Exhibit 107
Calculation of Filing Fee Tables
Form
424B5
(Form Type)
Redwood
Trust, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type |
Security Class Title |
Fee Calculation or Carry Forward Rule |
Amount Registered |
Proposed Maximum Offering Price Per Security |
Maximum Aggregate Offering Price |
Fee Rate | Amount
of Registration Fee |
Carry Forward Form Type |
Carry Forward File Number |
Carry Forward Initial effective date |
Filing
Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |
Newly Registered Securities | ||||||||||||
Fees to Be Paid | Debt | 9.00% Senior Notes due 2029 | 457(r) | 97,750,000(1) | 100% | $97,750,000 | 0.00014760 | $14,427.90 | ||||
Fees Previously Paid | N/A | N/A | N/A | N/A | N/A | N/A | ||||||
Carry Forward Securities | ||||||||||||
Carry Forward Securities | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | |||
Total Offering Amounts | $97,750,000 | $14,427.90 | ||||||||||
Total Fees Previously Paid | N/A | |||||||||||
Total Fee Offsets | $14,427.90 | |||||||||||
Net Fee Due | $0.00 |
Table 2: Fee Offset Claims and Sources
Registrant
or Filer Name |
Form
or Filing Type |
File Number |
Initial Filing Date |
Filing Date |
Fee Offset Claimed |
Security Type Associated with Fee Offset Claimed |
Security Title Associated with Fee Offset Claimed |
Unsold Securities Associated with Fee Offset Claimed |
Unsold Aggregate Offering Amount Associated with Fee Offset Claimed |
Fee
Paid with Fee Offset Source | |
Rules 457(b) and 0-11(a)(2) | |||||||||||
Fee Offset Claims | |||||||||||
Fee Offset Sources | |||||||||||
Rule 457(p) | |||||||||||
Fee Offset Claims | Redwood Trust, Inc. | S-3ASR | 333-263301 | March 4, 2022 | $14,427.90 | Unallocated (Universal) | (2) | (2) | (2) | ||
Fee Offset Sources | SEQUOIA RESIDENTIAL FUNDING INC. | S-3 | 333-185882-01 | March 21, 2013 | $627,238.55(2) |
(1) | Includes $12,750,000 aggregate principal amount of 9.00% Senior Notes due 2029 that may be offered and sold pursuant to the exercise in full of the underwriters’ option to purchase additional notes to cover over-allotments. | |
(2) | On March 4, 2022, the Registrant filed a Registration Statement on Form S-3 (Registration No. 333-263301) and, in accordance with Rules 456(b) and 457(r) under the Securities Act, deferred payment of the entire registration fee, except for $658,130 of unused filing fees (the “Unused Filing Fees”) previously paid with respect to unsold securities having an aggregate initial offering price of $4,825,005,547 in connection with the filing of Registration Statement on Form S-3 (Registration No. 333-185882-01), which was initially filed by Sequoia Residential Funding, Inc. and Sequoia Mortgage Funding Corporation on January 4, 2013, and Registration Statement on Form S-3 (Registration No. 333-189370), which was initially filed by Sequoia Residential Funding, Inc. and Sequoia Mortgage Funding Corporation on June 14, 2013. Offerings under these prior registration statements were completed and the registration statements expired. Pursuant to Rule 457(p) under the Securities Act, the Unused Filing Fees were to be applied to fees payable pursuant to Registration Statement on Form SF-3 (Registration No. 333-211339), which was initially filed by Sequoia Residential Funding, Inc. on May 13, 2016. No offerings under this prior registration statement were completed and the registration statement expired. Pursuant to Rule 457(p) under the Securities Act, the Unused Filing Fees were to be applied to fees payable pursuant to Registration Statement on Form S-3 (Registration No. 333-231338), initially filed by Redwood Trust, Inc. on May 9, 2019 and amended on March 12, 2021. Offerings under this prior registration statement were completed and, pursuant to Rule 457(p) under the Securities Act, the Unused Filing Fees will be applied to the fees payable pursuant to Registration Statement on Form S-3 (Registration No. 333-263301) and its related prospectus supplements on a pay-as-you-go basis. On March 4, 2022, January 12, 2023 and January 19, 2024, the Registrant filed prospectus supplements and offset filing fees then due by $13,798, $8,237.45 and $8,856, respectively. As a result, a filing fee offset of $627,238.55 remains available to offset the current filing fee. The Registrant is offsetting the filing fee due under this prospectus supplement by $14,427.90, with $612,810.65 remaining to be applied to future filings from this fee offset source. |
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