Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 24, 2017 | Jun. 30, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | ARBOR REALTY TRUST INC | ||
Entity Central Index Key | 1,253,986 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 307.4 | ||
Entity Common Stock, Shares Outstanding | 51,401,295 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Assets: | ||
Cash and cash equivalents | $ 138,645,430 | $ 188,708,687 |
Restricted cash | 29,314,929 | 48,301,244 |
Loans and investments, net | 1,695,732,351 | 1,450,334,341 |
Loans held-for-sale, net | 673,367,304 | |
Capitalized mortgage servicing rights, net | 227,742,986 | |
Available-for-sale securities, at fair value | 5,403,463 | 2,022,030 |
Investments in equity affiliates | 33,948,853 | 30,870,235 |
Real estate owned, net | 19,491,805 | 60,845,509 |
Real estate held-for-sale, net | 8,669,203 | |
Due from related party | 1,464,732 | 8,082,265 |
Goodwill and other intangible assets | 97,489,884 | |
Other assets | 48,184,509 | 29,558,430 |
Total assets | 2,970,786,246 | 1,827,391,944 |
Liabilities and Equity: | ||
Credit facilities and repurchase agreements | 906,636,790 | 136,252,135 |
Collateralized loan obligations | 728,441,109 | 758,899,661 |
Senior unsecured notes | 94,521,566 | 93,764,994 |
Convertible senior unsecured notes, net | 80,660,038 | |
Junior subordinated notes to subsidiary trust issuing preferred securities | 157,858,555 | 157,117,130 |
Mortgage note payable - real estate owned | 27,155,000 | |
Related party financing | 50,000,000 | |
Due to related party | 6,038,707 | 3,428,333 |
Due to borrowers | 81,019,386 | 34,629,595 |
Allowance for loss-sharing obligations | 32,407,554 | |
Other liabilities | 86,164,613 | 51,054,321 |
Total liabilities | 2,223,748,318 | 1,262,301,169 |
Commitments and contingencies (Note 16) | ||
Arbor Realty Trust, Inc. stockholders' equity: | ||
Preferred stock, cumulative, redeemable, $0.01 par value: 100,000,000 shares authorized; special voting preferred shares; 21,230,769 shares issued and outstanding and no shares issued and outstanding, respectively | 89,508,213 | 89,295,905 |
Common stock, $0.01 par value: 500,000,000 shares authorized; 51,401,295 and 50,962,516 shares issued and outstanding, respectively | 514,013 | 509,625 |
Additional paid-in capital | 621,931,995 | 616,244,196 |
Accumulated deficit | (125,134,403) | (136,118,001) |
Accumulated other comprehensive income (loss) | 320,917 | (4,840,950) |
Total Arbor Realty Trust, Inc. stockholders' equity | 587,140,735 | 565,090,775 |
Noncontrolling interest | 159,897,193 | |
Total equity | 747,037,928 | 565,090,775 |
Total liabilities and equity | $ 2,970,786,246 | $ 1,827,391,944 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 51,401,295 | 50,962,516 |
Common stock, shares outstanding (in shares) | 51,401,295 | 50,962,516 |
Special voting preferred shares | ||
Preferred stock, shares issued (in shares) | 21,230,769 | 0 |
Preferred stock, shares outstanding (in shares) | 21,230,769 | 0 |
8.25% Series A preferred stock | ||
Preferred stock, dividend rate (as a percent) | 8.25% | 8.25% |
Preferred stock, aggregate liquidation preference | $ 38,787,500 | $ 38,787,500 |
Preferred stock, shares issued (in shares) | 1,551,500 | 1,551,500 |
Preferred stock, shares outstanding (in shares) | 1,551,500 | 1,551,500 |
7.75% Series B preferred stock | ||
Preferred stock, dividend rate (as a percent) | 7.75% | 7.75% |
Preferred stock, aggregate liquidation preference | $ 31,500,000 | $ 31,500,000 |
Preferred stock, shares issued (in shares) | 1,260,000 | 1,260,000 |
Preferred stock, shares outstanding (in shares) | 1,260,000 | 1,260,000 |
8.50% Series C preferred stock | ||
Preferred stock, dividend rate (as a percent) | 8.50% | 8.50% |
Preferred stock, aggregate liquidation preference | $ 22,500,000 | $ 22,500,000 |
Preferred stock, shares issued (in shares) | 900,000 | 900,000 |
Preferred stock, shares outstanding (in shares) | 900,000 | 900,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
CONSOLIDATED STATEMENTS OF INCOME | |
Interest income | $ 116,172,621 |
Other interest income, net | 2,539,274 |
Interest expense | 63,622,771 |
Net interest income | 55,089,124 |
Other revenue: | |
Gain on sales, including fee-based services, net | 24,594,090 |
Mortgage servicing rights | 44,940,760 |
Servicing revenue, net | 9,054,199 |
Property operating income | 14,881,275 |
Other income, net | 1,041,017 |
Total other revenue | 94,511,341 |
Other expenses: | |
Employee compensation and benefits | 38,647,446 |
Selling and administrative | 17,586,871 |
Acquisition costs | 10,261,902 |
Property operating expenses | 13,501,025 |
Depreciation and amortization | 5,021,900 |
Impairment loss on real estate owned | 11,200,000 |
Provision for loss sharing | 2,234,823 |
Provision for loan losses (net of recoveries) | (134,101) |
Management fee - related party | 12,600,000 |
Total other expenses | 110,919,866 |
Income before gain on acceleration of deferred income, loss on termination of swaps, gain on sale of real estate, gain on sale of equity interests, incentive management fee, income from equity affiliates and provision for income taxes | 38,680,599 |
Gain on sale of real estate | 11,630,687 |
Income from equity affiliates | 12,994,607 |
Provision for income taxes | (825,000) |
Net income | 62,480,893 |
Preferred stock dividends | 7,553,720 |
Net income attributable to noncontrolling interest | 12,131,041 |
Net income attributable to common stockholders | $ 42,796,132 |
Basic earnings per common share (in dollars per share) | $ / shares | $ 0.83 |
Diluted earnings per common share (in dollars per share) | $ / shares | $ 0.83 |
Weighted average shares outstanding: | |
Basic (in shares) | shares | 51,305,095 |
Diluted (in shares) | shares | 51,730,553 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
Net income | $ 62,480,893 | $ 53,428,814 | $ 93,048,490 |
Unrealized gain (loss) on securities available-for-sale, at fair value | 146,973 | 70,605 | (335,157) |
Unrealized loss on derivative financial instruments, net | (192,984) | (1,018,587) | (1,318,318) |
Reclassification of net realized loss on derivatives designated as cash flow hedges into earnings | 5,207,878 | 6,149,090 | 12,653,954 |
Reclassification of unrealized gain on securities available-for-sale realized into earnings | (431,476) | ||
Reclassification of net realized loss on derivatives designated as cash flow hedges into loss on termination of swaps | 4,626,192 | ||
Comprehensive income | 67,642,760 | 63,256,114 | 103,617,493 |
Less: | |||
Comprehensive income attributable to noncontrolling interest | 12,883,396 | ||
Preferred stock dividends | 7,553,720 | 7,553,720 | 7,256,255 |
Comprehensive income attributable to common stockholders | $ 47,205,644 | $ 55,702,394 | $ 96,361,238 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) | Preferred Stock8.50% Series C preferred stock | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated DeficitPreferred stock of private REIT | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Arbor Realty Trust, Inc. Stockholders' Equity8.50% Series C preferred stock | Total Arbor Realty Trust, Inc. Stockholders' EquityPreferred stock of private REIT | Total Arbor Realty Trust, Inc. Stockholders' Equity | Noncontrolling Interest | 8.50% Series C preferred stock | Preferred stock of private REIT | Total |
Balance at Dec. 31, 2013 | $ 67,654,655 | $ 491,363 | $ 606,918,836 | $ (212,231,319) | $ (25,237,253) | $ 437,596,282 | $ 437,596,282 | |||||||
Balance (in shares) at Dec. 31, 2013 | 2,811,500 | 49,136,308 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Issuance of common/preferred stock | $ 21,641,250 | $ 10,000 | 6,504,000 | $ 21,641,250 | 6,514,000 | $ 21,641,250 | 6,514,000 | |||||||
Issuance of common/preferred stock (in shares) | 900,000 | 1,000,000 | ||||||||||||
Cancellation of warrants | (2,602,500) | (2,602,500) | (2,602,500) | |||||||||||
Stock-based compensation | $ 3,410 | 1,986,029 | 1,989,439 | 1,989,439 | ||||||||||
Stock-based compensation (in shares) | 341,000 | |||||||||||||
Distributions - common stock | (26,029,540) | (26,029,540) | (26,029,540) | |||||||||||
Distributions - preferred stock | $ (14,698) | (7,256,255) | $ (14,698) | (7,256,255) | $ (14,698) | (7,256,255) | ||||||||
Net income | 93,048,490 | 93,048,490 | 93,048,490 | |||||||||||
Unrealized gain (loss) on securities available-for-sale | (335,157) | (335,157) | (335,157) | |||||||||||
Reclassification of unrealized gain on securities available-for-sale realized into earnings | (431,476) | (431,476) | (431,476) | |||||||||||
Unrealized loss on derivative financial instruments, net | (1,318,318) | (1,318,318) | (1,318,318) | |||||||||||
Reclassification of net realized loss on derivatives designated as cash flow hedges into earnings | 12,653,954 | 12,653,954 | 12,653,954 | |||||||||||
Balance at Dec. 31, 2014 | $ 89,295,905 | $ 504,773 | 612,806,365 | (152,483,322) | (14,668,250) | 535,455,471 | 535,455,471 | |||||||
Balance (in shares) at Dec. 31, 2014 | 3,711,500 | 50,477,308 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Stock-based compensation | $ 4,861 | 3,437,822 | 3,442,683 | 3,442,683 | ||||||||||
Stock-based compensation (in shares) | 486,124 | |||||||||||||
Forfeiture of unvested restricted stock | $ (9) | 9 | ||||||||||||
Forfeiture of unvested restricted stock (in shares) | (916) | |||||||||||||
Distributions - common stock | (29,495,314) | (29,495,314) | (29,495,314) | |||||||||||
Distributions - preferred stock | (14,459) | (7,553,720) | (14,459) | (7,553,720) | (14,459) | (7,553,720) | ||||||||
Net income | 53,428,814 | 53,428,814 | 53,428,814 | |||||||||||
Unrealized gain (loss) on securities available-for-sale | 70,605 | 70,605 | 70,605 | |||||||||||
Unrealized loss on derivative financial instruments, net | (1,018,587) | (1,018,587) | (1,018,587) | |||||||||||
Reclassification of net realized loss on derivatives designated as cash flow hedges into loss on termination of swaps | 4,626,192 | 4,626,192 | 4,626,192 | |||||||||||
Reclassification of net realized loss on derivatives designated as cash flow hedges into earnings | 6,149,090 | 6,149,090 | 6,149,090 | |||||||||||
Balance at Dec. 31, 2015 | $ 89,295,905 | $ 509,625 | 616,244,196 | (136,118,001) | (4,840,950) | 565,090,775 | 565,090,775 | |||||||
Balance (in shares) at Dec. 31, 2015 | 3,711,500 | 50,962,516 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Issuance of common/preferred stock | $ 212,308 | 212,308 | $ 154,559,998 | 154,772,306 | ||||||||||
Issuance of common/preferred stock (in shares) | 21,230,769 | |||||||||||||
Stock-based compensation | $ 4,398 | 3,509,142 | 3,513,540 | 3,513,540 | ||||||||||
Stock-based compensation (in shares) | 439,780 | |||||||||||||
Forfeiture of unvested restricted stock | $ (10) | 10 | ||||||||||||
Forfeiture of unvested restricted stock (in shares) | (1,001) | |||||||||||||
Issuance of convertible senior unsecured notes, net | 2,178,647 | 2,178,647 | 2,178,647 | |||||||||||
Distributions - common stock | (31,797,993) | (31,797,993) | (31,797,993) | |||||||||||
Distributions - preferred stock | $ (14,541) | (7,553,720) | $ (14,541) | (7,553,720) | $ (14,541) | (7,553,720) | ||||||||
Distributions - noncontrolling interest | (6,793,846) | (6,793,846) | ||||||||||||
Net income | 50,349,852 | 50,349,852 | 12,131,041 | 62,480,893 | ||||||||||
Unrealized gain (loss) on securities available-for-sale | 146,973 | 146,973 | 146,973 | |||||||||||
Unrealized loss on derivative financial instruments, net | (192,984) | (192,984) | (192,984) | |||||||||||
Reclassification of net realized loss on derivatives designated as cash flow hedges into earnings | 5,207,878 | 5,207,878 | 5,207,878 | |||||||||||
Balance at Dec. 31, 2016 | $ 89,508,213 | $ 514,013 | $ 621,931,995 | $ (125,134,403) | $ 320,917 | $ 587,140,735 | $ 159,897,193 | $ 747,037,928 | ||||||
Balance (in shares) at Dec. 31, 2016 | 24,942,269 | 51,401,295 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Parenthetical) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
8.50% Series C preferred stock | |||
Preferred stock, dividend rate (as a percent) | 8.50% | 8.50% | 8.50% |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities: | |||
Net income | $ 62,480,893 | $ 53,428,814 | $ 93,048,490 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | |||
Depreciation and amortization | 5,021,900 | 5,436,330 | 7,371,737 |
Stock-based compensation | 3,513,540 | 3,442,683 | 1,989,439 |
Amortization and accretion of interest and fees, net | 4,563,223 | 1,575,359 | (185,461) |
Amortization of capitalized mortgage servicing rights | 21,704,560 | ||
Originations of loans held-for-sale | (2,154,732,111) | ||
Proceeds from sales of loans held-for-sale, net of gain on sale | 1,916,470,295 | ||
Mortgage servicing rights | (44,940,760) | ||
Write-off of capitalized mortgage servicing rights from payoffs | 5,795,612 | ||
Impairment loss on real estate owned | 11,200,000 | 250,000 | |
Provision for loan losses (net of recoveries) | (134,101) | 4,466,886 | (308,511) |
Provision for loss sharing (net of recoveries) | 2,234,823 | ||
Net charge-offs for loss sharing obligations | (2,444,090) | ||
Gain on sale of real estate | (11,630,687) | (7,784,021) | (1,603,763) |
Gain on sale of securities | (15,491) | (86,312,106) | |
Income from equity affiliates | (12,994,607) | (12,300,516) | (248,658) |
Change in fair value of available-for-sale securities | 122,108 | ||
Change in fair value of non-qualifying swaps and linked transactions | (41,022) | ||
Loss on termination of swaps | 4,629,647 | ||
Gain on acceleration of deferred income | (19,171,882) | ||
Incentive management fee - equity interest - related party | 19,047,949 | ||
Changes in operating assets and liabilities | (3,832,183) | 2,624,389 | (2,212,738) |
Net cash (used in) provided by operating activities | (197,617,076) | 36,347,689 | 30,795,356 |
Investing Activities: | |||
Loans and investments funded, originated and purchased, net | (870,166,040) | (985,008,307) | (908,769,736) |
Payoffs and paydowns of loans and investments | 667,902,042 | 985,788,250 | 987,700,535 |
Acquisition of the Agency Business, net of cash acquired | (68,356,323) | ||
Deferred fees | 11,938,362 | 4,876,191 | 5,687,545 |
Investments in real estate, net | (588,089) | (2,223,664) | (4,714,838) |
Contributions to equity affiliates | (6,090,916) | (19,323,597) | (526,499) |
Distributions from equity affiliates | 12,451,691 | 9,094,313 | |
Proceeds from sale of real estate, net | 49,029,780 | 40,076,915 | 21,912,729 |
Proceeds from sale of available-for-sale securities | 1,567,207 | 33,904,172 | |
Due to borrowers and reserves | 395,034 | ||
Purchase of securities, net | (1,551,716) | ||
Principal collection on securities, net | 2,100,000 | 663,684 | |
Net cash (used in) provided by investing activities | (201,917,252) | 24,734,072 | 144,951,905 |
Financing activities: | |||
Proceeds from repurchase agreements, loan participations, credit facilities and notes payable | 3,922,393,859 | 593,879,165 | 402,080,235 |
Paydowns and payoffs of repurchase agreements, loan participations and credit facilities | (3,571,929,021) | (636,939,891) | (382,019,058) |
Paydowns and payoffs of mortgage note payable - real estate owned | (27,155,000) | (30,984,357) | (22,766,647) |
Proceeds from collateralized loan obligations | 250,250,000 | 486,750,000 | 281,250,000 |
Payoffs and paydowns of collateralized loan obligations | (281,250,000) | (177,000,000) | (87,500,000) |
Proceeds from convertible senior unsecured notes | 86,250,000 | ||
Proceeds from senior unsecured notes | 97,860,025 | ||
Payoffs and paydowns of collateralized debt obligations | (312,071,055) | (307,482,803) | |
Proceeds from mortgage note payable - real estate owned | 27,155,000 | ||
Change in restricted cash | 23,088,642 | 169,710,075 | (162,354,455) |
Receipts on swaps and returns of margin calls from counterparties | 4,600,049 | 4,840,000 | 8,993,010 |
Distributions paid on common stock | (31,797,993) | (29,495,314) | (26,029,540) |
Distributions paid on noncontrolling interest | (6,793,846) | ||
Distributions paid on preferred stock | (7,553,720) | (7,553,720) | (7,096,880) |
Distributions paid on preferred stock of private REIT | (14,541) | (14,459) | (14,698) |
Cancellation of warrants | (2,602,500) | ||
Payment of deferred financing costs | (10,617,358) | (10,776,263) | (10,573,245) |
Payments on financial instruments underlying linked transactions | (59,613,649) | ||
Receipts on financial instruments underlying linked transactions | 66,027,912 | ||
Payments on swaps and margin calls to counterparties | (290,000) | (2,032,106) | |
Proceeds from issuance of common stock | 6,800,000 | ||
Expenses paid on issuance of common stock | (285,919) | ||
Proceeds from issuance of preferred stock | 22,500,000 | ||
Expenses paid on issuance of preferred stock | (858,750) | ||
Net cash provided by (used in) financing activities | 349,471,071 | 77,209,181 | (185,719,068) |
Net (decrease) increase in cash and cash equivalents | (50,063,257) | 138,290,942 | (9,971,807) |
Cash and cash equivalents at beginning of period | 188,708,687 | 50,417,745 | 60,389,552 |
Cash and cash equivalents at end of period | 138,645,430 | 188,708,687 | 50,417,745 |
Supplemental cash flow information: | |||
Cash used to pay interest | 53,012,299 | 43,938,914 | 42,756,229 |
Cash used for taxes | 264,289 | 286,571 | 80,101 |
Supplemental schedule of non-cash investing and financing activities: | |||
Fair value of conversion feature of convertible senior unsecured notes | 2,280,000 | ||
Related party financing | 50,000,000 | ||
Issuance of special voting preferred shares and operating partnership units in connection with the Acquisition | 154,772,306 | ||
Investments transferred from real estate owned, net to real estate held-for-sale, net | 26,185,691 | 2,904,057 | |
Loan transferred to real estate owned, net | 5,900,000 | ||
Satisfaction of participation loan | 1,300,000 | ||
Retirement of participation liability | 1,300,000 | ||
Reclassification of deferred financing costs from other assets to debt | 17,428,648 | 13,928,552 | |
Mortgage note payable - real estate held-for-sale, net transferred to real estate owned, net | 1,886,133 | ||
8.25% Series A preferred stock | |||
Supplemental schedule of non-cash investing and financing activities: | |||
Distributions accrued on preferred stock | 266,664 | 266,664 | 266,664 |
7.75% Series B preferred stock | |||
Supplemental schedule of non-cash investing and financing activities: | |||
Distributions accrued on preferred stock | 203,438 | 203,438 | 203,438 |
8.50% Series C preferred stock | |||
Supplemental schedule of non-cash investing and financing activities: | |||
Distributions accrued on preferred stock | $ 159,375 | $ 159,375 | $ 159,375 |
CONSOLIDATED STATEMENTS OF CAS9
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
8.25% Series A preferred stock | |||
Preferred stock, dividend rate (as a percent) | 8.25% | 8.25% | 8.25% |
7.75% Series B preferred stock | |||
Preferred stock, dividend rate (as a percent) | 7.75% | 7.75% | 7.75% |
8.50% Series C preferred stock | |||
Preferred stock, dividend rate (as a percent) | 8.50% | 8.50% | 8.50% |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2016 | |
Description of Business | |
Description of Business | Note 1—Description of Business Arbor Realty Trust, Inc. was formed in 2003 and is externally managed and advised by our Manager, ACM, pursuant to the terms of a management agreement described below. We invest in a diversified portfolio of structured finance assets in the multifamily and commercial real estate markets, primarily consisting of bridge and mezzanine loans, including junior participating interests in first mortgages, preferred and direct equity. In addition, we may also directly acquire real property and invest in real estate-related notes and certain mortgage-related securities. We refer to this platform as our Structured Business. As a result of the Acquisition, we also now originate, sell and service a range of multifamily finance products through Fannie Mae, Freddie Mac, Ginnie Mae, FHA, HUD and the CMBS programs. We retain the servicing rights and asset management responsibilities on substantially all loans we originate and sell under the GSE and HUD programs. We are an approved Fannie Mae DUS lender nationally, a Freddie Mac Multifamily Conventional Loan lender, seller/servicer, in New York, New Jersey and Connecticut, a Freddie Mac affordable, manufactured housing, senior housing and SBL lender, seller/servicer, nationally and a HUD MAP and LEAN senior housing/healthcare lender nationally. We refer to this platform as our Agency Business. See Acquisition of Our Manager's Agency Platform below for further details about the Acquisition. Substantially all of our operations are conducted through our operating partnership, ARLP, for which we serve as the general partner, and ARLP's subsidiaries. We are organized to qualify as a REIT for federal income tax purposes. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Basis of Presentation and Significant Accounting Policies | |
Basis of Presentation and Significant Accounting Policies | Note 2—Basis of Presentation and Significant Accounting Policies Basis of Presentation The consolidated financial statements and accompanying notes have been prepared in accordance with GAAP. In the opinion of management, all adjustments considered necessary for a fair presentation of our financial position, results of operations and cash flows have been included and are of a normal and recurring nature. In the fourth quarter of 2016, we revised the assumption used in determining amortization periods on the MSR portfolio we acquired in connection with the Acquisition in the third quarter of 2016. This change in estimate resulted in an increase in our quarterly MSR amortization, which is included in servicing revenue, net in our consolidated statements of income. The effect of this non-cash change was a reduction in our net income of approximately $3.4 million, or $0.07 per diluted share, for 2016. Excluding the addition of new MSRs in future periods, we expect this change in estimate to reduce net income by approximately $1.4 million for the first quarter of 2017, with the impact of this change decreasing in future reporting periods as loans mature and repay over the weighted average estimated life remaining. Certain prior year amounts have been reclassified to conform to current period presentation. We reclassified acquisition costs of $3.1 million associated with the Acquisition from selling and administrative expenses to acquisition costs for the year ended December 31, 2015. Principles of Consolidation The accompanying consolidated financial statements include our financial statements and the financial statements of our wholly owned subsidiaries, partnerships and other joint ventures in which we own a controlling interest, including variable interest entities ("VIEs") of which we are the primary beneficiary. Entities in which we have a significant influence are accounted for under the equity method. See Note 17—Variable Interest Entities for information about our VIEs. All significant inter-company transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that could materially affect the amounts reported in the consolidated financial statements and accompanying notes. As future events cannot be determined with precision, actual results could differ from those estimates. Significant Accounting Policies Cash and Cash Equivalents. All highly liquid investments with original maturities of three months or less are considered to be cash equivalents. We place our cash and cash equivalents in high quality financial institutions. The consolidated account balances at each institution periodically exceed Federal Deposit Insurance Corporation (FDIC) insurance coverage and we believe that this risk is not significant. Loans, Investments and Securities. Loans held for investment are intended to be held to maturity and, accordingly, are carried at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and net of the allowance for loan losses when such loan or investment is deemed to be impaired. We invest in preferred equity interests that, in some cases, allow us to participate in a percentage of the underlying property's cash flows from operations and proceeds from a sale or refinancing. At the inception of each such investment, we determine whether such investment should be accounted for as a loan, equity interest or as real estate. To date, we have determined that all such investments are properly accounted for and reported as loans. At the time of purchase, we designate a security as available-for-sale, held-to-maturity, or trading depending on our ability and intent for the security. Securities available-for-sale are reported at fair value with the net unrealized gains or losses reported as a component of accumulated other comprehensive income (loss). Unrealized losses that are determined to be other-than-temporary are recognized in earnings up to their credit component. The determination of other-than-temporary impairment is a subjective process requiring judgments and assumptions and is not necessarily intended to indicate a permanent decline in value. The process includes, but is not limited to, assessment of recent market events and prospects for near-term recovery, assessment of cash flows, internal review of the underlying assets securing the investments, credit of the issuer and the rating of the security, as well as our ability and intent to hold the investment to maturity. We closely monitor market conditions on which we base such decisions. Impaired Loans, Allowance for Loan Losses and Charge-offs. We consider a loan impaired when, based upon current information, it is probable that we will be unable to collect all amounts due for both principal and interest according to the contractual terms of the loan agreement. We evaluate each loan in our portfolio on a quarterly basis. Our loans are individually specific and unique as it relates to product type, geographic location, and collateral type, as well as to the rights and remedies and the position in the capital structure our loans have in relation to the underlying collateral. We evaluate this information at both a loan level and general market trends level when determining the appropriate assumptions such as capitalization and market discount rates, as well as the borrower's operating income and cash flows, in estimating the value of the underlying collateral when determining if a loan is impaired. We utilize internally developed valuation models and techniques primarily consisting of discounted cash flow and direct capitalization models in determining the fair value of the underlying collateral on an individual loan. We may also obtain a third party appraisal, which may value the collateral through an "as-is" or "stabilized value" methodology. Such appraisals may be used as an additional source of valuation information only and no adjustments are made to appraisals. If upon completion of the valuation, the fair value of the underlying collateral securing the impaired loan is less than the net carrying value of the loan, an allowance is created with a corresponding charge to the provision for loan losses. The allowance for each loan is maintained at a level that we believe to be adequate to absorb probable losses. Loan terms may be modified if we determine that based on the individual circumstances of a loan and the underlying collateral, a modification would more likely increase the total recovery of the combined principal and interest from the loan. Any loan modification is predicated upon a goal of maximizing the collection of the loan. Typical triggers for a modification would include situations where the projected cash flow is insufficient to cover required debt service, when asset performance is lagging the initial projections, where there is a requirement for rebalancing, where there is an impending maturity of the loan, and where there is an actual loan default. Loan terms that have been modified have included, but are not limited to, interest rate, maturity date and in certain cases, principal amount. Length and amounts of each modification have varied based on individual circumstances and are determined on a case by case basis. If the loan modification constitutes a concession whereas we do not receive ample consideration in return for the modification, and the borrower is experiencing financial difficulties and cannot repay the loan under the current terms, then the modification is considered by us to be a troubled debt restructuring. If we receive a benefit, either monetary or strategic, and the above criteria are not met, the modification is not considered to be a troubled debt restructuring. We record interest on modified loans on an accrual basis to the extent the modified loan is contractually current. Charge-offs to the allowance for loan losses occur when losses are confirmed through the receipt of cash or other consideration from the completion of a sale; when a modification or restructuring takes place in which we grant a concession to a borrower or agree to a discount in full or partial satisfaction of the loan; when we take ownership and control of the underlying collateral in full satisfaction of the loan; when loans are reclassified as other investments; or when significant collection efforts have ceased and it is highly likely that a loss has been realized. Loss on restructured loans is recorded when we have granted a concession to the borrower in the form of principal forgiveness related to the payoff or the substitution or addition of a new debtor for the original borrower or when we incur costs on behalf of the borrower related to the modification, payoff or the substitution or addition of a new debtor for the original borrower. When a loan is restructured, we record our investment at net realizable value, taking into account the cost of all concessions at the date of restructuring. In addition, a gain or loss may be recorded upon the sale of a loan to a third party in the consolidated statements of income in the period in which the loan was sold. Loans Held-for-Sale, Net. Loans held-for-sale, net represents commercial real estate loans originated in our Agency Business, which are generally transferred or sold within 60 days from the date the loan is funded. Such loans are reported at the lower of cost or market on an aggregate basis and include the value allocated to the associated future MSRs. During the period prior to its sale, interest income on a loan held-for-sale is calculated in accordance with the terms of the individual loan and the loan origination fees and direct loan origination costs are deferred until the loan is sold. Substantially all of our held-for-sale loans are financed with matched borrowings from credit facilities contracted to finance such loans. Interest income and expense are earned or incurred after a loan is closed and before a loan is sold. Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated, put presumptively beyond the reach of the entity, even in bankruptcy, (2) the transferee (or if the transferee is an entity whose sole purpose is to engage in securitization and the entity is constrained from pledging or exchanging the assets it receives, each third-party holder of its beneficial interests) has the right to pledge or exchange the transferred financial assets, and (3) we or our agents does not maintain effective control over the transferred financial assets or third-party beneficial interest related to those transferred assets through an agreement to repurchase them before their maturity. We have determined that all loans sold have met these specific conditions and account for all transfers of mortgage loans as completed sales. Allowance for Loss-Sharing Obligations. When a loan is sold under the Fannie Mae DUS program, we undertake an obligation to partially guarantee the performance of the loan. Generally, we are responsible for losses equal to the first 5% of the UPB and a portion of any additional losses to an overall maximum of 20% of the original principal balance. Fannie Mae bears any remaining loss. In addition, under the terms of the master loss-sharing agreement with Fannie Mae, we are responsible for funding 100% of mortgage delinquencies (principal and interest) and servicing advances (taxes, insurance and foreclosure costs) until the amounts advanced exceeds 5% of the UPB at the date of default. Thereafter, we may request interim loss-sharing adjustments which allow us to fund 25% of such advances until final settlement. At inception, a liability for the fair value of the obligation undertaken in issuing the guaranty is recognized. In determining the fair value of the guaranty obligation, we consider the risk profile of the collateral and the historical loss experience in our portfolio. The guaranty obligation is removed only upon either the expiration or settlement of the guaranty. We evaluate the allowance for loss-sharing obligations by monitoring the performance of each loss-sharing loan for events or conditions that may signal a potential default. Historically, initial loss recognition occurs at or before a loan becomes 60 days delinquent. In instances where payment under the guaranty on a loan is determined to be probable and estimable (as the loan is probable of, or is, in foreclosure), we record a liability for the estimated allowance for loss-sharing (a "specific reserve") by transferring the guarantee obligation recorded on the loan to the specific reserve with any adjustments to this reserve amount recorded in provision for loss sharing in the statements of income, along with a write-off of the associated loan-specific MSR. The amount of the allowance considers our assessment of the likelihood of repayment by the borrower or key principal(s), the risk characteristics of the loan, the loan's risk rating, historical loss experience, adverse situations affecting individual loans, the estimated disposition value of the underlying collateral, and the level of risk sharing. We regularly monitor the specific reserves and update loss estimates as current information is received. Capitalized Mortgage Servicing Rights. We recognize, as separate assets, rights to service mortgage loans for others, including such rights that are created by the origination of mortgage loans that are sold with the servicing rights retained by the originator. Income from MSRs is recognized when we record a derivative asset upon the commitment to originate a loan with a borrower and sell the loan to an investor. This commitment asset is recognized at fair value based on our internal medel, which reflects the estimated fair value of the discounted expected net cash flows associated with the servicing of the loan. When a mortgage loan is sold, we retain the right to service the loan and recognize the MSR at the initial capitalized valuation. We amortize MSRs using the amortization method, which requires the MSRs to be amortized over the period of estimated net servicing income or loss and that the servicing assets or liabilities be assessed for impairment, or increased obligation, based on the fair value at each reporting date. Amortization of MSRs is recorded as a reduction of servicing revenues, net in the consolidated statements of income. The following assumptions were used in calculating each loan's MSR for the periods presented: Key rates: We used discount rates ranging from 8% to 15%, representing a weighted average discount rate of 13%, based on our best estimate of market discount rates to determine the present value of MSRs. The inflation rate used for adequate compensation was 3%. Servicing Cost: The estimated future cost to service the loan for the estimated life of the MSR is subtracted from the estimated future cash flows. Estimated Life: We estimate the life of our MSRs based upon the stated yield maintenance and/or prepayment protection term of the underlying loan and may be reduced by 6 to 12 months based upon the expiration of various types of prepayment penalty and/or lockout provisions prior to that stated maturity date. MSRs are initially recorded at fair value and are carried at amortized cost. Fair values are estimated considering market prices for similar MSRs, when available, and by estimating the present value of the future net cash flows of the capitalized MSRs, net of adequate compensation for servicing. Adequate compensation is based on the market rate of similar servicing contracts. We estimate the terms of commercial servicing for each loan by assuming that servicing would not end prior to the yield maintenance date, if applicable, at which point the prepayment penalty expires. MSRs are amortized in proportion to and over the period of estimated net servicing income. We engage an independent third party to assist in determining an estimated fair value of our MSR portfolio on a quarterly basis. We evaluate the MSR portfolio for impairment on a quarterly basis based on the difference between the aggregate carrying amount of the MSRs and their aggregate fair value. We engage an independent third-party valuation expert to assist in determining an estimated fair value of our MSR portfolio. For purposes of impairment evaluation, the MSRs are stratified based on predominant risk characteristics of the underlying loans, which we have identified as loan type, note rate and yield maintenance provisions. To the extent that the carrying value of the MSRs exceeds fair value, a valuation allowance is established. We record write-offs of MSRs related to loans that were repaid prior to their expected maturity and loans that have defaulted and determined to be unrecoverable. When this occurs, the write-off is recorded as a direct write-down to the carrying value of MSRs and is included as a component of servicing revenue, net in the consolidated statements of income. This direct write-down permanently reduces the carrying value of the MSRs, precluding recognition of subsequent recoveries. Real Estate Owned and Held-For-Sale. Real estate acquired is recorded at its estimated fair value at the time of acquisition and is shown net of accumulated depreciation and impairment charges. Costs incurred in connection with the acquisition of a property are expensed as incurred. We allocate the purchase price of our real estate acquisitions to land, building, tenant improvements, origination asset of the in-place leases, intangibles for the value of any above or below market leases at fair value and to any other identified intangible assets or liabilities. We finalize our purchase price allocation on these assets within one year of the acquisition date. We amortize the value allocated to in-place leases over the remaining lease term, which is reported in depreciation and amortization expense on our consolidated statements of income. The value allocated to above or below market leases are amortized over the remaining lease term as an adjustment to rental income. Real estate assets are depreciated using the straight-line method over their estimated useful lives. Ordinary repairs and maintenance which are not reimbursed by the tenants are expensed as incurred. Major replacements and betterments which improve or extend the life of the asset are capitalized and depreciated over their estimated useful life. Our properties are reviewed for impairment each quarter, if events or circumstances change indicating that the carrying amount of an asset may not be recoverable. We recognize impairment if the undiscounted estimated cash flows to be generated by an asset is less than the carrying amount of such asset. Measurement of impairment is based on the asset's estimated fair value. In the evaluation of a property for impairment, many factors are considered, including estimated current and expected operating cash flows from the property during the projected holding period, costs necessary to extend the life or improve the asset, expected capitalization rates, projected stabilized net operating income, selling costs, and the ability to hold and dispose of the asset in the ordinary course of business. Impairment charges may be necessary in the event discount rates, capitalization rates, lease-up periods, future economic conditions, and other relevant factors vary significantly from those assumed in valuing the property. Real estate is classified as held-for-sale when we commit to a plan of sale, the asset is available for immediate sale, there is an active program to locate a buyer, and it is probable the sale will be completed within one year. Real estate assets that are expected to be disposed of are valued at the lower of the asset's carrying amount or its fair value less costs to sell. We recognize sales of real estate properties upon closing. Payments received from purchasers prior to closing are recorded as deposits. Gain on real estate sold is recognized using the full accrual method when the collectability of the sale price is reasonably assured and we are not obligated to perform significant activities after the sale. A gain may be deferred in whole or in part until collectability of the sales price is reasonably assured and the earnings process is complete. Investments in Equity Affiliates. We invest in joint ventures that are formed to invest in real estate related assets or businesses. These joint ventures are not majority owned or controlled by us, or are VIEs for which we are the primary beneficiary, and are not consolidated in our financial statements. These investments are recorded under either the equity or cost method of accounting as deemed appropriate. We evaluate these investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. We recognize an impairment loss if the estimated fair value of the investment is less than its carrying amount and we determine that the impairment is other-than-temporary. We record our share of the net income and losses from the underlying properties of our equity method investments and any other-than-temporary impairment on these investments on a single line item in the consolidated statements of income as income or losses from equity affiliates. Goodwill and Other Intangible Assets. Significant judgement is required to estimate the fair value of intangible assets and in assigning their estimated useful lives. Accordingly, we typically seek the assistance of independent third party valuation specialists for significant intangible assets. The fair value estimates are based on available historical information and on future expectations and assumptions we deem reasonable. We generally use an income based valuation method to estimate the fair value of intangible assets, which discounts expected future cash flows to present value using estimates and assumptions we deem reasonable. For intangible assets related to acquired technology, we use the replacement cost method to determine fair value. Determining the estimated useful lives of intangible assets also requires judgment. Certain intangible assets, such as GSE licenses, have been deemed to have indefinite lives while other intangible assets, such as broker and borrower relationships, above/below market rent and acquired technology have been deemed to have finite lives. Our assessment as to which intangible assets are deemed to have finite or indefinite lives is based on several factors including economic barriers of entry for the acquired product lines, scarcity of available GSE licenses, technology life cycles, retention trends and our operating plans, among other factors. Goodwill and indefinite-lived intangible assets are not amortized, while finite-lived intangible assets are amortized over the estimated useful lives of the assets on a straight-line basis. Indefinite-lived intangible assets, including goodwill, are tested for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. In addition, with respect to goodwill, an impairment analysis is performed at least annually. We have elected to make the first day of our fiscal fourth quarter the annual impairment assessment date for goodwill. We first assess qualitative factors to determine whether it is more likely than not that the fair value is less than the carrying value. If, based on that assessment, we believe it is more likely than not that the fair value is less than the carrying value, then a two-step goodwill impairment test is performed. Based on the impairment test performed as of October 1, 2016, there was no indication that the indefinite-lived intangible assets, including goodwill, was impaired and there were no events or changes in circumstances indicating impairment at December 31, 2016. Business Combinations. Business combinations are accounted for under the acquisition method of accounting, under which the purchase price is allocated to the fair value of the assets acquired and liabilities assumed at the acquisition date. The excess of the purchase price over the amount allocated to the assets acquired and liabilities assumed is recorded as goodwill. Adjustments to the assets acquired and liabilities assumed made during the measurement period are recorded in the period in which the adjustment is identified, with a corresponding adjustment to goodwill. If any adjustments are made subsequent to the measurement period, which could be up to one year after the acquisition date, these adjustments are recorded to the consolidated statements of income. Acquisition related costs are expensed as incurred. Hedging Activities and Derivatives. We measure derivative instruments at fair value and record them as assets or liabilities. Fair value adjustments will affect either accumulated other comprehensive income (loss) until the hedged item is recognized in earnings, or net income depending on whether the derivative instrument qualifies as a hedge for accounting purposes and, if so, the nature of the hedging activity. We use derivatives for hedging purposes rather than trading or speculation. Fair values are estimated based on current market data from financial sources that trade such instruments and are based on prevailing market data and derived from third party proprietary models based on well recognized financial principles and reasonable estimates about relevant future market conditions. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. These derivative instruments must be effective in reducing risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative instrument matures or is settled. Any derivative instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in earnings. In cases where a derivative instrument is terminated early, any gain or loss is generally amortized over the remaining life of the hedged item. We may also enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or we elect not to apply hedge accounting. The ineffective portion of a derivative's change in fair value is recognized immediately in earnings. In connection with our interest rate risk management, we may hedge a portion of our interest rate risk by entering into derivative instrument contracts. Specifically, our derivative instruments are used to manage differences in the amount, timing, and duration of our expected cash receipts and our expected cash payments principally related to our investments and borrowings. Our objectives in using interest rate derivatives are to add stability to interest income and to manage our exposure to interest rate movements. To accomplish this objective, we have used interest rate swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for us making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. We have also financed the purchase of RMBS investments through repurchase agreements with the same counterparties, which qualified as linked transactions and were accounted for as forward contract derivatives. Linked transactions are not designated as hedging instruments and, as a result, the change in the fair value and net interest income from linked transactions are reported in other income, net in the consolidated statements of income. We sold our RMBS investments during 2014. Our rate lock and forward sales commitments associated with the Agency Business meet the definition of a derivative and are recorded at fair value. The estimated fair value of rate lock commitments includes the effects of interest rate movements as well as the fair value of the expected net cash flows associated with the servicing of the loan which is recorded as income from MSRs in the consolidated statements of income. The estimated fair value of forward sale commitments includes the effects of interest rate movements between the trade date and balance sheet date. Adjustments to the fair value are reflected as a component of other income, net in the consolidated statements of income. Revenue Recognition. Interest income is recognized on the accrual basis as it is earned. In certain instances, the borrower pays an additional amount of interest at the time the loan is closed, an origination fee, a prepayment fee and/or deferred interest upon maturity. In some cases, interest income may also include the amortization or accretion of premiums and discounts arising from the purchase or origination of the loan or security. This additional income, net of any direct loan origination costs incurred, is deferred and accreted into interest income on an effective yield or "interest" method adjusted for actual prepayment activity over the life of the related loan or security as a yield adjustment. Income recognition is suspended for loans when, in our opinion, a full recovery of all contractual principal is not probable. Income recognition is resumed when the loan becomes contractually current and performance is resumed. We record interest income on certain impaired loans to the extent cash is received, as the borrower continues to make interest payments. We record loan loss reserves related to these loans when it is deemed that full recovery of principal and accrued interest is not probable. Several of our loans provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to our determination that accrued interest and outstanding principal are ultimately collectible, based on the underlying collateral and operations of the asset. If we cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt. Given the transitional nature of some of our real estate loans, we may require funds to be placed into an interest reserve, based on contractual requirements, to cover debt service costs. We will analyze these interest reserves on a periodic basis and determine if any additional interest reserves are needed. Recognition of income on loans with funded interest reserves are accounted for in the same manner as loans without funded interest reserves. We do not recognize interest income on loans in which the borrower has failed to make the contractual interest payment due or has not replenished the interest reserve account. Income from non-performing loans is generally recognized on a cash basis only to the extent it is received. Full income recognition will resume when the loan becomes contractually current and performance has recommenced. Additionally, interest income is recorded when earned from equity participation interests, referred to as equity kickers. These equity kickers have the potential to generate additional revenues to us as a result of excess cash flow distributions and/or as |
Acquisition of Our Manager's Ag
Acquisition of Our Manager's Agency Platform | 12 Months Ended |
Dec. 31, 2016 | |
Acquisition of Our Manager's Agency Platform | |
Acquisition of Our Manager's Agency Platform | Note 3—Acquisition of Our Manager's Agency Platform On July 14, 2016, we completed the previously announced Acquisition pursuant to an asset purchase agreement ("Purchase Agreement") dated February 25, 2016. The aggregate purchase price was $275.8 million, which was paid with $138.0 million in stock, $87.8 million in cash and with the issuance of a $50.0 million seller financing instrument. The equity component of the purchase price was paid with 21,230,769 OP Units, which was based on a stock price of $6.50 per share. The closing price of our common stock on the Acquisition date was $7.29 per share; therefore, the estimated fair value of the total consideration given to our Manager was $292.5 million. Each of these OP Units are paired with one share of our Special Voting Preferred Shares, which provides ACM with one vote per share on any matter submitted to a vote of our stockholders. The OP Units are entitled to receive distributions if and when our Board of Directors authorizes and declares future common stock distributions. The OP Units are also redeemable for cash, or at our option, for shares of our common stock on a one-for-one basis. See Note 12—Debt Obligations for further details about the seller financing and Note 18—Equity for further details about the OP Units. All ACM employees directly related to the Agency Business (approximately 235) have become our employees as of the Acquisition date. In addition, pursuant to the Purchase Agreement, we have an option, expiring in July 2018, to purchase the existing management agreement and fully internalize our management structure for $25.0 million (increasing to $27.0 million after July 2017). The exercise of this option is at the discretion of the special committee of our Board of Directors, which has no obligation to exercise its option. We performed a preliminary allocation of the purchase price to the underlying assets acquired and liabilities assumed based on their estimated fair values as of the Acquisition date, with the excess of the purchase price allocated to goodwill. We have not finalized the analysis of certain acquired assets and liabilities assumed. However, we are continuing our review of these items during the measurement period and any further changes to the preliminary purchase price allocation will be recognized as the valuations are finalized, which could change the amount of the purchase price allocated to goodwill. During the fourth quarter of 2016, we determined that the estimated fair value associated with certain accrued liabilities assumed were overstated, which resulted in a reduction to goodwill of $1.0 million. The preliminary purchase price allocations at December 31, 2016 are summarized as follows: Purchase Price: Issuance of 21,230,769 OP Units at $7.29 per share $ Cash on hand Borrowings from seller financing—related party ​ ​ ​ ​ ​ Total consideration $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allocated to: Cash and cash equivalents $ Restricted cash Loans held-for-sale Available-for-sale securities Capitalized mortgage servicing rights Fixed assets Other assets Finite-lived intangible assets Infinite-lived intangible assets Credit facilities and repurchase agreements ) Allowance for loss-sharing obligations ) Other liabilities ) Goodwill ​ ​ ​ ​ ​ Net assets acquired $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ In connection with the Acquisition, we recorded goodwill as a result of the total consideration exceeding the fair value of the assets acquired and liabilities assumed. The Goodwill was attributed to our Agency Business as it relates to the assets we acquired in the Acquisition. See Note 11—Goodwill and Other Intangible Assets for further details. The total revenues and pre-tax income associated with the Agency Business from the date of Acquisition, which is included in the consolidated statements of income for 2016, were $85.6 million and $41.8 million, respectively. The following unaudited pro forma financial information presents the revenues and earnings of the combined entity, as if the Acquisition occurred as of January 1, 2015. The unaudited pro forma financial information is not intended to represent or be indicative of the consolidated financial results of operations that would have been reported had the Acquisition been completed as of January 1, 2015 and should not be taken as indicative of our future consolidated results of operations. Year Ended December 31, Supplementary Pro Forma Information 2016 2015 Revenues $ $ Net income attributable to noncontrolling interest $ $ Net income attributable to common stockholders $ $ Diluted earnings per common share $ $ In connection with the Acquisition, we incurred legal and advisory fees totaling $10.3 million during 2016 and $14.7 million in total. |
Loans and Investments
Loans and Investments | 12 Months Ended |
Dec. 31, 2016 | |
Loans and Investments | |
Loans and Investments | Note 4—Loans and Investments The following tables set forth the composition of our Structured Business loan and investment portfolio: December 31, Percent of Loan Wtd. Avg. Wtd. Avg. Wtd. Avg. Wtd. Avg. Bridge loans $ % % % % Mezzanine loans % % % % Junior participation loans % % % % Preferred equity investments % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unearned revenue ) Allowance for loan losses ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans and investments, net $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, Percent of Loan Wtd. Avg. Wtd. Avg. Wtd. Avg. Wtd. Avg. Bridge loans $ % % % % Mezzanine loans % % % % Junior participation loans % % % % Preferred equity investments % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unearned revenue ) Allowance for loan losses ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans and investments, net $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) "Weighted Average Pay Rate" is a weighted average, based on the UPB of each loan in our portfolio, of the interest rate required to be paid monthly as stated in the individual loan agreements. Certain loans and investments that require an additional rate of interest "Accrual Rate" to be paid at maturity are not included in the weighted average pay rate as shown in the table. (2) The "First Dollar LTV Ratio" is calculated by comparing the total of our senior most dollar and all senior lien positions within the capital stack to the fair value of the underlying collateral to determine the point at which we will absorb a total loss of our position. (3) The "Last Dollar LTV Ratio" is calculated by comparing the total of the carrying value of our loan and all senior lien positions within the capital stack to the fair value of the underlying collateral to determine the point at which we will initially absorb a loss. During the first quarter of 2015, we acquired a $116.0 million defaulted first mortgage note, at par, that paid off in the subsequent quarter resulting in the recognition of income totaling $6.7 million, net of fees and expenses. The $6.7 million of income consisted of other interest income totaling $7.9 million, partially offset by $1.2 million of expenses that were recorded in employee compensation and benefits. In the second quarter of 2016, additional funds held in escrow from the note payoff were released following an arbitration proceeding and we recognized income totaling $1.9 million, net of fees and expenses. The $1.9 million of income consisted of other interest income totaling $2.5 million, partially offset by $0.6 million of expenses that were recorded in employee compensation and benefits. Concentration of Credit Risk We are subject to concentration of credit risk in that, at December 31, 2016, the UPB related to 35 loans with five different borrowers represented 16% of total assets. At December 31, 2015, the UPB related to 22 loans with five different borrowers represented 22% of total assets. During both 2016 and 2015, no single loan or investment represented 10% of our total assets and no single investor group generated 10% of our revenue. We assign a credit risk rating to each loan and investment that range from one to five, with one being the lowest risk and five being the highest. Each credit risk rating has benchmark guidelines that pertain to debt-service coverage ratios, LTV ratios, borrower strength, asset quality, and funded cash reserves. Other factors such as guarantees, market strength, remaining loan term and borrower equity are also reviewed and factored into determining the credit risk rating assigned to each loan. This metric provides a helpful snapshot of portfolio quality and credit risk. Given our asset management approach, however, the risk rating process does not result in differing levels of diligence contingent upon credit rating. That is because all portfolio assets are subject to the level of scrutiny and ongoing analysis consistent with that of a "high-risk" loan. Assets are subject to, at minimum, a thorough quarterly financial evaluation in which historical operating performance and forward-looking projections are reviewed. Generally speaking, given our typical loan profile, a risk rating of three suggests that we expect the loan to make both principal and interest payments according to the contractual terms of the loan agreement, and is not considered impaired. A risk rating of four indicates we anticipate the loan will require a modification of some kind. A risk rating of five indicates we expect the loan to underperform over its term, and there could be loss of interest and/or principal. Ratings of 3.5 and 4.5 generally indicate loans that have characteristics of both the immediately higher and lower classifications. Further, while the above are the primary guidelines used in determining a certain risk rating, subjective items such as borrower strength, condition of the market of the underlying collateral, additional collateral or other credit enhancements, or loan terms, may result in a rating that is higher or lower than might be indicated by any risk rating matrix. As a result of the loan review process at December 31, 2016 and 2015, we identified loans and investments that we consider higher-risk loans that had a carrying value, before loan loss reserves, of $152.9 million and $154.7 million, respectively, and a weighted average last dollar LTV ratio of 94% at both December 31, 2016 and 2015. A summary of the loan portfolio's weighted average internal risk ratings and LTV ratios by asset class is as follows: December 31, 2016 Asset Class Unpaid Percentage Wtd. Avg. Wtd. Avg. Wtd. Avg. Multifamily $ % % % Office % % % Land % % % Hotel % % % Other % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % % % December 31, 2015 Asset Class Unpaid Percentage Wtd. Avg. Wtd. Avg. Wtd. Avg. Multifamily $ % % % Office % % % Land % % % Hotel % % % Other % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Geographic Concentration Risk As of December 31, 2016, 25%, 15%, 14% and 13% of the outstanding balance of our loan and investment portfolio had underlying properties in New York, California, Florida and Texas, respectively. As of December 31, 2015, 34%, 14%, 14% and 12% of the outstanding balance of our loan and investment portfolio had underlying properties in New York, Florida, California and Texas, respectively. Impaired Loans and Allowance for Loan Losses We evaluate each loan in our portfolio quarterly to assess the performance of our loans and whether a reserve for impairment should be recorded. We measure our relative loss position for our mezzanine loans, junior participation loans and preferred equity investments by determining the point where we will be exposed to losses based on our position in the capital stack as compared to the fair value of the underlying collateral. We determine our loss position on both a first dollar loan-to-value ("LTV") and a last dollar LTV basis, as defined above. A summary of the changes in the allowance for loan losses is as follows: Year Ended December 31, 2016 2015 2014 Allowance at beginning of period $ $ $ Provision for loan losses Charge-offs ) ) ) Charge-off on loan reclassification to real estate owned, net — ) — Recoveries of reserves ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance at end of period $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ During 2015, we determined that the fair value of the underlying collateral securing five impaired loans with an aggregate carrying value of $125.3 million was less than the net carrying value of the loans, resulting in a $6.5 million provision for loan losses. In addition, during 2015, we recorded $2.0 million of net recoveries of previously recorded loan loss reserves resulting in a $4.5 million net provision. These recoveries were recorded in provision for loan losses in the consolidated statements of income. Of the $6.5 million of loan loss reserves recorded during 2015, $4.0 million was attributable to loans on which we had previously recorded reserves, while $2.5 million of reserves related to other loans in our portfolio. During 2014, we determined that the fair value of the underlying collateral securing four impaired loans with an aggregate carrying value of $151.9 million was less than the net carrying value of the loans, resulting in a $9.0 million provision for loan losses. In addition, during 2014, we recorded $9.3 million of net recoveries of previously recorded loan loss reserves resulting in a $(0.3) million net recovery provision. These recoveries were recorded in provision for loan losses in the consolidated statements of income. Of the $9.0 million of loan loss reserves recorded during 2014, $3.8 million was attributable to loans on which we had previously recorded reserves, while $5.2 million of reserves related to other loans in our portfolio. At December 31, 2016, 2015 and 2014, we had a total of eight, nine and ten loans, respectively, with an aggregate carrying value, before loan loss reserves, of $187.4 million, $189.2 million and $221.6 million, respectively, for which impairment reserves have been recorded. A summary of charge-offs and recoveries by asset class is as follows: Year Ended December 31, 2016 2015 2014 Charge-offs: Multifamily $ ) $ — $ ) Office — ) — Hotel — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ ) $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recoveries: Multifamily $ $ $ Office — — Land — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Recoveries (Charge-offs) $ ) $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ratio of net recoveries (charge-offs) during the period to average loans and investments outstanding during the period )% )% % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ There were no loans for which the collateral securing the loan was less than the carrying value of the loan for which we had not recorded a provision for loan loss as of December 31, 2016, 2015 and 2014. During 2016, we received a $1.8 million discounted payoff on an impaired bridge loan with a carrying value before reserves of $4.8 million, resulting in the recognition of an additional provision for loan losses of $0.1 million and a charge-off of $3.0 million. During 2015, we incurred a $32.0 million charge-off of previously recorded reserves due to the write-off of a fully reserved junior participation loan. We also charged-off $2.5 million in connection with the transfer of an office building by deed in lieu of foreclosure to real estate owned, net. During 2014, we incurred a $6.5 million charge-off to previously recorded reserves from the write-off of a mezzanine loan and a bridge loan that had an aggregate carrying value of $11.9 million. We have six loans with a carrying value totaling $121.1 million at December 31, 2016, which mature in September 2017, that are collateralized by a land development project. The loans do not carry a current pay rate of interest, but five of the loans with a carrying value totaling $111.8 million entitle us to a weighted average accrual rate of interest of 8.29%. We suspended the recording of the accrual rate of interest on these loans, as they were impaired and we deemed the collection of this interest to be doubtful. We have recorded cumulative allowances for loan losses of $49.1 million related to these loans as of December 31, 2016 and 2015. The loans are subject to certain risks associated with a development project including, but not limited to, availability of construction financing, increases in projected construction costs, demand for the development's outputs upon completion of the project, and litigation risk. Additionally, these loans were not classified as non-performing as the borrower is in compliance with all of the terms and conditions of the loans. A summary of our impaired loans by asset class is as follows: December 31, 2016 Year Ended December 31, 2016 Asset Class Unpaid Carrying Allowance for Average Interest Multifamily $ $ $ $ $ Office Land — Hotel Commercial — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2015 Year Ended December 31, 2015 Asset Class Unpaid Carrying Allowance for Average Interest Multifamily $ $ $ $ $ Office Land — Hotel Commercial — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Represents the UPB of impaired loans less unearned revenue and other holdbacks and adjustments and was comprised of eight and nine loans at December 31, 2016 and 2015, respectively. (2) Represents an average of the beginning and ending UPB of each asset class. As of December 31, 2016, three fully reserved loans with an aggregate carrying value of $22.9 million were classified as non-performing. As of December 31, 2015, three loans with an aggregate net carrying value of less than $0.1 million, net of related loan loss reserves on the loans of $22.9 million, were classified as non-performing. Income from non-performing loans is generally recognized on a cash basis when it is received. Full income recognition will resume when the loan becomes contractually current and performance has recommenced. A summary of our non-performing loans by asset class is as follows: December 31, 2016 December 31, 2015 Asset Class Carrying Less Than Greater Than Carrying Less Than Greater Than Multifamily $ $ — $ $ $ — $ Office — — Commercial — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2016 and 2015, we had no loans contractually past due 90 days or more that are still accruing interest. A summary of loan modifications, refinancings and/or extensions by asset class that we considered to be troubled debt restructurings were as follows: Year Ended December 31, 2016 Asset Class Number Original Original Extended Extended Multifamily $ % $ % Office % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2015 Multifamily $ % $ % Office % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ There were no loans in which we considered the modifications to be troubled debt restructurings that were subsequently considered non-performing as of December 31, 2016 and 2015 and no additional loans were considered to be impaired due to our troubled debt restructuring analysis for the years ended December 31, 2016 and 2015. We had no unfunded commitments and $0.1 million of unfunded commitments on the extended loans which were considered troubled debt restructurings as of December 31, 2016 and 2015, respectively. These loans were modified to increase the total recovery of the combined principal and interest from the loan. Given the transitional nature of some of our real estate loans, we may require funds to be placed into an interest reserve, based on contractual requirements, to cover debt service costs. As of December 31, 2016, we had total interest reserves of $20.4 million on 75 loans with an aggregate UPB of $1.01 billion. As of December 31, 2015, we had total interest reserves of $17.2 million on 63 loans with an aggregate UPB of $895.4 million. |
Loans Held-for-Sale, Net
Loans Held-for-Sale, Net | 12 Months Ended |
Dec. 31, 2016 | |
Loans Held-for-Sale, Net | |
Loans Held-for-Sale, Net | Note 5—Loans Held-for-Sale, Net Loans held-for-sale, net consists of the following: December 31, 2016 Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ Fair value of future MSR Unearned discount ) ​ ​ ​ ​ ​ Loans held-for-sale, net $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Our loans held-for-sale, net are typically sold within 60 days of loan origination. At December 31, 2016, there were no loans held-for-sale that were 90 days or more past due, and there were no loans held-for-sale that were placed on a non-accrual status. During 2016, we sold $1.49 billion of loans held-for-sale, excluding $418.2 million of sales related to loans that were acquired as part of the Acquisition, and recorded gain on sales of $22.8 million, which are included in gain on sales, including fee-based services, net in the consolidated statements of income. |
Capitalized Mortgage Servicing
Capitalized Mortgage Servicing Rights | 12 Months Ended |
Dec. 31, 2016 | |
Capitalized Mortgage Servicing Rights | |
Capitalized Mortgage Servicing Rights | Note 6—Capitalized Mortgage Servicing Rights Our capitalized MSRs reflect commercial real estate MSRs derived from loans sold in our Agency Business. The weighted average estimated life remaining of our MSRs was 6.9 years at December 31, 2016. A summary of our capitalized MSR activity is as follows: Year Ended December 31, 2016 Acquired Originated Total Balance at beginning of period $ — $ — $ — Additions Amortization ) ) ) Write-downs and payoffs ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at end of period $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ During 2016, we recorded $5.8 million of write-offs relating to specific MSRs, primarily due to prepayments of certain loans. Prepayment fees totaling $5.6 million were collected in 2016 and are included as a component of servicing revenue, net on the consolidated statements of income. As of December 31, 2016, we had no valuation allowance recorded on any of our MSRs. The expected amortization of the capitalized MSRs recorded as of December 31, 2016 is shown in the table below. Actual amortization may vary from these estimates. Year Amortization 2017 $ 2018 2019 2020 2021 Thereafter ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Mortgage Servicing
Mortgage Servicing | 12 Months Ended |
Dec. 31, 2016 | |
Mortgage Servicing | |
Mortgage Servicing | Note 7—Mortgage Servicing An analysis of the product and geographic concentrations as of December 31, 2016 that impact our servicing revenue is shown in the following tables: Product Concentrations Geographic Concentrations Product UPB Percent of State UPB Percent Fannie Mae $ % Texas % Freddie Mac % North Carolina % FHA % California % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % New York % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Georgia % Florida % Other(1) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) No other individual state represented more than 4% of the total. At December 31, 2016, our weighted average servicing fee was 48 basis points. We held cash in escrow for these loans totaling $401.7 million at December 31, 2016, which is not reflected in our consolidated balance sheets. These escrows are maintained in separate accounts at two federally insured depository institutions, which may exceed FDIC insured limits. |
Available-for-Sale Securities
Available-for-Sale Securities | 12 Months Ended |
Dec. 31, 2016 | |
Available-for-Sale Securities | |
Available-for-Sale Securities | Note 8—Available-for-Sale Securities Our available-for-sale securities generally consist of debt and equity securities and Agency Business commercial mortgage interest-only securities ("Agency IOs") from loans sold and securitized under the Freddie Mac SBL Program. Debt and Equity Securities We own common stock of CV Holdings, Inc., formerly Realty Finance Corporation, a commercial real estate specialty finance company. In addition, we purchased a federal home loan mortgage corporation security at a premium for $1.6 million in the fourth quarter of 2015. This security bore interest at a fixed rate of 3.241% with a scheduled maturity in 2024. We sold this security in January 2016 for $1.6 million and recognized a gain of less than $0.1 million. These securities are classified as available-for-sale and are carried at their estimated fair value with unrealized gains and losses reported in accumulated other comprehensive income (loss). The following is a summary of the debt and equity securities classified as available-for-sale: December 31, 2016 Face Value Amortized Cummulative Carrying Value / 2,939,465 common shares of CV Holdings, Inc. $ — $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2015 Federal Home Loan Mortgage Corporation $ $ $ — $ 2,939,465 common shares of CV Holdings, Inc. — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total available-for-sale securities $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency IOs In connection with the Acquisition, we are now an approved seller/servicer under the Freddie Mac SBL Program and originate and sell loans to Freddie Mac, which are then pooled and securitized. Prior to the Acquisition and upon securitization of SBL Program loans, our Manager received Agency IOs under the SBL Program that we acquired in the Acquisition. We elected the fair value option for the Agency IOs, which requires changes in fair value to be recognized through earnings. We record such gains and losses to gain on sales, including fee-based services, net in the consolidated statements of income. The Agency IOs are classified as securities available-for-sale on the consolidated balance sheets. As a result of changes in the Freddie Mac SBL Program in 2016, we do not expect to receive Agency IOs from future securitizations. A summary of our Agency IOs activity is as follows: Year Ended Balance at beginning of period $ — Additions from the Acquisition Settlements ) ​ ​ ​ ​ ​ Balance at end of period $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additionally, as part of the SBL Program securitizations, we are required to purchase the bottom tranche bond, generally referred to as "the B Piece," that represents the bottom 10%, or highest risk of the securitization. During 2016, we had an agreement in place whereby a third party investor agreed to purchase the B Piece from the SBL Program securitization, at par, upon issuance of all securitizations related to us, resulting in the transfer of the risk to the purchaser of the bond. |
Investments in Equity Affiliate
Investments in Equity Affiliates | 12 Months Ended |
Dec. 31, 2016 | |
Investments in Equity Affiliates | |
Investments in Equity Affiliates | Note 9—Investments in Equity Affiliates We account for all investments in equity affiliates under the equity method. The following is a summary of our investments in equity affiliates: Investments in Equity Equity Affiliates December 31, December 31, UPB of Loans to Arbor Residential Investor LLC $ $ $ — West Shore Café Lightstone Value Plus REIT L.P. — Issuers of Junior Subordinated Notes — JT Prime — East River Portfolio Lexford Portfolio — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Arbor Residential Investor LLC ("ARI") —In 2015, we invested $9.6 million for 50% of our Manager's indirect interest in a joint venture with a third party that was formed to invest in a residential mortgage banking business. As a result of this transaction, we had an initial indirect interest of 22.5% in the mortgage banking business, which is subject to dilution upon attaining certain profit hurdles of the business, and at December 31, 2016, our indirect interest was 16.3%. During 2016 and 2015, we recorded $9.5 million and $6.6 million, respectively, of income from equity affiliates in our consolidated statements of income related to this investment. In 2015, we invested $1.7 million through ARI for a 50% non-controlling interest in a joint venture that invests in non-qualified residential mortgages purchased from the mortgage banking business's origination platform. We also funded $7.9 million and $5.9 million of additional mortgage purchases during 2015 and 2016, respectively. During 2016, we received cash distributions totaling $13.0 million as a result of the joint venture selling most of its mortgage assets, which were classified as returns of capital. During 2016 and 2015, we recorded income of $0.5 million and less than $0.1 million, respectively, to income from equity affiliates in our consolidated statements of income related to this investment. West Shore Café —We own a 50% noncontrolling interest in the West Shore Lake Café, a restaurant/inn lakefront property in Lake Tahoe, California. In the second quarter of 2014, we provided a $1.7 million first mortgage loan to an affiliated entity to acquire property adjacent to the original property, which matures in May 2017, with two one-year extension options, and bears interest at LIBOR plus 4.00%. Lightstone Value Plus REIT L.P. / JT Prime —We own a $1.9 million interest in an unconsolidated joint venture that holds common operating partnership units of Lightstone Value Plus REIT L.P. ("Lightstone"). The joint venture owned $56.0 million of preferred and common operating partnership units of Lightstone and had debt of $50.2 million, in which we had a two thirds interest in a consolidated entity. In 2013, our portion of the preferred operating partnership units were redeemed, the note related to our portion was repaid in full and the entity was deconsolidated. We also own a 50% non-controlling interest in an unconsolidated joint venture, JT Prime, which holds common operating partnership units of Lightstone at a carrying value of $0.4 million. During 2016, 2015 and 2014, we recorded $0.2 million in each year to income from equity affiliates in our consolidated statements of income related to these investments. Issuers of Junior Subordinated Notes —We have invested $0.6 million for 100% of the common shares of two affiliated entities of ours. These entities pay dividends on both the common and preferred securities on a quarterly basis at variable rates based on three-month LIBOR. See Note 12—Debt Obligations for further details. East River Portfolio —We invested $0.1 million for a 5% interest in a joint venture that owns two multifamily properties. The joint venture is comprised of a consortium of investors consisting of certain of our officers, including Mr. Kaufman, and other related parties, who together own an interest of 95%. In 2014, we originated two bridge loans totaling $5.0 million to the joint venture with an interest rate of 5.5% over one-month LIBOR and a maturity date extended as of right to September 2016. During the third quarter of 2016, one of the loans was repaid in full and we received proceeds of $3.3 million, which was allocated to the consortium of investors, and the remaining loan was extended as of right to March 2017. See Note 20—Agreements and Transactions with Related Parties for further details. Lexford Portfolio —We, along with third party investors, made a $0.1 million equity investment into Lexford, a portfolio of multifamily assets. Our portion of this investment is a $44,000 noncontrolling interest. In 2016 and 2015, we received distributions from this equity investment and recognized income totaling $2.8 million and $4.5 million, net of expenses, respectively. The $4.5 million of income received in 2015 was comprised of income from equity affiliates of $5.5 million, partially offset by $1.0 million of expenses related to these distributions that were recorded in employee compensation and benefits. See Note 20—Agreements and Transactions with Related Parties for further details. Summarized Financial Information The condensed combined balance sheets for our unconsolidated investments in equity affiliates are as follows: December 31, 2016 2015 Condensed Combined ARI Other Total ARI Other Total Assets: Cash and cash equivalents $ $ $ $ $ $ Real estate assets Other assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Notes payable Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stockholders' equity Arbor(1) Stockholders' equity ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total stockholders' equity ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities and equity $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Combined with $0.6 million of equity relating to the issuance of junior subordinated notes, equals $33.9 million and $30.9 million of investments in equity affiliates at December 31, 2016 and 2015, respectively. The condensed combined statements of operations for our unconsolidated investments in equity affiliates are as follows: Year Ended December 31, 2016 2015 2014 Statements of Operations: ARI Other Total ARI Other Total ARI Other Total Revenue: Rental income $ — $ $ $ — $ $ $ — $ $ Interest income — Operating income — — Reimbursement income — — — Other income — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Expenses: Operating expenses — Interest expense — Depreciation and amortization — Other expenses — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expenses — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) $ $ ) $ $ $ $ $ — $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Arbor's share of income (loss) $ $ $ $ $ $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Real Estate Owned and Held-For-
Real Estate Owned and Held-For-Sale | 12 Months Ended |
Dec. 31, 2016 | |
Real Estate Owned and Held-For-Sale | |
Real Estate Owned and Held-For-Sale | Note 10—Real Estate Owned and Held-For-Sale Our real estate assets were comprised of one hotel property and an office building at December 31, 2016 and three multifamily properties, two hotel properties and an office building at December 31, 2015. Real Estate Owned December 31, 2016 December 31, 2015 Hotel Office Total Multifamily Hotel Office Total Land $ $ $ $ $ $ $ Building and intangible assets Less: Impairment loss ) — ) — — — — Less: Accumulated depreciation and amortization ) ) ) ) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real estate owned, net $ $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the years ended December 31, 2016, 2015 and 2014, our hotel properties had a weighted average occupancy rate of approximately 54%, 53% and 51%, respectively, a weighted average daily rate of approximately $100, $90 and $76, respectively, and a weighted average revenue per available room of approximately $54, $48 and $39, respectively. The operation of the hotel properties are seasonal with the majority of revenues earned in the first two quarters of the calendar year. During the second quarter of 2016, through site visits and discussion with market participants, we determined that the hotel property owned exhibited indicators of impairment and performed an impairment analysis. As a result of this impairment analysis, we recorded an impairment loss of $11.2 million. At both December 31, 2016 and 2015, our office building was fully occupied. Our real estate assets had restricted cash balances totaling $0.7 million and $1.6 million as of December 31, 2016 and 2015, respectively, due to escrow requirements. Real Estate Held-For-Sale In 2016, we sold our three remaining multifamily properties and a hotel property for a total of $50.7 million and recognized a gain of $11.6 million. A portion of the sales proceeds were used to payoff the outstanding debt on the multifamily properties of $27.1 million. See Note 12—Debt Obligations for further details. In 2015, we sold three hotel properties and a multifamily property classified as held-for-sale for a total of $41.1 million and recognized a gain of $7.8 million. The results of operations for properties classified as held-for-sale are summarized as follows: Year Ended December 31, 2016 2015 2014 Revenue: Property operating income $ $ $ Expenses: Property operating expenses Depreciation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | Note 11—Goodwill and Other Intangible Assets Goodwill The following table sets forth the goodwill activity: Year Ended Beginning balance $ — Additions from the Acquisition Impairment — ​ ​ ​ ​ ​ Ending balance $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Intangible Assets The following table sets forth the other intangible assets activity: Gross Carrying Value Accumulated Amortization December 31, Additions December 31, December 31, Additions December 31, Finite-lived intangible assets: Broker relationships $ — $ $ $ — $ $ Borrower relationships — — Below market leases — — Acquired technology — — Infinite-lived intangible assets: Fannie Mae DUS license — — — — Freddie Mac Program Plus license — — — — FHA license — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ — $ $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The finite-lived intangible assets recorded in connection with the Acquisition have the following useful lives: broker relationships—8 years; borrower relationships—10 years; below market leases—3.5 to 10.6 years and acquired technology—3 years. The weighted average remaining lives of our amortizable finite-lived intangible assets as of December 31, 2016 and the estimated amortization expense for each of the succeeding five years are as follows: Estimated Amortization Expense for the Year Ended December 31, Wtd. Avg. 2017 2018 2019 2020 2021 Finite-lived intangible assets: Broker relationships $ $ $ $ $ Borrower relationships Below market leases Acquired technology — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Debt Obligations
Debt Obligations | 12 Months Ended |
Dec. 31, 2016 | |
Debt Obligations | |
Debt Obligations | Note 12—Debt Obligations We utilize various forms of short-term and long-term financing agreements to finance certain of our loans and investments, as well as other general business needs. Borrowings underlying these arrangements are primarily secured by a significant amount of our loans and investments and substantially all of our loans held-for-sale. Credit Facilities and Repurchase Agreements The following table outlines borrowings under our credit facilities and repurchase agreements: December 31, 2016 December 31, 2015 Debt Debt Collateral Wtd. Avg. Debt Debt Collateral Wtd. Avg. Structured Business $150 million repurchase facility $ $ $ % $ $ $ % $100 million credit facility % % $75 million credit facility % % $75 million credit facility % — — — — $50 million credit facility % % $50 million credit facility % — — — — $16.5 million term credit facility — — — — % $3 million master security agreement — % — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ % $ $ $ % Agency Business (assumed in the Acquisition) $400 million multifamily ASAP agreement $ $ $ % $150 million credit facility % $150 million credit facility % $100 million credit facility % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated total $ $ $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) The difference between debt principal balance and carrying value represents unamortized deferred finance costs. Structured Business. We utilize credit facilities and repurchase agreements with various financial institutions to finance our Structured Business loans and investments as described below. At December 31, 2016 and 2015, the weighted average interest rate for the credit facilities and repurchase agreements of our Structured Business, noted in the above table, was 3.02% and 2.69%, respectively. Including certain fees and costs, such as structuring, commitment, non-use and warehousing fees, the weighted average interest rate was 3.42% at both December 31, 2016 and 2015. The leverage on our loans and investment portfolio, excluding the $3.0 million master security agreement used to finance leasehold improvements to our corporate office, was 64% at both December 31, 2016 and 2015. There were no interest rate swaps on these facilities at December 31, 2016 and 2015. We have a $150.0 million repurchase facility that bears interest at a rate of 225 basis points over LIBOR on senior mortgage loans, 350 basis points over LIBOR on junior mortgage loans and matures in October 2018 with a one-year extension option. If the estimated market value of the loans financed in this facility decrease, we may be required to pay down borrowings under this facility. We have a $100.0 million credit facility that bears interest at a rate of 215 basis points over LIBOR and matures in May 2017 with a one-year extension option, subject to certain conditions. The facility has a maximum advance rate of 75%. We have a $75.0 million credit facility that bears interest at a rate of 212.5 basis points over LIBOR and includes a $25.0 million sublimit to finance healthcare related loans at an interest rate ranging from 225 basis points to 250 basis points over LIBOR depending on the type of healthcare facility financed. The facility has a maximum advance rate of 75%. In December 2016, the facility was extended for one year. We have another $75.0 million credit facility that bears interest at a rate of 200 basis points over LIBOR. The facility has a maximum advance rate of 70% to 75%, depending on the property type. In May 2016, the facility was extended for one year. We have a $50.0 million credit facility that bears interest at a rate of 200 basis points over LIBOR and has a maximum advance rate of 80%. In February 2016, we amended the facility, increasing the committed amount by $25.0 million to $50.0 million and extended the maturity for one year with two one-year automatic extensions, subject to certain conditions. In September 2016, we entered into a $50.0 million credit facility that bears an interest rate ranging from 250 basis points to 325 basis points over LIBOR, depending on the type of healthcare facility financed, and matures in September 2019. The facility includes two one-year extension options and has a maximum advance rate of 80%. In 2015, we entered into a $16.5 million term facility to finance a first mortgage loan. The facility bore interest at a rate of 275 basis points over LIBOR and was scheduled to mature in December 2016. In the second quarter of 2016, the loan paid off and we repaid this facility in full. We have two notes payable under a master security agreement that was used to finance leasehold improvements to our corporate office, which were assumed as part of the Acquisition. The two notes bear interest at a weighted average fixed rate of 3.21%, require monthly amortization payments and mature in 2020. Agency Business. In connection with the Acquisition, we assumed the following debt obligations with various financial institutions used to finance the loans held-for-sale on our Agency Business. We have a $400.0 million Multifamily As Soon as Pooled ® Plus ("ASAP") agreement with Fannie Mae, which, in December 2016, was temporarily increased to $500.0 million through March 31, 2017. The ASAP agreement has no commitment amount or expiration date and bears interest at a rate of 105 basis points over LIBOR (with a LIBOR Floor of 0.35%). ASAP provides us with a warehousing credit facility for mortgage loans that are to be sold to Fannie Mae and serviced under the Fannie Mae DUS program. We have a $150.0 million credit facility that bears interest at a rate of 140 basis points over LIBOR and was initially scheduled to mature in November 2016 but was extended through January 2018 with a temporary committed amount of $325.0 million through January 2017. The financial institution that provided this credit facility has a security interest in the underlying mortgage notes that serve as collateral for this facility. We have a $150.0 million credit facility that bears interest at a rate of 140 basis points over LIBOR and matures in July 2017. The committed amount under the facility was temporarily increased to $350.0 million through February 2017. The financial institution that provided this credit facility has a security interest in the underlying mortgage notes that serve as collateral for this facility. We have a $100.0 million credit facility that bears interest at a rate of 135 basis points over LIBOR and matures in June 2017. The financial institution that provided this credit facility has a security interest in the underlying mortgage notes that serve as collateral for this facility. We have a letter of credit facility of $30.0 million with a financial institution, which includes an option to increase to $40.0 million with prior approval from the financial institution, pursuant to which letters of credit have been issued to secure obligations under the Fannie Mae DUS program and the Freddie Mac SBL Program. The letter of credit facility bears interest at a fixed rate of 3.00%, matures in October 2018 and is primarily collateralized by our servicing revenue as approved by Fannie Mae and Freddie Mac. The letter of credit facility includes a sublimit of $5.0 million pertaining to letters of credit securing obligations under the Freddie Mac SBL Program. At December 31, 2016, the letters of credit outstanding include a $25.0 million letter of credit for the Fannie Mae DUS program and a $5.0 million letter of credit for the Freddie Mac SBL Program. CLOs In December 2016, we completed the unwinding of CLO III, redeeming $281.3 million of our outstanding notes which were repaid primarily from the refinancing of the remaining assets within our financing facilities, as well as with cash held by the CLO, and expensed $1.0 million of deferred fees into interest expense in the consolidated statements of income. In August 2016, we completed a collateralized securitization vehicle ("CLO VI"), issuing to third party investors three tranches of investment grade CLOs through two newly-formed wholly-owned subsidiaries totaling $250.3 million. As of the CLO closing date, the notes were secured by a portfolio of loan obligations with a face value of $275.4 million, consisting primarily of bridge loans that were contributed from our existing loan portfolio. The financing has a three year replacement period that allows the principal proceeds and sale proceeds (if any) of the loan obligations to be reinvested in qualifying replacement loan obligations, subject to the satisfaction of certain conditions set forth in the indenture. Thereafter, the outstanding debt balance will be reduced as loans are repaid. Initially, the proceeds of the issuance of the securities also included $49.6 million for the purpose of acquiring additional loan obligations for a period of up to 120 days from the closing date of the CLO, which were subsequently utilized resulting in the issuer owning loan obligations with a face value of $325.0 million. We retained a residual interest in the portfolio with a notional amount of $74.8 million. The notes had an initial weighted average interest rate of 2.48% plus one-month LIBOR and interest payments on the notes are payable monthly. Including certain fees and costs, the initial weighted average note rate was 3.44%. In August 2015, we completed a collateralized securitization vehicle ("CLO V"), issuing to third party investors three tranches of investment grade CLOs through two newly-formed wholly-owned subsidiaries totaling $267.8 million, of which we purchased $12.5 million of Class C notes that we subsequently sold at par for $12.5 million. As of the CLO closing date, the notes were secured by a portfolio of loan obligations with a face value of $302.6 million, consisting primarily of bridge loans that were contributed from our existing loan portfolio. The financing has an approximate three year replacement period that allows the principal proceeds and sale proceeds (if any) of the loan obligations to be reinvested in qualifying replacement loan obligations, subject to the satisfaction of certain conditions set forth in the indenture. Thereafter, the outstanding debt balance will be reduced as loans are repaid. Initially, the proceeds of the issuance of the securities also included $47.4 million for the purpose of acquiring additional loan obligations for a period of up to 120 days from the closing date of the CLO, which were subsequently utilized resulting in the issuer owning loan obligations with a face value of $350.0 million. We retained a residual interest in the portfolio with a notional amount of $82.3 million. The notes had an initial weighted average interest rate of 2.44% plus one-month LIBOR and interest payments on the notes are payable monthly. Including certain fees and costs, the initial weighted average note rate was 3.07%. In March 2015, we completed the unwinding of CLO II, redeeming $177.0 million of our outstanding notes which were repaid primarily from the refinancing of the remaining assets within our financing facilities, as well as with cash held by the CLO, and expensed $1.5 million of deferred fees into interest expense in the consolidated statements of income. In February 2015, we completed a collateralized securitization vehicle ("CLO IV"), issuing to third party investors three tranches of investment grade CLOs through two newly-formed wholly-owned subsidiaries totaling $219.0 million. At closing, the notes were secured by a portfolio of loan obligations with a face value of $250.0 million, consisting primarily of bridge loans that were contributed from our existing loan portfolio, as well as $50.0 million for the purpose of acquiring additional loan obligations. The financing has an approximate 2.5 year replacement period from closing that allows the principal proceeds and sale proceeds (if any) of the loan obligations to be reinvested in qualifying replacement loan obligations, subject to the satisfaction of certain conditions set forth in the indenture. Thereafter, the outstanding debt balance will be reduced as loans are repaid. We retained a residual interest in the portfolio with a notional amount of $81.0 million. The notes had an initial weighted average interest rate of 2.24% plus one-month LIBOR and interest payments on the notes are payable monthly. Including certain fees and costs, the initial weighted average note rate was 2.96%. The following table outlines borrowings and the corresponding collateral under our CLOs: Collateral(2) Debt Loans Cash Face Carrying Unpaid Carrying Restricted December 31, 2016 CLO VI $ $ $ $ $ CLO V CLO IV ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total CLOs $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2015 CLO V $ $ $ $ $ CLO IV CLO III ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total CLOs $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Debt carrying value is net of $8.6 million and $9.1 million of deferred financing fees at December 31, 2016 and 2015, respectively. (2) As of December 31, 2016 and 2015, there was no collateral at risk of default or deemed to be a "credit risk" as defined by the CLO indenture. (3) Represents restricted cash held for principal repayments as well as for reinvestment in the CLOs. Does not include restricted cash related to interest payments, delayed fundings and expenses. CLO VI—Issued three investment grade tranches in August 2016 with a replacement period through September 2019 and a stated maturity date in September 2026. Interest is variable based on one-month LIBOR; the weighted average note rate was 3.30% at December 31, 2016. CLO V—Issued three investment grade tranches in August 2015 with a replacement period through September 2018 and a stated maturity date in September 2025. Interest is variable based on one-month LIBOR; the weighted average note rate was 3.26% and 2.91% at December 31, 2016 and 2015, respectively. CLO IV—Issued three investment grade tranches in February 2015 with a replacement period through September 2017 and a stated maturity date in March 2025. Interest is variable based on one-month LIBOR; the weighted average note rate was 3.06% and 2.71% at December 31, 2016 and 2015, respectively. CLO III—We completed the unwinding of CLO III in December 2016. The weighted average note rate was 2.86% at December 31, 2015. At December 31, 2016 and 2015, the aggregate weighted average note rate for our CLOs was 3.21% and 2.84%, respectively. Including certain fees and costs, the weighted average note rate was 3.71% and 3.24% at December 31, 2016 and 2015, respectively. We account for our CLO transactions on our consolidated balance sheet as financing facilities. Our CLOs are VIEs for which we are the primary beneficiary and are consolidated in our financial statements. The investment grade tranches are treated as secured financings, and are non-recourse to us. Senior Unsecured Notes During 2014, we issued $90.0 million aggregate principal amount of 7.375% senior unsecured notes due in 2021 in an underwritten public offering for net proceeds of $85.4 million after deducting the issuance and underwriting discounts and offering expenses. In connection with this offering, the underwriters exercised a portion of their overallotment option for a $7.8 million aggregate principal amount providing additional net proceeds of $7.4 million. The notes can be redeemed by us after May 15, 2017 and the interest is paid quarterly in February, May, August and November. Including certain fees and costs, the weighted average note rate was 8.15% and 8.12% at December 31, 2016 and 2015, respectively. The debt carrying value of $94.5 million and $93.8 million at December 31, 2016 and 2015, respectively, is net of $3.3 million and $4.1 million, respectively, of deferred financing fees. Convertible Senior Unsecured Notes In October 2016, we issued $86.3 million aggregate principal amount of 6.50% convertible senior unsecured notes, including the underwriter's over-allotment option of $11.3 million. The notes pay interest semiannually in arrears. We received proceeds of $82.4 million from the offering, net of deferred financing fees, which are being amortized through interest expense over the life of the notes. The notes mature on October 1, 2019, unless earlier converted or repurchased by the holders pursuant to their terms, and are not redeemable by us prior to maturity. The notes are convertible into, at our election, cash, shares of our common stock or a combination of both, subject to the satisfaction of certain conditions and during specified periods. The notes have a conversion rate of 119.3033 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of $8.38 per share of common stock. The conversion rate will be subject to adjustment upon the occurrence of certain specified events and the holders may require us to repurchase all or any portion of their notes for cash equal to 100% of the principal amount of the notes, plus accrued and unpaid interest, if we undergo a fundamental change as specified in the agreement. Accounting guidance requires that convertible debt instruments with cash settlement features, including partial cash settlement, account for the liability component and equity component (conversion feature) of the instrument separately. The initial value of the liability component reflects the present value of the discounted cash flows using the nonconvertible debt borrowing rate of 7.50% at the time of issuance. The debt discount represents the difference between the proceeds received from the issuance and the initial carrying value of the liability component, which is being accreted back to the notes principal amount through interest expense over the term of the notes, which was 2.75 years at December 31, 2016. The principal balance, unamortized discount and net carrying amount of the liability and equity components of the notes at December 31, 2016 were as follows: Liability Component Equity Unamortized Principle Unamortized Net Net $86,250,000 $ $ $ $ During 2016, we incurred total interest expense on the notes of $1.9 million, of which $1.4 million, $0.3 million and $0.2 million related to the 6.50% cash coupon, accretion of the deferred financing fees and of the debt discount, respectively. Including the amortization of the deferred financing fees and debt discount, our total cost of the notes is 8.82% per annum. At December 31, 2016, the conversion option value of the notes does not exceed their principal amount since the closing market price of our common stock does not exceed the conversion rate. In addition, we have the intent and ability to settle the notes in cash. Therefore, the notes had no impact on our diluted earnings per share. Junior Subordinated Notes The carrying value of borrowings under our junior subordinated notes was $157.9 million and $157.1 million at December 31, 2016 and 2015, respectively, which is net of a deferred amount of $14.9 million and $15.5 million, respectively, that is being amortized into interest expense over the life of the notes and $3.1 million and $3.3 million, respectively, of deferred financing fees. These notes have maturities ranging from March 2034 through April 2037 and pay interest quarterly at a fixed or floating rate of interest based on three-month LIBOR. The current weighted average note rate was 3.82% and 3.12% at December 31, 2016 and 2015, respectively. Including certain fees and costs, the weighted average note rate was 3.94% and 3.55% at December 31, 2016 and 2015, respectively. The entities that issued the junior subordinated notes have been deemed VIEs. See Note 17—Variable Interest Entities for further details. Mortgage Note Payable—Real Estate Owned and Held-For-Sale In the first quarter of 2015, we made required paydowns of $10.3 million and repaid the remaining $20.7 million mortgage related to our multifamily properties, replacing it with two new notes payable totaling $27.2 million. In the second quarter of 2016, we sold the remaining multifamily properties and these notes payable were paid in full. Related Party Financing In connection with the Acquisition, we entered into a $50.0 million preferred equity interest financing agreement with our Manager to finance a portion of the aggregate purchase price. The debt has a five year term with a preferred return of 7% through December 31, 2016, increasing by 1% per annum thereafter, with a maximum rate of 12%. In addition, after eighteen months, the principal balance due is scheduled to increase over time with $62.5 million due if the debt remained outstanding until the end of the five-year term. Interest expense associated with this financing is recorded using the effective yield method. As of December 31, 2016, the outstanding principal balance was $50.0 million and, during 2016, we recorded interest expense of $1.8 million. Collateralized Debt Obligations (CDOs) In 2015, we completed the unwind of CDO III, our last remaining CDO vehicle, redeeming $71.1 million of our outstanding notes. The notes were repaid primarily from proceeds received from the refinancing of CDO III's remaining assets within our existing financing facilities, as well as with cash held by the CDO. As a result of this transaction, we reduced the balance of estimated interest by $8.2 million, recording a gain on acceleration of deferred income in the consolidated statements of income, in the third quarter of 2015. We also terminated a related interest rate swap and incurred a loss of $0.3 million in the third quarter of 2015. See Note 14—Derivative Financial Instruments for additional details. CDO III had a $100.0 million revolving note class that provided a revolving note facility, which was paid off in the first quarter of 2015. In 2015, we completed the unwind of CDO I and CDO II, redeeming $167.9 million of our outstanding notes. The notes were repaid primarily from proceeds received from the refinancing of CDO I and II's remaining assets within a new $150.0 million warehouse repurchase facility and our existing financing facilities, as well as with cash held by each CDO. As a result of this transaction, we generated approximately $30.0 million in cash equity and reduced the balance of estimated interest by $11.0 million, recording a gain on acceleration of deferred income in the consolidated statements of income, in the first quarter of 2015. We also terminated the related basis and interest rate swaps, which resulted in a loss of $4.3 million, and expensed $0.5 million of deferred fees in the first quarter of 2015. See Note 14—Derivative Financial Instruments for additional details. Debt Covenants Credit Facilities and Repurchase Agreements. The credit facilities and repurchase agreements contain various financial covenants, including, but not limited to, minimum liquidity requirements, minimum net worth requirements, as well as certain other debt service coverage ratios, debt to equity ratios and minimum servicing portfolio tests. We were in compliance with all financial covenants and restrictions at December 31, 2016. CLOs. Our CLO vehicles contain interest coverage and asset overcollateralization covenants that must be met as of the waterfall distribution date in order for us to receive such payments. If we fail these covenants in any of our CLOs, all cash flows from the applicable CLO would be diverted to repay principal and interest on the outstanding CLO bonds and we would not receive any residual payments until that CLO regained compliance with such tests. Our CLOs were in compliance with all such covenants as of December 31, 2016, as well as on the most recent determination dates in February 2017. In the event of a breach of the CLO covenants that could not be cured in the near-term, we would be required to fund our non-CLO expenses, including management fees and employee costs, distributions required to maintain our REIT status, debt costs, and other expenses with (i) cash on hand, (ii) income from any CLO not in breach of a covenant test, (iii) income from real property and loan assets, (iv) sale of assets, or (v) or accessing the equity or debt capital markets, if available. We have the right to cure covenant breaches which would resume normal residual payments to us by purchasing non-performing loans out of the CLOs. However, we may not have sufficient liquidity available to do so at such time. A summary of our CLO compliance tests as of the most recent determination dates in February 2017 is as follows: Cash Flow Triggers CLO IV CLO V CLO VI Overcollateralization(1) Current % % % Limit % % % Pass / Fail Pass Pass Pass Interest Coverage(2) Current % % % Limit % % % Pass / Fail Pass Pass Pass (1) The overcollateralization ratio divides the total principal balance of all collateral in the CLO by the total principal balance of the bonds associated with the applicable ratio. To the extent an asset is considered a defaulted security, the asset's principal balance for purposes of the overcollateralization test is the lesser of the asset's market value or the principal balance of the defaulted asset multiplied by the asset's recovery rate which is determined by the rating agencies. Rating downgrades of CLO collateral will generally not have a direct impact on the principal balance of a CLO asset for purposes of calculating the CLO overcollateralization test unless the rating downgrade is below a significantly low threshold (e.g. CCC–) as defined in each CLO vehicle. (2) The interest coverage ratio divides interest income by interest expense for the classes senior to those retained by us. A summary of our CLO overcollateralization ratios as of the determination dates subsequent to each quarter is as follows: Determination(1) CLO IV CLO V CLO VI January 2017 % % % October 2016 % % % July 2016 % % — April 2016 % % — January 2016 % % — (1) The table above represents the quarterly trend of our overcollateralization ratio, however, the CLO determination dates are monthly and we were in compliance with this test for all periods presented. The ratio will fluctuate based on the performance of the underlying assets, transfers of assets into the CLOs prior to the expiration of their respective replenishment dates, purchase or disposal of other investments, and loan payoffs. No payment due under the junior subordinated indentures may be paid if there is a default under any senior debt and the senior lender has sent notice to the trustee. The junior subordinated indentures are also cross-defaulted with each other. Subsequent Events In January 2017, we completed the issuance and sale of an additional $13.8 million aggregate principal amount of 6.50% convertible senior unsecured notes ("Reopened Notes"). The Reopened Notes are a further issuance of, are fully fungible with, and rank equally in right of payment with the $86.3 million of notes we initially issued in October 2016 and, following this offering, the aggregate outstanding principal amount of the notes is now $100.0 million. We received proceeds of $13.4 million from the January 2017 offering, net of estimated issuance costs which are being amortized through interest expense over the life of the notes. In February 2017, we purchased, at a discount, $20.9 million of our junior subordinated notes with a carrying value of $19.9 million and expect to record a gain on extinguishment of debt of approximately $7.2 million in the first quarter of 2017. |
Allowance for Loss-Sharing Obli
Allowance for Loss-Sharing Obligations | 12 Months Ended |
Dec. 31, 2016 | |
Allowance for Loss-Sharing Obligations | |
Allowance for Loss-Sharing Obligations | Note 13—Allowance for Loss-Sharing Obligations A summary of our allowance for loss-sharing obligations related to the Fannie Mae DUS program is as follows: Year Ended Beginning balance $ — Allowance for loss-sharing obligations assumed in the Acquisition Provisions for loss sharing Charge-offs, net ) ​ ​ ​ ​ ​ Ending balance $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ When we settle a loss under the DUS loss-sharing model, the net loss is charged-off against the previously recorded loss-sharing obligation. The settled loss is often net of any previously advanced principal and interest payments in accordance with the DUS program, which are reflected as reductions to the proceeds needed to settle losses. At December 31, 2016, we had outstanding advances of $0.3 million, which were netted against the allowance for loss-sharing obligations. At December 31, 2016, the maximum quantifiable liability associated with our guarantees under the Fannie Mae DUS agreement was $2.04 billion. The maximum quantifiable liability is not representative of the actual loss we would incur. We would be liable for this amount only if all of the loans we service for Fannie Mae, for which we retain some risk of loss, were to default and all of the collateral underlying these loans was determined to be without value at the time of settlement. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Financial Instruments | |
Derivative Financial Instruments | Note 14—Derivative Financial Instruments Structured Business The following is a summary of the derivative financial instruments held by our Structured Business (dollars in thousands): Notional Value Fair Value Designation/ Derivative Count December 31, Count December 31, Expiration Balance December 31, December 31, Qualifying LIBOR Caps $ $ Other Assets $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Qualifying Interest Rate Swaps $ $ Other Liabilities $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Changes in the fair value of qualifying interest rate swap cash flow hedges are recorded in accumulated other comprehensive income (loss) in the consolidated balance sheets. These swap agreements must be effective in reducing the variability of cash flows of the hedged items to qualify for hedge accounting treatment. These interest rate swaps are used to hedge the variable cash flows associated with existing variable-rate debt, and amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on our variable-rate debt. During 2016, three interest rate swaps matured with a notional value of $66.4 million. As of December 31, 2016, we expect to reclassify $(0.2) million of other comprehensive loss from qualifying cash flow hedges to interest expense over the next twelve months assuming interest rates on that date are held constant. During 2015, all three of our remaining CDO vehicles were unwound and the related interest rate swaps with an aggregate notional value of $142.5 million and an aggregate fair value of $(4.6) million were terminated and recorded as a loss. See Note 12—Debt Obligations for further details. Also during 2015, we entered into a two qualifying LIBOR cap hedges due to CLO agreements requiring a LIBOR cap of 2% and 3% with a combined notional value of $84.1 million. Gains and losses on terminated swaps are deferred and recognized in earnings over the original life of the hedged item. As of December 31, 2016 and 2015, we had a net deferred loss of less than $0.1 million and $0.6 million, respectively, in accumulated other comprehensive income (loss) related to these terminated swap agreements. We recorded $0.6 million, $0.6 million and $0.7 million as additional interest expense related to the amortization of the loss for 2016, 2015 and 2014, respectively, and $0.1 million, $0.1 million and $0.2 million as a reduction to interest expense related to the accretion of the net gains for 2016, 2015 and 2014, respectively. We expect to record approximately $0.1 million of net deferred loss to interest expense over the next twelve months. Non-qualifying basis swap hedges were used to manage our exposure to interest rate movements and other identified risks but did not meet hedge accounting requirements. During 2015, our remaining basis swap with a notional value of $3.0 million and a fair value of less than $0.1 million was terminated as part of the CDO II unwind and a loss was recorded. The following table presents the effect of our derivative financial instruments on the statements of income (dollars in thousands): Loss Recognized in Loss Reclassified from Loss Reclassified from Year Ended December 31, Designation/Cash Flow Derivative 2016 2015 2014 2016 2015 2014 2016 2015 2014 Qualifying Interest Rate Swaps/Cap $ $ $ $ ) $ ) $ ) $ — $ ) $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Losses recognized through the consolidated statements of income from our non-qualified derivative instruments were deminimus for all periods presented. The cumulative amount of other comprehensive income (loss) related to net unrealized losses on derivatives designated as qualifying hedges as of December 31, 2016 and 2015 of $(0.2) million and $(5.3) million, respectively, is a combination of the fair value of qualifying cash flow hedges of $(0.2) million and $(4.7) million, respectively, and net deferred losses on terminated interest rate swaps of less than $(0.1) million and $(0.6) million, respectively. We have agreements with certain of our derivative counterparties that contain a provision where if we default on any of our indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then we could also be declared in default on our derivative obligations. As of December 31, 2016 and 2015, the fair value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk related to these agreements, was $(0.2) million and $(4.6) million, respectively. As of December 31, 2016 and 2015, we had minimum collateral posting thresholds with certain of our derivative counterparties and had posted collateral of $0.4 million and $5.0 million, respectively, which is recorded in other assets in our consolidated balance sheets. Agency Business The following is a summary of the derivative financial instruments held by our Agency Business: Fair Value Notional Value December 31, 2016 Designation/Cash Flow Derivative Count December 31, Balance Sheet Derivative Derivative Non-Qualifying Rate Lock Commitments $ Other Assets/ Other Liabilities $ $ ) Non-Qualifying Forward Sale Commitments Other Assets/ Other Liabilities ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ We enter into contractual commitments to originate and sell mortgage loans at fixed prices with fixed expiration dates. The commitments become effective when the borrower "rate locks" a specified interest rate within time frames established by us. All potential borrowers are evaluated for creditworthiness prior to the extension of the commitment. Market risk arises if interest rates move adversely between the time of the rate lock by the borrower and the sale date of the loan to an investor. To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, we enter into a forward sale commitment with the investor simultaneous with the rate lock commitment with the borrower. The forward sale contract with the investor locks in an interest rate and price for the sale of the loan. The terms of the contract with the investor and the rate lock with the borrower are matched in substantially all respects, with the objective of eliminating interest rate risk to the extent practical. Sale commitments with the investors have an expiration date that is longer than our related commitments to the borrower to allow, among other things, for the closing of the loan and processing of paperwork to deliver the loan into the sale commitment. These commitments meet the definition of a derivative and are recorded at fair value, including the effects of interest rate movements which are reflected as a component of other income, net in the consolidated statements of income. The estimated fair value of rate lock commitments also include the fair value of the expected net cash flows associated with the servicing of the loan which is recorded as income from MSRs in the consolidated statements of income. During 2016, we recorded $0.5 million of net gains from changes in the fair value of these derivatives in other income, net and $44.9 million of income from MSRs. See Note 15—Fair Value for further details. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value | |
Fair Value | Note 15—Fair Value Fair value estimates are dependent upon subjective assumptions and involve significant uncertainties resulting in variability in estimates with changes in assumptions. The following table summarizes the principal amounts, carrying values and the estimated fair values of our financial instruments: December 31, 2016 December 31, 2015 Principal / Carrying Estimated Principal / Carrying Estimated Financial assets: Loans and investments $ $ $ $ $ $ Loans held-for-sale, net — — — Capitalized mortgage servicing rights, net n/a — — — Available-for-sale securities Derivative financial instuments Financial liabilities: Credit and repurchase facilities $ $ $ $ $ $ Collateralized loan obligations Senior unsecured notes Convertible senior unsecured notes, net — — — Junior subordinated notes Mortgage note payable—real estate owned — — — Related party financing — — — Derivative financial instruments Fair value is defined as the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. A liability's fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments' complexity. Assets and liabilities disclosed at fair value are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities are as follows: Level 1—Inputs are unadjusted and quoted prices exist in active markets for identical assets or liabilities at the measurement date, such as government and agency securities and equities listed in active markets. Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument's anticipated life. Level 2 inputs include quoted market prices in markets that are not active for an identical or similar asset or liability, and quoted market prices in active markets for a similar asset or liability. Examples of Level 2 assets and liabilities include non-government securities, certain mortgage and asset-backed securities, certain corporate debt and certain derivative instruments. Level 3—Inputs reflect our best estimate of what market participants would use in pricing the asset or liability at the measurement date. These valuations are based on significant unobservable inputs that require a considerable amount of judgment and assumptions. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Examples of Level 3 assets and liabilities include certain mortgage and asset-backed securities, certain corporate debt and certain derivative instruments. Determining which category an asset or liability falls within the hierarchy requires significant judgment and we evaluate our hierarchy disclosures each quarter. The following is a description of the valuation techniques used to measure fair value and the general classification of these instruments pursuant to the fair value hierarchy. Loans and investments, net. Fair values of loans and investments that are not impaired are estimated using Level 3 inputs based on discounted cash flow methodology, using discount rates, which, in our opinion, best reflect current market interest rates that would be offered for loans with similar characteristics and credit quality. Fair values of impaired loans and investments are estimated using Level 3 inputs that require significant judgments, which include assumptions regarding discount rates, capitalization rates, creditworthiness of major tenants, occupancy rates, availability of financing, exit plan and other factors. Loans held-for-sale, net. Consists of originated loans that are generally transferred or sold within 60 days from the date that a mortgage loan is funded, and are valued using pricing models that incorporate observable inputs from current market assumptions or a hypothetical securitization model utilizing observable market data from recent securitization spreads and observable pricing of loans with similar characteristics (Level 2). Fair values of loans held-for-sale include the fair value allocated to the associated future MSRs and is calculated pursuant to the valuation techniques described below for capitalized mortgage servicing rights, net (Level 3). Capitalized mortgage servicing rights, net. Fair values are estimated using Level 3 inputs based on discounted future net cash flow methodology. The fair value of MSRs carried at amortized cost are estimated using a process that involves the use of independent third-party valuation experts, supported by commercially available discounted cash flow models and analysis of current market data. The key inputs used in estimating fair value include the contractually specified servicing fees, prepayment speed of the underlying loans, discount rate, annual per loan cost to service loans, delinquency rates, late charges and other economic factors. Available-for-sale securities. Fair values are estimated based on current market quotes received from active markets or financial sources that trade such securities. The fair values of available-for-sale equity securities traded in active markets are estimated using Level 1 inputs. The fair values of available-for-sale debt securities are estimated using the recent purchase price and subsequent sales price of the securities, which are deemed Level 2 inputs. The fair value of our Agency IOs were estimated using Level 3 inputs and are derived from third party proprietary models using discounted cash flows based on the underlying contractual cash flows and require significant judgements, including assumptions on discount rates and constant prepayment rates. Derivative financial instrument. Fair values of interest rate and basis swap derivatives and LIBOR caps are estimated using Level 2 inputs based on current market data received from financial sources that trade such instruments and are based on prevailing market data and derived from third party proprietary models based on well recognized financial principles including counterparty risks, credit spreads and interest rate projections, as well as reasonable estimates about relevant future market conditions. Fair values of rate lock and forward sale commitments are estimated using valuation techniques, which include internally-developed models developed based on changes in the U.S. Treasury rate and other observable market data (Level 2). The fair value of rate lock commitments includes the fair value of the expected net cash flows associated with the servicing of the loan, see capitalized mortgage servicing rights, net above for further details on the applicable valuation technique (Level 3). We also consider the impact of counterparty non-performance risk when measuring the fair value of these derivatives. Given the credit quality of our counterparties, the short duration of interest rate lock commitments and forward sale contracts, and our historical experience, the risk of nonperformance by our counterparties is not significant. Credit facilities, repurchase agreements and mortgage notes payable: The fair values of credit facilities, repurchase agreements and mortgage notes payable for the Structured Business are estimated at Level 3 using discounted cash flow methodology, using discount rates, which, in our opinion, best reflect current market interest rates for financing with similar characteristics and credit quality. The majority of our credit facilities for the Agency Business bear interest at rates that are similar to those available in the market currently and the fair values are estimated using Level 2 inputs. For these facilities, the fair values approximate the carrying values reported in the balance sheets. Collateralized loan obligations. Fair values are estimated at Level 3 based on broker quotations, representing the discounted expected future cash flows at a yield that reflects current market interest rates and credit spreads. Senior unsecured notes. Fair values are estimated at Level 1 based on current market quotes received from active markets. Convertible senior unsecured notes. Fair values are estimated at Level 2 based on current market quotes received from inactive markets. Junior subordinated notes and related party financing. Fair values are estimated at Level 3 based on broker quotations, representing the discounted expected future cash flows at a yield that reflects current market interest rates and credit spreads. We measure certain financial assets and financial liabilities at fair value on a recurring basis. The fair value of these financial assets and liabilities was determined using the following input levels as of December 31, 2016: Fair Value Measurements Carrying Fair Value Level 1 Level 2 Level 3 Financial assets: Available-for-sale securities $ $ $ $ — $ Derivative financial instruments — Financial liabilities: Derivative financial instruments $ $ $ — $ $ — See Note 8—Available-for-Sale Securities for a roll-forward of our available-for-sale securities fair valued using Level 3 inputs. We measure certain financial assets at fair value on a nonrecurring basis. The fair values of these financial assets were determined using the following input levels as of December 31, 2016: Fair Value Measurements Using Net Carrying Fair Value Level 1 Level 2 Level 3 Financial assets: Impaired loans, net(1) $ $ $ — $ — $ (1) We had an allowance for loan losses of $83.7 million relating to eight loans with an aggregate carrying value, before loan loss reserves, of $187.4 million at December 31, 2016. Loan impairment assessments. Loans held for investment are intended to be held to maturity and, accordingly, are carried at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and net of the allowance for loan losses, when such loan or investment is deemed to be impaired. We consider a loan impaired when, based upon current information, it is probable that we will be unable to collect all amounts due for both principal and interest according to the contractual terms of the loan agreement. We perform evaluations of our loans to determine if the value of the underlying collateral securing the impaired loan is less than the net carrying value of the loan, which may result in an allowance and corresponding charge to the provision for loan losses. These valuations require significant judgments, which include assumptions regarding capitalization and discount rates, revenue growth rates, creditworthiness of major tenants, occupancy rates, availability of financing, exit plan and other factors. The table above includes all impaired loans, regardless of the period in which the impairment was recognized. Quantitative information about Level 3 fair value measurements at December 31, 2016 were as follows: Fair Value Valuation Significant Financial assets: Impaired loans(1): Office $ Discounted cash flows Discount rate % Capitalization rate % Revenue growth rate % Land Discounted cash flows Discount rate % Capitalization rate % Revenue growth rate % Hotel Discounted cash flows Discount rate % Capitalization rate % Revenue growth rate % Derivative financial instruments: Rate lock commitments Discounted cash flows W/A discount rate % (1) Includes all impaired loans regardless of the period in which a loan loss provision was recorded. The derivative financial instruments using Level 3 inputs are outstanding for short periods of time (generally less than 60 days). A roll-forward of Level 3 derivative instruments were as follows: Fair Value Measurements Using Derivative assets Balance at beginning of period $ — Additions from the Acquisition Settlements ) Realized gains recorded in earnings Unrealized gains recorded in earnings ​ ​ ​ ​ ​ Balance at end of period $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following table presents the components of fair value and other relevant information associated with our rate lock commitments, forward sales commitments and the estimated fair value of cash flows from servicing on loans held-for-sale. Notional/ Fair Value of Interest Rate Total Fair December 31, 2016 Rate lock commitments $ $ $ ) $ Forward sale commitments — Loans held-for-sale, net(1) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Loans held-for-sale, net are recorded at the lower of cost or market on an aggregate basis and includes fair value adjustments related to estimated cash flows from MSRs. We measure certain assets and liabilities for which fair value is only disclosed. The fair value of these assets and liabilities was determined using the following input levels as of December 31, 2016: Fair Value Measurements Carrying Fair Value Level 1 Level 2 Level 3 Financial assets: Loans and investments $ $ $ — $ — $ Loans held-for-sale, net — — Capitalized mortgage servicing rights, net — — Financial liabilities: Credit and repurchase facilities $ $ $ — $ $ Collateralized loan obligations — — Senior unsecured notes — — Convertible senior unsecured notes, net — — Junior subordinated notes — — Related party financing — — |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 16—Commitments and Contingencies Agency Business Commitments. The Agency Business is subject to supervision by certain regulatory agencies. Among other things, these agencies require us to meet certain minimum net worth, operational liquidity and restricted liquidity collateral requirements, and compliance with reporting requirements. Our adjusted net worth and liquidity required by the agencies for all periods presented exceeded these requirements. As of December 31, 2016, we were required to maintain at least $10.8 million of liquid assets in one of our subsidiaries to meet our operational liquidity requirements for Fannie Mae and we had operational liquidity in excess of this requirement. We are generally required to share the risk of any losses associated with loans sold under the Fannie Mae DUS program and are required to secure this obligation by assigning restricted cash balances and/or a letter of credit to Fannie Mae. The amount of collateral required by Fannie Mae is a formulaic calculation at the loan level by a Fannie Mae assigned tier which considers the loan balance, risk level of the loan, age of the loan and level of risk-sharing. Fannie Mae requires restricted liquidity for Tier 2 loans of 75 basis points, 15 basis points for Tier 3 loans and 5 basis points for Tier 4 loans, which is funded over a 48-month period that begins upon delivery of the loan to Fannie Mae. A significant portion of our Fannie Mae DUS serviced loans for which we have risk sharing are Tier 2 loans. As of December 31, 2016, we met the restricted liquidity requirement with a $25.0 million letter of credit and $13.1 million of cash collateral. As of December 31, 2016, reserve requirements for the Fannie Mae DUS loan portfolio will require us to fund $22.5 million in additional restricted liquidity over the next 48 months, assuming no further principal paydowns, prepayments, or defaults within our at-risk portfolio. Fannie Mae periodically reassesses these collateral requirements and may make changes to these requirements in the future. We generate sufficient cash flow from our operations to meet these capital standards and do not expect any changes to have a material impact on our future operations; however, future changes to collateral requirements may adversely impact our available cash. We are subject to various capital requirements in connection with seller/servicer agreements that we have entered into with secondary market investors. Failure to maintain minimum capital requirements could result in our inability to originate and service loans for the respective investor and, therefore, could have a direct material effect on our consolidated financial statements. As of December 31, 2016, we met all of Fannie Mae's quarterly capital requirements and our Fannie Mae adjusted net worth was in excess of the required net worth. We are not subject to capital requirements on a quarterly basis for Ginnie Mae or FHA, as such requirements for these investors are only required on an annual basis. As an approved designated seller/servicer under Freddie Mac's SBL Program, we are required to post collateral to ensure that we are able to meet certain purchase and loss obligations required by this program. Under the SBL Program, we are required to post collateral equal to $5.0 million, which we utilize letters of credit to fund. At December 31, 2016, we had an outstanding letter of credit of $5.0 million in satisfaction of our requirements under this program. See Note 12—Debt Obligations for details about the $30.0 million letter of credit agreement we entered into for our restricted cash requirements for the Fannie Mae DUS and Freddie Mac SBL Programs. We enter into contractual commitments with borrowers providing rate lock commitments while simultaneously entering into forward sale commitments with investors. These commitments are outstanding for short periods of time (generally less than 60 days) and are described in Note 14—Derivative Financial Instruments and Note 15—Fair Value. Debt Obligations and Operating Leases. As of December 31, 2016, the maturities of our debt obligations and the minimum annual operating lease payments under leases with a term in excess of one year, were as follows: Year Debt Minimum Annual Total 2017 $ $ $ 2018 2019 2020 2021 Thereafter ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Represents office leases assumed in connection with the Acquisition. Unfunded Commitments. In accordance with certain loans and investments, we have outstanding unfunded commitments of $48.1 million as of December 31, 2016 that we are obligated to fund as borrowers meet certain requirements. Specific requirements include, but are not limited to, property renovations, building construction and conversions based on criteria met by the borrower in accordance with the loan agreements. Litigation. We currently are neither subject to any material litigation nor, to our knowledge, are any material litigation currently threatened against us other than the following: On June 15, 2011, three related lawsuits were filed by the Extended Stay Litigation Trust (the "Trust"), a post-bankruptcy litigation trust alleged to have standing to pursue claims that previously had been held by Extended Stay, Inc. and the Homestead Village L.L.C. family of companies (together "ESI") (formerly Chapter 11 debtors, together the "Debtors") that have emerged from bankruptcy. Two of the lawsuits were filed in the U.S. Bankruptcy Court for the Southern District of New York, and the third in the Supreme Court of the State of New York, New York County. There were 73 defendants in the three lawsuits, including 55 corporate and partnership entities and 18 individuals. A subsidiary of ours and certain other entities that are affiliates of ours are included as defendants. The New York State Court action has been removed to the Bankruptcy Court. Our affiliates filed a motion to dismiss the three lawsuits. The lawsuits all allege, as a factual basis and background certain facts surrounding the June 2007 leveraged buyout of ESI from affiliates of Blackstone Capital. Our subsidiary, Arbor ESH II, LLC, had a $115.0 million investment in the Series A1 Preferred Units of a holding company of Extended Stay, Inc. The New York State Court action and one of the two federal court actions name as defendants, Arbor ESH II, LLC, Arbor Commercial Mortgage, LLC and ABT-ESI LLC, an entity in which we have a membership interest, among the broad group of defendants. These two actions were commenced by substantially identical complaints. The defendants are alleged in these complaints, among other things, to have breached fiduciary and contractual duties by causing or allowing the Debtors to pay illegal dividends or other improper distributions of value at a time when the Debtors were insolvent. These two complaints also allege that the defendants aided and abetted, induced, or participated in breaches of fiduciary duty, waste, and unjust enrichment ("Fiduciary Duty Claims") and name a director of ours, and a former general counsel of Arbor Commercial Mortgage, LLC, each of whom had served on the Board of Directors of ESI for a period of time. We are defending these two defendants and paying the costs of such defense. On the basis of the foregoing allegations, the Trust has asserted claims under a number of common law theories, seeking the return of assets transferred by the Debtors prior to the Debtors' bankruptcy filing. In the third action, filed in Bankruptcy Court, the same plaintiff, the Trust, has named Arbor Commercial Mortgage, LLC and ABT-ESI LLC, together with a number of other defendants and asserts claims, including constructive and fraudulent conveyance claims under state and federal statutes, as well as a claim under the Federal Debt Collection Procedure Act. On June 28, 2013, the Trust filed a motion to amend the lawsuits, to, among other things, (i) consolidate the lawsuits into one lawsuit, (ii) remove 47 defendants, none of whom are related to us, from the lawsuits so that there are 26 remaining defendants, including 16 corporate and partnership entities and 10 individuals, and (iii) reduce the counts within the lawsuits from over 100 down to 17. The remaining counts in the amended complaint against our affiliates are principally state law claims for breach of fiduciary duties, waste, unlawful dividends and unjust enrichment, and claims under the Bankruptcy Code for avoidance and recovery actions, among others. The bankruptcy court granted the motion and the amended complaint has been filed. The amended complaint seeks approximately $139.0 million in the aggregate, plus interest from the date of the alleged unlawful transfers, from director designees, portions of which are also sought from our affiliates as well as from unaffiliated defendants. We have moved to dismiss the referenced actions and intend to vigorously defend against the claims asserted therein. During a status conference held on March 18, 2014, the Court heard oral argument on the motion to dismiss and adjourned the case pending a ruling. Subsequent to that hearing, a new judge was assigned to the case and, in November 2016, the new judge entered an order directing the parties to file supplemental briefs addressing new cases decided since the last round of briefing. Oral arguments regarding the motion to dismiss were heard at a hearing held on January 25, 2017. The Court reserved decision at that hearing. We have not made a loss accrual for this litigation because we believe that it is not probable that a loss has been incurred and an amount cannot be reasonably estimated. Due to Borrowers. Due to borrowers represents borrowers' funds held by us to fund certain expenditures or to be released at our discretion upon the occurrence of certain pre-specified events, and to serve as additional collateral for borrowers' loans. While retained, these balances earn interest in accordance with the specific loan terms they are associated with. |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Dec. 31, 2016 | |
Variable Interest Entities | |
Variable Interest Entities | Note 17—Variable Interest Entities Our involvement with VIEs primarily affects our financial performance and cash flows through amounts recorded in interest income, interest expense, provision for loan losses and through activity associated with our derivative instruments. Consolidated VIEs. We have determined that our operating partnership, ARLP, and our CLO subsidiaries, which are owned by ARLP, are VIEs. ARLP is already consolidated in our financial statements, therefore, the identification of this entity as a VIE had no impact on our consolidated financial statements. Our CLO subsidiaries invest in real estate and real estate-related securities and are financed by the issuance of CLO debt securities. We, or one of our affiliates, are named collateral manager, servicer, and special servicer for all CLO collateral assets which we believe gives us the power to direct the most significant economic activities of the entity. We also have exposure to CLO losses to the extent of our equity interests and also have rights to waterfall payments in excess of required payments to CLO bond investors. As a result of consolidation, equity interests in these CLOs have been eliminated, and the consolidated balance sheets reflect both the assets held and debt issued by the CLOs to third parties. Our operating results and cash flows include the gross amounts related to CLO assets and liabilities as opposed to our net economic interests in the CLO entities. The assets and liabilities related to these consolidated CLOs are as follows: December 31, 2016 December 31, 2015 Assets: Restricted cash $ $ Loans and investments, net Due from related party — Other assets ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Collateralized loan obligations $ $ Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets held by the CLOs are restricted and can be used only to settle obligations of the CLOs. The liabilities of the CLOs are non-recourse to us and can only be satisfied from each CLOs respective asset pool. See Note 12—Debt Obligations for further details. We are not obligated to provide, have not provided, and do not intend to provide financial support to any of the consolidated CLOs. Unconsolidated VIEs. We determined that we are not the primary beneficiary of 21 VIEs in which we have a variable interest as of December 31, 2016 because we do not have the ability to direct the activities of the VIEs that most significantly impact each entity's economic performance. The following is a summary of our variable interests in identified VIEs, of which we are not the primary beneficiary, as of December 31, 2016: Type Carrying Maximum Loans $ $ Agency IOs Equity investments Junior subordinated notes(3) ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Represents the carrying amount of loans and investments before reserves. At December 31, 2016, $150.5 million of loans to VIEs had corresponding loan loss reserves of $77.6 million. See Note 4—Loans and Investments for further details. (2) Our maximum exposure to loss as of December 31, 2016 would not exceed the carrying amount of its investment. (3) It is not appropriate to consolidate these entities as equity interests are variable interests only to the extent that the investment is considered to be at risk. Since our investments were funded by the entities that issued the junior subordinated notes, it is not considered to be at risk. These unconsolidated VIEs have exposure to real estate debt of approximately $2.48 billion at December 31, 2016. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2016 | |
Equity | |
Equity | Note 18—Equity Preferred Stock. The Series A, B and C preferred stock may not be redeemed by us before February 2018, May 2018 and February 2019, respectively. Noncontrolling Interest. The noncontrolling interest relates to the 21,230,769 OP Units issued to ACM to satisfy a portion of the aggregate purchase price of the Acquisition. The value of these OP units at the Acquisition date was $154.8 million. Each of these OP Units are paired with one share of our Special Voting Preferred Shares having a par value of $0.01 per share and is entitled to one vote each on any matter submitted for stockholder approval, which represents approximately 29.2% of the voting power of our outstanding stock at December 31, 2016. The OP Units are entitled to receive distributions if and when our Board of Directors authorizes and declares future common stock distributions. The OP Units are also redeemable for cash, or at our option, for shares of our common stock on a one-for-one basis. Common Stock. In August 2016, we amended the equity distribution agreement, dated February 13, 2014, with JMP Securities LLC. In accordance with the terms of the amendment, we may offer and sell up to 7,500,000 common shares in "At-The-Market" equity offerings with JMP Securities. We have not sold any shares under this agreement since it was amended. In July 2016, we filed, and the SEC declared effective, a new shelf registration statement for $500.0 million of debt securities, common stock, preferred stock, depositary shares and warrants, of which $400.0 million was available as of February 27, 2017. Distributions. The following table presents dividends declared (on a per share basis) for the year ended December 31, 2016: Common Stock Preferred Stock Dividend(1) Declaration Date Dividend Declaration Date Series A Series B Series C February 24, 2016 $ February 1, 2016 $ $ $ May 4, 2016 $ May 2, 2016 $ $ $ August 3, 2016 $ August 1, 2016 $ $ $ November 2, 2016 $ November 2, 2016 $ $ $ (1) The dividend declared on February 1, 2016 was for December 1, 2015 through February 29, 2016. The dividend declared on May 2, 2016 was for March 1, 2016 through May 31, 2016. The dividend declared on August 1, 2016 was for June 1, 2016 through August 31, 2016. The dividend declared on November 2, 2016 was for September 1, 2016 through November 30, 2016. Common Stock —On March 1, 2017, the Board of Directors declared a cash dividend of $0.17 per share of common stock. The dividend is payable on March 21, 2017 to common stockholders of record as of the close of business on March 15, 2017. Preferred Stock —On February 3, 2017, the Board of Directors declared a cash dividend of $0.515625 per share of 8.25% Series A preferred stock; a cash dividend of $0.484375 per share of 7.75% Series B preferred stock; and a cash dividend of $0.53125 per share of 8.50% Series C preferred stock. These amounts reflect dividends from December 1, 2016 through February 28, 2017 and are payable on February 28, 2017 to preferred stockholders of record on February 15, 2017. We have determined that 100% of the common stock and preferred stock dividends paid during 2016, 2015 and 2014 represented ordinary income to our stockholders for income tax purposes. In addition, pursuant to Internal Revenue Code Section 59(d), alternative minimum tax ("AMT") could be apportioned between a REIT and its stockholders to the extent the REIT distributes its regular taxable income. Since we have distributed our taxable income, the AMT adjustments are being apportioned to our stockholders. As such, we have determined that 12.680% of each distribution to our stockholders for the tax year ended December 31, 2016 consists of an AMT adjustment (i.e., for each $1 of dividend reportable by a stockholder, $0.1268 represents an AMT adjustment). Deferred Compensation. We have a stock incentive plan under which the Board of Directors has the authority to issue shares of stock to certain directors, officers and employees of ours and our Manager. Vesting of restricted shares is dependent on a service requirement. Dividends paid on restricted shares are recorded as dividends on shares of our common stock whether or not they are vested. For accounting purposes, we measure the compensation costs for these shares as of the grant date, with subsequent remeasurement for any unvested shares granted to non-employees of ours with such amounts expensed against earnings, at the grant date (for the portion that vest immediately) or ratably over the respective vesting periods. In March 2016, we issued 282,405 shares of restricted common stock under the 2014 Omnibus Stock Incentive Plan (the "2014 Plan") to certain employees of ours and our Manager with a total grant date fair value of $1.9 million and recorded $0.2 million to employee compensation and benefits and $0.5 million to selling and administrative expense in our consolidated statements of income. One third of the shares vested as of the date of grant, one third will vest in March 2017, and the remaining third will vest in March 2018. In March 2016, we also issued 67,260 shares of fully vested common stock to the independent members of the Board of Directors under the 2014 Plan and recorded $0.4 million to selling and administrative expense. During the first quarter of 2016, we issued 70,225 shares of restricted common stock to Mr. Ivan Kaufman, our chairman and chief executive officer, under his 2015 annual incentive agreement with a grant date fair value of $0.5 million and recorded $0.1 million to employee compensation and benefits in our consolidated statements of income. One quarter of the shares vested as of the date of grant and one quarter will vest on each of the first, second and third anniversaries of the date of grant. Mr. Kaufman was also granted up to 421,348 performance-based restricted stock units that vest at the end of a four-year performance period based on our achievement of certain total stockholder return objectives. The restricted stock units had a grant date fair value of $0.9 million and we recorded less than $0.1 million to employee compensation and benefits. To date under his 2015 annual incentive agreement, Mr. Kaufman was granted in the aggregate up to 867,113 performance-based restricted stock units. As of December 31, 2016, unvested restricted stock consisted of 202,037 shares granted to our employees with a grant date fair value of $1.4 million and 195,139 shares granted to employees of our Manager with a grant date fair value of $1.3 million, which is subject to re-measurement each reporting period. Expense is recognized ratably over the vesting period in our consolidated statements of income in employee compensation and benefits expense and selling and administrative expense, respectively. During 2016, 2015 and 2014, we recorded the ratable portion of the unvested restricted stock to employees as employee compensation and benefits for $0.7 million, $0.9 million and $0.4 million, respectively, and for non-employees to selling and administrative expense for $1.0 million, $0.8 million and $0.5 million, respectively. In May 2015, we issued 20,430 shares of fully vested common stock to certain independent members of the Board of Directors under the 2014 Plan and recorded $0.1 million to selling and administrative expense in our consolidated statements of income. In March 2015, we issued 328,400 shares of restricted common stock under the 2014 Plan to certain employees of ours and our Manager, inclusive of 105,000 shares granted to our chief executive officer, Mr. Kaufman, with a total grant date fair value of $2.3 million and recorded $0.4 million to employee compensation and benefits and $0.4 million to selling and administrative expense in our consolidated statements of income. One third of the shares vested as of the date of grant, one third vested in March 2016, and the remaining third will vest in March 2017. In March 2015, we also issued 63,000 shares of fully vested common stock to the independent members of the Board of Directors under the 2014 Plan and recorded $0.4 million to selling and administrative expense. During the first quarter of 2015, we issued 74,294 shares of restricted common stock to Mr. Kaufman under his 2015 annual incentive agreement with a grant date fair value of $0.5 million and recorded $0.1 million to employee compensation and benefits in our consolidated statements of income. One quarter of the shares vest as of the date of grant and one quarter will vest on each of the first, second and third anniversaries of the date of grant. Mr. Kaufman was also granted up to 445,765 performance-based restricted stock units that vest at the end of a four-year performance period based on our achievement of certain total stockholder return objectives. The restricted stock units had a grant date fair value of $1.2 million and we recorded $0.3 million to employee compensation and benefits. As of December 31, 2015, unvested restricted stock consisted of 212,241 shares granted to our employees with a grant date fair value of $1.5 million and 154,169 shares granted to employees of our Manager with a grant date fair value of $1.1 million, which is subject to remeasurement each reporting period. In May 2014, we issued 278,000 shares of restricted common stock under the 2014 Plan to certain employees of ours and our Manager with a total grant date fair value of $2.0 million and recorded $0.3 million to employee compensation and benefits and $0.3 million to selling and administrative expense in our consolidated statements of income. One third of the shares vested as of the date of grant, one third vested in May 2015, and the remaining third vested in May 2016. In May 2014, we also issued 63,000 shares of fully vested common stock to the independent members of the Board of Directors under the 2014 Plan and recorded $0.4 million to selling and administrative expense. As of December 31, 2014, unvested restricted stock consisted of 138,584 shares granted to employees of our Manager with a grant date fair value of $1.0 million, which is subject to remeasurement each reporting period, and 110,666 shares granted to our employees with a grant date fair value of $0.8 million. Accumulated Other Comprehensive Income (Loss). At December 31, 2016, accumulated other comprehensive income was $0.3 million and consisted of a $0.6 million unrealized gain related to available-for-sale securities, partially offset by $0.2 million of net unrealized losses on derivatives designated as cash flow hedges and less than $0.1 million of net deferred losses on terminated interest swaps. At December 31, 2015, accumulated other comprehensive loss was $4.8 million and consisted of $4.7 million of net unrealized losses on derivatives designated as cash flow hedges and $0.6 million of net deferred losses on terminated interest swaps, less a $0.4 million unrealized gain related to available-for-sale securities. See Note 14—Derivative Financial Instruments for the reclassifications out of accumulated other comprehensive income (loss) and into earnings during 2016, 2015 and 2014. Earnings Per Share. Basic EPS is calculated by dividing net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during each period inclusive of unvested restricted stock with full dividend participation rights. Diluted EPS is calculated by dividing net income by the weighted average number of shares of common stock outstanding plus the additional dilutive effect of common stock equivalents during each period using the treasury stock method. Our common stock equivalents include the weighted average dilutive effect of performance-based restricted stock units granted to our chief executive officer in 2016 and 2015, OP Units issued in 2016 in connection with the Acquisition and warrants for the period of time that they were outstanding during 2014. The following is a reconciliation of the numerator and denominator of the basic and diluted EPS computations: Year Ended December 31, 2016 2015 2014 Basic Diluted Basic Diluted Basic Diluted Net income attributable to common stockholders(1) $ $ $ $ $ $ Net income attributable to noncontrolling interest(2) — — — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to common stockholders and nocontrolling interest $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding Dilutive effect of OP Units(2) — — — — — — Dilutive effect of restricted stock units(3) — — — — Dilutive effect of warrants(4) — — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income per common share(1) $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Net of preferred stock dividends. (2) We consider OP Units to be common stock equivalents as the holder has voting rights, the right to distributions and the right to redeem the OP Units for the cash value of a corresponding number of shares of common stock or a corresponding number of shares of common stock, at our election. For 2016, the OP Units were considered anti-dilutive and excluded from diluted EPS. (3) Mr. Kaufman was granted restricted stock units in 2016 and 2015 which vest at the end of a four-year performance period based upon our achievement of total stockholder return objectives. (4) In July 2014, we acquired and canceled all of our outstanding warrants issued in connection with a debt restructuring with Wachovia Bank in 2009. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Income Taxes | Note 19—Income Taxes We are organized and conduct our operations to qualify as a REIT and to comply with the provisions of the Internal Revenue Code with respect thereto. A REIT is generally not subject to federal income tax on taxable income which it distributes to its stockholders, provided that it distributes at least 90% of its REIT—taxable income and meets certain other requirements. Certain REIT income may be subject to state and local income taxes. We did not have any REIT—federal taxable income, net of dividends paid and net operating loss deductions, for 2016, 2015 and 2014, and therefore, have not provided for REIT federal income tax expense. The REIT incurred current state tax expenses for 2016 of $0.5 million, as a result of a change in New York State tax rules related to such state's net operating loss utilization policy. In 2015 and 2014, the REIT did not incur any state tax expense. For the 2009 and 2010 tax years, the income and tax on certain debt extinguishment transactions was, at our election, deferred to be recognized ratably over five years from 2014 to 2018. Certain of our assets and operations that would not otherwise comply with the REIT requirements, such as the Agency Business, are owned or conducted through our TRS Consolidated Group, which the majority of the income is subject to U.S. federal, state and local income taxes. The TRS Consolidated Group has federal net operating losses from prior years which will be used against the income from the Agency Business. In 2016, we recorded a provision for income taxes related to the assets held in the TRS Consolidated Group and the REIT totaling $0.8 million. In 2016, a $5.4 million valuation allowance, previously recorded at the TRS Consolidated Group, was released. We did not record a provision for income taxes in 2015 and 2014. The following table provides a summary of our pre-tax GAAP income: Year Ended December 31, 2016 2015 2014 Pre-tax GAAP income: REIT $ $ $ TRS Consolidated Group ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total pre-tax GAAP income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Our provision (benefit) for income taxes was comprised as follows: Year Ended December 31, 2016 2015 2014 Current tax provision (benefit) Federal $ $ $ ) State ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax (benefit) provision Federal $ $ ) $ ) State ) ) Valuation allowance ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total income tax expense $ $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ A reconciliation of our effective income tax rate as a percentage of pre-tax income or loss to the U.S. federal statutory rate is as follows: Year Ended 2016 2015 2014 U.S. federal statutory rate % % % REIT non-taxable income ) ) ) State and local income taxes, net of federal tax benefit ) ) Change in valuation allowance ) Other — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective income tax rate % — % — % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The significant components of our deferred tax assets and liabilities of our TRS Consolidated Group were as follows: December 31, 2016 2015 Deferred tax assets: Expenses not currently deductible $ $ Loan loss reserve — Net operating and capital loss carryforwards Valuation allowance ) ) ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax assets, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities: Interest in equity affiliates—net $ $ Intangibles — Mortgage servicing rights — Other — ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2016, our TRS Consolidated Group had $23.2 million of deferred tax assets net of a $7.0 million valuation allowance. The deferred tax assets consist of expenses not currently deductible, loan loss reserves and net operating loss carryforwards. Our TRS Consolidated Group's deferred tax assets are offset by $36.4 million in deferred tax liabilities, consisting of timing differences from investments in equity affiliates, intangibles and mortgage servicing rights. At December 31, 2015, our TRS Consolidated Group, had $3.8 million of deferred tax assets net of a $12.3 million valuation allowance. The deferred tax assets consist of expenses not currently deductible and net operating and capital loss carryforwards. Our TRS Consolidated Group's deferred tax assets are offset by $3.8 million in deferred tax liabilities, consisting of timing differences from investments in equity affiliates. As of December 31, 2016, the REIT (excluding the TRS Consolidated Group) had approximately $79.7 million of federal and state net operating loss carryforwards and no capital loss carryforwards. A substantial portion of the net operating losses will expire between 2030 and 2033. The TRS Consolidated Group has federal and state net operating loss carryforwards as of December 31, 2016 and 2015 of approximately $0.5 million and $12.3 million, respectively, which will expire through 2031. As a result of the acquisition of the Agency Business, the TRS Consolidated Group utilized $11.3 million of net operating losses. We have assessed our tax positions for all open years, which includes 2013-2016, and have concluded that there were no material uncertainties to be recognized. We have not recognized any interest and penalties related to tax uncertainties in 2016, 2015 and 2014. |
Agreements and Transactions wit
Agreements and Transactions with Related Parties | 12 Months Ended |
Dec. 31, 2016 | |
Agreements and Transactions with Related Parties | |
Agreements and Transactions with Related Parties | Note 20—Agreements and Transactions with Related Parties Management Agreement. We, ARLP and Arbor Realty SR, Inc. have a management agreement with our Manager, pursuant to which our Manager provides us with a variety of advisory and professional services vital to our operations, including underwriting, accounting and treasury, compliance, marketing, information technology and human resources and we pay our Manager a base management fee and, under certain circumstances, an annual incentive fee. The base management fee is an arrangement whereby we reimburse our Manager for its actual costs incurred in managing our business based on the parties' agreement in advance on an annual budget with subsequent quarterly true-ups to actual costs. The incentive management fee is measured on an annual basis and is calculated pursuant to the terms of the management agreement. The minimum return, or incentive fee hurdle to be reached before an incentive fee is earned, is a percentage applied on a per share basis to the greater of $10.00 or the average gross proceeds per share. In addition, 60% of any loan loss and other reserve recoveries are eligible to be included in the incentive fee calculation, which recoveries are spread over a three year period. The management agreement also allows us to consider, from time to time, the payment of additional "success-based" fees to our Manager for accomplishing certain specified corporate objectives; has a termination fee of $10.0 million; and is renewable automatically for successive one-year terms, unless terminated with six months prior written notice. If we terminate or elect not to renew the management agreement without cause, we are required to pay the termination fee of $10.0 million. We have an option, expiring in July 2018, to purchase the existing management agreement and fully internalize our management structure for $25.0 million (increasing to $27.0 million after July 2017). See Note 3—Acquisition of Our Manager's Agency Platform for further details. The following table sets forth our base management fees and incentive fees: Year Ended December 31, Management Fees: 2016 2015 2014 Base $ $ $ Incentive — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total management fee $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the years ended December 31, 2016, 2015 and 2014, no "success-based" payments were made. In 2007, our Manager received an incentive fee installment totaling $19.0 million which was recorded as a prepaid management fee related to the incentive fee on $77.1 million of deferred revenue recognized on the transfer of control of the 450 West 33 rd Street property, which was an equity affiliate that we sold our equity interest back in 2014. The $77.1 million gain was deferred as a result of guarantying a portion of the property's indebtedness. In July 2014, the existing debt on the property was refinanced and our portion of the guarantee was terminated, resulting in the recognition of the deferred gain and a $19.0 million prepaid incentive management fee. Other Related Party Transactions. Due from related party was $1.5 million and $8.1 million at December 31, 2016 and 2015, respectively, and consisted primarily of paydowns to be remitted and escrows held by our affiliated servicing operations related to real estate transactions. Due to related party was $6.0 million and $3.4 million at December 31, 2016 and 2015, respectively, and consisted primarily of base management fees due to our Manager that we remitted in the following quarter. Related party financing was $50.0 million at December 31, 2016 and represents a $50.0 million preferred equity interest financing agreement we entered into with our Manager to finance a portion of the aggregate purchase price of the Acquisition. We incurred interest expense of $1.8 million in 2016 from this debt. See Note 12—Debt Obligations for further details. In September 2016, we originated $48.0 million of bridge loans on six multifamily properties owned by a consortium of investors consisting of certain of our officers, including Mr. Kaufman and our Manager, who together own interests ranging from approximately 7.8% to 9.0% in the borrowing entities. The loans have an interest rate of LIBOR plus 4.50% with a LIBOR floor of 0.25% and mature in September 2019. Interest income recorded from these loans totaled $0.7 million for 2016. In January 2016, we originated a $12.7 million bridge loan and a $5.2 million preferred equity investment on two multifamily properties owned by a consortium of investors consisting of certain of our officers, including Mr. Kaufman, who together own an interest of approximately 50% in the borrowing entity. The bridge loan has an interest rate of one-month LIBOR plus 4.50% with a LIBOR floor of 0.25% and matures in January 2019. The preferred equity investment has a fixed interest rate of 10% and a maturity date of April 2016, which was extended to November 2017. Interest income recorded from these loans totaled $1.2 million for 2016. In January 2016, we originated a $19.0 million bridge loan on a multifamily property owned by a consortium of investors consisting of certain of our officers, including Mr. Kaufman, who together own an interest of approximately 7.5% in the borrowing entity. The loan has an interest rate of one-month LIBOR plus 4.50% with a LIBOR floor of 0.25% and matures in January 2019. Interest income recorded from this loan totaled $1.0 million for 2016. In November 2015, we originated a $7.1 million bridge loan on a multifamily property owned by a consortium of investors consisting of certain of our officers, including Mr. Kaufman, who together own an interest of approximately 7.5% in the borrowing entity. The loan has an interest rate of LIBOR plus 4.50% with a LIBOR floor of 0.25% and a maturity date of November 2018 with two one-year extension options. Interest income recorded from this loan totaled $0.4 million and $0.1 million for 2016 and 2015, respectively. In October 2015, we originated two bridge loans totaling $16.7 million secured by multifamily properties acquired by a third party investor. The properties had been owned and were sold by a consortium of investors, consisting of certain of our officers, including Mr. Kaufman, certain other related parties and certain unaffiliated persons. The loans have an interest rate of LIBOR plus 5.00% with a LIBOR floor of 0.25% and a maturity date of October 2017. Interest income recorded from these loans totaled $1.0 million and $0.2 million for 2016 and 2015, respectively. In April 2015, we originated a $3.0 million mezzanine loan on a multifamily property that has a $47.0 million first mortgage initially originated by our Manager. The loan bears interest at a fixed rate of 12.5% and has a maturity date of April 2025. Interest income recorded from this loan totaled $0.4 million and $0.3 million for 2016 and 2015, respectively. In April 2015, we originated a $6.3 million bridge loan on a multifamily property owned by a consortium of investors consisting of certain of our officers, including Mr. Kaufman and our Manager, who together own an interest of approximately 90% in the borrowing entity. The loan has an interest rate of LIBOR plus 4.50% with a LIBOR floor of 0.25% and matures in April 2018. During the fourth quarter of 2016, the loan was repaid in full and we received proceeds of $6.3 million, which was allocated to the consortium of investors. Interest income recorded from this loan totaled $0.4 million and $0.2 million for 2016 and 2015, respectively. In February 2015, we modified an $18.0 million preferred equity investment, increasing our balance to $23.0 million with a fixed interest rate of 10% and a maturity date in February 2018. To accomplish the modification, we formed a joint venture with a consortium of investors consisting of certain of our officers, including Mr. Kaufman, and other related parties, to invest in an additional $2.0 million preferred equity investment that is generally subordinate to ours. During the second quarter of 2016, the preferred equity investment was repaid in full and we received proceeds of $1.0 million, which was allocated to the consortium of investors. Interest income recorded from this loan was $1.0 million and $2.3 million for 2016 and 2015, respectively. In 2015, we invested $9.6 million for 50% of our Manager's indirect interest in a joint venture with a third party that was formed to invest in a residential mortgage banking business. As a result of this transaction, we had an initial indirect interest of 22.5% in this entity. In 2015, we also invested a total of $9.7 million through this joint venture in non-qualified residential mortgages purchased from the mortgage banking business's origination platform. During 2016, we funded an additional $5.9 million into these non-qualified residential mortgages and received cash distributions totaling $13.0 million as a result of the joint venture selling most of its mortgage assets. We recorded income of $10.0 million and $6.0 million from these investments during 2016 and 2015, respectively. See Note 9—Investment in Equity Affiliates for further details. In 2014, we invested $0.1 million for a 5% interest in a joint venture that owns two multifamily properties. The joint venture is comprised of a consortium of investors consisting of certain of our officers, including Mr. Kaufman, and other related parties, who together own an interest of 95%. In 2014, we originated two bridge loans totaling $5.0 million to the joint venture with an interest rate of 5.5% over one-month LIBOR and a maturity date extended as of right to September 2016. During the third quarter of 2016, one of the loans was repaid in full and we received proceeds of $3.3 million, which was allocated to the consortium of investors, and the remaining loan was extended as of right to March 2017. Interest income recorded from these loans totaled $0.2 million, $0.3 million and $0.1 million for 2016, 2015 and 2014, respectively. In 2014, we originated a $30.4 million bridge loan for an office property owned by a consortium of investors, including Mr. Kaufman and his affiliates, who together own an interest of approximately 24% in the borrowing entity. The loan has an interest rate of LIBOR plus 7.90% with a LIBOR floor of 0.50% and a maturity date that was extended to July 2017. In January 2016, we also originated a $4.6 million mezzanine loan to this entity that has a fixed interest rate of 12% and a maturity date that was extended to July 2017. Interest income recorded from these loans totaled $3.5 million, $2.8 million and $1.2 million for 2016, 2015 and 2014, respectively. In 2014, our Manager purchased a property subject to two loans originated by us, a first mortgage of $14.6 million and a second mortgage of $5.1 million, both with maturity dates of April 2016 and an interest rate of LIBOR plus 4.80%. During the first quarter of 2016, the $5.1 million second mortgage was repaid in full by our Manager. The $14.6 million first mortgage was extended to March 2018. Interest income recorded from these loans totaled $0.9 million, $1.1 million and $0.9 million for 2016, 2015 and 2014, respectively. In June 2013, our Board of Directors formed a special committee consisting of independent directors in connection with the acquisition of our Manager's Agency Business, as well as the option to internalize the management of our current business. In February 2016, we entered into a Purchase Agreement and on July 14, 2016 we completed the Acquisition for $275.8 million. See Note 3—Acquisition of Our Manager's Agency Platform for further details. In 2011, we restructured a preferred equity investment on the Lexford Portfolio ("Lexford"), which is a portfolio of multifamily assets. In connection with this restructuring, we, along with an executive officer of ours and a consortium of independent outside investors, made an additional preferred and direct equity investment. Both of our preferred equity investments were repaid in full by the third quarter of 2015. Interest income recorded from such preferred equity investments was $0.2 million for 2015. As a result of the direct equity investment, which was also repaid in the third quarter of 2015, we received distributions totaling $2.8 million and $5.5 million during 2016 and 2015, respectively, which were recorded as income from equity affiliates. In addition, under the terms of the restructuring, Lexford's first mortgage lender required a change of property manager for the underlying assets. The new management company is owned primarily by a consortium of affiliated investors including Mr. Kaufman and an executive officer of ours, and has a contract with the new entity for 7.5 years and is entitled to 4.75% of gross revenues of the underlying properties, along with the potential to share in the proceeds of a sale or refinancing of the debt should the management company remain engaged by the new entity at the time of such capital event. We have provided limited ("bad boy") guarantees for certain debt controlled by Lexford. The bad boy guarantees may become a liability for us upon standard "bad" acts such as fraud or a material misrepresentation by Lexford or us. At December 31, 2016, this debt had an aggregate outstanding balance of $847.7 million and is scheduled to mature between 2017 and 2025. Interest income recorded from loans originated in 2013 or prior years with our affiliates totaled $0.3 million and $2.3 million for 2015 and 2014, respectively. There was no interest income recorded in 2016 from these transactions. We are dependent upon our Manager with whom we have a conflict of interest, to provide services to us that are vital to our operations. Our chairman, chief executive officer and president, Mr. Kaufman, is also the chief executive officer and president of our Manager, and, our chief financial officer and treasurer, Mr. Elenio, is the chief financial officer of our Manager. In addition, Mr. Kaufman and his affiliated entities ("the Kaufman Entities") together beneficially own approximately 92% of the outstanding membership interests of our Manager and certain of our employees and directors also hold an ownership interest in our Manager. Furthermore, one of our former directors is general counsel to our Manager and another of our directors also serves as the trustee of one of the Kaufman Entities that holds a majority of the outstanding membership interests in our Manager and co-trustee of another Kaufman Entity that owns an equity interest in our Manager. Our Manager holds 5,349,053 of our common shares, and upon the closing of the Acquisition in July 2016, our Manager was issued 21,230,769 OP Units, each paired with one share of our Special Voting Preferred Shares which in total represents approximately 36.6% of the voting power of our outstanding stock. Our Board of Directors approved a resolution under our charter allowing Mr. Kaufman and our Manager, (which Mr. Kaufman has a controlling equity interest in), to own more than the 5% ownership interest limit of our common stock as stated in our charter as amended. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2016 | |
Employee Benefits | |
Employee Benefits | Note 21—Employee Benefits In connection with the Acquisition, we assumed a 401(k) defined contribution plan (the "401(k) Plan") and a non-qualified deferred compensation plan (the "Deferred Comp Plan"). The 401(k) Plan is available to all employees who have completed six months of continuous service. The 401(k) Plan matches 25% of the first 6% of each employee's contribution. We have the option to increase the employer match based on our operating results. In 2016, we recorded $0.3 million of expenses associated with the 401(k) Plan, which is included in employee compensation and benefits in our consolidated statements of income. The Deferred Comp Plan is offered to certain full-time employees and is subject to the rules of section 409(a) of the Internal Revenue Code. Under the Deferred Comp Plan, which can be modified or discontinued at any time, participating employees may defer a portion of their compensation and we are contractually obligated to match the contribution, as specified in the Deferred Comp Plan, and fund such amounts upon vesting and an election by participants to redeem their interests. All employee deferrals vest immediately and matching contributions vest over a nine year period beginning after year five. For 2016, there were $0.7 million of employee deferrals. As of December 31, 2016, we had recorded liabilities totaling $3.5 million and assets of $2.8 million related to the Deferred Comp Plan, which is included in other liabilities and other assets, respectively, in our consolidated balance sheets. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | |
Segment Information | Note 22—Segment Information As a result of the Acquisition, we currently evaluate our results from operations from two business segments—our Structured Business and our Agency Business. See Note 1—Description of Business for a description of each segment. The summarized statements of income and balance sheet data, as well as certain other data, by segment, are included in the following tables. Specifically identifiable costs are recorded directly to each business segment. For items not specifically identifiable, costs have been allocated between the business segments using the most meaningful allocation methodologies, which was predominately direct labor costs (i.e., time spent working on each segment). Such costs include, but are not limited to, compensation and employee related costs, selling and administrative expenses, management fees and stock-based compensation. All amounts are before amounts allocated to noncontrolling interest. Year Ended December 31, 2016 Structured Agency Other / Consolidated Interest income $ $ $ — $ Other interest income, net — — Interest expense ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net interest income ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other revenue: Gain on sales, including fee-based services, net — — Mortgage servicing rights — — Servicing revenue — — Amortization of MSRs — ) — ) Property operating income — — Other income, net — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total other revenue — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other expenses: Employee compensation and benefits — Selling and administrative — Acquisition costs — — Property operating expenses — — Depreciation and amortization — Impairment loss on real estate owned — — Provision for loss sharing — — Provision for loan losses (net of recoveries) ) — — ) Management fee—related party — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total other expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before gain on sale of real estate, income from equity affiliates and provision for income taxes ) Gain on sale of real estate — — Income from equity affiliates — — Provision for income taxes — ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2016 Structured Business Agency Business Other / Eliminations Consolidated Assets: Cash and cash equivalents $ $ $ — $ Restricted cash — Loans and investments, net — — Loans held-for-sale, net — — Capitalized mortgage servicing rights, net — — Investments in equity affiliates — — Goodwill and other intangible assets — — Other assets — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Debt obligations $ $ $ $ Allowance for loss-sharing obligations — — Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The comparable summarized statements of income for 2015 and 2014 and the summarized balance sheet for 2015 are not provided since we operated as a single business segment in those periods. Year Ended December 31, 2016 2015 2014 Origination Data: Structured Business New loan originations $ $ $ Loan payoffs / paydowns Agency Business Origination Volumes by Investor: Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total loan commitment volume $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loan Sales Data: Agency Business Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Sales margin (fee-based services as a % of loan sales) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ MSR rate (MSR income as a % of loan commitments) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Loan sales were $1.91 billion for 2016, including loans that were acquired as part of the Acquisition. December 31, 2016 Key Servicing Metrics for Agency Business: UPB of Servicing Wtd. Avg. Servicing Wtd. Avg. Life of Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Selected Quarterly Financial Da
Selected Quarterly Financial Data - Unaudited | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Data - Unaudited | |
Selected Quarterly Financial Data - Unaudited | Note 23—Selected Quarterly Financial Data—Unaudited The following tables represent summarized quarterly financial data for 2016 and 2015: Three Months Ended December 31, 2016 September 30, 2016 June 30, 2016 March 31, 2016 Net interest income $ $ $ $ Total other revenue Total other expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before gain on sale of real estate, income from equity affiliates and provision for income taxes ) Gain on sale of real estate — — Income from equity affiliates Provision for income taxes ) ) — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income Preferred stock dividends Net income attributable to noncontrolling interest — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to common stockholders $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended December 31, 2015 September 30, 2015 June 30, 2015 March 31, 2015 Net interest income $ $ $ $ Total other revenue Total other expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before gain on acceleration of deferred income, loss on termination of swaps, gain on sale of real estate and income from equity affiliates Gain on acceleration of deferred income — — Loss on termination of swaps — ) — ) Gain on sale of real estate — — Income from equity affiliates ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income Preferred stock dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to common stockholders $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) The sum of the quarterly per share amounts may not equal per share amounts reported for year-to-date periods, due to the effects of rounding for each period. |
SCHEDULE IV - LOANS AND OTHER L
SCHEDULE IV - LOANS AND OTHER LENDING INVESTMENTS | 12 Months Ended |
Dec. 31, 2016 | |
SCHEDULE IV - LOANS AND OTHER LENDING INVESTMENTS | |
SCHEDULE IV - LOANS AND OTHER LENDING INVESTMENTS | SCHEDULE IV—LOANS AND OTHER LENDING INVESTMENTS DECEMBER 31, 2016 Type Location Periodic Maturity Interest Pay Prior Liens Face Carrying Carrying Bridge Loans: Bridge loans in excess of 3% of carrying amount of total loans: Multifamily Various IO 2017 - 2019 LIBOR + 4.25% - 11.85% $ — $ $ $ — Land CA IO 2017 Fixed 0.00% - 11.64% — Bridge loans less than 3% of carrying amount of total loans (6): Multifamily Various IO 2017 - 2020 LIBOR + 3.00% - 12.75% — — Land CA IO 2017 LIBOR + 4.00% — — Office Various IO 2017 - 2020 LIBOR + 3.10% - 7.90% — — Hotel NY IO / PI 2019 LIBOR + 6.50% — — Commercial Various IO 2017 LIBOR + 5.75% - 6.00% — — Healthcare OR IO 2018 LIBOR + 5.50% — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Bridge Loans — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Mezzanine Loans: Mezzanine loans less than 3% of carrying amount of total loans (6): Multifamily Various IO / PI 2017 - 2025 Fixed 5.00% - 12.50% — Land Various IO 2017 Fixed 12% — — Office CA IO 2017 Fixed 11% Retail FL PI 2024 Fixed 12.00% — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Mezzanine Loans — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Junior Participations: Junior participation loans less than 3% of carrying amount of total loans (6): Office Various IO / PI 2017 Fixed 4.00% - 7.58% — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Junior Participations — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Type Location Periodic Maturity Interest Pay Prior Liens Face Carrying Carrying Preferred Equity Loans: Preferred equity loans less than 3% of carrying amount of total loans (6): Multifamily Various IO 2017 - 2024 Fixed 8.00% - 14.00% — Hotel IL IO 2019 Libor + 2.79% — Land NY IO 2017 Fixed 12.00% — Office SC IO 2024 Fixed 15.00% — Commercial NY IO 2017 Fixed 6.00% — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Preferred Equity Loans — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Loans $ $ $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) IO = Interest Only, PI = Principal and Interest. (2) Maturity date does not include possible extensions. (3) References to LIBOR are to one-month LIBOR unless specifically stated otherwise. (4) During 2016, $569.1 million of loans were extended. (5) The federal income tax basis is approximately $1.79 billion. (6) Individual loans each have a carrying value less than 3% of total loans. The following table reconciles our loans and investments carrying amounts for the periods indicated: Year Ended December 31, 2016 2015 2014 Balance at beginning of year $ $ $ Additions during period: New loan originations Loan charge-offs Funding of unfunded loan commitments(1) Accretion of unearned revenue Charge-off on loan converted to real estate owned — — Recoveries of reserves Deductions during period: Loan payoffs and paydowns ) ) ) Unfunded loan commitments(1) ) ) ) Use of loan charge-offs ) ) ) Loan converted to real estate owned — ) — Provision for loan losses ) ) ) Unearned revenue and costs ) ) ) Satisfaction of participation loan — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at end of year $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) In accordance with certain loans and investments, we have outstanding unfunded commitments that we are obligated to fund as the borrowers meet certain requirements. Specific requirements include, but are not limited to, property renovations, building construction, and building conversions based on criteria met by the borrower in accordance with the loan agreements. |
Basis of Presentation and Sig34
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Basis of Presentation and Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The consolidated financial statements and accompanying notes have been prepared in accordance with GAAP. In the opinion of management, all adjustments considered necessary for a fair presentation of our financial position, results of operations and cash flows have been included and are of a normal and recurring nature. In the fourth quarter of 2016, we revised the assumption used in determining amortization periods on the MSR portfolio we acquired in connection with the Acquisition in the third quarter of 2016. This change in estimate resulted in an increase in our quarterly MSR amortization, which is included in servicing revenue, net in our consolidated statements of income. The effect of this non-cash change was a reduction in our net income of approximately $3.4 million, or $0.07 per diluted share, for 2016. Excluding the addition of new MSRs in future periods, we expect this change in estimate to reduce net income by approximately $1.4 million for the first quarter of 2017, with the impact of this change decreasing in future reporting periods as loans mature and repay over the weighted average estimated life remaining. Certain prior year amounts have been reclassified to conform to current period presentation. We reclassified acquisition costs of $3.1 million associated with the Acquisition from selling and administrative expenses to acquisition costs for the year ended December 31, 2015. |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include our financial statements and the financial statements of our wholly owned subsidiaries, partnerships and other joint ventures in which we own a controlling interest, including variable interest entities ("VIEs") of which we are the primary beneficiary. Entities in which we have a significant influence are accounted for under the equity method. See Note 17—Variable Interest Entities for information about our VIEs. All significant inter-company transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that could materially affect the amounts reported in the consolidated financial statements and accompanying notes. As future events cannot be determined with precision, actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents. All highly liquid investments with original maturities of three months or less are considered to be cash equivalents. We place our cash and cash equivalents in high quality financial institutions. The consolidated account balances at each institution periodically exceed Federal Deposit Insurance Corporation (FDIC) insurance coverage and we believe that this risk is not significant. |
Loans, Investments and Securities | Loans, Investments and Securities. Loans held for investment are intended to be held to maturity and, accordingly, are carried at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and net of the allowance for loan losses when such loan or investment is deemed to be impaired. We invest in preferred equity interests that, in some cases, allow us to participate in a percentage of the underlying property's cash flows from operations and proceeds from a sale or refinancing. At the inception of each such investment, we determine whether such investment should be accounted for as a loan, equity interest or as real estate. To date, we have determined that all such investments are properly accounted for and reported as loans. At the time of purchase, we designate a security as available-for-sale, held-to-maturity, or trading depending on our ability and intent for the security. Securities available-for-sale are reported at fair value with the net unrealized gains or losses reported as a component of accumulated other comprehensive income (loss). Unrealized losses that are determined to be other-than-temporary are recognized in earnings up to their credit component. The determination of other-than-temporary impairment is a subjective process requiring judgments and assumptions and is not necessarily intended to indicate a permanent decline in value. The process includes, but is not limited to, assessment of recent market events and prospects for near-term recovery, assessment of cash flows, internal review of the underlying assets securing the investments, credit of the issuer and the rating of the security, as well as our ability and intent to hold the investment to maturity. We closely monitor market conditions on which we base such decisions. |
Impaired Loans, Allowance for Loan Losses and Charge-offs | Impaired Loans, Allowance for Loan Losses and Charge-offs. We consider a loan impaired when, based upon current information, it is probable that we will be unable to collect all amounts due for both principal and interest according to the contractual terms of the loan agreement. We evaluate each loan in our portfolio on a quarterly basis. Our loans are individually specific and unique as it relates to product type, geographic location, and collateral type, as well as to the rights and remedies and the position in the capital structure our loans have in relation to the underlying collateral. We evaluate this information at both a loan level and general market trends level when determining the appropriate assumptions such as capitalization and market discount rates, as well as the borrower's operating income and cash flows, in estimating the value of the underlying collateral when determining if a loan is impaired. We utilize internally developed valuation models and techniques primarily consisting of discounted cash flow and direct capitalization models in determining the fair value of the underlying collateral on an individual loan. We may also obtain a third party appraisal, which may value the collateral through an "as-is" or "stabilized value" methodology. Such appraisals may be used as an additional source of valuation information only and no adjustments are made to appraisals. If upon completion of the valuation, the fair value of the underlying collateral securing the impaired loan is less than the net carrying value of the loan, an allowance is created with a corresponding charge to the provision for loan losses. The allowance for each loan is maintained at a level that we believe to be adequate to absorb probable losses. Loan terms may be modified if we determine that based on the individual circumstances of a loan and the underlying collateral, a modification would more likely increase the total recovery of the combined principal and interest from the loan. Any loan modification is predicated upon a goal of maximizing the collection of the loan. Typical triggers for a modification would include situations where the projected cash flow is insufficient to cover required debt service, when asset performance is lagging the initial projections, where there is a requirement for rebalancing, where there is an impending maturity of the loan, and where there is an actual loan default. Loan terms that have been modified have included, but are not limited to, interest rate, maturity date and in certain cases, principal amount. Length and amounts of each modification have varied based on individual circumstances and are determined on a case by case basis. If the loan modification constitutes a concession whereas we do not receive ample consideration in return for the modification, and the borrower is experiencing financial difficulties and cannot repay the loan under the current terms, then the modification is considered by us to be a troubled debt restructuring. If we receive a benefit, either monetary or strategic, and the above criteria are not met, the modification is not considered to be a troubled debt restructuring. We record interest on modified loans on an accrual basis to the extent the modified loan is contractually current. Charge-offs to the allowance for loan losses occur when losses are confirmed through the receipt of cash or other consideration from the completion of a sale; when a modification or restructuring takes place in which we grant a concession to a borrower or agree to a discount in full or partial satisfaction of the loan; when we take ownership and control of the underlying collateral in full satisfaction of the loan; when loans are reclassified as other investments; or when significant collection efforts have ceased and it is highly likely that a loss has been realized. Loss on restructured loans is recorded when we have granted a concession to the borrower in the form of principal forgiveness related to the payoff or the substitution or addition of a new debtor for the original borrower or when we incur costs on behalf of the borrower related to the modification, payoff or the substitution or addition of a new debtor for the original borrower. When a loan is restructured, we record our investment at net realizable value, taking into account the cost of all concessions at the date of restructuring. In addition, a gain or loss may be recorded upon the sale of a loan to a third party in the consolidated statements of income in the period in which the loan was sold. |
Loans Held-for-Sale, Net | Loans Held-for-Sale, Net. Loans held-for-sale, net represents commercial real estate loans originated in our Agency Business, which are generally transferred or sold within 60 days from the date the loan is funded. Such loans are reported at the lower of cost or market on an aggregate basis and include the value allocated to the associated future MSRs. During the period prior to its sale, interest income on a loan held-for-sale is calculated in accordance with the terms of the individual loan and the loan origination fees and direct loan origination costs are deferred until the loan is sold. Substantially all of our held-for-sale loans are financed with matched borrowings from credit facilities contracted to finance such loans. Interest income and expense are earned or incurred after a loan is closed and before a loan is sold. Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated, put presumptively beyond the reach of the entity, even in bankruptcy, (2) the transferee (or if the transferee is an entity whose sole purpose is to engage in securitization and the entity is constrained from pledging or exchanging the assets it receives, each third-party holder of its beneficial interests) has the right to pledge or exchange the transferred financial assets, and (3) we or our agents does not maintain effective control over the transferred financial assets or third-party beneficial interest related to those transferred assets through an agreement to repurchase them before their maturity. We have determined that all loans sold have met these specific conditions and account for all transfers of mortgage loans as completed sales. |
Allowance for Loss-Sharing Obligations | Allowance for Loss-Sharing Obligations. When a loan is sold under the Fannie Mae DUS program, we undertake an obligation to partially guarantee the performance of the loan. Generally, we are responsible for losses equal to the first 5% of the UPB and a portion of any additional losses to an overall maximum of 20% of the original principal balance. Fannie Mae bears any remaining loss. In addition, under the terms of the master loss-sharing agreement with Fannie Mae, we are responsible for funding 100% of mortgage delinquencies (principal and interest) and servicing advances (taxes, insurance and foreclosure costs) until the amounts advanced exceeds 5% of the UPB at the date of default. Thereafter, we may request interim loss-sharing adjustments which allow us to fund 25% of such advances until final settlement. At inception, a liability for the fair value of the obligation undertaken in issuing the guaranty is recognized. In determining the fair value of the guaranty obligation, we consider the risk profile of the collateral and the historical loss experience in our portfolio. The guaranty obligation is removed only upon either the expiration or settlement of the guaranty. We evaluate the allowance for loss-sharing obligations by monitoring the performance of each loss-sharing loan for events or conditions that may signal a potential default. Historically, initial loss recognition occurs at or before a loan becomes 60 days delinquent. In instances where payment under the guaranty on a loan is determined to be probable and estimable (as the loan is probable of, or is, in foreclosure), we record a liability for the estimated allowance for loss-sharing (a "specific reserve") by transferring the guarantee obligation recorded on the loan to the specific reserve with any adjustments to this reserve amount recorded in provision for loss sharing in the statements of income, along with a write-off of the associated loan-specific MSR. The amount of the allowance considers our assessment of the likelihood of repayment by the borrower or key principal(s), the risk characteristics of the loan, the loan's risk rating, historical loss experience, adverse situations affecting individual loans, the estimated disposition value of the underlying collateral, and the level of risk sharing. We regularly monitor the specific reserves and update loss estimates as current information is received. |
Capitalized Mortgage Servicing Rights | Capitalized Mortgage Servicing Rights. We recognize, as separate assets, rights to service mortgage loans for others, including such rights that are created by the origination of mortgage loans that are sold with the servicing rights retained by the originator. Income from MSRs is recognized when we record a derivative asset upon the commitment to originate a loan with a borrower and sell the loan to an investor. This commitment asset is recognized at fair value based on our internal medel, which reflects the estimated fair value of the discounted expected net cash flows associated with the servicing of the loan. When a mortgage loan is sold, we retain the right to service the loan and recognize the MSR at the initial capitalized valuation. We amortize MSRs using the amortization method, which requires the MSRs to be amortized over the period of estimated net servicing income or loss and that the servicing assets or liabilities be assessed for impairment, or increased obligation, based on the fair value at each reporting date. Amortization of MSRs is recorded as a reduction of servicing revenues, net in the consolidated statements of income. The following assumptions were used in calculating each loan's MSR for the periods presented: Key rates: We used discount rates ranging from 8% to 15%, representing a weighted average discount rate of 13%, based on our best estimate of market discount rates to determine the present value of MSRs. The inflation rate used for adequate compensation was 3%. Servicing Cost: The estimated future cost to service the loan for the estimated life of the MSR is subtracted from the estimated future cash flows. Estimated Life: We estimate the life of our MSRs based upon the stated yield maintenance and/or prepayment protection term of the underlying loan and may be reduced by 6 to 12 months based upon the expiration of various types of prepayment penalty and/or lockout provisions prior to that stated maturity date. MSRs are initially recorded at fair value and are carried at amortized cost. Fair values are estimated considering market prices for similar MSRs, when available, and by estimating the present value of the future net cash flows of the capitalized MSRs, net of adequate compensation for servicing. Adequate compensation is based on the market rate of similar servicing contracts. We estimate the terms of commercial servicing for each loan by assuming that servicing would not end prior to the yield maintenance date, if applicable, at which point the prepayment penalty expires. MSRs are amortized in proportion to and over the period of estimated net servicing income. We engage an independent third party to assist in determining an estimated fair value of our MSR portfolio on a quarterly basis. We evaluate the MSR portfolio for impairment on a quarterly basis based on the difference between the aggregate carrying amount of the MSRs and their aggregate fair value. We engage an independent third-party valuation expert to assist in determining an estimated fair value of our MSR portfolio. For purposes of impairment evaluation, the MSRs are stratified based on predominant risk characteristics of the underlying loans, which we have identified as loan type, note rate and yield maintenance provisions. To the extent that the carrying value of the MSRs exceeds fair value, a valuation allowance is established. We record write-offs of MSRs related to loans that were repaid prior to their expected maturity and loans that have defaulted and determined to be unrecoverable. When this occurs, the write-off is recorded as a direct write-down to the carrying value of MSRs and is included as a component of servicing revenue, net in the consolidated statements of income. This direct write-down permanently reduces the carrying value of the MSRs, precluding recognition of subsequent recoveries. |
Real Estate Owned and Held-For-Sale | Real Estate Owned and Held-For-Sale. Real estate acquired is recorded at its estimated fair value at the time of acquisition and is shown net of accumulated depreciation and impairment charges. Costs incurred in connection with the acquisition of a property are expensed as incurred. We allocate the purchase price of our real estate acquisitions to land, building, tenant improvements, origination asset of the in-place leases, intangibles for the value of any above or below market leases at fair value and to any other identified intangible assets or liabilities. We finalize our purchase price allocation on these assets within one year of the acquisition date. We amortize the value allocated to in-place leases over the remaining lease term, which is reported in depreciation and amortization expense on our consolidated statements of income. The value allocated to above or below market leases are amortized over the remaining lease term as an adjustment to rental income. Real estate assets are depreciated using the straight-line method over their estimated useful lives. Ordinary repairs and maintenance which are not reimbursed by the tenants are expensed as incurred. Major replacements and betterments which improve or extend the life of the asset are capitalized and depreciated over their estimated useful life. Our properties are reviewed for impairment each quarter, if events or circumstances change indicating that the carrying amount of an asset may not be recoverable. We recognize impairment if the undiscounted estimated cash flows to be generated by an asset is less than the carrying amount of such asset. Measurement of impairment is based on the asset's estimated fair value. In the evaluation of a property for impairment, many factors are considered, including estimated current and expected operating cash flows from the property during the projected holding period, costs necessary to extend the life or improve the asset, expected capitalization rates, projected stabilized net operating income, selling costs, and the ability to hold and dispose of the asset in the ordinary course of business. Impairment charges may be necessary in the event discount rates, capitalization rates, lease-up periods, future economic conditions, and other relevant factors vary significantly from those assumed in valuing the property. Real estate is classified as held-for-sale when we commit to a plan of sale, the asset is available for immediate sale, there is an active program to locate a buyer, and it is probable the sale will be completed within one year. Real estate assets that are expected to be disposed of are valued at the lower of the asset's carrying amount or its fair value less costs to sell. We recognize sales of real estate properties upon closing. Payments received from purchasers prior to closing are recorded as deposits. Gain on real estate sold is recogized using the full accrual method when the collectability of the sale price is reasonably assured and we are not obligated to perform significant activities after the sale. A gain may be deferred in whole or in part until collectability of the sales price is reasonably assured and the earnings process is complete. |
Investments in Equity Affiliates | Investments in Equity Affiliates. We invest in joint ventures that are formed to invest in real estate related assets or businesses. These joint ventures are not majority owned or controlled by us, or are VIEs for which we are the primary beneficiary, and are not consolidated in our financial statements. These investments are recorded under either the equity or cost method of accounting as deemed appropriate. We evaluate these investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. We recognize an impairment loss if the estimated fair value of the investment is less than its carrying amount and we determine that the impairment is other-than-temporary. We record our share of the net income and losses from the underlying properties of our equity method investments and any other-than-temporary impairment on these investments on a single line item in the consolidated statements of income as income or losses from equity affiliates. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets. Significant judgement is required to estimate the fair value of intangible assets and in assigning their estimated useful lives. Accordingly, we typically seek the assistance of independent third party valuation specialists for significant intangible assets. The fair value estimates are based on available historical information and on future expectations and assumptions we deem reasonable. We generally use an income based valuation method to estimate the fair value of intangible assets, which discounts expected future cash flows to present value using estimates and assumptions we deem reasonable. For intangible assets related to acquired technology, we use the replacement cost method to determine fair value. Determining the estimated useful lives of intangible assets also requires judgment. Certain intangible assets, such as GSE licenses, have been deemed to have indefinite lives while other intangible assets, such as broker and borrower relationships, above/below market rent and acquired technology have been deemed to have finite lives. Our assessment as to which intangible assets are deemed to have finite or indefinite lives is based on several factors including economic barriers of entry for the acquired product lines, scarcity of available GSE licenses, technology life cycles, retention trends and our operating plans, among other factors. Goodwill and indefinite-lived intangible assets are not amortized, while finite-lived intangible assets are amortized over the estimated useful lives of the assets on a straight-line basis. Indefinite-lived intangible assets, including goodwill, are tested for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. In addition, with respect to goodwill, an impairment analysis is performed at least annually. We have elected to make the first day of our fiscal fourth quarter the annual impairment assessment date for goodwill. We first assess qualitative factors to determine whether it is more likely than not that the fair value is less than the carrying value. If, based on that assessment, we believe it is more likely than not that the fair value is less than the carrying value, then a two-step goodwill impairment test is performed. Based on the impairment test performed as of October 1, 2016, there was no indication that the indefinite-lived intangible assets, including goodwill, was impaired and there were no events or changes in circumstances indicating impairment at December 31, 2016. |
Business Combinations | Business Combinations. Business combinations are accounted for under the acquisition method of accounting, under which the purchase price is allocated to the fair value of the assets acquired and liabilities assumed at the acquisition date. The excess of the purchase price over the amount allocated to the assets acquired and liabilities assumed is recorded as goodwill. Adjustments to the assets acquired and liabilities assumed made during the measurement period are recorded in the period in which the adjustment is identified, with a corresponding adjustment to goodwill. If any adjustments are made subsequent to the measurement period, which could be up to one year after the acquisition date, these adjustments are recorded to the consolidated statements of income. Acquisition related costs are expensed as incurred. |
Hedging Activities and Derivatives | Hedging Activities and Derivatives. We measure derivative instruments at fair value and record them as assets or liabilities. Fair value adjustments will affect either accumulated other comprehensive income (loss) until the hedged item is recognized in earnings, or net income depending on whether the derivative instrument qualifies as a hedge for accounting purposes and, if so, the nature of the hedging activity. We use derivatives for hedging purposes rather than trading or speculation. Fair values are estimated based on current market data from financial sources that trade such instruments and are based on prevailing market data and derived from third party proprietary models based on well recognized financial principles and reasonable estimates about relevant future market conditions. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. These derivative instruments must be effective in reducing risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative instrument matures or is settled. Any derivative instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in earnings. In cases where a derivative instrument is terminated early, any gain or loss is generally amortized over the remaining life of the hedged item. We may also enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or we elect not to apply hedge accounting. The ineffective portion of a derivative's change in fair value is recognized immediately in earnings. In connection with our interest rate risk management, we may hedge a portion of our interest rate risk by entering into derivative instrument contracts. Specifically, our derivative instruments are used to manage differences in the amount, timing, and duration of our expected cash receipts and our expected cash payments principally related to our investments and borrowings. Our objectives in using interest rate derivatives are to add stability to interest income and to manage our exposure to interest rate movements. To accomplish this objective, we have used interest rate swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for us making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. We have also financed the purchase of RMBS investments through repurchase agreements with the same counterparties, which qualified as linked transactions and were accounted for as forward contract derivatives. Linked transactions are not designated as hedging instruments and, as a result, the change in the fair value and net interest income from linked transactions are reported in other income, net in the consolidated statements of income. We sold our RMBS investments during 2014. Our rate lock and forward sales commitments associated with the Agency Business meet the definition of a derivative and are recorded at fair value. The estimated fair value of rate lock commitments includes the effects of interest rate movements as well as the fair value of the expected net cash flows associated with the servicing of the loan which is recorded as income from MSRs in the consolidated statements of income. The estimated fair value of forward sale commitments includes the effects of interest rate movements between the trade date and balance sheet date. Adjustments to the fair value are reflected as a component of other income, net in the consolidated statements of income. |
Revenue Recognition | Revenue Recognition. Interest income is recognized on the accrual basis as it is earned. In certain instances, the borrower pays an additional amount of interest at the time the loan is closed, an origination fee, a prepayment fee and/or deferred interest upon maturity. In some cases, interest income may also include the amortization or accretion of premiums and discounts arising from the purchase or origination of the loan or security. This additional income, net of any direct loan origination costs incurred, is deferred and accreted into interest income on an effective yield or "interest" method adjusted for actual prepayment activity over the life of the related loan or security as a yield adjustment. Income recognition is suspended for loans when, in our opinion, a full recovery of all contractual principal is not probable. Income recognition is resumed when the loan becomes contractually current and performance is resumed. We record interest income on certain impaired loans to the extent cash is received, as the borrower continues to make interest payments. We record loan loss reserves related to these loans when it is deemed that full recovery of principal and accrued interest is not probable. Several of our loans provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to our determination that accrued interest and outstanding principal are ultimately collectible, based on the underlying collateral and operations of the asset. If we cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt. Given the transitional nature of some of our real estate loans, we may require funds to be placed into an interest reserve, based on contractual requirements, to cover debt service costs. We will analyze these interest reserves on a periodic basis and determine if any additional interest reserves are needed. Recognition of income on loans with funded interest reserves are accounted for in the same manner as loans without funded interest reserves. We do not recognize interest income on loans in which the borrower has failed to make the contractual interest payment due or has not replenished the interest reserve account. Income from non-performing loans is generally recognized on a cash basis only to the extent it is received. Full income recognition will resume when the loan becomes contractually current and performance has recommenced. Additionally, interest income is recorded when earned from equity participation interests, referred to as equity kickers. These equity kickers have the potential to generate additional revenues to us as a result of excess cash flow distributions and/or as appreciated properties are sold or refinanced. Gain on sales, including fee-based services, net —Gain on sales, including fee-based services, net includes commitment fees, broker fees, loan assumption fees, loan origination fees and gains on sale of loans of our Agency Business. In some instances, the borrower pays an additional amount of interest at the time the loan is closed, an origination fee, net of any direct loan origination costs incurred, which is recognized upon the sale of the loan. Revenue recognition occurs when the related services are performed, unless significant contingencies exist, and for the sale of loans, when all the incidence of ownership passes to the buyer. Interest income is recognized on the accrual basis as it is earned from loans held-for-sale. Property operating income —Property operating income represents income associated with the operations of commercial real estate properties classified as real estate owned. We recognize revenue for these activities when the fees are fixed or determinable, or are evidenced by an arrangement, collection is reasonably assured and the services under the arrangement have been provided. Other income, net —Other income, net represents loan structuring, modification, defeasance, and miscellaneous asset management fees associated with our loan and investment portfolio, as well as changes in the fair value of certain derivatives and net interest income and gains and losses recorded on linked transactions that were sold during 2014. We recognize these forms of income when the fees are fixed or determinable, are evidenced by an arrangement, collection is reasonably assured and the services under the arrangement have been provided. |
Stock-Based Compensation | Stock-Based Compensation. We have granted certain of our employees, directors, and employees of our Manager, stock awards consisting of shares of our common stock that vest immediately or annually over a multi-year period, subject to the recipient's continued service to us. We record stock-based compensation expense at the grant date fair value of the related stock-based award with subsequent remeasurement for any unvested shares granted to non-employees with such amounts expensed against earnings, at the grant date (for the portion that vests immediately) or ratably over the respective vesting periods. Dividends are paid on restricted stock as dividends are paid on shares of our common stock whether or not they are vested. Stock-based compensation is disclosed in our consolidated statements of income under "employee compensation and benefits" for employees and under "selling and administrative" expense for non-employees. |
Income Taxes | Income Taxes. We organize and conduct our operations to qualify as a REIT and to comply with the provisions of the Internal Revenue Code with respect thereto. A REIT is generally not subject to federal income tax on its REIT-taxable income that it distributes to its stockholders, provided that it distributes at least 90% of its REIT-taxable income and meets certain other requirements. Certain REIT income may be subject to state and local income taxes. The Agency Business mainly operates through a TRS, which is a part of our TRS Consolidated Group and may be subject to U.S. federal, state and local income taxes. In general, our TRS entities may hold assets that the REIT cannot hold directly and may engage in real estate or non-real estate-related business. Current and deferred taxes are recorded on the portion of earnings (losses) recognized by us with respect to our interest in TRSs. Deferred income tax assets and liabilities are calculated based on temporary differences between our GAAP consolidated financial statements and the federal, state, local tax basis of assets and liabilities as of the consolidated balance sheets. We evaluate the realizability of our deferred tax assets (e.g., net operating loss and capital loss carryforwards) and recognize a valuation allowance if, based on the available evidence, it is more likely than not that some portion or all of our deferred tax assets will not be realized. When evaluating the realizability of our deferred tax assets, we consider estimates of expected future taxable income, existing and projected book/tax differences, tax planning strategies available and the general and industry specific economic outlook. We periodically evaluate tax positions to determine whether it is more likely than not that such positions would be sustained upon examination by a tax authority for all open tax years, as defined by the statute of limitations, based on their technical merits. We report interest and penalties related to tax uncertainties as a component of the income tax provision. |
Earnings Per Share | Earnings Per Share. We present both basic and diluted earnings per share ("EPS"). Basic EPS excludes dilution and is computed by dividing net income available to common stockholders by the weighted average number of shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock, where such exercise or conversion would result in a lower EPS amount. |
Comprehensive Income | Comprehensive Income. We divide comprehensive income or loss into net income and comprehensive income. Comprehensive income includes unrealized gains and losses on available-for-sale securities and derivative instruments that qualify as hedges. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements ​ ​ ​ ​ ​ Description Effective Date Effect on Financial Statements In September 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update ("ASU") 2015-06, Business Combinations: Simplifying the Accounting for Measurement-Period Adjustments. This ASU amended the guidance on measurement-period adjustments arising from business combinations. First quarter of 2016. The adoption of this guidance did not have an impact on our consolidated financial statements. ​ ​ ​ ​ ​ In February 2015, the FASB issued ASU 2015-02, Consolidation: Amendments to the Consolidation Analysis. This ASU amended the guidance on the consolidation analysis related to VIEs. First quarter of 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. See Note 17—Variable Interest Entities for further details. ​ ​ ​ ​ ​ Recently Issued Accounting Pronouncements ​ ​ ​ ​ ​ Description Effective Date Effect on Financial Statements In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other: Simplifying the Test for Goodwill Impairment. This ASU eliminates step two from the goodwill impairment test, which measures a goodwill impairment loss by comparing the implied fair value with the carrying amount of goodwill. First quarter of 2020 with early adoption permitted beginning in the first quarter of 2017. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the Definition of a Business. This ASU provides a more robust framework to use in determining when a set of assets and activities constitutes a business. It also provides more consistency in applying the guidance, reduces the costs of application and makes the definition of a business more operable. First quarter of 2018. The potential impact of this new guidance will be assessed for future acquisitions or dispositions, but it is not expected to have a material impact on our consolidated financial statements. ​ ​ ​ ​ ​ In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows: Restricted Cash. This ASU requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. First quarter of 2018 with early adoption permitted. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated statement of cash flows. ​ ​ ​ ​ ​ In October 2016, the FASB issued ASU 2016-17, Consolidation: Interests Held through Related Parties That Are under Common Control. This ASU alters how a decision maker needs to consider indirect interests in a VIE held through an entity under common control and simplifies that analysis to require consideration of only an entity's proportionate indirect interest in a VIE held through a common control party. The guidance amends ASU 2015-02, which we adopted in the first quarter of 2016. First quarter of 2018 with early adoption permitted. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In October 2016, the FASB issued ASU 2016-16, Income Taxes: Intra-Entity Transfers of Assets Other Than Inventory. This ASU was issued to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. First quarter of 2018 with early adoption permitted and should be applied on a modified retrospective basis. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments. This ASU provides eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. First quarter of 2018 and requires adoption on a retrospective basis. We are evaluating the impact this guidance may have on our consolidated statement of cash flows. ​ ​ ​ ​ ​ In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Entities will be required to use forward-looking information to better form their credit loss estimates. This ASU also requires enhanced disclosures to help financial statement users better understand significant estimates and judgments used in estimating credit losses. First quarter of 2020 with early adoption permitted beginning in the first quarter of 2019. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation: Improvements to Employee Share-Based Payment Accounting. This ASU is intended to simplify several aspects of the accounting for share-based payment award transactions, including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. First quarter of 2017. The adoption of this guidance will not have a material impact on our consolidated financial statements. ​ ​ ​ ​ ​ In March 2016, the FASB issued ASU 2016-07, Investments—Equity Method and Joint Ventures: Simplifying the Transition to the Equity Method of Accounting. This ASU, among other things, eliminates the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings retroactively on a step-by-step basis as if the equity method had been in effect during all previous periods the investment was held. First quarter of 2017. The adoption of this guidance will not have a material impact on our consolidated financial statements. ​ ​ ​ ​ ​ In February 2016, the FASB issued ASU 2016-02, Leases: Presentation of Comprehensive Income. This ASU requires recognition of balance sheet assets and liabilities for leases with terms of more than 12 months and disclosure of key information about an entity's leasing arrangements. First quarter of 2019 with early adoption permitted and a modified retrospective approach is required. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In January 2016, the FASB issued ASU 2016-01, Financial Instruments—Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU requires equity investments (except those accounted for under the equity method or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This ASU also eliminates the requirement to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. First quarter of 2018. We are evaluating the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ Beginning in May 2014, the FASB has issued several amendments to its guidance surrounding revenue recognition. Together, among other things, the amended guidance introduces a new framework for a single comprehensive model that can be used when accounting for revenue and supersedes most current revenue recognition guidance, including that which pertains to specific industries. The core principle states that an entity should recognize revenue to depict the transfer of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for such goods and services. It also requires expanded quantitative and qualitative disclosures that will enable financial statement users to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Most revenue associated with financial instruments, including interest and loan origination fees, along with gains and losses on investment securities, derivatives and sales of financial instruments are excluded from the scope of the guidance. First quarter of 2018 and permits the use of either the full retrospective or modified retrospective method. We are evaluating the impact this guidance may have on our consolidated financial statements and our method of adoption. ​ ​ ​ ​ ​ |
Basis of Presentation and Sig35
Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Basis of Presentation and Significant Accounting Policies | |
Schedule of Recently Adopted Accounting Pronouncements | ​ ​ ​ ​ ​ Description Effective Date Effect on Financial Statements In September 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update ("ASU") 2015-06, Business Combinations: Simplifying the Accounting for Measurement-Period Adjustments. This ASU amended the guidance on measurement-period adjustments arising from business combinations. First quarter of 2016. The adoption of this guidance did not have an impact on our consolidated financial statements. ​ ​ ​ ​ ​ In February 2015, the FASB issued ASU 2015-02, Consolidation: Amendments to the Consolidation Analysis. This ASU amended the guidance on the consolidation analysis related to VIEs. First quarter of 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. See Note 17—Variable Interest Entities for further details. ​ ​ ​ ​ ​ |
Schedule of Recently Issued Accounting Pronouncements | ​ ​ ​ ​ ​ Description Effective Date Effect on Financial Statements In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other: Simplifying the Test for Goodwill Impairment. This ASU eliminates step two from the goodwill impairment test, which measures a goodwill impairment loss by comparing the implied fair value with the carrying amount of goodwill. First quarter of 2020 with early adoption permitted beginning in the first quarter of 2017. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the Definition of a Business. This ASU provides a more robust framework to use in determining when a set of assets and activities constitutes a business. It also provides more consistency in applying the guidance, reduces the costs of application and makes the definition of a business more operable. First quarter of 2018. The potential impact of this new guidance will be assessed for future acquisitions or dispositions, but it is not expected to have a material impact on our consolidated financial statements. ​ ​ ​ ​ ​ In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows: Restricted Cash. This ASU requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. First quarter of 2018 with early adoption permitted. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated statement of cash flows. ​ ​ ​ ​ ​ In October 2016, the FASB issued ASU 2016-17, Consolidation: Interests Held through Related Parties That Are under Common Control. This ASU alters how a decision maker needs to consider indirect interests in a VIE held through an entity under common control and simplifies that analysis to require consideration of only an entity's proportionate indirect interest in a VIE held through a common control party. The guidance amends ASU 2015-02, which we adopted in the first quarter of 2016. First quarter of 2018 with early adoption permitted. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In October 2016, the FASB issued ASU 2016-16, Income Taxes: Intra-Entity Transfers of Assets Other Than Inventory. This ASU was issued to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. First quarter of 2018 with early adoption permitted and should be applied on a modified retrospective basis. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments. This ASU provides eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. First quarter of 2018 and requires adoption on a retrospective basis. We are evaluating the impact this guidance may have on our consolidated statement of cash flows. ​ ​ ​ ​ ​ In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Entities will be required to use forward-looking information to better form their credit loss estimates. This ASU also requires enhanced disclosures to help financial statement users better understand significant estimates and judgments used in estimating credit losses. First quarter of 2020 with early adoption permitted beginning in the first quarter of 2019. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation: Improvements to Employee Share-Based Payment Accounting. This ASU is intended to simplify several aspects of the accounting for share-based payment award transactions, including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. First quarter of 2017. The adoption of this guidance will not have a material impact on our consolidated financial statements. ​ ​ ​ ​ ​ In March 2016, the FASB issued ASU 2016-07, Investments—Equity Method and Joint Ventures: Simplifying the Transition to the Equity Method of Accounting. This ASU, among other things, eliminates the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings retroactively on a step-by-step basis as if the equity method had been in effect during all previous periods the investment was held. First quarter of 2017. The adoption of this guidance will not have a material impact on our consolidated financial statements. ​ ​ ​ ​ ​ In February 2016, the FASB issued ASU 2016-02, Leases: Presentation of Comprehensive Income. This ASU requires recognition of balance sheet assets and liabilities for leases with terms of more than 12 months and disclosure of key information about an entity's leasing arrangements. First quarter of 2019 with early adoption permitted and a modified retrospective approach is required. We are evaluating the timing of our adoption and the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ In January 2016, the FASB issued ASU 2016-01, Financial Instruments—Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU requires equity investments (except those accounted for under the equity method or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This ASU also eliminates the requirement to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. First quarter of 2018. We are evaluating the impact this guidance may have on our consolidated financial statements. ​ ​ ​ ​ ​ Beginning in May 2014, the FASB has issued several amendments to its guidance surrounding revenue recognition. Together, among other things, the amended guidance introduces a new framework for a single comprehensive model that can be used when accounting for revenue and supersedes most current revenue recognition guidance, including that which pertains to specific industries. The core principle states that an entity should recognize revenue to depict the transfer of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for such goods and services. It also requires expanded quantitative and qualitative disclosures that will enable financial statement users to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Most revenue associated with financial instruments, including interest and loan origination fees, along with gains and losses on investment securities, derivatives and sales of financial instruments are excluded from the scope of the guidance. First quarter of 2018 and permits the use of either the full retrospective or modified retrospective method. We are evaluating the impact this guidance may have on our consolidated financial statements and our method of adoption. ​ ​ ​ ​ ​ |
Acquisition of Our Manager's 36
Acquisition of Our Manager's Agency Platform (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Acquisition of Our Manager's Agency Platform | |
Schedule of purchase price allocations | Purchase Price: Issuance of 21,230,769 OP Units at $7.29 per share $ Cash on hand Borrowings from seller financing—related party ​ ​ ​ ​ ​ Total consideration $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allocated to: Cash and cash equivalents $ Restricted cash Loans held-for-sale Available-for-sale securities Capitalized mortgage servicing rights Fixed assets Other assets Finite-lived intangible assets Infinite-lived intangible assets Credit facilities and repurchase agreements ) Allowance for loss-sharing obligations ) Other liabilities ) Goodwill ​ ​ ​ ​ ​ Net assets acquired $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of Supplementary Pro Forma Information | Year Ended December 31, Supplementary Pro Forma Information 2016 2015 Revenues $ $ Net income attributable to noncontrolling interest $ $ Net income attributable to common stockholders $ $ Diluted earnings per common share $ $ |
Loans and Investments (Tables)
Loans and Investments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Loans and Investments | |
Schedule of composition of structured loan and investment portfolio | December 31, Percent of Loan Wtd. Avg. Wtd. Avg. Wtd. Avg. Wtd. Avg. Bridge loans $ % % % % Mezzanine loans % % % % Junior participation loans % % % % Preferred equity investments % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unearned revenue ) Allowance for loan losses ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans and investments, net $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, Percent of Loan Wtd. Avg. Wtd. Avg. Wtd. Avg. Wtd. Avg. Bridge loans $ % % % % Mezzanine loans % % % % Junior participation loans % % % % Preferred equity investments % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unearned revenue ) Allowance for loan losses ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans and investments, net $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) "Weighted Average Pay Rate" is a weighted average, based on the UPB of each loan in our portfolio, of the interest rate required to be paid monthly as stated in the individual loan agreements. Certain loans and investments that require an additional rate of interest "Accrual Rate" to be paid at maturity are not included in the weighted average pay rate as shown in the table. (2) The "First Dollar LTV Ratio" is calculated by comparing the total of our senior most dollar and all senior lien positions within the capital stack to the fair value of the underlying collateral to determine the point at which we will absorb a total loss of our position. (3) The "Last Dollar LTV Ratio" is calculated by comparing the total of the carrying value of our loan and all senior lien positions within the capital stack to the fair value of the underlying collateral to determine the point at which we will initially absorb a loss. |
Summary of the loan and investment portfolio's weighted average internal risk ratings and LTV ratios by asset class | December 31, 2016 Asset Class Unpaid Percentage Wtd. Avg. Wtd. Avg. Wtd. Avg. Multifamily $ % % % Office % % % Land % % % Hotel % % % Other % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2015 Asset Class Unpaid Percentage Wtd. Avg. Wtd. Avg. Wtd. Avg. Multifamily $ % % % Office % % % Land % % % Hotel % % % Other % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of the changes in the allowance for loan losses | Year Ended December 31, 2016 2015 2014 Allowance at beginning of period $ $ $ Provision for loan losses Charge-offs ) ) ) Charge-off on loan reclassification to real estate owned, net — ) — Recoveries of reserves ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance at end of period $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of charge-offs and recoveries by asset class | Year Ended December 31, 2016 2015 2014 Charge-offs: Multifamily $ ) $ — $ ) Office — ) — Hotel — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ ) $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recoveries: Multifamily $ $ $ Office — — Land — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Recoveries (Charge-offs) $ ) $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ratio of net recoveries (charge-offs) during the period to average loans and investments outstanding during the period )% )% % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of the company's impaired loans by asset class | December 31, 2016 Year Ended December 31, 2016 Asset Class Unpaid Carrying Allowance for Average Interest Multifamily $ $ $ $ $ Office Land — Hotel Commercial — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2015 Year Ended December 31, 2015 Asset Class Unpaid Carrying Allowance for Average Interest Multifamily $ $ $ $ $ Office Land — Hotel Commercial — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Represents the UPB of impaired loans less unearned revenue and other holdbacks and adjustments and was comprised of eight and nine loans at December 31, 2016 and 2015, respectively. (2) Represents an average of the beginning and ending UPB of each asset class. |
Summary of the company's non-performing loans by asset class | December 31, 2016 December 31, 2015 Asset Class Carrying Less Than Greater Than Carrying Less Than Greater Than Multifamily $ $ — $ $ $ — $ Office — — Commercial — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of loan modifications, refinancings and/or extensions by asset class that the entity considered to be troubled debt restructurings by asset class | Year Ended December 31, 2016 Asset Class Number Original Original Extended Extended Multifamily $ % $ % Office % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2015 Multifamily $ % $ % Office % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Loans Held-for-Sale, Net (Table
Loans Held-for-Sale, Net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Loans Held-for-Sale, Net | |
Summary of loans held-for-sale, net | December 31, 2016 Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ Fair value of future MSR Unearned discount ) ​ ​ ​ ​ ​ Loans held-for-sale, net $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Capitalized Mortgage Servicin39
Capitalized Mortgage Servicing Rights (Tables) - MSRs | 12 Months Ended |
Dec. 31, 2016 | |
Capitalized Mortgage Servicing Rights | |
Summary of capitalized MSR activity | Year Ended December 31, 2016 Acquired Originated Total Balance at beginning of period $ — $ — $ — Additions Amortization ) ) ) Write-downs and payoffs ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at end of period $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of expected amortization of the capitalized MSRs recorded | Year Amortization 2017 $ 2018 2019 2020 2021 Thereafter ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Mortgage Servicing (Tables)
Mortgage Servicing (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
MSRs | |
Mortgage Servicing | |
Schedule of product and geographic in servicing revenue | Product Concentrations Geographic Concentrations Product UPB Percent of State UPB Percent Fannie Mae $ % Texas % Freddie Mac % North Carolina % FHA % California % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ % New York % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Georgia % Florida % Other(1) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) No other individual state represented more than 4% of the total. |
Available-for-Sale Securities (
Available-for-Sale Securities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Available-for-Sale Securities | |
Summary of the debt and equity securities classified as available-for-sale | December 31, 2016 Face Value Amortized Cummulative Carrying Value / 2,939,465 common shares of CV Holdings, Inc. $ — $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2015 Federal Home Loan Mortgage Corporation $ $ $ — $ 2,939,465 common shares of CV Holdings, Inc. — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total available-for-sale securities $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of Agency IOs activity | Year Ended Balance at beginning of period $ — Additions from the Acquisition Settlements ) ​ ​ ​ ​ ​ Balance at end of period $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Investments in Equity Affilia42
Investments in Equity Affiliates (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments in Equity Affiliates | |
Summary of the company's investments in equity affiliates | Investments in Equity Equity Affiliates December 31, December 31, UPB of Loans to Arbor Residential Investor LLC $ $ $ — West Shore Café Lightstone Value Plus REIT L.P. — Issuers of Junior Subordinated Notes — JT Prime — East River Portfolio Lexford Portfolio — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of condensed combined balance sheets for the Company's unconsolidated investments in equity affiliates | December 31, 2016 2015 Condensed Combined ARI Other Total ARI Other Total Assets: Cash and cash equivalents $ $ $ $ $ $ Real estate assets Other assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Notes payable Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stockholders' equity Arbor(1) Stockholders' equity ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total stockholders' equity ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities and equity $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Combined with $0.6 million of equity relating to the issuance of junior subordinated notes, equals $33.9 million and $30.9 million of investments in equity affiliates at December 31, 2016 and 2015, respectively. |
Summary of condensed combined statements of operations for unconsolidated investments in equity affiliates accounted for under equity method | Year Ended December 31, 2016 2015 2014 Statements of Operations: ARI Other Total ARI Other Total ARI Other Total Revenue: Rental income $ — $ $ $ — $ $ $ — $ $ Interest income — Operating income — — Reimbursement income — — — Other income — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Expenses: Operating expenses — Interest expense — Depreciation and amortization — Other expenses — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expenses — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) $ $ ) $ $ $ $ $ — $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Arbor's share of income (loss) $ $ $ $ $ $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Real Estate Owned and Held-Fo43
Real Estate Owned and Held-For-Sale (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Real Estate Owned and Held-For-Sale | |
Schedule of real estate owned | December 31, 2016 December 31, 2015 Hotel Office Total Multifamily Hotel Office Total Land $ $ $ $ $ $ $ Building and intangible assets Less: Impairment loss ) — ) — — — — Less: Accumulated depreciation and amortization ) ) ) ) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real estate owned, net $ $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of results of operations for properties classified as held-for-sale | Year Ended December 31, 2016 2015 2014 Revenue: Property operating income $ $ $ Expenses: Property operating expenses Depreciation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Goodwill and Other Intangible44
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Other Intangible Assets | |
Schedule of goodwill activity | Year Ended Beginning balance $ — Additions from the Acquisition Impairment — ​ ​ ​ ​ ​ Ending balance $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Other Intangible Assets | |
Goodwill and Other Intangible Assets | |
Schedule of other intangible assets | Gross Carrying Value Accumulated Amortization December 31, Additions December 31, December 31, Additions December 31, Finite-lived intangible assets: Broker relationships $ — $ $ $ — $ $ Borrower relationships — — Below market leases — — Acquired technology — — Infinite-lived intangible assets: Fannie Mae DUS license — — — — Freddie Mac Program Plus license — — — — FHA license — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ — $ $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of estimated amortization expense for each of the succeeding five years | Estimated Amortization Expense for the Year Ended December 31, Wtd. Avg. 2017 2018 2019 2020 2021 Finite-lived intangible assets: Broker relationships $ $ $ $ $ Borrower relationships Below market leases Acquired technology — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Debt Obligations (Tables)
Debt Obligations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Obligations | |
Schedule of unamortized discount and net carrying amount of the liability and equity components | The principal balance, unamortized discount and net carrying amount of the liability and equity components of the notes at December 31, 2016 were as follows: Liability Component Equity Unamortized Principle Unamortized Net Net $86,250,000 $ $ $ $ |
Credit Facilities and Repurchase Agreements | |
Debt Obligations | |
Schedule of borrowings | December 31, 2016 December 31, 2015 Debt Debt Collateral Wtd. Avg. Debt Debt Collateral Wtd. Avg. Structured Business $150 million repurchase facility $ $ $ % $ $ $ % $100 million credit facility % % $75 million credit facility % % $75 million credit facility % — — — — $50 million credit facility % % $50 million credit facility % — — — — $16.5 million term credit facility — — — — % $3 million master security agreement — % — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ % $ $ $ % Agency Business (assumed in the Acquisition) $400 million multifamily ASAP agreement $ $ $ % $150 million credit facility % $150 million credit facility % $100 million credit facility % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated total $ $ $ % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) The difference between debt principal balance and carrying value represents unamortized deferred finance costs. |
CLOs | |
Debt Obligations | |
Schedule of borrowings | Collateral(2) Debt Loans Cash Face Carrying Unpaid Carrying Restricted December 31, 2016 CLO VI $ $ $ $ $ CLO V CLO IV ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total CLOs $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2015 CLO V $ $ $ $ $ CLO IV CLO III ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total CLOs $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Debt carrying value is net of $8.6 million and $9.1 million of deferred financing fees at December 31, 2016 and 2015, respectively. (2) As of December 31, 2016 and 2015, there was no collateral at risk of default or deemed to be a "credit risk" as defined by the CLO indenture. (3) Represents restricted cash held for principal repayments as well as for reinvestment in the CLOs. Does not include restricted cash related to interest payments, delayed fundings and expenses. |
Summary of the company's CLO compliance tests as of the most recent determination dates | A summary of our CLO compliance tests as of the most recent determination dates in February 2017 is as follows: Cash Flow Triggers CLO IV CLO V CLO VI Overcollateralization(1) Current % % % Limit % % % Pass / Fail Pass Pass Pass Interest Coverage(2) Current % % % Limit % % % Pass / Fail Pass Pass Pass (1) The overcollateralization ratio divides the total principal balance of all collateral in the CLO by the total principal balance of the bonds associated with the applicable ratio. To the extent an asset is considered a defaulted security, the asset's principal balance for purposes of the overcollateralization test is the lesser of the asset's market value or the principal balance of the defaulted asset multiplied by the asset's recovery rate which is determined by the rating agencies. Rating downgrades of CLO collateral will generally not have a direct impact on the principal balance of a CLO asset for purposes of calculating the CLO overcollateralization test unless the rating downgrade is below a significantly low threshold (e.g. CCC–) as defined in each CLO vehicle. (2) The interest coverage ratio divides interest income by interest expense for the classes senior to those retained by us. |
Summary of the Company's CLO overcollateralization ratios | Determination(1) CLO IV CLO V CLO VI January 2017 % % % October 2016 % % % July 2016 % % — April 2016 % % — January 2016 % % — (1) The table above represents the quarterly trend of our overcollateralization ratio, however, the CLO determination dates are monthly and we were in compliance with this test for all periods presented. |
Allowance for Loss-Sharing Ob46
Allowance for Loss-Sharing Obligations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Allowance for Loss-Sharing Obligations | |
Summary of allowance for loss-sharing obligations related to Fannie Mae DUS program | Year Ended Beginning balance $ — Allowance for loss-sharing obligations assumed in the Acquisition Provisions for loss sharing Charge-offs, net ) ​ ​ ​ ​ ​ Ending balance $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Derivative Financial Instrume47
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of derivative financial instruments held by the company | The following is a summary of the derivative financial instruments held by our Structured Business (dollars in thousands): Notional Value Fair Value Designation/ Derivative Count December 31, Count December 31, Expiration Balance December 31, December 31, Qualifying LIBOR Caps $ $ Other Assets $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Qualifying Interest Rate Swaps $ $ Other Liabilities $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of the effect of the company's derivative financial instruments on the statements of income | The following table presents the effect of our derivative financial instruments on the statements of income (dollars in thousands): Loss Recognized in Loss Reclassified from Loss Reclassified from Year Ended December 31, Designation/Cash Flow Derivative 2016 2015 2014 2016 2015 2014 2016 2015 2014 Qualifying Interest Rate Swaps/Cap $ $ $ $ ) $ ) $ ) $ — $ ) $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Agency Business | |
Schedule of derivative financial instruments held by the company | Fair Value Notional Value December 31, 2016 Designation/Cash Flow Derivative Count December 31, Balance Sheet Derivative Derivative Non-Qualifying Rate Lock Commitments $ Other Assets/ Other Liabilities $ $ ) Non-Qualifying Forward Sale Commitments Other Assets/ Other Liabilities ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value | |
Summary of the principal amounts, carrying values and the estimated fair values of the Company's financial instruments | December 31, 2016 December 31, 2015 Principal / Carrying Estimated Principal / Carrying Estimated Financial assets: Loans and investments $ $ $ $ $ $ Loans held-for-sale, net — — — Capitalized mortgage servicing rights, net n/a — — — Available-for-sale securities Derivative financial instuments Financial liabilities: Credit and repurchase facilities $ $ $ $ $ $ Collateralized loan obligations Senior unsecured notes Convertible senior unsecured notes, net — — — Junior subordinated notes Mortgage note payable—real estate owned — — — Related party financing — — — Derivative financial instruments |
Schedule of certain financial assets and financial liabilities measured at fair value on a recurring basis | The fair value of these financial assets and liabilities was determined using the following input levels as of December 31, 2016: Fair Value Measurements Carrying Fair Value Level 1 Level 2 Level 3 Financial assets: Available-for-sale securities $ $ $ $ — $ Derivative financial instruments — Financial liabilities: Derivative financial instruments $ $ $ — $ $ — |
Schedule of certain financial assets measured at fair value on a nonrecurring basis | The fair values of these financial assets were determined using the following input levels as of December 31, 2016: Fair Value Measurements Using Net Carrying Fair Value Level 1 Level 2 Level 3 Financial assets: Impaired loans, net(1) $ $ $ — $ — $ (1) We had an allowance for loan losses of $83.7 million relating to eight loans with an aggregate carrying value, before loan loss reserves, of $187.4 million at December 31, 2016. |
Schedule of quantitative information about Level 3 fair value measurements | Fair Value Valuation Significant Financial assets: Impaired loans(1): Office $ Discounted cash flows Discount rate % Capitalization rate % Revenue growth rate % Land Discounted cash flows Discount rate % Capitalization rate % Revenue growth rate % Hotel Discounted cash flows Discount rate % Capitalization rate % Revenue growth rate % Derivative financial instruments: Rate lock commitments Discounted cash flows W/A discount rate % (1) Includes all impaired loans regardless of the period in which a loan loss provision was recorded. |
Schedule of financial assets measured at fair value on a recurring basis using Level 3 inputs | Fair Value Measurements Using Derivative assets Balance at beginning of period $ — Additions from the Acquisition Settlements ) Realized gains recorded in earnings Unrealized gains recorded in earnings ​ ​ ​ ​ ​ Balance at end of period $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of components of fair value and other relevant information | Notional/ Fair Value of Interest Rate Total Fair December 31, 2016 Rate lock commitments $ $ $ ) $ Forward sale commitments — Loans held-for-sale, net(1) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Loans held-for-sale, net are recorded at the lower of cost or market on an aggregate basis and includes fair value adjustments related to estimated cash flows from MSRs. |
Schedule of fair value of assets and liabilities | The fair value of these assets and liabilities was determined using the following input levels as of December 31, 2016: Fair Value Measurements Carrying Fair Value Level 1 Level 2 Level 3 Financial assets: Loans and investments $ $ $ — $ — $ Loans held-for-sale, net — — Capitalized mortgage servicing rights, net — — Financial liabilities: Credit and repurchase facilities $ $ $ — $ $ Collateralized loan obligations — — Senior unsecured notes — — Convertible senior unsecured notes, net — — Junior subordinated notes — — Related party financing — — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | |
Schedule of maturities of debt obligations and operating lease payments | As of December 31, 2016, the maturities of our debt obligations and the minimum annual operating lease payments under leases with a term in excess of one year, were as follows: Year Debt Minimum Annual Total 2017 $ $ $ 2018 2019 2020 2021 Thereafter ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Represents office leases assumed in connection with the Acquisition. |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Variable Interest Entities | |
Schedule of the assets and liabilities related to the consolidated CLOs | December 31, 2016 December 31, 2015 Assets: Restricted cash $ $ Loans and investments, net Due from related party — Other assets ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Collateralized loan obligations $ $ Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of the Company's variable interests in identified VIEs, of which the company is not the primary beneficiary | The following is a summary of our variable interests in identified VIEs, of which we are not the primary beneficiary, as of December 31, 2016: Type Carrying Maximum Loans $ $ Agency IOs Equity investments Junior subordinated notes(3) ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Represents the carrying amount of loans and investments before reserves. At December 31, 2016, $150.5 million of loans to VIEs had corresponding loan loss reserves of $77.6 million. See Note 4—Loans and Investments for further details. (2) Our maximum exposure to loss as of December 31, 2016 would not exceed the carrying amount of its investment. (3) It is not appropriate to consolidate these entities as equity interests are variable interests only to the extent that the investment is considered to be at risk. Since our investments were funded by the entities that issued the junior subordinated notes, it is not considered to be at risk. |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity | |
Schedule of dividends declared by the Company (on a per share basis) | The following table presents dividends declared (on a per share basis) for the year ended December 31, 2016: Common Stock Preferred Stock Dividend(1) Declaration Date Dividend Declaration Date Series A Series B Series C February 24, 2016 $ February 1, 2016 $ $ $ May 4, 2016 $ May 2, 2016 $ $ $ August 3, 2016 $ August 1, 2016 $ $ $ November 2, 2016 $ November 2, 2016 $ $ $ (1) The dividend declared on February 1, 2016 was for December 1, 2015 through February 29, 2016. The dividend declared on May 2, 2016 was for March 1, 2016 through May 31, 2016. The dividend declared on August 1, 2016 was for June 1, 2016 through August 31, 2016. The dividend declared on November 2, 2016 was for September 1, 2016 through November 30, 2016. |
Schedule of reconciliation of the numerator and denominator of the basic and diluted EPS computations | Year Ended December 31, 2016 2015 2014 Basic Diluted Basic Diluted Basic Diluted Net income attributable to common stockholders(1) $ $ $ $ $ $ Net income attributable to noncontrolling interest(2) — — — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to common stockholders and nocontrolling interest $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding Dilutive effect of OP Units(2) — — — — — — Dilutive effect of restricted stock units(3) — — — — Dilutive effect of warrants(4) — — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income per common share(1) $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Net of preferred stock dividends. (2) We consider OP Units to be common stock equivalents as the holder has voting rights, the right to distributions and the right to redeem the OP Units for the cash value of a corresponding number of shares of common stock or a corresponding number of shares of common stock, at our election. For 2016, the OP Units were considered anti-dilutive and excluded from diluted EPS. (3) Mr. Kaufman was granted restricted stock units in 2016 and 2015 which vest at the end of a four-year performance period based upon our achievement of total stockholder return objectives. (4) In July 2014, we acquired and canceled all of our outstanding warrants issued in connection with a debt restructuring with Wachovia Bank in 2009. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of pre-tax GAAP income | Year Ended December 31, 2016 2015 2014 Pre-tax GAAP income: REIT $ $ $ TRS Consolidated Group ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total pre-tax GAAP income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of provision (benefit) for income taxes | Year Ended December 31, 2016 2015 2014 Current tax provision (benefit) Federal $ $ $ ) State ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax (benefit) provision Federal $ $ ) $ ) State ) ) Valuation allowance ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total income tax expense $ $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of reconciliation of effective income tax rate as a percentage of pretax income or loss to the U.S. federal statutory rate | Year Ended 2016 2015 2014 U.S. federal statutory rate % % % REIT non-taxable income ) ) ) State and local income taxes, net of federal tax benefit ) ) Change in valuation allowance ) Other — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective income tax rate % — % — % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of significant components of deferred tax assets and liabilities of TRS Consolidated Group | December 31, 2016 2015 Deferred tax assets: Expenses not currently deductible $ $ Loan loss reserve — Net operating and capital loss carryforwards Valuation allowance ) ) ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax assets, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities: Interest in equity affiliates—net $ $ Intangibles — Mortgage servicing rights — Other — ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Agreements and Transactions w53
Agreements and Transactions with Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Agreements and Transactions with Related Parties | |
Schedule of base management fees and incentive fees | Year Ended December 31, Management Fees: 2016 2015 2014 Base $ $ $ Incentive — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total management fee $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | |
Schedule of statement of income and balance sheet by segment | Year Ended December 31, 2016 Structured Agency Other / Consolidated Interest income $ $ $ — $ Other interest income, net — — Interest expense ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net interest income ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other revenue: Gain on sales, including fee-based services, net — — Mortgage servicing rights — — Servicing revenue — — Amortization of MSRs — ) — ) Property operating income — — Other income, net — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total other revenue — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other expenses: Employee compensation and benefits — Selling and administrative — Acquisition costs — — Property operating expenses — — Depreciation and amortization — Impairment loss on real estate owned — — Provision for loss sharing — — Provision for loan losses (net of recoveries) ) — — ) Management fee—related party — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total other expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before gain on sale of real estate, income from equity affiliates and provision for income taxes ) Gain on sale of real estate — — Income from equity affiliates — — Provision for income taxes — ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2016 Structured Business Agency Business Other / Eliminations Consolidated Assets: Cash and cash equivalents $ $ $ — $ Restricted cash — Loans and investments, net — — Loans held-for-sale, net — — Capitalized mortgage servicing rights, net — — Investments in equity affiliates — — Goodwill and other intangible assets — — Other assets — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Debt obligations $ $ $ $ Allowance for loss-sharing obligations — — Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of origination data and loan sales data | Year Ended December 31, 2016 2015 2014 Origination Data: Structured Business New loan originations $ $ $ Loan payoffs / paydowns Agency Business Origination Volumes by Investor: Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total loan commitment volume $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loan Sales Data: Agency Business Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Sales margin (fee-based services as a % of loan sales) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ MSR rate (MSR income as a % of loan commitments) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Loan sales were $1.91 billion for 2016, including loans that were acquired as part of the Acquisition. |
Schedule of key servicing metrics for Agency Business | December 31, 2016 Key Servicing Metrics for Agency Business: UPB of Servicing Wtd. Avg. Servicing Wtd. Avg. Life of Fannie Mae $ Freddie Mac FHA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Selected Quarterly Financial 55
Selected Quarterly Financial Data - Unaudited (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Data - Unaudited | |
Summary of quarterly financial data | Three Months Ended December 31, 2016 September 30, 2016 June 30, 2016 March 31, 2016 Net interest income $ $ $ $ Total other revenue Total other expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before gain on sale of real estate, income from equity affiliates and provision for income taxes ) Gain on sale of real estate — — Income from equity affiliates Provision for income taxes ) ) — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income Preferred stock dividends Net income attributable to noncontrolling interest — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to common stockholders $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended December 31, 2015 September 30, 2015 June 30, 2015 March 31, 2015 Net interest income $ $ $ $ Total other revenue Total other expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before gain on acceleration of deferred income, loss on termination of swaps, gain on sale of real estate and income from equity affiliates Gain on acceleration of deferred income — — Loss on termination of swaps — ) — ) Gain on sale of real estate — — Income from equity affiliates ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income Preferred stock dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to common stockholders $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per common share(1) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) The sum of the quarterly per share amounts may not equal per share amounts reported for year-to-date periods, due to the effects of rounding for each period. |
Basis of Presentation and Sig56
Basis of Presentation and Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Significant Accounting Policies | ||||
Acquisition costs | $ 10,261,902 | $ 3,133,681 | ||
Selling and administrative | 17,586,871 | 9,392,136 | $ 9,600,139 | |
Reclassification adjustments | ||||
Significant Accounting Policies | ||||
Acquisition costs | 3,100,000 | |||
Selling and administrative | $ (3,100,000) | |||
MSRs | ||||
Significant Accounting Policies | ||||
Reduction in net income due to increase in amortization | $ 3,400,000 | |||
Reduction in diluted earnings per share due to increase in amortization expense | $ 0.07 | |||
MSRs | Forecast | ||||
Significant Accounting Policies | ||||
Reduction in net income due to increase in amortization | $ 1,400,000 |
Basis of Presentation and Sig57
Basis of Presentation and Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Impaired Loans, Allowance for Loan Losses and Charge-offs | |
Adjustments made to appraisals | $ 0 |
Loans Held-for-Sale, Net | |
Maximum number of days held-for-sale loans are generally transferred or sold | 60 days |
Allowance for Loss-Sharing Obligations | |
Period of a loan past due becomes delinquent | 60 days |
Real Estate Owned and Held-For-Sale | |
Period following the date of acquisition in which the entity finalizes the purchase price allocation of the real estate properties acquired | 1 year |
Fannie Mae | |
Allowance for Loss-Sharing Obligations | |
Percentage of loss obligation on UPB | 5.00% |
Obligated funding percentage of mortgage delinquencies | 100.00% |
Loss sharing funding percentage of advances until final settlement | 25.00% |
Maximum | Fannie Mae | |
Allowance for Loss-Sharing Obligations | |
Percentage of additional loss obligation on UPB | 20.00% |
Commercial Loans | MSRs | |
Capitalized Mortgage Servicing Rights | |
Inflation rate used for adequate compensation | 3.00% |
Commercial Loans | MSRs | Minimum | |
Capitalized Mortgage Servicing Rights | |
Discount rates to determine the present value of MSRs (as a percent) | 8.00% |
Estimated life maybe reduced based upon the stated yield maintenance and/or prepayment protection term | 6 months |
Commercial Loans | MSRs | Maximum | |
Capitalized Mortgage Servicing Rights | |
Discount rates to determine the present value of MSRs (as a percent) | 15.00% |
Estimated life maybe reduced based upon the stated yield maintenance and/or prepayment protection term | 12 months |
Commercial Loans | MSRs | Weighted average | |
Capitalized Mortgage Servicing Rights | |
Discount rates to determine the present value of MSRs (as a percent) | 13.00% |
Acquisition of Our Manager's 58
Acquisition of Our Manager's Agency Platform (Details) | Jul. 14, 2016USD ($)employeeitem$ / sharesshares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares |
Allocated to: | ||||
Goodwill | $ 26,747,381 | $ 26,747,381 | $ 26,747,381 | |
ACM Acquisition | ||||
Acquisition of Our Manager's Agency Platform | ||||
Number of vote per OP Unit | item | 1 | |||
OP Unit, redemption ratio for common share | item | 1 | |||
Number of employees | employee | 235 | |||
Consideration to purchase the existing management contract | $ 25,000,000 | |||
Consideration to purchase the existing management contract after July 2017 | $ 27,000,000 | |||
Reduction to goodwill | $ 1,000,000 | |||
Purchase Price: | ||||
Issuance of 21,230,769 OP Units at $7.29 per share (based on the closing stock price at the Acquisition date) | $ 154,772,306 | |||
Consideration in stock to be paid with operating partnership units (in shares) | shares | 21,230,769 | |||
Acquisition share price per common share based on closing price on the day of the ACM Acquisition | $ / shares | $ 7.29 | $ 7.29 | $ 7.29 | $ 7.29 |
Cash on hand | $ 87,755,517 | |||
Borrowings from seller financing - related party | 50,000,000 | |||
Total consideration | 292,527,823 | |||
Allocated to: | ||||
Cash and cash equivalents | $ 7,982,584 | 7,982,584 | $ 7,982,584 | |
Restricted cash | 5,000,000 | 5,000,000 | 5,000,000 | |
Loans held-for-sale | 424,796,318 | 424,796,318 | 424,796,318 | |
Available-for-sale securities | 4,908,283 | 4,908,283 | 4,908,283 | |
Capitalized mortgage servicing rights | 221,647,421 | 221,647,421 | 221,647,421 | |
Fixed assets | 5,216,972 | 5,216,972 | 5,216,972 | |
Other assets | 10,752,173 | 10,752,173 | 10,752,173 | |
Finite-lived intangible assets | 44,310,000 | 44,310,000 | 44,310,000 | |
Infinite-lived intangible assets | 29,000,000 | 29,000,000 | 29,000,000 | |
Credit facilities and repurchase agreements | (420,889,886) | (420,889,886) | (420,889,886) | |
Allowance for loss-sharing obligations | (32,616,821) | (32,616,821) | (32,616,821) | |
Other liabilities | (34,326,602) | (34,326,602) | (34,326,602) | |
Goodwill | 26,747,381 | 26,747,381 | 26,747,381 | |
Net assets acquired | $ 292,527,823 | $ 292,527,823 | $ 292,527,823 | |
Operating Partnership | ACM Acquisition | ||||
Purchase Price: | ||||
Issuance of 21,230,769 OP Units at $7.29 per share (based on the closing stock price at the Acquisition date) | $ 138,000,000 | |||
Consideration in stock to be paid with operating partnership units (in shares) | shares | 21,230,769 | |||
Acquisition share price per common share based on closing price on the day of the ACM Acquisition | $ / shares | $ 6.50 | |||
Cash on hand | $ 87,800,000 | |||
Borrowings from seller financing - related party | 50,000,000 | |||
Total consideration | $ 275,800,000 | |||
Special voting preferred shares | Operating Partnership | ||||
Acquisition of Our Manager's Agency Platform | ||||
Number of preferred stock shares paired with each operating partnership units | shares | 1 | 1 |
Acquisition of Our Manager's 59
Acquisition of Our Manager's Agency Platform (Pro Forma Information) (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Acquisition of Our Manager's Agency Platform | ||||
Pre-tax income from operations | $ 43,621,132 | $ 45,875,094 | $ 85,792,235 | |
ACM Acquisition | ||||
Acquisition of Our Manager's Agency Platform | ||||
Revenues | 85,600,000 | |||
Pre-tax income from operations | 41,800,000 | |||
Supplementary Pro Forma Information | ||||
Revenues | 294,472,561 | 272,429,078 | ||
Net income attributable to noncontrolling interest | 26,744,223 | 23,447,048 | ||
Net income attributable to common stockholders | $ 60,880,055 | $ 56,166,192 | ||
Diluted earnings per common share | $ 1.18 | $ 1.10 | ||
Legal and advisory fees | $ 14,700,000 | $ 10,300,000 |
Loans and Investments (Details)
Loans and Investments (Details) | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)itemloan | Dec. 31, 2015USD ($)loanitem | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Loans and Investments | ||||||
Loans and investments, gross | $ 1,790,159,966 | $ 1,545,126,045 | ||||
Unearned revenue | (10,716,040) | (8,030,129) | ||||
Allowance for loan losses | (83,711,575) | (86,761,575) | $ (115,487,320) | $ (122,277,411) | ||
Loans and investments, net | $ 1,695,732,351 | $ 1,450,334,341 | ||||
Percent of Total | 100.00% | 100.00% | ||||
Loan Count | loan | 144 | 128 | ||||
Wtd. Avg. Pay Rate (as a percent) | 5.71% | 5.63% | ||||
Wtd. Avg. Remaining Months to Maturity | 16 months 9 days | 17 months 21 days | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 6.00% | 7.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 76.00% | ||||
Other interest income | $ 2,539,274 | $ 7,884,344 | ||||
Employee compensation and benefits | 38,647,446 | $ 17,500,457 | $ 13,978,223 | |||
Carrying value of loans before loan loss reserves | $ 1,790,159,966 | |||||
First mortgage | ||||||
Loans and Investments | ||||||
Defaulted mortgage acquired | $ 116,000,000 | |||||
Gain on extinguishment of debt, net of fees and expenses | $ 1,900,000 | 6,700,000 | ||||
Other interest income | 2,500,000 | 7,900,000 | ||||
Employee compensation and benefits | $ 600,000 | $ 1,200,000 | ||||
Higher-risk | ||||||
Loans and Investments | ||||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 94.00% | 94.00% | ||||
Carrying value of loans before loan loss reserves | $ 152,900,000 | $ 154,700,000 | ||||
Credit risk concentration | ||||||
Loans and Investments | ||||||
Percent of Total | 100.00% | 100.00% | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 6.00% | 7.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 76.00% | ||||
Credit risk concentration | Minimum | ||||||
Loans and Investments | ||||||
Credit risk individual ratings | item | 1 | |||||
Credit risk concentration | Maximum | ||||||
Loans and Investments | ||||||
Credit risk individual ratings | item | 5 | |||||
Credit risk concentration | Risk rating, three | ||||||
Loans and Investments | ||||||
Credit risk individual ratings | item | 3 | |||||
Credit risk concentration | Risk rating, four | ||||||
Loans and Investments | ||||||
Credit risk individual ratings | item | 4 | |||||
Credit risk concentration | Risk rating, five | ||||||
Loans and Investments | ||||||
Credit risk individual ratings | item | 5 | |||||
Credit risk concentration | Risk rating, 3.5 | ||||||
Loans and Investments | ||||||
Credit risk individual ratings | item | 3.5 | |||||
Credit risk concentration | Risk rating, 4.5 | ||||||
Loans and Investments | ||||||
Credit risk individual ratings | item | 4.5 | |||||
Total assets | Credit risk concentration | ||||||
Loans and Investments | ||||||
Loan Count | loan | 35 | 22 | ||||
Number of different borrowers | item | 5 | 5 | ||||
Concentration risk, percentage | 16.00% | 22.00% | ||||
Bridge loans | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 1,602,658,179 | $ 1,353,132,435 | ||||
Percent of Total | 90.00% | 88.00% | ||||
Loan Count | loan | 120 | 105 | ||||
Wtd. Avg. Pay Rate (as a percent) | 5.59% | 5.48% | ||||
Wtd. Avg. Remaining Months to Maturity | 16 months 12 days | 16 months 21 days | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | 0.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 73.00% | 75.00% | ||||
Carrying value of loans before loan loss reserves | $ 1,602,658,179 | |||||
Mezzanine loans | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 57,124,566 | $ 40,390,905 | ||||
Percent of Total | 3.00% | 3.00% | ||||
Loan Count | loan | 12 | 11 | ||||
Wtd. Avg. Pay Rate (as a percent) | 9.09% | 8.19% | ||||
Wtd. Avg. Remaining Months to Maturity | 17 months 27 days | 32 months 27 days | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 36.00% | 35.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 83.00% | ||||
Junior participation loans | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 62,256,582 | $ 62,256,582 | ||||
Percent of Total | 3.00% | 4.00% | ||||
Loan Count | loan | 2 | 2 | ||||
Wtd. Avg. Pay Rate (as a percent) | 4.50% | 4.50% | ||||
Wtd. Avg. Remaining Months to Maturity | 4 months | 11 months 6 days | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 83.00% | 85.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 84.00% | 87.00% | ||||
Preferred equity investments | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 68,120,639 | $ 89,346,123 | ||||
Percent of Total | 4.00% | 5.00% | ||||
Loan Count | loan | 10 | 10 | ||||
Wtd. Avg. Pay Rate (as a percent) | 6.83% | 7.52% | ||||
Wtd. Avg. Remaining Months to Maturity | 23 months 24 days | 30 months 15 days | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 42.00% | 43.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 91.00% | 80.00% |
Loans and Investments, Risk Rat
Loans and Investments, Risk Ratings and LTV Ratios (Details) | 12 Months Ended | |
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($)item | |
Loans and Investments | ||
Percentage of Portfolio | 100.00% | 100.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 6.00% | 7.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 76.00% |
Credit risk concentration | ||
Loans and Investments | ||
Unpaid Principal Balance | $ | $ 1,790,159,966 | $ 1,545,126,045 |
Percentage of Portfolio | 100.00% | 100.00% |
Wtd. Avg. Internal Risk Rating | item | 3 | 3.1 |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 6.00% | 7.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 76.00% |
Credit risk concentration | Loans and investments portfolio | New York | ||
Loans and Investments | ||
Concentration risk, percentage | 25.00% | 34.00% |
Credit risk concentration | Loans and investments portfolio | California | ||
Loans and Investments | ||
Concentration risk, percentage | 15.00% | 14.00% |
Credit risk concentration | Loans and investments portfolio | Florida | ||
Loans and Investments | ||
Concentration risk, percentage | 14.00% | 14.00% |
Credit risk concentration | Loans and investments portfolio | Texas | ||
Loans and Investments | ||
Concentration risk, percentage | 13.00% | 12.00% |
Credit risk concentration | Multifamily | ||
Loans and Investments | ||
Unpaid Principal Balance | $ | $ 1,421,731,108 | $ 1,083,822,788 |
Percentage of Portfolio | 79.00% | 70.00% |
Wtd. Avg. Internal Risk Rating | item | 2.9 | 3 |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 1.00% | 2.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 73.00% | 75.00% |
Credit risk concentration | Office | ||
Loans and Investments | ||
Unpaid Principal Balance | $ | $ 141,710,156 | $ 198,829,086 |
Percentage of Portfolio | 8.00% | 13.00% |
Wtd. Avg. Internal Risk Rating | item | 3.3 | 3 |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 43.00% | 27.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 73.00% | 75.00% |
Credit risk concentration | Land | ||
Loans and Investments | ||
Unpaid Principal Balance | $ | $ 137,255,369 | $ 164,410,838 |
Percentage of Portfolio | 8.00% | 11.00% |
Wtd. Avg. Internal Risk Rating | item | 3.9 | 3.8 |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 2.00% | 5.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 92.00% | 90.00% |
Credit risk concentration | Hotel | ||
Loans and Investments | ||
Unpaid Principal Balance | $ | $ 70,750,000 | $ 66,250,000 |
Percentage of Portfolio | 4.00% | 4.00% |
Wtd. Avg. Internal Risk Rating | item | 3.8 | 3.5 |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 30.00% | 32.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 74.00% | 80.00% |
Credit risk concentration | Other | ||
Loans and Investments | ||
Unpaid Principal Balance | $ | $ 18,713,333 | $ 31,813,333 |
Percentage of Portfolio | 1.00% | 2.00% |
Wtd. Avg. Internal Risk Rating | item | 3.2 | 3.1 |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 23.00% | 13.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 72.00% | 67.00% |
Loans and Investments, Impaired
Loans and Investments, Impaired Loans (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($)loan | |
Changes in allowance for loan losses | |||
Allowance at beginning of period | $ 86,761,575 | $ 115,487,320 | $ 122,277,411 |
Provision for loan losses | 59,005 | 6,509,149 | 9,026,712 |
Charge-offs | (2,959,005) | (32,000,000) | (6,501,079) |
Charge-off on loan reclassified to real estate owned, net | (2,500,000) | ||
Recoveries of reserves | (150,000) | (734,894) | (9,315,724) |
Allowance at end of period | 83,711,575 | $ 86,761,575 | $ 115,487,320 |
Number of impaired loans | loan | 5 | 4 | |
Carrying value of impaired loan | $ 125,300,000 | $ 151,900,000 | |
Net recoveries of previously recorded loan loss reserves | 2,000,000 | 9,300,000 | |
Provision for loan losses | (134,101) | 4,466,886 | (308,511) |
Loans with previous reserves | 4,000,000 | 3,800,000 | |
Loans without previous reserves | 2,500,000 | $ 5,200,000 | |
Junior participating loans | |||
Changes in allowance for loan losses | |||
Charge-offs | (32,000,000) | ||
Transfer of land held as collateral | |||
Changes in allowance for loan losses | |||
Charge-offs | $ (2,500,000) | ||
Bridge loans | |||
Changes in allowance for loan losses | |||
Charge-offs | $ (3,000,000) |
Loans and Investments, Charge-o
Loans and Investments, Charge-offs and Recoveries (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)loan | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($)loan | |
Loans and Investments | |||
Charge-offs | $ (2,959,005) | $ (34,500,000) | $ (6,501,079) |
Recoveries | 193,106 | 2,042,263 | 9,315,724 |
Net Recoveries (Charge-offs) | $ (2,765,899) | $ (32,457,737) | $ 2,814,645 |
Ratio of net recoveries (charge-offs) during the period to average loans and investments outstanding during the period | (0.20%) | (2.10%) | 0.20% |
Unpaid Principal Balance | $ 197,640,645 | $ 198,861,364 | |
Carrying Value | 187,351,035 | 189,209,415 | $ 221,600,000 |
Allowance for Loan Losses | 83,711,575 | 86,761,575 | |
Average Recorded Investment | 198,251,005 | 215,374,121 | |
Interest Income Recognized | $ 1,405,933 | $ 3,170,189 | |
Number of impaired loans | loan | 8 | 9 | 10 |
Mezzanine loan and bridge loan | |||
Loans and Investments | |||
Charge-offs | $ (6,500,000) | ||
Carrying Value | 11,900,000 | ||
Multifamily | |||
Loans and Investments | |||
Charge-offs | $ (2,959,005) | (6,501,079) | |
Recoveries | 193,106 | $ 754,394 | 7,815,724 |
Unpaid Principal Balance | 2,542,115 | 7,362,115 | |
Carrying Value | 2,450,618 | 7,350,764 | |
Allowance for Loan Losses | 2,455,653 | 5,505,653 | |
Average Recorded Investment | 4,952,115 | 23,301,005 | |
Interest Income Recognized | 156,887 | 314,910 | |
Office | |||
Loans and Investments | |||
Charge-offs | (2,500,000) | ||
Recoveries | $ 1,500,000 | ||
Unpaid Principal Balance | 27,562,582 | 27,580,582 | |
Carrying Value | 22,778,444 | 22,796,444 | |
Allowance for Loan Losses | 21,972,444 | 21,972,444 | |
Average Recorded Investment | 27,571,582 | 31,833,582 | |
Interest Income Recognized | 93,732 | 1,804,967 | |
Land | |||
Loans and Investments | |||
Recoveries | 1,287,869 | ||
Unpaid Principal Balance | 131,085,948 | 127,468,667 | |
Carrying Value | 125,925,677 | 122,875,774 | |
Allowance for Loan Losses | 53,883,478 | 53,883,478 | |
Average Recorded Investment | 129,277,308 | 124,639,534 | |
Hotel | |||
Loans and Investments | |||
Charge-offs | (32,000,000) | ||
Unpaid Principal Balance | 34,750,000 | 34,750,000 | |
Carrying Value | 34,496,296 | 34,486,433 | |
Allowance for Loan Losses | 3,700,000 | 3,700,000 | |
Average Recorded Investment | 34,750,000 | 34,750,000 | |
Interest Income Recognized | 1,155,314 | 1,050,312 | |
Commercial | |||
Loans and Investments | |||
Unpaid Principal Balance | 1,700,000 | 1,700,000 | |
Carrying Value | 1,700,000 | 1,700,000 | |
Allowance for Loan Losses | 1,700,000 | 1,700,000 | |
Average Recorded Investment | $ 1,700,000 | $ 850,000 |
Loans and Investments, Charge64
Loans and Investments, Charge-offs and Recoveries Narratives (Details) | 12 Months Ended | |||
Dec. 31, 2016USD ($)loan | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($)loan | Dec. 31, 2013USD ($) | |
Loans and Investments | ||||
Number of loans for which no provision for loan loss made | loan | 0 | 0 | 0 | |
Provision for loan losses | $ 83,711,575 | $ 86,761,575 | $ 115,487,320 | $ 122,277,411 |
Bridge loans | ||||
Loans and Investments | ||||
Carry value of impaired loans transferred to real estate owned, before reserves | 4,800,000 | |||
Impaired bridge loans, paid off | 1,800,000 | |||
Additional provision for loan losses recognized | $ 100,000 | |||
Six loans collateralized by a land development project | Maturity date of September 2017 | ||||
Loans and Investments | ||||
Number of loans with unpaid principal balance | loan | 6 | |||
Unpaid principal balance on loans | $ 121,100,000 | |||
Provision for loan losses | $ 49,100,000 | $ 49,100,000 | ||
Four loans collateralized by a land development project | Maturity date of September 2017 | ||||
Loans and Investments | ||||
Number of loans with unpaid principal balance | loan | 5 | |||
Unpaid principal balance on loans | $ 111,800,000 | |||
Weighted average accrual rate of interest (as a percent) | 8.29% |
Loans and Investments, Non-perf
Loans and Investments, Non-performing Loans (Details) | 12 Months Ended | |
Dec. 31, 2016USD ($)loan | Dec. 31, 2015USD ($)loan | |
Non-performing loans by asset class | ||
Number of loans | loan | 144 | 128 |
Carrying value of loans before loan loss reserves | $ 1,790,159,966 | |
Non-performing loans | ||
Non-performing loans by asset class | ||
Number of loans | loan | 3 | 3 |
Loan loss reserves | $ 22,900,000 | |
Carrying Value | 22,853,097 | $ 22,938,243 |
Non-performing loans | Maximum | ||
Non-performing loans by asset class | ||
Carrying value of loans before loan loss reserves | 100,000 | |
Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | 22,853,097 | 22,938,243 |
Accruing interest | 0 | 0 |
Multifamily | Non-performing loans | ||
Non-performing loans by asset class | ||
Carrying Value | 680,653 | 765,799 |
Multifamily | Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | 680,653 | 765,799 |
Office | Non-performing loans | ||
Non-performing loans by asset class | ||
Carrying Value | 20,472,444 | 20,472,444 |
Office | Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | 20,472,444 | 20,472,444 |
Commercial | Non-performing loans | ||
Non-performing loans by asset class | ||
Carrying Value | 1,700,000 | 1,700,000 |
Commercial | Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | $ 1,700,000 | $ 1,700,000 |
Loans and Investments, Loan Mod
Loans and Investments, Loan Modifications, Refinancings and/or Extensions (Details) | 12 Months Ended | |
Dec. 31, 2016USD ($)loan | Dec. 31, 2015USD ($)loan | |
Troubled debt restructurings by asset class | ||
Number of Loans | loan | 2 | 6 |
Original Unpaid Principal Balance | $ 16,961,456 | $ 38,039,122 |
Original Wtd. Avg. Rate of Interest (as a percent) | 5.36% | 5.03% |
Extended Unpaid Principal Balance | $ 16,961,456 | $ 38,039,122 |
Extended Wtd. Avg. Rate of Interest (as a percent) | 5.36% | 5.03% |
Number of loans considered to be troubled debt restructurings that subsequently considered non-performing | loan | 0 | 0 |
Number of additional loans considered to be troubled debt restructurings | loan | 0 | 0 |
Unfunded commitments on modified loans classified as troubled debt restructurings | $ 0 | $ 100,000 |
Multifamily | ||
Troubled debt restructurings by asset class | ||
Number of Loans | loan | 1 | 5 |
Original Unpaid Principal Balance | $ 14,646,456 | $ 35,609,122 |
Original Wtd. Avg. Rate of Interest (as a percent) | 5.57% | 5.12% |
Extended Unpaid Principal Balance | $ 14,646,456 | $ 35,609,122 |
Extended Wtd. Avg. Rate of Interest (as a percent) | 5.57% | 5.12% |
Office | ||
Troubled debt restructurings by asset class | ||
Number of Loans | loan | 1 | 1 |
Original Unpaid Principal Balance | $ 2,315,000 | $ 2,430,000 |
Original Wtd. Avg. Rate of Interest (as a percent) | 4.03% | 3.69% |
Extended Unpaid Principal Balance | $ 2,315,000 | $ 2,430,000 |
Extended Wtd. Avg. Rate of Interest (as a percent) | 4.03% | 3.69% |
Loans and Investments, Interest
Loans and Investments, Interest Reserves (Details) $ in Millions | Dec. 31, 2016USD ($)loan | Dec. 31, 2015USD ($)loan |
Loans and Investments | ||
Total interest reserves | $ 20.4 | $ 17.2 |
Number of loans | loan | 75 | 63 |
Aggregate unpaid principal balance | $ 1,010 | $ 895.4 |
Loans Held-for-Sale, Net (Detai
Loans Held-for-Sale, Net (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Loans Held-for-Sale, Net | |
Loans held-for-sale | $ 662,347,722 |
Fair value of future MSR | 13,145,814 |
Unearned discount | (2,126,232) |
Loans held-for-sale, net | $ 673,367,304 |
Maximum number of days held-for-sale loans are typically sold | 60 days |
Loans with non-accrual status | $ 0 |
Sale of loans held-for-sale excluding acquired loans | 1,490,000,000 |
Sale of loans held-for-sale | 1,916,470,295 |
Gain on sale of loans held-for-sale | 22,800,000 |
Greater Than 90 Days Past Due | |
Loans Held-for-Sale, Net | |
Loans held-for-sale | 0 |
ACM Acquisition | |
Loans Held-for-Sale, Net | |
Sale of loans held-for-sale | 418,200,000 |
Fannie Mae | |
Loans Held-for-Sale, Net | |
Loans held-for-sale, net | 538,189,475 |
Freddie Mac | |
Loans Held-for-Sale, Net | |
Loans held-for-sale, net | 124,102,000 |
FHA | |
Loans Held-for-Sale, Net | |
Loans held-for-sale, net | $ 56,247 |
Capitalized Mortgage Servicin69
Capitalized Mortgage Servicing Rights (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Capitalized Mortgage Servicing Rights | |
Balance at end of period | $ 227,742,986 |
Expected amortization of capitalized MSR balances | |
2,017 | 5,601,811 |
2,018 | 5,601,811 |
2,019 | 5,464,311 |
2,020 | 5,249,137 |
2,021 | $ 4,691,118 |
MSRs | |
Capitalized Mortgage Servicing Rights | |
Weighted average estimated life remaining | 6 years 10 months 24 days |
Additions | $ 255,243,158 |
Amortization | (21,704,560) |
Write-downs and payoffs | (5,795,612) |
Balance at end of period | 227,742,986 |
Expected amortization of capitalized MSR balances | |
2,017 | 44,714,333 |
2,018 | 40,273,739 |
2,019 | 35,019,266 |
2,020 | 28,371,734 |
2,021 | 22,211,119 |
Thereafter | 57,152,795 |
Total | 227,742,986 |
Write-offs due to prepayments | 5,800,000 |
Prepayment fees | 5,600,000 |
Valuation allowance | 0 |
Acquired MSRs | |
Capitalized Mortgage Servicing Rights | |
Additions | 221,647,421 |
Amortization | (21,051,613) |
Write-downs and payoffs | (5,795,054) |
Balance at end of period | 194,800,754 |
Originated MSRs | |
Capitalized Mortgage Servicing Rights | |
Additions | 33,595,737 |
Amortization | (652,947) |
Write-downs and payoffs | (558) |
Balance at end of period | $ 32,942,232 |
Mortgage Servicing (Details)
Mortgage Servicing (Details) - MSRs | 12 Months Ended |
Dec. 31, 2016USD ($)stateitem | |
Mortgage Servicing | |
Unpaid principal balance of loans serviced | $ 13,555,085,518 |
Weighted average servicing fee (as a percent) | 0.48% |
Number of federally insured depository institutions holding cash balance and related escrow liabilities for servicing mortgage | item | 2 |
Fee-based servicing portfolio | |
Mortgage Servicing | |
Percentage of Total | 100.00% |
Number of states accounted for more than 4% of UPB and related servicing revenues | state | 0 |
Escrow Deposit | $ 401,700,000 |
Fee-based servicing portfolio | Texas | |
Mortgage Servicing | |
Percentage of Total | 24.00% |
Fee-based servicing portfolio | North Carolina | |
Mortgage Servicing | |
Percentage of Total | 9.00% |
Fee-based servicing portfolio | California | |
Mortgage Servicing | |
Percentage of Total | 8.00% |
Fee-based servicing portfolio | New York | |
Mortgage Servicing | |
Percentage of Total | 8.00% |
Fee-based servicing portfolio | Georgia | |
Mortgage Servicing | |
Percentage of Total | 5.00% |
Fee-based servicing portfolio | Florida | |
Mortgage Servicing | |
Percentage of Total | 4.00% |
Fee-based servicing portfolio | Other | |
Mortgage Servicing | |
Percentage of Total | 42.00% |
Fannie Mae | |
Mortgage Servicing | |
Unpaid principal balance of loans serviced | $ 11,181,152,400 |
Fannie Mae | Fee-based servicing portfolio | |
Mortgage Servicing | |
Percentage of Total | 83.00% |
Freddie Mac | |
Mortgage Servicing | |
Unpaid principal balance of loans serviced | $ 1,953,244,541 |
Freddie Mac | Fee-based servicing portfolio | |
Mortgage Servicing | |
Percentage of Total | 14.00% |
FHA | |
Mortgage Servicing | |
Unpaid principal balance of loans serviced | $ 420,688,577 |
FHA | Fee-based servicing portfolio | |
Mortgage Servicing | |
Percentage of Total | 3.00% |
Available-for-Sale Securities71
Available-for-Sale Securities (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2015 | |
Available-for-sale securities | ||||
Amortized Cost | $ 58,789 | $ 1,610,505 | ||
Carrying Value / Estimated Fair Value | 5,403,463 | 2,022,030 | ||
Proceeds from sale of securities | 1,567,207 | $ 33,904,172 | ||
Gain on sale of securities | $ 15,491 | $ 86,312,106 | ||
Available-for-sale Securities | ||||
Available-for-sale securities | ||||
Face Value | 1,500,000 | |||
Amortized Cost | 1,610,505 | |||
Cumulative Unrealized Gain | 411,525 | |||
Carrying Value / Estimated Fair Value | 2,022,030 | |||
Available-for-sale Securities | Equity investments | ||||
Available-for-sale securities | ||||
Fixed interest rate (as a percent) | 3.241% | |||
Proceeds from sale of securities | $ 1,600,000 | |||
Available-for-sale Securities | Equity investments | Maximum | ||||
Available-for-sale securities | ||||
Gain on sale of securities | $ 100,000 | |||
Available-for-sale Securities | Federal Home Loan Mortgage Corporation | ||||
Available-for-sale securities | ||||
Face Value | 1,500,000 | |||
Amortized Cost | 1,551,716 | |||
Carrying Value / Estimated Fair Value | 1,551,716 | |||
Available-for-sale Securities | Common Shares of CV Holdings, Inc. | ||||
Available-for-sale securities | ||||
Amortized Cost | $ 58,789 | 58,789 | ||
Cumulative Unrealized Gain | 558,499 | 411,525 | ||
Carrying Value / Estimated Fair Value | $ 617,288 | $ 470,314 | ||
Number of shares of common stock purchased | 2,939,465 | 2,939,465 |
Available-for-Sale Securities,
Available-for-Sale Securities, Agency IO (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Summary of our Agency IOs activity | |
Balance at beginning of period | $ 2,022,030 |
Balance at end of period | 5,403,463 |
Interest-only Securities (Agency IOs) under the SBL Program | |
Summary of our Agency IOs activity | |
Additions from the Acquisition | 4,908,283 |
Settlements | (122,108) |
Balance at end of period | $ 4,786,175 |
Investments in Equity Affilia73
Investments in Equity Affiliates (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | $ 33,948,853 | $ 30,870,235 |
UPB of Loans to Equity Affiliates | 3,393,438 | |
Arbor Residential Investor LLC | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 28,917,457 | 25,923,679 |
West Shore Cafe | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 2,050,347 | 1,955,933 |
UPB of Loans to Equity Affiliates | 1,687,500 | |
Lightstone Value Plus REIT L.P. | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 1,894,727 | 1,894,727 |
Issuers of Junior Subordinated Notes | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 578,000 | 578,000 |
JT Prime | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 425,000 | 425,000 |
East River Portfolio | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 83,222 | 92,796 |
UPB of Loans to Equity Affiliates | 1,705,938 | |
Lexford Portfolio | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | $ 100 | $ 100 |
Investments in Equity Affilia74
Investments in Equity Affiliates, All Investments (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
Aug. 31, 2014USD ($)propertyloan | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Jun. 30, 2014USD ($)item | Dec. 31, 2016USD ($)loanitem | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Investment in Equity Affiliates | ||||||||||||||
Secured debt | $ 728,441,109 | $ 758,899,661 | $ 728,441,109 | $ 758,899,661 | ||||||||||
Income from equity affiliates | 1,800,689 | $ 4,929,375 | $ 4,367,101 | $ 1,897,442 | 1,317,339 | $ 6,353,239 | $ 1,534,025 | $ 3,095,913 | 12,994,607 | $ 12,300,516 | $ 248,658 | |||
Loans to Equity Affiliates | 3,393,438 | $ 3,393,438 | ||||||||||||
Number of loans | loan | 144 | 128 | ||||||||||||
Loans and investments, gross | 1,790,159,966 | $ 1,790,159,966 | ||||||||||||
Interest expense | $ 46,018,263 | $ 43,766,835 | 33,032,580 | |||||||||||
Bridge loans | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Number of loans | loan | 120 | 105 | ||||||||||||
Loans and investments, gross | 1,602,658,179 | $ 1,602,658,179 | ||||||||||||
Arbor Residential Investor LLC | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Interest expense | 13,331,036 | $ 9,823,727 | ||||||||||||
Arbor Residential Investor LLC | Residential Mortgage Banking Company | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity Investment | 9,600,000 | 9,600,000 | ||||||||||||
Income from equity affiliates | $ 9,500,000 | $ 6,600,000 | ||||||||||||
Indirect ownership percentage | 16.30% | 22.50% | ||||||||||||
Arbor Residential Investor LLC | Residential Mortgage Banking Company | ACM / Our "Manager" | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Percentage of ownership interest of related party in the entity | 50.00% | |||||||||||||
Arbor Residential Investor LLC | Non-qualified Residential Mortgages | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity Investment | $ 1,700,000 | $ 1,700,000 | ||||||||||||
Ownership percentage | 50.00% | 50.00% | ||||||||||||
Income from equity affiliates | $ 500,000 | |||||||||||||
Distributions received | 13,000,000 | |||||||||||||
Arbor Residential Investor LLC | Additional mortgage purchases | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity Investment | 5,900,000 | $ 7,900,000 | $ 5,900,000 | $ 7,900,000 | ||||||||||
Arbor Residential Investor LLC | Non Qualified and Additional Residential Mortgages | Maximum | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Income from equity affiliates | 100,000 | |||||||||||||
West Shore Cafe | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Noncontrolling interest in equity method investment (as a percent) | 50.00% | |||||||||||||
Loans to Equity Affiliates | 1,687,500 | $ 1,687,500 | ||||||||||||
West Shore Cafe | First mortgage | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Loans to Equity Affiliates | $ 1,700,000 | |||||||||||||
Number of extension options | item | 2 | |||||||||||||
Period of extension option | 1 year | |||||||||||||
Variable interest rate, description | LIBOR | |||||||||||||
Variable rate, spread (as a percent) | 4.00% | |||||||||||||
Lightstone Value Plus REIT L.P. | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity Investment | 1,900,000 | 1,900,000 | ||||||||||||
Lightstone Value Plus REIT L.P. | Investment through consolidated entity | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity Investment | 56,000,000 | 56,000,000 | ||||||||||||
Secured debt | $ 50,200,000 | $ 50,200,000 | ||||||||||||
Ownership percentage | 66.70% | 66.70% | ||||||||||||
Issuers of Junior Subordinated Notes | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity Investment | $ 600,000 | $ 600,000 | $ 600,000 | 600,000 | ||||||||||
Equity investment made | $ 600,000 | |||||||||||||
Ownership percentage | 100.00% | 100.00% | ||||||||||||
Issuers of Junior Subordinated Notes | Affiliate entities | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Number of affiliate entities formed | item | 2 | |||||||||||||
Variable interest rate, description | three-month LIBOR | |||||||||||||
JT Prime | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity Investment | $ 400,000 | |||||||||||||
Income from equity affiliates | $ 200,000 | 200,000 | $ 200,000 | |||||||||||
Noncontrolling interest in equity method investment (as a percent) | 50.00% | |||||||||||||
East River Portfolio | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity investment made | $ 100,000 | |||||||||||||
Ownership percentage | 5.00% | |||||||||||||
Number of properties owned | property | 2 | |||||||||||||
Loans to Equity Affiliates | $ 1,705,938 | 1,705,938 | ||||||||||||
East River Portfolio | Ivan Kaufman and other related parties | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Percentage of ownership interest of related party in the entity | 95.00% | |||||||||||||
East River Portfolio | Bridge loans | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Number of loans | loan | 2 | |||||||||||||
Loans and investments, gross | $ 5,000,000 | |||||||||||||
Proceeds from repayment of loans | $ 3,300,000 | |||||||||||||
Variable interest rate, description | one-month LIBOR | |||||||||||||
Variable rate, spread (as a percent) | 5.50% | |||||||||||||
Lexford Portfolio | ||||||||||||||
Investment in Equity Affiliates | ||||||||||||||
Equity investment made | 100,000 | |||||||||||||
Noncontrolling interest | 44,000 | |||||||||||||
Income from equity affiliates | 2,800,000 | 5,500,000 | ||||||||||||
Distributions received | $ 2,800,000 | 4,500,000 | ||||||||||||
Expenses related to distribution from equity investment | $ 1,000,000 |
Investments in Equity Affilia75
Investments in Equity Affiliates, Balance Sheet (Detail) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | $ 33,948,853 | $ 30,870,235 |
Assets: | ||
Cash and cash equivalents | 54,599,161 | 29,829,360 |
Real estate assets | 962,125,163 | 973,649,322 |
Other assets | 170,962,626 | 121,802,429 |
Total assets | 1,187,686,950 | 1,125,281,111 |
Liabilities: | ||
Notes payable | 1,084,220,433 | 1,044,965,627 |
Other liabilities | 29,718,571 | 30,064,836 |
Total liabilities | 1,113,939,004 | 1,075,030,463 |
Stockholders' equity Arbor | 33,370,853 | 30,292,235 |
Stockholders' equity | 40,377,093 | 19,958,413 |
Total stockholders' equity | 73,747,946 | 50,250,648 |
Total liabilities and equity (deficit) | 1,187,686,950 | 1,125,281,111 |
Arbor Residential Investor LLC | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 28,917,457 | 25,923,679 |
Assets: | ||
Cash and cash equivalents | 21,256,703 | 8,898,316 |
Real estate assets | 360,412,435 | 348,192,978 |
Other assets | 125,940,356 | 68,704,783 |
Total assets | 507,609,494 | 425,796,077 |
Liabilities: | ||
Notes payable | 380,468,153 | 338,946,607 |
Other liabilities | 13,328,837 | 9,883,116 |
Total liabilities | 393,796,990 | 348,829,723 |
Stockholders' equity Arbor | 28,917,458 | 25,923,679 |
Stockholders' equity | 84,895,046 | 51,042,675 |
Total stockholders' equity | 113,812,504 | 76,966,354 |
Total liabilities and equity (deficit) | 507,609,494 | 425,796,077 |
Other | ||
Assets: | ||
Cash and cash equivalents | 33,342,458 | 20,931,044 |
Real estate assets | 601,712,728 | 625,456,344 |
Other assets | 45,022,270 | 53,097,646 |
Total assets | 680,077,456 | 699,485,034 |
Liabilities: | ||
Notes payable | 703,752,280 | 706,019,020 |
Other liabilities | 16,389,734 | 20,181,720 |
Total liabilities | 720,142,014 | 726,200,740 |
Stockholders' equity Arbor | 4,453,395 | 4,368,556 |
Stockholders' equity | (44,517,953) | (31,084,262) |
Total stockholders' equity | (40,064,558) | (26,715,706) |
Total liabilities and equity (deficit) | 680,077,456 | 699,485,034 |
Issuers of Junior Subordinated Notes | ||
Investment in Equity Affiliates | ||
Equity Investment | 600,000 | 600,000 |
Investment in Equity Affiliates | $ 578,000 | $ 578,000 |
Investments in Equity Affilia76
Investments in Equity Affiliates, Statements of Operations (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue: | |||
Rental income | $ 99,416,837 | $ 95,937,528 | $ 89,192,393 |
Interest income | 11,984,747 | 10,215,267 | 258,516 |
Operating income | 195,905,426 | 130,931,755 | 4,168,348 |
Reimbursement income | 7,085,406 | 6,800,824 | 6,500,526 |
Other income | 8,272,363 | 15,320,832 | 7,993,602 |
Total revenues | 322,664,779 | 259,206,206 | 108,113,385 |
Expenses: | |||
Operating expenses | 198,976,118 | 157,772,966 | 59,266,385 |
Interest expense | 46,018,263 | 43,766,835 | 33,032,580 |
Depreciation and amortization | 30,376,340 | 21,763,714 | 26,793,320 |
Other expenses | 90,184 | 1,627,791 | 620,906 |
Total expenses | 275,460,905 | 224,931,306 | 119,713,191 |
Net income (loss) | 47,203,874 | 34,274,900 | (11,599,806) |
Arbor's Share of income (loss) | 12,994,607 | 12,300,516 | 248,658 |
Arbor Residential Investor LLC | |||
Revenue: | |||
Interest income | 11,726,231 | 9,956,751 | |
Operating income | 195,905,426 | 129,567,280 | |
Other income | 212,875 | 196,413 | |
Total revenues | 207,844,532 | 139,720,444 | |
Expenses: | |||
Operating expenses | 142,297,015 | 101,164,636 | |
Interest expense | 13,331,036 | 9,823,727 | |
Depreciation and amortization | 1,127,271 | 753,111 | |
Total expenses | 156,755,322 | 111,741,474 | |
Net income (loss) | 51,089,210 | 27,978,970 | |
Arbor's Share of income (loss) | 9,949,278 | 6,600,084 | |
Other | |||
Revenue: | |||
Rental income | 99,416,837 | 95,937,528 | 89,192,393 |
Interest income | 258,516 | 258,516 | 258,516 |
Operating income | 1,364,475 | 4,168,348 | |
Reimbursement income | 7,085,406 | 6,800,824 | 6,500,526 |
Other income | 8,059,488 | 15,124,419 | 7,993,602 |
Total revenues | 114,820,247 | 119,485,762 | 108,113,385 |
Expenses: | |||
Operating expenses | 56,679,103 | 56,608,330 | 59,266,385 |
Interest expense | 32,687,227 | 33,943,108 | 33,032,580 |
Depreciation and amortization | 29,249,069 | 21,010,603 | 26,793,320 |
Other expenses | 90,184 | 1,627,791 | 620,906 |
Total expenses | 118,705,583 | 113,189,832 | 119,713,191 |
Net income (loss) | (3,885,336) | 6,295,930 | (11,599,806) |
Arbor's Share of income (loss) | $ 3,045,329 | $ 5,700,432 | $ 248,658 |
Real Estate Owned and Held-Fo77
Real Estate Owned and Held-For-Sale, Portfolio (Details) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($)propertyitem | Dec. 31, 2015USD ($)propertyitem | Dec. 31, 2014USD ($) | |
Real Estate Owned | ||||
Real estate owned, net | $ 19,491,805 | $ 60,845,509 | ||
Impairment loss on real estate owned | 11,200,000 | $ 250,000 | ||
Restricted cash due to escrow requirement | 29,314,929 | 48,301,244 | ||
Real Estate Held-For-Sale | ||||
Pay off outstanding debt | 27,155,000 | 30,984,357 | $ 22,766,647 | |
Multifamily and Hotel | Disposed of by sale | ||||
Real Estate Held-For-Sale | ||||
Proceeds from sale of properties | 50,700,000 | 41,100,000 | ||
Gain on sale of property | 11,600,000 | $ 7,800,000 | ||
Multifamily | Disposed of by sale | ||||
Real Estate Held-For-Sale | ||||
Pay off outstanding debt | $ 27,100,000 | |||
Number of properties sold | property | 3 | |||
Hotel | ||||
Real Estate Owned | ||||
Impairment loss on real estate owned | $ 11,200,000 | |||
Hotel | Disposed of by sale | ||||
Real Estate Held-For-Sale | ||||
Number of properties sold | property | 3 | |||
Real Estate Owned | ||||
Real Estate Owned | ||||
Less: Impairment loss | $ (11,200,000) | |||
Less: Accumulated depreciation and amortization | (9,147,998) | $ (16,869,757) | ||
Real estate owned, net | 19,491,805 | 60,845,509 | ||
Restricted cash due to escrow requirement | $ 700,000 | $ 1,600,000 | ||
Real Estate Owned | Multifamily | ||||
Real Estate Owned | ||||
Number of properties | item | 3 | |||
Less: Accumulated depreciation and amortization | $ (9,399,041) | |||
Real estate owned, net | $ 28,783,692 | |||
Real Estate Owned | Hotel | ||||
Real Estate Owned | ||||
Number of properties | item | 1 | 2 | ||
Less: Impairment loss | $ (11,200,000) | |||
Less: Accumulated depreciation and amortization | (8,658,737) | $ (7,329,615) | ||
Real estate owned, net | $ 13,908,812 | $ 26,302,918 | ||
Weighted average occupancy rate of properties (as a percent) | 54.00% | 53.00% | 51.00% | |
Amount of weighted average daily rate of properties | $ 100 | $ 90 | $ 76 | |
Amount of weighted average daily revenue of properties | 54 | 48 | $ 39 | |
Real Estate Owned | Office | ||||
Real Estate Owned | ||||
Less: Accumulated depreciation and amortization | (489,261) | (141,101) | ||
Real estate owned, net | 5,582,993 | 5,758,899 | ||
Real Estate Owned | Land | ||||
Real Estate Owned | ||||
Real estate owned, gross | 7,802,651 | 13,341,495 | ||
Real Estate Owned | Land | Multifamily | ||||
Real Estate Owned | ||||
Real estate owned, gross | 5,538,844 | |||
Real Estate Owned | Land | Hotel | ||||
Real Estate Owned | ||||
Real estate owned, gross | 3,293,651 | 3,293,651 | ||
Real Estate Owned | Land | Office | ||||
Real Estate Owned | ||||
Real estate owned, gross | 4,509,000 | 4,509,000 | ||
Real Estate Owned | Building and intangible assets | ||||
Real Estate Owned | ||||
Real estate owned, gross | 32,037,152 | 64,373,771 | ||
Real Estate Owned | Building and intangible assets | Multifamily | ||||
Real Estate Owned | ||||
Real estate owned, gross | 32,643,889 | |||
Real Estate Owned | Building and intangible assets | Hotel | ||||
Real Estate Owned | ||||
Real estate owned, gross | 30,473,898 | 30,338,882 | ||
Real Estate Owned | Building and intangible assets | Office | ||||
Real Estate Owned | ||||
Real estate owned, gross | $ 1,563,254 | $ 1,391,000 |
Real Estate Owned and Held-Fo78
Real Estate Owned and Held-For-Sale, Results for Held-For-Sale (Details) - Held-For-Sale - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue: | |||
Property operating income | $ 2,845,231 | $ 10,971,555 | $ 14,362,030 |
Expenses: | |||
Property operating expense | 1,994,346 | 8,224,101 | 11,243,246 |
Depreciation | 334,631 | 1,562,101 | 2,877,143 |
Net income | $ 516,254 | $ 1,185,353 | $ 241,641 |
Goodwill and Other Intangible79
Goodwill and Other Intangible Assets, Goodwill (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Goodwill | |
Additions from the Acquisition | $ 26,747,381 |
Goodwill at end of period | $ 26,747,381 |
Goodwill and Other Intangible80
Goodwill and Other Intangible Assets, Other Intangibles Asset (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Accumulated Amortization | |
Additions | $ 2,567,497 |
Accumulated Amortization, end of the period | 2,567,497 |
Gross Carrying Value | |
Additions | 73,310,000 |
Intangible assets, end of the period | 73,310,000 |
Fannie Mae DUS license | |
Gross Carrying Value | |
Additions | 17,100,000 |
Infinite-lived intangible assets, end of the period | 17,100,000 |
Freddie Mac Program Plus license | |
Gross Carrying Value | |
Additions | 8,700,000 |
Infinite-lived intangible assets, end of the period | 8,700,000 |
FHA License | |
Gross Carrying Value | |
Additions | 3,200,000 |
Infinite-lived intangible assets, end of the period | 3,200,000 |
Broker relationships | |
Gross Carrying Value | |
Additions | 25,000,000 |
Finite-lived intangible assets, end of the period | 25,000,000 |
Accumulated Amortization | |
Additions | 1,432,292 |
Accumulated Amortization, end of the period | 1,432,292 |
Borrower relationships | |
Gross Carrying Value | |
Additions | 14,400,000 |
Finite-lived intangible assets, end of the period | 14,400,000 |
Accumulated Amortization | |
Additions | 660,000 |
Accumulated Amortization, end of the period | 660,000 |
Below market leases | |
Gross Carrying Value | |
Additions | 4,010,000 |
Finite-lived intangible assets, end of the period | 4,010,000 |
Accumulated Amortization | |
Additions | 337,705 |
Accumulated Amortization, end of the period | 337,705 |
Acquired technology | |
Gross Carrying Value | |
Additions | 900,000 |
Finite-lived intangible assets, end of the period | 900,000 |
Accumulated Amortization | |
Additions | 137,500 |
Accumulated Amortization, end of the period | $ 137,500 |
Goodwill and Other Intangible81
Goodwill and Other Intangible Assets, Estimated Amortization Expense (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Finite-lived intangible assets: | |
Wtd. Avg. Remaining Life (in years) | 8 years |
2,017 | $ 5,601,811 |
2,018 | 5,601,811 |
2,019 | 5,464,311 |
2,020 | 5,249,137 |
2,021 | $ 4,691,118 |
Broker relationships | |
Finite-lived intangible assets: | |
Wtd. Avg. Remaining Life (in years) | 7 years 6 months |
2,017 | $ 3,125,000 |
2,018 | 3,125,000 |
2,019 | 3,125,000 |
2,020 | 3,125,000 |
2,021 | $ 3,125,000 |
Borrower relationships | |
Finite-lived intangible assets: | |
Wtd. Avg. Remaining Life (in years) | 9 years 6 months |
2,017 | $ 1,440,000 |
2,018 | 1,440,000 |
2,019 | 1,440,000 |
2,020 | 1,440,000 |
2,021 | $ 1,440,000 |
Below market leases | |
Finite-lived intangible assets: | |
Wtd. Avg. Remaining Life (in years) | 6 years 1 month 6 days |
2,017 | $ 736,811 |
2,018 | 736,811 |
2,019 | 736,811 |
2,020 | 684,137 |
2,021 | $ 126,118 |
Acquired technology | |
Finite-lived intangible assets: | |
Wtd. Avg. Remaining Life (in years) | 2 years 6 months |
2,017 | $ 300,000 |
2,018 | 300,000 |
2,019 | $ 162,500 |
Debt Obligations, Credit Facili
Debt Obligations, Credit Facilities and Repurchase Agreements (Details) | 1 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2016USD ($)item | Feb. 29, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2016USD ($)item | Mar. 31, 2017USD ($) | Feb. 28, 2017USD ($) | Jan. 31, 2017USD ($) | Dec. 31, 2015USD ($)item | Jan. 31, 2015USD ($) | |
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 908,680,198 | $ 137,325,474 | |||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 906,636,790 | $ 136,252,135 | |||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 1,041,761,233 | ||||||||
Weighted Average Note Rate (as a percent) | 2.25% | ||||||||
Healthcare related loans | Minimum | |||||||||
Debt Obligations | |||||||||
Variable rate, spread (as a percent) | 2.25% | ||||||||
Healthcare related loans | Maximum | |||||||||
Debt Obligations | |||||||||
Variable rate, spread (as a percent) | 2.50% | ||||||||
Credit Facilities and Repurchase Agreements | |||||||||
Debt Obligations | |||||||||
Weighted average note rate including certain fees and costs (as a percent) | 3.42% | 3.42% | |||||||
Leverage on loans and investment portfolio, excluding the $3.0 million master security agreement used to finance leasehold improvements to corporate office (as a percent) | 64.00% | 64.00% | |||||||
Number of interest rate swaps | item | 0 | 0 | |||||||
$150 million repurchase facility | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 107,303,216 | $ 58,270,774 | |||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 106,051,080 | 57,610,463 | |||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 183,827,574 | $ 99,641,504 | |||||||
Weighted Average Note Rate (as a percent) | 3.12% | 2.70% | |||||||
Maximum borrowing capacity | $ 150,000,000 | $ 150,000,000 | $ 150,000,000 | ||||||
Extension of maturity date (in years) | 1 year | ||||||||
$150 million repurchase facility | Senior mortgage loans | |||||||||
Debt Obligations | |||||||||
Variable rate, spread (as a percent) | 2.25% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
$150 million repurchase facility | Junior participation loans | |||||||||
Debt Obligations | |||||||||
Variable rate, spread (as a percent) | 3.50% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
$100 million credit facility | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 21,897,500 | 24,582,200 | |||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 21,598,322 | 24,328,863 | |||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 34,850,000 | $ 38,000,000 | |||||||
Weighted Average Note Rate (as a percent) | 2.96% | 2.62% | |||||||
Maximum borrowing capacity | $ 100,000,000 | $ 100,000,000 | |||||||
Variable rate, spread (as a percent) | 2.15% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
Extension of maturity date (in years) | 1 year | ||||||||
$100 million credit facility | Maximum | |||||||||
Debt Obligations | |||||||||
Advance rate (as a percent) | 75.00% | ||||||||
$75 million credit facility - one | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 38,989,732 | 13,852,500 | |||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 38,703,886 | 13,766,445 | |||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 63,158,500 | $ 18,470,000 | |||||||
Weighted Average Note Rate (as a percent) | 2.94% | 2.59% | |||||||
Maximum borrowing capacity | $ 75,000,000 | $ 75,000,000 | |||||||
Variable rate, spread (as a percent) | 2.125% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
Credit facility, sublimit to finance healthcare related loans | $ 25,000,000 | ||||||||
Extension of maturity date (in years) | 1 year | ||||||||
Advance rate (as a percent) | 75.00% | ||||||||
$75 million credit facility - two | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 23,285,625 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 23,276,773 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 31,725,000 | ||||||||
Weighted Average Note Rate (as a percent) | 2.81% | ||||||||
Maximum borrowing capacity | $ 75,000,000 | ||||||||
Variable rate, spread (as a percent) | 2.00% | ||||||||
Variable interest rate, description | LIBOR. | ||||||||
Extension of maturity date (in years) | 1 year | ||||||||
$75 million credit facility - two | Minimum | |||||||||
Debt Obligations | |||||||||
Advance rate (as a percent) | 70.00% | ||||||||
$75 million credit facility - two | Maximum | |||||||||
Debt Obligations | |||||||||
Advance rate (as a percent) | 75.00% | ||||||||
$50 million credit facility - one | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 46,400,000 | 24,120,000 | |||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 46,373,641 | 24,114,494 | |||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 58,000,000 | $ 30,200,000 | |||||||
Weighted Average Note Rate (as a percent) | 2.81% | 2.46% | |||||||
Maximum borrowing capacity | $ 50,000,000 | $ 50,000,000 | |||||||
Line of credit, additional borrowing capacity | $ 25,000,000 | ||||||||
Variable rate, spread (as a percent) | 2.00% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
Number of one-year extension option | item | 2 | ||||||||
Extension of maturity date (in years) | 1 year | 1 year | |||||||
Advance rate (as a percent) | 80.00% | ||||||||
$50 million credit facility - two | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 7,956,000 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 7,956,000 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 9,885,000 | ||||||||
Weighted Average Note Rate (as a percent) | 4.08% | ||||||||
Maximum borrowing capacity | $ 50,000,000 | $ 50,000,000 | 50,000,000 | ||||||
Variable interest rate, description | LIBOR | ||||||||
Number of one-year extension option | item | 2 | ||||||||
Extension of maturity date (in years) | 1 year | ||||||||
Advance rate (as a percent) | 80.00% | ||||||||
$50 million credit facility - two | Minimum | |||||||||
Debt Obligations | |||||||||
Variable rate, spread (as a percent) | 2.50% | ||||||||
$50 million credit facility - two | Maximum | |||||||||
Debt Obligations | |||||||||
Variable rate, spread (as a percent) | 3.25% | ||||||||
$16.5 million term credit facility | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | 16,500,000 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 16,431,870 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 29,750,000 | ||||||||
Weighted Average Note Rate (as a percent) | 3.22% | ||||||||
Maximum borrowing capacity | $ 16,500,000 | 16,500,000 | $ 16,500,000 | ||||||
Variable rate, spread (as a percent) | 2.75% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
$3 million master security agreement | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | 2,532,966 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | $ 2,532,966 | ||||||||
Weighted Average Note Rate (as a percent) | 3.21% | ||||||||
Maximum borrowing capacity | $ 3,000,000 | ||||||||
Number of loan agreements | item | 2 | ||||||||
$400 million multifamily ASAP agreement | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 142,556,962 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 142,556,962 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 142,556,962 | ||||||||
Weighted Average Note Rate (as a percent) | 1.65% | ||||||||
Maximum borrowing capacity | $ 400,000,000 | $ 500,000,000 | |||||||
Commitment amount | $ 0 | ||||||||
Variable rate, spread (as a percent) | 1.05% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
$400 million multifamily ASAP agreement | Minimum | |||||||||
Debt Obligations | |||||||||
Variable rate, spread (as a percent) | 0.35% | ||||||||
$150 million credit facility - one | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 268,571,797 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 268,530,211 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 268,571,797 | ||||||||
Weighted Average Note Rate (as a percent) | 2.05% | ||||||||
Maximum borrowing capacity | $ 150,000,000 | $ 325,000,000 | |||||||
Variable rate, spread (as a percent) | 1.40% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
$150 million credit facility - two | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 210,138,900 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 210,009,449 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 210,138,900 | ||||||||
Weighted Average Note Rate (as a percent) | 2.05% | ||||||||
Maximum borrowing capacity | $ 150,000,000 | $ 350,000,000 | |||||||
Variable rate, spread (as a percent) | 1.40% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
$100 million credit facility | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 39,047,500 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 39,047,500 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 39,047,500 | ||||||||
Weighted Average Note Rate (as a percent) | 1.95% | ||||||||
Maximum borrowing capacity | $ 100,000,000 | ||||||||
Variable rate, spread (as a percent) | 1.35% | ||||||||
Variable interest rate, description | LIBOR | ||||||||
Letter of credit | |||||||||
Debt Obligations | |||||||||
Current borrowing capacity | $ 30,000,000 | ||||||||
Maximum borrowing capacity | $ 40,000,000 | ||||||||
Fixed interest rate (as a percent) | 3.00% | ||||||||
Structured Business | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 248,365,039 | 137,325,474 | |||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 246,492,668 | 136,252,135 | |||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 381,446,074 | $ 216,061,504 | |||||||
Weighted Average Note Rate (as a percent) | 3.02% | 2.69% | |||||||
Agency Business | |||||||||
Debt Obligations | |||||||||
Debt Principal Balance, Total credit facilities and repurchase agreements | $ 660,315,159 | ||||||||
Debt Carrying Value, Total credit facilities and repurchase agreements | 660,144,122 | ||||||||
Collateral Carrying Value, Total credit facilities and repurchase agreements | $ 660,315,159 | ||||||||
Weighted Average Note Rate (as a percent) | 1.96% | ||||||||
Fannie Mae | Letter of credit | |||||||||
Debt Obligations | |||||||||
Outstanding letters of credit | $ 25,000,000 | ||||||||
Freddie Mac | Letter of credit | |||||||||
Debt Obligations | |||||||||
Outstanding letters of credit | $ 5,000,000 |
Debt Obligations, Collateralize
Debt Obligations, Collateralized Loan Obligations (Details) | 1 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2016USD ($) | Aug. 31, 2016USD ($)item | Aug. 31, 2015USD ($)item | Mar. 31, 2015USD ($) | Feb. 28, 2015USD ($)item | Dec. 31, 2016USD ($) | Oct. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | |
Debt Obligations | |||||||||
Debt, Carrying Value | $ 728,441,109 | $ 728,441,109 | $ 758,899,661 | ||||||
Collateral Cash, Restricted Cash | $ 29,314,929 | $ 29,314,929 | 48,301,244 | ||||||
Weighted average note rate (as a percent) | 2.25% | 2.25% | |||||||
CLOs | |||||||||
Debt Obligations | |||||||||
Debt, Face Value | $ 737,000,000 | $ 737,000,000 | 768,000,000 | ||||||
Debt, Carrying Value | 728,441,109 | 728,441,109 | 758,899,661 | ||||||
Collateral Loans, Unpaid Principal | 960,567,514 | 960,567,514 | 971,162,690 | ||||||
Collateral Loans, Carrying Value | 957,527,517 | 957,527,517 | 968,970,064 | ||||||
Collateral Cash, Restricted Cash | 14,432,488 | 14,432,488 | 42,992,023 | ||||||
Collateral-At-Risk | $ 0 | $ 0 | $ 0 | ||||||
Weighted average note rate (as a percent) | 3.21% | 3.21% | 2.84% | ||||||
Weighted average note rate including certain fees and costs (as a percent) | 3.71% | 3.71% | 3.24% | ||||||
Deferred financing fees | $ 8,600,000 | $ 8,600,000 | $ 9,100,000 | ||||||
CLO VI | |||||||||
Debt Obligations | |||||||||
Debt, Face Value | 250,250,000 | $ 275,400,000 | 250,250,000 | $ 325,000,000 | |||||
Debt, Carrying Value | 246,442,883 | $ 250,300,000 | 246,442,883 | ||||||
Collateral Loans, Unpaid Principal | 324,569,105 | 324,569,105 | |||||||
Collateral Loans, Carrying Value | 323,350,928 | 323,350,928 | |||||||
Collateral Cash, Restricted Cash | $ 430,895 | $ 430,895 | |||||||
Number of investment grade tranches issued | item | 3 | ||||||||
Number of newly-formed wholly-owned subsidiaries | item | 2 | ||||||||
Replacement period | 3 years | ||||||||
Proceeds from additional loan obligations | $ 49,600,000 | ||||||||
Maximum period of additional loan obligations | 120 days | ||||||||
Notional amount of equity interest retained | $ 74,800,000 | ||||||||
Weighted average note rate (as a percent) | 3.30% | 2.48% | 3.30% | ||||||
Variable interest rate, description | one-month LIBOR | one-month LIBOR | |||||||
Weighted average note rate including certain fees and costs (as a percent) | 3.44% | ||||||||
CLO V | |||||||||
Debt Obligations | |||||||||
Debt, Face Value | $ 267,750,000 | $ 302,600,000 | $ 267,750,000 | 267,750,000 | $ 350,000,000 | ||||
Debt, Carrying Value | 264,864,114 | $ 267,800,000 | 264,864,114 | 263,784,723 | |||||
Collateral Loans, Unpaid Principal | 344,679,286 | 344,679,286 | 343,561,696 | ||||||
Collateral Loans, Carrying Value | 343,747,570 | 343,747,570 | 342,988,734 | ||||||
Collateral Cash, Restricted Cash | $ 5,320,715 | $ 5,320,715 | $ 6,438,304 | ||||||
Number of investment grade tranches issued | item | 3 | ||||||||
Number of newly-formed wholly-owned subsidiaries | item | 2 | ||||||||
Replacement period | 3 years | ||||||||
Proceeds from additional loan obligations | $ 47,400,000 | ||||||||
Maximum period of additional loan obligations | 120 days | ||||||||
Notional amount of equity interest retained | $ 82,300,000 | ||||||||
Weighted average note rate (as a percent) | 3.26% | 2.44% | 3.26% | 2.91% | |||||
Variable interest rate, description | one-month LIBOR | one-month LIBOR | |||||||
Weighted average note rate including certain fees and costs (as a percent) | 3.07% | ||||||||
CLO IV | |||||||||
Debt Obligations | |||||||||
Debt, Face Value | $ 219,000,000 | $ 219,000,000 | $ 219,000,000 | ||||||
Debt, Carrying Value | 217,134,112 | $ 219,000,000 | 217,134,112 | 215,985,420 | |||||
Collateral Loans, Unpaid Principal | 291,319,123 | 291,319,123 | 288,581,773 | ||||||
Collateral Loans, Carrying Value | 290,429,019 | $ 250,000,000 | 290,429,019 | 287,946,641 | |||||
Collateral Cash, Restricted Cash | $ 8,680,878 | $ 8,680,878 | $ 11,418,227 | ||||||
Number of investment grade tranches issued | item | 3 | ||||||||
Number of newly-formed wholly-owned subsidiaries | item | 2 | ||||||||
Replacement period | 2 years 6 months | ||||||||
Proceeds from additional loan obligations | $ 50,000,000 | ||||||||
Notional amount of equity interest retained | $ 81,000,000 | ||||||||
Weighted average note rate (as a percent) | 3.06% | 2.24% | 3.06% | 2.71% | |||||
Variable interest rate, description | one-month LIBOR | one-month LIBOR | |||||||
Weighted average note rate including certain fees and costs (as a percent) | 2.96% | ||||||||
CLO III | |||||||||
Debt Obligations | |||||||||
Debt, Face Value | $ 281,250,000 | ||||||||
Debt, Carrying Value | 279,129,518 | ||||||||
Collateral Loans, Unpaid Principal | 339,019,221 | ||||||||
Collateral Loans, Carrying Value | 338,034,689 | ||||||||
Collateral Cash, Restricted Cash | $ 25,135,492 | ||||||||
Weighted average note rate (as a percent) | 2.86% | ||||||||
Debt instrument redemption value | $ 281,300,000 | $ 281,300,000 | |||||||
Deferred fees expensed as interest expense | $ 1,000,000 | ||||||||
CLO II | |||||||||
Debt Obligations | |||||||||
Debt instrument redemption value | $ 177,000,000 | ||||||||
Deferred fees expensed as interest expense | $ 1,500,000 | ||||||||
Class C secured floating rate notes | |||||||||
Debt Obligations | |||||||||
Notes acquired | $ 12,500,000 | ||||||||
Net proceeds | $ 12,500,000 |
Debt Obligations, Senior Unsecu
Debt Obligations, Senior Unsecured Notes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Obligations | |||
Debt, Carrying Value | $ 728,441,109 | $ 758,899,661 | |
Senior Unsecured Notes | |||
Debt Obligations | |||
Principle amount | $ 90,000,000 | $ 97,860,025 | $ 97,860,025 |
Interest rate (as a percent) | 7.375% | ||
Net proceeds | $ 85,400,000 | ||
Weighted average note rate including certain fees and costs (as a percent) | 8.15% | 8.12% | |
Debt, Carrying Value | $ 94,500,000 | $ 93,800,000 | |
Deferred financing fees | $ 3,300,000 | $ 4,100,000 | |
Senior Unsecured Notes | Over-Allotment Option | |||
Debt Obligations | |||
Principle amount | 7,800,000 | ||
Net proceeds | $ 7,400,000 |
Debt Obligations, Convertible S
Debt Obligations, Convertible Senior Unsecured Notes (Details) - USD ($) | 1 Months Ended | 12 Months Ended |
Oct. 31, 2016 | Dec. 31, 2016 | |
Debt Obligations | ||
Net Carrying Value, Liability Component | $ 2,068,148,223 | |
Convertible Senior Unsecured Notes | ||
Debt Obligations | ||
Principle amount | $ 86,300,000 | $ 86,250,000 |
Interest rate (as a percent) | 6.50% | |
Proceeds received, net of transaction fees | $ 82,400,000 | |
Conversion rate of the Notes to common stock, per $1,000 principal amount of Notes | 119.3033 | |
Initial conversion price per share of common stock | $ 8.38 | |
Percentage of the Notes required to be repurchased if the agreement is fundamentally changed | 100.00% | |
Nonconvertible debt borrowing rate at the time of issuance (as a percent) | 7.50% | |
Maturity period (in years) | 2 years 9 months | |
Unamortized Debt Discount | $ 2,119,436 | |
Unamortized Deferred Financing Fees | 3,470,526 | |
Net Carrying Value, Liability Component | 80,660,038 | |
Net Carrying Value, Equity Component | 2,178,647 | |
Total interest expense | 1,900,000 | |
Interest expense related to cash coupon | 1,400,000 | |
Deferred fees expensed as interest expense | 300,000 | |
Debt discount | $ 200,000 | |
Cost of the notes (as a percent) | 8.82% | |
Convertible Senior Unsecured Notes | Over-Allotment Option | ||
Debt Obligations | ||
Principle amount | $ 11,300,000 |
Debt Obligations, Junior Subord
Debt Obligations, Junior Subordinated Notes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Obligations | ||
Debt carrying value | $ 157,858,555 | $ 157,117,130 |
Weighted average note rate (as a percent) | 2.25% | |
Junior subordinated notes | ||
Debt Obligations | ||
Debt carrying value | $ 157,900,000 | 157,100,000 |
Deferred amount Due at maturity | 14,900,000 | 15,500,000 |
Deferred fees expensed as interest expense | $ 3,100,000 | $ 3,300,000 |
Variable interest rate, description | three-month LIBOR | |
Weighted average note rate (as a percent) | 3.82% | 3.12% |
Weighted average note rate including certain fees and costs (as a percent) | 3.94% | 3.55% |
Debt Obligations, Mortgage Note
Debt Obligations, Mortgage Note Payable, Real Estate Owned and Held-For-Sale (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015USD ($)loan | Dec. 31, 2016USD ($)loan | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($) | |
Debt Obligations | ||||
Reduction in mortgage note payable | $ 27,155,000 | $ 30,984,357 | $ 22,766,647 | |
Mortgage note paid - real estate held-for-sale | $ 2,154,732,111 | |||
Number of loans | loan | 144 | 128 | ||
Mortgage Notes Payable - Real Estate Owned and Held-For-Sale | First mortgage | Multifamily | ||||
Debt Obligations | ||||
Reduction in mortgage note payable | $ 10,300,000 | |||
Mortgage note paid - real estate held-for-sale | $ 20,700,000 | |||
Number of loans | loan | 2 | |||
Debt, Face Value | $ 27,200,000 |
Debt Obligations, Related Party
Debt Obligations, Related Party Financing (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Debt Obligations | |
Outstanding principal balance of related party financing | $ 50,000,000 |
Preferred equity interest financing agreement | ACM / Our "Manager" | |
Debt Obligations | |
Principle amount | $ 50,000,000 |
Maturity period (in years) | 5 years |
Interest rate (as a percent) | 7.00% |
Increasing of interest rate per annum thereafter (as a percent) | 1.00% |
Period after which principal balance scheduled to increase | 18 months |
Principal balance due if debt remained outstanding after the end of the five-year term | $ 62,500,000 |
Outstanding principal balance of related party financing | 50,000,000 |
Interest expense | $ 1,800,000 |
Preferred equity interest financing agreement | ACM / Our "Manager" | Maximum | |
Debt Obligations | |
Interest rate (as a percent) | 12.00% |
Debt Obligations, Collaterali89
Debt Obligations, Collateralized Debt Obligations (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2015 | |
Debt Obligations | |||
Loss on termination of swaps | $ 340,197 | $ 4,289,450 | $ 4,629,647 |
Collateralized Debt Obligations | |||
Debt Obligations | |||
Debt instrument redemption value | 167,900,000 | ||
Gain on extinguishment of debt | 8,200,000 | ||
CDO III debt | |||
Debt Obligations | |||
Debt instrument redemption value | 71,100,000 | ||
Loss on termination of swaps | $ 300,000 | ||
Revolving note class | |||
Debt Obligations | |||
Maximum borrowing capacity | 100,000,000 | ||
$150 million warehouse repurchase facility | |||
Debt Obligations | |||
Cash equity generated | 30,000,000 | ||
Maximum borrowing capacity | $ 150,000,000 | ||
Estimated interest due on reissued bonds | 11,000,000 | ||
Loss on terminated derivative | 4,300,000 | ||
Deferred fees expensed as interest expense | $ 500,000 |
Debt Obligations, Debt Covenant
Debt Obligations, Debt Covenants (Details) - USD ($) | 1 Months Ended | ||||||
Feb. 28, 2017 | Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Dec. 31, 2016 | |
CLO III | |||||||
Debt Covenants | |||||||
Current overcollateralization ratio for cash flow triggers (as a percent) | 136.99% | ||||||
Limit overcollateralization ratio for cash flow triggers (as a percent) | 135.99% | ||||||
Current interest coverage ratio for cash flow triggers (as a percent) | 340.68% | ||||||
Limit interest coverage ratio for cash flow triggers (as a percent) | 120.00% | ||||||
CLO IV | |||||||
Debt Covenants | |||||||
Current overcollateralization ratio for cash flow triggers (as a percent) | 130.72% | 136.99% | 136.99% | 136.99% | 136.99% | 136.99% | |
Limit overcollateralization ratio for cash flow triggers (as a percent) | 129.72% | ||||||
Current interest coverage ratio for cash flow triggers (as a percent) | 262.17% | ||||||
Limit interest coverage ratio for cash flow triggers (as a percent) | 120.00% | ||||||
CLO V | |||||||
Debt Covenants | |||||||
Current overcollateralization ratio for cash flow triggers (as a percent) | 130.72% | 130.72% | 130.72% | 130.72% | 130.72% | ||
CLO VI | |||||||
Debt Covenants | |||||||
Current overcollateralization ratio for cash flow triggers (as a percent) | 129.87% | 129.87% | 129.87% | ||||
Limit overcollateralization ratio for cash flow triggers (as a percent) | 128.87% | ||||||
Current interest coverage ratio for cash flow triggers (as a percent) | 300.52% | ||||||
Limit interest coverage ratio for cash flow triggers (as a percent) | 120.00% | ||||||
Junior subordinated notes | |||||||
Debt Covenants | |||||||
Amount payable on default of senior debt | $ 0 |
Debt Obligations, Subsequent Ev
Debt Obligations, Subsequent Events (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||||
Jan. 31, 2017 | Oct. 31, 2016 | Mar. 31, 2017 | Feb. 28, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Obligations | ||||||
Debt carrying value | $ 157,858,555 | $ 157,117,130 | ||||
Convertible Senior Unsecured Notes | ||||||
Debt Obligations | ||||||
Interest rate (as a percent) | 6.50% | |||||
Principle amount | $ 86,300,000 | 86,250,000 | ||||
Proceeds received, net of estimated issuance costs | $ 82,400,000 | |||||
Junior subordinated notes | ||||||
Debt Obligations | ||||||
Principle amount | 175,858,000 | 175,858,000 | ||||
Debt carrying value | $ 157,900,000 | $ 157,100,000 | ||||
Subsequent Event. | Convertible Senior Unsecured Notes | ||||||
Debt Obligations | ||||||
Additional debt | $ 13,800,000 | |||||
Principle amount | 100,000,000 | |||||
Proceeds received, net of estimated issuance costs | $ 13,400,000 | |||||
Subsequent Event. | Junior subordinated notes | ||||||
Debt Obligations | ||||||
Principle amount | $ 20,900,000 | |||||
Debt carrying value | $ 19,900,000 | |||||
Subsequent Event. | Forecast | Junior subordinated notes | ||||||
Debt Obligations | ||||||
Gain on extinguishment of debt | $ 7,200,000 |
Allowance for Loss-Sharing Ob92
Allowance for Loss-Sharing Obligations (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Roll forward of loss contingency accrual | |
Charge-offs, net | $ (2,444,090) |
Loss-Sharing Obligation | |
Roll forward of loss contingency accrual | |
Outstanding advances under the Fannie Mae DUS program | 300,000 |
Loss-Sharing Obligation | Fannie Mae | |
Roll forward of loss contingency accrual | |
Allowance for loss-sharing obligations assumed in the Acquisition | 32,616,821 |
Provisions for loss sharing | 2,234,823 |
Charge-offs, net | (2,444,090) |
Ending balance of the period | 32,407,554 |
Maximum quantifiable liability | $ 2,040,000,000 |
Derivative Financial Instrume93
Derivative Financial Instruments, Summary (Details) | 12 Months Ended | |
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($)item | |
Derivative Financial Instruments | ||
Notional Value, classified in Other Assets | $ 550,117,700 | $ 84,100,000 |
Notional Value, classified in Other Liabilities | $ 522,650,829 | $ 107,820,995 |
Interest Rate Swaps | ||
Derivative Financial Instruments | ||
Number of swaps matured | item | 3 | |
Notional value of matured instruments | $ 66,400,000 | |
Qualifying | LIBOR Caps | ||
Derivative Financial Instruments | ||
Count | item | 2 | 2 |
Notional Value, classified in Other Assets | $ 55,600,000 | $ 84,100,000 |
Fair Value, classified in Other Assets | $ 3,000 | |
Qualifying | Interest Rate Swaps | ||
Derivative Financial Instruments | ||
Count | item | 2 | 5 |
Notional Value, classified in Other Liabilities | $ 41,450,000 | $ 107,821,000 |
Fair Value, classified in Other Liabilities | $ (152,000) | $ (4,669,000) |
Derivative Financial Instrume94
Derivative Financial Instruments, Statements of Income (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($)item | Dec. 31, 2014USD ($) | |
Derivative Financial Instruments | |||
Notional Value, classified in Other Assets | $ 550,117,700 | $ 84,100,000 | |
Cumulative amount of other comprehensive loss related to net unrealized losses on derivatives designated as qualifying hedges | (200,000) | (5,300,000) | |
Cumulative amount of other comprehensive loss related to net unrealized losses on derivatives designated as cash flow hedges attributable to fair value of qualifying cash flow hedges | (200,000) | (4,700,000) | |
Cumulative amount of other comprehensive loss related to net unrealized losses on derivatives designated as cash flow hedges attributable to deferred losses terminated interest swaps | (600,000) | ||
Fair value of derivatives in a net liability position | (200,000) | (4,600,000) | |
Collateral posted | 400,000 | 5,000,000 | |
Maximum | |||
Derivative Financial Instruments | |||
Cumulative amount of other comprehensive loss related to net unrealized losses on derivatives designated as cash flow hedges attributable to deferred losses terminated interest swaps | (100,000) | ||
Interest Rate Swaps | |||
Derivative Financial Instruments | |||
Net deferred loss in accumulated other comprehensive loss | 600,000 | ||
Additional interest expense related to the amortization of the loss | 600,000 | 600,000 | $ 700,000 |
Reduction to interest expense related to the accretion of the net gains | 100,000 | $ 100,000 | 200,000 |
Amount of net deferred loss expected to be recorded to interest expense over the next twelve months | 100,000 | ||
Interest Rate Swaps | Maximum | |||
Derivative Financial Instruments | |||
Net deferred loss in accumulated other comprehensive loss | 100,000 | ||
Interest Rate Swaps | Terminated hedges | Collateralized Debt Obligations | |||
Derivative Financial Instruments | |||
Count | item | 3 | ||
Aggregate notional value | $ 142,500,000 | ||
Amount of Loss Recognized in Loss on Termination of Swaps (Ineffective Portion) | $ (4,600,000) | ||
Qualifying | |||
Derivative Financial Instruments | |||
Interest expense expected to be reclassified from qualifying cash flow hedges over the next twelve months | $ (200,000) | ||
Qualifying | Interest Rate Swaps | |||
Derivative Financial Instruments | |||
Count | item | 2 | 5 | |
Qualifying | LIBOR Caps | |||
Derivative Financial Instruments | |||
Count | item | 2 | 2 | |
Notional Value, classified in Other Assets | $ 55,600,000 | $ 84,100,000 | |
Fair Value, classified in Other Assets | $ 3,000 | ||
Qualifying | LIBOR Caps | CLOs | |||
Derivative Financial Instruments | |||
Count | item | 2 | ||
Notional Value, classified in Other Assets | $ 84,100,000 | ||
Qualifying | LIBOR Cap, One | CLOs | |||
Derivative Financial Instruments | |||
Cap rate (as a percent) | 2.00% | ||
Qualifying | LIBOR Cap, Two | CLOs | |||
Derivative Financial Instruments | |||
Cap rate (as a percent) | 3.00% | ||
Qualifying | Interest Rate Swaps / Caps | |||
Derivative Financial Instruments | |||
Loss Recognized In Other Comprehensive Income Loss (Effective Portion) | 193,000 | $ 1,019,000 | 1,318,000 |
Loss Reclassified from Accumulated Other Comprehensive Income (Loss) into Interest Expense (Effective Portion) | $ (5,208,000) | (6,149,000) | $ (12,654,000) |
Loss Reclassified from Accumulated Other Comprehensive Income (Loss) into Loss on Termination of Swaps (Ineffective Portion) | (4,626,000) | ||
Non-Qualifying | Basis Swaps | CDO II debt | |||
Derivative Financial Instruments | |||
Notional Value, classified in Other Assets | 3,000,000 | ||
Non-Qualifying | Basis Swaps | CDO II debt | Maximum | |||
Derivative Financial Instruments | |||
Fair Value, classified in Other Assets | $ 100,000 |
Derivative Financial Instrume95
Derivative Financial Instruments, Agency Business (Details) | 12 Months Ended | |
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | |
Derivative Financial Instruments | ||
Notional Value, classified in Other Assets | $ 550,117,700 | $ 84,100,000 |
Net gains from changes in the fair value of derivatives | 500,000 | |
Income from mortgage servicing rights | 44,940,760 | |
Agency Business | ||
Derivative Financial Instruments | ||
Notional Value, classified in Other Assets | 975,718,529 | |
Fair Value, classified in Other Assets | 5,614,990 | |
Fair Value, classified in Other Liabilities | $ (2,299,579) | |
Non-Qualifying | Rate Lock Commitments | Agency Business | ||
Derivative Financial Instruments | ||
Count | item | 12 | |
Notional Value, classified in Other Assets | $ 156,685,400 | |
Fair Value, classified in Other Assets | 2,816,132 | |
Fair Value, classified in Other Liabilities | $ (764,429) | |
Non-Qualifying | Forward Sale Commitments | Agency Business | ||
Derivative Financial Instruments | ||
Count | item | 105 | |
Notional Value, classified in Other Assets | $ 819,033,129 | |
Fair Value, classified in Other Assets | 2,798,858 | |
Fair Value, classified in Other Liabilities | $ (1,535,150) |
Fair Value, Carrying Value and
Fair Value, Carrying Value and Estimated Fair Value (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Oct. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Financial assets: | ||||
Loans and investments - Principal/Notional Amount | $ 1,790,159,966 | $ 1,545,126,045 | ||
Loans and investments | 1,695,732,351 | 1,450,334,341 | ||
Loans held-for-sale, net - Principal/Notional Amount | 675,493,536 | |||
Available-for-sale securities - Principal/Notional Amount | 58,789 | 1,610,505 | ||
Available-for-sale securities | 5,403,463 | 2,022,030 | ||
Derivative financial instruments - Principal/Notional Amount | 550,117,700 | 84,100,000 | ||
Financial liabilities: | ||||
Credit and repurchase facilities, Principal/Notional Amount | 908,680,198 | 137,325,474 | ||
Credit and repurchase facilities | 906,636,790 | 136,252,135 | ||
Collateralized loan obligations | 728,441,109 | 758,899,661 | ||
Senior unsecured notes | 94,521,566 | 93,764,994 | ||
Convertible senior unsecured notes, net | 80,660,038 | |||
Junior subordinated notes | 157,858,555 | 157,117,130 | ||
Mortgage note payable - real estate owned | 27,155,000 | |||
Related party financing | 50,000,000 | |||
Derivative financial instruments - Principal/Notional Amount | $ 522,650,829 | 107,820,995 | ||
Loans held-for-sale, net | ||||
Maximum Period of Loans Held-for-Sale Sold | 60 days | |||
Carrying Value | ||||
Financial assets: | ||||
Loans and investments | $ 1,695,732,351 | 1,450,334,341 | ||
Loans held-for-sale, net | 673,367,304 | |||
Capitalized mortgage servicing rights, net | 227,742,986 | |||
Available-for-sale securities | 5,403,463 | 2,002,030 | ||
Derivative financial instruments | 5,614,990 | 3,345 | ||
Financial liabilities: | ||||
Credit and repurchase facilities | 906,636,790 | 136,252,135 | ||
Collateralized loan obligations | 728,441,109 | 758,899,661 | ||
Senior unsecured notes | 94,521,566 | 93,764,994 | ||
Convertible senior unsecured notes, net | 80,660,038 | |||
Junior subordinated notes | 157,858,555 | 157,117,130 | ||
Mortgage note payable - real estate owned | 27,155,000 | |||
Related party financing | 50,000,000 | |||
Derivative financial instruments | 2,451,422 | 4,669,273 | ||
Fair Value | ||||
Financial assets: | ||||
Loans and investments | 1,749,130,232 | 1,481,353,410 | ||
Loans held-for-sale, net | 683,833,449 | |||
Capitalized mortgage servicing rights, net | 245,455,881 | |||
Available-for-sale securities | 5,403,463 | 2,022,030 | ||
Derivative financial instruments | 5,614,990 | 3,345 | ||
Financial liabilities: | ||||
Credit and repurchase facilities | 907,882,886 | 137,072,691 | ||
Collateralized loan obligations | 728,642,500 | 766,065,400 | ||
Senior unsecured notes | 99,034,345 | 96,294,265 | ||
Convertible senior unsecured notes, net | 86,586,375 | |||
Junior subordinated notes | 105,649,537 | 104,073,847 | ||
Mortgage note payable - real estate owned | 27,111,231 | |||
Related party financing | 55,119,744 | |||
Derivative financial instruments | 2,451,422 | 4,669,273 | ||
CLOs | ||||
Financial liabilities: | ||||
Debt instrument - Principal/Notional Amount | 737,000,000 | 768,000,000 | ||
Collateralized loan obligations | 728,441,109 | 758,899,661 | ||
Senior Unsecured Notes | ||||
Financial liabilities: | ||||
Debt instrument - Principal/Notional Amount | 97,860,025 | 97,860,025 | $ 90,000,000 | |
Collateralized loan obligations | 94,500,000 | 93,800,000 | ||
Convertible Senior Unsecured Notes | ||||
Financial liabilities: | ||||
Debt instrument - Principal/Notional Amount | 86,250,000 | $ 86,300,000 | ||
Junior subordinated notes | ||||
Financial liabilities: | ||||
Debt instrument - Principal/Notional Amount | 175,858,000 | 175,858,000 | ||
Junior subordinated notes | $ 157,900,000 | $ 157,100,000 |
Fair Value, Measurement on Recu
Fair Value, Measurement on Recurring and Nonrecurring Basis (Details) | Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) |
Financial assets: | ||
Available-for-sale securities | $ 5,403,463 | $ 2,022,030 |
Number of impaired loans | item | 8 | |
Carrying Value | ||
Financial assets: | ||
Available-for-sale securities | $ 5,403,463 | 2,002,030 |
Derivative financial instruments | 5,614,990 | 3,345 |
Financial liabilities: | ||
Derivative financial instruments | 2,451,422 | 4,669,273 |
Fair Value | ||
Financial assets: | ||
Available-for-sale securities | 5,403,463 | 2,022,030 |
Derivative financial instruments | 5,614,990 | 3,345 |
Financial liabilities: | ||
Derivative financial instruments | 2,451,422 | $ 4,669,273 |
Recurring basis | Carrying Value | ||
Financial assets: | ||
Available-for-sale securities | 5,403,463 | |
Derivative financial instruments | 5,614,990 | |
Financial liabilities: | ||
Derivative financial instruments | 2,451,422 | |
Recurring basis | Fair Value | ||
Financial assets: | ||
Available-for-sale securities | 5,403,463 | |
Derivative financial instruments | 5,614,990 | |
Financial liabilities: | ||
Derivative financial instruments | 2,451,422 | |
Nonrecurring basis | Carrying Value | ||
Financial assets: | ||
Impaired loans, net | 103,639,460 | |
Nonrecurring basis | Fair Value | ||
Financial assets: | ||
Impaired loans, net | 103,639,460 | |
Level 1 | Recurring basis | ||
Financial assets: | ||
Available-for-sale securities | 617,288 | |
Level 2 | Recurring basis | ||
Financial assets: | ||
Derivative financial instruments | 2,798,858 | |
Financial liabilities: | ||
Derivative financial instruments | 2,451,422 | |
Level 3 | Recurring basis | ||
Financial assets: | ||
Available-for-sale securities | 4,786,175 | |
Derivative financial instruments | 2,816,132 | |
Level 3 | Nonrecurring basis | ||
Financial assets: | ||
Impaired loans, net | $ 103,639,460 |
Fair Value, Level 3 Inputs (Det
Fair Value, Level 3 Inputs (Details) - Level 3 - Discounted cash flows | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Office | |
Financial assets: | |
Impaired loans | $ 806,000 |
Discount rate (as a percent) | 11.00% |
Capitalization rate (as a percent) | 8.03% |
Revenue growth rate (as a percent) | 2.50% |
Land | |
Financial assets: | |
Impaired loans | $ 72,037,164 |
Discount rate (as a percent) | 15.00% |
Capitalization rate (as a percent) | 7.25% |
Revenue growth rate (as a percent) | 3.00% |
Hotel | |
Financial assets: | |
Impaired loans | $ 30,796,296 |
Discount rate (as a percent) | 9.00% |
Capitalization rate (as a percent) | 7.00% |
Revenue growth rate (as a percent) | 3.30% |
Commercial | Weighted average | |
Financial assets: | |
Discount rate (as a percent) | 12.19% |
Commercial | Rate Lock Commitments | |
Financial assets: | |
Derivative financial instruments | $ 2,816,132 |
Fair Value, Level 3 Derivative
Fair Value, Level 3 Derivative Instruments (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Derivative assets | |
Additions from the Acquisition | $ 4,528,640 |
Settlements | (26,156,561) |
Realized gains recorded in earnings | 21,627,921 |
Unrealized gains recorded in earnings | 2,816,132 |
Balance at the end of period | $ 2,816,132 |
Fair Value, Components of fair
Fair Value, Components of fair value and other relevant information (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Fair Value of Servicing Rights | $ 15,961,946 |
Interest Rate Movement Effect | 499,279 |
Total Fair Value Adjustment | 16,461,225 |
Rate Lock Commitments | |
Notional/Principal Amount | 156,685,400 |
Fair Value of Servicing Rights | 2,816,132 |
Interest Rate Movement Effect | (764,429) |
Total Fair Value Adjustment | 2,051,703 |
Forward Sale Commitments | |
Notional/Principal Amount | 819,033,129 |
Interest Rate Movement Effect | 1,263,708 |
Total Fair Value Adjustment | 1,263,708 |
Loans held-for-sale, net | |
Notional/Principal Amount | 662,347,729 |
Fair Value of Servicing Rights | 13,145,814 |
Total Fair Value Adjustment | $ 13,145,814 |
Fair Value, Financial Assets an
Fair Value, Financial Assets and Liabilities (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Financial assets: | ||
Loans and investments | $ 1,695,732,351 | $ 1,450,334,341 |
Financial liabilities: | ||
Credit and repurchase facilities | 906,636,790 | 136,252,135 |
Collateralized loan obligations | 728,441,109 | 758,899,661 |
Senior unsecured notes | 94,521,566 | 93,764,994 |
Convertible senior unsecured notes, net | 80,660,038 | |
Junior subordinated notes | 157,858,555 | 157,117,130 |
Level 1 | ||
Financial liabilities: | ||
Senior unsecured notes | 99,034,345 | |
Level 2 | ||
Financial assets: | ||
Loans held-for-sale, net | 683,833,449 | |
Financial liabilities: | ||
Credit and repurchase facilities | 660,144,122 | |
Convertible senior unsecured notes, net | 86,586,375 | |
Level 3 | ||
Financial assets: | ||
Loans and investments | 1,749,130,232 | |
Capitalized mortgage servicing rights, net | 245,455,881 | |
Financial liabilities: | ||
Credit and repurchase facilities | 247,738,764 | |
Collateralized loan obligations | 728,642,500 | |
Junior subordinated notes | 105,649,537 | |
Related party financing | 55,119,744 | |
Carrying Value | ||
Financial assets: | ||
Loans and investments | 1,695,732,351 | 1,450,334,341 |
Loans held-for-sale, net | 673,367,304 | |
Capitalized mortgage servicing rights, net | 227,742,986 | |
Financial liabilities: | ||
Credit and repurchase facilities | 906,636,790 | 136,252,135 |
Collateralized loan obligations | 728,441,109 | 758,899,661 |
Senior unsecured notes | 94,521,566 | 93,764,994 |
Convertible senior unsecured notes, net | 80,660,038 | |
Junior subordinated notes | 157,858,555 | 157,117,130 |
Related party financing | 50,000,000 | |
Fair Value | ||
Financial assets: | ||
Loans and investments | 1,749,130,232 | 1,481,353,410 |
Loans held-for-sale, net | 683,833,449 | |
Capitalized mortgage servicing rights, net | 245,455,881 | |
Financial liabilities: | ||
Credit and repurchase facilities | 907,882,886 | 137,072,691 |
Collateralized loan obligations | 728,642,500 | 766,065,400 |
Senior unsecured notes | 99,034,345 | 96,294,265 |
Convertible senior unsecured notes, net | 86,586,375 | |
Junior subordinated notes | 105,649,537 | $ 104,073,847 |
Related party financing | $ 55,119,744 |
Commitments and Contingencies,
Commitments and Contingencies, Contractual Commitments (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Agency Business Commitments | ||
Cash collateral | $ 29,314,929 | $ 48,301,244 |
Debt Obligations | ||
2,017 | 836,398,004 | |
2,018 | 390,321,819 | |
2,019 | 274,608,500 | |
2,020 | 230,601,875 | |
2,021 | 160,360,025 | |
Thereafter | 175,858,000 | |
Total | 2,068,148,223 | |
Minimum Annual Operating Lease Payments | ||
2,017 | 3,082,615 | |
2,018 | 3,594,219 | |
2,019 | 3,325,682 | |
2,020 | 2,875,983 | |
2,021 | 1,464,918 | |
Thereafter | 7,664,328 | |
Total | 22,007,745 | |
Total | ||
2,017 | 839,480,619 | |
2,018 | 393,916,038 | |
2,019 | 277,934,182 | |
2,020 | 233,477,858 | |
2,021 | 161,824,943 | |
Thereafter | 183,522,328 | |
Total | 2,090,155,968 | |
Unfunded CLO Commitments | ||
Unfunded commitments related to loans and investments | 48,100,000 | |
Cash collateral arrangement - purchase and loss obligations under Freddie Mac's SBL Program | ||
Agency Business Commitments | ||
Cash collateral per securitization | 5,000,000 | |
Outstanding letters of credit | $ 5,000,000 | |
Forward Contracts | ||
Agency Business Commitments | ||
Period of contractual commitment | 60 days | |
Fannie Mae | ||
Agency Business Commitments | ||
Minimum liquid assets to be maintained to meet operational liquidity requirements | $ 10,800,000 | |
Period of funding for collateral requirement | 48 months | |
Fannie Mae | Letter of credit | ||
Agency Business Commitments | ||
Outstanding letters of credit | $ 25,000,000 | |
Fannie Mae | Restricted liquidity arrangement - loans sold under the Fannie Mae DUS program | ||
Agency Business Commitments | ||
Letter of credit assigned | 25,000,000 | |
Cash collateral | 13,100,000 | |
Reserve required to fund additional restricted liquidity over the next 48 months | $ 22,500,000 | |
Period of additional funding for collateral requirement | 48 months |
Commitments and Contingencie103
Commitments and Contingencies, Litigation (Details) $ in Millions | Jun. 28, 2013USD ($)item | Jun. 15, 2011USD ($)item |
Arbor ESH II, LLC | ||
Litigation | ||
Investments in the Series A1 Preferred Units of a holding company of Extended Stay, Inc. | $ | $ 115 | |
Lawsuits filed by Extended Stay Litigation Trust (the Trust) | ||
Litigation | ||
Number of lawsuits or complaints filed | 3 | |
Number of lawsuits filed in United States Bankruptcy Court | 2 | |
Number of defendants | 73 | |
Number of defendants who are corporate and partnership entities | 55 | |
Number of defendants named in a legal action who are individuals | 18 | |
Lawsuits filed by Extended Stay Litigation Trust (the Trust) | Fiduciary Duty Claims | ||
Litigation | ||
Number of lawsuits or complaints filed | 2 | |
Number of defendants | 2 | |
Lawsuits filed by Extended Stay Litigation Trust (the Trust) | Motion to amend the lawsuits | ||
Litigation | ||
Number of lawsuits consolidated | 1 | |
Number of defendants removed due to consolidation of lawsuits | 47 | |
Number of defendants related to the entity | 0 | |
Number of defendants remaining due to consolidation of lawsuits | 26 | |
Number of defendants who are corporate and partnership entities | 16 | |
Number of defendants named in a legal action who are individuals | 10 | |
Number of lawsuits before amendment | 100 | |
Number of lawsuits after amendment | 17 | |
Aggregate amount which the Trust would be seeking from the affiliates of the entity | $ | $ 139 |
Variable Interest Entities (Det
Variable Interest Entities (Details) | 12 Months Ended | |||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Variable Interest Entities | ||||
Carrying value of loans before loan loss reserves | $ 1,790,159,966 | |||
Loan loss reserves related to VIEs | 83,711,575 | $ 86,761,575 | $ 115,487,320 | $ 122,277,411 |
Assets: | ||||
Restricted cash | 29,314,929 | 48,301,244 | ||
Loans and investments, net | 1,695,732,351 | 1,450,334,341 | ||
Due from related party | 1,464,732 | 8,082,265 | ||
Other assets | 48,184,509 | 29,558,430 | ||
Total assets | 2,970,786,246 | 1,827,391,944 | ||
Liabilities: | ||||
Collateralized loan obligations | 728,441,109 | 758,899,661 | ||
Other liabilities | 86,164,613 | 51,054,321 | ||
Total liabilities | 2,223,748,318 | 1,262,301,169 | ||
Consolidated VIEs | CLOs | ||||
Assets: | ||||
Restricted cash | 15,542,304 | 46,695,819 | ||
Loans and investments, net | 957,527,492 | 968,970,064 | ||
Due from related party | 36,451 | |||
Other assets | 6,982,452 | 6,969,201 | ||
Total assets | 980,052,248 | 1,022,671,535 | ||
Liabilities: | ||||
Collateralized loan obligations | 728,441,109 | 758,899,661 | ||
Other liabilities | 1,645,426 | 1,224,193 | ||
Total liabilities | $ 730,086,535 | $ 760,123,854 | ||
Unconsolidated VIEs | ||||
Variable Interest Entities | ||||
Number of VIEs where the reporting entity is not VIE's primary beneficiary | item | 21 | |||
Carrying Amount | $ 264,369,911 | |||
Carrying value of loans before loan loss reserves | 150,500,000 | |||
Loan loss reserves related to VIEs | 77,600,000 | |||
Exposure to real estate debt | 2,480,000,000 | |||
Unconsolidated VIEs | Maximum | ||||
Variable Interest Entities | ||||
Exposure to loss | 264,369,911 | |||
Unconsolidated VIEs | Loans | ||||
Variable Interest Entities | ||||
Carrying Amount | 256,955,289 | |||
Unconsolidated VIEs | Loans | Maximum | ||||
Variable Interest Entities | ||||
Exposure to loss | 256,955,289 | |||
Unconsolidated VIEs | Interest-only Securities (Agency IOs) under the SBL Program | ||||
Variable Interest Entities | ||||
Carrying Amount | 4,786,175 | |||
Unconsolidated VIEs | Interest-only Securities (Agency IOs) under the SBL Program | Maximum | ||||
Variable Interest Entities | ||||
Exposure to loss | 4,786,175 | |||
Unconsolidated VIEs | Equity investments | ||||
Variable Interest Entities | ||||
Carrying Amount | 2,050,447 | |||
Unconsolidated VIEs | Equity investments | Maximum | ||||
Variable Interest Entities | ||||
Exposure to loss | 2,050,447 | |||
Unconsolidated VIEs | Junior subordinated notes | ||||
Variable Interest Entities | ||||
Carrying Amount | 578,000 | |||
Unconsolidated VIEs | Junior subordinated notes | Maximum | ||||
Variable Interest Entities | ||||
Exposure to loss | $ 578,000 |
Equity (Details)
Equity (Details) - USD ($) | Mar. 01, 2017 | Feb. 03, 2017 | Nov. 02, 2016 | Aug. 03, 2016 | Aug. 01, 2016 | Jul. 14, 2016 | May 04, 2016 | May 02, 2016 | Feb. 24, 2016 | Feb. 01, 2016 | Mar. 31, 2016 | May 31, 2015 | Mar. 31, 2015 | May 31, 2014 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2016 | Aug. 31, 2016 | Jul. 31, 2016 |
Noncontrolling Interest | |||||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Aggregate amount of securities for which the entity filed shelf registration statement | $ 500,000,000 | ||||||||||||||||||||||
Value of common stock remaining under shelf registration | $ 400,000,000 | ||||||||||||||||||||||
Preferred Stock | |||||||||||||||||||||||
Percentage of dividend paid to common stock and preferred stock shareholders | 100.00% | 100.00% | 100.00% | ||||||||||||||||||||
AMT adjustment for each REIT distribution (as a percent) | 12.68% | ||||||||||||||||||||||
AMT adjustment for each $1 of dividend | $ 0.1268 | ||||||||||||||||||||||
Operating Partnership | |||||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Conversion ratio for operating partnership units to common stock shares | 1 | ||||||||||||||||||||||
Certain employees of ours and our Manager | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 278,000 | ||||||||||||||||||||||
Total grant date fair value | $ 2,000,000 | ||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Certain employees of ours and our Manager | Restricted common stock | May, 2015 | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Certain employees of ours and our Manager | Employee compensation and benefits | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 300,000 | ||||||||||||||||||||||
Certain employees of ours and our Manager | Selling and administrative expense | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 300,000 | ||||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 70,225 | 74,294 | |||||||||||||||||||||
Total grant date fair value | $ 500,000 | $ 500,000 | |||||||||||||||||||||
Vesting percentage | 25.00% | 25.00% | |||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Restricted common stock | First Anniversaries | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | 25.00% | |||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Restricted common stock | Second Anniversaries | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | 25.00% | |||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Restricted common stock | Third Anniversaries | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | 25.00% | |||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Performance | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Granted (in shares) | 421,348 | 445,765 | 867,113 | ||||||||||||||||||||
Vesting period | 4 years | 4 years | 4 years | ||||||||||||||||||||
Total grant date fair value | $ 900,000 | $ 1,200,000 | |||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Employee compensation and benefits | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | 100,000 | $ 100,000 | |||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Employee compensation and benefits | Performance | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | 300,000 | ||||||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Employee compensation and benefits | Performance | Maximum | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 100,000 | ||||||||||||||||||||||
Employees of the company and a related party | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 282,405 | ||||||||||||||||||||||
Total grant date fair value | $ 1,900,000 | ||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Employees of the company and a related party | Restricted common stock | March, 2017 | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Employees of the company and a related party | Restricted common stock | March, 2018 | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Employees of the company and a related party | Employee compensation and benefits | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | 200,000 | ||||||||||||||||||||||
Employees of the company and a related party | Selling and administrative expense | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 500,000 | ||||||||||||||||||||||
Employees of the company and a related party | Certain employees of ours and our Manager | Restricted common stock | May, 2016 | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Employees of the company and a related party | ACM / Our "Manager" | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 328,400 | ||||||||||||||||||||||
Total grant date fair value | $ 2,300,000 | ||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Employees of the company and a related party | ACM / Our "Manager" | Restricted common stock | March, 2016 | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Employees of the company and a related party | ACM / Our "Manager" | Restricted common stock | March, 2017 | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||||||||||
Employees of the company and a related party | ACM / Our "Manager" | Employee compensation and benefits | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 400,000 | ||||||||||||||||||||||
Employees of the company and a related party | ACM / Our "Manager" | Selling and administrative expense | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 400,000 | ||||||||||||||||||||||
Employees of the company and a related party | Mr. Ivan Kaufman (chairman and chief executive officer) | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 105,000 | ||||||||||||||||||||||
Non-employees | Selling and administrative expense | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 1,000,000 | $ 800,000 | $ 500,000 | ||||||||||||||||||||
Non-employees | ACM / Our "Manager" | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Granted (in shares) | 195,139 | 154,169 | 138,584 | ||||||||||||||||||||
Total grant date fair value | $ 1,300,000 | $ 1,100,000 | $ 1,000,000 | ||||||||||||||||||||
Employees | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Granted (in shares) | 202,037 | 212,241 | 110,666 | ||||||||||||||||||||
Total grant date fair value | $ 1,400,000 | $ 1,500,000 | $ 800,000 | ||||||||||||||||||||
Employees | Employee compensation and benefits | Restricted common stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 700,000 | $ 900,000 | $ 400,000 | ||||||||||||||||||||
Non-management members of the Board of Directors | Common Stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 20,430 | 63,000 | |||||||||||||||||||||
Non-management members of the Board of Directors | Selling and administrative expense | Common Stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 100,000 | $ 400,000 | |||||||||||||||||||||
Special voting preferred shares | Operating Partnership | |||||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Number of preferred stock shares paired with each operating partnership units | 1 | 1 | |||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||||||||||||||||||
Voting power of outstanding stock (as a percent) | 29.20% | ||||||||||||||||||||||
8.25% Series A preferred stock | |||||||||||||||||||||||
Preferred Stock | |||||||||||||||||||||||
Return on the preferred shares issued to third parties by its subsidiary REIT (as a percent) | 8.25% | 8.25% | 8.25% | ||||||||||||||||||||
7.75% Series B preferred stock | |||||||||||||||||||||||
Preferred Stock | |||||||||||||||||||||||
Return on the preferred shares issued to third parties by its subsidiary REIT (as a percent) | 7.75% | 7.75% | 7.75% | ||||||||||||||||||||
8.50% Series C preferred stock | |||||||||||||||||||||||
Preferred Stock | |||||||||||||||||||||||
Return on the preferred shares issued to third parties by its subsidiary REIT (as a percent) | 8.50% | 8.50% | 8.50% | ||||||||||||||||||||
Preferred Stock | 8.25% Series A preferred stock | |||||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared on redeemable preferred stock (in dollars per share) | $ 0.515625 | $ 0.515625 | $ 0.515625 | $ 0.515625 | $ 0.515625 | ||||||||||||||||||
Preferred Stock | |||||||||||||||||||||||
Return on the preferred shares issued to third parties by its subsidiary REIT (as a percent) | 8.25% | ||||||||||||||||||||||
Preferred Stock | 7.75% Series B preferred stock | |||||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared on redeemable preferred stock (in dollars per share) | $ 0.484375 | 0.484375 | 0.484375 | 0.484375 | 0.484375 | ||||||||||||||||||
Preferred Stock | |||||||||||||||||||||||
Return on the preferred shares issued to third parties by its subsidiary REIT (as a percent) | 7.75% | ||||||||||||||||||||||
Preferred Stock | 8.50% Series C preferred stock | |||||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared on redeemable preferred stock (in dollars per share) | $ 0.53125 | 0.53125 | $ 0.53125 | $ 0.53125 | $ 0.53125 | ||||||||||||||||||
Preferred Stock | |||||||||||||||||||||||
Return on the preferred shares issued to third parties by its subsidiary REIT (as a percent) | 8.50% | ||||||||||||||||||||||
Common Stock | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Number of shares available for sale through JMP | 7,500,000 | ||||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared (in dollars per share) | $ 0.17 | $ 0.16 | $ 0.16 | $ 0.15 | $ 0.15 | ||||||||||||||||||
Common Stock | Non-management members of the Board of Directors | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 67,260 | 63,000 | |||||||||||||||||||||
Common Stock | Non-management members of the Board of Directors | Selling and administrative expense | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ 400,000 | $ 400,000 | |||||||||||||||||||||
ACM Acquisition | |||||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Consideration in stock to be paid with operating partnership units (in shares) | 21,230,769 | ||||||||||||||||||||||
ACM Acquisition | Operating Partnership | |||||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Consideration in stock to be paid with operating partnership units (in shares) | 21,230,769 | ||||||||||||||||||||||
Value of operating partnership units issues as consideration | $ 154,800,000 | ||||||||||||||||||||||
ACM Acquisition | ACM / Our "Manager" | |||||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Consideration in stock to be paid with operating partnership units (in shares) | 21,230,769 |
Equity, Accumulated Other Compr
Equity, Accumulated Other Comprehensive Loss (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Equity | ||
Accumulated other comprehensive loss | $ (320,917) | $ 4,840,950 |
Unrealized gain related to available-for-sale securities | 600,000 | 400,000 |
Net unrealized losses on derivatives designated as cash flow hedges, net of deferred losses on terminated interest swaps | 200,000 | 4,700,000 |
Deferred losses on terminated interest swaps | $ 100,000 | $ 600,000 |
Equity, Earnings Per Share (Det
Equity, Earnings Per Share (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Basic | |||||||||||
Net income attributable to common stockholders | $ 20,534,616 | $ 10,888,172 | $ 10,238,448 | $ 1,134,896 | $ 5,022,226 | $ 15,343,759 | $ 10,498,640 | $ 15,010,469 | $ 42,796,132 | $ 45,875,094 | $ 85,792,235 |
Weighted average shares outstanding | 51,305,095 | 50,857,750 | 50,143,648 | ||||||||
Net income per common share (in dollars per share) | $ 0.40 | $ 0.21 | $ 0.20 | $ 0.02 | $ 0.10 | $ 0.30 | $ 0.21 | $ 0.30 | $ 0.83 | $ 0.90 | $ 1.71 |
Diluted | |||||||||||
Net income attributable to noncontrolling interest | $ 8,481,609 | $ 3,649,432 | $ 12,131,041 | ||||||||
Net income attributable to common stockholders and noncontrolling interest | $ 42,796,132 | $ 45,875,094 | $ 85,792,235 | ||||||||
Weighted average shares outstanding | 51,305,095 | 50,857,750 | 50,143,648 | ||||||||
Dilutive effect of restricted stock units (in shares) | 425,458 | 149,578 | |||||||||
Dilutive effect of warrants (in shares) | 224,696 | ||||||||||
Weighted average number of common shares outstanding | 51,730,553 | 51,007,328 | 50,368,344 | ||||||||
Net income per common share (in dollars per share) | $ 0.40 | $ 0.21 | $ 0.20 | $ 0.02 | $ 0.10 | $ 0.30 | $ 0.21 | $ 0.30 | $ 0.83 | $ 0.90 | $ 1.70 |
Mr. Ivan Kaufman (chairman and chief executive officer) | Performance | |||||||||||
Diluted | |||||||||||
Vesting period | 4 years | 4 years | 4 years |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||||
Period of recognition of income and tax on debt extinguishment | 5 years | ||||
Provision for income taxes related to the assets held in the TRS Consolidated Group and the REIT | $ 800,000 | ||||
Pre-tax GAAP income | 43,621,132 | $ 45,875,094 | $ 85,792,235 | ||
Current tax provision (benefit) | |||||
Federal | 767,673 | 298,225 | (20,062) | ||
State | 1,589,411 | 117,640 | (5,975) | ||
Total | 2,357,084 | 415,865 | (26,037) | ||
Deferred tax (benefit) provision | |||||
Federal | 1,448,928 | (2,956,679) | (1,519,398) | ||
State | 2,379,582 | (1,238,608) | (393,135) | ||
Valuation allowance | (5,360,594) | 3,779,422 | 1,938,570 | ||
Total | (1,532,084) | $ (415,865) | $ 26,037 | ||
Total income tax expense | $ 525,000 | $ 300,000 | $ 825,000 | ||
Reconciliation of effective income tax rate as a percentage of pretax income or loss to U.S. federal statutory rate | |||||
U.S. federal statutory rate (as a percent) | 35.00% | 35.00% | 35.00% | ||
REIT non-taxable income (as a percent) | (28.20%) | (38.70%) | (36.80%) | ||
State and local income taxes, net of federal tax benefit (as a percent) | 6.90% | (2.70%) | (0.50%) | ||
Change in valuation allowance (as a percent) | (12.30%) | 6.40% | 2.30% | ||
Other (as a percent) | 0.50% | ||||
Effective income tax rate (as a percent) | 1.90% | ||||
REIT subsidiaries | |||||
Income Taxes [Line Items] | |||||
Pre-tax GAAP income | $ 35,150,891 | $ 44,449,099 | $ 90,278,047 | ||
REIT subsidiaries | New York State Division of Taxation and Finance | |||||
Current tax provision (benefit) | |||||
State | 500,000 | ||||
TRS Consolidated Group | |||||
Income Taxes [Line Items] | |||||
Pre-tax GAAP income | 8,470,241 | 1,425,995 | $ (4,485,812) | ||
Deferred tax assets: | |||||
Expenses not currently deductible | 2,427,946 | 2,427,946 | 10,441,408 | ||
Loan loss reserve | 27,486,037 | 27,486,037 | |||
Net operating and capital loss carryforwards | 219,378 | 219,378 | 5,714,575 | ||
Valuation allowance | (6,959,882) | (6,959,882) | (12,320,476) | ||
Deferred tax assets, net | 23,173,479 | 23,173,479 | 3,835,507 | ||
Deferred tax liability: | |||||
Interest in equity affiliates - net | 7,179,189 | 7,179,189 | 3,835,507 | ||
Intangibles | 24,859,698 | 24,859,698 | |||
Mortgage servicing rights | 3,550,613 | 3,550,613 | |||
Other | 857,940 | 857,940 | |||
Deferred tax liabilities, net | $ 36,447,440 | $ 36,447,440 | $ 3,835,507 |
Income Taxes, Operating Loss Ca
Income Taxes, Operating Loss Carryforwards (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
REIT subsidiaries | ||
Income Taxes | ||
Federal and state net operating loss carryforwards | $ 79,700,000 | |
Federal and state capital loss carryforwards | 0 | |
TRS Consolidated Group | ||
Income Taxes | ||
Federal and state net operating loss carryforwards | 500,000 | $ 12,300,000 |
Net operating losses utilized | $ 11,300,000 |
Agreements and Transactions 110
Agreements and Transactions with Related Parties, Management Agreement (Details) - USD ($) | Jul. 14, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jul. 31, 2014 | Dec. 31, 2007 |
Management Fees: | ||||||
Total management fee | $ 12,600,000 | $ 10,900,000 | $ 9,900,000 | |||
Success-based fees payment | 0 | 0 | 0 | |||
ACM Acquisition | ||||||
Agreements and transactions with related parties | ||||||
Consideration to purchase the existing management contract | $ 25,000,000 | |||||
Consideration to purchase the existing management contract after July 2017 | $ 27,000,000 | |||||
ACM / Our "Manager" | ||||||
Agreements and transactions with related parties | ||||||
Multiplier used in computation of incentive fee | $ 10 | |||||
Percentage of loan loss and other reserve recoveries used in calculation of incentive fee | 60.00% | |||||
Period during which the loan loss reserve recoveries are to be taken into consideration for calculation of incentive fee | 3 years | |||||
Termination fee | $ 10,000,000 | |||||
Automatically renewal period for management agreement | 1 year | |||||
Prior written notice period for termination | 6 months | |||||
ACM / Our "Manager" | 450 West 33rd Street | ||||||
Management Fees: | ||||||
Deferred gain | $ 77,100,000 | $ 77,100,000 | ||||
Incentive fee installment recorded as prepaid management fee | $ 19,000,000 | $ 19,000,000 | ||||
ACM / Our "Manager" | Management Fee | ||||||
Management Fees: | ||||||
Base | $ 12,600,000 | 10,900,000 | 9,900,000 | |||
Total management fee | $ 12,600,000 | $ 10,900,000 | $ 9,900,000 |
Agreements and Transactions 111
Agreements and Transactions with Related Parties, Other (Details) | Jul. 14, 2016USD ($)shares | Sep. 30, 2016USD ($)property | Jan. 31, 2016USD ($)property | Nov. 30, 2015USD ($)item | Oct. 31, 2015USD ($)loan | Apr. 30, 2015USD ($) | Feb. 28, 2015USD ($) | Dec. 31, 2016USD ($)shares | Sep. 30, 2016USD ($)property | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)propertyloan |
Agreements and transactions with related parties | |||||||||||||||||||
Due from related party | $ 1,464,732 | $ 8,082,265 | $ 1,464,732 | $ 1,464,732 | $ 8,082,265 | ||||||||||||||
Due to related party | 6,038,707 | 3,428,333 | 6,038,707 | 6,038,707 | 3,428,333 | ||||||||||||||
Income from equity affiliates | 1,800,689 | $ 4,929,375 | $ 4,367,101 | $ 1,897,442 | 1,317,339 | $ 6,353,239 | $ 1,534,025 | $ 3,095,913 | 12,994,607 | 12,300,516 | $ 248,658 | ||||||||
Investments in equity affiliates | 33,948,853 | 30,870,235 | 33,948,853 | 33,948,853 | 30,870,235 | ||||||||||||||
ACM Acquisition | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Acquisition purchase price | $ 292,527,823 | ||||||||||||||||||
OP units issued as part of acquisition | shares | 21,230,769 | ||||||||||||||||||
Mezzanine loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Interest income recorded | 400,000 | 300,000 | |||||||||||||||||
Fixed rate of interest (as a percent) | 12.50% | ||||||||||||||||||
Amount of loan to related party | $ 3,000,000 | ||||||||||||||||||
Maturity date of October 2017 | Bridge loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Base spread (as a percent) | 5.00% | ||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||
Interest income recorded | 1,000,000 | 200,000 | |||||||||||||||||
Number of mortgage loans secured by property purchased from related party | loan | 2 | ||||||||||||||||||
Amount of loan to related party | $ 16,700,000 | ||||||||||||||||||
Base rate | LIBOR | ||||||||||||||||||
ACM / Our "Manager" | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Due from related party | $ 1,500,000 | 8,100,000 | $ 1,500,000 | 1,500,000 | $ 8,100,000 | ||||||||||||||
ACM / Our "Manager" | Residential Mortgage Banking Company | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Noncontrolling interest in equity method investment acquired (as a percent) | 50.00% | ||||||||||||||||||
Indirect ownership percentage | 22.50% | ||||||||||||||||||
Acquisition purchase price | $ 9,600,000 | ||||||||||||||||||
Income from equity affiliates | $ 10,000,000 | 6,000,000 | |||||||||||||||||
ACM / Our "Manager" | ACM Acquisition | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Acquisition purchase price | $ 275,800,000 | ||||||||||||||||||
Number of shares held by related party | shares | 5,349,053 | 5,349,053 | 5,349,053 | ||||||||||||||||
OP units issued as part of acquisition | shares | 21,230,769 | ||||||||||||||||||
Percentage of voting power held by related party | 36.60% | ||||||||||||||||||
ACM / Our "Manager" | Bridge loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Interest income recorded | $ 0 | 300,000 | $ 2,300,000 | ||||||||||||||||
ACM / Our "Manager" | Non-qualified Residential Mortgages | Residential Mortgage Banking Company | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Acquisition purchase price | 9,700,000 | ||||||||||||||||||
Additional investment made by the company along with a consortium of independent outside investors | 5,900,000 | ||||||||||||||||||
Distributions received | 13,000,000 | ||||||||||||||||||
ACM / Our "Manager" | Mortgage loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Amount of mortgage loan secured by property, purchased by related party | $ 47,000,000 | ||||||||||||||||||
ACM / Our "Manager" | Preferred equity interest financing agreement | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Principle amount | $ 50,000,000 | $ 50,000,000 | 50,000,000 | ||||||||||||||||
Interest expense on related party loan | 1,800,000 | ||||||||||||||||||
ACM / Our "Manager" | Maturity date of April 2016 | Mortgage loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Base spread (as a percent) | 4.80% | ||||||||||||||||||
Interest income recorded | 900,000 | 1,100,000 | $ 900,000 | ||||||||||||||||
Number of mortgage loans secured by property purchased from related party | loan | 2 | ||||||||||||||||||
ACM / Our "Manager" | Maturity date of April 2016 | Mortgage loans | First mortgage | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Amount of loan to related party | $ 14,600,000 | ||||||||||||||||||
ACM / Our "Manager" | Maturity date of April 2016 | Mortgage loans | Second mortgage | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Amount of loan to related party | 5,100,000 | ||||||||||||||||||
Proceeds from repayment in full | 5,100,000 | ||||||||||||||||||
ACM / Our "Manager" | Maturity date March 2018, extended from April 2016 | Mortgage loans | First mortgage | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Amount of loan to related party | $ 14,600,000 | ||||||||||||||||||
Certain officers and our Manager | Maturity date of September 2019 | Bridge loan, six multifamily properties | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Principal loan amount | $ 48,000,000 | $ 48,000,000 | |||||||||||||||||
Number of properties owned | property | 6,000,000 | 6,000,000 | |||||||||||||||||
Variable interest rate, description | LIBOR | ||||||||||||||||||
Base spread (as a percent) | 4.50% | 4.50% | |||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||
Interest income recorded | 700,000 | ||||||||||||||||||
Certain officers and our Manager | Maturity date of September 2019 | Bridge loan, six multifamily properties | Minimum | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Percentage of ownership interest of related party in the entity | 7.80% | ||||||||||||||||||
Certain officers and our Manager | Maturity date of September 2019 | Bridge loan, six multifamily properties | Maximum | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Percentage of ownership interest of related party in the entity | 9.00% | ||||||||||||||||||
Certain officers and our Manager | Maturity date of April 2018 | Bridge loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Percentage of ownership interest of related party in the entity | 90.00% | ||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||
Interest income recorded | 400,000 | 200,000 | |||||||||||||||||
Proceeds from repayment of debt | $ 6,300,000 | ||||||||||||||||||
Amount of loan to related party | $ 6,300,000 | ||||||||||||||||||
Certain Officers | Maturity date of January 2019 | Bridge loan, two multifamily properties | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Principal loan amount | $ 12,700,000 | ||||||||||||||||||
Percentage of ownership interest of related party in the entity | 50.00% | ||||||||||||||||||
Variable interest rate, description | one-month LIBOR | ||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||
Interest income recorded | 1,200,000 | ||||||||||||||||||
Certain Officers | Maturity date of January 2019 | Bridge loan, one multifamily property | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Principal loan amount | $ 19,000,000 | ||||||||||||||||||
Percentage of ownership interest of related party in the entity | 7.50% | ||||||||||||||||||
Variable interest rate, description | one-month LIBOR | ||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||
Interest income recorded | 1,000,000 | ||||||||||||||||||
Certain Officers | Maturity date of November 2016, extended from April 2016 | Preferred equity investments | Multifamily | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Equity investment | $ 5,200,000 | ||||||||||||||||||
Certain Officers | Maturity date of November 2016, extended from April 2016 | Bridge loan, two multifamily properties | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Number of properties owned | property | 2 | ||||||||||||||||||
Certain Officers | Maturity date of November 2018 | Bridge loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Percentage of ownership interest of related party in the entity | 7.50% | ||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||
Interest income recorded | $ 400,000 | 100,000 | |||||||||||||||||
Number of one-year extension options | item | 2 | ||||||||||||||||||
Extension period | 1 year | ||||||||||||||||||
Amount of loan to related party | $ 7,100,000 | ||||||||||||||||||
Certain Officers | Maturity date of February 2017 | Preferred equity investments | Multifamily | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Fixed rate of interest (as a percent) | 10.00% | ||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Minimum | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Ownership interest allowed under company charter (as a percent) | 5.00% | 5.00% | 5.00% | ||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Maturity date of February 2018 | Preferred equity investments | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Principal loan amount | $ 23,000,000 | $ 18,000,000 | |||||||||||||||||
Interest income recorded | $ 1,000,000 | 2,300,000 | |||||||||||||||||
Fixed rate of interest (as a percent) | 10.00% | ||||||||||||||||||
Amount of ownership interest of related party in the entity | $ 2,000,000 | ||||||||||||||||||
Proceeds from repayment in full | $ 1,000,000 | ||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Maturity date of September 2016, extended from March 2016 | Bridge loan, two multifamily properties | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Number of properties owned | property | 2 | ||||||||||||||||||
Percentage of ownership interest of related party in the entity | 95.00% | ||||||||||||||||||
Base spread (as a percent) | 5.50% | ||||||||||||||||||
Interest income recorded | 200,000 | 300,000 | $ 100,000 | ||||||||||||||||
Amount of loan to related party | $ 5,000,000 | ||||||||||||||||||
Base rate | one-month LIBOR | ||||||||||||||||||
Investments in equity affiliates | $ 100,000 | ||||||||||||||||||
Ownership interest (as a percent) | 5.00% | ||||||||||||||||||
Number of bridge loans originated | loan | 2 | ||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Maturity date of July 2017 | Bridge loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Percentage of ownership interest of related party in the entity | 24.00% | ||||||||||||||||||
Base spread (as a percent) | 7.90% | ||||||||||||||||||
LIBOR floor (as a percentage) | 0.50% | ||||||||||||||||||
Amount of loan to related party | $ 30,400,000 | ||||||||||||||||||
Base rate | LIBOR | ||||||||||||||||||
Mr. Ivan Kaufman (chairman and chief executive officer) | Maturity date of March 2017 | Bridge loan, two multifamily properties | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Proceeds from repayment in full | $ 3,300,000 | ||||||||||||||||||
Mr. Ivan Kaufman and his affiliates | Maturity date of July 2017 | Mezzanine loans | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Interest income recorded | $ 3,500,000 | 2,800,000 | $ 1,200,000 | ||||||||||||||||
Fixed rate of interest (as a percent) | 12.00% | ||||||||||||||||||
Amount of loan to related party | $ 4,600,000 | ||||||||||||||||||
Affiliate of Mr. Ivan Kaufman | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Contract period with the new entity | 7 years 6 months | ||||||||||||||||||
Fees as a percentage of gross revenues of the underlying properties | 4.75% | ||||||||||||||||||
Lexford Portfolio | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Distributions received | $ 2,800,000 | 4,500,000 | |||||||||||||||||
Income from equity affiliates | 2,800,000 | 5,500,000 | |||||||||||||||||
Investments in equity affiliates | $ 100 | $ 100 | $ 100 | 100 | 100 | ||||||||||||||
Aggregate outstanding balance guaranteed by us | 847,700,000 | 847,700,000 | 847,700,000 | ||||||||||||||||
Guarantor Obligations, Current Carrying Value | $ 847,700,000 | $ 847,700,000 | $ 847,700,000 | ||||||||||||||||
Lexford Portfolio | Preferred equity investments | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Interest income recorded | $ 200,000 | ||||||||||||||||||
ACM / Our "Manager" | Kaufman Entities | |||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||
Percentage of outstanding membership interest of related party in another related party | 92.00% | 92.00% | 92.00% |
Employee Benefits - 401(k) Plan
Employee Benefits - 401(k) Plan (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Employee Benefits | |
Minimum period of continuous service required under 401(k) plan | 6 months |
Employer's match of the first 6% of employee contributions (as a a percent) | 25.00% |
Percentage of eligible compensation, matched 25% by employer | 6.00% |
Employee compensation and benefits | |
Employee Benefits | |
Expense recorded under 401(k) plan | $ 0.3 |
Employee Benefits - Deferred Co
Employee Benefits - Deferred Comp Plan (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Deferred Comp Plan | |
Period over which matching contributions vest after year 5 | 9 years |
Deferred compensation expense | $ 0.7 |
Other liabilities | |
Deferred Comp Plan | |
Liabilities related to Deferred Comp Plan | 3.5 |
Other assets | |
Deferred Comp Plan | |
Assets related to Deferred Comp Plan | $ 2.8 |
Segment Information - General (
Segment Information - General (Details) | 12 Months Ended |
Dec. 31, 2016segment | |
Segment Information | |
Number of business segments | 2 |
Segment Information - Statement
Segment Information - Statements of Income (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Information | |||||||||||
Interest income | $ 116,172,621 | $ 106,768,542 | $ 106,716,344 | ||||||||
Other interest income, net | 2,539,274 | 7,884,344 | |||||||||
Interest expense | 63,622,771 | 49,720,132 | 47,903,458 | ||||||||
Net interest income | $ 12,083,989 | $ 12,669,999 | $ 17,265,284 | $ 13,069,852 | $ 14,878,213 | $ 14,140,346 | $ 22,632,167 | $ 13,282,028 | 55,089,124 | 64,932,754 | 58,812,886 |
Other revenue: | |||||||||||
Gain on sales, including fee-based services, net | 24,594,090 | ||||||||||
Mortgage servicing rights | 44,940,760 | ||||||||||
Servicing revenue | 30,758,759 | ||||||||||
Amortization of MSRs | (21,704,560) | ||||||||||
Property operating income | 14,881,275 | 27,666,252 | 32,641,249 | ||||||||
Other income, net | 1,041,017 | 270,360 | 1,645,465 | ||||||||
Total other revenue | 49,580,564 | 34,868,259 | 4,641,223 | 5,421,295 | 4,917,135 | 7,254,484 | 7,278,650 | 8,486,343 | 94,511,341 | 27,936,612 | 34,286,714 |
Other expenses: | |||||||||||
Employee compensation and benefits | 38,647,446 | 17,500,457 | 13,978,223 | ||||||||
Selling and administrative | 17,586,871 | 9,392,136 | 9,600,139 | ||||||||
Acquisition costs | 10,261,902 | 3,133,681 | |||||||||
Property operating expenses | 13,501,025 | 23,237,834 | 27,857,460 | ||||||||
Depreciation and amortization | 5,021,900 | 5,436,330 | 7,371,737 | ||||||||
Impairment loss on real estate owned | 11,200,000 | 250,000 | |||||||||
Provision for loss sharing | 2,234,823 | ||||||||||
Provision for loan losses (net of recoveries) | (134,101) | 4,466,886 | (308,511) | ||||||||
Management fee - related party | 12,600,000 | 10,900,000 | 9,900,000 | ||||||||
Total other expenses | 32,035,587 | 35,741,599 | 25,169,864 | 17,972,816 | 18,001,688 | 18,338,403 | 19,057,772 | 18,669,461 | 110,919,866 | 74,067,324 | 68,649,048 |
Income before gain on sale of real estate, income from equity affiliates and provision for income taxes | 29,628,966 | 11,796,659 | (3,263,357) | 518,331 | 1,793,660 | 3,056,427 | 10,853,045 | 3,098,910 | 38,680,599 | 18,802,042 | 24,450,552 |
Gain on acceleration of deferred income | 8,162,720 | 11,009,162 | 19,171,882 | ||||||||
Loss on termination of swaps | (340,197) | (4,289,450) | (4,629,647) | ||||||||
Gain on sale of real estate | 11,023,134 | 607,553 | 3,799,657 | 3,984,364 | 11,630,687 | 7,784,021 | 1,603,763 | ||||
Gain on sale of equity interests | 85,793,466 | ||||||||||
Incentive management fee - equity interest - related party | (19,047,949) | ||||||||||
Income from equity affiliates | 1,800,689 | 4,929,375 | 4,367,101 | 1,897,442 | 1,317,339 | 6,353,239 | 1,534,025 | 3,095,913 | 12,994,607 | 12,300,516 | 248,658 |
Provision for income taxes | (525,000) | (300,000) | (825,000) | ||||||||
Net income | $ 30,904,655 | $ 16,426,034 | $ 12,126,878 | $ 3,023,326 | $ 6,910,656 | $ 17,232,189 | $ 12,387,070 | $ 16,898,899 | 62,480,893 | $ 53,428,814 | $ 93,048,490 |
Operating segments | Structured Business | |||||||||||
Segment Information | |||||||||||
Interest income | 109,622,338 | ||||||||||
Other interest income, net | 2,539,274 | ||||||||||
Interest expense | 57,943,461 | ||||||||||
Net interest income | 54,218,151 | ||||||||||
Other revenue: | |||||||||||
Property operating income | 14,881,275 | ||||||||||
Other income, net | 541,738 | ||||||||||
Total other revenue | 15,423,013 | ||||||||||
Other expenses: | |||||||||||
Employee compensation and benefits | 14,883,806 | ||||||||||
Selling and administrative | 9,714,381 | ||||||||||
Property operating expenses | 13,501,025 | ||||||||||
Depreciation and amortization | 2,454,402 | ||||||||||
Impairment loss on real estate owned | 11,200,000 | ||||||||||
Provision for loan losses (net of recoveries) | (134,101) | ||||||||||
Management fee - related party | 9,044,052 | ||||||||||
Total other expenses | 60,663,565 | ||||||||||
Income before gain on sale of real estate, income from equity affiliates and provision for income taxes | 8,977,599 | ||||||||||
Gain on sale of real estate | 11,630,687 | ||||||||||
Income from equity affiliates | 12,994,607 | ||||||||||
Net income | 33,602,893 | ||||||||||
Operating segments | Agency Business | |||||||||||
Segment Information | |||||||||||
Interest income | 6,550,283 | ||||||||||
Interest expense | 3,886,878 | ||||||||||
Net interest income | 2,663,405 | ||||||||||
Other revenue: | |||||||||||
Gain on sales, including fee-based services, net | 24,594,090 | ||||||||||
Mortgage servicing rights | 44,940,760 | ||||||||||
Servicing revenue | 30,758,759 | ||||||||||
Amortization of MSRs | (21,704,560) | ||||||||||
Other income, net | 499,279 | ||||||||||
Total other revenue | 79,088,328 | ||||||||||
Other expenses: | |||||||||||
Employee compensation and benefits | 23,763,640 | ||||||||||
Selling and administrative | 7,872,490 | ||||||||||
Depreciation and amortization | 2,567,498 | ||||||||||
Provision for loss sharing | 2,234,823 | ||||||||||
Management fee - related party | 3,555,948 | ||||||||||
Total other expenses | 39,994,399 | ||||||||||
Income before gain on sale of real estate, income from equity affiliates and provision for income taxes | 41,757,334 | ||||||||||
Provision for income taxes | (825,000) | ||||||||||
Net income | 40,932,334 | ||||||||||
Other / Eliminations | |||||||||||
Segment Information | |||||||||||
Interest expense | 1,792,432 | ||||||||||
Net interest income | (1,792,432) | ||||||||||
Other expenses: | |||||||||||
Acquisition costs | 10,261,902 | ||||||||||
Total other expenses | 10,261,902 | ||||||||||
Income before gain on sale of real estate, income from equity affiliates and provision for income taxes | (12,054,334) | ||||||||||
Net income | $ (12,054,334) |
Segment Information - Balance S
Segment Information - Balance Sheet (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Assets: | ||||
Cash and cash equivalents | $ 138,645,430 | $ 188,708,687 | $ 50,417,745 | $ 60,389,552 |
Restricted cash | 29,314,929 | 48,301,244 | ||
Loans and investments, net | 1,695,732,351 | 1,450,334,341 | ||
Loans held-for-sale, net | 673,367,304 | |||
Capitalized mortgage servicing rights, net | 227,742,986 | |||
Investments in equity affiliates | 33,948,853 | 30,870,235 | ||
Goodwill and other intangible assets | 97,489,884 | |||
Other assets | 74,544,509 | |||
Total assets | 2,970,786,246 | 1,827,391,944 | ||
Liabilities: | ||||
Debt obligations | 2,018,118,058 | |||
Allowance for loss-sharing obligations | 32,407,554 | |||
Other liabilities | 173,222,706 | |||
Total liabilities | 2,223,748,318 | $ 1,262,301,169 | ||
Other / Eliminations | ||||
Liabilities: | ||||
Debt obligations | 50,000,000 | |||
Other liabilities | 1,217,864 | |||
Total liabilities | 51,217,864 | |||
Structured Business | Operating segments | ||||
Assets: | ||||
Cash and cash equivalents | 103,156,034 | |||
Restricted cash | 16,230,051 | |||
Loans and investments, net | 1,695,732,351 | |||
Investments in equity affiliates | 33,948,853 | |||
Other assets | 63,350,947 | |||
Total assets | 1,912,418,236 | |||
Liabilities: | ||||
Debt obligations | 1,307,973,936 | |||
Other liabilities | 133,788,359 | |||
Total liabilities | 1,441,762,295 | |||
Agency Business | Operating segments | ||||
Assets: | ||||
Cash and cash equivalents | 35,489,396 | |||
Restricted cash | 13,084,878 | |||
Loans held-for-sale, net | 673,367,304 | |||
Capitalized mortgage servicing rights, net | 227,742,986 | |||
Goodwill and other intangible assets | 97,489,884 | |||
Other assets | 11,193,562 | |||
Total assets | 1,058,368,010 | |||
Liabilities: | ||||
Debt obligations | 660,144,122 | |||
Allowance for loss-sharing obligations | 32,407,554 | |||
Other liabilities | 38,216,483 | |||
Total liabilities | $ 730,768,159 |
Segment Information - Originati
Segment Information - Origination Data (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Information | |||
Origination volume | $ 2,129,720,318 | ||
Loan Sales Data: | |||
Loan sales | $ 1,910,000,000 | ||
Sales margin (fee-based services as a % of loan sales) | 1.65% | ||
MSR rate (MSR income as a % of loan commitments) | 2.11% | ||
Structured Business | |||
Segment Information | |||
New loan origination | $ 847,682,500 | $ 828,217,500 | $ 900,666,405 |
Loan payoffs / paydowns | 553,408,734 | $ 828,669,556 | $ 972,311,886 |
Agency Business | |||
Segment Information | |||
Origination volume | 2,149,632,754 | ||
Loan Sales Data: | |||
Loan sales | 1,492,384,388 | ||
Fannie Mae | Agency Business | |||
Segment Information | |||
Origination volume | 1,668,581,271 | ||
Loan Sales Data: | |||
Loan sales | 1,130,391,796 | ||
Freddie Mac | Agency Business | |||
Segment Information | |||
Origination volume | 456,421,660 | ||
Loan Sales Data: | |||
Loan sales | 332,319,660 | ||
FHA | Agency Business | |||
Segment Information | |||
Origination volume | 24,629,823 | ||
Loan Sales Data: | |||
Loan sales | $ 29,672,932 |
Segment Information - Key Servi
Segment Information - Key Servicing Metrics (Details) - Agency Business - MSRs | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Segment Information | |
UPB of Servicing Portfolio | $ 13,555,085,518 |
Wtd. Avg. Servicing Fee Rate | 0.48% |
Wtd. Age. Life of Servicing Portfolio | 7 years 7 months 6 days |
Fannie Mae | |
Segment Information | |
UPB of Servicing Portfolio | $ 11,181,152,400 |
Wtd. Avg. Servicing Fee Rate | 0.53% |
Wtd. Age. Life of Servicing Portfolio | 6 years 7 months 6 days |
Freddie Mac | |
Segment Information | |
UPB of Servicing Portfolio | $ 1,953,244,541 |
Wtd. Avg. Servicing Fee Rate | 0.22% |
Wtd. Age. Life of Servicing Portfolio | 10 years 6 months |
FHA | |
Segment Information | |
UPB of Servicing Portfolio | $ 420,688,577 |
Wtd. Avg. Servicing Fee Rate | 0.18% |
Wtd. Age. Life of Servicing Portfolio | 19 years 2 months 12 days |
Selected Quarterly Financial119
Selected Quarterly Financial Data - Unaudited (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Selected Quarterly Financial Data - Unaudited | |||||||||||
Net interest income | $ 12,083,989 | $ 12,669,999 | $ 17,265,284 | $ 13,069,852 | $ 14,878,213 | $ 14,140,346 | $ 22,632,167 | $ 13,282,028 | $ 55,089,124 | $ 64,932,754 | $ 58,812,886 |
Total other revenue | 49,580,564 | 34,868,259 | 4,641,223 | 5,421,295 | 4,917,135 | 7,254,484 | 7,278,650 | 8,486,343 | 94,511,341 | 27,936,612 | 34,286,714 |
Total other expenses | 32,035,587 | 35,741,599 | 25,169,864 | 17,972,816 | 18,001,688 | 18,338,403 | 19,057,772 | 18,669,461 | 110,919,866 | 74,067,324 | 68,649,048 |
Income before gain on acceleration of deferred income, loss on termination of swaps, gain on sale of real estate and income from equity affiliates | 29,628,966 | 11,796,659 | (3,263,357) | 518,331 | 1,793,660 | 3,056,427 | 10,853,045 | 3,098,910 | 38,680,599 | 18,802,042 | 24,450,552 |
Gain on acceleration of deferred income | 8,162,720 | 11,009,162 | 19,171,882 | ||||||||
Loss on termination of swaps | (340,197) | (4,289,450) | (4,629,647) | ||||||||
Gain on sale of real estate | 11,023,134 | 607,553 | 3,799,657 | 3,984,364 | 11,630,687 | 7,784,021 | 1,603,763 | ||||
Income from equity affiliates | 1,800,689 | 4,929,375 | 4,367,101 | 1,897,442 | 1,317,339 | 6,353,239 | 1,534,025 | 3,095,913 | 12,994,607 | 12,300,516 | 248,658 |
Provision for income taxes | (525,000) | (300,000) | (825,000) | ||||||||
Net income | 30,904,655 | 16,426,034 | 12,126,878 | 3,023,326 | 6,910,656 | 17,232,189 | 12,387,070 | 16,898,899 | 62,480,893 | 53,428,814 | 93,048,490 |
Preferred stock dividends | 1,888,430 | 1,888,430 | 1,888,430 | 1,888,430 | 1,888,430 | 1,888,430 | 1,888,430 | 1,888,430 | 7,553,720 | 7,553,720 | 7,256,255 |
Net income attributable to noncontrolling interest | 8,481,609 | 3,649,432 | 12,131,041 | ||||||||
Net income attributable to common stockholders | $ 20,534,616 | $ 10,888,172 | $ 10,238,448 | $ 1,134,896 | $ 5,022,226 | $ 15,343,759 | $ 10,498,640 | $ 15,010,469 | $ 42,796,132 | $ 45,875,094 | $ 85,792,235 |
Basic earnings per common share (in dollars per share) | $ 0.40 | $ 0.21 | $ 0.20 | $ 0.02 | $ 0.10 | $ 0.30 | $ 0.21 | $ 0.30 | $ 0.83 | $ 0.90 | $ 1.71 |
Diluted earnings per common share (in dollars per share) | $ 0.40 | $ 0.21 | $ 0.20 | $ 0.02 | $ 0.10 | $ 0.30 | $ 0.21 | $ 0.30 | $ 0.83 | $ 0.90 | $ 1.70 |
SCHEDULE IV - LOANS AND OTHE120
SCHEDULE IV - LOANS AND OTHER LENDING INVESTMENTS (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loans and Investments | ||||
Fixed interest rate (as a percent) | 5.71% | 5.63% | ||
Prior Liens | $ 1,681,843,554 | |||
Face Amount | 1,790,159,966 | |||
Carrying Amount | 1,695,732,351 | $ 1,450,334,341 | $ 1,459,475,650 | $ 1,523,699,653 |
Amount of loans extended | 569,100,000 | |||
Federal income tax basis | $ 1,790,000,000 | |||
Threshold for reporting loans (as a percent) | 3.00% | |||
Bridge loans | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 5.59% | 5.48% | ||
Face Amount | $ 1,602,658,179 | |||
Carrying Amount | 1,541,126,367 | |||
Bridge loans | Loans less than 3% | ||||
Loans and Investments | ||||
Face Amount | 1,259,341,549 | |||
Carrying Amount | $ 1,247,154,631 | |||
Mezzanine loans | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 9.09% | 8.19% | ||
Mezzanine loans | Loans less than 3% | ||||
Loans and Investments | ||||
Prior Liens | $ 266,802,468 | |||
Face Amount | 57,124,566 | |||
Carrying Amount | $ 54,960,986 | |||
Junior participation loans | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 4.50% | 4.50% | ||
Junior participation loans | Loans less than 3% | ||||
Loans and Investments | ||||
Prior Liens | $ 1,263,144,153 | |||
Face Amount | 62,256,582 | |||
Carrying Amount | $ 36,981,343 | |||
Preferred equity investments | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 6.83% | 7.52% | ||
Preferred equity investments | Loans less than 3% | ||||
Loans and Investments | ||||
Prior Liens | $ 151,896,933 | |||
Face Amount | 68,120,639 | |||
Carrying Amount | $ 62,663,655 | |||
Multifamily | Bridge loans | Loans in excess of 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
Face Amount | $ 231,500,000 | |||
Carrying Amount | $ 231,220,314 | |||
Multifamily | Bridge loans | Loans in excess of 3% | Minimum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 4.25% | |||
LIBOR Floor rate (as a percent) | 0.21% | |||
Multifamily | Bridge loans | Loans in excess of 3% | Maximum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 11.85% | |||
LIBOR Floor rate (as a percent) | 0.50% | |||
Multifamily | Bridge loans | Loans less than 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
Face Amount | $ 1,138,947,205 | |||
Carrying Amount | $ 1,133,734,499 | |||
Multifamily | Bridge loans | Loans less than 3% | Minimum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 3.00% | |||
LIBOR Floor rate (as a percent) | 0.15% | |||
Fixed interest rate (as a percent) | 3.00% | |||
Multifamily | Bridge loans | Loans less than 3% | Maximum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 12.75% | |||
LIBOR Floor rate (as a percent) | 0.68% | |||
Fixed interest rate (as a percent) | 12.00% | |||
Multifamily | Mezzanine loans | Loans less than 3% | ||||
Loans and Investments | ||||
Prior Liens | $ 118,946,696 | |||
Face Amount | 26,233,265 | |||
Carrying Amount | $ 24,105,313 | |||
Multifamily | Mezzanine loans | Loans less than 3% | Minimum | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 5.00% | |||
Multifamily | Mezzanine loans | Loans less than 3% | Maximum | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 12.50% | |||
Multifamily | Preferred equity investments | Loans less than 3% | ||||
Loans and Investments | ||||
Prior Liens | $ 50,428,394 | |||
Face Amount | 25,050,639 | |||
Carrying Amount | $ 25,010,547 | |||
Multifamily | Preferred equity investments | Loans less than 3% | Minimum | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 8.00% | |||
Multifamily | Preferred equity investments | Loans less than 3% | Maximum | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 14.00% | |||
Land | Bridge loans | Loans in excess of 3% | ||||
Loans and Investments | ||||
Face Amount | $ 111,816,630 | |||
Carrying Amount | $ 62,751,422 | |||
Land | Bridge loans | Loans in excess of 3% | Maximum | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 11.64% | |||
Land | Bridge loans | Loans less than 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
Base spread (as a percent) | 4.00% | |||
LIBOR Floor rate (as a percent) | 0.15% | |||
Fixed interest rate (as a percent) | 10.00% | |||
Face Amount | $ 6,505,770 | |||
Carrying Amount | $ 1,687,500 | |||
Land | Mezzanine loans | Loans less than 3% | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 12.00% | |||
Face Amount | $ 13,932,968 | |||
Carrying Amount | $ 13,932,969 | |||
Land | Preferred equity investments | Loans less than 3% | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 12.00% | |||
Prior Liens | $ 14,950,000 | |||
Face Amount | 5,000,000 | |||
Carrying Amount | $ 5,000,000 | |||
Retail | Mezzanine loans | Loans less than 3% | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 12.00% | |||
Prior Liens | $ 32,421,181 | |||
Face Amount | 3,958,333 | |||
Carrying Amount | $ 3,958,333 | |||
Office | Bridge loans | Loans less than 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
LIBOR Floor rate (as a percent) | 0.50% | |||
Face Amount | $ 64,833,574 | |||
Carrying Amount | $ 62,941,335 | |||
Office | Bridge loans | Loans less than 3% | Minimum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 3.10% | |||
Office | Bridge loans | Loans less than 3% | Maximum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 7.90% | |||
Office | Mezzanine loans | Loans less than 3% | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 11.00% | |||
Prior Liens | $ 115,434,591 | |||
Face Amount | 13,000,000 | |||
Carrying Amount | 12,964,371 | |||
Office | Junior participation loans | Loans less than 3% | ||||
Loans and Investments | ||||
Prior Liens | 1,263,144,153 | |||
Face Amount | 62,256,582 | |||
Carrying Amount | $ 36,981,343 | |||
Office | Junior participation loans | Loans less than 3% | Minimum | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 4.00% | |||
Office | Junior participation loans | Loans less than 3% | Maximum | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 7.58% | |||
Office | Preferred equity investments | Loans less than 3% | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 15.00% | |||
Prior Liens | $ 10,226,155 | |||
Face Amount | 1,620,000 | |||
Carrying Amount | $ 1,603,108 | |||
Hotel | Bridge loans | Loans less than 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
Base spread (as a percent) | 6.50% | |||
LIBOR Floor rate (as a percent) | 0.45% | |||
Face Amount | $ 36,000,000 | |||
Carrying Amount | $ 35,769,136 | |||
Hotel | Preferred equity investments | Loans less than 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
Base spread (as a percent) | 2.79% | |||
Prior Liens | $ 46,500,000 | |||
Face Amount | 34,750,000 | |||
Carrying Amount | $ 31,050,000 | |||
Commercial | Bridge loans | Loans less than 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
LIBOR Floor rate (as a percent) | 0.25% | |||
Face Amount | $ 7,505,000 | |||
Carrying Amount | $ 7,478,875 | |||
Commercial | Bridge loans | Loans less than 3% | Minimum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 5.75% | |||
Commercial | Bridge loans | Loans less than 3% | Maximum | ||||
Loans and Investments | ||||
Base spread (as a percent) | 6.00% | |||
Commercial | Preferred equity investments | Loans less than 3% | ||||
Loans and Investments | ||||
Fixed interest rate (as a percent) | 6.00% | |||
Prior Liens | $ 29,792,384 | |||
Face Amount | $ 1,700,000 | |||
Healthcare | Bridge loans | Loans less than 3% | ||||
Loans and Investments | ||||
Base rate | one month LIBOR | |||
Base spread (as a percent) | 5.50% | |||
LIBOR Floor rate (as a percent) | 0.25% | |||
Face Amount | $ 5,550,000 | |||
Carrying Amount | $ 5,543,286 |
SCHEDULE IV - LOANS AND OTHE121
SCHEDULE IV - LOANS AND OTHER LENDING INVESTMENTS, Loans and Investments Carrying Amounts (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the Company's loans and investments carrying amounts | |||
Balance at beginning of year | $ 1,450,334,341 | $ 1,459,475,650 | $ 1,523,699,653 |
Additions during period: | |||
New loan originations | 847,682,500 | 944,250,824 | 900,666,405 |
Loan charge-offs | 2,959,005 | 32,000,000 | 6,501,079 |
Funding of unfunded loan commitments | 7,851,443 | 6,929,472 | 907,052 |
Accretion of unearned revenue | 4,296,775 | 5,555,539 | 4,976,577 |
Charge-off on loan converted to real estate owned | 2,500,000 | ||
Recoveries of reserves | 193,106 | 2,042,263 | 9,315,724 |
Deductions during period: | |||
Loan payoffs and paydowns | (556,892,792) | (946,078,251) | (967,084,679) |
Unfunded loan commitments | (50,691,329) | (4,225,000) | (753,502) |
Use of loan charge-offs | (2,959,005) | (32,000,000) | (6,501,079) |
Loan converted to real estate owned | (8,400,000) | ||
Provision for loan losses | (59,005) | (6,509,149) | (9,026,712) |
Unearned revenue and costs | (6,982,688) | (3,907,007) | (3,224,868) |
Satisfaction of participation loan | (1,300,000) | ||
Balance at end of year | $ 1,695,732,351 | $ 1,450,334,341 | $ 1,459,475,650 |