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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