
("REIT") for tax purposes. For more information about Redwood,
please visit our website at www.redwoodtrust.com or connect with us
on LinkedIn.
About CPP Investments
Canada Pension Plan Investment Board (CPP Investments™) is a
professional investment management organization that manages the
Fund in the best interest of the more than 22 million contributors
and beneficiaries of the Canada Pension Plan. In order to build
diversified portfolios of assets, investments are made around the
world in public equities, private equities, real estate,
infrastructure and fixed income. Headquartered in Toronto, with
offices in Hong Kong, London, Luxembourg, Mumbai, New York City,
San Francisco, São Paulo and Sydney, CPP Investments is governed
and managed independently of the Canada Pension Plan and at arm’s
length from governments. At December 31, 2023, the Fund totalled
C$590.8 billion (US$448.1 billion). For more information, please
visit www.cppinvestments.com or follow us on LinkedIn, Instagram or
on X @CPPInvestments.
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version on businesswire.com: https://www.businesswire.com/news/home/20240319990631/en/
Redwood Kaitlyn Mauritz Managing
Director, Head of Investor Relations Phone: 866-269-4976 Email:
investorrelations@redwoodtrust.com
CPP Investments Asher Levine
Managing Director, Public Affairs & Communications Phone:
929-208-7939 Email: alevine@cppib.com
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