PASADENA, Calif., March 4,
2020 /PRNewswire/ -- Western Asset Mortgage Capital
Corporation (the "Company" or "WMC") (NYSE: WMC) today reported its
results for the fourth quarter and the year ended December 31,
2019.
FOURTH QUARTER 2019 FINANCIAL HIGHLIGHTS
- December 31, 2019 book value per share of $10.55, net of fourth quarter common dividend of
$0.31 per share declared on
December 19, 2019.
- GAAP net income of $12.5 million,
or $0.23 per basic and diluted
share.
- Core earnings plus drop income of $15.8
million, or $0.30 per basic
and diluted share.1,2
- Economic return on book value was a 2.5%1,3 for
the quarter.
- 1.72% annualized net interest margin on our investment
portfolio. 1,4,5
- 5.4x leverage excluding non-recourse debt as of
December 31, 2019 (8.0x leverage including non-recourse
debt).
OTHER FOURTH QUARTER 2019 HIGHLIGHTS
- Issued $50.0 million aggregate
principal amount of 6.75% convertible senior unsecured notes.
- Acquired $479.0 million in credit
sensitive investments, consisting of:
-
- $180.5 million million in
Non-Agency CMBS
- $249.2 million in Residential
Whole Loans, and
- $49.3 million in Commercial Whole
Loans.
FULL YEAR 2019 FINANCIAL HIGHLIGHTS
- Maintained a consistent $0.31 per
share quarterly common dividend throughout 2019 for total annual
common dividends of $1.24 per
share.
- GAAP net income of $70.7 million,
or $1.37 per basic and diluted
share.
- Core earnings plus drop income of $62.1
million, or $1.21 per basic
and diluted share.1,2
- Economic return on book value was 12.8%1,3 for
the year.
- 1.95% annualized net interest margin on our investment
portfolio. 1,4,5
OTHER FULL YEAR HIGHLIGHTS
- $49.3 million of common equity
raised in secondary offering, net of offering costs.
- Completed a securitization of $945.5
million of our Residential Whole Loan investments involving
the issuance of $919.0 million of
mortgage-backed notes.
- Issued $90.0 million aggregate
principal amount of 6.75% convertible senior unsecured notes.
- Obtained two new longer term financing facilities, consisting
of $200.0 million commercial whole
loan financing facility and $700.0
million residential whole loan financing facility.
1
|
Non – GAAP
measure.
|
2
|
Drop income is income
derived from the use of 'to-be-announced' forward contract ("TBA")
dollar roll transactions which is a component of our gain (loss) on
derivative instruments on our consolidated statement of operations,
but is not included in core earnings. Drop income was approximately
$986 thousand for the three months and year ended December 31,
2019, respectively.
|
3
|
Economic return is
calculated by taking the sum of: (i) the total dividends
declared; and (ii) the change in book value during the period
and dividing by the beginning book value.
|
4
|
Includes
interest-only securities accounted for as derivatives and the cost
of interest rate swaps.
|
5
|
Excludes the
consolidation of VIE trusts required under GAAP.
|
MANAGEMENT COMMENTARY
"We delivered strong 2019 results for our shareholders, as the
scale and scope of Western Asset's capabilities continue to provide
us with strategic benefits," said Jennifer
Murphy, Chief Executive Officer of the Company. "Total
shareholder return for the year was 38.7%, driven by strong
investment portfolio performance and consistent dividends, which we
have maintained for 15 consecutive quarters. We generated an
economic return on book value of 2.5% for the fourth quarter
and 12.8% for the full year, reflecting our focus on active
portfolio positioning and risk management. We continue to be
committed to our primary objective of generating attractive total
returns for our shareholders, while also providing for greater book
value stability."
"We completed several significant capital markets transactions
during the year. In May, we completed a $50
million equity offering, and in August and December, we
issued an additional $90 million in
total of our 6.75% convertible senior unsecured notes due in 2022,
all enabling us to further invest in attractive assets. We believe
this additional capital allowed us to enhance the overall earnings
potential of the portfolio and supports our long-term goal of
growing the company to gain better scale, which we believe will
benefit our shareholders.
"In May, we completed a securitization of a portion of our
residential whole loans involving the issuance of $919 million in mortgage-backed notes. This
transaction represented the Company's first securitization and
enabled us to finance assets with longer-term fixed rate financing
at attractive levels. Our successful execution of this
securitization reflected the Company's ability to leverage Western
Asset's investment and operating platform, a strategic advantage
for the Company and our shareholders," Ms. Murphy concluded.
Harris Trifon, Chief Investment
Officer of the Company, commented, "Our positive performance for
the fourth quarter and full year were driven by contributions
across our diverse holdings in a number of subsectors of the
mortgage market and reflects our efforts to increase our exposure
to credit sensitive investments. During the quarter, we acquired
$479 million of credit sensitive
assets, including $49 million of
Commercial Whole Loans, $249 million
of Residential Whole Loans and $181
million of Non-Agency CMBS, all areas where we continue to
see opportunities to achieve attractive risk-adjusted returns."
"Our current expectations are for continued, yet moderate, U.S.
economic growth along with subdued inflation expectations and an
ongoing accommodative Federal Reserve monetary policy. We believe
that credit spread sectors will continue to perform well in 2020,
and we will maintain our focus on areas where we see the best
relative value within our target universe. We believe that the
current moderate growth environment is accretive for real estate
and consumers, and we remain constructive on both residential and
commercial real estate. The U.S. housing sector continues to
advance with demand driven by ongoing job growth, high consumer
confidence and increased household formations, all against a
backdrop of a very tight supply of entry-level homes. Commercial
real estate fundamentals, meanwhile, remain positive, driven by the
ongoing economic expansion. As such, we believe that our
strategically diverse investment portfolio, focused on risk
management, positions us well to continue generating strong core
earnings while preserving our book value, with the overriding goal
of providing our shareholders favorable risk-adjusted returns,"
concluded Mr. Trifon.
2019 Quarterly Results
The below table reflects a summary of our operating results
(dollars in thousands, except per share data):
|
For the Three
Months Ended
|
GAAP
Results
|
December 31,
2019
|
|
September 30,
2019
|
|
June 30,
2019
|
|
March 31,
2019
|
|
|
|
|
|
|
|
|
Net Interest
Income
|
$
|
18,927
|
|
|
$
|
16,570
|
|
|
$
|
15,860
|
|
|
$
|
15,633
|
|
Other Income
(Loss):
|
|
|
|
|
|
|
|
Realized gain (loss)
on sale of investments, net
|
11,992
|
|
|
21,399
|
|
|
(8)
|
|
|
(5,105)
|
|
Other than temporary
impairment
|
(2,228)
|
|
|
(1,819)
|
|
|
(3,295)
|
|
|
(1,232)
|
|
Unrealized gain
(loss), net
|
(52,896)
|
|
|
35,030
|
|
|
74,614
|
|
|
50,781
|
|
Gain (loss) on
derivative instruments, net
|
42,007
|
|
|
(47,056)
|
|
|
(71,530)
|
|
|
(27,148)
|
|
Other, net
|
518
|
|
|
918
|
|
|
532
|
|
|
236
|
|
Other Income
(loss)
|
(607)
|
|
|
8,472
|
|
|
313
|
|
|
17,532
|
|
Total
Expenses
|
5,209
|
|
|
5,377
|
|
|
5,081
|
|
|
5,277
|
|
Income (loss) before
income taxes
|
13,111
|
|
|
19,665
|
|
|
11,092
|
|
|
27,888
|
|
Income tax provision
(benefit)
|
622
|
|
|
(55)
|
|
|
478
|
|
|
12
|
|
Net income
(loss)
|
$
|
12,489
|
|
|
$
|
19,720
|
|
|
$
|
10,614
|
|
|
$
|
27,876
|
|
|
|
|
|
|
|
|
|
Net income (loss) per
Common Share – Basic/Diluted
|
$
|
0.23
|
|
|
$
|
0.37
|
|
|
$
|
0.21
|
|
|
$
|
0.58
|
|
Non-GAAP
Results
|
|
|
|
|
|
|
|
Core earnings plus
drop income(1)
|
$
|
15,790
|
|
|
$
|
15,014
|
|
|
$
|
15,758
|
|
|
$
|
15,492
|
|
Core earnings plus
drop income per Common Share – Basic/Diluted
|
$
|
0.30
|
|
|
$
|
0.28
|
|
|
$
|
0.31
|
|
|
$
|
0.32
|
|
Weighted average
yield(2)(4)
|
4.60
|
%
|
|
4.53
|
%
|
|
4.94
|
%
|
|
5.17
|
%
|
Effective cost of
funds(3)(4)
|
3.09
|
%
|
|
3.05
|
%
|
|
2.94
|
%
|
|
3.25
|
%
|
Annualized net
interest margin(2)(3)(4)
|
1.72
|
%
|
|
1.69
|
%
|
|
2.14
|
%
|
|
2.36
|
%
|
|
|
(1)
|
For a reconciliation
of GAAP Income to Core earnings, please refer to the Reconciliation
of Core earnings at the end of this press release.
|
(2)
|
Includes
interest-only securities accounted for as derivatives.
|
(3)
|
Includes the net
amount paid, including accrued amounts for interest rate swaps and
premium amortization for MAC interest rate swaps during the
periods.
|
(4)
|
Excludes the
consolidation of VIE trusts required under GAAP.
|
Portfolio Composition
As of December 31, 2019, the Company owned an aggregate
investment portfolio with a fair market value totaling $4.9 billion. The following tables set forth
additional information regarding the Company's investment portfolio
as of December 31, 2019:
Portfolio Characteristics
Agency Portfolio
The following table summarizes certain characteristics of our
Agency portfolio by investment category as of December 31,
2019 (dollars in thousands):
|
Principal Balance
|
|
Amortized Cost
|
|
Fair Value
|
|
Net Weighted
Average Coupon
|
Agency
CMBS
|
$
|
1,347,929
|
|
|
$
|
1,374,443
|
|
|
$
|
1,435,477
|
|
|
3.4
|
%
|
Agency CMBS
Interest-Only Strips, accounted for as derivatives
|
N/A
|
|
|
N/A
|
|
|
3,092
|
|
|
0.4
|
%
|
Total Agency
CMBS
|
1,347,929
|
|
|
1,374,443
|
|
|
1,438,569
|
|
|
3.1
|
%
|
|
|
|
|
|
|
|
|
Agency
RMBS
|
327,814
|
|
|
333,287
|
|
|
340,771
|
|
|
3.5
|
%
|
Agency RMBS
Interest-Only Strips
|
N/A
|
|
|
8,661
|
|
|
10,343
|
|
|
2.8
|
%
|
Agency RMBS
Interest-Only Strips, accounted for as derivatives
|
N/A
|
|
|
N/A
|
|
|
5,572
|
|
|
3.0
|
%
|
Total Agency
RMBS
|
327,814
|
|
|
341,948
|
|
|
356,686
|
|
|
3.3
|
%
|
Total
|
$
|
1,675,743
|
|
|
$
|
1,716,391
|
|
|
$
|
1,795,255
|
|
|
3.1
|
%
|
Credit Sensitive Portfolio
The following table summarizes certain characteristics of our
credit sensitive portfolio by investment category as of
December 31, 2019 (dollars in thousands):
|
Principal Balance
|
|
Amortized Cost
|
|
Fair
Value
|
|
Weighted
Average Coupon(1)
|
Non-Agency
RMBS
|
$
|
52,767
|
|
|
$
|
37,003
|
|
|
$
|
38,131
|
|
|
4.8
|
%
|
Non-Agency RMBS IOs
and IIOs
|
N/A
|
|
|
7,705
|
|
|
7,683
|
|
|
0.6
|
%
|
Non-Agency
CMBS
|
354,458
|
|
|
314,533
|
|
|
316,019
|
|
|
5.1
|
%
|
Residential Whole
Loans
|
1,325,443
|
|
|
1,351,192
|
|
|
1,375,860
|
|
|
5.2
|
%
|
Residential Bridge
Loans
|
37,196
|
|
|
37,257
|
|
|
36,419
|
|
|
9.5
|
%
|
Securitized
Commercial Loans(1)
|
943,379
|
|
|
910,096
|
|
|
909,040
|
|
|
3.4
|
%
|
Commercial
Loans
|
370,213
|
|
|
369,704
|
|
|
370,213
|
|
|
7.2
|
%
|
Other
Securities
|
71,896
|
|
|
73,975
|
|
|
80,161
|
|
|
6.7
|
%
|
|
$
|
3,155,352
|
|
|
$
|
3,101,465
|
|
|
$
|
3,133,526
|
|
|
4.3
|
%
|
|
|
(1)
|
The Company
acquired Non-Agency CMBS securities with certain control
rights, which resulted in the consolidation of three variable
interest entities and the recording $909.0 million in securitized
commercial loans.
|
Portfolio Financing and Hedging
Financing
Repurchase Agreements
As of December 31, 2019, the Company had borrowings under
21 of its 34 master repurchase agreements. The following table sets
forth additional information regarding the Company's portfolio
financing under the master repurchase agreements, which
includes the outstanding balance under its $700.0 million residential whole loan and
$200.0 million commercial whole loan
financing facilities, as of December 31, 2019 (dollars in
thousands):
Repurchase
Agreements
|
|
Balance
|
|
Weighted
Average
Interest Rate (end
of period)
|
|
Weighted
Average
Remaining
Maturity (days)
|
Short Term
Borrowings:
|
|
|
|
|
|
|
Agency
RMBS
|
|
$
|
348,274
|
|
|
1.99
|
%
|
|
52
|
Agency
CMBS
|
|
1,352,248
|
|
|
2.05
|
%
|
|
26
|
Non-Agency
RMBS
|
|
30,481
|
|
|
3.56
|
%
|
|
9
|
Non-Agency
CMBS
|
|
190,390
|
|
|
3.05
|
%
|
|
35
|
Residential Whole
Loans
|
|
102,029
|
|
|
3.51
|
%
|
|
27
|
Residential Bridge
Loans
|
|
29,869
|
|
|
3.93
|
%
|
|
28
|
Commercial
Loans
|
|
62,746
|
|
|
4.04
|
%
|
|
28
|
Securitized
commercial loans
|
|
116,087
|
|
|
3.93
|
%
|
|
49
|
Other
Securities
|
|
56,762
|
|
|
3.23
|
%
|
|
34
|
Subtotal
|
|
$
|
2,288,886
|
|
|
2.41
|
%
|
|
32
|
Long Term
Borrowings:
|
|
|
|
|
|
|
Residential Whole
Loans (1)
|
|
$
|
374,143
|
|
|
3.27
|
%
|
|
898
|
Commercial Loans
(1)
|
|
161,848
|
|
|
3.88
|
%
|
|
590
|
Subtotal
|
|
$
|
535,991
|
|
|
3.45
|
%
|
|
805
|
Repurchase
agreements borrowings
|
|
$
|
2,824,877
|
|
|
2.61
|
%
|
|
179
|
Less unamortized debt
issuance costs
|
|
76
|
|
|
N/A
|
|
|
N/A
|
Repurchase
agreements borrowings, net
|
|
$
|
2,824,801
|
|
|
2.61
|
%
|
|
179
|
|
|
(1)
|
Certain Residential
Whole Loans and Commercial Loans were financed under two longer
financing facilities. These facilities automatically roll until
such time as they are terminated or until certain conditions of
default. The weighted average remaining maturity days was
calculated using expected weighted life of the underlying
collateral.
|
Convertible Senior Unsecured Notes
At December 31, 2019, the Company had $205.0 million aggregate principal amount of
6.75% convertible senior unsecured notes. The notes mature on
October 1, 2022, unless earlier
converted, redeemed or repurchased by the holders pursuant to their
terms, and are not redeemable by the Company except during the
final three months prior to maturity. The initial conversion rate
was 83.1947 shares of common stock per $1,000 principal amount of notes and represented
a conversion price of $12.02 per
share of common stock.
Mortgage-Backed Notes
The following table summarizes the residential mortgage-backed
notes issued by the Company's securitization trust (the "Arroyo
Trust") at December 31, 2019 (dollars in thousands):
Classes
|
Principal
Balance
|
Coupon
|
Carrying
Value
|
Contractual
Maturity
|
Offered
Notes:(1)
|
|
|
|
|
Class A-1
|
$
|
681,668
|
|
3.3%
|
$
|
681,666
|
|
4/25/2049
|
Class A-2
|
36,525
|
|
3.5%
|
36,524
|
|
4/25/2049
|
Class A-3
|
57,866
|
|
3.8%
|
57,864
|
|
4/25/2049
|
Class M-1
|
25,055
|
|
4.8%
|
25,055
|
|
4/25/2049
|
Subtotal
|
$
|
801,114
|
|
|
$
|
801,109
|
|
|
Less: Unamortized
Deferred Financing Costs
|
N/A
|
|
|
5,298
|
|
|
Total
|
$
|
801,114
|
|
|
$
|
795,811
|
|
|
|
|
(1)
|
The subordinate notes
were retained by the Company.
|
The securitized debt of the Arroyo Trust can only be settled
with the residential loans that serve as collateral for the
securitized debt and are non-recourse to the Company.
As of December 31, 2019, the Company had three
consolidated variable interest entities that had an aggregate
securitized debt balance of $681.7
million. The securitized debt of these trusts can only be
settled with the collateral held by the trusts and is non-recourse
to the Company.
Hedging
Interest Rates Swaps
As of December 31, 2019, the Company had $2.6 billion notional value of pay-fixed interest
rate swaps and $1.4 billion notional
value of variable pay rate swaps, which have variable maturities
between May 2, 2020 and June 13, 2039.
The following table summarizes the average fixed pay rate,
average floating receive rate and average maturity for the
Company's fixed pay interest rate swaps as of December 31,
2019 (dollars in thousands):
Remaining Interest Rate Swap Term
|
|
Notional
Value
|
|
Average Fixed Pay Rate
|
|
Average
Floating Receive
Rate
|
|
Average Maturity (Years)
|
1 year or
less
|
|
$
|
200,000
|
|
|
1.8
|
%
|
|
1.9
|
%
|
|
0.4
|
Greater than
3 years and less than 5 years
|
|
622,400
|
|
|
2.6
|
%
|
|
1.9
|
%
|
|
4.1
|
Greater than
5 years
|
|
1,728,600
|
|
|
2.1
|
%
|
|
2.0
|
%
|
|
8.9
|
Total
|
|
$
|
2,551,000
|
|
|
2.2
|
%
|
|
2.0
|
%
|
|
7.1
|
The following table summarizes the average variable pay rate,
average fixed receive rate and average maturity for the Company's
variable pay interest rate swaps as of December 31, 2019
(dollars in thousands):
Remaining Interest Rate Swap Term
|
|
Notional
Amount
|
|
Average
Variable Pay
Rate
|
|
Average Fixed
Receive Rate
|
|
Average
Maturity
(Years)
|
Greater than
1 year and less than 3 years
|
|
810,000
|
|
|
2.0
|
%
|
|
2.0
|
%
|
|
1.6
|
Greater than
3 years and less than 5 years
|
|
550,000
|
|
|
1.9
|
%
|
|
1.6
|
%
|
|
5.0
|
Greater than
5 years
|
|
45,000
|
|
|
1.9
|
%
|
|
2.3
|
%
|
|
19.5
|
Total
|
|
$
|
1,405,000
|
|
|
2.0
|
%
|
|
1.9
|
%
|
|
3.5
|
Other Derivatives Instruments
The following table summarizes the Company's other derivative
instruments at December 31, 2019 (dollars in thousands):
Other
Derivative Instruments
|
|
Notional
Amount
|
|
Fair
Value
|
Credit default swaps,
asset
|
|
$
|
60,100
|
|
|
$
|
948
|
|
TBA securities,
asset
|
|
1,000,000
|
|
|
1,146
|
|
Other derivative
instruments, assets
|
|
|
|
2,094
|
|
|
|
|
|
|
Credit default swaps,
liability
|
|
$
|
90,900
|
|
|
$
|
(3,795)
|
|
TBA securities,
liability
|
|
1,000,000
|
|
|
(2,074)
|
|
Total other
derivative instruments, liabilities
|
|
|
|
(5,869)
|
|
Total other
derivative instruments, net
|
|
|
|
$
|
(3,775)
|
|
Dividend
On December 19, 2019, the Company declared a regular cash
dividend of $0.31 per share for each
common share. Since its inception in May 2012, the Company has
declared and paid total dividends of $17.78 per share in a combination of cash and
stock.
Conference Call
The Company will host a conference call with a live webcast
tomorrow, March 5, 2020, at 11:00 a.m. Eastern Time/8:00
a.m. Pacific Time, to discuss financial results for the fourth
quarter and year ended December 31, 2019.
Individuals interested in participating in the conference call
may do so by dialing (866) 235-9914 from the United States, or (412) 902-4115 from
outside the United States and
referencing "Western Asset Mortgage Capital Corporation." Those
interested in listening to the conference call live via the
Internet may do so by visiting the Investor Relations section of
the Company's website at www.westernassetmcc.com.
The Company is enabling investors to pre-register for the
earnings conference call so that they can expedite their entry into
the call and avoid the need to wait for a live operator. In order
to pre-register for the call, investors can
visit http://dpregister.com/10138813 and enter in their
contact information. Investors will then be issued a personalized
phone number and pin to dial into the live conference call.
Individuals can pre-register any time prior to the start of the
conference call tomorrow.
A telephone replay will be available through March 19, 2020 by dialing (877) 344-7529 from
the United States, or (412)
317-0088 from outside the United
States, and entering conference ID 10138813. A webcast
replay will be available for 90 days.
About Western Asset Mortgage Capital Corporation
Western Asset Mortgage Capital Corporation is a real estate
investment trust that invests in, acquires and manages a diverse
portfolio assets consisting of Agency CMBS, Agency RMBS, Non-Agency
RMBS, Non-Agency CMBS, ABS, GSE Credit Risk Transfer Securities and
Residential Whole, Bridge Loans and Commercial Loans. The Company's
investment strategy may change, subject to the Company's stated
investment guidelines, and is based on its manager Western Asset
Management Company, LLC's perspective of which mix of portfolio
assets it believes provide the Company with the best risk-reward
opportunities at any given time. The Company is externally managed
and advised by Western Asset Management Company LLC, an investment
advisor registered with the Securities and Exchange Commission and
a wholly-owned subsidiary of Legg Mason, Inc
("LeggMason").
On February 18, 2020, Franklin
Resources, Inc. ("Franklin") and Legg
Mason announced that they had entered into an agreement
under which Franklin would acquire Legg
Mason and its affiliates, including Western Asset Management
Company, LLC. The transaction is expected to close in the
third quarter of 2020 and is subject to customary closing
conditions. Upon completion of the transaction Western Asset
Management Company, LLC would become a wholly owned subsidiary of
Franklin.
Please visit the Company's website at
www.westernassetmcc.com
Forward-Looking Statements
This press release contains statements that constitute
"forward-looking statements." Operating results are subject to
numerous conditions, many of which are beyond the control of the
Company, including, without limitation, changes in interest rates;
changes in the yield curve; changes in prepayment rates; the
availability and terms of financing; general economic conditions;
market conditions; conditions in the market for mortgage related
investments; and legislative and regulatory changes that could
adversely affect the business of the Company. The Company
undertakes no obligation to update these statements for revisions
or changes after the date of this release, except as required by
law.
Use of Non-GAAP Financial Information
In addition to the results presented in accordance with GAAP,
this release includes certain non-GAAP financial information,
including core earnings, core earnings per share, drop income and
drop income per share and certain financial metrics derived from
non-GAAP information, such as weighted average yield, including IO
securities; weighted average effective cost of financing, including
swaps; weighted average net interest spread, including IO
securities and swaps, which constitute non-GAAP financial measures
within the meaning of Regulation G promulgated by the SEC. We
believe that these measures presented in this release, when
considered together with GAAP financial measures, provide
information that is useful to investors in understanding our
borrowing costs and net interest income, as viewed by us. An
analysis of any non-GAAP financial measure should be made in
conjunction with results presented in accordance with GAAP.
-Financial Tables to Follow-
Western Asset
Mortgage Capital Corporation and
Subsidiaries Consolidated Balance Sheets (in
thousands—except share and per share data)
|
|
|
|
December 31,
2019
|
|
December 31,
2018
|
Assets:
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
31,331
|
|
|
$
|
21,987
|
|
Restricted
cash
|
|
52,948
|
|
|
55,808
|
|
Agency
mortgage-backed securities, at fair value ($1,756,917 and
$1,505,979 pledged as collateral, at fair value,
respectively)
|
|
1,795,255
|
|
|
1,505,979
|
|
Non-Agency
mortgage-backed securities, at fair value ($292,613 and $237,107
pledged as collateral, at fair value, respectively)
|
|
361,833
|
|
|
250,856
|
|
Other securities, at
fair value ($80,031 and $59,780 pledged as collateral, at fair
value, respectively)
|
|
80,161
|
|
|
59,906
|
|
Residential
Whole-Loans, at fair value ($1,375,860 and $1,041,885 pledged as
collateral, at fair value, respectively)
|
|
1,375,860
|
|
|
1,041,885
|
|
Residential Bridge
Loans ($33,269 and $211,999 at fair value and $34,897 and $221,486
pledged as collateral, respectively)
|
|
36,419
|
|
|
221,719
|
|
Securitized
commercial loan, at fair value
|
|
909,040
|
|
|
1,013,511
|
|
Commercial Loans, at
fair value ($350,213 and $196,123 pledged as collateral, at fair
value, respectively)
|
|
370,213
|
|
|
216,123
|
|
Investment related
receivable
|
|
19,931
|
|
|
42,945
|
|
Interest
receivable
|
|
19,413
|
|
|
21,959
|
|
Due from
counterparties
|
|
98,947
|
|
|
39,623
|
|
Derivative assets, at
fair value
|
|
5,111
|
|
|
2,606
|
|
Other
assets
|
|
4,509
|
|
|
2,488
|
|
Total Assets
(1)
|
|
$
|
5,160,971
|
|
|
$
|
4,497,395
|
|
Liabilities and
Stockholders' Equity:
|
|
|
|
|
Liabilities:
|
|
|
|
|
Repurchase
agreements, net
|
|
$
|
2,824,801
|
|
|
$
|
2,818,837
|
|
Convertible senior
unsecured notes, net
|
|
197,299
|
|
|
110,060
|
|
Securitized debt, net
($681,643 and $949,626 at fair value and $142,905 and $246,802 held
by affiliates, respectively)
|
|
1,477,454
|
|
|
949,626
|
|
Interest payable
(includes $647 and $816 on securitized debt held by affiliates,
respectively)
|
|
15,001
|
|
|
8,532
|
|
Due to
counterparties
|
|
709
|
|
|
17,781
|
|
Derivative liability,
at fair value
|
|
6,370
|
|
|
10,130
|
|
Accounts payable and
accrued expenses
|
|
3,188
|
|
|
3,858
|
|
Payable to
affiliate
|
|
2,148
|
|
|
4,615
|
|
Dividend
payable
|
|
16,592
|
|
|
14,916
|
|
Other
liabilities
|
|
52,948
|
|
|
56,031
|
|
Total Liabilities
(2)
|
|
4,596,510
|
|
|
3,994,386
|
|
Commitments and
contingencies
|
|
|
|
|
Stockholders'
Equity:
|
|
|
|
|
Common stock, $0.01
par value, 500,000,000 shares authorized, and 53,523,876 and
48,116,379 outstanding, respectively
|
|
535
|
|
|
481
|
|
Preferred stock,
$0.01 par value, 100,000,000 shares authorized and no shares
outstanding
|
|
—
|
|
|
—
|
|
Additional paid-in
capital
|
|
889,227
|
|
|
833,810
|
|
Retained earnings
(accumulated deficit)
|
|
(325,301)
|
|
|
(331,282)
|
|
Total Stockholders'
Equity
|
|
564,461
|
|
|
503,009
|
|
Total Liabilities and
Stockholders' Equity
|
|
$
|
5,160,971
|
|
|
$
|
4,497,395
|
|
Western Asset
Mortgage Capital Corporation and
Subsidiaries Consolidated Balance Sheets
(Continued)
(in
thousands—except share and per share data)
|
|
|
|
December 31,
2019
|
|
December 31,
2018
|
(1) Assets of
consolidated VIEs included in the total assets above:
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
7,589
|
|
|
$
|
674
|
|
Restricted
cash
|
|
52,948
|
|
|
55,808
|
|
Residential
Whole-Loans, at fair value ($1,375,860 and $1,041,885 pledged as
collateral, at fair value, respectively)
|
|
1,375,860
|
|
|
1,041,885
|
|
Residential Bridge
Loans ($31,748 and $211,766 at fair value and $34,897 and $221,486
pledged as collateral, respectively)
|
|
34,897
|
|
|
221,486
|
|
Securitized
commercial loan, at fair value
|
|
909,040
|
|
|
1,013,511
|
|
Commercial Loans, at
fair value ($90,788 and $196,123 pledged as collateral,
respectively)
|
|
90,788
|
|
|
196,123
|
|
Investment related
receivable
|
|
19,138
|
|
|
42,945
|
|
Interest
receivable
|
|
10,829
|
|
|
15,540
|
|
Other
assets
|
|
90
|
|
|
178
|
|
Total assets of
consolidated VIEs
|
|
$
|
2,501,179
|
|
|
$
|
2,588,150
|
|
(2) Liabilities
of consolidated VIEs included in the total liabilities
above:
|
|
|
|
|
Securitized debt, net
($681,643 and $949,626 at fair value and $142,905 and $246,802 held
by affiliates, respectively)
|
|
$
|
1,477,454
|
|
|
$
|
949,626
|
|
Interest payable
(includes $647 and $816 on securitized debt held by affiliates,
respectively)
|
|
3,886
|
|
|
2,419
|
|
Accounts payable and
accrued expenses
|
|
185
|
|
|
708
|
|
Other
liabilities
|
|
52,948
|
|
|
$
|
56,033
|
|
Total liabilities of
consolidated VIEs
|
|
$
|
1,534,473
|
|
|
$
|
1,008,786
|
|
Western Asset
Mortgage Capital Corporation and Subsidiaries
Consolidated
Statements of Operations
(in
thousands—except share and per share data)
|
|
|
|
Three Months
Ended(1)
|
|
The Year
Ended
|
|
|
December 31,
2019
|
|
September 30,
2019
|
|
June 30,
2019
|
|
March 31,
2019
|
|
December 31,
2019
|
Net Interest
Income
|
|
|
|
|
|
|
|
|
|
|
Interest
income
|
|
$
|
55,761
|
|
|
$
|
55,652
|
|
|
$
|
53,818
|
|
|
$
|
52,033
|
|
|
$
|
217,264
|
|
Interest
expense
|
|
36,834
|
|
|
39,082
|
|
|
37,958
|
|
|
36,400
|
|
|
150,274
|
|
Net Interest
Income
|
|
18,927
|
|
|
16,570
|
|
|
15,860
|
|
|
15,633
|
|
|
66,990
|
|
Other Income
(Loss)
|
|
|
|
|
|
|
|
|
|
|
Realized gain (loss)
on sale of investments, net
|
|
11,992
|
|
|
21,399
|
|
|
(8)
|
|
|
(5,105)
|
|
|
28,278
|
|
Other than temporary
impairment
|
|
(2,228)
|
|
|
(1,819)
|
|
|
(3,295)
|
|
|
(1,232)
|
|
|
(8,574)
|
|
Unrealized gain
(loss), net
|
|
(52,896)
|
|
|
35,030
|
|
|
74,614
|
|
|
50,781
|
|
|
107,529
|
|
Gain (loss) on
derivative instruments, net
|
|
42,007
|
|
|
(47,056)
|
|
|
(71,530)
|
|
|
(27,148)
|
|
|
(103,727)
|
|
Other, net
|
|
518
|
|
|
918
|
|
|
532
|
|
|
236
|
|
|
2,204
|
|
Other Income
(Loss)
|
|
(607)
|
|
|
8,472
|
|
|
313
|
|
|
17,532
|
|
|
25,710
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
Management fee to
affiliate
|
|
1,987
|
|
|
1,800
|
|
|
1,832
|
|
|
1,735
|
|
|
7,354
|
|
Other operating
expenses
|
|
1,079
|
|
|
1,589
|
|
|
1,253
|
|
|
1,598
|
|
|
5,519
|
|
General and
administrative expenses:
|
|
|
|
|
|
|
|
|
|
|
Compensation
expense
|
|
671
|
|
|
671
|
|
|
705
|
|
|
544
|
|
|
2,591
|
|
Professional
fees
|
|
1,031
|
|
|
973
|
|
|
761
|
|
|
1,215
|
|
|
3,980
|
|
Other general and
administrative expenses
|
|
441
|
|
|
344
|
|
|
530
|
|
|
185
|
|
|
1,500
|
|
Total general and
administrative expenses
|
|
2,143
|
|
|
1,988
|
|
|
1,996
|
|
|
1,944
|
|
|
8,071
|
|
Total
Expenses
|
|
5,209
|
|
|
5,377
|
|
|
5,081
|
|
|
5,277
|
|
|
20,944
|
|
Income (loss)
before income taxes
|
|
13,111
|
|
|
19,665
|
|
|
11,092
|
|
|
27,888
|
|
|
71,756
|
|
Income tax provision
(benefit)
|
|
622
|
|
|
(55)
|
|
|
478
|
|
|
12
|
|
|
1,057
|
|
Net income
(loss)
|
|
$
|
12,489
|
|
|
$
|
19,720
|
|
|
$
|
10,614
|
|
|
$
|
27,876
|
|
|
$
|
70,699
|
|
Net income (loss) per
Common Share – Basic
|
|
$
|
0.23
|
|
|
$
|
0.37
|
|
|
$
|
0.21
|
|
|
$
|
0.58
|
|
|
$
|
1.37
|
|
Net income (loss) per
Common Share – Diluted
|
|
$
|
0.23
|
|
|
$
|
0.37
|
|
|
$
|
0.21
|
|
|
$
|
0.58
|
|
|
$
|
1.37
|
|
Dividends Declared
per Share of Common Stock
|
|
$
|
0.31
|
|
|
$
|
0.31
|
|
|
$
|
0.31
|
|
|
$
|
0.31
|
|
|
$
|
1.24
|
|
|
(1) Consolidated Statements of
Operations for each of the three months ended March 31, 2019, June
30, 2019 September 30, 2019 and December 31, 2019 are
unaudited.
|
Reconciliation of
GAAP Net Income to Non-GAAP Core Earnings
(Unaudited)
(in
thousands—except share and per share data)
|
|
The table below
reconciles Net Income (Loss) to Core Earnings for each of the three
months ended March 31, 2019, June 30, 2019, September 30, 2019 and
December 31, 2019 and the year ended December 31,
2019:
|
|
|
|
Three Months
Ended
|
|
The Year
Ended
|
(dollars in
thousands)
|
|
December 31,
2019
|
|
September 30,
2019
|
|
June 30,
2019
|
|
March 31,
2019
|
|
December 31,
2019
|
Net Income (loss) –
GAAP
|
|
$
|
12,489
|
|
|
$
|
19,720
|
|
|
$
|
10,614
|
|
|
$
|
27,876
|
|
|
$
|
70,699
|
|
Income tax
provision
|
|
622
|
|
|
(55)
|
|
|
478
|
|
|
12
|
|
|
1,057
|
|
Net income (loss)
before income tax
|
|
13,111
|
|
|
19,665
|
|
|
11,092
|
|
|
27,888
|
|
|
71,756
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
Investments:
|
|
|
|
|
|
|
|
|
|
|
Unrealized (gain)
loss on investments, securitized debt and other
liabilities
|
|
52,896
|
|
|
(35,030)
|
|
|
(74,614)
|
|
|
(50,781)
|
|
|
(107,529)
|
|
Other than temporary
impairment
|
|
2,228
|
|
|
1,819
|
|
|
3,295
|
|
|
1,232
|
|
|
8,574
|
|
Realized (gain) loss
on sale of investments
|
|
(11,992)
|
|
|
(21,399)
|
|
|
8
|
|
|
5,105
|
|
|
(28,278)
|
|
One-time transaction
costs
|
|
154
|
|
|
531
|
|
|
130
|
|
|
269
|
|
|
1,084
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative
Instruments:
|
|
|
|
|
|
|
|
|
|
|
Net realized (gain)
loss on derivatives
|
|
(35,918)
|
|
|
51,577
|
|
|
65,025
|
|
|
42,885
|
|
|
123,569
|
|
Unrealized (gain)
loss on derivatives
|
|
(6,097)
|
|
|
(2,499)
|
|
|
10,519
|
|
|
(11,313)
|
|
|
(9,390)
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of
discount on convertible senior note
|
|
257
|
|
|
186
|
|
|
138
|
|
|
137
|
|
|
718
|
|
Non-cash stock-based
compensation expense
|
|
165
|
|
|
164
|
|
|
165
|
|
|
70
|
|
|
564
|
|
Total
adjustments
|
|
1,693
|
|
|
(4,651)
|
|
|
4,666
|
|
|
(12,396)
|
|
|
(10,688)
|
|
Core Earnings –
Non-GAAP
|
|
$
|
14,804
|
|
|
$
|
15,014
|
|
|
$
|
15,758
|
|
|
$
|
15,492
|
|
|
$
|
61,068
|
|
Basic and Diluted
Core Earnings per Common Share and Participating
Securities
|
|
$
|
0.28
|
|
|
$
|
0.28
|
|
|
$
|
0.31
|
|
|
$
|
0.32
|
|
|
$
|
1.19
|
|
Basic and Diluted
Core Earnings plus Drop Income per Common Share and Participating
Securities
|
|
$
|
0.30
|
|
|
$
|
0.28
|
|
|
$
|
0.31
|
|
|
$
|
0.32
|
|
|
$
|
1.21
|
|
Basic weighted
average common shares and participating securities
|
|
53,482,765
|
|
|
53,376,531
|
|
|
50,823,683
|
|
|
48,236,647
|
|
|
51,499,871
|
|
Diluted weighted
average common shares and participating securities
|
|
53,482,765
|
|
|
53,376,531
|
|
|
50,823,683
|
|
|
48,236,647
|
|
|
51,499,871
|
|
|
Alternatively, our
Core Earnings can also be derived as presented in the table below
by starting net interest income adding interest income on
Interest-Only Strips accounted for as derivatives and other
derivatives, and net interest expense incurred on interest rate
swaps and foreign currency swaps and forwards (a Non-GAAP financial
measure) to arrive at adjusted net interest income. Then
subtracting total expenses, adding non-cash stock based
compensation, adding one-time transaction costs, adding
amortization of discount on convertible senior notes and adding
interest income on cash balances and other income (loss),
net:
|
|
|
|
Three months
ended
|
(dollars in thousands)
|
|
December 31,
2019
|
|
September
30,
2019
|
|
June 30,
2019
|
|
March 31,
2019
|
Net interest
income
|
|
$
|
18,927
|
|
|
$
|
16,570
|
|
|
$
|
15,860
|
|
|
$
|
15,633
|
|
Interest income from
IOs and IIOs accounted for as derivatives
|
|
103
|
|
|
133
|
|
|
164
|
|
|
189
|
|
Net interest income
from interest rate swaps
|
|
(347)
|
|
|
1,715
|
|
|
3,850
|
|
|
4,283
|
|
Adjusted net interest
income
|
|
18,683
|
|
|
18,418
|
|
|
19,874
|
|
|
20,105
|
|
Total
expenses
|
|
(5,209)
|
|
|
(5,377)
|
|
|
(5,081)
|
|
|
(5,277)
|
|
Non-cash stock-based
compensation
|
|
165
|
|
|
164
|
|
|
165
|
|
|
70
|
|
One-time transaction
costs
|
|
154
|
|
|
531
|
|
|
130
|
|
|
269
|
|
Amortization of
discount on convertible unsecured senior notes
|
|
257
|
|
|
186
|
|
|
138
|
|
|
137
|
|
Interest income on
cash balances and other income (loss), net
|
|
754
|
|
|
1,092
|
|
|
532
|
|
|
188
|
|
Core
Earnings
|
|
$
|
14,804
|
|
|
$
|
15,014
|
|
|
$
|
15,758
|
|
|
$
|
15,492
|
|
Reconciliation of
Interest Income and Effective Cost of Funds
(Unaudited, in
thousands)
|
|
The following table
reconciles total interest income to adjusted interest income which
includes interest income on Agency and Non-Agency Interest-Only
Strips classified as derivatives (Non-GAAP financial measure) for
the three months ended December 31, 2019, September 30,
2019, June 30, 2019 and March 31, 2019:
|
|
|
|
Three Months
Ended
|
|
The Year
Ended
|
(dollars in
thousands)
|
|
December 31,
2019
|
|
September 30,
2019
|
|
June 30,
2019
|
|
March 31,
2019
|
|
December 31,
2019
|
Coupon interest
income
|
|
$
|
59,586
|
|
|
$
|
60,411
|
|
|
$
|
57,792
|
|
|
$
|
54,771
|
|
|
$
|
232,560
|
|
Premium amortization,
discount accretion and amortization of basis, net
|
|
(3,825)
|
|
|
(4,759)
|
|
|
(3,974)
|
|
|
(2,738)
|
|
|
(15,296)
|
|
Interest
income
|
|
$
|
55,761
|
|
|
$
|
55,652
|
|
|
$
|
53,818
|
|
|
$
|
52,033
|
|
|
$
|
217,264
|
|
Contractual interest
income, net of amortization of basis on Agency and Non-Agency
Interest-Only Strips, classified as
derivatives(1):
|
|
|
|
|
|
|
|
|
|
|
Coupon interest
income
|
|
951
|
|
|
723
|
|
|
819
|
|
|
784
|
|
|
3,277
|
|
Amortization of basis
(Non-GAAP Financial Measure)
|
|
(848)
|
|
|
(590)
|
|
|
(655)
|
|
|
(595)
|
|
|
(2,688)
|
|
Subtotal
|
|
103
|
|
|
133
|
|
|
164
|
|
|
189
|
|
|
589
|
|
Total interest
income, including interest income on Agency and Non-Agency
Interest-Only Strips, classified as derivatives and other
derivative instruments - Non-GAAP Financial Measure
|
|
$
|
55,864
|
|
|
$
|
55,785
|
|
|
$
|
53,982
|
|
|
$
|
52,222
|
|
|
$
|
217,853
|
|
|
|
(1)
|
Reported in gain
(loss) on derivative instruments in the Consolidated Statement of
Operations.
|
|
The following table
reconciles the Effective Cost of Funds (Non-GAAP financial measure)
with interest expense for each of the three months ended
December 31, 2019, September 30, 2019, June 30, 2019 and March
31, 2019:
|
|
|
|
Three Months
Ended
|
|
|
December 31,
2019
|
|
September 30,
2019
|
|
June 30,
2019
|
|
March 31,
2019
|
(dollars in thousands)
|
|
Interest
|
|
Effective Borrowing
Costs
|
|
Interest
|
|
Effective
Borrowing
Costs
|
|
Interest
|
|
Effective
Borrowing
Costs
|
|
Interest
|
|
Effective
Borrowing
Costs
|
Interest
expense
|
|
$
|
36,834
|
|
|
3.18
|
%
|
|
$
|
39,082
|
|
|
3.35
|
%
|
|
$
|
37,958
|
|
|
3.54
|
%
|
|
$
|
36,400
|
|
|
3.94
|
%
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense on
Securitized debt from consolidated VIEs
|
|
(6,283)
|
|
|
(3.95)
|
%
|
|
(6,657)
|
|
|
4.18
|
%
|
|
(8,215)
|
|
|
(4.62)
|
%
|
|
(9,157)
|
|
|
(4.22)
|
%
|
Net interest
(received) paid - interest rate swaps
|
|
347
|
|
|
0.03
|
%
|
|
(1,715)
|
|
|
(0.15)
|
%
|
|
(3,850)
|
|
|
(0.36)
|
%
|
|
(4,283)
|
|
|
(0.46)
|
%
|
Effective Borrowing
Costs
|
|
$
|
30,898
|
|
|
3.09
|
%
|
|
$
|
30,710
|
|
|
3.05
|
%
|
|
$
|
25,893
|
|
|
2.17
|
%
|
|
$
|
22,960
|
|
|
3.25
|
%
|
Weighted average
borrowings
|
|
$
|
3,971,551
|
|
|
|
|
$
|
4,000,534
|
|
|
|
|
$
|
3,527,942
|
|
|
|
|
$
|
2,868,327
|
|
|
|
|
The following table
reconciles the Effective Cost of Funds (Non-GAAP financial measure)
with interest expense for the years ended December 31, 2019
and 2018:
|
|
|
|
The Year
Ended
|
|
|
December 31,
2019
|
|
December 31,
2018
|
(dollars in thousands)
|
|
Interest
|
|
Effective
Borrowing
Costs
|
|
Interest
|
|
Effective
Borrowing
Costs
|
Interest
expense
|
|
$
|
150,274
|
|
|
3.48
|
%
|
|
$
|
138,240
|
|
|
3.19
|
%
|
Adjustments:
|
|
|
|
|
|
|
|
|
Interest expense on
Securitized debt from consolidated VIEs
|
|
(30,312)
|
|
|
(4.15)
|
%
|
|
(42,440)
|
|
|
(4.43)
|
%
|
Net interest
(received) paid - interest rate swaps
|
|
(9,501)
|
|
|
(0.22)
|
%
|
|
(6,158)
|
|
|
(0.14)
|
%
|
Effective Borrowing
Costs
|
|
$
|
110,461
|
|
|
3.07
|
%
|
|
$
|
89,642
|
|
|
2.65
|
%
|
Weighted average
borrowings
|
|
$
|
3,594,021
|
|
|
|
|
$
|
3,376,557
|
|
|
|
View original
content:http://www.prnewswire.com/news-releases/western-asset-mortgage-capital-corporation-announces-fourth-quarter-and-full-year-2019-results-301016757.html
SOURCE Western Asset Mortgage Capital Corporation