SEGMENT REPORTING AND VARIABLE INTEREST ENTITIES | 4. SEGMENT REPORTING AND VARIABLE INTEREST ENTITIES Newcastle conducts its business through the following segments: (i) debt investments financed with collateralized debt obligations (“CDOs”), (ii) other debt investments (“Other Debt”), (iii) investment in golf properties and facilities (“Golf”) and (iv) corporate. With respect to the CDOs and Other Debt segments, Newcastle is generally entitled to receive net cash flows from these structures on a periodic basis. The corporate segment consists primarily of interest income on short term investments, general and administrative expenses, interest expense on the junior subordinated notes payable and management fees pursuant to the Management Agreement. Summary financial data on Newcastle's segments is given below, together with reconciliation to the same data for Newcastle as a whole: Debt Investments (A) Discontinued CDOs Other Debt (B) Golf Corporate Operations Eliminations Total Six Months Ended June 30, 2015 Interest income $ 29,607 $ 24,660 $ 72 $ 9 $ — $ (3,005 ) $ 51,343 Interest expense (5,313 ) (19,173 ) (10,305 ) (1,891 ) — 3,005 (33,677 ) Inter-segment elimination (3,005 ) — 3,005 — — — — Net interest income (expense) 21,289 5,487 (7,228 ) (1,882 ) — — 17,666 Impairment (reversal) 12,206 1,878 — — — — 14,084 Operating revenues — — 143,629 — — — 143,629 Other income (loss), net 30,271 (177 ) (228 ) 8 — — 29,874 Loan and security servicing expense 214 — — — — — 214 Operating expenses - golf (C) — — 115,988 — — — 115,988 Repairs and maintenance expenses - golf — — 4,387 — — — 4,387 Cost of sales - golf — — 15,161 — — — 15,161 General and administrative expense — — 1,041 3,821 — — 4,862 Acquisition and transaction expenses (D) — — 321 17 — — 338 Management fee to affiliate — — — 5,342 — — 5,342 Depreciation and amortization — — 13,872 — — — 13,872 Income tax expense — — 73 — — — 73 Income (loss) from continuing operations 39,140 3,432 (14,670 ) (11,054 ) — — 16,848 Income from discontinued operations, net of tax — — — — 639 — 639 Net income (loss) 39,140 3,432 (14,670 ) (11,054 ) 639 — 17,487 Preferred dividends — — — (2,790 ) — — (2,790 ) Net loss attributable to noncontrolling interests — — 230 — — — 230 Income (loss) applicable to common stockholders $ 39,140 $ 3,432 $ (14,440 ) $ (13,844 ) $ 639 $ — $ 14,927 Debt Investments (A) Discontinued CDOs Other Debt (B) Golf Corporate Operations Eliminations Total Three Months Ended June 30, 2015 Interest income $ 13,685 $ 12,065 $ 36 $ 5 $ — $ (1,526 ) $ 24,265 Interest expense (2,730 ) (9,594 ) (5,207 ) (945 ) — 1,526 (16,950 ) Inter-segment elimination (1,526 ) — 1,526 — — — — Net interest income (expense) 9,429 2,471 (3,645 ) (940 ) — — 7,315 Impairment (reversal) 11,869 1,810 — — — — 13,679 Operating revenues — — 82,803 — — — 82,803 Other income (loss), net 29,740 (140 ) (235 ) 8 — — 29,373 Loan and security servicing expense 118 — — — — — 118 Operating expenses - golf (C) — — 63,017 — — — 63,017 Repairs and maintenance expenses - golf — — 2,421 — — — 2,421 Cost of sales - golf — — 9,108 — — — 9,108 General and administrative expense — — 793 2,392 — — 3,185 Acquisition and transaction expenses (D) — — 285 17 — — 302 Management fee to affiliate — — — 2,674 — — 2,674 Depreciation and amortization — — 7,119 — — — 7,119 Income tax expense — — 27 — — — 27 Income (loss) from continuing operations 27,182 521 (3,847 ) (6,015 ) — — 17,841 Income from discontinued operations, net of tax — — — — 524 — 524 Net income (loss) 27,182 521 (3,847 ) (6,015 ) 524 — 18,365 Preferred dividends — — — (1,395 ) — — (1,395 ) Net loss attributable to noncontrolling interests — — 49 — — — 49 Income (loss) applicable to common stockholders $ 27,182 $ 521 $ (3,798 ) $ (7,410 ) $ 524 $ — $ 17,019 Debt Investments (A) Discontinued CDOs Other Debt (B) Golf Corporate Operations Total June 30, 2015 Investments, net (E) $ 52,139 $ 790,828 $ 310,970 $ — $ — $ 1,153,937 Cash and restricted cash 163 200 9,320 108,040 — 117,723 Other assets 98 397,812 33,434 669 — 432,013 Assets of discontinued operations — — — — 53 53 Total assets 52,400 1,188,840 353,724 108,709 53 1,703,726 Debt, net (E) 102,564 779,853 165,006 51,228 — 1,098,651 Other liabilities 31 211,748 151,944 13,608 — 377,331 Liabilities of discontinued operations — — — — — — Total liabilities 102,595 991,601 316,950 64,836 — 1,475,982 Preferred stock — — — 61,583 — 61,583 Noncontrolling interests — — (194 ) — — (194 ) Equity attributable to common stockholders $ (50,195 ) $ 197,239 $ 36,968 $ (17,710 ) $ 53 $ 166,355 Additions to investments in real estate excluding intangibles and other liabilities, net of other assets acquired $ — $ — $ 3,863 $ — $ — $ 3,863 Debt Investments (A) Discontinued CDOs Other Debt (B) Golf Corporate Operations Eliminations Total Six Months Ended June 30, 2014 Interest income $ 51,319 $ 29,353 $ 74 $ 35 $ — $ (4,436 ) $ 76,345 Interest expense (12,109 ) (23,001 ) (9,916 ) (1,908 ) — 4,436 (42,498 ) Inter-segment elimination (4,436 ) 1,635 2,801 — — — — Net interest income (expense) 34,774 7,987 (7,041 ) (1,873 ) — — 33,847 Impairment (reversal) 1,958 814 — — — — 2,772 Operating revenues — — 145,369 — — — 145,369 Other income (loss), net 32,895 24,630 (10 ) — — — 57,515 Loan and security servicing expense 310 955 — — — — 1,265 Operating expenses - golf (C) — — 121,527 — — — 121,527 Repairs and maintenance expenses - golf — — 4,602 — — — 4,602 Cost of sales - golf — — 14,763 — — — 14,763 General and administrative expense — 1,869 459 3,725 — — 6,053 Acquisition and transaction expenses (D) — — 1,503 775 — — 2,278 Management fee to affiliate — — — 11,189 — — 11,189 Depreciation and amortization — — 12,106 74 — — 12,180 Income tax expense — — 144 — — — 144 Income (loss) from continuing operations 65,401 28,979 (16,786 ) (17,636 ) — — 59,958 Income (loss) from discontinued operations — — — — (23,803 ) — (23,803 ) Net income (loss) 65,401 28,979 (16,786 ) (17,636 ) (23,803 ) — 36,155 Preferred dividends — — — (2,790 ) — — (2,790 ) Net loss attributable to non-controlling interests — — 168 — 522 — 690 Income (loss) applicable to common stockholders $ 65,401 $ 28,979 $ (16,618 ) $ (20,426 ) $ (23,281 ) $ — $ 34,055 Debt Investments (A) Discontinued CDOs Other Debt (B) Golf Corporate Operations Eliminations Total Three Months Ended June 30, 2014 Interest income $ 20,596 $ 12,401 $ 34 $ 25 $ — $ (3,163 ) $ 29,893 Interest expense (5,983 ) (10,338 ) (6,217 ) (953 ) — 3,163 (20,328 ) Inter-segment elimination (3,163 ) 362 2,801 — — — — Net interest income (expense) 11,450 2,425 (3,382 ) (928 ) — — 9,565 Impairment (reversal) 1,526 — — — — — 1,526 Operating revenues — — 82,737 — — — 82,737 Other income (loss), net 19,343 22,375 (11 ) — — — 41,707 Loan and security servicing expense 154 254 — — — — 408 Operating expenses - golf (C) — — 64,398 — — — 64,398 Repairs and maintenance expenses - golf — — 2,084 — — — 2,084 Cost of sales - golf — — 8,807 — — — 8,807 General and administrative expense — 1,870 152 1,629 — — 3,651 Acquisition and transaction expenses (D) — — 728 388 — — 1,116 Management fee to affiliate — — — 5,296 — — 5,296 Depreciation and amortization — — 6,280 37 — — 6,317 Income tax expense — 4 — — — — — 4 Income (loss) from continuing operations 29,113 22,676 (3,109 ) (8,278 ) — — 40,402 Loss from discontinued operations — — — — (8,504 ) — (8,504 ) Net income (loss) 29,113 22,676 (3,109 ) (8,278 ) (8,504 ) — 31,898 Preferred dividends — — — (1,395 ) — — (1,395 ) Net loss attributable to non-controlling interests — — 29 — — — 29 Income (loss) applicable to common stockholders $ 29,113 $ 22,676 $ (3,080 ) $ (9,673 ) $ (8,504 ) $ — $ 30,532 (A) Assets held within non-recourse structures, including all of the assets in the CDO segment, are not available to satisfy obligations outside of such financings, except to the extent net cash flow distributions are received from such structures. Furthermore, creditors or beneficial interest holders of these structures generally have no recourse to the general credit of Newcastle. Therefore, the exposure to the economic losses from such structures generally is limited to invested equity in them and economically their book value cannot be less than zero. Therefore, impairment recorded in excess of Newcastle’s investment, which results in negative GAAP book value for a given non-recourse financing structure, cannot economically be incurred and will eventually be reversed through amortization, sales at gains, or as gains at the deconsolidation or termination of such non-recourse financing structure. (B) The following table summarizes the investments and debt in the other debt segment: June 30, 2015 Investments Debt Non-Recourse Outstanding Carrying Outstanding Carrying Subprime mortgage loans subject to call options $ 404,149 $ 404,149 $ 404,149 $ 404,149 Other Unlevered real estate securities (F) 48,211 13,360 — — Levered real estate securities 201,928 208,041 375,704 375,704 Real estate related and other loans 226,243 141,826 — — Other investments N/A 19,925 — — Residential mortgage loans 4,206 3,527 — — $ 884,737 $ 790,828 $ 779,853 $ 779,853 (C) Operating expenses-golf includes rental expenses recorded under operating leases for carts and equipment in the amount of $1.2 million and $2.3 million for the three and six months ended June 30, 2015 , respectively and $1.4 million and $2.7 million for the three and six months ended June 30, 2014 . (D) Includes all transaction related and spin-off related expenses. (E) Net of $38.2 million of inter-segment eliminations. (F) Excludes 8 securities with zero value, which had an aggregate face amount of $115.0 million . Variable Interest Entities (“VIEs”) The consolidated variable interest entities ("VIEs") in which Newcastle has a significant interest include Newcastle’s CDOs, in which Newcastle has been determined to be the primary beneficiary and therefore consolidates them (with the exception of CDO V), since it has the power to direct the activities that most significantly impact the CDOs’ economic performance and would absorb a significant portion of their expected losses and receive a significant portion of their expected residual returns. Newcastle’s CDOs are held in special purpose entities whose debt is treated as non-recourse secured borrowings of Newcastle. The following table presents certain assets of VIEs, which are included in the Consolidated Balance Sheets. The assets in the table below include those assets that can only be used to settle obligations of consolidated VIEs, and are in excess of those obligations. Additionally, the assets in the table below exclude intercompany balances that eliminate in consolidation. June 30, 2015 (Unaudited) December 31, 2014 Assets of consolidated VIEs that can only be used to settle obligations of consolidated VIEs Real estate securities, available-for-sale $ 52,140 $ 219,490 Real estate related and other loans, held-for-sale, net — 230,200 Residential mortgage loans, held-for-sale, net — 3,211 Subprime mortgage loans subject to call option 404,149 406,217 Other investments — 20,308 Restricted cash 163 11,790 Receivables and other assets 98 1,927 Assets of discontinued operations — 6,803 Total assets of consolidated VIEs that can only be used to settle obligations of consolidated VIEs $ 456,550 $ 899,946 The following table presents certain liabilities of consolidated VIEs, which are included in the Consolidated Balance Sheets above. The liabilities in the table below include liabilities of consolidated VIEs due to third parties only, and exclude intercompany balances that eliminate in consolidation. The liabilities also exclude amounts where creditors or beneficial interest holders have recourse to the general credit of Newcastle. June 30, 2015 (Unaudited) December 31, 2014 Liabilities of consolidated VIEs for which creditors or beneficial interest holders do not have recourse to the general credit of Newcastle CDO bonds payable $ 92,693 $ 227,673 Other bonds and notes payable 9,871 27,069 Financing of subprime mortgage loans subject to call option 404,149 406,217 Accounts payable, accrued expenses and other liabilities 30 2,391 Liabilities of discontinued operations — 447 Total liabilities of consolidated VIEs for which creditors or beneficial interest holders do not have recourse to the general credit of Newcastle $ 506,743 $ 663,797 Newcastle’s subprime securitizations and CDO V are also considered VIEs, but Newcastle does not control the decisions that most significantly impact their economic performance and, no longer receives a significant portion of their returns, and therefore does not consolidate them. In addition, Newcastle’s investments in RMBS, commercial mortgage backed securities (“CMBS”), CDO securities and real estate related and other loans may be deemed to be variable interests in VIEs, depending on their structure. Newcastle monitors these investments and analyzes the potential need to consolidate the related securitization entities pursuant to the VIE consolidation requirements. These analyses require considerable judgment in determining whether an entity is a VIE and determining the primary beneficiary of a VIE since they involve subjective determinations of significance, with respect to both power and economics. The result could be the consolidation of an entity that otherwise would not have been consolidated or the deconsolidation of an entity that otherwise would have been consolidated. As of June 30, 2015 , Newcastle has not consolidated these potential VIEs. This determination is based, in part, on the assessment that Newcastle does not have the power to direct the activities that most significantly impact the economic performance of these entities, such as if Newcastle owned a majority of the currently controlling class. In addition, Newcastle is not obligated to provide, and has not provided, any financial support to these entities. Newcastle had variable interests in the following unconsolidated VIEs at June 30, 2015 , in addition to the subprime securitizations which are described in Note 6: Entity Gross Assets (A) Debt (A) (B) Carrying Value of Newcastle's Investment (C) Newcastle CDO V $ 95,475 $ 122,368 $ 10,187 (A) Face amount. (B) Newcastle CDO V includes $42.9 million face amount of debt owned by Newcastle with a carrying value of $10.2 million at June 30, 2015 . (C) This amount represents Newcastle’s maximum exposure to loss from this entity. |