Form 8-K Apollo Commercial Real For: Oct 29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 29, 2015
Apollo Commercial Real Estate Finance, Inc.
(Exact name of registrant as specified in its charter)
Maryland | 001-34452 | 27-0467113 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
c/o Apollo Global Management, LLC 9 West 57th Street, 43rd Floor New York, New York |
10019 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (212) 515-3200
n/a
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 2.02. | Results of Operations and Financial Condition. |
On October 29, 2015, Apollo Commercial Real Estate Finance, Inc. (the Company) issued an earnings release announcing its financial results for the quarter ended September 30, 2015. A copy of the earnings release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
On October 29, 2015, the Company posted supplemental financial information on the Investor Relations section of its website (www.apolloreit.com). A copy of the supplemental financial information is furnished as Exhibit 99.2 hereto and incorporated herein by reference.
The information in Item 2.02 of this Current Report, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.
ITEM 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits. |
Exhibit No. |
Description | |
99.1 | Earnings Release dated October 29, 2015 | |
99.2 | Supplemental Financial Information for the quarter ended September 30, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Apollo Commercial Real Estate Finance, Inc. | ||||||
By: | /s/ Stuart A. Rothstein | |||||
Name: | Stuart A. Rothstein | |||||
Title: | President and Chief Executive Officer |
Date: October 29, 2015
Exhibit Index
Exhibit No. |
Description | |
99.1 | Earnings Release dated October 29, 2015 | |
99.2 | Supplemental Financial Information for the quarter ended September 30, 2015 |
Exhibit 99.1
FOR IMMEDIATE RELEASE | NYSE:ARI | |||||
CONTACT: | Hilary Ginsberg | |||||
Investor Relations | ||||||
(212) 822-0767 |
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. REPORTS
THIRD QUARTER 2015 FINANCIAL RESULTS
20.4% Increase in Operating Earnings Per Share of Common Stock
Record Quarter for Growth in Operating Earnings
New York, NY, October 29, 2015 Apollo Commercial Real Estate Finance, Inc. (the Company or ARI) (NYSE: ARI) today reported financial results for the quarter ended September 30, 2015.
Third Quarter 2015 Highlights
| Reported Operating Earnings (a non-GAAP financial measure defined below) per diluted share of common stock of $0.53 for the quarter ended September 30, 2015, an increase of 20.4% as compared to Operating Earnings per diluted share of common stock of $0.44 for the quarter ended September 30, 2014; Reported Operating Earnings per diluted share of common stock of $1.42 for the nine months ended September 30, 2015, an increase of 14.5% as compared to Operating Earnings per diluted share of common stock of $1.24 for the nine months ended September 30, 2014; |
| Generated $38.7 million of net interest income during the quarter from the Companys $2.3 billion commercial real estate debt portfolio, which had a levered weighted average underwritten internal rate of return (IRR)(2) of approximately 13.9% at September 30, 2015; |
| Committed $331.5 million to commercial real estate debt investments during the quarter, $269.4 million of which were funded at closing and 100% of which were floating rate; Committed over $1.0 billion to commercial real estate debt investments year to date, $781.5 million of which were funded at closing; |
| Funded $155.5 million for commercial real estate debt investments during the quarter that were previously closed in 2014, bringing year to date fundings of previously closed investments to $199.0 million; and |
| Completed a private placement of common and preferred stock to a wholly owned subsidiary of the Qatar Investment Authority, generating $348 million of gross proceeds for the Company: |
| Sold 8,823,529 shares of common stock at a purchase price of $17.00 per share, for gross proceeds of approximately $150 million; and |
| Sold 8,000,000 shares of 8.00% Fixed-to-Floating Series B Cumulative Redeemable Perpetual Preferred Stock (the Series B Preferred Stock) with a liquidation preference of $25.00 per share at a purchase price of $24.71 per share, resulting in gross proceeds of approximately $198 million. |
ARI had the Companys strongest quarter to date with respect to growth in operating earnings and capital formation, said Stuart Rothstein, Chief Executive Officer and President of the Company. Year to date, ARI has committed to over $1.0 billion of commercial real estate debt investments and the Company has a very robust origination pipeline. Importantly, the credit quality of ARIs loan portfolio remains stable and we continue to identify investments that we believe offer the Company attractive, risk adjusted returns. Given the strength of the pipeline, we were extremely pleased with the completion of ARIs $348 million private placement of preferred and common stock, which provides the Company with dry powder to capitalize on new investment opportunities.
Third Quarter 2015 Operating Results
The Company reported Operating Earnings of $31.7 million, or $0.53 per diluted share of common stock, for the three months ended September 30, 2015, representing a per share increase of 20.4% as compared to Operating Earnings of $20.8 million, or $0.44 per diluted share of common stock, for the three months ended September 30,
2014. Net income available to common stockholders for the three months ended September 30, 2015 was $23.5 million, or $0.39 per diluted share of common stock, as compared to net income available to common stockholders of $17.3 million, or $0.37 per diluted share of common stock, for the three months ended September 30, 2014.
For the nine months ended September 30, 2015, the Company reported Operating Earnings of $80.3 million, or $1.42 per diluted share of common stock, representing a per share increase of 14.5% as compared to Operating Earnings of $52.8 million, or $1.24 per diluted share of common stock, for the nine months ended September 30, 2014. Net income available to common stockholders for the nine months ended September 30, 2015 was $70.0 million, or $1.24 per diluted share of common stock, as compared to net income available to common stockholders of $55.1 million, or $1.30 per diluted share of common stock, for the nine months ended September 30, 2014.
Third Quarter 2015 Investment Activity
New Investments During the third quarter, ARI committed to the following commercial real estate debt investments:
| $149.1 million of first mortgage loans ($99.5 million of which were funded during the quarter), which were underwritten to generate a levered weighted average IRR(2) of approximately 14%; and |
| $182.4 million of subordinate loans ($169.9 million of which were funded during the quarter), which were underwritten to generate a weighted average IRR(2) of approximately 14%. |
Funding of Previously Closed Loans During the third quarter, ARI completed $155.5 million of fundings for previously closed loans.
Loan Repayments During the third quarter, ARI received approximately $187.3 million from loan repayments and sales, including the repayment of $107.3 million of loans secured by New York City residential properties.
Quarter End Commercial Real Estate Debt Portfolio Summary
The following table sets forth certain information regarding the Companys commercial real estate debt portfolio at September 30, 2015 ($ amounts in thousands):
Description |
Amortized Cost |
Weighted Average Yield |
Debt | Cost of Funds |
Equity at Cost(1) |
Current Weighted Average Underwritten IRR (2) |
Fully- Levered Weighted Average Underwritten IRR(2) |
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First mortgage loans |
$ | 905,681 | 8.2 | % | $ | 301,533 | 2.7 | % | $ | 604,148 | 12.1 | % | 14.7 | % | ||||||||||||||
Subordinate loans(3)(4) |
926,304 | 12.0 | | | 896,200 | 13.2 | 13.2 | |||||||||||||||||||||
CMBS |
512,107 | 6.6 | 433,904 | 3.4 | 108,330 | 16.2 | 16.2 | |||||||||||||||||||||
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Total/Weighted Average |
$ | 2,344,092 | 9.4 | % | $ | 735,437 | 3.0 | % | $ | 1,608,678 | 13.0 | % | 13.9 | % | ||||||||||||||
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Please see chart footnotes at the end of the press release.
Loan-to-Value
At September 30, 2015, the Companys commercial real estate loan portfolio, which includes CMBS, held-to-maturity, had a weighted average loan-to-value (LTV) of 61%. Within the commercial real estate loan portfolio, the first mortgage loans had a weighted average LTV of 60% and the subordinate loans (including CMBS, held-to-maturity) had a weighted average LTV of 63%.
Book Value
The Companys book value per share of common stock at September 30, 2015 was $16.35. For purposes of GAAP accounting, the Company carries loans at amortized cost and its CMBS are marked to market. Management has estimated that the fair value of the Companys loan portfolio at September 30, 2015 was approximately $16.2 million greater than the carrying value as of the same date.
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Capital Raise
In September 2015, the Company completed a private placement of 8,823,529 shares of common stock to QH RE Asset Company LLC, a wholly owned subsidiary of the Qatar Investment Authority (the Investor), at a purchase price of $17.00 per share, for gross proceeds of approximately $150 million. In addition, the Company completed a private placement of 8,000,000 shares of Series B Preferred Stock to the Investor at a purchase price of $24.71 per share, resulting in gross proceeds of approximately $198 million. Combined, the two offerings resulted in approximately $348 million of total gross proceeds to the Company.
Subsequent Events
New Investments Subsequent to quarter end, ARI closed a $55 million mezzanine loan for the acquisition of an existing residential property on the Upper West Side of New York City. The mezzanine loan is part of a $93.8 million financing, comprised of a $38.8 million first mortgage loan, and ARIs mezzanine loan. The floating rate loan has a three-year initial term with one six-month extension option and an appraised LTV of 81%. The loan has been underwritten to generate an IRR(2) of approximately 13%.
Funding of Previously Closed Loans Subsequent to quarter end, ARI completed $46.5 million of fundings from previously closed loans.
Loan Repayments Subsequent to quarter end, ARI received approximately $129.8 million from loan repayments.
Dividend The Board of Directors will meet in December to determine the dividend per share of common stock for the quarter ended December 31, 2015.
Definition of Operating Earnings
Operating Earnings is a non-GAAP financial measure that is used by the Company to approximate cash available for distribution and is defined by the Company as net income available to common stockholders, computed in accordance with GAAP, adjusted for (i) equity-based compensation expense (a portion of which may become cash-based upon final vesting and settlement of awards should the holder elect net share settlement to satisfy income tax withholding); (ii) any unrealized gains or losses or other non-cash items included in net income available to common stockholders; (iii) unrealized income from unconsolidated joint ventures; (iv) foreign currency gains/(losses) and (v) the non-cash amortization expense related to the reclassification of a portion of the convertible senior notes to stockholders equity in accordance with GAAP.
Reconciliation of Operating Earnings to Net Income Available to Common Stockholders
The tables below reconcile Operating Earnings and Operating Earnings per share of common stock with net income available to common stockholders and net income available to common stockholders per share of common stock for the three and nine month periods ended September 30, 2015 and September 30, 2014 ($ amounts in thousands, except share and per share data):
3
Three Months Ended September 30, 2015 |
Earnings Per Share (Diluted) |
Three Months Ended September 30, 2014 |
Earnings Per Share (Diluted) |
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Operating Earnings: |
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Net income available to common stockholders |
$ | 23,543 | $ | 0.39 | $ | 17,299 | $ | 0.37 | ||||||||
Adjustments: |
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Equity-based compensation expense |
756 | 0.01 | 308 | 0.01 | ||||||||||||
Unrealized loss on securities |
6,926 | 0.12 | 2,147 | 0.04 | ||||||||||||
Unrealized (gain) on derivative instruments |
(2,096 | ) | (0.04 | ) | (3,026 | ) | (0.07 | ) | ||||||||
Foreign currency loss |
2,165 | 0.04 | 3,596 | 0.08 | ||||||||||||
Amortization of convertible senior notes related to equity reclassification |
556 | 0.01 | 356 | 0.01 | ||||||||||||
Income from unconsolidated joint venture |
(108 | ) | | 88 | | |||||||||||
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Total adjustments: |
8,199 | 0.14 | 3,469 | 0.07 | ||||||||||||
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Operating Earnings |
$ | 31,742 | $ | 0.53 | $ | 20,768 | $ | 0.44 | ||||||||
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Basic weighted average shares of common stock outstanding: |
59,355,613 | 46,848,675 | ||||||||||||||
Diluted weighted average shares of common stock outstanding: |
59,934,008 | 47,068,929 | ||||||||||||||
Nine Months Ended September 30, 2015 |
Earnings Per Share (Diluted) |
Nine Months Ended September 30, 2014 |
Earnings Per Share (Diluted) |
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Operating Earnings: |
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Net income available to common stockholders |
$ | 69,993 | $ | 1.24 | $ | 55,118 | $ | 1.30 | ||||||||
Adjustments: |
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Equity-based compensation expense |
2,695 | 0.05 | 1,096 | 0.03 | ||||||||||||
Unrealized (gain)/loss on securities |
5,792 | 0.10 | (4,787 | ) | (0.11 | ) | ||||||||||
Unrealized (gain)/loss on derivative instruments |
4,144 | 0.07 | (1,933 | ) | (0.05 | ) | ||||||||||
Foreign currency (gain)/loss |
(3,424 | ) | (0.06 | ) | 2,637 | 0.06 | ||||||||||
Amortization of convertible senior notes related to equity reclassification |
1,642 | 0.03 | 586 | 0.01 | ||||||||||||
Income from unconsolidated joint venture |
(495 | ) | (0.01 | ) | 88 | | ||||||||||
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Total adjustments: |
10,354 | 0.18 | (2,313 | ) | (0.06 | ) | ||||||||||
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Operating Earnings |
$ | 80,347 | $ | 1.42 | $ | 52,805 | $ | 1.24 | ||||||||
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Basic weighted average shares of common stock outstanding: |
55,818,731 | 42,322,380 | ||||||||||||||
Diluted weighted average shares of common stock outstanding: |
56,415,082 | 42,538,744 |
Teleconference Details:
The Company will host a conference call to discuss its financial results on Friday, October 30, 2015 at 10:00 a.m. Eastern Time. Members of the public who are interested in participating in the Companys third quarter 2015 earnings teleconference call should dial from the U.S., (877) 331-6553, or from outside the U.S., (760) 666-3769, shortly before 10:00 a.m. and reference the Apollo Commercial Real Estate Finance, Inc. Teleconference Call (number 54887856). Please note the teleconference call will be available for replay beginning at 1:00 p.m. on Friday, October 30, 2015 and ending at midnight on Friday, November 6, 2015. To access the replay, callers from the U.S. should dial (855) 859-2056 and callers from outside the U.S. should dial (404) 537-3406, and enter conference identification number 54887856.
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Webcast:
The conference call will also be available on the Companys website at www.apolloreit.com. To listen to a live broadcast, please go to the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary audio software. A replay of the call will also be available for 30 days on the Companys website.
Supplemental Information
The Company provides supplemental financial information to offer more transparency into its results and make its reporting more informative and easier to follow. The supplemental financial information is available in the investor relations section of the Companys website at www.apolloreit.com.
About Apollo Commercial Real Estate Finance, Inc.
Apollo Commercial Real Estate Finance, Inc. (NYSE: ARI) is a real estate investment trust that primarily originates, acquires, invests in and manages performing commercial real estate mortgage loans, subordinate financings, CMBS and other commercial real estate-related debt investments. The Company is externally managed and advised by ACREFI Management, LLC, a Delaware limited liability company and an indirect subsidiary of Apollo Global Management, LLC, a leading global alternative investment manager with approximately $161.8 billion of assets under management at September 30, 2015.
Additional information can be found on the Companys website at www.apolloreit.com.
Dividend Reinvestment Plan
The Company adopted a Direct Stock Purchase and Dividend Reinvestment Plan (the Plan). The Plan provides new investors and existing holders of the Companys common stock with a convenient and economical method to purchase shares of its common stock. By participating in the Plan, participants may purchase additional shares of the Companys common stock by reinvesting some or all of the cash dividends received on their shares of the Companys common stock. In addition, the Plan permits participants to make optional cash investments of up to $10,000 per month, and, with the Companys prior approval, optional cash investments in excess of $10,000 per month, for the purchase of additional shares of the Companys common stock.
The Plan is administered by a division of Wells Fargo Bank, N.A. (Wells). Stockholders and other persons may obtain a copy of the Plan prospectus and an enrollment form by contacting Wells at (800) 468-9716 or (651) 450-4064, if outside the United States, or visiting Wells website at www.shareowneronline.com.
This communication does not constitute an offer to sell or the solicitation of an offer to buy securities.
Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Companys control. These forward-looking statements include information about possible or assumed future results of the Companys business, financial condition, liquidity, results of operations, plans and objectives. When used in this release, the words believe, expect, anticipate, estimate, plan, continue, intend, should, may or similar expressions, are intended to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking: the return on equity; the yield on investments; the ability to borrow to finance assets; the Companys ability to deploy the proceeds of its capital raises or acquire its target assets; and risks associated with investing in real estate assets, including changes in business conditions and the general economy. For a further list and description of such risks and uncertainties, see the reports filed by the Company with the Securities and Exchange Commission. The forward-looking statements, and other risks, uncertainties and factors are based on the Companys beliefs, assumptions and expectations of its future performance, taking into account all information currently available to the Company. Forward-looking statements are not predictions of future events. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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Footnotes
(1) | CMBS includes $30,127 of restricted cash related to the Companys repurchase facility with UBS AG. |
(2) | The underwritten IRR for the investments shown in the above table and elsewhere in this press release reflect the returns underwritten by ACREFI Management, LLC, the Companys external manager, taking into account leverage and calculated on a weighted average basis assuming no dispositions, early prepayments or defaults but assuming that extension options are exercised and that the cost of borrowings remains constant over the remaining term. With respect to certain loans, the underwritten IRR calculation assumes certain estimates with respect to the timing and magnitude of future fundings for the remaining commitments and associated loan repayments, and assumes no defaults. IRR is the annualized effective compounded return rate that accounts for the time-value of money and represents the rate of return on an investment over a holding period expressed as a percentage of the investment. It is the discount rate that makes the net present value of all cash outflows (the costs of investment) equal to the net present value of cash inflows (returns on investment). It is derived from the negative and positive cash flows resulting from or produced by each transaction (or for a transaction involving more than one investment, cash flows resulting from or produced by each of the investments), whether positive, such as investment returns, or negative, such as transaction expenses or other costs of investment, taking into account the dates on which such cash flows occurred or are expected to occur, and compounding interest accordingly. There can be no assurance that the actual IRRs will equal the underwritten IRRs shown in the table. See Item 1ARisk FactorsThe Company may not achieve its underwritten internal rate of return on its investments which may lead to future returns that may be significantly lower than anticipated included in the Companys Annual Report on Form 10-K for the year ended December 31, 2014 for a discussion of some of the factors that could adversely impact the returns received by the Company from the investments shown in the table over time. |
(3) | Subordinate loans include CMBS, held-to-maturity, which represents a loan the Company closed during May 2014 that was subsequently contributed to a securitization during August 2014. During May 2014, the Company closed a $155,000 floating-rate whole loan secured by the first mortgage and equity interests in an entity that owns a resort hotel in Aruba. During June 2014, the Company syndicated a $90,000 senior participation in the loan and retained a $65,000 junior participation. During August 2014, both the $90,000 senior participation and the Companys $65,000 junior participation were contributed to a CMBS securitization. In exchange for contributing its $65,000 junior participation, the Company received a CMBS secured solely by the $65,000 junior participation. ARI presents the participation sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. At September 30, 2015, ARI had one such participation sold with a carrying amount of $89,303. |
(4) | Subordinate loans also are net of a participation sold during February 2015. The Company presents the participation sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. At September 30, 2015, the Company had one such participation sold with a face amount of £19,900 and a carrying amount of $30,104. |
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Apollo Commercial Real Estate Finance, Inc. and Consolidated Subsidiaries
Condensed Consolidated Balance Sheets
(in thousandsexcept share and per share data)
September 30, 2015 | December 31, 2014 | |||||||
(Unaudited) | ||||||||
Assets: |
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Cash |
$ | 20,158 | $ | 40,641 | ||||
Restricted cash |
30,127 | 30,127 | ||||||
Securities available-for-sale, at estimated fair value |
| 17,105 | ||||||
Securities, at estimated fair value |
512,485 | 522,730 | ||||||
Securities, held-to-maturity |
153,799 | 154,283 | ||||||
Commercial mortgage loans, held for investment |
905,681 | 458,520 | ||||||
Subordinate loans, held for investment |
861,808 | 561,182 | ||||||
Investment in unconsolidated joint venture |
20,183 | 37,016 | ||||||
Derivative assets |
246 | 4,070 | ||||||
Interest receivable |
14,424 | 10,829 | ||||||
Deferred financing costs, net |
8,125 | 7,444 | ||||||
Other assets |
767 | 1,200 | ||||||
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Total Assets |
$ | 2,527,803 | $ | 1,845,147 | ||||
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Liabilities and Stockholders Equity |
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Liabilities: |
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Borrowings under repurchase agreements |
$ | 735,437 | $ | 622,194 | ||||
Convertible senior notes, net |
247,736 | 246,464 | ||||||
Participations sold |
119,407 | 89,584 | ||||||
Accounts payable and accrued expenses |
4,668 | 7,578 | ||||||
Payable to related party |
4,100 | 3,240 | ||||||
Dividends payable |
32,060 | 21,018 | ||||||
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Total Liabilities |
1,143,408 | 990,078 | ||||||
Stockholders Equity: |
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Preferred stock, $0.01 par value, 50,000,000 shares authorized: |
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Series A Preferred stock, 3,450,000 shares issued and outstanding ($86,250 aggregate liquidation preference) in 2015 and 2014 |
35 | 35 | ||||||
Series B Preferred stock, 8,000,000 shares issued and outstanding ($200,000 aggregate liquidation preference) in 2015 |
80 | | ||||||
Common stock, $0.01 par value, 450,000,000 shares authorized, 67,145,252 and 46,900,442 shares issued and outstanding in 2015 and 2014, respectively |
671 | 469 | ||||||
Additional paid-in-capital |
1,408,448 | 868,035 | ||||||
Retained earnings (accumulated deficit) |
(22,225 | ) | (10,485 | ) | ||||
Accumulated other comprehensive loss |
(2,614 | ) | (2,985 | ) | ||||
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Total Stockholders Equity |
1,384,395 | 855,069 | ||||||
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Total Liabilities and Stockholders Equity |
$ | 2,527,803 | $ | 1,845,147 | ||||
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Apollo Commercial Real Estate Finance, Inc. and Consolidated Subsidiaries
Condensed Consolidated Statement of Operations
(in thousandsexcept share and per share data)
Three months ended September 30, |
Nine months ended September 30, |
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2015 | 2014 | 2015 | 2014 | |||||||||||||
Net interest income: |
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Interest income from securities |
$ | 8,293 | $ | 6,129 | $ | 24,846 | $ | 12,914 | ||||||||
Interest income from securities, held to maturity |
2,596 | 2,219 | 9,050 | 2,219 | ||||||||||||
Interest income from commercial mortgage loans |
15,184 | 8,025 | 37,246 | 18,475 | ||||||||||||
Interest income from subordinate loans |
25,445 | 18,983 | 65,206 | 51,951 | ||||||||||||
Interest expense |
(13,187 | ) | (8,786 | ) | (36,287 | ) | (15,802 | ) | ||||||||
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Net interest income |
38,691 | 26,570 | 100,061 | 69,757 | ||||||||||||
Operating expenses: |
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General and administrative expenses (includes $756 and $2,695 of equity-based compensation in 2015 and $308 and $1,096 in 2014, respectively) |
(2,099 | ) | (1,434 | ) | (6,512 | ) | (4,355 | ) | ||||||||
Management fees to related party |
(4,097 | ) | (3,193 | ) | (11,325 | ) | (8,725 | ) | ||||||||
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Total operating expenses |
(6,196 | ) | (4,627 | ) | (17,837 | ) | (13,080 | ) | ||||||||
Income from unconsolidated joint venture |
108 | (88 | ) | 495 | (88 | ) | ||||||||||
Other income |
239 | 21 | 252 | 26 | ||||||||||||
Realized loss on sale of securities |
| | (443 | ) | | |||||||||||
Unrealized gain/(loss) on securities |
(6,926 | ) | (2,147 | ) | (5,792 | ) | 4,787 | |||||||||
Foreign currency gain/(loss) |
(2,165 | ) | (3,596 | ) | 3,424 | (2,637 | ) | |||||||||
Gain/(loss) on derivative instruments |
2,096 | 3,026 | (4,144 | ) | 1,933 | |||||||||||
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Net income |
25,847 | 19,159 | 76,016 | 60,698 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Preferred dividend |
(2,304 | ) | (1,860 | ) | (6,023 | ) | (5,580 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income available to common stockholders |
$ | 23,543 | $ | 17,299 | $ | 69,993 | $ | 55,118 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Basic and diluted net income per share of common stock |
$ | 0.39 | $ | 0.37 | $ | 1.24 | $ | 1.30 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Basic weighted average shares of common stock outstanding |
59,355,613 | 46,848,675 | 55,818,731 | 42,332,380 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Diluted weighted average shares of common stock outstanding |
59,934,008 | 47,068,929 | 56,415,082 | 42,538,744 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Dividend declared per share of common stock |
$ | 0.44 | $ | 0.40 | $ | 1.32 | $ | 1.20 | ||||||||
|
|
|
|
|
|
|
|
8
Information is as of September30, 2015, except as otherwise noted.
It should not be assumed that investments made in the
future will be profitable or will equal the performance of investments in this document. Supplemental Financial Information Package Q3 2015 October 30, 2015 Exhibit 99.2 |
Forward Looking Statements and Other Disclosures This presentation may contain forward-looking statements that are within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond managements control. These forward- looking statements may include information about possible or assumed future results of Apollo Commercial Real Estate Finance, Inc.s (ARI or the Company) business, financial condition, liquidity, results of operations, plans and objectives. When used in this presentation, the words believe, expect, anticipate, estimate, plan, continue, intend, should, may or similar expressions, are intended to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking: ARIs business and investment strategy; ARIs operating results; ARIs ability to obtain and maintain financing arrangements; the return on equity, the yield on investments and risks associated with investing in real estate assets; and changes in business conditions and the general economy. The forward-looking statements are based on managements beliefs, assumptions and expectations of future performance, taking into account all information currently available to ARI. Forward-looking statements are not predictions of future events. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to ARI. Some of these factors are described under Risk Factors, and Managements Discussion and Analysis of Financial Condition and Results of Operations included in ARIs Annual Report on Form 10-K for the fiscal year ended December 31, 2014 and other periodic reports filed with the Securities and Exchange Commission (SEC), which are accessible on the SECs website at www.sec.gov. If a change occurs, ARIs business, financial condition, liquidity and results of operations may vary materially from those expressed in ARIs forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for management to predict those events or how they may affect ARI. Except as required by law, ARI is not obligated to, and does not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This presentation contains information regarding ARIs financial results that is calculated and presented on the basis of methodologies other than in accordance with accounting principles generally accepted in the United States (GAAP), including Operating Earnings and Operating Earnings per share. Please refer to slide 3 for a definition of Operating Earnings and the reconciliation of Operating Earnings to the applicable GAAP financial measure set forth on slide 18. This presentation may contain statistics and other data that in some cases has been obtained from or compiled from information made available by third-party service providers. ARI makes no representation or warranty, expressed or implied, with respect to the accuracy, reasonableness or completeness of such information. Past performance is not indicative nor a guarantee of future returns. Index performance and yield data are shown for illustrative purposes only and have limitations when used for comparison or for other purposes due to, among other matters, volatility, credit or other factors (such as number and types of securities). Indices are unmanaged, do not charge any fees or expenses, assume reinvestment of income and do not employ special investment techniques such as leveraging or short selling. No such index is indicative of the future results of any investment by ARI. 1 |
ARI Q3 2015 Earnings Call 2 October 30, 2015 Stuart Rothstein Chief Executive Officer and President Scott Weiner Chief Investment Officer of the Manager Megan Gaul Chief Financial Officer, Treasurer and Secretary Hilary Ginsberg Investor Relations Manager |
Financial Summary 3 (1) Operating Earnings is a non-GAAP financial measure that is used by the Company to approximate cash available for distribution and is defined by the Company as net income available to common stockholders, computed in accordance with GAAP, adjusted for (i) equity-based compensation expense (a portion of which may become cash-based upon final vesting and settlement of awards should the holder elect net share settlement to satisfy income tax withholding), (ii) any unrealized gains or losses or other non-cash items included in net income available to common stockholders, (iii) unrealized income from unconsolidated joint ventures, (iv) foreign currency gains/losses, and (v) the non-cash amortization expense related to the reclassification of a portion of the convertible senior notes to stockholders equity in accordance with GAAP. Please see slide 18 for a reconciliation of Operating Earnings and Operating Earnings per Share to GAAP Net Income and GAAP Net Income per share. (2) Includes Commercial Mortgage-Backed Securities (CMBS), held-to-maturity, which are net of a participation sold during June 2014. ARI presents the participation sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. At September 30, 2015, ARI had one such participation sold with a carrying amount of $89,303. Subordinate loans also are net of a participation sold in February 2015. At September 30, 2015, this participation sold had a face amount of £19,900 and a carrying amount of $30,104. (3) Debt to common equity is net of participations sold. (4) Fixed charge coverage is EBITDA divided by interest expense plus the preferred stock dividends. ($ amounts in thousands, except per share data) Income Statement September 30, 2015 September 30, 2014 % Change September 30, 2015 September 30, 2014 % Change 51,878 $ 35,356 $
46.7%
136,348
$
85,559
$
59.4%
(13,187)
$
(8,786)
$
50.1%
(36,287)
$
(15,802)
$
129.6%
Net interest income
38,691
$
26,570
$
45.6%
100,061
$
69,757
$
43.4%
Operating earnings
(1)
31,742
$
20,768
$
52.8%
80,347
$
52,805
$
52.2%
0.53
$
0.44
$
20.5%
1.42
$
1.24
$
14.5%
59,934,008
47,068,929
27.3%
56,415,082
42,538,744
32.6%
Balance sheet
September 30, 2015
December 31, 2014
% Change
2,344,092
$
1,618,623
$
44.8%
1,608,678
$
1,026,556
$
56.7%
Common stockholders' equity
1,098,145
$
768,819
$
42.8%
286,250
$
86,250
$
231.9%
735,437
$
622,194
$
18.2%
Convertible senior notes
247,736
$
246,464
$
0.5%
0.9x
1.2x
3.1x
2.8x
Three Months Ended
Nine Months Ended
Interest income
Interest expense
Operating earnings per diluted share
(1)
Diluted weighted average shares of common
stock outstanding
Investments at amortized cost
(2)
Net equity in investments at cost
Preferred stockholders' equity
Debt to common equity
(3)
Outstanding repurchase agreement borrowings
Fixed charge coverage
(4) |
Historical Financial Overview 4 Operating Earnings ($000s) (1) Net Interest Income ($000s) Dividends per Share of Common Stock Operating Earnings per Share of Common Stock (1) (1) Operating Earnings is a non-GAAP financial measure that is used by the Company to approximate cash available for distribution and is defined by the Company as net income available tocommon stockholders, computed in accordance with GAAP, adjusted for (i) equity-based compensation expense (a portion of which may become cash-based upon final vesting and settlement of awards should the holder elect net share settlement to satisfy income tax withholding), (ii) any unrealized gains or losses or other non-cash items included in net income available to common stockholders, (iii) unrealized income from unconsolidated joint ventures, (iv) foreign currency gains/losses, and (v) the non-cash amortization expense related to the reclassification of a portion of the convertible senior notes to stockholders equity in accordance with GAAP. Please see slide 18 for a reconciliation of Operating Earnings and Operating Earnings per Share to GAAP Net Income and GAAP Net Income per share. $80,347 $100,061 $1.42 $1.32 $5,047 $8,796 $11,963 $13,991 $22,222 $7,086 $8,526 $11,721 $18,045 $26,385 $7,643 $9,218 $13,272 $20,768 $31,742 $8,277 $7,376 $14,488 $21,179 $0 $15,000 $30,000 $45,000 $60,000 $75,000 $90,000 2011 2012 2013 2014 2015 $7,599 $11,187 $17,067 $19,403 $28,554 $9,683 $11,951 $17,233 $23,784 $32,817 $10,236 $13,236 $18,786 $26,570 $38,691 $10,946 $12,303 $20,021 $27,049 $0 $15,000 $30,000 $45,000 $60,000 $75,000 $90,000 $105,000 $120,000 2011 2012 2013 2014 2015 $0.40 $0.40 $0.40 $0.40 $0.44 $0.40 $0.40 $0.40 $0.40 $0.44 $0.40 $0.40 $0.40 $0.40 $0.44 $0.40 $0.40 $0.40 $0.40 $0.00 $0.40 $0.80 $1.20 $1.60 $2.00 2011 2012 2013 2014 2015 $0.29 $0.42 $0.39 $0.37 $0.44 $0.40 $0.41 $0.31 $0.42 $0.45 $0.38 $0.44 $0.35 $0.44 $0.53 $0.39 $0.27 $0.39 $0.45 $0.00 $0.40 $0.80 $1.20 $1.60 $2.00 2011 2012 2013 2014 2015 |
5 Q3 Financial Highlights Financial Results & Earnings Per Share Operating Earnings for the quarter ended September 30, 2015 of $31.7 million, or $0.53 per diluted
share of common stock, a 20.4% per share increase as
compared to Operating Earnings of $20.8
million,
or
$0.44
per
diluted
share
of
common
stock
for
the
quarter
ended
September
30,
2014
(1)
Net interest income of $38.7 million
Total expenses of $6.2 million, comprised of management
fees of $4.1 million, G&A of $1.3 million and equity-based compensation of $0.8 million Net income available to common stockholders for the quarter ended September 30, 2015 of $23.5 million, or
$0.39 per diluted share of common
stock Dividends
Declared a dividend of $0.44 per share of common stock
for the quarter ended September 30, 2015
10.4% annualized dividend yield based on $16.87 closing
price on October 28, 2015 Declared a
dividend on the Companys 8.625% Series A Cumulative Redeemable Perpetual Preferred Stock of $0.5391 per share for stockholders of record on September 30, 2015
Book Value
GAAP book value of $16.35 per share as of September 30,
2015 (1)
Operating
Earnings
is
a
non-GAAP
financial
measure
that
is
used
by
the
Company
to
approximate
cash
available
for
distribution
and
is
defined
by
the
Company
as
net
income
available
to
common
stockholders,
computed
in
accordance
with
GAAP,
adjusted
for
(i)
equity-based
compensation
expense
(a
portion
of
which
may
become
cash-based
upon
final
vesting
and
settlement
of
awards
should
the
holder
elect
net
share
settlement
to
satisfy
income
tax
withholding),
(ii)
any
unrealized
gains
or
losses
or
other
non-cash
items
included
in
net
income
available
to
common
stockholders,
(iii)
unrealized
income
from
unconsolidated
joint
ventures,
(iv)
foreign
currency
gains/losses,
and
(v)
the
non-cash
amortization
expense
related
to
the
reclassification
of
a
portion
of
the
convertible
senior
notes
to
stockholders
equity
in
accordance
with
GAAP.
Please
see
slide
18
for
a
reconciliation
of
Operating
Earnings
and
Operating
Earnings
per
Share
to
GAAP
Net
Income
and
GAAP
Net
Income
per
share. |
Q3 New Investments and Funding 6 Summary of New Investments (1) Based upon committed amount of loan. (2) The Internal Rate of Return (IRR) for the investments shown in this presentation reflect the returns underwritten by ACREFI Management, LLC, the Companys external manager (the Manager), taking into account leverage and calculated on a weighted average basis assuming no dispositions, early prepayments or defaults but assuming that extension options are exercised and that the cost of borrowings remains constant over the remaining term. With respect to certain loans, the IRR calculation assumes certain estimates with respect to the timing and magnitude of future fundings for the remaining commitments and associated loan repayments, and assumes no defaults. IRR is the annualized effective compounded return rate that accounts for the time-value of money and represents the rate of return on an investment over a holding period expressed as a percentage of the investment. It is the discount rate that makes the net present value of all cash outflows (the costs of investment)equal to the net presentvalue of cash inflows (returns on investment).It is derived from the negative and positive cash flows resulting from or produced by each transaction (or for a transaction involving more than one investment, cash flows resulting from or produced by each of the investments), whether positive, such as investment returns, or negative, such as transaction expenses or other costs of investment, taking into account the dates on which such cash flows occurred or are expected to occur, and compounding interest accordingly. There can be no assurance that the actual IRRs will equal the underwritten IRRs shown above. See Item 1ARisk FactorsThe Company may not achieve its underwritten internal rate of return on its investments which may lead to future returns that may be significantly lower than anticipated included in the Companys Annual Report on Form 10-K for the year ended December 31, 2014 for a discussion of some of the factors that could adversely impact the returns received by the Company from the investments shown in the table over time. Quarter Ended 9/30/2015 9-Months Ended 9/30/2015 Number of Loans Closed 5 17 Commitments to New Loans ($ in thousands) $331,480 $1,052,548 Funding of New Loans ($ in thousands) $269,369 $781,510 Fixed Rate %/Floating Rate % (1) 0%/100% 4%/96% First Mortgage %/Subordinate Loan % (1) 45%/55% 35%/65% Weighted Average Loan-to-Value 57% 57% Weighted Average Levered IRR (2) 14% 15% Funding of Previously Closed Loans ($ in thousands) $155,527 $199,143 |
7 Commercial Real Estate Debt Portfolio Overview (1) CMBS includes $30.1 million of restricted cash related to the Companys master repurchase agreement with UBS AG (the UBS Facility). (2) Remaining Weighted Average Life assumes all extension options are exercised. (3) The underwritten IRR for the investments shown in this table reflect the returns underwritten by the Manager, taking into account leverage and calculated on a weighted average basis assuming no dispositions, early prepayments or defaults but assuming that extension options are exercised and that the cost of borrowings remains constant over the remaining term. With respect to certain loans, the underwritten IRR calculation assumes certain estimates with respect to the timing and magnitude of future fundings for the remaining commitments and associated loan repayments, and assumes no defaults. IRR is the annualized effective compounded return rate that accounts for the time-value of money and represents the rate of return on an investment over a holding period expressed as a percentage of the investment. It is the discount rate that makes the net present value of all cash outflows (the costs of investment) equal to the net present value of cash inflows (returns on investment). It is derived from the negative and positive cash flows resulting from or produced by each transaction (or for a transaction involving more than one investment, cash flows resulting from or produced by each of the investments), whether positive, such as investment returns, or negative, such as transaction expenses or other costs of investment, taking into account the dates on which such cash flows occurred or are expected to occur, and compounding interest accordingly. There can be no assurance that the actual IRRs will equal the underwritten IRRs shown in the table. See Item 1ARisk FactorsThe Company may not achieve its underwritten internal rate of return on its investments which may lead to future returns that may be significantly lower than anticipated included in the Companys Annual Report on Form 10-K for the year ended December 31, 2014 for a discussion of some of the factors that could adversely impact the returns received by the Company from the investments shown in the table over time. (4) Represents an underwritten levered weighted average IRR. The Company's ability to achieve the underwritten levered weighted average IRR additionally depends upon the Company re-borrowing under the JPMorgan Facility or any replacement facility with similar terms with regard to its portfolio of first mortgage loans. Without such re-borrowing, the levered weighted average underwritten IRR will be lower than the amount shown above, as indicated in the current weighted average underwritten IRR column. (5) Subordinate loans include CMBS, held-to-maturity, which represents a loan the Company closed during May 2014 that was subsequently contributed to a securitization during August 2014. During May 2014, the Company closed a $155,000 floating-rate whole loan secured by the first mortgage and equity interests in an entity that owns a resort hotel in Aruba. During June 2014, the Company syndicated a $90,000 senior participation in the loan and retained a $65,000 junior participation. During August 2014, both the $90,000 senior participation and the Company's $65,000 junior participation were contributed to a CMBS securitization. In exchange for contributing its $65,000 junior participation, the Company received a CMBS secured solely by the $65,000 junior participation. ARI presents the participation sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. At September 30, 2015, ARI had one such participation sold with a carrying amount of $89,303. (6) Subordinate loans also are net of a participation sold during February 2015. The Company presents the participations sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. At September 30, 2015, the Company had one such participation sold with a face amount of £19,900 and a carrying amount of $30,104 Asset Type ($000s) Amortized Cost Borrowings Equity at Cost (1) Remaining Weighted Average Life (years) (2) Current Weighted Average Underwritten IRR (3) Fully-Levered Weighted Average Underwritten IRR (3)(4) First Mortgage Loans $ 905,681
$ 301,533
$ 604,148
3.1
12.1%
14.7%
Subordinate
Loans
(5)(6)
926,304
-
896,200
4.3
13.2
13.2
CMBS
512,107
433,904
108,330
1.7
16.2
16.2
Investments at September 30, 2015
$ 2,344,092
$ 735,437
$ 1,608,678
3.3 Years
13.0%
13.9% |
Commercial Real Estate Debt Portfolio Overview 8 Net Invested Equity at Amortized Cost Basis (1) Geographic Diversification by Net Equity Property Type by Net Equity (1) Subordinate loans include CMBS, held-to-maturity and are net of participations sold of $ 119,407. ARI presents the participations sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. CMBS 8% First Mortgage Loans 42% Subordinate Loans 50% Securities 7% Residential - rental 11% Industrial 5% Hotel 24% Mixed Use 1% Office 2% Healthcare 6% Ski Resort 1% Retail 11% Residential - for sale 32% New York City 32% Northeast (excluding NYC) 5% Securities 7% Southeast 7% Mid-Atlantic 11% Midwest 15% West 8% Southwest 3% International 12% |
Commercial Real Estate Loan Portfolio Maturity and Type 9 Fully Extended Loan Maturities and Future Fundings (1)(2)(3)(4) (1) Based upon face amount of loans; Does not include CMBS, but does include CMBS, held-to-maturity. (2) Maturities reflect the fully funded amounts of the loans. (3) Subordinate loans include CMBS, held-to-maturity and are net of participations sold of $119,407. ARI presents the participations sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. (4) Future funding dates are based upon the Managers projections and are subject to change. Loan Position and Rate Type (1)(3) 75% Floating Rate/25% Fixed Rate $- $154.9 $293.7 $218.6 $536.8 $785.2 $50.0 $105.1 $32.0 $- $25.0 $110.3 $187.6 $48.3 $0 $100 $200 $300 $400 $500 $600 $700 $800 $900 $1,000 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Fully extended maturity Future funding commitment Senior Loan Fixed 8% Subordinate Loan Fixed 17% Subordinate Loan Floating 42% Senior Loan Floating 33% |
Loan Portfolio Loan Level LTV (Through Last Invested Dollar) 10 (1) This first mortgage loan is for the same property as the $2.5 million NYC hotel mezzanine loan listed on page 11. (2) LTV is based upon the fully committed loan amount of $65.1 million. (3) This first mortgage loan is for the same property as the $11.4 million NYC condo conversion mezzanine loan listed on page 11. (4) This first mortgage loan is for the same property as the $12.3 million NYC retail mezzanine loan listed on page 11. First Mortgage Loans Description ($ in thousands) Location Balance at 9/30/2015 Starting LTV Ending LTV First Mortgage - Retail Ohio 128,700 $
0%
55%
First Mortgage -
Hotel
(1)
New York
97,807
$
0%
47%
First Mortgage -
Destination homes
Various
95,984
$
0%
49%
First Mortgage -
Retail
New York
85,770
$
0%
57%
First Mortgage -
Condo development
Maryland
80,000
$
0%
65%
First Mortgage -
Pre-development loan
New York
67,300
$
0%
58%
First Mortgage -
Multifamily
North Dakota
55,140
$
0%
69%
First Mortgage -
Destination homes
New York/Hawaii
50,000
$
0%
75%
First Mortgage -
Hotel portfolio
Various
45,400
$
0%
63%
First Mortgage -
Pre-development loan
Florida
45,000
$
0%
75%
First Mortgage -
Multifamily
New York
34,500
$
0%
72%
First Mortgage -
Hotel
Pennsylvania
34,000
$
0%
65%
First Mortgage -
Condo development
(2)
Maryland
33,000
$
0%
66%
First Mortgage -
Pre-development loan
Florida
33,000
$
0%
73%
First Mortgage -
Condo conversion
(3)
New York
24,131
$
0%
34%
First Mortgage -
Retail
(4)
New York
1,653
$
0%
34%
Total/Weighted Average
911,385
$
60%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100% |
11 Loan Portfolio Loan Level LTV (Through Last Invested Dollar) Subordinate Financings 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Description ($ in thousands) Location Balance at 9/30/2015 Starting LTV Ending LTV Subordinate - Condo development (1) New York 84,396 $
32%
48%
Subordinate -
Condo development
(2)
New York
75,473
$
50%
60%
Subordinate -
Hotels
Various
75,000
$
64%
70%
Subordinate -
Condo development
(3)
New York
73,072
$
22%
42%
Subordinate -
Resort Hotel
(4)
Aruba
64,581
$
34%
59%
Subordinate -
Pre-development loan
(5)
London
52,024
$
45%
81%
Subordinate -
Healthcare portfolio
(6)
UK
51,958
$
51%
69%
Subordinate -
Condo conversion
New York
50,764
$
39%
48%
Subordinate -
Healthcare portfolio
Various
45,588
$
56%
61%
Subordinate -
Industrial portfolio
New York
45,000
$
61%
79%
Subordinate -
Condo development
(2)
New York
30,000
$
60%
63%
Subordinate -
Industrial portfolio
Various
32,000
$
64%
72%
Subordinate -
Hotel
Arizona
25,000
$
46%
58%
Subordinate -
Hotel portfolio
Minnesota
24,261
$
56%
67%
Subordinate -
Multifamily
(7)
Florida
22,000
$
66%
80%
Subordinate -
Hotel
Washington D.C.
20,000
$
61%
69%
Subordinate -
Hotel
California
20,000
$
58%
74%
Subordinate -
Multifamily/Condo/Hotel
Various
19,500
$
79%
90%
Preferred Equity -
Multifamily
(7)
Florida
15,500
$
80%
89%
Subordinate -
Ski resort
Montana
15,000
$
43%
56%
Subordinate -
Office
New York
14,000
$
61%
70%
Subordinate -
Retail
(8)
New York
12,347
$
34%
73%
Subordinate -
Condo conversion
(9)
New York
11,437
$
34%
50%
Subordinate -
Office
Missouri
9,604
$
59%
69%
Subordinate -
Office
Michigan
8,769
$
40%
52%
Subordinate -
Mixed-use
North Carolina
6,525
$
62%
74%
Subordinate -
Hotel
(10)
New York
2,562
$
47%
52%
Total/Weighted Average
906,361
$
63%
(1)
LTV is based upon the fully funded
loan amount of $60 million plus PIK interest. (2)
LTV is based upon the fully committed loan amount of $105
million; Both loans are secured by the same property. The $30 million loan is structured as a corporate loan and has additional collateral. (3)
LTV is based upon the fully funded loan amount of $275
million. (4)
This is CMBS, held-to-maturity and is net of a
participation sold. ARI presents the participation sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. At September 30, 2015, this participation sold had a carrying
amount of $89,303. (5)
Based upon £31.2 face amount plus PIK converted to
USD based upon the conversion rate on September 30, 2015. (6)
Based upon £34.4 face amount converted to USD based
upon the conversion rate on September 30, 2015, net of participation sold of $30,104. (7)
Mezzanine loan and preferred equity are secured by the
same portfolio of properties. (8)
Loan is for the same property as the $1.6 million NYC
retail first mortgage loan listed on page 10. (9)
Loan is for the same property as the $24.1 million NYC
condo conversion first mortgage loan listed on page 10. LTV for the mezzanine loan is based upon the fully committed amount of $29.4 million plus PIK interest.
(10)
Loan is for the same property as the
$97.8 million NYC hotel first mortgage loan listed on page 10. |
12 CMBS Portfolio (1) Face Amortized Cost Remaining Weighted Average Life with Extensions (years) Estimated Fair Value Debt Net Equity at Cost (2) CMBS Total $ 520,883
$ 512,107
1.7 Years
$
512,485 $ 433,904
$
108,330 CUSIP Description 92978PAJ8 WBCMT 2006-C29 AJ 07388QAH2 BSCMS 2007-PW17 AJ 07401DAH4 BSCMS 2007PW18 AJ 46625YVZ3 JPMCC 2005-CB13 AJ 50180CAG5 LBUBS 2006-C7 AJ 60688CAJ5 MLCFC 2007-9 AJ 05947US25 BACM 2005-3 AJ 61756UAJ0 MSC 2007-1Q16 AJ 46629YAH2 JPMCC 2007-CB18AJ 173311QAE0 CGCMT 2007-C6 AJFX CUSIP Description 59025KAG7 MLMT 2007-C1 AM 22546BAH3 CSMC 2007-C5 AM 36159XAH3 GECMC 2007-C1 AM 46627QBC1 JMPCC 2006-CB15 AM 46631BAJ4 JPMCC 2007-LD11 AM 14986DAJ9 CD 2006-CD3 AJ 17311QBN9 CGCMT 2007-C6 AJ 17313KAK7 CGCMT 2008-C7 AJ 20047QAH8 COMM 2006-C7 AJ 61755YAK0 MSC 2007-IQ15 AJ (1) Does not include CMBS, held-to-maturity. (2) Includes $30.1 million of restricted cash related to the UBS Facility |
Portfolio Metrics Quarterly Migration Summary 13 (1) Subordinate loans include CMBS, held-to-maturity and are net of participations sold of $119,407. ARI presents the participations sold as both assets and non-recourse liabilities because the participation does not qualify as a sale according to GAAP. (2) The underwritten IRR for the investments shown in this presentation reflect the returns underwritten by the Manager, taking into account leverage and calculated on a weighted average basis assuming no dispositions, early prepayments or defaults but assuming that extension options are exercised and that the cost of borrowings remains constant over the remaining term. With respect to certain loans, the underwritten IRR calculation assumes certain estimates with respect to the timing and magnitude of future fundings for the remaining commitments and associated loan repayments, and assumes no defaults. IRR is the annualized effective compounded return rate that accounts for the time-value of money and represents the rate of return on an investment over a holding period expressed as a percentage of the investment. It is the discount rate that makes the net present value of all cash outflows (the costs of investment) equal to the net present value of cash inflows (returns on investment). It is derived from the negative and positive cash flows resulting from or produced by each transaction (or for a transaction involving more than one investment, cash flows resulting from or produced by each of the investments), whether positive, such as investment returns, or negative, such as transaction expenses or other costs of investment, taking into account the dates on which such cash flows occurred or are expected to occur, and compounding interest accordingly. Therecan be no assurance that the actual IRRs will equal the underwritten IRRs shown in the table. See Item 1ARisk FactorsThe Company may not achieve its underwritten internal rate of return on its investments which may lead to future returns that may be significantly lower than anticipated included in the Companys Annual Report on Form 10-K for the year ended December 31, 2014 for a discussion of some of the factors that could adversely impact the returns received by the Company from the investments shown in the table over time (3) Does not include CMBS. (4) Includes $30.1 million of restricted cash related to the UBS Facility. (5) Represents an underwritten levered weighted average IRR. The Company's ability to achieve the underwritten levered weighted average IRR additionally depends upon the Company re-borrowing under the JPMorgan Facility or any replacement facility with similar terms with regard to its portfolio of first mortgage loans. Without such re-borrowing, the levered weighted average underwritten IRR will be lower than the amount shown above, as indicated in the current weighted average underwritten IRR column on slide 7. (6) Net of participations sold. Portfolio Metrics ($ in thousands) Q3 2015 Q2 2015 Q1 2015 Q4 2014 Q3 2014 (Investment balances represent amortized cost) First Mortgage Loans 905,681 $
704,040
$
563,390
$
458,520
$
369,924
$
Subordinate Loans
(1)
926,304
894,926
736,838
625,881
650,084
CMBS
512,107
511,412
510,740
534,222
511,445
Total Investments
2,344,092
$
2,110,378
$
1,810,968
$
1,618,623
$
1,531,453
$
(Investment balances represent net equity, at
cost) First Mortgage Loans
604,148
$
275,205
$
421,862
$
290,396
$
247,202
$
Subordinate Loans
(1)
896,200
847,968
707,201
625,881
650,084
CMBS
108,330
(4)
107,635
(4)
106,963
(4)
110,279
(4)
99,988
(4)
Net Equity in Investments at Cost
1,608,678
$
1,230,808
$
1,236,026
$
1,026,556
$
997,274
$
Levered Weighted Average Underwritten
IRR (2)
13.9%
(5)
14.6%
(5)
14.2%
(5)
13.4%
(5)
13.7%
(5)
Weighted Average Duration
3.3 Years
3.1 Years
3.0 Years
3.2 Years
3.0 Years
Loan Portfolio Weighted Average Ending LTV
(3)
61.0%
62.0%
62.0%
62.0%
58.0%
Borrowings Under Repurchase Agreements
735,437
$
878,352
$
575,433
$
622,194
$
537,766
$
Convertible Senior Notes
247,736
$
247,305
$
246,881
$
246,464
$
246,054
$
Debt-to-Common Equity
0.9x
(6)
1.2x
(6)
0.9x
(6)
1.2x
(6)
1.1x
(6) |
Financing Overview and Interest Rate Sensitivity
14
Facility ($000s)
Debt Balance
Weighted Average
Remaining
Maturity
(1)
Weighted
Average Rate
UBS Facility
$
133,899 3.0 Years 2.8% Deutsche Bank Facility 300,005 2.5 Years 3.7 JPMorgan Facility 253,481 2.3 Years 2.5 Goldman Sachs Loan 48,052 3.6 Years 3.7 Total Borrowings at September 30, 2015 $
735,437 2.5 Years
3.0%
Variable Rate Investments & Liabilities
Variable Rate Liabilities
ARI anticipates a 0.5% increase in
LIBOR results in approximately a
$0.08 per diluted share of common
stock increase in Operating
Earnings annually
(2)
(1)
Assumes
extension
options
on
the
UBS
Facility
are
exercised.
(2)
Based
upon
the
Companys
portfolio
as
of
September
30,
2015,
any
such
hypothetical
impact
on
interest
rates
on
the
Companys
variable
rate
borrowings
does
not
consider
the
effect
of
any
change
in
overall
economic
activity
that
could
occur
in
a
rising
interest
rate
environment.
Further,
in
the
event
of
a
change
in
interest
rates
of
that
magnitude,
the
Company
may
take
actions
to
further
mitigate
the
Companys
exposure
to
such
a
change.
However,
due
to
the
uncertainty
of
the
specific
actions
that
would
be
taken
and
their
possible
effects,
this
analysis
assumes
no
changes
in
the
Companys
financial
structure.
$1,480,206
$(346,956)
$1,133,250
Variable Rate Assets
Net Equity |
15 Financials |
16 Consolidated Balance Sheets (in thousandsexcept share and per share data)
September 30, 2015
December 31, 2014
Assets:
(Unaudited)
Cash
20,158
$
40,641 $
Restricted cash
30,127
30,127 Securities available-for-sale, at
estimated fair value -
17,105 Securities, at estimated fair
value 512,485
522,730 Securities,
held-to-maturity
153,799
154,283 Commercial mortgage loans, held for
investment 905,681
458,520 Subordinate loans, held for
investment 861,808
561,182 Investment in unconsolidated joint
venture 20,183
37,016 Derivative assets
246
4,070 Interest
receivable 14,424
10,829 Deferred financing costs,
net 8,125
7,444 Other assets
767
1,200 Total Assets
2,527,803
$
1,845,147
$
Liabilities and
Stockholders' Equity
Liabilities:
Borrowings under repurchase agreements
735,437
$
622,194
$
Convertible senior notes, net
247,736
246,464 Participations sold
119,407
89,584 Accounts payable and accrued
expenses 4,668
7,578 Payable to related
party 4,100
3,240 Dividends
payable 32,060
21,018 Total Liabilities
1,143,408
990,078
Stockholders' Equity: Preferred stock, $0.01 par value, 50,000,000 shares authorized:
Series A Preferred stock, 3,450,000 shares issued and
outstanding ($86,250 aggregate liquidation
preference) in 2015 and 2014
35
35 Series B Preferred stock, 8,000,000 shares issued and
outstanding ($200,000 aggregate liquidation
preference) in 2015
80
- Common stock, $0.01 par value, 450,000,000 shares authorized 67,145,252 and 46,900,442 shares issued
and outstanding in 2015 and 2014,
respectively 671
469 Additional
paid-in-capital
1,408,448
868,035
Retained earnings (accumulated deficit) (22,225) (10,485)
Accumulated other comprehensive loss (2,614) (2,985)
Total Stockholders' Equity 1,384,395 855,069
Total Liabilities and Stockholders' Equity 2,527,803 $
1,845,147
$
|
17 Consolidated Statements of Operations September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Net interest income: Interest income from securities 8,293 $
6,129
$
24,846
$
12,914
$
Interest income from
securities, held to maturity
2,956
2,219
9,050
2,219
Interest income from commercial mortgage
loans 15,184
8,025
37,246
18,475
Interest
income from subordinate loans
25,445
18,983
65,206
51,951
Interest
expense (13,187)
(8,786)
(36,287)
(15,802)
Net interest
income 38,691
26,570
100,061
69,757
Operating
expenses: General and administrative
expenses (includes $756 and $2,695 of
equity-based compensation in 2015 and $308 and
$1,096 in 2014, respectively)
(2,099)
(1,434)
(6,512)
(4,355)
Management
fees to related party (4,097)
(3,193)
(11,325)
(8,725)
Total
operating expenses (6,196)
(4,627)
(17,837)
(13,080)
Income from unconsolidated
joint venture 108
(88) 495
(88) Interest income from cash
balances 239
21 252
26 Realized loss on sale of
securities -
- (443)
-
Unrealized gain on securities (6,926) (2,147)
(5,792)
4,787
Foreign currency gain
(2,165)
(3,596)
3,424
(2,637)
Loss on
derivative instruments 2,096
3,026
(4,144)
1,933
Net income
25,847
$
19,159
$
76,016
$
60,698
$
Preferred dividends
(2,304)
(1,860)
(6,023)
(5,580)
Net income
available to common stockholders
23,543
$
17,299
$
69,993
$
55,118
$
Basic and diluted net income per
share of common stock
0.39
$
0.37
$
1.24
$
1.30
$
Basic
weighted average shares of common stock outstanding 59,355,613 46,848,675
55,818,731
42,332,380
Diluted weighted average shares of common
stock outstanding 59,934,008
47,068,929
56,415,082
42,538,744
Dividend declared per share of common
stock 0.44
$
0.40
$
1.32
$
1.20
$
Three
months ended Nine months
ended |
18 Reconciliation of Operating Earnings to Net Income
September 30, 2015
Earnings Per Share
(Diluted)
September 30, 2014
Earnings Per Share
(Diluted)
Operating Earnings:
Net income available to common stockholders
23,543
$
0.39 $
$17,299
0.37
$
Adjustments: Equity-based compensation expense 756 0.01 308 0.01 Unrealized loss on securities 6,926 0.12
2,147
0.04
Unrealized (gain) on derivative
instruments (2,096)
(0.04) (3,026) (0.07) Foreign currency loss 2,165 0.04
3,596
0.08
Amortization of convertible senior notes related
to equity reclassification 556
0.01 356 0.01 Income from unconsolidated joint venture (108) - 88
-
Total adjustments: 8,199 0.14
3,469
0.07
Operating Earnings
31,742
$
0.53 $
20,768
$
0.44 $
Basic
weighted average shares of common stock outstanding 59,355,613 46,848,675 Diluted weighted average shares of common stock outstanding
59,934,008
47,068,929
Three Months Ended
September 30, 2015
Earnings Per Share
(Diluted)
September 30, 2014
Earnings Per Share
(Diluted)
Operating Earnings:
Net income available to common stockholders
69,993
$
1.24 $
55,118
$
1.30 $
Adjustments:
Equity-based compensation
expense 2,695
0.05 1,096 0.03 Unrealized (gain)/loss on securities 5,792 0.10
(4,787)
(0.11)
Unrealized (gain)/loss on derivative
instruments 4,144
0.07 (1,933) (0.05) Foreign currency (gain)/loss (3,424) (0.06)
2,637
0.06
Amortization of convertible senior notes related
to equity reclassification
1,642
0.03 586 0.01 Income from unconsolidated joint venture (495) (0.01) 88 - Total
adjustments: 10,354
0.18 (2,313) (0.06) Operating Earnings 80,347 $
1.42
$
52,805 $
1.24
$
Basic weighted average shares of common stock outstanding
55,818,731
42,322,380
Diluted weighted average shares of common stock
outstanding 56,415,082
42,538,744
Nine Months Ended |
19 Financial Metrics Quarterly Migration Summary Financial Metrics ($ in thousands, except per share data) Q3 2015 Q2 2015 Q1 2015 Q4 2014 Q3 2014 Net Interest Income 38,691 $
32,817
$
28,554
$
27,049
$
26,570
$
Management Fee
4,097
3,887
3,341
3,236
3,193
General and Administrative Costs
1,343
1,238
1,238
1,315
1,126
Non-Cash Stock Based Compensation
756
821
1,117
481
308
Net Income Available to Common Stockholders
23,543
$
22,798
$
23,653
$
20,182
$
17,299
$
GAAP Diluted EPS
0.39
$
0.39
$
0.47
$
0.43
$
0.37
$
Operating
Earnings (1)
31,742
$
26,385
$
22,222
$
21,179
$
20,768
$
Operating Diluted EPS
(1)
0.53
$
0.45
$
0.44
$
0.45
$
0.44
$
Distributions Declared
to Common Stockholders 0.44
$
0.44
$
0.44
$
0.40
$
0.40
$
GAAP Book Value per
Share of Common Stock 16.35
$
16.41
$
16.44
$
16.39
$
16.42
$
Total Stockholders'
Equity 1,384,395
$
1,044,844
$
1,046,482
$
855,069
$
855,686
$
Diluted weighted average shares of common
stock outstanding 59,934,008
59,022,217
50,171,687
47,085,617
47,068,929
Return on Common Equity Based on Operating
Earnings (2)
12.8%
11.0%
10.9%
11.0%
10.8%
(1)
Operating Earnings is a non-GAAP
financial measure that is used by the Company to approximate cash available for distribution and is defined by the Company as net income available to common stockholders, computed in accordance with GAAP, adjusted for (i) equity-based compensation expense (a portion of which
may become cash-based upon final vesting and settlement of awards should the holder elect net share settlement to satisfy income tax withholding), (ii) any unrealized gains or losses or other non-cash
items included in net income available to common stockholders, (iii) unrealized income from unconsolidated joint ventures, (iv) foreign currency gains/losses, and (v) the non-cash amortization expense related to the
reclassification of a portion of the convertible senior notes to stockholders equity in accordance with GAAP. Please see slide 18 for a reconciliation of Operating Earnings and Operating Earnings per Share to GAAP Net Income and
GAAP Net Income per share. (2)
Return on common equity is calculated as annualized
Operating Earnings for the period as a percentage of average stockholders equity for the period. |
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