Redwood Pre-Announces $50M Preferred-for-Common Exchange Offer at a Premium
RWT is trading near its 52-week low of $2.875 (4.7% above the low).
Summary
Redwood plans a $50 million preferred-for-common exchange offer — new 11.00% Series B preferred priced at a premium via Dutch auction — launching the week of November 9, 2026, alongside a 4.9%-trigger tax rights plan to protect about $304 million of NOLs.
Key Events · Financing and Capital Events · RWT
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Preferred-for-Common Exchange Offer Planned
Redwood plans to exchange $50 million of common stock for a new 11.00% Series B Preferred, launching the week of November 9, 2026, and may increase the size if meaningfully oversubscribed.
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Dutch Auction Sets Exchange Ratio
A modified Dutch auction determines the final exchange ratio, and the company anticipates exchanging holders will receive Series B Preferred with a face value greater than the common stock exchanged.
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Accretion to Remaining Common
Redwood says the exchange offer is accretive to book value and earnings per share for common holders who do not tender, while tendering holders get dividend priority and seniority over common.
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Rights Plan Protects $304M of NOLs
A Tax Benefits Preservation Rights Plan triggers at 4.9% ownership, with a 50% discount purchase right and grandfathering for existing holders above the threshold, on top of the existing 9.8% charter cap.
Analysis · RWT · Real Estate & Construction
For income-focused common holders facing the dividend cut, Redwood is offering an exit: swap common for a new 11.00% Series B preferred, with the exchange ratio set by a modified Dutch auction and holders expected to receive preferred face value above the common they tender. The company plans to exchange $50 million of common stock starting the week of November 9, 2026, and may upsize if oversubscribed. Because the preferred ranks ahead of common and pays 11%, the deal is accretive to book value and earnings per share for the common that stays — but it also layers senior claims ahead of existing holders. A new Tax Benefits Preservation Rights Plan with a 4.9% trigger (plus the existing 9.8% charter cap) is designed to keep the roughly $304 million of federal NOLs intact under Section 382. Nothing has commenced yet: the offer is informational only and final terms come with the Schedule TO.
How filings like this one have moved
In the 30 days to Nov 3, 2026, 40.9% of the 1143 measured filings Wiseek scored 8 moved their stock by 5% or more by the next session's close. The median move was -0.37%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, RWT was trading at $3.01 on NYSE in the Real Estate & Construction sector, with a market capitalization of approximately $390.7M. The 52-week trading range was $2.88 to $6.97. This filing was assessed with neutral market sentiment and an importance score of 8 out of 10.