Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 25, 2019 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Entity Registrant Name | ARBOR REALTY TRUST INC | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 97,752,459 | |
Entity Central Index Key | 0001253986 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Assets: | ||
Cash and cash equivalents | $ 135,285 | $ 160,063 |
Restricted cash | 190,046 | 180,606 |
Loans and investments, net | 3,874,069 | 3,200,145 |
Loans held-for-sale, net | 537,826 | 481,664 |
Capitalized mortgage servicing rights, net | 283,688 | 273,770 |
Securities held-to-maturity, net | 95,181 | 76,363 |
Investments in equity affiliates | 36,698 | 21,580 |
Real estate owned, net | 13,129 | 14,446 |
Due from related party | 5,011 | 1,287 |
Goodwill and other intangible assets | 112,026 | 116,165 |
Other assets | 112,675 | 86,086 |
Total assets | 5,395,634 | 4,612,175 |
Liabilities and Equity: | ||
Credit facilities and repurchase agreements | 1,385,764 | 1,135,627 |
Collateralized loan obligations | 1,876,900 | 1,593,548 |
Debt fund | 68,528 | 68,183 |
Senior unsecured notes | 211,188 | 122,484 |
Convertible senior unsecured notes, net | 255,106 | 254,768 |
Junior subordinated notes to subsidiary trust issuing preferred securities | 140,767 | 140,259 |
Due to related party | 3,170 | |
Due to borrowers | 82,451 | 78,662 |
Allowance for loss-sharing obligations | 35,525 | 34,298 |
Other liabilities | 137,839 | 118,780 |
Total liabilities | 4,197,238 | 3,546,609 |
Commitments and contingencies (Note 14) | ||
Arbor Realty Trust, Inc. stockholders' equity: | ||
Preferred stock, cumulative, redeemable, $0.01 par value: 100,000,000 shares authorized; special voting preferred shares; 20,484,094 and 20,653,584 shares issued and outstanding, respectively; 8.25% Series A, $38,788 aggregate liquidation preference; 1,551,500 shares issued and outstanding; 7.75% Series B, $31,500 aggregate liquidation preference; 1,260,000 shares issued and outstanding; 8.50% Series C, $22,500 aggregate liquidation preference; 900,000 shares issued and outstanding | 89,501 | 89,502 |
Common stock, $0.01 par value: 500,000,000 shares authorized; 94,774,590 and 83,987,707 shares issued and outstanding, respectively | 948 | 840 |
Additional paid-in capital | 1,003,355 | 879,029 |
Accumulated deficit | (65,790) | (74,133) |
Total Arbor Realty Trust, Inc. stockholders' equity | 1,028,014 | 895,238 |
Noncontrolling interest | 170,382 | 170,328 |
Total equity | 1,198,396 | 1,065,566 |
Total liabilities and equity | $ 5,395,634 | $ 4,612,175 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
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) | 94,774,590 | 83,987,707 |
Common stock, shares outstanding (in shares) | 94,774,590 | 83,987,707 |
Assets | $ 5,395,634 | $ 4,612,175 |
Liabilities | 4,197,238 | 3,546,609 |
Consolidated variable interest entities | ||
Assets | 2,527,053 | 2,198,096 |
Liabilities | $ 1,950,970 | $ 1,665,139 |
Special voting preferred shares | ||
Preferred stock, shares issued (in shares) | 20,484,094 | 20,653,584 |
Preferred stock, shares outstanding (in shares) | 20,484,094 | 20,653,584 |
8.25% Series A preferred stock | ||
Preferred stock, dividend rate (as a percent) | 8.25% | 8.25% |
Preferred stock, aggregate liquidation preference | $ 38,788 | $ 38,788 |
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 | $ 31,500 |
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 | $ 22,500 |
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 - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
CONSOLIDATED STATEMENTS OF INCOME | ||||
Interest income | $ 80,509 | $ 67,500 | $ 233,957 | $ 178,408 |
Interest expense | 48,064 | 39,548 | 138,213 | 110,819 |
Net interest income | 32,445 | 27,952 | 95,744 | 67,589 |
Other revenue: | ||||
Gain on sales, including fee-based services, net | 21,298 | 17,451 | 51,897 | 51,266 |
Mortgage servicing rights | 29,911 | 25,216 | 62,852 | 62,787 |
Servicing revenue, net | 13,790 | 14,244 | 39,954 | 34,662 |
Property operating income | 2,237 | 2,651 | 8,187 | 8,525 |
Other income, net | (4,678) | (3,982) | (5,412) | (1,574) |
Total other revenue | 62,558 | 55,580 | 157,478 | 155,666 |
Other expenses: | ||||
Employee compensation and benefits | 32,861 | 27,775 | 93,647 | 84,084 |
Selling and administrative | 10,882 | 9,994 | 31,122 | 27,783 |
Property operating expenses | 2,563 | 2,437 | 7,649 | 8,089 |
Depreciation and amortization | 1,841 | 1,848 | 5,663 | 5,539 |
Impairment loss on real estate owned | 1,000 | 2,000 | ||
Provision for loss sharing (net of recoveries) | 735 | 2,019 | 1,557 | 2,840 |
Provision for loan losses (net of recoveries) | 836 | (967) | ||
Litigation settlement gain | (10,170) | (10,170) | ||
Total other expenses | 48,882 | 34,739 | 140,638 | 119,198 |
Income before extinguishment of debt, income from equity affiliates and income taxes | 46,121 | 48,793 | 112,584 | 104,057 |
Loss on extinguishment of debt | (4,960) | (128) | (4,960) | |
Income (loss) from equity affiliates | 3,718 | (1,028) | 9,133 | 1,104 |
Provision for income taxes | (6,623) | (5,381) | (10,963) | (1,096) |
Net income | 43,216 | 37,424 | 110,626 | 99,105 |
Preferred stock dividends | 1,888 | 1,888 | 5,665 | 5,665 |
Net income attributable to noncontrolling interest | 7,363 | 7,799 | 19,429 | 22,347 |
Net income attributable to common stockholders | $ 33,965 | $ 27,737 | $ 85,532 | $ 71,093 |
Basic earnings per common share (in dollars per share) | $ 0.36 | $ 0.37 | $ 0.95 | $ 1.05 |
Diluted earnings per common share (in dollars per share) | $ 0.35 | $ 0.36 | $ 0.93 | $ 1.03 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 94,486,839 | 74,802,582 | 89,899,074 | 67,490,132 |
Diluted (in shares) | 117,468,044 | 98,435,964 | 113,033,968 | 91,133,607 |
Dividends declared per common share (in dollars per share) | $ 0.29 | $ 0.25 | $ 0.84 | $ 0.71 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
Net income | $ 43,216 | $ 37,424 | $ 110,626 | $ 99,105 |
Reclassification of net unrealized gains on available-for-sale securities into accumulated deficit | (176) | |||
Comprehensive income | 43,216 | 37,424 | 110,626 | 98,929 |
Less: | ||||
Comprehensive income attributable to noncontrolling interest | 7,363 | 7,799 | 19,429 | 22,303 |
Preferred stock dividends | 1,888 | 1,888 | 5,665 | 5,665 |
Comprehensive income attributable to common stockholders | $ 33,965 | $ 27,737 | $ 85,532 | $ 70,961 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated DeficitPreferred stock of private REIT | Accumulated Deficit | Accumulated Other Comprehensive Income | Total Arbor Realty Trust, Inc. Stockholders' EquityPreferred stock of private REIT | Total Arbor Realty Trust, Inc. Stockholders' Equity | Noncontrolling Interest | Preferred stock of private REIT | Total |
Balance at Dec. 31, 2017 | $ 89,508 | $ 617 | $ 707,450 | $ (101,926) | $ 176 | $ 695,825 | $ 168,731 | $ 864,556 | |||
Balance (in shares) at Dec. 31, 2017 | 24,942,269 | 61,723,387 | |||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||
Issuance of common stock | $ 65 | 55,843 | 55,908 | 55,908 | |||||||
Issuance of common stock (in shares) | 6,452,700 | ||||||||||
Issuance of common stock from debt exchange | $ 68 | 74,322 | 74,390 | 74,390 | |||||||
Issuance of common stock from debt exchange (in shares) | 6,820,196 | ||||||||||
Extinguishment of convertible senior unsecured notes | (66,518) | (66,518) | (66,518) | ||||||||
Issuance of convertible senior unsecured notes, net | 9,436 | 9,436 | 9,436 | ||||||||
Stock-based compensation | $ 7 | 4,831 | 4,838 | 4,838 | |||||||
Stock-based compensation (in shares) | 691,015 | ||||||||||
Forfeiture of unvested restricted stock (in shares) | (2,334) | ||||||||||
Distributions - common stock | (47,648) | (47,648) | (47,648) | ||||||||
Distributions - preferred stock | (5,665) | (5,665) | (5,665) | ||||||||
Distributions - preferred stock of private REIT | $ (11) | $ (11) | $ (11) | ||||||||
Distributions - noncontrolling interest | (15,074) | (15,074) | |||||||||
Redemption of operating partnership units | (6,845) | (6,845) | |||||||||
Net income | 76,758 | 76,758 | 22,347 | 99,105 | |||||||
Reclassification of net unrealized gains on available-for-sale securities into accumulated deficit | 176 | $ (176) | (176) | ||||||||
Balance at Sep. 30, 2018 | $ 89,508 | $ 757 | 785,364 | (78,316) | 797,313 | 169,159 | 966,472 | ||||
Balance (in shares) at Sep. 30, 2018 | 24,942,269 | 75,684,964 | |||||||||
Balance at Jun. 30, 2018 | $ 89,508 | $ 686 | 766,933 | (87,128) | 769,999 | 173,513 | 943,512 | ||||
Balance (in shares) at Jun. 30, 2018 | 24,942,269 | 68,570,617 | |||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||
Issuance of common stock from debt exchange | $ 68 | 74,322 | 74,390 | 74,390 | |||||||
Issuance of common stock from debt exchange (in shares) | 6,820,196 | ||||||||||
Extinguishment of convertible senior unsecured notes | (66,518) | (66,518) | (66,518) | ||||||||
Issuance of convertible senior unsecured notes, net | 9,436 | 9,436 | 9,436 | ||||||||
Stock-based compensation | $ 3 | 1,191 | 1,194 | 1,194 | |||||||
Stock-based compensation (in shares) | 294,985 | ||||||||||
Forfeiture of unvested restricted stock (in shares) | (834) | ||||||||||
Distributions - common stock | (18,921) | (18,921) | (18,921) | ||||||||
Distributions - preferred stock | (1,888) | (1,888) | (1,888) | ||||||||
Distributions - preferred stock of private REIT | (4) | (4) | (4) | ||||||||
Distributions - noncontrolling interest | (5,308) | (5,308) | |||||||||
Redemption of operating partnership units | (6,845) | (6,845) | |||||||||
Net income | 29,625 | 29,625 | 7,799 | 37,424 | |||||||
Balance at Sep. 30, 2018 | $ 89,508 | $ 757 | 785,364 | (78,316) | 797,313 | 169,159 | 966,472 | ||||
Balance (in shares) at Sep. 30, 2018 | 24,942,269 | 75,684,964 | |||||||||
Balance at Dec. 31, 2018 | $ 89,502 | $ 840 | 879,029 | (74,133) | 895,238 | 170,328 | 1,065,566 | ||||
Balance (in shares) at Dec. 31, 2018 | 24,365,084 | 83,987,707 | |||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||
Issuance of common stock | $ 93 | 117,786 | 117,879 | 117,879 | |||||||
Issuance of common stock (in shares) | 9,387,000 | ||||||||||
Repurchase of common stock | $ (9) | (11,565) | (11,574) | (11,574) | |||||||
Repurchase of common stock (in shares) | (920,000) | ||||||||||
Issuance of common stock upon vesting of restricted stock units | $ 2 | (2,904) | (2,902) | (2,902) | |||||||
Issuance of common stock upon vesting of restricted stock units (in shares) | 203,492 | ||||||||||
Net settlement on vesting of restricted stock | (731) | (731) | (731) | ||||||||
Net settlement on vesting of restricted stock (in shares) | (58,070) | ||||||||||
Issuance of common stock from convertible debt | $ 2 | 2,505 | 2,507 | 2,507 | |||||||
Issuance of common stock from convertible debt (in shares) | 214,029 | ||||||||||
Extinguishment of convertible senior unsecured notes | (1,337) | (1,337) | (1,337) | ||||||||
Stock-based compensation | $ 8 | 7,566 | 7,574 | 7,574 | |||||||
Stock-based compensation (in shares) | 818,443 | ||||||||||
Forfeiture of unvested restricted stock (in shares) | (18,120) | ||||||||||
Issuance of common stock from special dividend | $ 9 | 10,070 | 10,079 | 10,079 | |||||||
Issuance of common stock from special dividend (in shares) | 901,432 | ||||||||||
Issuance of operating partnership units and special voting preferred stock from special dividend | $ 2 | 2 | 2,476 | 2,478 | |||||||
Issuance of operating partnership units and special voting preferred stock from special dividend (in shares) | 221,666 | ||||||||||
Distributions - common stock | (77,178) | (77,178) | (77,178) | ||||||||
Distributions - preferred stock | (5,665) | (5,665) | (5,665) | ||||||||
Distributions - preferred stock of private REIT | (11) | (11) | (11) | ||||||||
Distributions - noncontrolling interest | (17,242) | (17,242) | |||||||||
Redemption of operating partnership units | $ (3) | $ 3 | 2,936 | 2,936 | (4,609) | (1,673) | |||||
Redemption of operating partnership units (in shares) | (391,156) | 258,677 | |||||||||
Net income | 91,197 | 91,197 | 19,429 | 110,626 | |||||||
Balance at Sep. 30, 2019 | $ 89,501 | $ 948 | 1,003,355 | (65,790) | 1,028,014 | 170,382 | 1,198,396 | ||||
Balance (in shares) at Sep. 30, 2019 | 24,195,594 | 94,774,590 | |||||||||
Balance at Jun. 30, 2019 | $ 89,501 | $ 942 | 998,897 | (72,321) | 1,017,019 | 168,959 | 1,185,978 | ||||
Balance (in shares) at Jun. 30, 2019 | 24,195,594 | 94,225,567 | |||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||
Issuance of common stock | $ 2 | 2,292 | 2,294 | 2,294 | |||||||
Issuance of common stock (in shares) | 187,000 | ||||||||||
Net settlement on vesting of restricted stock | (146) | (146) | (146) | ||||||||
Net settlement on vesting of restricted stock (in shares) | (12,117) | ||||||||||
Issuance of common stock from convertible debt (in shares) | 3,563 | ||||||||||
Stock-based compensation | $ 4 | 2,312 | 2,316 | 2,316 | |||||||
Stock-based compensation (in shares) | 370,577 | ||||||||||
Distributions - common stock | (27,431) | (27,431) | (27,431) | ||||||||
Distributions - preferred stock | (1,888) | (1,888) | (1,888) | ||||||||
Distributions - preferred stock of private REIT | $ (3) | $ (3) | $ (3) | ||||||||
Distributions - noncontrolling interest | (5,940) | (5,940) | |||||||||
Net income | 35,853 | 35,853 | 7,363 | 43,216 | |||||||
Balance at Sep. 30, 2019 | $ 89,501 | $ 948 | $ 1,003,355 | $ (65,790) | $ 1,028,014 | $ 170,382 | $ 1,198,396 | ||||
Balance (in shares) at Sep. 30, 2019 | 24,195,594 | 94,774,590 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating activities: | ||
Net income | $ 110,626 | $ 99,105 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 5,663 | 5,539 |
Stock-based compensation | 7,574 | 4,838 |
Amortization and accretion of interest and fees, net | 3,113 | 8,758 |
Amortization of capitalized mortgage servicing rights | 36,731 | 35,639 |
Originations of loans held-for-sale | (3,358,750) | (3,455,237) |
Proceeds from sales of loans held-for-sale, net of gain on sale | 3,301,918 | 3,254,490 |
Payoffs and paydowns of loans held-for-sale | 75 | 30 |
Mortgage servicing rights | (62,852) | (62,787) |
Write-off of capitalized mortgage servicing rights from payoffs | 15,827 | 17,228 |
Impairment loss on real estate owned | 1,000 | 2,000 |
Provision for loan losses (net of recoveries) | (967) | |
Provision for loss sharing (net of recoveries) | 1,557 | 2,840 |
(Charge-offs) recoveries for loss-sharing obligations, net | (330) | 54 |
Deferred tax benefit | (1,026) | (14,454) |
Income from equity affiliates | (9,133) | (1,104) |
Loss on extinguishment of debt | 128 | 4,960 |
Changes in operating assets and liabilities | 5,030 | (96,468) |
Net cash provided by (used in) operating activities | 57,151 | (195,536) |
Investing Activities: | ||
Loans and investments funded and originated, net | (1,895,092) | (1,163,908) |
Payoffs and paydowns of loans and investments | 1,243,791 | 688,032 |
Deferred fees | 16,806 | 8,556 |
Investments in real estate, net | (207) | (309) |
Contributions to equity affiliates | (9,140) | (2,480) |
Distributions from equity affiliates | 3,110 | |
Purchases of securities held-to-maturity, net | (20,000) | (21,637) |
Payoffs and paydowns of securities held-to-maturity | 4,590 | 1,223 |
Proceeds from insurance settlements, net | 493 | |
Due to borrowers and reserves | (23,276) | (63,296) |
Net cash used in investing activities | (682,528) | (550,216) |
Financing activities: | ||
Proceeds from repurchase agreements and credit facilities | 6,866,169 | 6,376,333 |
Payoffs and paydowns of repurchase agreements and credit facilities | (6,616,055) | (5,734,858) |
Payoffs and paydowns of collateralized loan obligations | (250,250) | (267,750) |
Settlements of convertible senior unsecured notes | (3,149) | |
Exchange of convertible senior unsecured notes | (219,922) | |
Payoffs of senior unsecured notes | (97,860) | |
Payoff of related party financing | (50,000) | |
Proceeds from issuance of collateralized loan obligations | 533,000 | 441,000 |
Proceeds from issuance of senior unsecured notes | 90,000 | 125,000 |
Proceeds from issuance of convertible senior unsecured notes | 264,500 | |
Redemption of operating partnership units | (1,673) | (6,845) |
Payments of withholding taxes on net settlement of vested stock | (3,634) | |
Proceeds from issuance of common stock | 117,879 | 55,908 |
Distribution for the repurchase of common stock | (11,574) | |
Distributions paid on common stock | (77,178) | (47,648) |
Distributions paid on noncontrolling interest | (17,242) | (15,074) |
Distributions paid on preferred stock | (5,665) | (5,665) |
Distributions paid on preferred stock of private REIT | (11) | (11) |
Payment of deferred financing costs | (10,578) | (19,794) |
Net cash provided by financing activities | 610,039 | 797,314 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (15,338) | 51,562 |
Cash, cash equivalents and restricted cash at beginning of period | 340,669 | 243,772 |
Cash, cash equivalents and restricted cash at end of period | 325,331 | 295,334 |
Reconciliation of cash, cash equivalents and restricted cash: | ||
Cash and cash equivalents at beginning of period | 160,063 | 104,374 |
Restricted cash at beginning of period | 180,606 | 139,398 |
Cash, cash equivalents and restricted cash at beginning of period | 340,669 | 243,772 |
Cash and cash equivalents at end of period | 135,285 | 92,598 |
Restricted cash at end of period | 190,046 | 202,736 |
Cash, cash equivalents and restricted cash at end of period | 325,331 | 295,334 |
Supplemental cash flow information: | ||
Cash used to pay interest | 121,972 | 82,140 |
Cash used to pay taxes | 15,686 | 16,551 |
Supplemental schedule of non-cash investing and financing activities: | ||
Special dividend - common stock issued | 10,079 | |
Redemption of operating partnership units for common stock | 2,939 | |
Issuance of common stock from convertible debt | 2,507 | |
Special dividend - special voting preferred stock and operating partnership units issued | 2,478 | |
Settlements of convertible senior unsecured notes | 1,337 | |
Fair value of conversion feature of convertible senior unsecured notes | 1,175 | 9,750 |
Issuance of common stock from debt exchange | 74,322 | |
Extinguishment of convertible senior unsecured notes | (66,518) | |
8.25% Series A preferred stock | ||
Supplemental schedule of non-cash investing and financing activities: | ||
Distributions accrued on preferred stock | 267 | 267 |
7.75% Series B preferred stock | ||
Supplemental schedule of non-cash investing and financing activities: | ||
Distributions accrued on preferred stock | 203 | 203 |
8.50% Series C preferred stock | ||
Supplemental schedule of non-cash investing and financing activities: | ||
Distributions accrued on preferred stock | $ 159 | $ 159 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
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 | 9 Months Ended |
Sep. 30, 2019 | |
Description of Business | |
Description of Business | Note 1 — Description of Business Arbor Realty Trust, Inc. (“we,” “us,” or “our”) is a Maryland corporation formed in 2003. We operate through two business segments: our Structured Loan Origination and Investment Business ("Structured Business”) and our Agency Loan Origination and Servicing Business ("Agency Business”). Through our Structured Business, we invest in a diversified portfolio of structured finance assets in the multifamily , single-family rental and commercial real estate markets, primarily consisting of bridge and mezzanine loans, including junior participating interests in first mortgages, preferred and direct equity. We may also directly acquire real property and invest in real estate-related notes and certain mortgage-related securities. Through our Agency Business, we originate, sell and service a range of multifamily finance products through the Federal National Mortgage Association ("Fannie Mae") and the Federal Home Loan Mortgage Corporation ("Freddie Mac," and together with Fannie Mae, the government-sponsored enterprises, or the "GSEs"), the Government National Mortgage Association ("Ginnie Mae"), Federal Housing Authority ("FHA") and the U.S. Department of Housing and Urban Development (together with Ginnie Mae and FHA, "HUD”). 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 Delegated Underwriting and Servicing ("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 small balance loan ("SBL") lender, seller/servicer, nationally and a HUD MAP and LEAN senior housing/healthcare lender nationally. Through our Agency Business, we also originate and sell finance products through conduit/commercial mortgage-backed securities ("CMBS") programs and in the third quarter of 2019, we began to originate and service long-term permanent financing loans underwritten using the guidelines of our existing agency loans sold to the GSEs, which we refer to as "Private Label" loans. We intend to pool and securitize the Private Label loans and sell the securities in securitizations to third-parties. Substantially all of our operations are conducted through our operating partnership, Arbor Realty Limited Partnership (“ARLP”), for which we serve as the general partner, and ARLP’s subsidiaries. We are organized to qualify as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. Certain of our assets that produce non-qualifying income, primarily within the Agency Business, are operated through taxable REIT subsidiaries (“TRS”), which is part of our TRS consolidated group (the “TRS Consolidated Group”) and is subject to U.S. federal, state and local income taxes. See Note 17 for details. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
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 These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), for interim financial statements and the instructions to Form 10-Q. Accordingly, certain information and footnote disclosures normally included in the consolidated financial statements prepared under GAAP have been condensed or omitted. In our opinion, 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. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These financial statements should be read in conjunction with our financial statements and notes thereto included in our 2018 Annual Report. Principles of Consolidation These 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. Our VIEs are described in Note 15. All significant intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that could materially affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Significant Accounting Policies See Item 8 — Financial Statements and Supplementary Data in our 2018 Annual Report for a description of our significant accounting policies. Upon the adoption of Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) in the first quarter of 2019, we adopted the following significant accounting policy: Leases. We determine if an arrangement is a lease at inception. Our right to use an underlying asset for the lease term is recorded as operating lease right-of-use (“ROU”) assets and our obligation to make lease payments arising from the lease are recorded as lease liabilities. The operating lease ROU assets and lease liabilities are included in other assets and other liabilities, respectively, in our consolidated balance sheets. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Our leases do not provide an implicit rate; therefore, we use our incremental borrowing rate in determining the present value of lease payments. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. At the adoption date, we made an accounting policy election to exclude leases with an initial term of twelve months or less. Recently Adopted Accounting Pronouncements Description Adoption Date Effect on Financial Statements ASU 2016-02, Leases (Topic 842) requires lessees to record most leases on their balance sheet through operating and finance lease liabilities and corresponding ROU assets, as well as adding additional footnote disclosures of key information about those arrangements. ASU 2018-11, Leases (Topic 842) -Targeted Improvements provides transition relief on comparative period reporting through a cumulative-effect adjustment at the beginning of the period of adoption ("Effective Date Method"). First quarter of 2019 We adopted this guidance using the Effective Date Method and elected the group of optional practical expedients, therefore, comparative reporting periods have not been adjusted and are reported under the previous accounting guidance. Upon adoption, we recorded an operating lease ROU asset and corresponding lease liability of $20.1 million, which are included as other assets and other liabilities in our consolidated balance sheets.We also added the required footnote disclosures in Note 14. ASU 2018-07, Compensation—Stock Compensation expands the scope of ASC Topic 718, Compensation—Stock Compensation, to include share-based payment transactions for acquiring goods and services from nonemployees. First quarter of 2019 The adoption of this guidance did not have a material impact on our consolidated financial statements. ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities better aligns risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. Among other amendments, the update allows entities to designate the variability in cash flows attributable to changes in a contractually specified component stated in the contract as the hedged risk in a cash flow hedge of a forecasted purchase or sale of a nonfinancial asset. First quarter of 2019 The adoption of this guidance did not have a material impact on our consolidated financial statements. We will apply this guidance to future hedging activities. Recently Issued Accounting Pronouncements Description Effective Date Effect on Financial Statements In June 2016, the Financial Accounting Standards Board ("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 continue to evaluate the impact the adoption of this guidance will have on our consolidated financial statements and disclosures. As part of our evaluation process, we have established a task force that includes individuals from various functional areas and are in the process of updating our accounting policies, procedures and gathering data. Although our evaluation is not finalized, we expect the adoption of this guidance will result in an increased amount of provision for potential credit loss related to our Structured Business loan and investment portfolio, held-to-maturity debt securities and loss-sharing obligations related to the Fannie Mae DUS program. |
Loans and Investments
Loans and Investments | 9 Months Ended |
Sep. 30, 2019 | |
Loans and Investments | |
Loans and Investments | Note 3 — Loans and Investments Our Structured Business loan and investment portfolio consists of ($ in thousands): Wtd. Avg. Remaining Wtd. Avg. Wtd. Avg. Percent of Loan Wtd. Avg. Months to First Dollar Last Dollar September 30, 2019 Total Count Pay Rate (1) Maturity LTV Ratio (2) LTV Ratio (3) Bridge loans (4) $ 3,539,462 89 % 185 6.08 % 17.3 0 % 74 % Mezzanine loans 217,698 6 % 22 10.36 % 28.8 24 % 74 % Preferred equity investments 167,780 4 % 9 7.27 % 74.5 69 % 90 % Other (4) 36,769 1 % 11 2.08 % 64.4 0 % 70 % 3,961,709 100 % 227 6.33 % 20.8 4 % 75 % Allowance for loan losses (71,069) Unearned revenue (16,571) Loans and investments, net $ 3,874,069 December 31, 2018 Bridge loans $ 2,992,814 91 % 167 6.84 % 18.5 0 % 74 % Mezzanine loans 108,867 3 % 13 10.57 % 22.1 28 % 72 % Preferred equity investments 181,661 6 % 10 7.97 % 78.0 66 % 89 % 3,283,342 100 % 190 7.02 % 22.0 5 % 75 % Allowance for loan losses (71,069) Unearned revenue (12,128) Loans and investments, net $ 3,200,145 (1) “Weighted Average Pay Rate” is a weighted average, based on the unpaid principal balance (“UPB”) of each loan in our portfolio, of the interest rate that is 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 Loan-to-Value (“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. (4) Included within bridge loans are three single-family rental loans with an aggregate UPB of $65.5 million, of which $25.6 million was funded, and included within other are three single-family rental permanent loans with an aggregate UPB of $14.6 million. Concentration of Credit Risk We are subject to concentration risk in that, at September 30, 2019, the UPB related to 21 loans with five different borrowers represented 17% of total assets. At December 31, 2018, the UPB related to 45 loans with five different borrowers represented 22% of total assets. During both the nine months ended September 30, 2019 and the year ended December 31, 2018, no single loan or investment represented more than 10% of our total assets and no single investor group generated over 10% of our revenue. See Note 18 for details on our concentration of related party loans and investments. We assign a credit risk rating of pass, pass/watch, special mention, substandard or doubtful to each loan and investment, with a pass rating being the lowest risk and a doubtful rating being the highest risk. 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, and 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. All portfolio assets are subject to, at a minimum, a thorough quarterly financial evaluation in which historical operating performance and forward-looking projections are reviewed, however, we maintain a higher level of scrutiny and focus on loans that we consider “high risk” and that possess deteriorating credit quality. Generally speaking, given our typical loan profile, risk ratings of pass, pass/watch and special mention suggest 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 substandard indicates we anticipate the loan may require a modification of some kind. A risk rating of doubtful indicates we expect the loan to underperform over its term, and there could be loss of interest and/or principal. Further, while the above are the primary guidelines used in determining a certain risk rating, subjective items such as borrower strength, market strength or asset quality 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 September 30, 2019 and December 31, 2018, we identified eight loans and investments that we consider higher-risk loans that had a carrying value, before loan loss reserves, of $128.2 million and $128.7 million, respectively, and a weighted average last dollar LTV ratio of 99% for both periods. A summary of the loan portfolio’s weighted average internal risk ratings and LTV ratios by asset class is as follows ($ in thousands): September 30, 2019 Wtd. Avg. Wtd. Avg. Wtd. Avg. Percentage Internal Risk First Dollar Last Dollar Asset Class UPB of Portfolio Rating LTV Ratio LTV Ratio Multifamily $ 3,032,379 77 % pass/watch 5 % 76 % Self Storage 233,757 6 % special mention 3 % 72 % Land 227,488 6 % special mention 0 % 86 % Healthcare 152,625 4 % pass/watch 0 % 75 % Office 132,022 3 % special mention 3 % 66 % Hotel 92,300 2 % pass/watch 0 % 62 % Retail 49,284 1 % pass/watch 6 % 62 % Single-Family Rental 40,154 1 % pass/watch 0 % 66 % Other 1,700 <1 % doubtful 63 % 63 % Total $ 3,961,709 100 % pass/watch 4 % 75 % December 31, 2018 Wtd. Avg. Wtd. Avg. Wtd. Avg. Percentage Internal Risk First Dollar Last Dollar Asset Class UPB of Portfolio Rating LTV Ratio LTV Ratio Multifamily $ 2,427,920 % pass/watch 5 % 75 % Self Storage 301,830 % pass/watch 0 % 72 % Land 151,628 % substandard 0 % 90 % Healthcare 122,775 % pass/watch 0 % 77 % Office 132,047 % special mention 3 % 68 % Hotel 100,075 % pass/watch 13 % 66 % Retail 45,367 % pass/watch 6 % 65 % Other 1,700 <1 % doubtful 63 % 63 % Total $ 3,283,342 % pass/watch 5 % 75 % Geographic Concentration Risk As of September 30, 2019, 21% and 14% of the outstanding balance of our loan and investment portfolio had underlying properties in New York and Texas, respectively. As of December 31, 2018, 23% and 18% of the outstanding balance of our loan and investment portfolio had underlying properties in New York and Texas, respectively. No other states represented 10% or more of the total loan and investment portfolio. Impaired Loans and Allowance for Loan Losses A summary of the changes in the allowance for loan losses is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Allowance at beginning of period $ 71,069 $ 58,733 $ 71,069 $ 62,783 Provision for loan losses — 2,218 — 3,868 Charge-offs — — — (2,527) Recoveries of reserves — — — (3,173) Allowance at end of period $ 71,069 $ 60,951 $ 71,069 $ 60,951 During the three and nine months ended September 30, 2018, we determined that the fair value of the underlying collateral (land development project) securing six loans with a carrying value of $121.4 million was less than the net carrying value of the loans, which resulted in a provision for loan losses of $0.5 million and $2.2 million, respectively.In addition, we fully reserved a bridge loan and recorded a provision for loan loss of $1.7 million during the three and nine months ended September 30, 2018. During the nine months ended September 30, 2018, we received $31.6 million to settle a non-performing preferred equity investment in a hotel property with a UPB of $34.8 million and a net carrying value of $29.1 million, resulting in a reserve recovery of $2.5 million and a charge-off of $3.2 million. In addition, during the three and nine months ended September 30, 2018, we received payments and recorded reserve recoveries of $1.4 million and $2.3 million, respectively, related to previously written-off loans and investments. The ratio of net recoveries to the average loans and investments outstanding was 0.1% for the nine months ended September 30, 2018 and de minimis for all other periods presented. There were no loans for which the fair value of 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 September 30, 2019 and 2018. We have six loans with a carrying value totaling $120.9 million at September 30, 2019 that are collateralized by a land development project. These loans were scheduled to mature in September 2019 and were extended to March 2020. The loans do not carry a current pay rate of interest, however, five of the loans with a carrying value totaling $111.5 million entitle us to a weighted average accrual rate of interest of 8.86%. In 2008, 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. At both September 30, 2019 and December 31, 2018, we had cumulative allowances for loan losses of $61.4 million related to these loans. 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 (in thousands): September 30, 2019 Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Carrying Allowance for Average Recorded Interest Income Average Recorded Interest Income Asset Class UPB Value (1) Loan Losses Investment (2) Recognized Investment (2) Recognized Land $ 134,215 $ 127,386 $ 67,869 $ 134,215 $ 27 $ 134,215 $ 82 Office 2,241 2,241 1,500 2,246 34 2,254 101 Commercial 1,700 1,700 1,700 1,700 — 1,700 — Total $ 138,156 $ 131,327 $ 71,069 $ 138,161 $ 61 $ 138,169 $ 183 December 31, 2018 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Land $ 134,215 $ 127,869 $ 67,869 $ 133,387 $ 26 $ 132,651 $ 75 Hotel — — — — — 17,375 — Office 2,266 2,266 1,500 2,277 33 2,281 93 Commercial 1,700 1,700 1,700 1,700 — 1,700 — Total $ 138,181 $ 131,835 $ 71,069 $ 137,364 $ 59 $ 154,007 $ 168 (1) Represents the UPB of five impaired loans (less unearned revenue and other holdbacks and adjustments) by asset class at both September 30, 2019 and December 31, 2018. (2) Represents an average of the beginning and ending UPB of each asset class. At September 30, 2019, three loans with an aggregate net carrying value of $1.8 million, net of related loan loss reserves of $1.7 million, were classified as non-performing. At December 31, 2018, two loans with an aggregate net carrying value of $0.8 million, net of related loan loss reserves of $1.7 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 (in thousands): September 30, 2019 December 31, 2018 Greater Less Than 90 Greater Than Carrying Less Than 90 Than 90 Days Carrying Days Past 90 Days Past Asset Class Value Days Past Due Past Due Value Due Due Commercial $ 1,700 $ — $ 1,700 $ 1,700 $ — $ 1,700 Retail 990 — 990 — — — Office 833 — 833 832 — 832 Total $ 3,523 $ — $ 3,523 $ 2,532 $ — $ 2,532 At both September 30, 2019 and December 31, 2018, there were no loans contractually past due 90 days or more that were still accruing interest. There were no loan modifications, refinancing's and/or extensions during both the nine months ended September 30, 2019 and 2018 that were considered troubled debt restructurings. 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. At September 30, 2019 and December 31, 2018, we had total interest reserves of $40.4 million and $48.9 million, respectively, on 126 loans and 110 loans, respectively, with an aggregate UPB of $2.50 billion and $2.22 billion, respectively. |
Loans Held-for-Sale, Net
Loans Held-for-Sale, Net | 9 Months Ended |
Sep. 30, 2019 | |
Loans Held-for-Sale, Net | |
Loans Held-for-Sale, Net | Note 4 — Loans Held-for-Sale, Net Loans held-for-sale, net consists of the following (in thousands): September 30, 2019 December 31, 2018 Fannie Mae $ 383,963 $ 358,790 Freddie Mac 63,250 95,004 FHA 1,769 19,170 Private Label 80,740 — 529,722 472,964 Fair value of future MSR 10,364 10,253 Unearned discount (2,260) (1,553) Loans held-for-sale, net $ 537,826 $ 481,664 Our GSE loans held-for-sale are typically sold within 60 days of loan origination, while our Private Label loans are expected to be sold and securitized within 120 days of loan origination. During the three and nine months ended September 30, 2019, we sold $1.49 billion and $3.51 billion, respectively, of loans held-for-sale and recorded gain on sales of $20.1 million and $48.1 million , respectively. During the three and nine months ended September 30, 2018, we sold $1.19 billion and $3.27 billion, respectively, of loans held-for-sale and recorded gain on sales of $15.9 million and $48.1 million, respectively. At September 30, 2019 and December 31, 2018, 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. |
Capitalized Mortgage Servicing
Capitalized Mortgage Servicing Rights | 9 Months Ended |
Sep. 30, 2019 | |
Capitalized Mortgage Servicing Rights | |
Capitalized Mortgage Servicing Rights | Note 5 — Capitalized Mortgage Servicing Rights Our capitalized mortgage servicing rights (“MSRs”) reflect commercial real estate MSRs derived from loans sold in our Agency Business. The discount rates used to determine the present value of our MSRs throughout the periods presented for all MSRs were between 8% - 15% (representing a weighted average discount rate of 12%) based on our best estimate of market discount rates. The weighted average estimated life remaining of our MSRs was 7.8 years and 7.6 years at September 30, 2019 and December 31, 2018, respectively. A summary of our capitalized MSR activity is as follows (in thousands): Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Acquired Originated Total Acquired Originated Total Balance at beginning of period $ 79,492 $ 197,156 $ 276,648 $ 97,084 $ 176,686 $ 273,770 Additions — 25,945 25,945 — 62,477 62,477 Amortization (5,041) (7,084) (12,125) (16,502) (20,229) (36,731) Write-downs and payoffs (3,008) (3,772) (6,780) (9,139) (6,689) (15,828) Balance at end of period $ 71,443 $ 212,245 $ 283,688 $ 71,443 $ 212,245 $ 283,688 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Balance at beginning of period $ 120,017 $ 137,004 $ 257,021 $ 143,270 $ 109,338 $ 252,608 Additions — 21,368 21,368 — 59,660 59,660 Amortization (7,052) (4,786) (11,838) (22,564) (13,075) (35,639) Write-downs and payoffs (4,419) (2,731) (7,150) (12,160) (5,068) (17,228) Balance at end of period $ 108,546 $ 150,855 $ 259,401 $ 108,546 $ 150,855 $ 259,401 We collected prepayment fees totaling $5.3 million and $13.8 million during the three and nine months ended September 30, 2019, respectively, and $7.5 million and $16.2 million during the three and nine months ended September 30, 2018, respectively. Prepayment fees are included as a component of servicing revenue, net on the consolidated statements of income. As of September 30, 2019 and December 31, 2018, we had no valuation allowance recorded on any of our MSRs. The expected amortization of capitalized MSRs recorded as of September 30, 2019 is as follows (in thousands): Year Amortization 2019 (three months ending 12/31/2019) $ 12,132 2020 46,371 2021 42,044 2022 36,519 2023 31,735 2024 27,448 Thereafter 87,439 Total $ 283,688 Actual amortization may vary from these estimates. |
Mortgage Servicing
Mortgage Servicing | 9 Months Ended |
Sep. 30, 2019 | |
Mortgage Servicing | |
Mortgage Servicing | Note 6 — Mortgage Servicing Product and geographic concentrations that impact our servicing revenue are as follows ($ in thousands): September 30, 2019 Product Concentrations Geographic Concentrations UPB Percent of Percentage Product UPB Total State of Total Fannie Mae $ 14,616,816 73 % Texas 19 % Freddie Mac 4,664,750 23 % North Carolina 9 % FHA 684,316 4 % New York 9 % Total $ 19,965,882 100 % California 9 % Georgia 6 % Florida 6 % Other (1) 42 % Total 100 % December 31, 2018 Fannie Mae $ 13,562,667 73 % Texas 20 % Freddie Mac 4,394,287 24 % North Carolina 10 % FHA 644,687 3 % New York 8 % Total $ 18,601,641 100 % California 8 % Georgia 6 % Florida 6 % Other (1) 42 % Total 100 % (1) No other individual state represented 4% or more of the total. At September 30, 2019 and December 31, 2018, our weighted average servicing fee was 43.5 basis points and 45.2 basis points, respectively. At September 30, 2019 and December 31, 2018, we held total escrow balances of $958.4 million and $824.1 million, respectively, which is not reflected in our consolidated balance sheets. Of the total escrow balances, we held $553.3 million and $521.2 million at September 30, 2019 and December 31, 2018, respectively, related to loans we are servicing within our Agency Business. These escrows are maintained in separate accounts at several federally insured depository institutions, which may exceed FDIC insured limits. We earn interest income on the total escrow deposits, generally based on a market rate of interest negotiated with the financial institutions that hold the escrow deposits. Interest earned on total escrows, net of interest paid to the borrower, was $4.7 million and $12.9 million during the three and nine months ended September 30, 2019, respectively, and $3.7 million and $8.6 million during the three and nine months ended September 30, 2018, respectively, and is a component of servicing revenue, net in the consolidated statements of income. |
Securities Held-to-Maturity
Securities Held-to-Maturity | 9 Months Ended |
Sep. 30, 2019 | |
Securities Held-to-Maturity | |
Securities Held-to-Maturity | Note 7 — Securities Held-to-Maturity Agency B Piece Bonds . Freddie Mac may choose to hold, sell or securitize loans we sell to them under the Freddie Mac SBL program. As part of the securitizations under the SBL program, we have the option to purchase through a bidding process the bottom tranche bond, generally referred to as the “B Piece,” that represents the bottom 10%, or highest risk, of the securitization. As of September 30, 2019, we retained 49%, or $106.2 million initial face value, of seven B Piece bonds, which were purchased at a discount for $74.7 million, and sold the remaining 51% to a third-party at par. These securities are collateralized by a pool of multifamily mortgage loans, bear interest at an initial weighted average variable rate of 3.74% and have an estimated weighted average remaining maturity of 5.5 years. The weighted average effective interest rate was 10.58% and 10.94% at September 30, 2019 and December 31, 2018, respectively, including the accretion of discount. Approximately $16.3 million is estimated to mature within one year, $43.3 million is estimated to mature after one year through five years, $24.6 million is estimated to mature after five years through ten years and $14.7 million is estimated to mature after ten years. Structured Single -Family Rental Bonds (“SFR bonds”). During the nine months ended September 30, 2019, we purchased $20.0 million initial face value of Class A2 securitized SFR bonds at par, which are collateralized by a pool of single-family rental properties. These securities have a three-year maturity, bear interest at a weighted average fixed interest rate of 4.58% and have an estimated weighted average remaining maturity of 0.6 years. Approximately $18.1 million is estimated to mature within one year and $1.9 million is estimated to mature after one year through five years. A summary of our securities held-to-maturity is as follows (in thousands): Carrying Unrealized Estimated Period Face Value Value Gain Fair Value September 30, 2019 $ 118,925 $ 95,181 $ 2,737 $ 97,918 December 31, 2018 $ 103,515 $ 76,363 $ 2,734 $ 79,097 As of September 30, 2019, no impairment was recorded on our held-to-maturity securities. During the three and nine months ended September 30, 2019, we recorded interest income (including the amortization of discount) of $2.3 million and $6.8 million, respectively and, during the three and nine months ended September 30, 2018, we recorded interest income of $0.6 million and $1.7 million, respectively, related to these investments. |
Investments in Equity Affiliate
Investments in Equity Affiliates | 9 Months Ended |
Sep. 30, 2019 | |
Investments in Equity Affiliates | |
Investments in Equity Affiliates | Note 8 — Investments in Equity Affiliates We account for all investments in equity affiliates under the equity method. A summary of our investments in equity affiliates is as follows (in thousands): UPB of Loans to Investments in Equity Affiliates at Equity Affiliates at Equity Affiliates September 30, 2019 December 31, 2018 September 30, 2019 Arbor Residential Investor LLC $ 25,491 $ 19,260 $ — AMAC Holdings III LLC 8,887 — — Lightstone Value Plus REIT L.P 1,895 1,895 — JT Prime 425 425 — West Shore Café — — 1,688 Lexford Portfolio — — 30,470 East River Portfolio — — — Total $ 36,698 $ 21,580 $ 32,158 Arbor Residential Investor LLC (“ARI”). During the three and nine months ended September 30, 2019, we recorded income of $2.6 million and $6.1 million, respectively, and during the three and nine months ended September 30, 2018, we recorded income of $0.4 million and $1.2 million, respectively, to income (loss) from equity affiliates in our consolidated statements of income. In the first quarter of 2018, we made a $2.4 million payment for our proportionate share of a litigation settlement related to this investment, which was distributed back to us by our equity affiliate. During the nine months ended September 30, 2018, we received cash distributions totaling $0.7 million (which were classified as returns of capital) in connection with a joint venture that invests in non-qualified residential mortgages purchased from ARI’s origination platform. AMAC Holdings III LLC ("AMAC III"). In the first quarter of 2019, we committed to a $30.0 million investment (of which $9.0 million was funded as of September 30, 2019) for an 18% interest in a multifamily-focused commercial real estate investment fund that is sponsored and managed by our chief executive officer and one of his immediate family members. Lexford Portfolio. During the three and nine months ended September 30, 2019, we received distributions of $1.2 million and $3.0 million, respectively, and during the three and nine months ended September 30, 2018, we received distributions of $0.7 million and $1.9 million, respectively, from this equity investment, which was recognized as income. West Shore Café. We own a 50% noncontrolling interest in the West Shore Lake Café, a restaurant/inn lakefront property in Lake Tahoe, California. We provided a $1.7 million first mortgage loan to an affiliated entity to acquire property adjacent to the original property, which is scheduled to mature in March 2020 and bears interest at LIBOR plus 4.0%. Current accounting guidance requires investments in equity affiliates to be evaluated periodically to determine whether a decline in their value is other-than-temporary, though it is not intended to indicate a permanent decline in value. During the third quarter of 2018, we determined that this investment exhibited indicators of impairment and, as a result of an impairment analysis performed; we recorded an other-than-temporary impairment of $2.2 million for the full carrying amount of this investment, which was recorded in income (loss) from equity affiliates in the consolidated statement of income. In addition, during the third quarter of 2018, we recorded a provision for loan loss of $1.7 million, fully reserving the first mortgage loan. See Note 18 for details of certain investments described above. |
Real Estate Owned
Real Estate Owned | 9 Months Ended |
Sep. 30, 2019 | |
Real Estate Owned | |
Real Estate Owned | Note 9 — Real Estate Owned Real Estate Owned . Our real estate assets at both September 30, 2019 and December 31, 2018 were comprised of a hotel property and an office building. September 30, 2019 December 31, 2018 Hotel Office Hotel Office (in thousands) Property Building Total Property Building Total Land $ 3,294 $ 4,509 $ 7,803 $ 3,294 $ 4,509 $ 7,803 Building and intangible assets 31,272 2,010 33,282 31,066 2,010 33,076 Less: Impairment loss (14,307) (2,500) (16,807) (13,307) (2,500) (15,807) Less: Accumulated depreciation and amortization (10,182) (967) (11,149) (9,778) (848) (10,626) Real estate owned, net $ 10,077 $ 3,052 $ 13,129 $ 11,275 $ 3,171 $ 14,446 For the nine months ended September 30, 2019 and 2018, our hotel property had a weighted average occupancy rate of 58% and 54%, respectively, a weighted average daily rate of $112 and $113, respectively, and weighted average revenue per available room of $65 and $61, respectively. The operation of a hotel property is seasonal with the majority of revenues earned in the first two quarters of the calendar year. During the second quarter of 2019, based on discussions with market participants, we determined that the hotel property exhibited indicators of impairment and performed an impairment analysis. As a result of this analysis, we recorded an impairment loss of $1.0 million. Our office building was fully occupied by a single tenant until April 2017 when the lease expired. The building is currently vacant. During the second quarter of 2018, based on discussions with market participants, we determined that the office building exhibited indicators of impairment and performed an impairment analysis. As a result of this analysis, we recorded an impairment loss of $2.0 million. Our real estate owned assets had restricted cash balances due to escrow requirements totaling $0.5 million at both September 30, 2019 and December 31, 2018. |
Debt Obligations
Debt Obligations | 9 Months Ended |
Sep. 30, 2019 | |
Debt Obligations | |
Debt Obligations | Note 10 — Debt Obligations Credit Facilities and Repurchase Agreements Borrowings under our credit facilities and repurchase agreements are as follows ($ in thousands): September 30, 2019 December 31, 2018 Debt Collateral Debt Collateral Current Extended Carrying Carrying Wtd. Avg. Carrying Carrying Wtd. Avg. Maturity Maturity Note Rate Value (1) Value Note Rate Value (1) Value Note Rate Structured Business $550 million repurchase facility Mar. 2020 Mar. 2021 L+ 1.75 % to 3.50 % $ 249,334 $ 377,445 4.31 % $ 334,696 $ 467,680 4.75 % $300 million repurchase facility June 2020 Mar. 2023 L+ 1.95 % — 240,173 324,627 4.02 % — — — $200 million repurchase facility Aug. 2020 N/A L+ 2.40 % 12,917 14,596 4.48 % — — — $100 million repurchase facility June 2020 N/A L+ 1.75 % to 1.95 % 12,680 17,416 3.82 % 70,837 98,597 4.31 % $75 million credit facility May 2020 May 2023 L+ 1.75 % to 2.50 % 47,838 73,764 3.82 % 10,237 16,889 4.31 % $75 million credit facility June 2020 N/A L+ 1.75 % — — — — — — $50 million credit facility April 2020 April 2022 L+ 2.00 % — — — 14,159 17,700 4.57 % $50 million credit facility Sept. 2020 Sept. 2021 L+ 2.50 % to 3.25 % 5,261 6,600 4.58 % — — — $40.5 million credit facility May 2022 N/A L+ 2.20 % 40,391 54,000 4.27 % — — — $35.9 million credit facility May 2020 Nov. 2020 L+ 2.30 % 30,772 51,300 4.38 % 30,512 44,100 4.87 % $25.5 million credit facility July 2020 N/A L+ 2.50 % 23,923 34,000 4.58 % 18,552 34,000 5.07 % $25 million credit facility June 2022 June 2023 L+ 2.25 % 14,506 22,172 4.32 % — — — $25 million working capital facility Aug. 2020 N/A L+ 2.25 % — — — — — — $23.2 million credit facility Feb. 2020 Feb. 2021 L+ 2.30 % 23,113 30,900 4.38 % 23,175 30,900 4.87 % $20 million credit facility Mar. 2020 Mar. 2021 L+ 2.50 % 17,974 41,650 4.58 % 19,912 41,650 5.07 % $17.4 million credit facility June 2020 June 2021 L+ 2.40 % 14,196 21,700 4.48 % 12,462 15,844 4.97 % $11.9 million credit facility April 2022 N/A L+ 2.10 % 11,826 15,190 4.17 % — — — $8 million credit facility Aug. 2021 N/A L+ 2.50 % — — — 7,946 10,000 5.07 % $3.3 million master security agreement Oct. 2020 N/A 2.96 % to 3.42 % 655 — 3.18 % 1,168 — 3.19 % $2.2 million master security agreement Mar. 2021 N/A 4.60 % — 1,138 — 4.66 % 1,678 — 4.66 % Repurchase facilities - securities (2) N/A N/A L+ 1.25 % to 2.50 % 177,820 — 4.20 % 118,112 — 5.07 % Structured Business total 924,517 1,085,360 4.20 % 663,446 777,360 4.78 % Agency Business $750 million ASAP agreement (3) N/A N/A L+ 1.05 % 228,727 228,727 3.07 % 104,619 104,619 3.55 % $500 million repurchase facility (4) Oct. 2019 N/A L+ 1.275 % 45,079 45,082 3.36 % 130,906 130,917 3.78 % $250 million credit facility (5) June 2020 N/A L+ 1.15 % 43,368 43,368 3.17 % 26,651 26,651 3.75 % $150 million credit facility Jan. 2020 N/A L+ 1.15 % 102,822 102,888 3.17 % 113,666 113,685 3.80 % $150 million credit facility July 2020 N/A L+ 1.15 % 41,251 41,364 3.17 % 96,339 96,419 3.80 % Agency Business total 461,247 461,429 3.14 % 472,181 472,291 3.74 % Consolidated total $ 1,385,764 $ 1,546,789 3.85 % $ 1,135,627 $ 1,249,651 4.35 % (1) The debt carrying value for the Structured Business at September 30, 2019 and December 31, 2018 was net of unamortized deferred finance costs of $2.3 million and $2.4 million, respectively. The debt carrying value for the Agency Business at September 30, 2019 and December 31, 2018 was net of unamortized deferred finance costs of $0.2 million and $0.1 million, respectively. (2) As of September 30, 2019 and December 31, 2018, these facilities were collateralized by CLO bonds retained by us with a principal balance of $183.3 million and $114.2 million, respectively, B Piece bonds with a carrying value of $75.2 million and $76.4 million, respectively, and SFR bonds with a carrying value of $20.0 million at September 30, 2019. (3) The note rate under this agreement is subject to a LIBOR Floor of 35 basis points. (4) This facility included an accordion feature to increase the committed amount to $750.0 million, which was available through the October 2019 maturity date. This facility was amended in October 2019 to extend the maturity to October 2020, reduce the interest rate to 115 basis points over LIBOR and remove the accordion feature. (5) In August 2019, the committed amount under the facility was temporarily increased $150.0 million to $250.0 million, which expires in January 2020. Structured Business At September 30, 2019 and December 31, 2018, the weighted average interest rate for the credit facilities and repurchase agreements of our Structured Business, including certain fees and costs, such as structuring, commitment, non-use and warehousing fees, was 4.61% and 5.07%, respectively. The leverage on our loan and investment portfolio financed through our credit facilities and repurchase agreements, excluding the securities repurchase facilities, working capital facility and the master security agreements used to finance leasehold and capital expenditure improvements at our corporate office, was 69% and 70% at September 30, 2019 and December 31, 2018, respectively. During the nine months ended September 30, 2019, we amended a $300.0 million repurchase agreement on two separate occasions, permanently increasing the committed amount to $500.0 million. In addition, the amendment provided for a temporary over advance of $50.0 million, which expired in October 2019. In March 2019, we entered into a $150.0 million repurchase agreement used to finance loans that bears interest at a rate of 195 basis points over LIBOR and was scheduled to mature in March 2020. In June 2019, we amended this facility increasing the committed amount to $300.0 million and extending the maturity date to June 2020, with quarterly extension options having an extended maturity date no later than March 2023. In April 2019, we entered into an $11.9 million credit facility used to finance a multifamily bridge loan. The facility bears interest at a rate of 210 basis points over LIBOR and matures in April 2022. In May 2019, we entered into an uncommitted repurchase facility that is used to finance securities retained in connection with our CLO issuances and our purchases of the B Piece bonds from SBL program securitizations and SFR bonds. The facility bears interest at rates ranging from 175 basis points to 200 basis points over LIBOR and has no stated maturity date. In June 2019, we entered into a $40.5 million credit facility used to finance a multifamily bridge loan. The facility bears interest at a rate of 220 basis points over LIBOR and matures in May 2022. In June 2019, we entered into a $25.0 million credit facility used to purchase loans. The facility bears interest at a rate of 225 basis points over LIBOR and matures in June 2022, with a one-year extension option. In August 2019, we entered into a $200.0 million repurchase facility used to finance single-family rental properties that bears interest at a rate of 240 basis points over LIBOR and matures in August 2020, with six-month extension options in perpetuity. In September 2019, we entered into an uncommitted repurchase facility that will be used to finance securities retained in connection with our CLO issuances and our purchases of the B Piece bonds from SBL program securitizations and SFR bonds. The facility bears interest at rates ranging from 120 basis points to 150 basis points over LIBOR and has no stated maturity date. Agency Business During the nine months ended September 30, 2019, we amended two of our credit facilities by reducing the interest rate on each facility by 10 basis points and we amended another facility by reducing the interest rate by 15 basis points. Collateralized Loan Obligations (“CLOs”) We account for CLO transactions on our consolidated balance sheet as financing facilities. Our CLOs are VIEs for which we are the primary beneficiary and are consolidated in our financial statements. The investment grade tranches are treated as secured financings, and are non-recourse to us. Borrowings and the corresponding collateral under our CLOs are as follows ($ in thousands): Collateral (3) Debt Loans Cash Carrying Wtd. Avg. Carrying Restricted September 30, 2019 Face Value Value (1) Rate (2) UPB Value Cash (4) CLO XI $ 533,000 $ 528,404 3.51 % $ 637,336 $ 634,052 $ — CLO X 441,000 437,129 3.51 % 519,893 518,256 32,041 CLO IX 356,400 353,149 3.43 % 411,415 410,554 44,127 CLO VIII 282,874 280,785 3.38 % 346,806 345,774 13,734 CLO VII 279,000 277,433 4.07 % 337,264 335,693 10,061 Total CLOs $ 1,892,274 $ 1,876,900 3.56 % $ 2,252,714 $ 2,244,329 $ 99,963 December 31, 2018 CLO X $ 441,000 $ 436,384 4.01 % $ 539,007 $ 536,869 $ 20,993 CLO IX 356,400 352,244 3.92 % 440,906 439,691 20,094 CLO VIII 282,874 279,857 3.87 % 354,713 353,574 10,287 CLO VII 279,000 276,527 4.56 % 325,057 324,195 30,725 CLO VI 250,250 248,536 5.05 % 279,348 278,364 41,404 Total CLOs $ 1,609,524 $ 1,593,548 4.22 % $ 1,939,031 $ 1,932,693 $ 123,503 (1) Debt carrying value is net of $15.4 million and $16.0 million of deferred financing fees at September 30, 2019 and December 31, 2018, respectively. (2) At September 30, 2019 and December 31, 2018, the aggregate weighted average note rate for our CLOs, including certain fees and costs, was 3.97% and 4.73%, respectively. (3) As of September 30, 2019 and December 31, 2018, there was no collateral at risk of default or deemed to be a “credit risk” as defined by the CLO indenture. (4) 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 totaling $63.8 million. CLO XI — In June 2019, we completed a collateralized securitization vehicle (“CLO XI”), issuing eight tranches of CLO notes through two newly-formed wholly-owned subsidiaries totaling $602.1 million. Of the total CLO notes issued, $533.0 million were investment grade notes issued to third party investors and $69.1 million were below investment grade notes retained by us. As of the CLO closing date, the notes were secured by a portfolio of loan obligations with a face value of $520.4 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 $129.6 million for the purpose of acquiring additional loan obligations for a period of up to 120 days from the CLO closing date, which we subsequently utilized, resulting in the issuer owning loan obligations with a face value of $650.0 million, representing leverage of 82%. We retained a residual interest in the portfolio with a notional amount of $117.0 million, including the $69.1 million below investment grade notes. The notes had an initial weighted average interest rate of 1.44% plus one-month LIBOR and interest payments on the notes are payable monthly. CLO VI — In June 2019, we completed the unwind of CLO VI, redeeming $250.3 million of outstanding notes, which were repaid primarily from the refinancing of the remaining assets primarily within CLO XI, as well as with cash held by CLO VI, and expensed $1.2 million of deferred financing fees into interest expense on the consolidated statements of income. Luxembourg Debt Fund In 2017, we formed a $100.0 million Luxembourg commercial real estate debt fund ("Debt Fund") and issued $70.0 million of floating rate notes to third-party investors which bear an interest rate of 4.15% over LIBOR. The notes mature in 2025 and we retained a $30.0 million equity interest in the Debt Fund. The Debt Fund is a VIE for which we are the primary beneficiary and is consolidated in our financial statements. The Debt Fund is secured by a portfolio of loan obligations and cash with a face value of $100.0 million, which includes first mortgage bridge loans, senior and subordinate participation interests in first mortgage bridge loans and participation interests in mezzanine loans. The Debt Fund allows, for a period of three years, principal proceeds from portfolio assets to be reinvested in qualifying replacement assets, subject to certain conditions. Borrowings and the corresponding collateral under our Debt Fund are as follows ($ in thousands): Collateral (3) Debt Loans Cash Face Carrying Wtd. Avg. Carrying Restricted Period Value Value (1) Rate (2) UPB Value Cash (4) September 30, 2019 $ 70,000 $ 68,528 6.25 % $ 76,887 $ 76,625 $ 23,113 December 31, 2018 $ 70,000 $ 68,183 6.75 % $ 69,186 $ 68,924 $ 30,814 (1) Debt carrying value is net of $1.5 million and $1.8 million of deferred financing fees at September 30, 2019 and December 31, 2018, respectively. (2) At September 30, 2019 and December 31, 2018, the aggregate weighted average note rate, including certain fees and costs, was 7.32% and 7.49%, respectively. (3) At both September 30, 2019 and December 31, 2018, there was no collateral at risk of default or deemed to be a “credit risk.” (4) Represents restricted cash held for reinvestment. Excludes restricted cash related to interest payments, delayed fundings and expenses. Senior Unsecured Notes In March 2019, we issued $90.0 million aggregate principal amount of 5.75% senior unsecured notes due in April 2024 (the "5.75% Notes") in a private placement. We received proceeds of $88.2 million from the issuances, after deducting the underwriting discount and other offering expenses. We used the net proceeds to make investments and for general corporate purposes. The 5.75% Notes are unsecured and can be redeemed by us at any time prior to April 1, 2024, at a redemption price equal to 100% of the aggregate principal amount, plus a "make-whole" premium and accrued and unpaid interest. We have the right to redeem the 5.75% Notes on or after April 1, 2024, at a redemption price equal to 100% of the aggregate principal amount, plus accrued and unpaid interest. The interest is paid semiannually in April and October starting in October 2019. At September 30, 2019, the debt carrying value of the 5.75% Notes was $88.3 million, which was net of $1.7 million of deferred financing fees. At September 30, 2019, the weighted average note rate was 6.11%, including certain fees and costs. In March 2018, we issued $100.0 million aggregate principal amount of 5.625% senior unsecured notes due in May 2023 (the "Initial Notes") in a private placement, and, in May 2018, we issued an additional $25.0 million (the "Reopened Notes" and, together with the Initial Notes, the "5.625% Notes,") which brought the aggregate outstanding principal amount to $125.0 million. The Reopened Notes are fully fungible with, and rank equally in right of payment with the Initial Notes. We received total proceeds of $122.3 million from the issuances, after deducting the underwriting discount and other offering expenses. We used the net proceeds from the Initial Notes to fully redeem our 7.375% senior unsecured notes due in 2021 (the “7.375% Notes”) totaling $97.9 million and the net proceeds from the Reopened Notes to make investments and for general corporate purposes. The 5.625% Notes are unsecured and can be redeemed by us at any time prior to April 1, 2023, at a redemption price equal to 100% of the aggregate principal amount, plus a "make- whole" premium and accrued and unpaid interest. We have the right to redeem the 5.625% Notes on or after April 1, 2023, at a redemption price equal to 100% of the aggregate principal amount, plus accrued and unpaid interest. The interest is paid semiannually in May and November. At September 30, 2019 and December 31, 2018, the debt carrying value of the 5.625% Notes was $122.9 million and $122.5 million, respectively, which was net of $2.1 million and $2.5 million, respectively, of deferred financing fees. At both September 30, 2019 and December 31, 2018, the weighted average note rate was 6.08%, including certain fees and costs. Subsequent Event In October 2019, we issued $110.0 million aggregate principal amount of 4.75% senior unsecured notes due in October 2024 (the "4.75% Notes") in a private placement. We received proceeds of $108.2 million from the issuance, after deducting the underwriting discount and other offering expenses, and we intend to use the net proceeds to make investments and for general corporate purposes. Convertible Senior Unsecured Notes In July 2018, we issued $264.5 million in aggregate principal amount of 5.25% convertible senior notes (the “5.25% Convertible Notes”) through two separate private placement offerings, which included the exercised purchaser’s total over-allotment option of $34.5 million. The 5.25% Convertible Notes pay interest semiannually in arrears and are scheduled to mature in July 2021, unless earlier converted or repurchased by the holders pursuant to their terms. The initial conversion rates of the two offerings ($115.0 million issued on July 3, 2018 and $149.5 million issued on July 20, 2018) were 86.9943 shares and 77.8331 shares of common stock per $1,000 of principal, respectively, representing a conversion price of $11.50 per share and $12.85 per share of common stock, respectively. At September 30, 2019, the conversion rates of the two offerings ($115.0 million and $149.5 million) were 88.9843 shares and 79.6135 shares of common stock per $1,000 of principal, respectively, representing a conversion price of $11.24 per share and $12.56 per share of common stock, respectively. We received proceeds totaling $256.1 million from the offerings of our 5.25% Convertible Notes, net of the underwriter’s discount and fees, which is being amortized through interest expense over the life of such notes. We used the net proceeds from the issuance primarily for the initial exchange of $127.6 million of our 5.375% convertible senior unsecured notes (the “5.375% Convertible Notes”) and $99.8 million of our 6.50% convertible senior unsecured notes (the “6.50% Convertible Notes”) for a combination of $219.8 million in cash (which includes accrued interest) and 6,820,196 shares of our common stock. The remaining net proceeds were used for general corporate purposes. At September 30, 2019, there were $1.1 million and $0.1 million aggregate principal amounts remaining of our 5.375% Convertible Notes and 6.50% Convertible Notes, respectively. The initial conversion rates of the 5.375% Convertible Notes and 6.50% Convertible Notes were 107.7122 shares and 119.3033 shares, respectively, of common stock per $1,000 of principal, which represented a conversion price of $9.28 per share and $8.38 per share of common stock, respectively. At September 30, 2019, the 5.375% Convertible Notes and 6.50% Convertible Notes had conversion rates of 113.8227 shares and 129.6955 shares, respectively, of common stock per $1,000 of principal, which represented a conversion price of $8.79 per share and $7.71 per share of common stock, respectively. The 5.375% Convertible Notes and 6.50% Convertible Notes pay interest semiannually in arrears and have scheduled maturity dates in November 2020 and October 2019, respectively, unless earlier converted or repurchased by the holders pursuant to their terms. Since the closing stock price of our common stock on September 30, 2019 exceeded the conversion prices of our convertible notes, the if-converted value of the convertible notes exceeded their principal amounts by $26.3 million at September 30, 2019. Our convertible senior unsecured notes are not redeemable by us prior to their maturities and are convertible by the holder 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 conversion rates are 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, plus accrued and unpaid interest, if we undergo a fundamental change specified in the agreements. We intend to settle the principal balance of our convertible debt in cash and have not assumed share settlement of the principal balance for purposes of computing earnings per share (“EPS”). At the time of issuance, there was no precedent or policy that would indicate that we would settle the principal in shares or the conversion spread in cash. 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 at the time of the 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 accreted back to the notes principal amount through interest expense over the term of the notes, which was 1.75 years and 2.49 years at September 30, 2019 and December 31, 2018, respectively, on a weighted average basis. The UPB, unamortized discount and net carrying amount of the liability and equity components of our convertible notes were as follows (in thousands): Liability Equity Component Component Unamortized Debt Unamortized Deferred Net Carrying Net Carrying Period UPB Discount Financing Fees Value Value September 30, 2019 $ 265,705 $ 5,699 $ 4,900 $ 255,106 $ 9,436 December 31, 2018 $ 270,057 $ 8,229 $ 7,060 $ 254,768 $ 9,436 During the three months ended September 30, 2019, we incurred interest expense on the notes totaling $5.0 million, of which $3.5 million, $0.8 million and $0.7 million related to the cash coupon, the debt discount and amortization of the deferred financing fees, respectively. During the nine months ended September 30, 2019, we incurred total interest expense on the notes of $15.1 million, of which $10.4 million, $2.5 million and $2.2 million related to the cash coupon, the debt discount and amortization of the deferred financing fees, respectively. During the three months ended September 30, 2018, we incurred total interest expense on the notes of $5.0 million, of which $3.1 million, $1.0 million and $0.9 million related to the cash coupon, amortization of the deferred financing fees and of the debt discount, respectively. During the nine months ended September 30, 2018, we incurred total interest expense on the notes of $16.0 million, of which $9.9 million, $4.1 million and $2.0 million related to the cash coupon, amortization of the deferred financing fees and of the debt discount, respectively. Including the amortization of the deferred financing fees and debt discount, our weighted average total cost of the notes was 7.45% per annum at both September 30, 2019 and December 31, 2018. Junior Subordinated Notes The carrying values of borrowings under our junior subordinated notes were $140.8 million and $140.3 million at September 30, 2019 and December 31, 2018, respectively, which is net of a deferred amount of $11.6 million and $12.0 million, respectively, (which is amortized into interest expense over the life of the notes) and deferred financing fees of $2.0 million and $2.1 million, respectively. 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 LIBOR. The current weighted average note rate was 4.93% and 5.66% at September 30, 2019 and December 31, 2018, respectively. Including certain fees and costs, the weighted average note rate was 5.02% and 5.75% at September 30, 2019 and December 31, 2018, respectively. Debt Covenants Credit Facilities, Repurchase Agreements and Unsecured Debt. The credit facilities, repurchase agreements and unsecured debt (senior and convertible notes) 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 September 30, 2019. 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 September 30, 2019, as well as on the most recent determination dates in October 2019. 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 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) 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. Our CLO compliance tests as of the most recent determination dates in October 2019 were as follows: Cash Flow Triggers CLO VII CLO VIII CLO IX CLO X CLO XI Overcollateralization (1) Current 129.03 % 129.03 % 134.68 % 126.98 % 121.95 % Limit 128.03 % 128.03 % 133.68 % 125.98 % 120.95 % Pass / Fail Pass Pass Pass Pass Pass Interest Coverage (2) Current 186.91 % 303.85 % 277.58 % 294.75 % 217.01 % Limit 120.00 % 120.00 % 120.00 % 120.00 % 120.00 % Pass / Fail Pass Pass 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. Our CLO overcollateralization ratios as of the determination dates subsequent to each quarter are as follows: Determination (1) CLO VII CLO VIII CLO IX CLO X CLO XI October 2019 129.03 % 129.03 % 134.68 % 126.98 % 121.95 % July 2019 129.03 % 129.03 % 134.68 % 126.98 % 121.95 % April 2019 129.03 % 129.03 % 134.68 % 126.98 % — January 2019 129.03 % 129.03 % 134.68 % 126.98 % — October 2018 129.03 % 129.03 % 134.68 % 126.98 % — (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. |
Allowance for Loss-Sharing Obli
Allowance for Loss-Sharing Obligations | 9 Months Ended |
Sep. 30, 2019 | |
Allowance for Loss-Sharing Obligations | |
Allowance for Loss-Sharing Obligations | Note 11 — Allowance for Loss-Sharing Obligations Our allowance for loss-sharing obligations related to the Fannie Mae DUS program is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Beginning balance $ 34,417 $ 31,402 $ 34,298 $ 30,511 Provisions for loss sharing 1,326 2,924 3,880 5,263 Provisions reversal for loan repayments (591) (905) (2,323) (2,423) Recoveries (charge-offs), net 373 (16) (330) 54 Ending balance $ 35,525 $ 33,405 $ 35,525 $ 33,405 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 both September 30, 2019 and December 31, 2018, we had outstanding advances of $0.1 million, which were netted against the allowance for loss-sharing obligations. At September 30, 2019 and December 31, 2018, our allowance for loss-sharing obligations represented 0.24% and 0.25%, respectively, of the Fannie Mae servicing portfolio. At September 30, 2019 and December 31, 2018, the maximum quantifiable liability associated with our guarantees under the Fannie Mae DUS agreement was $2.69 billion and $2.46 billion, respectively. 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 | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Financial Instruments | |
Derivative Financial Instruments | Note 12 — Derivative Financial Instruments We enter into derivative financial instruments to manage exposures that arise from business activities resulting in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. We do not use these derivatives for speculative purposes, but are instead using them to manage our exposure to interest rate risk. Agency Rate Lock and Forward Sale Commitments. 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 under the GSE programs, we enter into a forward sale commitment with the investor simultaneous with the rate lock commitment with the borrower. The forward sale contract 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 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 includes 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 the three and nine months ended September 30, 2019, we recorded a net loss of $4.7 million and $6.1 million, respectively, from changes in the fair value of these derivatives in other income, net and $29.9 million and $62.9 million, respectively, of income from MSRs. During the three and nine months ended September 30, 2018, we recorded a net loss of $4.4 million and $2.3 million, respectively, from changes in the fair value of these derivatives in other income, net and $25.2 million and $62.8 million, respectively, of income from MSRs. See Note 13 for details. Interest Rate Swap Futures. We enter into over-the-counter interest rate swap futures (“Swap Futures”) to hedge our exposure to changes in interest rates inherent in (1) our Structured Business SFR loans from the time the loans are originated until the time they can be financed with match term fixed rate securitized debt, and (2) our held-for-sale Agency Business Private Label loans from the time the loans are rate locked until sale and securitization. The Swap Futures do not meet the criteria for hedge accounting, typically have a three-month maturity and are tied to the five-year and ten-year swap rates. Our Swap Futures are cleared by a central clearing house and variation margin payments, made in cash, are treated as a legal settlement of the derivative itself as opposed to a pledge of collateral. During the three and nine months ended September 30, 2019, we recorded realized losses of $0.4 million and $0.6 million, respectively, and unrealized gains of $0.1 million and unrealized losses of less than $0.1 million, respectively, to our Structured Business related to our Swap Futures. During both the three and nine months ended September 30, 2019, we recorded realized gains of $0.2 million and unrealized losses of $0.2 million to our Agency Business related to our Swap Futures. The realized and unrealized gains and losses are recorded in other income, net on our consolidated statements of income. A summary of our non-qualifying derivative financial instruments is as follows ($ in thousands): September 30, 2019 Fair Value Notional Balance Sheet Derivative Derivative Derivative Count Value Location Assets Liabilities Agency Business Rate Lock Commitments 10 $ 94,674 Other Assets/Other Liabilities $ 589 $ (2,515) Forward Sale Commitments 84 543,654 Other Assets/Other Liabilities 4,509 (3,043) Swap Futures 7 72,300 Other Assets/Other Liabilities — — $ 710,628 $ 5,098 $ (5,558) Structured Business Swap Futures 2 $ 10,600 Other Assets/Other Liabilities — — December 31, 2018 Agency Business Rate Lock Commitments 4 $ 18,161 Other Assets/Other Liabilities $ 324 $ (95) Forward Sale Commitments 90 491,125 Other Assets/Other Liabilities 5,789 (637) $ 509,286 $ 6,113 $ (732) |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value. | |
Fair Value | Note 13 — 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 (in thousands): September 30, 2019 December 31, 2018 Principal / Carrying Estimated Principal / Carrying Estimated Notional Amount Value Fair Value Notional Amount Value Fair Value Financial assets: Loans and investments, net $ 3,961,709 $ 3,874,069 $ 3,914,135 $ 3,283,342 $ 3,200,145 $ 3,249,499 Loans held-for-sale, net 529,722 537,826 546,887 472,964 481,664 489,546 Capitalized mortgage servicing rights, net n/a 283,688 323,662 n/a 273,770 322,463 Securities held-to-maturity, net 118,925 95,181 97,918 103,515 76,363 79,097 Derivative financial instruments 307,099 5,098 5,098 400,661 6,113 6,113 Financial liabilities: Credit and repurchase facilities $ 1,388,248 $ 1,385,764 $ 1,385,261 $ 1,138,135 $ 1,135,627 $ 1,135,774 Collateralized loan obligations 1,892,274 1,876,900 1,894,048 1,609,524 1,593,548 1,588,989 Debt fund 70,000 68,528 70,132 70,000 68,183 70,154 Senior unsecured notes 215,000 211,188 217,344 125,000 122,484 123,750 Convertible senior unsecured notes, net 265,705 255,106 290,986 270,057 254,768 267,324 Junior subordinated notes 154,336 140,767 97,218 154,336 140,259 95,873 Derivative financial instruments 331,229 5,558 5,558 108,625 732 732 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, such as government, agency and equity securities. Level 2—Inputs (other than quoted prices included in Level 1) are observable for the asset or liability through correlation with market data. Level 2 inputs may include quoted market prices for a similar asset or liability, interest rates and credit risk. Examples 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 and are based on significant unobservable inputs that require a considerable amount of judgment and assumptions. Examples 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 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 direct capitalization rate and discounted cash flow methodologies 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 plans and other factors. Loans held-for-sale, net. Consists of originated loans that are generally transferred or sold within 60 days of loan funding, 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 value includes 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. Securities held-to-maturity, net. Fair values are approximated using Level 3 inputs based on current market quotes received from financial sources that trade such securities and are based on prevailing market data and, in some cases, are derived from third-party proprietary models based on well recognized financial principles and reasonable estimates about relevant future market conditions. Derivative financial instruments. The 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 loans, see capitalized mortgage servicing rights, net above for 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 and repurchase agreements. Fair values for credit facilities and repurchase agreements of 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 and repurchase agreement 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 their carrying values. Collateralized loan obligations, Debt Fund and junior subordinated notes. 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 when current market quotes received from active markets are available. If quotes from active markets are unavailable, then the fair values are estimated at Level 2 utilizing current market quotes received from inactive markets. Convertible senior unsecured notes, net. Fair values are estimated at Level 2 based on current market quotes received from inactive markets. We measure certain financial assets and financial liabilities at fair value on a recurring basis. The fair values of these financial assets and liabilities were determined using the following input levels as of September 30, 2019 (in thousands): Fair Value Measurements Using Fair Carrying Value Hierarchy Value Fair Value Level 1 Level 2 Level 3 Financial assets: Derivative financial instruments $ 5,098 $ 5,098 $ — $ 4,509 $ 589 Financial liabilities: Derivative financial instruments $ 5,558 $ 5,558 $ — $ 5,558 $ — We measure certain financial and non-financial assets at fair value on a nonrecurring basis. The fair values of these financial and non-financial assets, if applicable, were determined using the following input levels as of September 30, 2019 (in thousands): Fair Value Measurements Using Fair Net Carrying Value Hierarchy Value Fair Value Level 1 Level 2 Level 3 Financial assets: Impaired loans, net (1) $ 60,268 $ 60,268 $ — $ — $ 60,268 (1) We had an allowance for loan losses of $71.1 million relating to five loans with an aggregate carrying value, before loan loss reserves, of $131.3 million at September 30, 2019. Loan impairment assessments. Loans held for investment are intended to be held to maturity and, accordingly, are carried at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and net of the allowance for loan losses, when such loan or investment is deemed to be impaired. We consider a loan impaired when, based upon current information, it is probable that we will be unable to collect all amounts due for both principal and interest according to the contractual terms of the loan agreement. We evaluate our loans to determine if the value of the underlying collateral securing the impaired loan is less than the net carrying value of the loan, which may result in an allowance and corresponding charge to the provision for loan losses. These valuations require significant judgments, which include assumptions regarding capitalization and discount rates, revenue growth rates, creditworthiness of major tenants, occupancy rates, availability of financing, exit plan and other factors. The table above and below includes all impaired loans, regardless of the period in which the impairment was recognized. Quantitative information about Level 3 fair value measurements at September 30, 2019 were as follows ($ in thousands): Valuation Fair Value Techniques Significant Unobservable Inputs Financial assets: Impaired loans: Land $ 59,517 Discounted cash flows Discount rate 23.00 % Revenue growth rate 3.00 % Office 741 Discounted cash flows Discount rate 11.00 % Capitalization rate 9.00 % Revenue growth rate 2.50 % Derivative financial instruments: Rate lock commitments 589 Discounted cash flows W/A discount rate 12.25 % 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 (in thousands): Fair Value Measurements Using Significant Unobservable Inputs Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Derivative assets and liabilities, net Balance at beginning of period $ 745 $ 606 $ 324 $ 276 Settlements (30,067) (17,793) (62,587) (62,313) Realized gains recorded in earnings 29,322 17,187 62,263 62,037 Unrealized gains recorded in earnings 589 749 589 749 Balance at end of period $ 589 $ 749 $ 589 $ 749 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 were as follows (in thousands): Notional/ Fair Value of Interest Rate Total Fair Value Principal Amount Servicing Rights Movement Effect Adjustment September 30, 2019 Rate lock commitments $ 94,674 $ 589 $ (2,515) $ (1,926) Forward sale commitments 543,655 — 2,515 2,515 Loans held-for-sale, net (1) 448,981 10,364 — 10,364 Total $ 10,953 $ — $ 10,953 (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 September 30, 2019 (in thousands): Fair Value Measurements Using Fair Value Hierarchy Carrying Value Fair Value Level 1 Level 2 Level 3 Financial assets: Loans and investments, net $ 3,874,069 $ 3,914,135 $ — $ — $ 3,914,135 Loans held-for-sale, net 537,826 546,887 — 536,523 10,364 Capitalized mortgage servicing rights, net 283,688 323,662 — — 323,662 Securities held-to-maturity, net 95,181 97,918 — — 97,918 Financial liabilities: Credit and repurchase facilities $ 1,385,764 $ 1,385,261 $ — $ 461,247 $ 924,014 Collateralized loan obligations 1,876,900 1,894,048 — — 1,894,048 Debt fund 68,528 70,132 — — 70,132 Senior unsecured notes 211,188 217,344 217,344 — — Convertible senior unsecured notes, net 255,106 290,986 — 290,986 — Junior subordinated notes 140,767 97,218 — — 97,218 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 14 — Commitments and Contingencies Debt Obligations. Our debt obligations have maturities of $520.0 million for the remainder of 2019, $1.18 billion in 2020, $714.9 million in 2021, $878.1 million in 2022, $269.7 million in 2023, $102.4 million in 2024 and $324.1 million thereafter. Agency Business Commitments. Our 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 September 30, 2019, we were required to maintain at least $14.4 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 September 30, 2019, we met the restricted liquidity requirement with a $45.0 million letter of credit and $1.4 million of cash collateral. As of September 30, 2019, reserve requirements for the Fannie Mae DUS loan portfolio will require us to fund $36.0 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 September 30, 2019, 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 is satisfied with a $5.0 million letter of credit. 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 12. Operating Leases. We have operating leases for office space and certain office equipment. Some of our leases include payment escalations throughout their lease terms. As of September 30, 2019, our leases had remaining lease terms of 0.1 - 7.4 years with a weighted average remaining lease term of 5.3 years and a weighted average discount rate of 4.8%. We recorded lease expense of $1.5 million and $4.5 million during the three and nine months ended September 30, 2019. The maturities of our operating lease liabilities at September 30, 2019 are as follows (in thousands): Year 2019 (three months ending December 31, 2019) $ 2020 2021 2022 2023 2024 Thereafter Total $ Unfunded Commitments. In accordance with certain structured loans and investments, we have outstanding unfunded commitments of $192.8 million as of September 30, 2019 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 are currently neither subject to any material litigation nor, to the best of our knowledge, threatened by any material litigation other than the following: In June 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 ("ACM ") 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 ACM, 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 ACM 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. In June 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 in March 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 in January 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 | 9 Months Ended |
Sep. 30, 2019 | |
Variable Interest Entities | |
Variable Interest Entities | Note 15 — 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 and Debt Fund entities, which we consolidate, 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 and Debt Fund consolidated entities invest in real estate and real estate-related securities and are financed by the issuance of debt securities. We, or one of our affiliates, are named collateral manager, servicer, and special servicer for all collateral assets held in CLOs, which we believe gives us the power to direct the most significant economic activities of those entities. We also have exposure to losses to the extent of our equity interests and also have rights to waterfall payments in excess of required payments to bond investors. As a result of consolidation, equity interests have been eliminated, and the consolidated balance sheets reflect both the assets held and debt issued by the CLOs and Debt Fund to third parties. Our operating results and cash flows include the gross amounts related to CLO and Debt Fund assets and liabilities as opposed to our net economic interests in those entities. The assets and liabilities related to these consolidated CLOs and Debt Fund are as follows (in thousands): September 30, 2019 December 31, 2018 Assets: Restricted cash $ 188,113 $ 179,855 Loans and investments, net 2,320,954 2,001,617 Other assets 17,986 16,624 Total assets $ 2,527,053 $ 2,198,096 Liabilities: Collateralized loan obligations $ 1,876,900 $ 1,593,548 Debt fund 68,528 68,183 Due to related party 1,753 — Other liabilities 3,789 3,408 Total liabilities $ 1,950,970 $ 1,665,139 Assets held by the CLOs and Debt Fund are restricted and can only be used to settle obligations of the CLOs and Debt Fund, respectively. The liabilities of the CLOs and Debt Fund are non-recourse to us and can only be satisfied from each respective asset pool. See Note 10 for details. We are not obligated to provide, have not provided, and do not intend to provide financial support to any of the consolidated CLOs or Debt Fund. Unconsolidated VIEs . We determined that we are not the primary beneficiary of 29 VIEs in which we have a variable interest as of September 30, 2019 because we do not have the ability to direct the activities of the VIEs that most significantly impact each entity’s economic performance. A summary of our variable interests in identified VIEs, of which we are not the primary beneficiary, as of September 30, 2019 is as follows (in thousands): Type Carrying Amount (1) Loans $ 437,498 B Piece and SFR bonds 95,181 Equity investments 8,887 Agency interest only strips 2,728 Total $ 544,294 (1) Represents the carrying amount of loans and investments before reserves. At September 30, 2019, $129.6 million of loans to VIEs had corresponding loan loss reserves of $69.4 million. See Note 3 for details. In addition, the maximum loss exposure as of September 30, 2019 would not exceed the carrying amount of our investment. These unconsolidated VIEs have exposure to real estate debt of approximately $4.62 billion at September 30, 2019. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2019 | |
Equity | |
Equity | Note 16 — Equity Preferred Stock. The Series A, B and C preferred stock outstanding are redeemable by us. Common Stock. In May 2019, we completed a public offering in which we sold 9,200,000 shares of our common stock (which includes the underwriter’s exercised over-allotment option of 1,200,000 shares) for $12.58 per share, and received net proceeds of $115.6 million after deducting the underwriter’s discount and other offering expenses. The proceeds were used to make investments related to our business and for general corporate purposes. We also used a portion of the net proceeds to purchase an aggregate of 920,000 shares of our common stock from our chief executive officer and ACM at the same price the underwriters paid to purchase the shares. In August 2019, we amended our “At-The-Market” equity offering sales agreement with JMP Securities LLC (“JMP”). In connection with the amendment we are entitled to issue and sell up to 7,500,000 shares of our common stock through JMP by means of ordinary brokers' transactions or otherwise at market prices prevailing at the time of sale, or at negotiated prices. During the three months ended September 30, 2019, we sold 187,000 shares for net proceeds of $2.4 million. In October 2019, we sold 2,975,000 shares under the JMP agreement for net proceeds of $38.6 million. As of October 25, 2019, we had approximately 4,300,000 shares available under this agreement. In December 2018, our Board of Directors declared a special dividend of $0.15 per common share, which was paid in January 2019 with a combination of $2.5 million of cash and 901,432 common shares. During the nine months ended September 30, 2019, we issued 214,029 shares in connection with the settlements of our 5.375% Convertible Notes. As of September 30, 2019, we had $281.1 million available under our $500.0 million shelf registration statement that was declared effective by the SEC in June 2018. Noncontrolling Interest. Noncontrolling interest relates to the operating partnership units (“OP Units”) issued to satisfy a portion of the purchase price in connection with the acquisition of the agency platform of ACM in the third quarter of 2016 (the "Acquisition"). 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. The OP Units are entitled to receive distributions if and when our Board of Directors authorizes and declares 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. In the nine months ended September 30, 2019, we redeemed 391,156 OP Units with a combination of cash totaling $1.7 million and 258,677 common shares. We also redeemed 577,185 OP Units in the nine months ended September 30, 2018 for cash totaling $6.8 million. In addition, our Board of Directors declared a special dividend of $0.15 per common share in December 2018, which was paid to the OP Unit holders in a combination of $0.6 million of cash and 221,666 OP Units in January 2019. At September 30, 2019, there were 20,484,094 OP Units outstanding, which represented 17.8% of the voting power of our outstanding stock. Distributions. Dividends declared (on a per share basis) during the nine months ended September 30, 2019 were as follows: Preferred Stock Common Stock Dividend (1) Declaration Date Dividend Declaration Date Series A Series B Series C February 13, 2019 $ 0.27 February 1, 2019 $ 0.515625 $ 0.484375 $ 0.53125 May 1, 2019 $ 0.28 May 1, 2019 $ 0.515625 $ 0.484375 $ 0.53125 July 31, 2019 $ 0.29 July 31, 2019 $ 0.515625 $ 0.484375 $ 0.53125 (1) The dividend declared on July 31, 2019 was for June 1, 2019 through August 31, 2019, the dividend declared on May 1, 2019 was for March 1, 2019 through May 31, 2019 and the dividend declared on February 1, 2019 was for December 1, 2018 through February 28, 2019. Common Stock – On October 30, 2019, the Board of Directors declared a cash dividend of $0.30 per share of common stock. The dividend is payable on December 2, 2019 to common stockholders of record as of the close of business on November 15, 2019. Preferred Stock – On October 30, 2019, 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 September 1, 2019 through November 30, 2019 and are payable on December 2, 2019 to preferred stockholders of record on November 15, 2019. Deferred Compensation. During the nine months ended September 30, 2019, we issued 333,884 shares of restricted common stock to employees under the 2017 Amended Omnibus Stock Incentive Plan (the “2017 Plan”) with a total grant date fair value of $4.2 million. One third of the shares vested as of the grant date and one third will vest on each of the first and second anniversaries of the grant date. In March 2019, we issued 55,244 shares of fully vested common stock to the independent members of the Board of Directors under the 2017 Plan with a grant date fair value of $0.7 million. In July 2019, we issued 124,069 shares of restricted common stock under the 2017 Plan to an employee with a total grant date fair value of $1.5 million. One quarter of the shares vested as of the grant date and one quarter will vest on each of the first, second and third anniversaries of the grant date. In March 2019, we issued 58,738 shares of restricted common stock to our chief executive officer under his 2017 annual incentive agreement with a grant date fair value of $0.7 million. One quarter of the shares vested as of the grant date and one quarter will vest on each of the first, second and third anniversaries of the grant date. Our chief executive officer was also granted up to 352,427 performance-based restricted stock units with a grant date fair value of $1.7 million that vest at the end of a four-year performance period based on our achievement of certain total stockholder return objectives. During the first quarter of 2019, 445,765 shares of previously granted performance-based restricted stock units fully vested, which were net settled for 203,492 common shares. In July 2019, we also granted our chief executive officer 246,508 shares of performance-based restricted stock with a grant date fair value of $3.0 million as a result of achieving goals related to the integration of the Acquisition, which vest in full three years after the grant date. During the three months ended September 30, 2019 and 2018, we recorded total stock-based compensation expense of $2.3 million and $1.2 million, respectively, to employee compensation and benefits. During the nine months ended September 30, 2019 and 2018, we recorded total stock-based compensation expense of $6.9 million and $4.2 million, respectively, to employee compensation and benefits and $0.7 million and $0.6 million, respectively, to selling and administrative expense. Earnings Per Share. Basic EPS is calculated by dividing net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during each period inclusive of unvested restricted stock with full dividend participation rights. Diluted EPS is calculated by dividing net income by the weighted average number of shares of common stock outstanding plus the additional dilutive effect of common stock equivalents during each period using the treasury stock method. Our common stock equivalents include the weighted average dilutive effect of performance-based restricted stock units granted to our chief executive officer, OP Units and convertible senior unsecured notes. A reconciliation of the numerator and denominator of our basic and diluted EPS computations ($ in thousands, except share and per share data) is as follows: Three Months Ended September 30, 2019 2018 Basic Diluted Basic Diluted Net income attributable to common stockholders (1) $ 33,965 $ 33,965 $ 27,737 $ 27,737 Net income attributable to noncontrolling interest (2) — 7,363 — 7,799 Net income attributable to common stockholders and noncontrolling interest $ 33,965 $ 41,328 $ 27,737 $ 35,536 Weighted average shares outstanding 94,486,839 94,486,839 74,802,582 74,802,582 Dilutive effect of OP Units (2) — 20,484,094 — 21,023,735 Dilutive effect of restricted stock units (3) — 1,427,329 — 1,559,217 Dilutive effect of convertible notes (4) — 1,069,782 — 1,050,430 Weighted average shares outstanding 94,486,839 117,468,044 74,802,582 98,435,964 Net income per common share (1) $ 0.36 $ 0.35 $ 0.37 $ 0.36 Nine Months Ended September 30, 2019 2018 Net income attributable to common stockholders (1) $ 85,532 $ 85,532 $ 71,093 $ 71,093 Net income attributable to noncontrolling interest (2) — 19,429 — 22,347 Net income attributable to common stockholders and noncontrolling interest $ 85,532 $ 104,961 $ 71,093 $ 93,440 Weighted average shares outstanding 89,899,074 89,899,074 67,490,132 67,490,132 Dilutive effect of OP Units (2) — 20,508,205 — 21,160,999 Dilutive effect of restricted stock units (3) — 1,405,776 — 1,441,264 Dilutive effect of convertible notes (4) — 1,220,913 — 1,041,212 Weighted average shares outstanding 89,899,074 113,033,968 67,490,132 91,133,607 Net income per common share (1) $ 0.95 $ 0.93 $ 1.05 $ 1.03 (1) Net of preferred stock dividends. (2) We consider OP Units to be common stock equivalents as the holders have 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. (3) Mr. Kaufman is granted restricted stock units annually, which vest at the end of a four-year performance period based upon our achievement of total stockholder return objectives. (4) The convertible senior unsecured notes impact diluted earnings per share if the average price of our common stock exceeds the conversion price, as calculated in accordance with the terms of the indenture. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Taxes | |
Income Taxes | Note 17 — Income Taxes As a REIT, we are generally not subject to U.S. federal income tax to the extent of our distributions to stockholders and as long as certain asset, income, distribution, ownership and administrative tests are met. To maintain our qualification as a REIT, we must annually distribute at least 90% of our REIT taxable income to our stockholders and meet certain other requirements. We may also be subject to certain state, local and franchise taxes. Under certain circumstances, federal income and excise taxes may be due on our undistributed taxable income. If we were to fail to meet these requirements, we would be subject to U.S. federal income tax, which could have a material adverse impact on our results of operations and amounts available for distributions to our stockholders. We believe that all of the criteria to maintain our REIT qualification have been met for the applicable periods, but there can be no assurance that these criteria will continue to be met in subsequent periods. The Agency Business is operated through our TRS Consolidated Group and is 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. In the three and nine months ended September 30, 2019, we recorded a tax provision of $6.6 million and $11.0 million, respectively. In the three and nine months ended September 30, 2018, we recorded a tax provision of $5.4 million and $1.1 million, respectively. The tax provision recorded in the three months ended September 30, 2019 consisted of a current tax provision of $4.4 million and a deferred tax provision of $2.2 million. The tax provision recorded in the nine months ended September 30, 2019 consisted of a current tax provision of $12.0 million and a deferred tax benefit of $1.0 million. The tax provision recorded in the three months ended September 30, 2018 consisted of a current tax provision of $6.7 million and a deferred tax benefit of $1.3 million. The tax provision recorded in the nine months ended September 30, 2018 consisted of a current tax provision of $15.6 million and a deferred tax benefit of $14.5 million. The deferred tax benefit in 2018 was due primarily to our payoff in January 2018 of the $50.0 million preferred equity interest entered into with ACM to finance a portion of the Acquisition purchase price. Current and deferred taxes are primarily recorded on the portion of earnings (losses) recognized by us with respect to our interest in the TRS’s. Deferred income tax assets and liabilities are calculated based on temporary differences between our U.S. GAAP consolidated financial statements and the federal, state, local tax basis of assets and liabilities as of the consolidated balance sheets. |
Agreements and Transactions wit
Agreements and Transactions with Related Parties | 9 Months Ended |
Sep. 30, 2019 | |
Agreements and Transactions with Related Parties | |
Agreements and Transactions with Related Parties | Note 18 — Agreements and Transactions with Related Parties Shared Services Agreement. We have a shared services agreement with ACM where we provide limited support services to ACM and they reimburse us for the costs of performing such services, which are included in due from related party on the consolidated balance sheets. During the three and nine months ended September 30, 2019, we incurred $0.6 million and $2.1 million, respectively, and, during the three and nine months ended September 30, 2018, we incurred $0.3 million and $0.9 million, respectively, of costs for services provided to ACM. Other Related Party Transactions. Due from related party was $5.0 million and $1.3 million at September 30, 2019 and December 31, 2018, respectively, which consisted primarily of amounts due from our affiliated servicing operations related to real estate transactions closing at the end of the third quarter of 2019 and amounts due from ACM for costs incurred in connection with the shared services agreement described above. Due to related party was $3.2 million at September 30, 2019 and consisted of loan payoffs, holdbacks and escrows to be remitted to our affiliated servicing operations related to real estate transactions. We originated a $34.0 million bridge loan to an unaffiliated borrower in 2017. The borrower had a mezzanine loan from another unaffiliated third party and we had entered into an inter-creditor agreement with the mezzanine lender. In July 2019, the borrower paid down the original mezzanine loan in part and refinanced the balance with another $7.0 million mezzanine loan issued by AMAC III, which is sponsored and managed by our chief executive officer and one of his immediate family members. In connection with that new mezzanine loan, we entered into an inter-creditor agreement with AMAC III. In the first quarter of 2019, we, along with ACM, certain executives of ours and a consortium of independent outside investors, formed AMAC III, a multifamily-focused commercial real estate investment fund. We committed to a $30.0 million investment (of which $9.0 million was funded as of September 30, 2019) for an 18% interest in AMAC III. In November 2018, we originated a $61.2 million bridge loan (which $17.3 million was funded as of September 30, 2019) on a multifamily property owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns 10% of the borrowing entity. The loan has an interest rate of LIBOR plus 4.50% with a LIBOR floor of 2.00% and matures in October 2021. Interest income recorded from this loan totaled $0.3 million and $1.0 million for the three and nine months ended September 30, 2019, respectively. In October 2018, we originated a $37.5 million bridge loan, which was used to purchase several multifamily properties. In January 2019, an entity owned, in part, by an immediate family member of our chief executive officer, purchased a 23.9% interest in the borrowing entity. The loan has an interest rate of LIBOR plus 4.25% with a LIBOR floor of 2.375% and matures in October 2020. Interest income recorded from this loan totaled $0.7 million and $2.0 million for the three and nine months ended September 30, 2019, respectively. In October 2018, we acquired a $19.5 million bridge loan originated by ACM. The loan was used to purchase several multifamily properties by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns 85% of the borrowing entity. The loan has an interest rate of LIBOR plus 4.0% with a LIBOR floor of 2.125% and matures in July 2021. Interest income recorded from this loan totaled $0.3 million and $1.0 million for the three and nine months ended September 30, 2019, respectively. In August 2018, we originated a $17.7 million bridge loan to an entity owned, in part, by an immediate family member of our chief executive officer, who owns a 10.8% interest in the borrowing entity. The loan was used to purchase several undeveloped parcels of land. The loan has a fixed interest rate of 10% and is scheduled to mature in February 2020. In September 2019, the borrower made a partial paydown of principal totaling $4.7 million. Interest income recorded from this loan totaled $0.4 million and $1.5 million for the three and nine months ended September 30, 2019, respectively , and $0.3 million for both the three and nine months ended September 30, 2018. In June 2018, we originated a $21.7 million bridge loan on a multifamily property owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns 75% in the borrowing entity. The loan has an interest rate of LIBOR plus 4.75% with a LIBOR floor of 1.25% and matures in June 2021. Interest income recorded from this loan totaled $0.4 million and $1.0 million for the three and nine months ended September 30, 2019, respectively, and $0.3 million and $0.4 million for the three and nine months ended September 30, 2018 , respectively. In April 2018, we acquired a $9.4 million bridge loan originated by ACM, of which $8.4 million was funded as of September 30, 2019. The loan was used to purchase several multifamily properties by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns 75% of the borrowing entity. The loan has an interest rate of LIBOR plus 5.0% with a LIBOR floor of 1.25% and matures in January 2021. Interest income recorded from this loan totaled $0.2 million and $0.4 million for the three and nine months ended September 30, 2019, respectively, and $0.1 million and $0.2 million for the three and nine months ended September 30, 2018, respectively. In January 2018, we paid $50.0 million in full satisfaction of the related party financing we entered into with ACM to finance a portion of the Acquisition purchase price. We incurred interest expense related to this financing of $0.3 million during the first quarter of 2018. In 2017, we acquired a $32.8 million bridge loan originated by ACM. The loan was used to purchase several multifamily properties by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns 90% of the borrowing entity. The loan has an interest rate of LIBOR plus 5.0% with a LIBOR floor of 1.13% and matures in June 2020. Interest income recorded from this loan totaled $0.6 million and $1.9 million for the three and nine months ended September 30, 2019, respectively, and $0.6 million and $1.7 million for the three and nine months ended September 30, 2018, respectively. In 2017, we originated two bridge loans totaling $28.0 million on two multifamily properties owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns 45% of the borrowing entity. The loans have an interest rate of LIBOR plus 5.25% with LIBOR floors ranging from 1.24% to 1.54% and mature in the fourth quarter of 2020. Interest income recorded from these loans totaled $0.6 million and $1.7 million for the three and nine months ended September 30, 2019, respectively, and $0.5 million and $1.6 million for the three and nine months ended September 30, 2018, respectively. In 2017, we originated a $36.0 million bridge loan on a multifamily property owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns a 95% interest in the borrowing entity. The loan had an interest rate of LIBOR plus 4.5% with a LIBOR floor of 1% and was scheduled to mature in July 2020. This loan was repaid in full in August 2018. Interest income recorded from this loan totaled $0.7 million and $1.9 million for the three and nine months ended September 30, 2018, respectively. In 2017, we originated a $46.9 million Fannie Mae loan on a multifamily property owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers) which owns a 17.6% interest in the borrowing entity. We carry a maximum loss-sharing obligation with Fannie Mae on this loan of up to 5% of the original UPB. Servicing revenue recorded from this loan was less than $0.1 million for both the three months ended September 30, 2019 and 2018 and $0.1 million for both the nine months ended September 30, 2019 and 2018. In 2017, a consortium of investors (which includes, among other unaffiliated investors, our chief executive officer and ACM) invested $2.0 million for a 26.1% ownership interest in two portfolios of multifamily properties which has two bridge loans totaling $14.8 million originated by us in 2016. The loans had an interest rate of LIBOR plus 5.25% with a LIBOR floor of 0.5% and were scheduled to mature in November 2018. One of the loans was repaid in full in the fourth quarter of 2017 and the remaining loan paid off in June 2018. Interest income recorded from these loans totaled $0.3 million for the nine months ended September 30, 2018. In 2017, Ginkgo Investment Company LLC (“Ginkgo”), of which one of our directors is a 33% managing member, purchased a multifamily apartment complex which assumed an existing $8.3 million Fannie Mae loan that we service. Ginkgo subsequently sold the majority of its interest in this property and owned a 3.6% interest at September 30, 2019. We carry a maximum loss-sharing obligation with Fannie Mae on this loan of up to 20% of the original UPB. Upon the sale, we received a 1% loan assumption fee which was governed by existing loan agreements that were in place when the loan was originated in 2015, prior to such purchase. Servicing revenue recorded from this loan was less than $0.1 million for all periods presented. In 2016, we originated $48.0 million of bridge loans on six multifamily properties owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns interests ranging from 10.5% to 12.0% in the borrowing entities. The loans have an interest rate of LIBOR plus 4.5% with a LIBOR floor of 0.25% and were scheduled to mature in September 2019. In 2017, a $6.8 million loan on one property paid off in full and in 2018 four additional loans totaling $28.3 million paid off in full. In January 2019, $10.9 million of the $12.9 million remaining bridge loan paid off, with the $2.0 million remaining UPB converting to a mezzanine loan with a fixed interest rate of 10.0% and a January 2024 maturity. Interest income recorded from these loans totaled $0.1 million and $0.2 million for the three and nine months ended September 30, 2019, respectively, and $0.3 million and $1.6 million for the three and nine months ended September 30, 2018, respectively. In 2016, we originated a $12.7 million bridge loan and a $5.2 million preferred equity investment on two multifamily properties owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns a 50% interest in the borrowing entity. The bridge loan has an interest rate of LIBOR plus 4.5% with a LIBOR floor of 0.25% and the preferred equity investment has a fixed interest rate of 10%. The bridge loan and the preferred equity investment paid off in full in May 2019. Interest income recorded from these loans totaled $0.6 million for the nine months ended September 30, 2019 and $0.4 million and $1.0 million for the three and nine months ended September 30, 2018, respectively. In 2016, we originated a $19.0 million bridge loan on a multifamily property owned in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers and our chief executive officer) which owns a 7.5% interest in the borrowing entity. The loan had an interest rate of LIBOR plus 4.5% with a LIBOR floor of 0.25% and was scheduled to mature in January 2019. In January 2018, this loan paid off in full. Interest income recorded from this loan totaled $0.3 million for the nine months ended September 30, 2018. In 2015, we originated two bridge loans totaling $16.7 million secured by multifamily properties acquired by a third-party investor. The properties were owned and were sold in part by a consortium of investors (which includes, among other unaffiliated investors, certain of our officers, our chief executive officer and certain other related parties). The loans have an interest rate of LIBOR plus 5% with a LIBOR floor of 0.25% and were scheduled to mature in October 2018. These loans both paid off in full during the third and four quarters of 2018. Interest income recorded from these loans totaled $0.3 million and $1.0 million for the three and nine months ended September 30, 2018, respectively. In 2015, we originated a $3.0 million mezzanine loan on a multifamily property that had a $47.0 million first mortgage initially originated by ACM. The loan bore interest at a fixed rate of 12.5% and was scheduled to mature in April 2025. In January 2018, this loan paid off in full. Interest income recorded from this loan totaled $0.1 million for the nine months ended September 30, 2018. In 2015, we invested $9.6 million for 50% of ACM'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. Since the initial investment, we invested an additional $16.1 million through this joint venture in non-qualified residential mortgages purchased from the mortgage banking business’s origination platform and we received cash distributions totaling $16.9 million (that were classified as returns of capital) as a result of the joint venture selling most of its non-qualified mortgage assets. We recorded income from these investments of $2.6 million and $6.1 million in the three and nine months ended September 30, 2019, respectively, and $0.4 million and $1.2 million in the three and nine months ended September 30, 2018, respectively . In connection with a litigation settlement related to this investment, we provided a guaranty of up to 50% of any amounts payable in connection with the settlement. ACM has also provided us with a guaranty to pay up to 50% of any amounts we may pay under this guaranty. As of September 30, 2019, our maximum exposure under this guaranty totaled $0.8 million. We have not accrued this amount as we do not believe that we will be required to make any nonrefundable payments under this guaranty. See Note 8 for details. In 2014, ACM 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 4.8%. In 2016, the $5.1 million second mortgage was repaid in full and the $14.6 million first mortgage was extended to April 2018 and paid off at maturity. Interest income recorded from these loans totaled $0.2 million for the nine months ended September 30, 2018. We, along with an executive officer of ours and a consortium of independent outside investors, hold equity investments in a portfolio of multifamily properties referred to as the “Lexford” portfolio, which is managed by an entity owned primarily by a consortium of affiliated investors, including our chief executive officer and an executive officer of ours. Based on the terms of the management contract, the management company 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 restructuring of the debt. In June 2018, the owners of Lexford restructured part of its debt and we originated twelve bridge loans totaling $280.5 million, which were used to repay in full certain existing mortgage debt and to renovate 72 multifamily properties included in the portfolio. The loans, which we originated in June 2018, have interest rates of LIBOR plus 4.0% and mature in June 2021 (with 2 one-year extension options). During the nine months ended September 30, 2019, the borrower made payoffs and partial paydowns of principal totaling $250.0 million. Interest income recorded from these loans totaled $1.1 million and $9.1 million for the three and nine months ended September 30, 2019, respectively, and $4.4 million and $5.5 million in the three and nine months ended September 30, 2018, respectively. Further, as part of this June 2018 restructuring, $50.0 million in unsecured financing was provided by an unsecured lender to certain parent entities of the property owners. ACM owns slightly less than half of the unsecured lender entity and, therefore, provided slightly less than half of the unsecured lender financing. In addition, in connection with our equity investment, we received distributions totaling $1.2 million and $0.7 million during the three months ended September 30, 2019 and 2018, respectively, and $3.0 million and $1.9 million during the nine months ended September 30, 2019 and 2018, respectively, which were recorded as income (loss) from equity affiliates. Separate from the loans we originated in June 2018, we provide limited ("bad boy") guarantees for certain other 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 September 30, 2019, this debt had an aggregate outstanding balance of $619.2 million and is scheduled to mature between 2019 and 2025. Several of our executives, including our chief financial officer, general counsel and our chairman, chief executive officer and president, hold similar positions for ACM. Our chief executive officer and his affiliated entities (“the Kaufman Entities”) together beneficially own approximately 31% of the outstanding membership interests of ACM and certain of our employees and directors also hold an ownership interest in ACM. Furthermore, one of our directors serves as the trustee and co-trustee of two of the Kaufman Entities that hold membership interests in ACM. Upon the closing of the Acquisition in 2016, we issued OP Units, each paired with one share of our special voting preferred shares. At September 30, 2019, ACM holds 4,285,694 shares of our common stock and 14,772,918 OP Units, which represents 16.5% of the voting power of our outstanding stock. Our Board of Directors approved a resolution under our charter allowing our chief executive officer and ACM, (which our chief executive officer has a controlling equity interest in), to own more than the 5% ownership interest limit of our common stock as stated in our amended charter. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information | |
Segment Information | Note 19 — Segment Information The summarized statements of income and balance sheet data, as well as certain other data, by segment are included in the following tables ($ in thousands). 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 business segment). Such costs include, but are not limited to, compensation and employee related costs, selling and administrative expenses and stock-based compensation. Three Months Ended September 30, 2019 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 73,829 $ 6,680 $ — $ 80,509 Interest expense 43,209 4,855 — 48,064 Net interest income 30,620 1,825 — 32,445 Other revenue: Gain on sales, including fee-based services, net — 21,298 — 21,298 Mortgage servicing rights — 29,911 — 29,911 Servicing revenue — 25,916 — 25,916 Amortization of MSRs — (12,126) — (12,126) Property operating income 2,237 — — 2,237 Other income, net 17 (4,695) — (4,678) Total other revenue 2,254 60,304 — 62,558 Other expenses: Employee compensation and benefits 7,769 25,092 — 32,861 Selling and administrative 5,352 5,530 — 10,882 Property operating expenses 2,563 — — 2,563 Depreciation and amortization 503 1,338 — 1,841 Provision for loss sharing (net of recoveries) — 735 — 735 Total other expenses 16,187 32,695 — 48,882 Income before income from equity affiliates and income taxes 16,687 29,434 — 46,121 Income from equity affiliates 3,718 — — 3,718 Provision for income taxes — (6,623) — (6,623) Net income 20,405 22,811 — 43,216 Preferred stock dividends 1,888 — — 1,888 Net income attributable to noncontrolling interest — — 7,363 7,363 Net income attributable to common stockholders $ 18,517 $ 22,811 $ (7,363) $ 33,965 Three Months Ended September 30, 2018 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 61,232 $ 6,268 $ — $ 67,500 Interest expense 35,508 4,040 — 39,548 Net interest income 25,724 2,228 — 27,952 Other revenue: Gain on sales, including fee-based services, net — 17,451 — 17,451 Mortgage servicing rights — 25,216 — 25,216 Servicing revenue — 26,082 — 26,082 Amortization of MSRs — (11,838) — (11,838) Property operating income 2,651 — — 2,651 Other income, net 406 (4,388) — (3,982) Total other revenue 3,057 52,523 — 55,580 Other expenses: Employee compensation and benefits 6,683 21,092 — 27,775 Selling and administrative 4,465 5,529 — 9,994 Property operating expenses 2,437 — — 2,437 Depreciation and amortization 447 1,401 — 1,848 Provision for loss sharing (net of recoveries) — 2,019 — 2,019 Provision for loan losses (net of recoveries) 836 — — 836 Litigation settlement gain (10,170) — — (10,170) Total other expenses 4,698 30,041 — 34,739 Income before extinguishment of debt, loss from equity affiliates and income taxes 24,083 24,710 — 48,793 Loss on extinguishment of debt (4,960) — — (4,960) Loss from equity affiliates (1,028) — — (1,028) Provision for income taxes — (5,381) — (5,381) Net income 18,095 19,329 — 37,424 Preferred stock dividends 1,888 — — 1,888 Net income attributable to noncontrolling interest — — 7,799 7,799 Net income attributable to common stockholders $ 16,207 $ 19,329 $ (7,799) $ 27,737 Nine Months Ended September 30, 2019 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 215,782 $ 18,175 $ — $ 233,957 Interest expense 126,182 12,031 — 138,213 Net interest income 89,600 6,144 — 95,744 Other revenue: Gain on sales, including fee-based services, net — 51,897 — 51,897 Mortgage servicing rights — 62,852 — 62,852 Servicing revenue — 76,685 — 76,685 Amortization of MSRs — (36,731) — (36,731) Property operating income 8,187 — — 8,187 Other income, net 646 (6,058) — (5,412) Total other revenue 8,833 148,645 — 157,478 Other expenses: Employee compensation and benefits 23,048 70,599 — 93,647 Selling and administrative 15,101 16,021 — 31,122 Property operating expenses 7,649 — — 7,649 Depreciation and amortization 1,524 4,139 — 5,663 Impairment loss on real estate owned 1,000 — — 1,000 Provision for loss sharing (net of recoveries) — 1,557 — 1,557 Total other expenses 48,322 92,316 — 140,638 Income before extinguishment of debt, income from equity affiliates and income taxes 50,111 62,473 — 112,584 Loss on extinguishment of debt (128) — — (128) Income from equity affiliates 9,133 — — 9,133 Provision for income taxes — (10,963) — (10,963) Net income 59,116 51,510 — 110,626 Preferred stock dividends 5,665 — — 5,665 Net income attributable to noncontrolling interest — — 19,429 19,429 Net income attributable to common stockholders $ 53,451 $ 51,510 $ (19,429) $ 85,532 Nine Months Ended September 30, 2018 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 162,645 $ 15,763 $ — $ 178,408 Interest expense 100,324 10,166 329 110,819 Net interest income 62,321 5,597 (329) 67,589 Other revenue: Gain on sales, including fee-based services, net — 51,266 — 51,266 Mortgage servicing rights — 62,787 — 62,787 Servicing revenue — 70,301 — 70,301 Amortization of MSRs — (35,639) — (35,639) Property operating income 8,525 — — 8,525 Other income, net 757 (2,331) — (1,574) Total other revenue 9,282 146,384 — 155,666 Other expenses: Employee compensation and benefits 21,019 63,065 — 84,084 Selling and administrative 11,500 16,283 — 27,783 Property operating expenses 8,089 — — 8,089 Depreciation and amortization 1,338 4,201 — 5,539 Impairment loss on real estate owned 2,000 — — 2,000 Provision for loss sharing (net of recoveries) — 2,840 — 2,840 Provision for loan losses (net of recoveries) (967) — — (967) Litigation settlement gain (10,170) — — (10,170) Total other expenses 32,809 86,389 — 119,198 Income before extinguishment of debt, income from equity 38,794 65,592 (329) 104,057 Loss on extinguishment of debt (4,960) — — (4,960) Income from equity affiliates 1,104 — — 1,104 Benefit from (provision for) income taxes 500 (1,596) — (1,096) Net income 35,438 63,996 (329) 99,105 Preferred stock dividends 5,665 — — 5,665 Net income attributable to noncontrolling interest — — 22,347 22,347 Net income attributable to common stockholders $ 29,773 $ 63,996 $ (22,676) $ 71,093 (1) Includes certain corporate expenses not allocated to the two reportable segments, such as financing costs associated with the Acquisition, as well as income allocated to the noncontrolling interest holders. September 30, 2019 Structured Business Agency Business Consolidated Assets: Cash and cash equivalents $ 102,734 $ 32,551 $ 135,285 Restricted cash 188,572 1,474 190,046 Loans and investments, net 3,874,069 — 3,874,069 Loans held-for-sale, net — 537,826 537,826 Capitalized mortgage servicing rights, net — 283,688 283,688 Securities held to maturity 20,000 75,181 95,181 Investments in equity affiliates 36,698 — 36,698 Goodwill and other intangible assets 12,500 99,526 112,026 Other assets 103,541 27,274 130,815 Total assets $ 4,338,114 $ 1,057,520 $ 5,395,634 Liabilities: Debt obligations $ 3,477,005 $ 461,248 $ 3,938,253 Allowance for loss-sharing obligations — 35,525 35,525 Other liabilities 166,780 56,680 223,460 Total liabilities $ 3,643,785 $ 553,453 $ 4,197,238 December 31, 2018 Assets: Cash and cash equivalents $ 89,457 $ 70,606 $ 160,063 Restricted cash 180,606 — 180,606 Loans and investments, net 3,200,145 — 3,200,145 Loans held-for-sale, net — 481,664 481,664 Capitalized mortgage servicing rights, net — 273,770 273,770 Securities held-to-maturity, net — 76,363 76,363 Investments in equity affiliates 21,580 — 21,580 Goodwill and other intangible assets 12,500 103,665 116,165 Other assets 81,494 20,325 101,819 Total assets $ 3,585,782 $ 1,026,393 $ 4,612,175 Liabilities: Debt obligations $ 2,842,688 $ 472,181 $ 3,314,869 Allowance for loss-sharing obligations — 34,298 34,298 Other liabilities 159,413 38,029 197,442 Total liabilities $ 3,002,101 $ 544,508 $ 3,546,609 Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Origination Data: Structured Business New loan originations $ 541,474 $ 287,480 $ 1,971,872 $ 1,208,550 Loan payoffs / paydowns 456,847 255,575 1,239,449 684,216 Agency Business Origination Volumes by Investor: Fannie Mae $ 1,097,095 $ 995,662 $ 2,581,958 $ 2,264,870 Freddie Mac 203,981 317,516 631,324 1,060,456 FHA — 77,236 44,668 137,973 CMBS/Conduit 34,000 20,650 211,325 36,883 Private Label 80,740 — 80,740 — Total $ 1,415,816 $ 1,411,064 $ 3,550,015 $ 3,500,182 Total loan commitment volume $ 1,477,436 $ 1,376,376 $ 3,626,528 $ 3,499,569 Loan Sales Data: Agency Business Fannie Mae $ 1,141,780 $ 867,601 $ 2,556,781 $ 2,175,846 Freddie Mac 262,735 286,423 663,053 974,551 FHA 49,915 15,330 82,085 83,443 CMBS/Conduit 34,000 20,650 211,324 36,883 Total $ 1,488,430 $ 1,190,004 $ 3,513,243 $ 3,270,723 Sales margin (fee-based services as a % of loan sales) 1.43 % 1.47 % % 1.57 % MSR rate (MSR income as a % of loan commitments) % 1.83 % % 1.79 % September 30, 2019 Wtd. Avg. Servicing Wtd. Avg. Life of UPB of Servicing Fee Rate Servicing Portfolio Key Servicing Metrics for Agency Business: Portfolio (basis points) (in years) Fannie Mae $ 14,616,816 49.2 8.1 Freddie Mac 4,664,750 30.0 11.0 FHA 684,316 15.4 19.2 Total $ 19,965,882 43.5 9.2 December 31, 2018 Fannie Mae $ 13,562,667 51.3 7.4 Freddie Mac 4,394,287 30.8 10.8 FHA 644,687 15.5 19.6 Total $ 18,601,641 45.2 8.6 |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Basis of Presentation and Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), for interim financial statements and the instructions to Form 10-Q. Accordingly, certain information and footnote disclosures normally included in the consolidated financial statements prepared under GAAP have been condensed or omitted. In our opinion, 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. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These financial statements should be read in conjunction with our financial statements and notes thereto included in our 2018 Annual Report. |
Principles of Consolidation | Principles of Consolidation These 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. Our VIEs are described in Note 15. All significant intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that could materially affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Leases | Leases. We determine if an arrangement is a lease at inception. Our right to use an underlying asset for the lease term is recorded as operating lease right-of-use (“ROU”) assets and our obligation to make lease payments arising from the lease are recorded as lease liabilities. The operating lease ROU assets and lease liabilities are included in other assets and other liabilities, respectively, in our consolidated balance sheets. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Our leases do not provide an implicit rate; therefore, we use our incremental borrowing rate in determining the present value of lease payments. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. At the adoption date, we made an accounting policy election to exclude leases with an initial term of twelve months or less. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Description Adoption Date Effect on Financial Statements ASU 2016-02, Leases (Topic 842) requires lessees to record most leases on their balance sheet through operating and finance lease liabilities and corresponding ROU assets, as well as adding additional footnote disclosures of key information about those arrangements. ASU 2018-11, Leases (Topic 842) -Targeted Improvements provides transition relief on comparative period reporting through a cumulative-effect adjustment at the beginning of the period of adoption ("Effective Date Method"). First quarter of 2019 We adopted this guidance using the Effective Date Method and elected the group of optional practical expedients, therefore, comparative reporting periods have not been adjusted and are reported under the previous accounting guidance. Upon adoption, we recorded an operating lease ROU asset and corresponding lease liability of $20.1 million, which are included as other assets and other liabilities in our consolidated balance sheets.We also added the required footnote disclosures in Note 14. ASU 2018-07, Compensation—Stock Compensation expands the scope of ASC Topic 718, Compensation—Stock Compensation, to include share-based payment transactions for acquiring goods and services from nonemployees. First quarter of 2019 The adoption of this guidance did not have a material impact on our consolidated financial statements. ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities better aligns risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. Among other amendments, the update allows entities to designate the variability in cash flows attributable to changes in a contractually specified component stated in the contract as the hedged risk in a cash flow hedge of a forecasted purchase or sale of a nonfinancial asset. First quarter of 2019 The adoption of this guidance did not have a material impact on our consolidated financial statements. We will apply this guidance to future hedging activities. Recently Issued Accounting Pronouncements Description Effective Date Effect on Financial Statements In June 2016, the Financial Accounting Standards Board ("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 continue to evaluate the impact the adoption of this guidance will have on our consolidated financial statements and disclosures. As part of our evaluation process, we have established a task force that includes individuals from various functional areas and are in the process of updating our accounting policies, procedures and gathering data. Although our evaluation is not finalized, we expect the adoption of this guidance will result in an increased amount of provision for potential credit loss related to our Structured Business loan and investment portfolio, held-to-maturity debt securities and loss-sharing obligations related to the Fannie Mae DUS program. |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Basis of Presentation and Significant Accounting Policies | |
Schedules of Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements Description Adoption Date Effect on Financial Statements ASU 2016-02, Leases (Topic 842) requires lessees to record most leases on their balance sheet through operating and finance lease liabilities and corresponding ROU assets, as well as adding additional footnote disclosures of key information about those arrangements. ASU 2018-11, Leases (Topic 842) -Targeted Improvements provides transition relief on comparative period reporting through a cumulative-effect adjustment at the beginning of the period of adoption ("Effective Date Method"). First quarter of 2019 We adopted this guidance using the Effective Date Method and elected the group of optional practical expedients, therefore, comparative reporting periods have not been adjusted and are reported under the previous accounting guidance. Upon adoption, we recorded an operating lease ROU asset and corresponding lease liability of $20.1 million, which are included as other assets and other liabilities in our consolidated balance sheets.We also added the required footnote disclosures in Note 14. ASU 2018-07, Compensation—Stock Compensation expands the scope of ASC Topic 718, Compensation—Stock Compensation, to include share-based payment transactions for acquiring goods and services from nonemployees. First quarter of 2019 The adoption of this guidance did not have a material impact on our consolidated financial statements. ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities better aligns risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. Among other amendments, the update allows entities to designate the variability in cash flows attributable to changes in a contractually specified component stated in the contract as the hedged risk in a cash flow hedge of a forecasted purchase or sale of a nonfinancial asset. First quarter of 2019 The adoption of this guidance did not have a material impact on our consolidated financial statements. We will apply this guidance to future hedging activities. Recently Issued Accounting Pronouncements Description Effective Date Effect on Financial Statements In June 2016, the Financial Accounting Standards Board ("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 continue to evaluate the impact the adoption of this guidance will have on our consolidated financial statements and disclosures. As part of our evaluation process, we have established a task force that includes individuals from various functional areas and are in the process of updating our accounting policies, procedures and gathering data. Although our evaluation is not finalized, we expect the adoption of this guidance will result in an increased amount of provision for potential credit loss related to our Structured Business loan and investment portfolio, held-to-maturity debt securities and loss-sharing obligations related to the Fannie Mae DUS program. |
Loans and Investments (Tables)
Loans and Investments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Loans and Investments | |
Schedule of composition of company's structured business loan and investment portfolio | Our Structured Business loan and investment portfolio consists of ($ in thousands): Wtd. Avg. Remaining Wtd. Avg. Wtd. Avg. Percent of Loan Wtd. Avg. Months to First Dollar Last Dollar September 30, 2019 Total Count Pay Rate (1) Maturity LTV Ratio (2) LTV Ratio (3) Bridge loans (4) $ 3,539,462 89 % 185 6.08 % 17.3 0 % 74 % Mezzanine loans 217,698 6 % 22 10.36 % 28.8 24 % 74 % Preferred equity investments 167,780 4 % 9 7.27 % 74.5 69 % 90 % Other (4) 36,769 1 % 11 2.08 % 64.4 0 % 70 % 3,961,709 100 % 227 6.33 % 20.8 4 % 75 % Allowance for loan losses (71,069) Unearned revenue (16,571) Loans and investments, net $ 3,874,069 December 31, 2018 Bridge loans $ 2,992,814 91 % 167 6.84 % 18.5 0 % 74 % Mezzanine loans 108,867 3 % 13 10.57 % 22.1 28 % 72 % Preferred equity investments 181,661 6 % 10 7.97 % 78.0 66 % 89 % 3,283,342 100 % 190 7.02 % 22.0 5 % 75 % Allowance for loan losses (71,069) Unearned revenue (12,128) Loans and investments, net $ 3,200,145 (1) “Weighted Average Pay Rate” is a weighted average, based on the unpaid principal balance (“UPB”) of each loan in our portfolio, of the interest rate that is 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 Loan-to-Value (“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. (4) Included within bridge loans are three single-family rental loans with an aggregate UPB of $65.5 million, of which $25.6 million was funded, and included within other are three single-family rental permanent loans with an aggregate UPB of $14.6 million. |
Summary of the loan portfolio's weighted average internal risk ratings and LTV ratios by asset class | A summary of the loan portfolio’s weighted average internal risk ratings and LTV ratios by asset class is as follows ($ in thousands): September 30, 2019 Wtd. Avg. Wtd. Avg. Wtd. Avg. Percentage Internal Risk First Dollar Last Dollar Asset Class UPB of Portfolio Rating LTV Ratio LTV Ratio Multifamily $ 3,032,379 77 % pass/watch 5 % 76 % Self Storage 233,757 6 % special mention 3 % 72 % Land 227,488 6 % special mention 0 % 86 % Healthcare 152,625 4 % pass/watch 0 % 75 % Office 132,022 3 % special mention 3 % 66 % Hotel 92,300 2 % pass/watch 0 % 62 % Retail 49,284 1 % pass/watch 6 % 62 % Single-Family Rental 40,154 1 % pass/watch 0 % 66 % Other 1,700 <1 % doubtful 63 % 63 % Total $ 3,961,709 100 % pass/watch 4 % 75 % December 31, 2018 Wtd. Avg. Wtd. Avg. Wtd. Avg. Percentage Internal Risk First Dollar Last Dollar Asset Class UPB of Portfolio Rating LTV Ratio LTV Ratio Multifamily $ 2,427,920 % pass/watch 5 % 75 % Self Storage 301,830 % pass/watch 0 % 72 % Land 151,628 % substandard 0 % 90 % Healthcare 122,775 % pass/watch 0 % 77 % Office 132,047 % special mention 3 % 68 % Hotel 100,075 % pass/watch 13 % 66 % Retail 45,367 % pass/watch 6 % 65 % Other 1,700 <1 % doubtful 63 % 63 % Total $ 3,283,342 % pass/watch 5 % 75 % |
Summary of the changes in the allowance for loan losses | A summary of the changes in the allowance for loan losses is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Allowance at beginning of period $ 71,069 $ 58,733 $ 71,069 $ 62,783 Provision for loan losses — 2,218 — 3,868 Charge-offs — — — (2,527) Recoveries of reserves — — — (3,173) Allowance at end of period $ 71,069 $ 60,951 $ 71,069 $ 60,951 |
Summary of the company's impaired loans by asset class | A summary of our impaired loans by asset class is as follows (in thousands): September 30, 2019 Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Carrying Allowance for Average Recorded Interest Income Average Recorded Interest Income Asset Class UPB Value (1) Loan Losses Investment (2) Recognized Investment (2) Recognized Land $ 134,215 $ 127,386 $ 67,869 $ 134,215 $ 27 $ 134,215 $ 82 Office 2,241 2,241 1,500 2,246 34 2,254 101 Commercial 1,700 1,700 1,700 1,700 — 1,700 — Total $ 138,156 $ 131,327 $ 71,069 $ 138,161 $ 61 $ 138,169 $ 183 December 31, 2018 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Land $ 134,215 $ 127,869 $ 67,869 $ 133,387 $ 26 $ 132,651 $ 75 Hotel — — — — — 17,375 — Office 2,266 2,266 1,500 2,277 33 2,281 93 Commercial 1,700 1,700 1,700 1,700 — 1,700 — Total $ 138,181 $ 131,835 $ 71,069 $ 137,364 $ 59 $ 154,007 $ 168 (1) Represents the UPB of five impaired loans (less unearned revenue and other holdbacks and adjustments) by asset class at both September 30, 2019 and December 31, 2018. (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 | A summary of our non-performing loans by asset class is as follows (in thousands): September 30, 2019 December 31, 2018 Greater Less Than 90 Greater Than Carrying Less Than 90 Than 90 Days Carrying Days Past 90 Days Past Asset Class Value Days Past Due Past Due Value Due Due Commercial $ 1,700 $ — $ 1,700 $ 1,700 $ — $ 1,700 Retail 990 — 990 — — — Office 833 — 833 832 — 832 Total $ 3,523 $ — $ 3,523 $ 2,532 $ — $ 2,532 |
Loans Held-for-Sale, Net (Table
Loans Held-for-Sale, Net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Loans Held-for-Sale, Net | |
Summary of loans held-for-sale, net | Loans held-for-sale, net consists of the following (in thousands): September 30, 2019 December 31, 2018 Fannie Mae $ 383,963 $ 358,790 Freddie Mac 63,250 95,004 FHA 1,769 19,170 Private Label 80,740 — 529,722 472,964 Fair value of future MSR 10,364 10,253 Unearned discount (2,260) (1,553) Loans held-for-sale, net $ 537,826 $ 481,664 |
Capitalized Mortgage Servicin_2
Capitalized Mortgage Servicing Rights (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Capitalized Mortgage Servicing Rights | |
Summary of capitalized MSR activity | A summary of our capitalized MSR activity is as follows (in thousands): Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Acquired Originated Total Acquired Originated Total Balance at beginning of period $ 79,492 $ 197,156 $ 276,648 $ 97,084 $ 176,686 $ 273,770 Additions — 25,945 25,945 — 62,477 62,477 Amortization (5,041) (7,084) (12,125) (16,502) (20,229) (36,731) Write-downs and payoffs (3,008) (3,772) (6,780) (9,139) (6,689) (15,828) Balance at end of period $ 71,443 $ 212,245 $ 283,688 $ 71,443 $ 212,245 $ 283,688 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Balance at beginning of period $ 120,017 $ 137,004 $ 257,021 $ 143,270 $ 109,338 $ 252,608 Additions — 21,368 21,368 — 59,660 59,660 Amortization (7,052) (4,786) (11,838) (22,564) (13,075) (35,639) Write-downs and payoffs (4,419) (2,731) (7,150) (12,160) (5,068) (17,228) Balance at end of period $ 108,546 $ 150,855 $ 259,401 $ 108,546 $ 150,855 $ 259,401 |
Schedule of expected amortization of capitalized MSRs recorded | The expected amortization of capitalized MSRs recorded as of September 30, 2019 is as follows (in thousands): Year Amortization 2019 (three months ending 12/31/2019) $ 12,132 2020 46,371 2021 42,044 2022 36,519 2023 31,735 2024 27,448 Thereafter 87,439 Total $ 283,688 |
Mortgage Servicing (Tables)
Mortgage Servicing (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
MSRs | |
Mortgage Servicing | |
Schedule of product and geographic concentrations in servicing revenue | Product and geographic concentrations that impact our servicing revenue are as follows ($ in thousands): September 30, 2019 Product Concentrations Geographic Concentrations UPB Percent of Percentage Product UPB Total State of Total Fannie Mae $ 14,616,816 73 % Texas 19 % Freddie Mac 4,664,750 23 % North Carolina 9 % FHA 684,316 4 % New York 9 % Total $ 19,965,882 100 % California 9 % Georgia 6 % Florida 6 % Other (1) 42 % Total 100 % December 31, 2018 Fannie Mae $ 13,562,667 73 % Texas 20 % Freddie Mac 4,394,287 24 % North Carolina 10 % FHA 644,687 3 % New York 8 % Total $ 18,601,641 100 % California 8 % Georgia 6 % Florida 6 % Other (1) 42 % Total 100 % (1) No other individual state represented 4% or more of the total. |
Securities Held-to-Maturity (Ta
Securities Held-to-Maturity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Securities Held-to-Maturity | |
Summary of securities held-to-maturity | Carrying Unrealized Estimated Period Face Value Value Gain Fair Value September 30, 2019 $ 118,925 $ 95,181 $ 2,737 $ 97,918 December 31, 2018 $ 103,515 $ 76,363 $ 2,734 $ 79,097 |
Investments in Equity Affilia_2
Investments in Equity Affiliates (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Investments in Equity Affiliates | |
Summary of the company's investments in equity affiliates | A summary of our investments in equity affiliates is as follows (in thousands): UPB of Loans to Investments in Equity Affiliates at Equity Affiliates at Equity Affiliates September 30, 2019 December 31, 2018 September 30, 2019 Arbor Residential Investor LLC $ 25,491 $ 19,260 $ — AMAC Holdings III LLC 8,887 — — Lightstone Value Plus REIT L.P 1,895 1,895 — JT Prime 425 425 — West Shore Café — — 1,688 Lexford Portfolio — — 30,470 East River Portfolio — — — Total $ 36,698 $ 21,580 $ 32,158 |
Real Estate Owned (Tables)
Real Estate Owned (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Real Estate Owned | |
Schedule of real estate owned | September 30, 2019 December 31, 2018 Hotel Office Hotel Office (in thousands) Property Building Total Property Building Total Land $ 3,294 $ 4,509 $ 7,803 $ 3,294 $ 4,509 $ 7,803 Building and intangible assets 31,272 2,010 33,282 31,066 2,010 33,076 Less: Impairment loss (14,307) (2,500) (16,807) (13,307) (2,500) (15,807) Less: Accumulated depreciation and amortization (10,182) (967) (11,149) (9,778) (848) (10,626) Real estate owned, net $ 10,077 $ 3,052 $ 13,129 $ 11,275 $ 3,171 $ 14,446 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Obligations | |
Schedule of face amount and gain on extinguishment of the company's CDO bonds repurchased by bond class | Borrowings and the corresponding collateral under our Debt Fund are as follows ($ in thousands): Collateral (3) Debt Loans Cash Face Carrying Wtd. Avg. Carrying Restricted Period Value Value (1) Rate (2) UPB Value Cash (4) September 30, 2019 $ 70,000 $ 68,528 6.25 % $ 76,887 $ 76,625 $ 23,113 December 31, 2018 $ 70,000 $ 68,183 6.75 % $ 69,186 $ 68,924 $ 30,814 (1) Debt carrying value is net of $1.5 million and $1.8 million of deferred financing fees at September 30, 2019 and December 31, 2018, respectively. (2) At September 30, 2019 and December 31, 2018, the aggregate weighted average note rate, including certain fees and costs, was 7.32% and 7.49%, respectively. (3) At both September 30, 2019 and December 31, 2018, there was no collateral at risk of default or deemed to be a “credit risk.” (4) Represents restricted cash held for reinvestment. Excludes restricted cash related to interest payments, delayed fundings and expenses. |
Schedule of face value, unamortized discount and net carrying value of the liability and equity components | The UPB, unamortized discount and net carrying amount of the liability and equity components of our convertible notes were as follows (in thousands): Liability Equity Component Component Unamortized Debt Unamortized Deferred Net Carrying Net Carrying Period UPB Discount Financing Fees Value Value September 30, 2019 $ 265,705 $ 5,699 $ 4,900 $ 255,106 $ 9,436 December 31, 2018 $ 270,057 $ 8,229 $ 7,060 $ 254,768 $ 9,436 |
Credit Facilities and Repurchase Agreements | |
Debt Obligations | |
Schedule of borrowings | Borrowings under our credit facilities and repurchase agreements are as follows ($ in thousands): September 30, 2019 December 31, 2018 Debt Collateral Debt Collateral Current Extended Carrying Carrying Wtd. Avg. Carrying Carrying Wtd. Avg. Maturity Maturity Note Rate Value (1) Value Note Rate Value (1) Value Note Rate Structured Business $550 million repurchase facility Mar. 2020 Mar. 2021 L+ 1.75 % to 3.50 % $ 249,334 $ 377,445 4.31 % $ 334,696 $ 467,680 4.75 % $300 million repurchase facility June 2020 Mar. 2023 L+ 1.95 % — 240,173 324,627 4.02 % — — — $200 million repurchase facility Aug. 2020 N/A L+ 2.40 % 12,917 14,596 4.48 % — — — $100 million repurchase facility June 2020 N/A L+ 1.75 % to 1.95 % 12,680 17,416 3.82 % 70,837 98,597 4.31 % $75 million credit facility May 2020 May 2023 L+ 1.75 % to 2.50 % 47,838 73,764 3.82 % 10,237 16,889 4.31 % $75 million credit facility June 2020 N/A L+ 1.75 % — — — — — — $50 million credit facility April 2020 April 2022 L+ 2.00 % — — — 14,159 17,700 4.57 % $50 million credit facility Sept. 2020 Sept. 2021 L+ 2.50 % to 3.25 % 5,261 6,600 4.58 % — — — $40.5 million credit facility May 2022 N/A L+ 2.20 % 40,391 54,000 4.27 % — — — $35.9 million credit facility May 2020 Nov. 2020 L+ 2.30 % 30,772 51,300 4.38 % 30,512 44,100 4.87 % $25.5 million credit facility July 2020 N/A L+ 2.50 % 23,923 34,000 4.58 % 18,552 34,000 5.07 % $25 million credit facility June 2022 June 2023 L+ 2.25 % 14,506 22,172 4.32 % — — — $25 million working capital facility Aug. 2020 N/A L+ 2.25 % — — — — — — $23.2 million credit facility Feb. 2020 Feb. 2021 L+ 2.30 % 23,113 30,900 4.38 % 23,175 30,900 4.87 % $20 million credit facility Mar. 2020 Mar. 2021 L+ 2.50 % 17,974 41,650 4.58 % 19,912 41,650 5.07 % $17.4 million credit facility June 2020 June 2021 L+ 2.40 % 14,196 21,700 4.48 % 12,462 15,844 4.97 % $11.9 million credit facility April 2022 N/A L+ 2.10 % 11,826 15,190 4.17 % — — — $8 million credit facility Aug. 2021 N/A L+ 2.50 % — — — 7,946 10,000 5.07 % $3.3 million master security agreement Oct. 2020 N/A 2.96 % to 3.42 % 655 — 3.18 % 1,168 — 3.19 % $2.2 million master security agreement Mar. 2021 N/A 4.60 % — 1,138 — 4.66 % 1,678 — 4.66 % Repurchase facilities - securities (2) N/A N/A L+ 1.25 % to 2.50 % 177,820 — 4.20 % 118,112 — 5.07 % Structured Business total 924,517 1,085,360 4.20 % 663,446 777,360 4.78 % Agency Business $750 million ASAP agreement (3) N/A N/A L+ 1.05 % 228,727 228,727 3.07 % 104,619 104,619 3.55 % $500 million repurchase facility (4) Oct. 2019 N/A L+ 1.275 % 45,079 45,082 3.36 % 130,906 130,917 3.78 % $250 million credit facility (5) June 2020 N/A L+ 1.15 % 43,368 43,368 3.17 % 26,651 26,651 3.75 % $150 million credit facility Jan. 2020 N/A L+ 1.15 % 102,822 102,888 3.17 % 113,666 113,685 3.80 % $150 million credit facility July 2020 N/A L+ 1.15 % 41,251 41,364 3.17 % 96,339 96,419 3.80 % Agency Business total 461,247 461,429 3.14 % 472,181 472,291 3.74 % Consolidated total $ 1,385,764 $ 1,546,789 3.85 % $ 1,135,627 $ 1,249,651 4.35 % (1) The debt carrying value for the Structured Business at September 30, 2019 and December 31, 2018 was net of unamortized deferred finance costs of $2.3 million and $2.4 million, respectively. The debt carrying value for the Agency Business at September 30, 2019 and December 31, 2018 was net of unamortized deferred finance costs of $0.2 million and $0.1 million, respectively. (2) As of September 30, 2019 and December 31, 2018, these facilities were collateralized by CLO bonds retained by us with a principal balance of $183.3 million and $114.2 million, respectively, B Piece bonds with a carrying value of $75.2 million and $76.4 million, respectively, and SFR bonds with a carrying value of $20.0 million at September 30, 2019. (3) The note rate under this agreement is subject to a LIBOR Floor of 35 basis points. (4) This facility included an accordion feature to increase the committed amount to $750.0 million, which was available through the October 2019 maturity date. This facility was amended in October 2019 to extend the maturity to October 2020, reduce the interest rate to 115 basis points over LIBOR and remove the accordion feature. (5) In August 2019, the committed amount under the facility was temporarily increased $150.0 million to $250.0 million, which expires in January 2020. |
CLOs | |
Debt Obligations | |
Schedule of borrowings | Borrowings and the corresponding collateral under our CLOs are as follows ($ in thousands): Collateral (3) Debt Loans Cash Carrying Wtd. Avg. Carrying Restricted September 30, 2019 Face Value Value (1) Rate (2) UPB Value Cash (4) CLO XI $ 533,000 $ 528,404 3.51 % $ 637,336 $ 634,052 $ — CLO X 441,000 437,129 3.51 % 519,893 518,256 32,041 CLO IX 356,400 353,149 3.43 % 411,415 410,554 44,127 CLO VIII 282,874 280,785 3.38 % 346,806 345,774 13,734 CLO VII 279,000 277,433 4.07 % 337,264 335,693 10,061 Total CLOs $ 1,892,274 $ 1,876,900 3.56 % $ 2,252,714 $ 2,244,329 $ 99,963 December 31, 2018 CLO X $ 441,000 $ 436,384 4.01 % $ 539,007 $ 536,869 $ 20,993 CLO IX 356,400 352,244 3.92 % 440,906 439,691 20,094 CLO VIII 282,874 279,857 3.87 % 354,713 353,574 10,287 CLO VII 279,000 276,527 4.56 % 325,057 324,195 30,725 CLO VI 250,250 248,536 5.05 % 279,348 278,364 41,404 Total CLOs $ 1,609,524 $ 1,593,548 4.22 % $ 1,939,031 $ 1,932,693 $ 123,503 (1) Debt carrying value is net of $15.4 million and $16.0 million of deferred financing fees at September 30, 2019 and December 31, 2018, respectively. (2) At September 30, 2019 and December 31, 2018, the aggregate weighted average note rate for our CLOs, including certain fees and costs, was 3.97% and 4.73%, respectively. (3) As of September 30, 2019 and December 31, 2018, there was no collateral at risk of default or deemed to be a “credit risk” as defined by the CLO indenture. (4) 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 totaling $63.8 million. |
Summary of the company's CLO compliance tests as of the most recent determination dates | Our CLO compliance tests as of the most recent determination dates in October 2019 were as follows: Cash Flow Triggers CLO VII CLO VIII CLO IX CLO X CLO XI Overcollateralization (1) Current 129.03 % 129.03 % 134.68 % 126.98 % 121.95 % Limit 128.03 % 128.03 % 133.68 % 125.98 % 120.95 % Pass / Fail Pass Pass Pass Pass Pass Interest Coverage (2) Current 186.91 % 303.85 % 277.58 % 294.75 % 217.01 % Limit 120.00 % 120.00 % 120.00 % 120.00 % 120.00 % Pass / Fail Pass Pass 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 VII CLO VIII CLO IX CLO X CLO XI October 2019 129.03 % 129.03 % 134.68 % 126.98 % 121.95 % July 2019 129.03 % 129.03 % 134.68 % 126.98 % 121.95 % April 2019 129.03 % 129.03 % 134.68 % 126.98 % — January 2019 129.03 % 129.03 % 134.68 % 126.98 % — October 2018 129.03 % 129.03 % 134.68 % 126.98 % — (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 Ob_2
Allowance for Loss-Sharing Obligations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Allowance for Loss-Sharing Obligations | |
Schedule of allowance for loss-sharing obligations related to Fannie Mae DUS program | Our allowance for loss-sharing obligations related to the Fannie Mae DUS program is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Beginning balance $ 34,417 $ 31,402 $ 34,298 $ 30,511 Provisions for loss sharing 1,326 2,924 3,880 5,263 Provisions reversal for loan repayments (591) (905) (2,323) (2,423) Recoveries (charge-offs), net 373 (16) (330) 54 Ending balance $ 35,525 $ 33,405 $ 35,525 $ 33,405 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Agency Business | |
Schedule of non-qualifying derivative financial instruments | A summary of our non-qualifying derivative financial instruments is as follows ($ in thousands): September 30, 2019 Fair Value Notional Balance Sheet Derivative Derivative Derivative Count Value Location Assets Liabilities Agency Business Rate Lock Commitments 10 $ 94,674 Other Assets/Other Liabilities $ 589 $ (2,515) Forward Sale Commitments 84 543,654 Other Assets/Other Liabilities 4,509 (3,043) Swap Futures 7 72,300 Other Assets/Other Liabilities — — $ 710,628 $ 5,098 $ (5,558) Structured Business Swap Futures 2 $ 10,600 Other Assets/Other Liabilities — — December 31, 2018 Agency Business Rate Lock Commitments 4 $ 18,161 Other Assets/Other Liabilities $ 324 $ (95) Forward Sale Commitments 90 491,125 Other Assets/Other Liabilities 5,789 (637) $ 509,286 $ 6,113 $ (732) |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value. | |
Summary of the principal amounts, carrying values and the estimated fair values of the Company's financial instruments | The following table summarizes the principal amounts, carrying values and the estimated fair values of our financial instruments (in thousands): September 30, 2019 December 31, 2018 Principal / Carrying Estimated Principal / Carrying Estimated Notional Amount Value Fair Value Notional Amount Value Fair Value Financial assets: Loans and investments, net $ 3,961,709 $ 3,874,069 $ 3,914,135 $ 3,283,342 $ 3,200,145 $ 3,249,499 Loans held-for-sale, net 529,722 537,826 546,887 472,964 481,664 489,546 Capitalized mortgage servicing rights, net n/a 283,688 323,662 n/a 273,770 322,463 Securities held-to-maturity, net 118,925 95,181 97,918 103,515 76,363 79,097 Derivative financial instruments 307,099 5,098 5,098 400,661 6,113 6,113 Financial liabilities: Credit and repurchase facilities $ 1,388,248 $ 1,385,764 $ 1,385,261 $ 1,138,135 $ 1,135,627 $ 1,135,774 Collateralized loan obligations 1,892,274 1,876,900 1,894,048 1,609,524 1,593,548 1,588,989 Debt fund 70,000 68,528 70,132 70,000 68,183 70,154 Senior unsecured notes 215,000 211,188 217,344 125,000 122,484 123,750 Convertible senior unsecured notes, net 265,705 255,106 290,986 270,057 254,768 267,324 Junior subordinated notes 154,336 140,767 97,218 154,336 140,259 95,873 Derivative financial instruments 331,229 5,558 5,558 108,625 732 732 |
Schedule of certain financial assets and financial liabilities measured at fair value on a recurring basis | The fair values of these financial assets and liabilities were determined using the following input levels as of September 30, 2019 (in thousands): Fair Value Measurements Using Fair Carrying Value Hierarchy Value Fair Value Level 1 Level 2 Level 3 Financial assets: Derivative financial instruments $ 5,098 $ 5,098 $ — $ 4,509 $ 589 Financial liabilities: Derivative financial instruments $ 5,558 $ 5,558 $ — $ 5,558 $ — |
Schedule of certain financial assets and financial liabilities measured at fair value on a nonrecurring basis | The fair values of these financial and non-financial assets, if applicable, were determined using the following input levels as of September 30, 2019 (in thousands): Fair Value Measurements Using Fair Net Carrying Value Hierarchy Value Fair Value Level 1 Level 2 Level 3 Financial assets: Impaired loans, net (1) $ 60,268 $ 60,268 $ — $ — $ 60,268 (1) We had an allowance for loan losses of $71.1 million relating to five loans with an aggregate carrying value, before loan loss reserves, of $131.3 million at September 30, 2019. |
Schedule of quantitative information about Level 3 fair value measurements | Quantitative information about Level 3 fair value measurements at September 30, 2019 were as follows ($ in thousands): Valuation Fair Value Techniques Significant Unobservable Inputs Financial assets: Impaired loans: Land $ 59,517 Discounted cash flows Discount rate 23.00 % Revenue growth rate 3.00 % Office 741 Discounted cash flows Discount rate 11.00 % Capitalization rate 9.00 % Revenue growth rate 2.50 % Derivative financial instruments: Rate lock commitments 589 Discounted cash flows W/A discount rate 12.25 % |
Schedule of roll forward of Level 3 derivative instruments | A roll-forward of Level 3 derivative instruments were as follows (in thousands): Fair Value Measurements Using Significant Unobservable Inputs Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Derivative assets and liabilities, net Balance at beginning of period $ 745 $ 606 $ 324 $ 276 Settlements (30,067) (17,793) (62,587) (62,313) Realized gains recorded in earnings 29,322 17,187 62,263 62,037 Unrealized gains recorded in earnings 589 749 589 749 Balance at end of period $ 589 $ 749 $ 589 $ 749 |
Schedule of components of fair value and other relevant information | 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 were as follows (in thousands): Notional/ Fair Value of Interest Rate Total Fair Value Principal Amount Servicing Rights Movement Effect Adjustment September 30, 2019 Rate lock commitments $ 94,674 $ 589 $ (2,515) $ (1,926) Forward sale commitments 543,655 — 2,515 2,515 Loans held-for-sale, net (1) 448,981 10,364 — 10,364 Total $ 10,953 $ — $ 10,953 (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 September 30, 2019 (in thousands): Fair Value Measurements Using Fair Value Hierarchy Carrying Value Fair Value Level 1 Level 2 Level 3 Financial assets: Loans and investments, net $ 3,874,069 $ 3,914,135 $ — $ — $ 3,914,135 Loans held-for-sale, net 537,826 546,887 — 536,523 10,364 Capitalized mortgage servicing rights, net 283,688 323,662 — — 323,662 Securities held-to-maturity, net 95,181 97,918 — — 97,918 Financial liabilities: Credit and repurchase facilities $ 1,385,764 $ 1,385,261 $ — $ 461,247 $ 924,014 Collateralized loan obligations 1,876,900 1,894,048 — — 1,894,048 Debt fund 68,528 70,132 — — 70,132 Senior unsecured notes 211,188 217,344 217,344 — — Convertible senior unsecured notes, net 255,106 290,986 — 290,986 — Junior subordinated notes 140,767 97,218 — — 97,218 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Schedule of maturities of operating lease liabilities | The maturities of our operating lease liabilities at September 30, 2019 are as follows (in thousands): Year 2019 (three months ending December 31, 2019) $ 2020 2021 2022 2023 2024 Thereafter Total $ |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Variable Interest Entities | |
Schedule of the assets and liabilities related to the consolidated CLOs and Debt Fund | The assets and liabilities related to these consolidated CLOs and Debt Fund are as follows (in thousands): September 30, 2019 December 31, 2018 Assets: Restricted cash $ 188,113 $ 179,855 Loans and investments, net 2,320,954 2,001,617 Other assets 17,986 16,624 Total assets $ 2,527,053 $ 2,198,096 Liabilities: Collateralized loan obligations $ 1,876,900 $ 1,593,548 Debt fund 68,528 68,183 Due to related party 1,753 — Other liabilities 3,789 3,408 Total liabilities $ 1,950,970 $ 1,665,139 |
Summary of the Company's variable interests in identified VIEs, of which the company is not the primary beneficiary | A summary of our variable interests in identified VIEs, of which we are not the primary beneficiary, as of September 30, 2019 is as follows (in thousands): Type Carrying Amount (1) Loans $ 437,498 B Piece and SFR bonds 95,181 Equity investments 8,887 Agency interest only strips 2,728 Total $ 544,294 (1) Represents the carrying amount of loans and investments before reserves. At September 30, 2019, $129.6 million of loans to VIEs had corresponding loan loss reserves of $69.4 million. See Note 3 for details. In addition, the maximum loss exposure as of September 30, 2019 would not exceed the carrying amount of our investment. |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity | |
Schedule of dividends declared by the Company (on a per share basis) | Dividends declared (on a per share basis) during the nine months ended September 30, 2019 were as follows: Preferred Stock Common Stock Dividend (1) Declaration Date Dividend Declaration Date Series A Series B Series C February 13, 2019 $ 0.27 February 1, 2019 $ 0.515625 $ 0.484375 $ 0.53125 May 1, 2019 $ 0.28 May 1, 2019 $ 0.515625 $ 0.484375 $ 0.53125 July 31, 2019 $ 0.29 July 31, 2019 $ 0.515625 $ 0.484375 $ 0.53125 (1) The dividend declared on July 31, 2019 was for June 1, 2019 through August 31, 2019, the dividend declared on May 1, 2019 was for March 1, 2019 through May 31, 2019 and the dividend declared on February 1, 2019 was for December 1, 2018 through February 28, 2019. |
Schedule of reconciliation of the numerator and denominator of the basic and diluted EPS computations | A reconciliation of the numerator and denominator of our basic and diluted EPS computations ($ in thousands, except share and per share data) is as follows: Three Months Ended September 30, 2019 2018 Basic Diluted Basic Diluted Net income attributable to common stockholders (1) $ 33,965 $ 33,965 $ 27,737 $ 27,737 Net income attributable to noncontrolling interest (2) — 7,363 — 7,799 Net income attributable to common stockholders and noncontrolling interest $ 33,965 $ 41,328 $ 27,737 $ 35,536 Weighted average shares outstanding 94,486,839 94,486,839 74,802,582 74,802,582 Dilutive effect of OP Units (2) — 20,484,094 — 21,023,735 Dilutive effect of restricted stock units (3) — 1,427,329 — 1,559,217 Dilutive effect of convertible notes (4) — 1,069,782 — 1,050,430 Weighted average shares outstanding 94,486,839 117,468,044 74,802,582 98,435,964 Net income per common share (1) $ 0.36 $ 0.35 $ 0.37 $ 0.36 Nine Months Ended September 30, 2019 2018 Net income attributable to common stockholders (1) $ 85,532 $ 85,532 $ 71,093 $ 71,093 Net income attributable to noncontrolling interest (2) — 19,429 — 22,347 Net income attributable to common stockholders and noncontrolling interest $ 85,532 $ 104,961 $ 71,093 $ 93,440 Weighted average shares outstanding 89,899,074 89,899,074 67,490,132 67,490,132 Dilutive effect of OP Units (2) — 20,508,205 — 21,160,999 Dilutive effect of restricted stock units (3) — 1,405,776 — 1,441,264 Dilutive effect of convertible notes (4) — 1,220,913 — 1,041,212 Weighted average shares outstanding 89,899,074 113,033,968 67,490,132 91,133,607 Net income per common share (1) $ 0.95 $ 0.93 $ 1.05 $ 1.03 (1) Net of preferred stock dividends. (2) We consider OP Units to be common stock equivalents as the holders have 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. (3) Mr. Kaufman is granted restricted stock units annually, which vest at the end of a four-year performance period based upon our achievement of total stockholder return objectives. (4) The convertible senior unsecured notes impact diluted earnings per share if the average price of our common stock exceeds the conversion price, as calculated in accordance with the terms of the indenture. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information | |
Schedule of statement of income and balance sheet by segment | Three Months Ended September 30, 2019 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 73,829 $ 6,680 $ — $ 80,509 Interest expense 43,209 4,855 — 48,064 Net interest income 30,620 1,825 — 32,445 Other revenue: Gain on sales, including fee-based services, net — 21,298 — 21,298 Mortgage servicing rights — 29,911 — 29,911 Servicing revenue — 25,916 — 25,916 Amortization of MSRs — (12,126) — (12,126) Property operating income 2,237 — — 2,237 Other income, net 17 (4,695) — (4,678) Total other revenue 2,254 60,304 — 62,558 Other expenses: Employee compensation and benefits 7,769 25,092 — 32,861 Selling and administrative 5,352 5,530 — 10,882 Property operating expenses 2,563 — — 2,563 Depreciation and amortization 503 1,338 — 1,841 Provision for loss sharing (net of recoveries) — 735 — 735 Total other expenses 16,187 32,695 — 48,882 Income before income from equity affiliates and income taxes 16,687 29,434 — 46,121 Income from equity affiliates 3,718 — — 3,718 Provision for income taxes — (6,623) — (6,623) Net income 20,405 22,811 — 43,216 Preferred stock dividends 1,888 — — 1,888 Net income attributable to noncontrolling interest — — 7,363 7,363 Net income attributable to common stockholders $ 18,517 $ 22,811 $ (7,363) $ 33,965 Three Months Ended September 30, 2018 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 61,232 $ 6,268 $ — $ 67,500 Interest expense 35,508 4,040 — 39,548 Net interest income 25,724 2,228 — 27,952 Other revenue: Gain on sales, including fee-based services, net — 17,451 — 17,451 Mortgage servicing rights — 25,216 — 25,216 Servicing revenue — 26,082 — 26,082 Amortization of MSRs — (11,838) — (11,838) Property operating income 2,651 — — 2,651 Other income, net 406 (4,388) — (3,982) Total other revenue 3,057 52,523 — 55,580 Other expenses: Employee compensation and benefits 6,683 21,092 — 27,775 Selling and administrative 4,465 5,529 — 9,994 Property operating expenses 2,437 — — 2,437 Depreciation and amortization 447 1,401 — 1,848 Provision for loss sharing (net of recoveries) — 2,019 — 2,019 Provision for loan losses (net of recoveries) 836 — — 836 Litigation settlement gain (10,170) — — (10,170) Total other expenses 4,698 30,041 — 34,739 Income before extinguishment of debt, loss from equity affiliates and income taxes 24,083 24,710 — 48,793 Loss on extinguishment of debt (4,960) — — (4,960) Loss from equity affiliates (1,028) — — (1,028) Provision for income taxes — (5,381) — (5,381) Net income 18,095 19,329 — 37,424 Preferred stock dividends 1,888 — — 1,888 Net income attributable to noncontrolling interest — — 7,799 7,799 Net income attributable to common stockholders $ 16,207 $ 19,329 $ (7,799) $ 27,737 Nine Months Ended September 30, 2019 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 215,782 $ 18,175 $ — $ 233,957 Interest expense 126,182 12,031 — 138,213 Net interest income 89,600 6,144 — 95,744 Other revenue: Gain on sales, including fee-based services, net — 51,897 — 51,897 Mortgage servicing rights — 62,852 — 62,852 Servicing revenue — 76,685 — 76,685 Amortization of MSRs — (36,731) — (36,731) Property operating income 8,187 — — 8,187 Other income, net 646 (6,058) — (5,412) Total other revenue 8,833 148,645 — 157,478 Other expenses: Employee compensation and benefits 23,048 70,599 — 93,647 Selling and administrative 15,101 16,021 — 31,122 Property operating expenses 7,649 — — 7,649 Depreciation and amortization 1,524 4,139 — 5,663 Impairment loss on real estate owned 1,000 — — 1,000 Provision for loss sharing (net of recoveries) — 1,557 — 1,557 Total other expenses 48,322 92,316 — 140,638 Income before extinguishment of debt, income from equity affiliates and income taxes 50,111 62,473 — 112,584 Loss on extinguishment of debt (128) — — (128) Income from equity affiliates 9,133 — — 9,133 Provision for income taxes — (10,963) — (10,963) Net income 59,116 51,510 — 110,626 Preferred stock dividends 5,665 — — 5,665 Net income attributable to noncontrolling interest — — 19,429 19,429 Net income attributable to common stockholders $ 53,451 $ 51,510 $ (19,429) $ 85,532 Nine Months Ended September 30, 2018 Structured Agency Other / Business Business Eliminations (1) Consolidated Interest income $ 162,645 $ 15,763 $ — $ 178,408 Interest expense 100,324 10,166 329 110,819 Net interest income 62,321 5,597 (329) 67,589 Other revenue: Gain on sales, including fee-based services, net — 51,266 — 51,266 Mortgage servicing rights — 62,787 — 62,787 Servicing revenue — 70,301 — 70,301 Amortization of MSRs — (35,639) — (35,639) Property operating income 8,525 — — 8,525 Other income, net 757 (2,331) — (1,574) Total other revenue 9,282 146,384 — 155,666 Other expenses: Employee compensation and benefits 21,019 63,065 — 84,084 Selling and administrative 11,500 16,283 — 27,783 Property operating expenses 8,089 — — 8,089 Depreciation and amortization 1,338 4,201 — 5,539 Impairment loss on real estate owned 2,000 — — 2,000 Provision for loss sharing (net of recoveries) — 2,840 — 2,840 Provision for loan losses (net of recoveries) (967) — — (967) Litigation settlement gain (10,170) — — (10,170) Total other expenses 32,809 86,389 — 119,198 Income before extinguishment of debt, income from equity 38,794 65,592 (329) 104,057 Loss on extinguishment of debt (4,960) — — (4,960) Income from equity affiliates 1,104 — — 1,104 Benefit from (provision for) income taxes 500 (1,596) — (1,096) Net income 35,438 63,996 (329) 99,105 Preferred stock dividends 5,665 — — 5,665 Net income attributable to noncontrolling interest — — 22,347 22,347 Net income attributable to common stockholders $ 29,773 $ 63,996 $ (22,676) $ 71,093 (1) Includes certain corporate expenses not allocated to the two reportable segments, such as financing costs associated with the Acquisition, as well as income allocated to the noncontrolling interest holders. September 30, 2019 Structured Business Agency Business Consolidated Assets: Cash and cash equivalents $ 102,734 $ 32,551 $ 135,285 Restricted cash 188,572 1,474 190,046 Loans and investments, net 3,874,069 — 3,874,069 Loans held-for-sale, net — 537,826 537,826 Capitalized mortgage servicing rights, net — 283,688 283,688 Securities held to maturity 20,000 75,181 95,181 Investments in equity affiliates 36,698 — 36,698 Goodwill and other intangible assets 12,500 99,526 112,026 Other assets 103,541 27,274 130,815 Total assets $ 4,338,114 $ 1,057,520 $ 5,395,634 Liabilities: Debt obligations $ 3,477,005 $ 461,248 $ 3,938,253 Allowance for loss-sharing obligations — 35,525 35,525 Other liabilities 166,780 56,680 223,460 Total liabilities $ 3,643,785 $ 553,453 $ 4,197,238 December 31, 2018 Assets: Cash and cash equivalents $ 89,457 $ 70,606 $ 160,063 Restricted cash 180,606 — 180,606 Loans and investments, net 3,200,145 — 3,200,145 Loans held-for-sale, net — 481,664 481,664 Capitalized mortgage servicing rights, net — 273,770 273,770 Securities held-to-maturity, net — 76,363 76,363 Investments in equity affiliates 21,580 — 21,580 Goodwill and other intangible assets 12,500 103,665 116,165 Other assets 81,494 20,325 101,819 Total assets $ 3,585,782 $ 1,026,393 $ 4,612,175 Liabilities: Debt obligations $ 2,842,688 $ 472,181 $ 3,314,869 Allowance for loss-sharing obligations — 34,298 34,298 Other liabilities 159,413 38,029 197,442 Total liabilities $ 3,002,101 $ 544,508 $ 3,546,609 |
Schedule of origination data and loan sales data | Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Origination Data: Structured Business New loan originations $ 541,474 $ 287,480 $ 1,971,872 $ 1,208,550 Loan payoffs / paydowns 456,847 255,575 1,239,449 684,216 Agency Business Origination Volumes by Investor: Fannie Mae $ 1,097,095 $ 995,662 $ 2,581,958 $ 2,264,870 Freddie Mac 203,981 317,516 631,324 1,060,456 FHA — 77,236 44,668 137,973 CMBS/Conduit 34,000 20,650 211,325 36,883 Private Label 80,740 — 80,740 — Total $ 1,415,816 $ 1,411,064 $ 3,550,015 $ 3,500,182 Total loan commitment volume $ 1,477,436 $ 1,376,376 $ 3,626,528 $ 3,499,569 Loan Sales Data: Agency Business Fannie Mae $ 1,141,780 $ 867,601 $ 2,556,781 $ 2,175,846 Freddie Mac 262,735 286,423 663,053 974,551 FHA 49,915 15,330 82,085 83,443 CMBS/Conduit 34,000 20,650 211,324 36,883 Total $ 1,488,430 $ 1,190,004 $ 3,513,243 $ 3,270,723 Sales margin (fee-based services as a % of loan sales) 1.43 % 1.47 % % 1.57 % MSR rate (MSR income as a % of loan commitments) % 1.83 % % 1.79 % |
Schedule of key servicing metrics for Agency Business | September 30, 2019 Wtd. Avg. Servicing Wtd. Avg. Life of UPB of Servicing Fee Rate Servicing Portfolio Key Servicing Metrics for Agency Business: Portfolio (basis points) (in years) Fannie Mae $ 14,616,816 49.2 8.1 Freddie Mac 4,664,750 30.0 11.0 FHA 684,316 15.4 19.2 Total $ 19,965,882 43.5 9.2 December 31, 2018 Fannie Mae $ 13,562,667 51.3 7.4 Freddie Mac 4,394,287 30.8 10.8 FHA 644,687 15.5 19.6 Total $ 18,601,641 45.2 8.6 |
Description of Business (Detail
Description of Business (Details) | 9 Months Ended |
Sep. 30, 2019segment | |
Description of Business | |
Number of business segments | 2 |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies, Recently Adopted Accounting Pronouncements (Details) - ASU 2016-02 $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Recently Adopted Accounting Pronouncements | |
Election of practical expedients | true |
Operating lease ROU assets | $ 20.1 |
Operating lease liabilities | $ 20.1 |
Loans and Investments, Investme
Loans and Investments, Investment Portfolio and Concentration of Credit Risk (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2019USD ($)borrowerloan | Dec. 31, 2018USD ($)borrowerloan | Jun. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Loans and Investments | ||||||
Loans and investments, gross | $ 3,961,709 | $ 3,283,342 | ||||
Allowance for loan losses | (71,069) | (71,069) | $ (71,069) | $ (60,951) | $ (58,733) | $ (62,783) |
Unearned revenue | (16,571) | (12,128) | ||||
Loans and investments, net | $ 3,874,069 | $ 3,200,145 | ||||
Percent of Total | 100.00% | 100.00% | ||||
Loan Count | loan | 227 | 190 | ||||
Wtd. Avg. Pay Rate (as a percent) | 6.33% | 7.02% | ||||
Wtd. Avg. Remaining Months to Maturity | 20 months 24 days | 22 months | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 4.00% | 5.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 75.00% | ||||
Number of loans and investments | loan | 8 | 8 | ||||
Unpaid principal balance | $ 138,156 | $ 138,181 | ||||
Higher-risk | ||||||
Loans and Investments | ||||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 99.00% | 99.00% | ||||
Carrying value of loans | $ 128,200 | $ 128,700 | ||||
Total assets | Credit risk concentration | ||||||
Loans and Investments | ||||||
Loan Count | loan | 21 | 45 | ||||
Number of different borrowers | borrower | 5 | 5 | ||||
Concentration risk, percentage | 17.00% | 22.00% | ||||
Bridge loans | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 3,539,462 | $ 2,992,814 | ||||
Percent of Total | 89.00% | 91.00% | ||||
Loan Count | loan | 185 | 167 | ||||
Wtd. Avg. Pay Rate (as a percent) | 6.08% | 6.84% | ||||
Wtd. Avg. Remaining Months to Maturity | 17 months 9 days | 18 months 15 days | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | 0.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 74.00% | 74.00% | ||||
Bridge loans | Single-Family Rental | ||||||
Loans and Investments | ||||||
Number of loans under the loan portfolio | loan | 3 | |||||
Total loan commitment | $ 65,500 | |||||
Unpaid principal balance, funded | 25,600 | |||||
Mezzanine loans | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 217,698 | $ 108,867 | ||||
Percent of Total | 6.00% | 3.00% | ||||
Loan Count | loan | 22 | 13 | ||||
Wtd. Avg. Pay Rate (as a percent) | 10.36% | 10.57% | ||||
Wtd. Avg. Remaining Months to Maturity | 28 months 24 days | 22 months 3 days | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 24.00% | 28.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 74.00% | 72.00% | ||||
Preferred equity investments | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 167,780 | $ 181,661 | ||||
Percent of Total | 4.00% | 6.00% | ||||
Loan Count | loan | 9 | 10 | ||||
Wtd. Avg. Pay Rate (as a percent) | 7.27% | 7.97% | ||||
Wtd. Avg. Remaining Months to Maturity | 74 months 15 days | 78 months | ||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 69.00% | 66.00% | ||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 90.00% | 89.00% | ||||
Other | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 36,769 | |||||
Percent of Total | 1.00% | |||||
Loan Count | loan | 11 | |||||
Wtd. Avg. Pay Rate (as a percent) | 2.08% | |||||
Wtd. Avg. Remaining Months to Maturity | 64 months 12 days | |||||
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | |||||
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 70.00% | |||||
Other | Single-Family Rental | ||||||
Loans and Investments | ||||||
Loans and investments, gross | $ 14,600 | |||||
Number of loans under the loan portfolio | loan | 3 |
Loans and Investments, Risk Rat
Loans and Investments, Risk Ratings and LTV Ratios (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Loans and Investments | ||
Percentage of Portfolio | 100.00% | 100.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 4.00% | 5.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 75.00% |
Credit risk concentration | Pass/watch | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 3,961,709 | $ 3,283,342 |
Percentage of Portfolio | 100.00% | 100.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 4.00% | 5.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 75.00% |
Credit risk concentration | Loans and investments portfolio | New York | ||
Loans and Investments | ||
Concentration risk, percentage | 21.00% | 23.00% |
Credit risk concentration | Loans and investments portfolio | Texas | ||
Loans and Investments | ||
Concentration risk, percentage | 14.00% | 18.00% |
Credit risk concentration | Multifamily | Pass/watch | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 3,032,379 | $ 2,427,920 |
Percentage of Portfolio | 77.00% | 74.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 5.00% | 5.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 76.00% | 75.00% |
Credit risk concentration | Self Storage | Pass/watch | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 301,830 | |
Percentage of Portfolio | 9.00% | |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 72.00% | |
Credit risk concentration | Self Storage | Special mention | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 233,757 | |
Percentage of Portfolio | 6.00% | |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 3.00% | |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 72.00% | |
Credit risk concentration | Land | Substandard | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 151,628 | |
Percentage of Portfolio | 5.00% | |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 90.00% | |
Credit risk concentration | Land | Special mention | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 227,488 | |
Percentage of Portfolio | 6.00% | |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 86.00% | |
Credit risk concentration | Healthcare | Pass/watch | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 152,625 | $ 122,775 |
Percentage of Portfolio | 4.00% | 4.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | 0.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 75.00% | 77.00% |
Credit risk concentration | Office | Special mention | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 132,022 | $ 132,047 |
Percentage of Portfolio | 3.00% | 4.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 3.00% | 3.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 66.00% | 68.00% |
Credit risk concentration | Hotel | Pass/watch | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 92,300 | $ 100,075 |
Percentage of Portfolio | 2.00% | 3.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | 13.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 62.00% | 66.00% |
Credit risk concentration | Retail | Pass/watch | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 49,284 | $ 45,367 |
Percentage of Portfolio | 1.00% | 1.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 6.00% | 6.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 62.00% | 65.00% |
Credit risk concentration | Single-Family Rental | Pass/watch | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 40,154 | |
Percentage of Portfolio | 1.00% | |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 0.00% | |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 66.00% | |
Credit risk concentration | Other | Doubtful | ||
Loans and Investments | ||
Unpaid Principal Balance (UPB) | $ 1,700 | $ 1,700 |
Percentage of Portfolio | 1.00% | 1.00% |
Wtd. Avg. First Dollar LTV Ratio (as percent) | 63.00% | 63.00% |
Wtd. Avg. Last Dollar LTV Ratio (as percent) | 63.00% | 63.00% |
Loans and Investments, Impaired
Loans and Investments, Impaired Loans and Allowance for Loan Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Changes in allowance for loan losses | ||
Allowance at beginning of period | $ 58,733 | $ 62,783 |
Provision for loan losses | 2,218 | 3,868 |
Charge-offs | (2,527) | |
Recoveries of reserves | (3,173) | |
Allowance at end of period | $ 60,951 | $ 60,951 |
Loans and Investments, Charge-o
Loans and Investments, Charge-offs and Recoveries Narratives (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2018USD ($)loan | Sep. 30, 2019USD ($)loan | Sep. 30, 2018USD ($)loan | Jun. 30, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Loans and Investments | |||||||
Provision for loan losses | $ 2,218 | $ 3,868 | |||||
Ratio of net recoveries (in percentage) | 0.10% | ||||||
Number of loans for which no provision for loan loss made | loan | 0 | 0 | 0 | ||||
Cumulative allowances for loan losses | $ 60,951 | $ 71,069 | $ 60,951 | $ 71,069 | $ 71,069 | $ 58,733 | $ 62,783 |
Six loans collateralized by a land development project | Maturity date of September 2018 | |||||||
Loans and Investments | |||||||
Number of loans with unpaid principal balance | loan | 6 | ||||||
Unpaid principal balance on loans | $ 120,900 | ||||||
Five loans collateralized by a land development project | Maturity date of September 2018 | |||||||
Loans and Investments | |||||||
Number of loans with unpaid principal balance | loan | 5 | ||||||
Unpaid principal balance on loans | $ 111,500 | ||||||
Weighted average accrual rate of interest (as a percent) | 8.86% | ||||||
Cumulative allowances for loan losses | $ 61,400 | $ 61,400 | |||||
Bridge loans | |||||||
Loans and Investments | |||||||
Provision for loan losses | 1,700 | 1,700 | |||||
Office | Junior participating loans | |||||||
Loans and Investments | |||||||
Proceeds from previously written-off loans and investments | 1,400 | 2,300 | |||||
Hotel | |||||||
Loans and Investments | |||||||
Proceed from payment for full satisfaction of a preferred equity investment | 31,600 | ||||||
Net carrying value of loans sold | 29,100 | ||||||
Recoveries of reserves | 2,500 | 2,500 | |||||
Charge-off | 3,200 | ||||||
Unpaid principal balance on loans | 34,800 | 34,800 | |||||
Hotel | Six loans collateralized by a land development project | |||||||
Loans and Investments | |||||||
Net carrying value of loans sold | $ 121,400 | $ 121,400 |
Loans and Investments, Summary
Loans and Investments, Summary of impaired loans (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019USD ($)loan | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)loan | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($)loan | |
Loans and Investments | |||||
Unpaid Principal Balance (UPB) | $ 138,156 | $ 138,156 | $ 138,181 | ||
Carrying Value | 131,327 | 131,327 | 131,835 | ||
Allowance for Loan Losses | 71,069 | 71,069 | $ 71,069 | ||
Average Recorded Investment | 138,161 | $ 137,364 | 138,169 | $ 154,007 | |
Interest Income Recognized | $ 61 | 59 | $ 183 | 168 | |
Number of impaired loans | loan | 5 | 5 | 5 | ||
Land | |||||
Loans and Investments | |||||
Unpaid Principal Balance (UPB) | $ 134,215 | $ 134,215 | $ 134,215 | ||
Carrying Value | 127,386 | 127,386 | 127,869 | ||
Allowance for Loan Losses | 67,869 | 67,869 | 67,869 | ||
Average Recorded Investment | 134,215 | 133,387 | 134,215 | 132,651 | |
Interest Income Recognized | 27 | 26 | 82 | 75 | |
Office | |||||
Loans and Investments | |||||
Unpaid Principal Balance (UPB) | 2,241 | 2,241 | 2,266 | ||
Carrying Value | 2,241 | 2,241 | 2,266 | ||
Allowance for Loan Losses | 1,500 | 1,500 | 1,500 | ||
Average Recorded Investment | 2,246 | 2,277 | 2,254 | 2,281 | |
Interest Income Recognized | 34 | 33 | 101 | 93 | |
Hotel | |||||
Loans and Investments | |||||
Average Recorded Investment | 17,375 | ||||
Commercial | |||||
Loans and Investments | |||||
Unpaid Principal Balance (UPB) | 1,700 | 1,700 | 1,700 | ||
Carrying Value | 1,700 | 1,700 | 1,700 | ||
Allowance for Loan Losses | 1,700 | 1,700 | $ 1,700 | ||
Average Recorded Investment | $ 1,700 | $ 1,700 | $ 1,700 | $ 1,700 |
Loans and Investments, Non-perf
Loans and Investments, Non-performing Loans (Details) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019USD ($)loan | Dec. 31, 2018USD ($)loan | |
Non-performing loans by asset class | ||
Number of loans | loan | 227 | 190 |
Carrying Value | $ 0 | $ 0 |
Non-performing loans | ||
Non-performing loans by asset class | ||
Number of loans | loan | 3 | 2 |
Carrying value of loans | $ 1,800 | $ 800 |
Loan loss reserves | 1,700 | 1,700 |
Carrying Value | 3,523 | 2,532 |
Greater Than 90 Days Past Due | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | 0 | 0 |
Accruing interest | 0 | 0 |
Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | 3,523 | 2,532 |
Commercial | Non-performing loans | ||
Non-performing loans by asset class | ||
Carrying Value | 1,700 | 1,700 |
Commercial | Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | 1,700 | 1,700 |
Retail | Non-performing loans | ||
Non-performing loans by asset class | ||
Carrying Value | 990 | |
Retail | Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | 990 | |
Office | Non-performing loans | ||
Non-performing loans by asset class | ||
Carrying Value | 833 | 832 |
Office | Greater Than 90 Days Past Due | Non-performing loans | ||
Non-performing loans by asset class | ||
Past Due, Non-performing Loans | $ 833 | $ 832 |
Loans and Investments, Interest
Loans and Investments, Interest Reserves (Details) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019USD ($)loan | Dec. 31, 2018USD ($)loan | |
Loans and Investments | ||
Interest reserve held | $ 40.4 | $ 48.9 |
Number of loans covered under interest reserve | loan | 126 | 110 |
Aggregate UPB covered under interest reserve | $ 2,500 | $ 2,220 |
Loans Held-for-Sale, Net (Detai
Loans Held-for-Sale, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Loans Held-for-Sale, Net | |||||
Loans held-for-sale | $ 529,722 | $ 529,722 | $ 472,964 | ||
Fair value of future MSR | 10,364 | 10,364 | 10,253 | ||
Unearned discount | (2,260) | (2,260) | (1,553) | ||
Loans held-for-sale, net | 537,826 | $ 537,826 | 481,664 | ||
Maximum number of days held-for-sale loans are typically sold | 60 days | ||||
Sale of loans held-for-sale | $ 3,301,918 | $ 3,254,490 | |||
Sale of loans held-for-sale excluding acquired loans | 1,490,000 | $ 1,190,000 | 3,510,000 | 3,270,000 | |
Gain on sale of loans held-for-sale | 20,100 | $ 15,900 | 48,100 | $ 48,100 | |
Loans with non-accrual status | 0 | 0 | 0 | ||
Greater Than 90 Days Past Due | |||||
Loans Held-for-Sale, Net | |||||
Loans past due | 0 | 0 | 0 | ||
Fannie Mae | |||||
Loans Held-for-Sale, Net | |||||
Loans held-for-sale, net | 383,963 | 383,963 | 358,790 | ||
Freddie Mac | |||||
Loans Held-for-Sale, Net | |||||
Loans held-for-sale, net | 63,250 | 63,250 | 95,004 | ||
FHA | |||||
Loans Held-for-Sale, Net | |||||
Loans held-for-sale, net | 1,769 | 1,769 | $ 19,170 | ||
Private Label | |||||
Loans Held-for-Sale, Net | |||||
Loans held-for-sale, net | $ 80,740 | $ 80,740 |
Capitalized Mortgage Servicin_3
Capitalized Mortgage Servicing Rights (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Capitalized Mortgage Servicing Rights | |||||
Balance at beginning of period | $ 273,770 | ||||
Balance at end of period | $ 283,688 | 283,688 | $ 273,770 | ||
Valuation allowance | 0 | 0 | 0 | ||
MSRs | |||||
Capitalized Mortgage Servicing Rights | |||||
Balance at beginning of period | 276,648 | $ 257,021 | 273,770 | $ 252,608 | 252,608 |
Additions | 25,945 | 21,368 | 62,477 | 59,660 | |
Amortization | (12,125) | (11,838) | (36,731) | (35,639) | |
Write-downs and payoffs | (6,780) | (7,150) | (15,828) | (17,228) | |
Balance at end of period | 283,688 | 259,401 | 283,688 | 259,401 | $ 273,770 |
Prepayment fees collected | 5,300 | 7,500 | 13,800 | 16,200 | |
Expected amortization of capitalized MSRs balances | |||||
2019 (nine months ending 12/31/2019) | 12,132 | 12,132 | |||
2020 | 46,371 | 46,371 | |||
2021 | 42,044 | 42,044 | |||
2022 | 36,519 | 36,519 | |||
2023 | 31,735 | 31,735 | |||
2024 | 27,448 | 27,448 | |||
Thereafter | 87,439 | 87,439 | |||
Total | 283,688 | $ 283,688 | |||
MSRs | Minimum | |||||
Capitalized Mortgage Servicing Rights | |||||
Percentage of MSRs discount rate | 8.00% | ||||
MSRs | Maximum | |||||
Capitalized Mortgage Servicing Rights | |||||
Percentage of MSRs discount rate | 15.00% | ||||
MSRs | Weighted average | |||||
Capitalized Mortgage Servicing Rights | |||||
Percentage of MSRs discount rate | 12.00% | ||||
Estimated life remaining | 7 years 9 months 18 days | 7 years 7 months 6 days | |||
Acquired MSRs | |||||
Capitalized Mortgage Servicing Rights | |||||
Balance at beginning of period | 79,492 | 120,017 | $ 97,084 | 143,270 | $ 143,270 |
Amortization | (5,041) | (7,052) | (16,502) | (22,564) | |
Write-downs and payoffs | (3,008) | (4,419) | (9,139) | (12,160) | |
Balance at end of period | 71,443 | 108,546 | 71,443 | 108,546 | 97,084 |
Originated MSRs | |||||
Capitalized Mortgage Servicing Rights | |||||
Balance at beginning of period | 197,156 | 137,004 | 176,686 | 109,338 | 109,338 |
Additions | 25,945 | 21,368 | 62,477 | 59,660 | |
Amortization | (7,084) | (4,786) | (20,229) | (13,075) | |
Write-downs and payoffs | (3,772) | (2,731) | (6,689) | (5,068) | |
Balance at end of period | $ 212,245 | $ 150,855 | $ 212,245 | $ 150,855 | $ 176,686 |
Mortgage Servicing (Details)
Mortgage Servicing (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Mortgage Servicing | |||||
Interest earned on total escrows | $ 3,700 | $ 8,600 | |||
MSRs | |||||
Mortgage Servicing | |||||
Unpaid principal balance of loans serviced | $ 19,965,882 | $ 19,965,882 | $ 18,601,641 | ||
Weighted average servicing fee (as a percent) | 0.435% | 0.452% | |||
Interest earned on total escrows | 4,700 | $ 12,900 | |||
MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 100.00% | 100.00% | |||
Escrow Deposit | 958,400 | $ 958,400 | $ 824,100 | ||
MSRs | Fee-based servicing portfolio | Agency Business | |||||
Mortgage Servicing | |||||
Escrow Deposit | 553,300 | $ 553,300 | $ 521,200 | ||
Texas | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 19.00% | 20.00% | |||
North Carolina | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 9.00% | 10.00% | |||
New York | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 9.00% | 8.00% | |||
California | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 9.00% | 8.00% | |||
Georgia | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 6.00% | 6.00% | |||
Florida | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 6.00% | 6.00% | |||
Other | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 42.00% | 42.00% | |||
Fannie Mae | MSRs | |||||
Mortgage Servicing | |||||
Unpaid principal balance of loans serviced | 14,616,816 | $ 14,616,816 | $ 13,562,667 | ||
Fannie Mae | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 73.00% | 73.00% | |||
Freddie Mac | MSRs | |||||
Mortgage Servicing | |||||
Unpaid principal balance of loans serviced | 4,664,750 | $ 4,664,750 | $ 4,394,287 | ||
Freddie Mac | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 23.00% | 24.00% | |||
FHA | MSRs | |||||
Mortgage Servicing | |||||
Unpaid principal balance of loans serviced | $ 684,316 | $ 684,316 | $ 644,687 | ||
FHA | MSRs | Fee-based servicing portfolio | |||||
Mortgage Servicing | |||||
UPB Percentage of Total | 4.00% | 3.00% |
Securities Held-to-Maturity (De
Securities Held-to-Maturity (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)item | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Held-to-Maturity | |||||
Carrying Value | $ 95,181 | $ 95,181 | $ 76,363 | ||
Held-to-Maturity | |||||
Held-to-Maturity | |||||
Face Value | 118,925 | 118,925 | 103,515 | ||
Carrying Value | 95,181 | 95,181 | 76,363 | ||
Unrealized Gain | 2,737 | 2,737 | 2,734 | ||
Estimated Fair Value | 97,918 | 97,918 | $ 79,097 | ||
Impairment charges | 0 | ||||
Interest income | $ 2,300 | $ 600 | $ 6,800 | $ 1,700 | |
Held-to-Maturity | Seven B Piece Bonds | |||||
Held-to-Maturity | |||||
Bonds retained percentage | 49.00% | ||||
Number of B Piece bonds | item | 7 | ||||
Discounted value of bonds purchased | $ 74,700 | ||||
Remaining of B Piece bond sold to the third party at par | 51.00% | 51.00% | |||
Held-to-Maturity | Agency B Piece Bonds | |||||
Held-to-Maturity | |||||
Weighted average variable interest rate (as a percent) | 3.74% | 3.74% | |||
Estimated weighted average remaining maturity period | 5 years 6 months | ||||
Weighted average effective interest rate (as a percent) | 10.58% | 10.58% | 10.94% | ||
Held-to-maturity securities, estimated fiscal year | |||||
Within one year | $ 16,300 | $ 16,300 | |||
After one year through five years | 43,300 | 43,300 | |||
After five years through ten years | 24,600 | 24,600 | |||
After ten years | $ 14,700 | 14,700 | |||
Held-to-Maturity | SFR bonds | |||||
Held-to-Maturity | |||||
Estimated weighted average remaining maturity period | 7 months 6 days | ||||
Initial face value of bonds purchased | 20,000 | ||||
Securities maturity term | 3 years | ||||
Weighted average fixed interest rate | 4.58% | ||||
Held-to-maturity securities, estimated fiscal year | |||||
Within one year | $ 18,100 | 18,100 | |||
After one year through five years | $ 1,900 | $ 1,900 |
Investments in Equity Affilia_3
Investments in Equity Affiliates, Summary (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | $ 36,698 | $ 21,580 |
UPB of Loans to Equity Affiliates | 32,158 | |
Arbor Residential Investor LLC | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 25,491 | 19,260 |
AMAC Holdings III LLC | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 8,887 | |
Lightstone Value Plus REIT L.P | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 1,895 | 1,895 |
JT Prime | ||
Investment in Equity Affiliates | ||
Investment in Equity Affiliates | 425 | $ 425 |
West Shore Cafe | ||
Investment in Equity Affiliates | ||
UPB of Loans to Equity Affiliates | 1,688 | |
Lexford Portfolio | ||
Investment in Equity Affiliates | ||
UPB of Loans to Equity Affiliates | $ 30,470 |
Investments in Equity Affilia_4
Investments in Equity Affiliates, Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Investment in Equity Affiliates | ||||||
Income (loss) from equity affiliates | $ 3,718 | $ (1,028) | $ 9,133 | $ 1,104 | ||
Arbor Residential Investor LLC | Non-qualified Residential Mortgages | ||||||
Investment in Equity Affiliates | ||||||
Distributions from equity affiliates | 700 | |||||
Arbor Residential Investor LLC | Residential Mortgage Banking Company | ||||||
Investment in Equity Affiliates | ||||||
Income (loss) from equity affiliates | 2,600 | 400 | 6,100 | 1,200 | ||
Charge for proportionate share of litigation settlement recorded | $ 2,400 | |||||
AMAC Holdings III LLC | ||||||
Investment in Equity Affiliates | ||||||
Investment in real estate | $ 9,000 | $ 30,000 | $ 9,000 | |||
Interest in a real estate investment (as a percent) | 18.00% | |||||
West Shore Cafe | ||||||
Investment in Equity Affiliates | ||||||
Ownership percentage | 50.00% | 50.00% | ||||
Other-than-temporary impairment recorded | 2,200 | |||||
West Shore Cafe | First mortgage | ||||||
Investment in Equity Affiliates | ||||||
Provided first mortgage loan to an affiliated entity | $ 1,700 | |||||
Variable rate, spread (as a percent) | 4.00% | |||||
Provision for loan loss recorded | 1,700 | |||||
Lexford Portfolio | ||||||
Investment in Equity Affiliates | ||||||
Distribution received | $ 1,200 | $ 700 | $ 3,000 | $ 1,900 |
Real Estate Owned (Details)
Real Estate Owned (Details) - USD ($) | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Real Estate Owned | ||||
Real estate owned, net | $ 13,129,000 | $ 14,446,000 | ||
Impairment loss on real estate owned | 1,000,000 | $ 2,000,000 | ||
Restricted cash due to escrow requirement | 190,046,000 | $ 202,736,000 | 180,606,000 | $ 139,398,000 |
Real Estate Owned | ||||
Real Estate Owned | ||||
Less: Impairment loss | (16,807,000) | (15,807,000) | ||
Less: Accumulated depreciation and amortization | (11,149,000) | (10,626,000) | ||
Real estate owned, net | 13,129,000 | 14,446,000 | ||
Restricted cash due to escrow requirement | 500,000 | 500,000 | ||
Real Estate Owned | Hotel | ||||
Real Estate Owned | ||||
Less: Impairment loss | (14,307,000) | (13,307,000) | ||
Less: Accumulated depreciation and amortization | (10,182,000) | (9,778,000) | ||
Real estate owned, net | $ 10,077,000 | 11,275,000 | ||
Weighted average occupancy rate of properties (as a percent) | 58.00% | 54.00% | ||
Amount of weighted average daily rate of properties | $ 112 | $ 113 | ||
Amount of weighted average daily revenue of properties | 65 | $ 61 | ||
Real Estate Owned | Office | ||||
Real Estate Owned | ||||
Less: Impairment loss | (2,500,000) | (2,500,000) | ||
Less: Accumulated depreciation and amortization | (967,000) | (848,000) | ||
Real estate owned, net | 3,052,000 | 3,171,000 | ||
Real Estate Owned | Land | ||||
Real Estate Owned | ||||
Real estate owned, gross | 7,803,000 | 7,803,000 | ||
Real Estate Owned | Land | Hotel | ||||
Real Estate Owned | ||||
Real estate owned, gross | 3,294,000 | 3,294,000 | ||
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 | 33,282,000 | 33,076,000 | ||
Real Estate Owned | Building and intangible assets | Hotel | ||||
Real Estate Owned | ||||
Real estate owned, gross | 31,272,000 | 31,066,000 | ||
Real Estate Owned | Building and intangible assets | Office | ||||
Real Estate Owned | ||||
Real estate owned, gross | $ 2,010,000 | $ 2,010,000 |
Debt Obligations, Credit Facili
Debt Obligations, Credit Facilities and Repurchase Agreements (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Jan. 31, 2020USD ($) | Oct. 31, 2019 | Sep. 30, 2019USD ($)item | Aug. 31, 2019USD ($) | Jun. 30, 2019USD ($) | May 31, 2019 | Apr. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2019USD ($)item | Dec. 31, 2018USD ($) | |
Debt Obligations | ||||||||||
Debt Carrying Value | $ 1,385,764 | $ 1,385,764 | $ 1,135,627 | |||||||
Collateral Carrying Value | $ 1,546,789 | $ 1,546,789 | $ 1,249,651 | |||||||
Weighted Average Note Rate (as a percent) | 3.85% | 3.85% | 4.35% | |||||||
Repurchase facility - securities | CLOs | ||||||||||
Debt Obligations | ||||||||||
Collateral Carrying Value | $ 183,300 | $ 183,300 | $ 114,200 | |||||||
Repurchase facility - securities | B Piece bonds | ||||||||||
Debt Obligations | ||||||||||
Collateral Carrying Value | 75,200 | 75,200 | 76,400 | |||||||
Repurchase facility - securities | SFR bonds | ||||||||||
Debt Obligations | ||||||||||
Debt Instrument, Collateral Amount | 20,000 | 20,000 | ||||||||
Structured Business | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 924,517 | 924,517 | 663,446 | |||||||
Collateral Carrying Value | $ 1,085,360 | $ 1,085,360 | $ 777,360 | |||||||
Weighted Average Note Rate (as a percent) | 4.20% | 4.20% | 4.78% | |||||||
Weighted average note rate including certain fees and costs (as a percent) | 4.61% | 4.61% | 5.07% | |||||||
Unamortized deferred finance costs | $ 2,300 | $ 2,300 | $ 2,400 | |||||||
Leverage on loans and investment portfolio financed through credit facilities and repurchase agreements, excluding securities repurchase facility, working capital line of credit and security agreements used to finance leasehold and capital expenditure improvements at corporate office (as a percent) | 69.00% | 69.00% | 70.00% | |||||||
Structured Business | $550 million repurchase facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | $ 249,334 | $ 249,334 | $ 334,696 | |||||||
Collateral Carrying Value | $ 377,445 | $ 377,445 | $ 467,680 | |||||||
Weighted Average Note Rate (as a percent) | 4.31% | 4.31% | 4.75% | |||||||
Maximum borrowing capacity | $ 550,000 | $ 550,000 | $ 550,000 | |||||||
Structured Business | $550 million repurchase facility | Minimum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.75% | |||||||||
Structured Business | $550 million repurchase facility | Maximum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 3.50% | |||||||||
Structured Business | $300 million repurchase facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 240,173 | $ 240,173 | ||||||||
Collateral Carrying Value | $ 324,627 | $ 324,627 | ||||||||
Weighted Average Note Rate (as a percent) | 4.02% | 4.02% | ||||||||
Maximum borrowing capacity | $ 300,000 | $ 300,000 | $ 300,000 | 300,000 | ||||||
Structured Business | $300 million repurchase facility | Minimum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.95% | |||||||||
Structured Business | $200 million repurchase facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 12,917 | $ 12,917 | ||||||||
Collateral Carrying Value | $ 14,596 | $ 14,596 | ||||||||
Weighted Average Note Rate (as a percent) | 4.48% | 4.48% | ||||||||
Maximum borrowing capacity | $ 200,000 | $ 200,000 | $ 200,000 | 200,000 | ||||||
Structured Business | $200 million repurchase facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.40% | 2.40% | ||||||||
Structured Business | $100 million repurchase facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 12,680 | $ 12,680 | 70,837 | |||||||
Collateral Carrying Value | $ 17,416 | $ 17,416 | $ 98,597 | |||||||
Weighted Average Note Rate (as a percent) | 3.82% | 3.82% | 4.31% | |||||||
Maximum borrowing capacity | $ 100,000 | $ 100,000 | $ 100,000 | |||||||
Structured Business | $100 million repurchase facility | Minimum | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.75% | |||||||||
Structured Business | $100 million repurchase facility | Maximum | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.95% | |||||||||
Structured Business | $150 million repurchase facility | ||||||||||
Debt Obligations | ||||||||||
Maximum borrowing capacity | $ 150,000 | |||||||||
Structured Business | $150 million repurchase facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.95% | |||||||||
Structured Business | $75 million credit facility - One | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 47,838 | $ 47,838 | 10,237 | |||||||
Collateral Carrying Value | $ 73,764 | $ 73,764 | $ 16,889 | |||||||
Weighted Average Note Rate (as a percent) | 3.82% | 3.82% | 4.31% | |||||||
Maximum borrowing capacity | $ 75,000 | $ 75,000 | $ 75,000 | |||||||
Structured Business | $75 million credit facility - One | Minimum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.75% | |||||||||
Structured Business | $75 million credit facility - One | Maximum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.50% | |||||||||
Structured Business | $75 million credit facility - two | ||||||||||
Debt Obligations | ||||||||||
Maximum borrowing capacity | 75,000 | $ 75,000 | 75,000 | |||||||
Structured Business | $75 million credit facility - two | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.75% | |||||||||
Structured Business | $50 million credit facility - one | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 14,159 | |||||||||
Collateral Carrying Value | $ 17,700 | |||||||||
Weighted Average Note Rate (as a percent) | 4.57% | |||||||||
Maximum borrowing capacity | 50,000 | $ 50,000 | $ 50,000 | |||||||
Structured Business | $50 million credit facility - one | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.00% | |||||||||
Structured Business | $50 million credit facility - two | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 5,261 | $ 5,261 | ||||||||
Collateral Carrying Value | $ 6,600 | $ 6,600 | ||||||||
Weighted Average Note Rate (as a percent) | 4.58% | 4.58% | ||||||||
Structured Business | $50 million credit facility - two | Minimum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.50% | |||||||||
Structured Business | $50 million credit facility - two | Maximum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 3.25% | |||||||||
Structured Business | $40.5 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | $ 40,391 | $ 40,391 | ||||||||
Collateral Carrying Value | $ 54,000 | $ 54,000 | ||||||||
Weighted Average Note Rate (as a percent) | 4.27% | 4.27% | ||||||||
Maximum borrowing capacity | $ 40,500 | $ 40,500 | 40,500 | |||||||
Structured Business | $40.5 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.20% | 2.20% | ||||||||
Structured Business | $40.5 million credit facility | Maximum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Maximum borrowing capacity | $ 40,500 | |||||||||
Structured Business | $35.9 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 30,772 | $ 30,772 | 30,512 | |||||||
Collateral Carrying Value | $ 51,300 | $ 51,300 | $ 44,100 | |||||||
Weighted Average Note Rate (as a percent) | 4.38% | 4.38% | 4.87% | |||||||
Maximum borrowing capacity | $ 35,900 | $ 35,900 | $ 35,900 | |||||||
Structured Business | $35.9 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.30% | |||||||||
Structured Business | $25.5 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 23,923 | $ 23,923 | 18,552 | |||||||
Collateral Carrying Value | $ 34,000 | $ 34,000 | $ 34,000 | |||||||
Weighted Average Note Rate (as a percent) | 4.58% | 4.58% | 5.07% | |||||||
Maximum borrowing capacity | $ 25,500 | $ 25,500 | $ 25,500 | |||||||
Structured Business | $25.5 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.50% | |||||||||
Structured Business | $25 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 14,506 | $ 14,506 | ||||||||
Collateral Carrying Value | $ 22,172 | $ 22,172 | ||||||||
Weighted Average Note Rate (as a percent) | 4.32% | 4.32% | ||||||||
Maximum borrowing capacity | $ 25,000 | $ 25,000 | ||||||||
Structured Business | $25 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.25% | |||||||||
Structured Business | $25 million working capital facility | ||||||||||
Debt Obligations | ||||||||||
Maximum borrowing capacity | 25,000 | $ 25,000 | 25,000 | |||||||
Structured Business | $25 million working capital facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.25% | |||||||||
Structured Business | $23.2 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 23,113 | $ 23,113 | 23,175 | |||||||
Collateral Carrying Value | $ 30,900 | $ 30,900 | $ 30,900 | |||||||
Weighted Average Note Rate (as a percent) | 4.38% | 4.38% | 4.87% | |||||||
Maximum borrowing capacity | $ 23,200 | $ 23,200 | $ 23,200 | |||||||
Structured Business | $23.2 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.30% | |||||||||
Structured Business | $20.0 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 17,974 | $ 17,974 | 19,912 | |||||||
Collateral Carrying Value | $ 41,650 | $ 41,650 | $ 41,650 | |||||||
Weighted Average Note Rate (as a percent) | 4.58% | 4.58% | 5.07% | |||||||
Maximum borrowing capacity | $ 20,000 | $ 20,000 | $ 20,000 | |||||||
Structured Business | $20.0 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.50% | |||||||||
Structured Business | $17.4 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 14,196 | $ 14,196 | 12,462 | |||||||
Collateral Carrying Value | $ 21,700 | $ 21,700 | $ 15,844 | |||||||
Weighted Average Note Rate (as a percent) | 4.48% | 4.48% | 4.97% | |||||||
Maximum borrowing capacity | $ 17,400 | $ 17,400 | $ 17,400 | |||||||
Structured Business | $17.4 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.40% | |||||||||
Structured Business | $11.9 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 11,826 | $ 11,826 | ||||||||
Collateral Carrying Value | $ 15,190 | $ 15,190 | ||||||||
Weighted Average Note Rate (as a percent) | 4.17% | 4.17% | ||||||||
Maximum borrowing capacity | $ 11,900 | $ 11,900 | $ 11,900 | 11,900 | ||||||
Structured Business | $11.9 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.10% | 2.10% | ||||||||
Structured Business | $8 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 7,946 | |||||||||
Collateral Carrying Value | $ 10,000 | |||||||||
Weighted Average Note Rate (as a percent) | 5.07% | |||||||||
Maximum borrowing capacity | 8,000 | $ 8,000 | $ 8,000 | |||||||
Structured Business | $8 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.50% | |||||||||
Structured Business | Repurchase facility - securities | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | $ 177,820 | $ 177,820 | $ 118,112 | |||||||
Weighted Average Note Rate (as a percent) | 4.20% | 4.20% | 5.07% | |||||||
Structured Business | Repurchase facility - securities | Minimum | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.25% | |||||||||
Structured Business | Repurchase facility - securities | Minimum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.20% | 1.75% | ||||||||
Structured Business | Repurchase facility - securities | Maximum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.50% | 2.00% | 2.50% | |||||||
Structured Business | $3.3 million master security agreement | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | $ 655 | $ 655 | $ 1,168 | |||||||
Weighted Average Note Rate (as a percent) | 3.18% | 3.18% | 3.19% | |||||||
Maximum borrowing capacity | $ 3,300 | $ 3,300 | $ 3,300 | |||||||
Structured Business | $3.3 million master security agreement | Minimum | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.96% | |||||||||
Structured Business | $3.3 million master security agreement | Maximum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 3.42% | |||||||||
Structured Business | $2.2 million master security agreement | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | $ 1,138 | $ 1,138 | $ 1,678 | |||||||
Weighted Average Note Rate (as a percent) | 4.66% | 4.66% | 4.66% | |||||||
Variable rate, spread (as a percent) | 4.60% | |||||||||
Maximum borrowing capacity | $ 2,200 | $ 2,200 | $ 2,200 | |||||||
Structured Business | $25.0 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Maximum borrowing capacity | $ 25,000 | |||||||||
Structured Business | $25.0 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 2.25% | |||||||||
Structured Business | $500 million repurchase facility | ||||||||||
Debt Obligations | ||||||||||
Maximum borrowing capacity | 500,000 | $ 500,000 | ||||||||
Temporary additional borrowing capacity expires in October 2019 | 50,000 | 50,000 | ||||||||
Structured Business | $50 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Extended maturity period | 1 year | |||||||||
Agency Business | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 461,247 | 461,247 | 472,181 | |||||||
Collateral Carrying Value | $ 461,429 | $ 461,429 | $ 472,291 | |||||||
Weighted Average Note Rate (as a percent) | 3.14% | 3.14% | 3.74% | |||||||
Unamortized deferred finance costs | $ 200 | $ 200 | $ 100 | |||||||
Agency Business | $750 million ASAP agreement | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 228,727 | 228,727 | 104,619 | |||||||
Collateral Carrying Value | $ 228,727 | $ 228,727 | $ 104,619 | |||||||
Weighted Average Note Rate (as a percent) | 3.07% | 3.07% | 3.55% | |||||||
Maximum borrowing capacity | $ 750,000 | $ 750,000 | $ 750,000 | |||||||
Agency Business | $750 million ASAP agreement | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.05% | |||||||||
Agency Business | $750 million ASAP agreement | Minimum | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 0.35% | 0.35% | ||||||||
Agency Business | $500 million multifamily ASAP agreement | ||||||||||
Debt Obligations | ||||||||||
Maximum borrowing capacity | 500,000 | $ 500,000 | $ 500,000 | |||||||
Agency Business | $250 million credit facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 43,368 | 43,368 | 26,651 | |||||||
Collateral Carrying Value | $ 43,368 | $ 43,368 | $ 26,651 | |||||||
Weighted Average Note Rate (as a percent) | 3.17% | 3.17% | 3.75% | |||||||
Maximum borrowing capacity | $ 250,000 | $ 250,000 | $ 250,000 | |||||||
Committed amount | $ 250,000 | 150,000 | ||||||||
Agency Business | $250 million credit facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.15% | |||||||||
Agency Business | $500 million repurchase facility | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 45,079 | $ 45,079 | 130,906 | |||||||
Collateral Carrying Value | $ 45,082 | $ 45,082 | $ 130,917 | |||||||
Weighted Average Note Rate (as a percent) | 3.36% | 3.36% | 3.78% | |||||||
Committed amount | $ 750,000 | |||||||||
Agency Business | $500 million repurchase facility | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.15% | 1.275% | ||||||||
Agency Business | $150 million credit facility - one | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | $ 102,822 | $ 102,822 | $ 113,666 | |||||||
Collateral Carrying Value | $ 102,888 | $ 102,888 | $ 113,685 | |||||||
Weighted Average Note Rate (as a percent) | 3.17% | 3.17% | 3.80% | |||||||
Maximum borrowing capacity | $ 150,000 | $ 150,000 | $ 150,000 | |||||||
Agency Business | $150 million credit facility - one | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.15% | |||||||||
Agency Business | $150 million credit facility - two | ||||||||||
Debt Obligations | ||||||||||
Debt Carrying Value | 41,251 | $ 41,251 | 96,339 | |||||||
Collateral Carrying Value | $ 41,364 | $ 41,364 | $ 96,419 | |||||||
Weighted Average Note Rate (as a percent) | 3.17% | 3.17% | 3.80% | |||||||
Maximum borrowing capacity | $ 150,000 | $ 150,000 | $ 150,000 | |||||||
Agency Business | $150 million credit facility - two | LIBOR | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 1.15% | |||||||||
Agency Business | Two credit facilities | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 0.15% | |||||||||
Number of credit facility | item | 2 | 2 | ||||||||
Agency Business | One credit facility | ||||||||||
Debt Obligations | ||||||||||
Variable rate, spread (as a percent) | 0.10% |
Debt Obligations, Collateralize
Debt Obligations, Collateralized Loan Obligations (Details) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019USD ($)tranche | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Debt Obligations | |||
Proceeds from issuance of collateralized loan obligations | $ 533,000 | $ 441,000 | |
Debt, Carrying Value | $ 1,876,900 | $ 1,593,548 | |
Weighted average note rate (as a percent) | 3.85% | 4.35% | |
Restricted cash related to interest payments, delayed fundings and expenses | $ 63,800 | ||
Payoffs and paydowns of collateralized loan obligations | 250,250 | $ 267,750 | |
CLOs | |||
Debt Obligations | |||
Debt, Face Value | 1,892,274 | $ 1,609,524 | |
Debt, Carrying Value | $ 1,876,900 | $ 1,593,548 | |
Weighted average note rate (as a percent) | 3.56% | 4.22% | |
Collateral Loans, Unpaid Principal | $ 2,252,714 | $ 1,939,031 | |
Collateral Loans, Carrying Value | 2,244,329 | 1,932,693 | |
Cash collateral | 99,963 | 123,503 | |
Deferred financing fees | $ 15,400 | $ 16,000 | |
Weighted average note rate including certain fees and costs (as a percent) | 3.97% | 4.73% | |
Collateral at risk | $ 0 | $ 0 | |
CLO XI | |||
Debt Obligations | |||
Number of tranches of CLO notes issued | tranche | 8 | ||
Value of the tranches issued | $ 602,100 | ||
Debt, Face Value | 533,000 | ||
Debt, Carrying Value | $ 528,404 | ||
Weighted average note rate (as a percent) | 3.51% | ||
Collateral Loans, Unpaid Principal | $ 637,336 | ||
Collateral Loans, Carrying Value | $ 634,052 | ||
Replacement period | 3 years | ||
Proceeds from issuance of collateralized loan obligations for acquiring additional loan obligations | $ 129,600 | ||
Maximum period to acquire additional loan obligations | 120 days | ||
Notional amount of residual interest retained | $ 117,000 | ||
Value of portfolio loans as collateral | 520,400 | ||
Face value of loan obligations will be owned by the issuer | $ 650,000 | ||
Leverage (as a percent) | 82.00% | ||
CLO XI | One-month LIBOR | |||
Debt Obligations | |||
Weighted average note rate including certain fees and costs (as a percent) | 1.44% | ||
CLO XI | Investment grade | |||
Debt Obligations | |||
Debt, Face Value | $ 533,000 | ||
CLO XI | Below investment grade | |||
Debt Obligations | |||
Debt, Carrying Value | 69,100 | ||
Notional amount of residual interest retained | 69,100 | ||
CLO X | |||
Debt Obligations | |||
Debt, Face Value | 441,000 | 441,000 | |
Debt, Carrying Value | $ 437,129 | $ 436,384 | |
Weighted average note rate (as a percent) | 3.51% | 4.01% | |
Collateral Loans, Unpaid Principal | $ 519,893 | $ 539,007 | |
Collateral Loans, Carrying Value | 518,256 | 536,869 | |
Cash collateral | 32,041 | 20,993 | |
CLO IX | |||
Debt Obligations | |||
Debt, Face Value | 356,400 | 356,400 | |
Debt, Carrying Value | $ 353,149 | $ 352,244 | |
Weighted average note rate (as a percent) | 3.43% | 3.92% | |
Collateral Loans, Unpaid Principal | $ 411,415 | $ 440,906 | |
Collateral Loans, Carrying Value | 410,554 | 439,691 | |
Cash collateral | 44,127 | 20,094 | |
CLO VIII | |||
Debt Obligations | |||
Debt, Face Value | 282,874 | 282,874 | |
Debt, Carrying Value | $ 280,785 | $ 279,857 | |
Weighted average note rate (as a percent) | 3.38% | 3.87% | |
Collateral Loans, Unpaid Principal | $ 346,806 | $ 354,713 | |
Collateral Loans, Carrying Value | 345,774 | 353,574 | |
Cash collateral | 13,734 | 10,287 | |
CLO VII | |||
Debt Obligations | |||
Debt, Face Value | 279,000 | 279,000 | |
Debt, Carrying Value | $ 277,433 | $ 276,527 | |
Weighted average note rate (as a percent) | 4.07% | 4.56% | |
Collateral Loans, Unpaid Principal | $ 337,264 | $ 325,057 | |
Collateral Loans, Carrying Value | 335,693 | 324,195 | |
Cash collateral | 10,061 | 30,725 | |
CLO VI | |||
Debt Obligations | |||
Debt, Face Value | 250,250 | ||
Debt, Carrying Value | $ 248,536 | ||
Weighted average note rate (as a percent) | 5.05% | ||
Collateral Loans, Unpaid Principal | $ 279,348 | ||
Collateral Loans, Carrying Value | 278,364 | ||
Cash collateral | $ 41,404 | ||
Payoffs and paydowns of collateralized loan obligations | 250,300 | ||
Deferred fees expensed as interest expense | $ 1,200 |
Debt Obligations, Luxembourg De
Debt Obligations, Luxembourg Debt Fund (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Obligations | |||
Debt, Carrying Value | $ 1,876,900 | $ 1,593,548 | |
Weighted Average Note Rate (as a percent) | 3.85% | 4.35% | |
Luxembourg debt fund | |||
Debt Obligations | |||
Value of portfolio loans as collateral | $ 100,000 | ||
Debt, Face Value | $ 70,000 | $ 70,000 | $ 70,000 |
Debt, Carrying Value | $ 68,528 | $ 68,183 | |
Weighted Average Note Rate (as a percent) | 6.25% | 6.75% | |
Collateral Loans, UPB | $ 76,887 | $ 69,186 | |
Collateral Loans, Carrying Value | 76,625 | 68,924 | |
Cash collateral | 23,113 | 30,814 | |
Deferred financing fees | $ 1,500 | $ 1,800 | |
Weighted average note rate including certain fees and costs (as a percent) | 7.32% | 7.49% | |
Collateral at risk | $ 0 | $ 0 | |
One-month LIBOR | Luxembourg debt fund | |||
Debt Obligations | |||
Variable rate, spread (as a percent) | 4.15% | ||
Debt Fund | |||
Debt Obligations | |||
Equity formed | $ 100,000 | ||
Equity interest retained | $ 30,000 | ||
Reinvested period allowed | 3 years |
Debt Obligations, Senior Unsecu
Debt Obligations, Senior Unsecured Notes (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | ||||
Oct. 31, 2019 | Mar. 31, 2019 | May 31, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Obligations | ||||||
Senior notes carrying value | $ 211,188 | $ 122,484 | ||||
Senior Unsecured Notes | ||||||
Debt Obligations | ||||||
Principal amount | $ 215,000 | 125,000 | ||||
6.50% Convertible Notes | ||||||
Debt Obligations | ||||||
Interest rate (as a percent) | 6.50% | |||||
Proceeds from issued debt | $ 100 | |||||
5.625% Notes | ||||||
Debt Obligations | ||||||
Principal amount | $ 125,000 | $ 100,000 | ||||
Interest rate (as a percent) | 5.625% | |||||
Proceeds from issued debt | $ 25,000 | $ 122,300 | ||||
Redemption of aggregate principal amount (as a percent) | 100.00% | |||||
Senior notes carrying value | 122,900 | 122,500 | ||||
Deferred financing fees | $ 2,100 | $ 2,500 | ||||
Weighted average note rate including certain fees and costs (as a percent) | 6.08% | |||||
5.75% Notes | ||||||
Debt Obligations | ||||||
Principal amount | $ 90,000 | |||||
Interest rate (as a percent) | 5.75% | |||||
Proceeds from issued debt | $ 88,200 | |||||
Redemption of aggregate principal amount (as a percent) | 100.00% | |||||
Senior notes carrying value | $ 88,300 | |||||
Deferred financing fees | $ 1,700 | |||||
Weighted average note rate including certain fees and costs (as a percent) | 6.11% | |||||
7.375% Convertible Notes | ||||||
Debt Obligations | ||||||
Interest rate (as a percent) | 7.375% | |||||
Debt instrument redemption value | $ 97,900 | |||||
4.75% Notes | Subsequent Event | ||||||
Debt Obligations | ||||||
Principal amount | $ 110,000 | |||||
Interest rate (as a percent) | 4.75% | |||||
Proceeds from issued debt | $ 108,200 |
Debt Obligations, Convertible S
Debt Obligations, Convertible Senior Unsecured Notes (Details) $ / shares in Units, $ in Thousands, shares in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2019USD ($)$ / shares | Sep. 30, 2018 | Jul. 31, 2018USD ($)$ / shares | Sep. 30, 2019USD ($)$ / shares | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)$ / sharesshares | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2016$ / shares | Nov. 30, 2017$ / shares | |
Debt Obligations | ||||||||||
Cash paid for the exchange of convertible notes | $ 3,149 | |||||||||
Loss on extinguishment of debt | $ (4,960) | (128) | $ (4,960) | |||||||
Amount of the if-converted value of the convertible notes exceeded their principal amounts | 26,300 | |||||||||
Convertible Senior Unsecured Notes | ||||||||||
Debt Obligations | ||||||||||
Principal amount | $ 265,705 | $ 265,705 | $ 265,705 | $ 270,057 | ||||||
Proceeds received, net of estimated issuance costs | $ 34,500 | |||||||||
Percentage of the Notes required to be repurchased if the agreement is fundamentally changed | 100.00% | |||||||||
Maturity period (in years) | 1 year 9 months | 2 years 5 months 27 days | ||||||||
Unamortized Debt Discount | 5,699 | 5,699 | $ 5,699 | $ 8,229 | ||||||
Unamortized Deferred Financing Fees | 4,900 | 4,900 | 4,900 | 7,060 | ||||||
Net Carrying Value, Liability Component | $ 255,106 | 255,106 | 255,106 | 254,768 | ||||||
Net Carrying Value, Equity Component | 9,436 | $ 9,436 | ||||||||
Interest expense | 5,000 | 5,000 | 15,100 | 16,000 | ||||||
Interest expense related to cash coupon | 3,500 | 3,100 | 10,400 | 9,900 | ||||||
Debt discount | 800 | 900 | 2,500 | 2,000 | ||||||
Deferred fees expensed as interest expense | $ 700 | $ 1,000 | $ 2,200 | $ 4,100 | ||||||
Cost of the notes (as a percent) | 7.45% | 7.45% | 7.45% | 7.45% | ||||||
5.375% Convertible Notes | ||||||||||
Debt Obligations | ||||||||||
Principal amount | $ 1,100 | $ 1,100 | $ 1,100 | |||||||
Interest rate (as a percent) | 5.375% | 5.375% | 5.375% | |||||||
Cash paid for the exchange of convertible notes | $ 127,600 | |||||||||
Conversion rate of the notes to common stock, per $1,000 principal amount of notes | 107.7122 | 113.8227 | ||||||||
Conversion price per share of common stock | $ / shares | $ 8.79 | $ 8.79 | $ 8.79 | $ 9.28 | ||||||
5.375% Convertible Notes | Issued on July 3, 2018 | First Offering | ||||||||||
Debt Obligations | ||||||||||
Principal amount | $ 115,000 | $ 115,000 | $ 115,000 | |||||||
6.50% Convertible Notes | ||||||||||
Debt Obligations | ||||||||||
Interest rate (as a percent) | 6.50% | 6.50% | 6.50% | |||||||
Cash paid for the exchange of convertible notes | $ 99,800 | |||||||||
Conversion rate of the notes to common stock, per $1,000 principal amount of notes | 129.6955 | 119.3033 | ||||||||
Conversion price per share of common stock | $ / shares | $ 7.71 | $ 7.71 | $ 7.71 | $ 8.38 | ||||||
5.25% Convertible Notes | ||||||||||
Debt Obligations | ||||||||||
Principal amount | $ 264,500 | |||||||||
Interest rate (as a percent) | 5.25% | |||||||||
Proceeds received, net of estimated issuance costs | $ 256,100 | |||||||||
5.25% Convertible Notes | Issued on July 3, 2018 | First Offering | ||||||||||
Debt Obligations | ||||||||||
Principal amount | $ 115,000 | |||||||||
Conversion rate of the notes to common stock, per $1,000 principal amount of notes | 88.9843 | 86.9943 | ||||||||
Conversion price per share of common stock | $ / shares | $ 11.24 | $ 11.50 | $ 11.24 | $ 11.24 | ||||||
5.25% Convertible Notes | Issued on July 20, 2018 | Second Offering | ||||||||||
Debt Obligations | ||||||||||
Principal amount | $ 149,500 | $ 149,500 | $ 149,500 | $ 149,500 | ||||||
Conversion rate of the notes to common stock, per $1,000 principal amount of notes | 79.6135 | 77.8331 | ||||||||
Conversion price per share of common stock | $ / shares | $ 12.56 | $ 12.85 | $ 12.56 | $ 12.56 | ||||||
5.375% and 6.50% Convertible Notes | ||||||||||
Debt Obligations | ||||||||||
Cash paid for the exchange of convertible notes | $ 219,800 | |||||||||
Common stock exchanged (in shares) | shares | 6,820,196 |
Debt Obligations, Junior Subord
Debt Obligations, Junior Subordinated Notes (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Obligations | ||
Debt carrying value | $ 140,767 | $ 140,259 |
Weighted average note rate (as a percent) | 3.85% | 4.35% |
Junior subordinated notes | ||
Debt Obligations | ||
Debt carrying value | $ 140,800 | $ 140,300 |
Deferred amount Due at maturity | 11,600 | 12,000 |
Deferred fees expensed as interest expense | $ 2,000 | $ 2,100 |
Weighted average note rate (as a percent) | 4.93% | 5.66% |
Weighted average note rate including certain fees and costs (as a percent) | 5.02% | 5.75% |
Debt Obligations, Debt Covenant
Debt Obligations, Debt Covenants (Details) - USD ($) | 1 Months Ended | |||||
Oct. 31, 2019 | Jul. 31, 2019 | Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2018 | Sep. 30, 2019 | |
CLO VII | ||||||
Debt Covenants | ||||||
Current overcollateralization ratio (as a percent) | 129.03% | 129.03% | 129.03% | 129.03% | 129.03% | |
Limit overcollateralization ratio (as a percent) | 128.03% | |||||
Current interest coverage ratio (as a percent) | 186.91% | |||||
Limit interest coverage ratio (as a percent) | 120.00% | |||||
CLO VIII | ||||||
Debt Covenants | ||||||
Current overcollateralization ratio (as a percent) | 129.03% | 129.03% | 129.03% | 129.03% | 129.03% | |
Limit overcollateralization ratio (as a percent) | 128.03% | |||||
Current interest coverage ratio (as a percent) | 303.85% | |||||
Limit interest coverage ratio (as a percent) | 120.00% | |||||
CLO IX | ||||||
Debt Covenants | ||||||
Current overcollateralization ratio (as a percent) | 134.68% | 134.68% | 134.68% | 134.68% | 134.68% | |
Limit overcollateralization ratio (as a percent) | 133.68% | |||||
Current interest coverage ratio (as a percent) | 277.58% | |||||
Limit interest coverage ratio (as a percent) | 120.00% | |||||
CLO X | ||||||
Debt Covenants | ||||||
Current overcollateralization ratio (as a percent) | 126.98% | 126.98% | 126.98% | 126.98% | 126.98% | |
Limit overcollateralization ratio (as a percent) | 125.98% | |||||
Current interest coverage ratio (as a percent) | 294.75% | |||||
Limit interest coverage ratio (as a percent) | 120.00% | |||||
CLO XI | ||||||
Debt Covenants | ||||||
Current overcollateralization ratio (as a percent) | 121.95% | 121.95% | ||||
Limit overcollateralization ratio (as a percent) | 120.95% | |||||
Current interest coverage ratio (as a percent) | 217.01% | |||||
Limit interest coverage ratio (as a percent) | 120.00% | |||||
Junior subordinated notes | ||||||
Debt Covenants | ||||||
Amount payable on default of senior debt | $ 0 |
Allowance for Loss-Sharing Ob_3
Allowance for Loss-Sharing Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Roll forward of loss contingency accrual | |||||
Recoveries (charge-offs) , net | $ (330) | $ 54 | |||
Fannie Mae | |||||
Roll forward of loss contingency accrual | |||||
Loss-sharing obligations (as a percent) | 0.24% | 0.25% | |||
Loss-Sharing Obligation | |||||
Roll forward of loss contingency accrual | |||||
Outstanding advances under the Fannie Mae DUS program | $ 100 | $ 100 | $ 100 | ||
Loss-Sharing Obligation | Fannie Mae | |||||
Roll forward of loss contingency accrual | |||||
Beginning balance of the period | 34,417 | $ 31,402 | 34,298 | 30,511 | 30,511 |
Provisions for loss sharing | 1,326 | 2,924 | 3,880 | 5,263 | |
Provisions reversal for loan repayments | (591) | (905) | (2,323) | (2,423) | |
Recoveries (charge-offs) , net | 373 | (16) | (330) | 54 | |
Ending balance of the period | 35,525 | $ 33,405 | 35,525 | $ 33,405 | 34,298 |
Maximum quantifiable liability | $ 2,690,000 | $ 2,690,000 | $ 2,460,000 |
Derivative Financial Instrume_3
Derivative Financial Instruments, Agency Business (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019USD ($)item | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)item | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($)item | |
Derivative Financial Instruments | |||||
Notional Value, classified in Other Assets | $ 307,099 | $ 307,099 | $ 400,661 | ||
Notional Value, classified in Other Liabilities | 331,229 | 331,229 | 108,625 | ||
Net gains (losses) from changes in the fair value of derivatives | (4,700) | $ (4,400) | (6,100) | $ 2,300 | |
Income from mortgage servicing rights | 29,911 | $ 25,216 | 62,852 | $ 62,787 | |
Agency Business | |||||
Derivative Financial Instruments | |||||
Notional Value, classified in Other Assets | 710,628 | 710,628 | 509,286 | ||
Fair Value, classified in Other Assets | 5,098 | 5,098 | 6,113 | ||
Fair Value, classified in Other Liabilities | (5,558) | $ (5,558) | $ (732) | ||
Swap Futures | |||||
Derivative Financial Instruments | |||||
Derivative, maturity term | 3 months | ||||
Swap Futures | Minimum | |||||
Derivative Financial Instruments | |||||
Derivative Swap Rate Period | 5 years | ||||
Swap Futures | Maximum | |||||
Derivative Financial Instruments | |||||
Derivative Swap Rate Period | 10 years | ||||
Swap Futures | Agency Business | Other Income | |||||
Derivative Financial Instruments | |||||
Realized gain (loss) on derivatives | 200 | $ 200 | |||
Unrealized gain (loss) on derivatives | (200) | (200) | |||
Swap Futures | Structured Business | Other Income | |||||
Derivative Financial Instruments | |||||
Realized gain (loss) on derivatives | (400) | (600) | |||
Unrealized gain (loss) on derivatives | $ 100 | ||||
Swap Futures | Structured Business | Other Income | Maximum | |||||
Derivative Financial Instruments | |||||
Unrealized gain (loss) on derivatives | $ (100) | ||||
Non-Qualifying | Rate lock commitments | Agency Business | |||||
Derivative Financial Instruments | |||||
Count | item | 10 | 10 | 4 | ||
Notional Value, classified in Other Assets | $ 94,674 | $ 94,674 | $ 18,161 | ||
Fair Value, classified in Other Assets | 589 | 589 | 324 | ||
Fair Value, classified in Other Liabilities | $ (2,515) | $ (2,515) | $ (95) | ||
Non-Qualifying | Forward Sale Commitments | Agency Business | |||||
Derivative Financial Instruments | |||||
Count | item | 84 | 84 | 90 | ||
Notional Value, classified in Other Assets | $ 543,654 | $ 543,654 | $ 491,125 | ||
Fair Value, classified in Other Assets | 4,509 | 4,509 | 5,789 | ||
Fair Value, classified in Other Liabilities | $ (3,043) | $ (3,043) | $ (637) | ||
Non-Qualifying | Swap Futures | Agency Business | |||||
Derivative Financial Instruments | |||||
Count | item | 7 | 7 | |||
Notional Value, classified in Other Assets | $ 72,300 | $ 72,300 | |||
Non-Qualifying | Swap Futures | Structured Business | |||||
Derivative Financial Instruments | |||||
Count | item | 2 | 2 | |||
Notional Value, classified in Other Assets | $ 10,600 | $ 10,600 |
Fair Value, Carrying Value and
Fair Value, Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Financial assets: | ||
Loans and investments, net - Principal/Notional Amount | $ 3,961,709 | $ 3,283,342 |
Loans and investments, net | 3,874,069 | 3,200,145 |
Loans held-for-sale, net - Principal/Notional Amount | 529,722 | 472,964 |
Loans held-for-sale, net | 529,722 | 472,964 |
Securities, held-to-maturity, net - Principal/Notional Amount | 118,925 | 103,515 |
Securities held-to-maturity, net | 95,181 | 76,363 |
Derivative financial instruments - Principal/Notional Amount | 307,099 | 400,661 |
Financial liabilities: | ||
Credit and repurchase facilities, Principal/Notional Amount | 1,388,248 | 1,138,135 |
Credit and repurchase facilities, Carrying value | 1,385,764 | 1,135,627 |
Collateralized loan obligations | 1,876,900 | 1,593,548 |
Debt fund | 68,528 | 68,183 |
Senior unsecured notes | 211,188 | 122,484 |
Convertible senior unsecured notes, net | 255,106 | 254,768 |
Junior subordinated notes | 140,767 | 140,259 |
Derivative financial instruments - Principal/Notional Amount | $ 331,229 | 108,625 |
Maximum number of days held-for-sale loans are typically sold | 60 days | |
Carrying Value | ||
Financial assets: | ||
Loans and investments, net | $ 3,874,069 | 3,200,145 |
Loans held-for-sale, net | 537,826 | 481,664 |
Capitalized mortgage servicing rights, net | 283,688 | 273,770 |
Securities held-to-maturity, net | 95,181 | 76,363 |
Derivative financial instruments | 5,098 | 6,113 |
Financial liabilities: | ||
Credit and repurchase facilities, Carrying value | 1,385,764 | 1,135,627 |
Collateralized loan obligations | 1,876,900 | 1,593,548 |
Debt fund | 68,528 | 68,183 |
Senior unsecured notes | 211,188 | 122,484 |
Convertible senior unsecured notes, net | 255,106 | 254,768 |
Junior subordinated notes | 140,767 | 140,259 |
Derivative financial instruments | 5,558 | 732 |
Fair Value | ||
Financial assets: | ||
Loans and investments, net | 3,914,135 | 3,249,499 |
Loans held-for-sale, net | 546,887 | 489,546 |
Capitalized mortgage servicing rights, net | 323,662 | 322,463 |
Securities held-to-maturity, net | 97,918 | 79,097 |
Derivative financial instruments | 5,098 | 6,113 |
Financial liabilities: | ||
Credit and repurchase facilities, Carrying value | 1,385,261 | 1,135,774 |
Collateralized loan obligations | 1,894,048 | 1,588,989 |
Debt fund | 70,132 | 70,154 |
Senior unsecured notes | 217,344 | 123,750 |
Convertible senior unsecured notes, net | 290,986 | 267,324 |
Junior subordinated notes | 97,218 | 95,873 |
Derivative financial instruments | 5,558 | 732 |
CLOs | ||
Financial liabilities: | ||
Debt instrument - Principal/Notional Amount | 1,892,274 | 1,609,524 |
Collateralized loan obligations | 1,876,900 | 1,593,548 |
Debt Fund | ||
Financial liabilities: | ||
Debt instrument - Principal/Notional Amount | 70,000 | 70,000 |
Senior Unsecured Notes | ||
Financial liabilities: | ||
Debt instrument - Principal/Notional Amount | 215,000 | 125,000 |
Convertible Senior Unsecured Notes | ||
Financial liabilities: | ||
Debt instrument - Principal/Notional Amount | 265,705 | 270,057 |
Junior subordinated notes | ||
Financial liabilities: | ||
Debt instrument - Principal/Notional Amount | 154,336 | 154,336 |
Junior subordinated notes | $ 140,800 | $ 140,300 |
Fair Value, Measurement on Recu
Fair Value, Measurement on Recurring and Nonrecurring Basis (Details) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019USD ($)item | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Financial assets: | |||
Allowance for impaired loan losses | $ 71,069 | $ 71,069 | |
Number of impaired loans | item | 5 | ||
Impairment loss on real estate owned | $ 1,000 | $ 2,000 | |
Carrying Value | |||
Financial assets: | |||
Derivative financial instruments | 5,098 | 6,113 | |
Aggregate carrying value of impaired loans before loan loss reserves | 131,300 | ||
Financial liabilities: | |||
Derivative financial instruments | 5,558 | 732 | |
Fair Value | |||
Financial assets: | |||
Derivative financial instruments | 5,098 | 6,113 | |
Financial liabilities: | |||
Derivative financial instruments | 5,558 | $ 732 | |
Recurring basis | Carrying Value | |||
Financial assets: | |||
Derivative financial instruments | 5,098 | ||
Financial liabilities: | |||
Derivative financial instruments | 5,558 | ||
Recurring basis | Fair Value | |||
Financial assets: | |||
Derivative financial instruments | 5,098 | ||
Financial liabilities: | |||
Derivative financial instruments | 5,558 | ||
Nonrecurring basis | Carrying Value | |||
Financial assets: | |||
Impaired loans, net | 60,268 | ||
Nonrecurring basis | Fair Value | |||
Financial assets: | |||
Impaired loans, net | 60,268 | ||
Level 2 | Recurring basis | |||
Financial assets: | |||
Derivative financial instruments | 4,509 | ||
Financial liabilities: | |||
Derivative financial instruments | 5,558 | ||
Level 3 | Recurring basis | |||
Financial assets: | |||
Derivative financial instruments | 589 | ||
Level 3 | Nonrecurring basis | |||
Financial assets: | |||
Impaired loans, net | $ 60,268 |
Fair Value, Level 3 Inputs (Det
Fair Value, Level 3 Inputs (Details) - Level 3 $ in Thousands | Sep. 30, 2019USD ($)item |
Land | |
Quantitative information about Level 3 fair value measurements | |
Impaired loans, fair value | $ | $ 59,517 |
Land | Discount rate | |
Quantitative information about Level 3 fair value measurements | |
Impaired loans, measurement input | 0.2300 |
Land | Revenue growth rate | |
Quantitative information about Level 3 fair value measurements | |
Impaired loans, measurement input | 0.0300 |
Office | |
Quantitative information about Level 3 fair value measurements | |
Impaired loans, fair value | $ | $ 741 |
Office | Discount rate | |
Quantitative information about Level 3 fair value measurements | |
Impaired loans, measurement input | 0.1100 |
Office | Capitalization rate | |
Quantitative information about Level 3 fair value measurements | |
Impaired loans, measurement input | 0.0900 |
Office | Revenue growth rate | |
Quantitative information about Level 3 fair value measurements | |
Impaired loans, measurement input | 0.0250 |
Rate lock commitments | |
Quantitative information about Level 3 fair value measurements | |
Derivative financial instruments | $ | $ 589 |
Derivative Asset, Valuation Technique [Extensible List] | us-gaap:ValuationTechniqueDiscountedCashFlowMember |
Derivative Asset, Measurement Input [Extensible List] | Discount rate |
Rate lock commitments | Discount rate | |
Quantitative information about Level 3 fair value measurements | |
Derivative financial instruments measurement input | 0.1225 |
Fair Value, Level 3 Derivative
Fair Value, Level 3 Derivative Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivative assets | ||||
Balance at beginning of period | $ 745 | $ 606 | $ 324 | $ 276 |
Settlements | (30,067) | (17,793) | (62,587) | (62,313) |
Realized gains recorded in earnings | 29,322 | 17,187 | 62,263 | 62,037 |
Unrealized gains recorded in earnings | 589 | 749 | 589 | 749 |
Balance at end of period | $ 589 | $ 749 | $ 589 | $ 749 |
Fair Value, Components of fair
Fair Value, Components of fair value and other relevant information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Fair Value of Servicing Rights | $ 10,953 |
Total Fair Value Adjustment | 10,953 |
Rate lock commitments | |
Notional/Principal Amount | 94,674 |
Fair Value of Servicing Rights | 589 |
Interest Rate Movement Effect | (2,515) |
Total Fair Value Adjustment | (1,926) |
Forward Sale Commitments | |
Notional/Principal Amount | 543,655 |
Interest Rate Movement Effect | 2,515 |
Total Fair Value Adjustment | 2,515 |
Loans held-for-sale, net | |
Notional/Principal Amount | 448,981 |
Fair Value of Servicing Rights | 10,364 |
Total Fair Value Adjustment | $ 10,364 |
Fair Value, Financial Assets an
Fair Value, Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Financial assets: | ||
Loans and investments, net | $ 3,874,069 | $ 3,200,145 |
Loans held-for-sale, net | 529,722 | 472,964 |
Securities held-to-maturity, net | 95,181 | 76,363 |
Financial liabilities: | ||
Credit and repurchase facilities, Carrying value | 1,385,764 | 1,135,627 |
Collateralized loan obligations | 1,876,900 | 1,593,548 |
Debt fund | 68,528 | 68,183 |
Senior unsecured notes | 211,188 | 122,484 |
Convertible senior unsecured notes, net | 255,106 | 254,768 |
Junior subordinated notes | 140,767 | 140,259 |
Level 1 | ||
Financial liabilities: | ||
Senior unsecured notes | 217,344 | |
Level 2 | ||
Financial assets: | ||
Loans held-for-sale, net | 536,523 | |
Financial liabilities: | ||
Credit and repurchase facilities, Carrying value | 461,247 | |
Convertible senior unsecured notes, net | 290,986 | |
Level 3 | ||
Financial assets: | ||
Loans and investments, net | 3,914,135 | |
Loans held-for-sale, net | 10,364 | |
Capitalized mortgage servicing rights, net | 323,662 | |
Securities held-to-maturity, net | 97,918 | |
Financial liabilities: | ||
Credit and repurchase facilities, Carrying value | 924,014 | |
Collateralized loan obligations | 1,894,048 | |
Debt fund | 70,132 | |
Junior subordinated notes | 97,218 | |
Carrying Value | ||
Financial assets: | ||
Loans and investments, net | 3,874,069 | 3,200,145 |
Loans held-for-sale, net | 537,826 | 481,664 |
Capitalized mortgage servicing rights, net | 283,688 | |
Securities held-to-maturity, net | 95,181 | 76,363 |
Financial liabilities: | ||
Credit and repurchase facilities, Carrying value | 1,385,764 | 1,135,627 |
Collateralized loan obligations | 1,876,900 | 1,593,548 |
Debt fund | 68,528 | 68,183 |
Senior unsecured notes | 211,188 | 122,484 |
Convertible senior unsecured notes, net | 255,106 | 254,768 |
Junior subordinated notes | 140,767 | 140,259 |
Fair Value | ||
Financial assets: | ||
Loans and investments, net | 3,914,135 | 3,249,499 |
Loans held-for-sale, net | 546,887 | 489,546 |
Capitalized mortgage servicing rights, net | 323,662 | |
Securities held-to-maturity, net | 97,918 | 79,097 |
Financial liabilities: | ||
Credit and repurchase facilities, Carrying value | 1,385,261 | 1,135,774 |
Collateralized loan obligations | 1,894,048 | 1,588,989 |
Debt fund | 70,132 | 70,154 |
Senior unsecured notes | 217,344 | 123,750 |
Convertible senior unsecured notes, net | 290,986 | 267,324 |
Junior subordinated notes | $ 97,218 | $ 95,873 |
Commitments and Contingencies,
Commitments and Contingencies, Contractual Commitments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Agency Business Commitments | |||||
Cash collateral | $ 190,046 | $ 190,046 | $ 180,606 | $ 202,736 | $ 139,398 |
Debt Obligations | |||||
Remainder of 2019 | 520,000 | 520,000 | |||
2020 | 1,180,000 | 1,180,000 | |||
2021 | 714,900 | 714,900 | |||
2022 | 878,100 | 878,100 | |||
2023 | 269,700 | 269,700 | |||
2024 | 102,400 | 102,400 | |||
Thereafter | 324,100 | 324,100 | |||
Unfunded CLO Commitments | |||||
Unfunded commitments related to structured loans and investments | $ 192,800 | $ 192,800 | |||
Operating Leases | |||||
Operating Lease, Weighted average remaining lease term (in years) | 5 years 3 months 18 days | 5 years 3 months 18 days | |||
Operating Lease, Weighted average discount rate (as a percent) | 4.80% | 4.80% | |||
Operating lease expense | $ 1,500 | $ 4,500 | |||
Maturities of operating lease liabilities | |||||
2019 (three months ending December 31, 2019) | 1,403 | 1,403 | |||
2020 | 5,293 | 5,293 | |||
2021 | 3,037 | 3,037 | |||
2022 | 2,773 | 2,773 | |||
2023 | 2,051 | 2,051 | |||
2024 | 1,459 | 1,459 | |||
Thereafter | 3,306 | 3,306 | |||
Total | $ 19,322 | $ 19,322 | |||
Maximum | |||||
Operating Leases | |||||
Remaining lease term | 7 years 4 months 24 days | 7 years 4 months 24 days | |||
Minimum | |||||
Operating Leases | |||||
Remaining lease term | 1 month 6 days | 1 month 6 days | |||
Cash collateral arrangement - purchase and loss obligations under Freddie Mac's SBL Program | |||||
Agency Business Commitments | |||||
Cash collateral per securitization | $ 5,000 | $ 5,000 | |||
Outstanding letters of credit | 5,000 | 5,000 | |||
Fannie Mae | |||||
Agency Business Commitments | |||||
Minimum liquid assets to be maintained to meet operational liquidity requirements | 14,400 | $ 14,400 | |||
Period of funding for collateral requirement | 48 months | ||||
Fannie Mae | Restricted liquidity arrangement - loans sold under the Fannie Mae DUS program | |||||
Agency Business Commitments | |||||
Letter of credit assigned | 45,000 | $ 45,000 | |||
Reserve required to fund additional restricted liquidity over the next 48 months | 36,000 | $ 36,000 | |||
Period of additional funding for collateral requirement | 48 months | ||||
Cash collateral | $ 1,400 | $ 1,400 | |||
Forward Contracts | |||||
Agency Business Commitments | |||||
Period of contractual commitment | 60 days |
Commitments and Contingencies_2
Commitments and Contingencies, Litigation (Details) $ in Millions | Jun. 15, 2011USD ($)lawsuitdefendant | Jun. 30, 2013USD ($)lawsuitdefendant | Jun. 30, 2011lawsuitdefendant |
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 | lawsuit | 3 | ||
Number of lawsuits filed in United States Bankruptcy Court | lawsuit | 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 | lawsuit | 2 | ||
Number of defendants | 2 | ||
Lawsuits filed by Extended Stay Litigation Trust (the Trust) | Motion to amend the lawsuits | |||
Litigation | |||
Number of lawsuits consolidated | lawsuit | 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 | lawsuit | 100 | ||
Number of lawsuits after amendment | lawsuit | 17 | ||
Aggregate amount which the Trust would be seeking from the affiliates of the entity | $ | $ 139 |
Variable Interest Entities (Det
Variable Interest Entities (Details) | 9 Months Ended | |||||
Sep. 30, 2019USD ($)item | Jun. 30, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Variable Interest Entities | ||||||
Loan loss reserves related to VIEs | $ 71,069,000 | $ 71,069,000 | $ 71,069,000 | $ 60,951,000 | $ 58,733,000 | $ 62,783,000 |
Assets: | ||||||
Restricted cash | 190,046,000 | 180,606,000 | $ 202,736,000 | $ 139,398,000 | ||
Loans and investments, net | 3,874,069,000 | 3,200,145,000 | ||||
Due from Related Parties | 5,011,000 | 1,287,000 | ||||
Other assets | 112,675,000 | 86,086,000 | ||||
Total assets | 5,395,634,000 | 4,612,175,000 | ||||
Liabilities: | ||||||
Collateralized loan obligations | 1,876,900,000 | 1,593,548,000 | ||||
Debt fund | 68,528,000 | 68,183,000 | ||||
Other liabilities | 137,839,000 | 118,780,000 | ||||
Total liabilities | 4,197,238,000 | 3,546,609,000 | ||||
Consolidated variable interest entities | ||||||
Assets: | ||||||
Total assets | 2,527,053,000 | 2,198,096,000 | ||||
Liabilities: | ||||||
Total liabilities | 1,950,970,000 | 1,665,139,000 | ||||
CLOs and Debt Fund | ||||||
Assets: | ||||||
Restricted cash | 188,113,000 | 179,855,000 | ||||
Loans and investments, net | 2,320,954,000 | 2,001,617,000 | ||||
Other assets | 17,986,000 | 16,624,000 | ||||
Total assets | 2,527,053,000 | 2,198,096,000 | ||||
Liabilities: | ||||||
Collateralized loan obligations | 1,876,900,000 | 1,593,548,000 | ||||
Debt fund | 68,528,000 | 68,183,000 | ||||
Due to related party | 1,753,000 | |||||
Other liabilities | 3,789,000 | 3,408,000 | ||||
Total liabilities | $ 1,950,970,000 | $ 1,665,139,000 | ||||
Unconsolidated VIEs | ||||||
Variable Interest Entities | ||||||
Number of VIEs where the reporting entity is not VIE's primary beneficiary and VIEs have variable interest | item | 29 | |||||
Carrying Amount | $ 544,294 | |||||
Carrying amount of loans and investments before reserves related to VIEs | 129,600,000 | |||||
Loan loss reserves related to VIEs | 69,400,000 | |||||
Exposure to real estate debt | 4,620,000,000 | |||||
Unconsolidated VIEs | Loans | ||||||
Variable Interest Entities | ||||||
Carrying Amount | 437,498,000 | |||||
Unconsolidated VIEs | B Piece and SFR bonds | ||||||
Variable Interest Entities | ||||||
Carrying Amount | 95,181,000 | |||||
Unconsolidated VIEs | Equity investments | ||||||
Variable Interest Entities | ||||||
Carrying Amount | 8,887,000 | |||||
Unconsolidated VIEs | Agency interest only strips | ||||||
Variable Interest Entities | ||||||
Carrying Amount | $ 2,728,000 |
Equity (Details)
Equity (Details) $ / shares in Units, $ in Thousands | Oct. 30, 2019$ / shares | Jul. 31, 2019$ / shares | May 01, 2019$ / shares | Feb. 13, 2019$ / shares | Feb. 01, 2019$ / shares | Oct. 31, 2019USD ($)shares | Jul. 31, 2019USD ($)shares | May 31, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($)shares | Jan. 31, 2019USD ($)shares | Dec. 31, 2018$ / shares | Sep. 30, 2019USD ($)Vote$ / sharesshares | Mar. 31, 2019USD ($)shares | Sep. 30, 2018USD ($)$ / shares | Sep. 30, 2019USD ($)Vote$ / sharesshares | Sep. 30, 2018USD ($)$ / sharesshares | Dec. 31, 2018$ / shares | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Oct. 25, 2019shares | Aug. 31, 2019shares | Jun. 30, 2018USD ($) |
Common stock | |||||||||||||||||||||||
Proceeds from issuance of shares under public offering | $ | $ 117,879 | $ 55,908 | |||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||||||
OP Units redeemed by cash | $ | $ 1,673 | $ 6,845 | |||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared (in dollars per share) | $ / shares | $ 0.29 | $ 0.25 | $ 0.84 | $ 0.71 | |||||||||||||||||||
Employee compensation and benefits | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ | $ 2,300 | $ 1,200 | $ 6,900 | $ 4,200 | |||||||||||||||||||
Selling and administrative expense | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Share-based compensation expense | $ | $ 700 | $ 600 | |||||||||||||||||||||
Restricted common stock | Certain employees of ours | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 124,069 | 333,884 | |||||||||||||||||||||
Total grant date fair value | $ | $ 1,500 | $ 4,200 | |||||||||||||||||||||
Restricted common stock | Chief executive officer | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 58,738 | ||||||||||||||||||||||
Total grant date fair value | $ | $ 700 | ||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||
Restricted common stock | Chief executive officer | First Anniversaries | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||
Restricted common stock | Chief executive officer | Second Anniversaries | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||
Restricted common stock | Chief executive officer | Third Anniversaries | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||
Restricted common stock | Employees | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | 33.00% | |||||||||||||||||||||
Restricted common stock | Employees | March 2020 | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Vesting percentage | 25.00% | 33.00% | |||||||||||||||||||||
Performance-based restricted stock | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Restricted stock with fully vested of date (in shares) | 445,765 | ||||||||||||||||||||||
Restricted stock with fully vested net settled of date (in shares) | 203,492 | ||||||||||||||||||||||
Performance-based restricted stock | Chief executive officer | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Granted of restricted stock units that vest at the end of four-year performance period (in shares) | 246,508 | 352,427 | |||||||||||||||||||||
Vesting period (in years) | 4 years | 4 years | 4 years | 4 years | |||||||||||||||||||
Total grant date fair value | $ | $ 3,000 | $ 1,700 | |||||||||||||||||||||
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% | ||||||||||||||||||||
Common Stock | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Shares issued in connection with exchange of convertible debt notes (in shares) | 214,029 | ||||||||||||||||||||||
Number of common stock sold (in shares) | 187,000 | 9,387,000 | 6,452,700 | ||||||||||||||||||||
Value of common stock available under shelf registration statement | $ | $ 281,100 | $ 281,100 | |||||||||||||||||||||
Aggregate amount of debt securities, common stock, preferred stock, depositary shares and warrants filed under shelf registration statement | $ | $ 500,000 | ||||||||||||||||||||||
Number of shares purchased | 920,000 | ||||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared (in dollars per share) | $ / shares | $ 0.30 | $ 0.29 | $ 0.28 | $ 0.27 | 0.15 | ||||||||||||||||||
Dividend declared in cash | $ | $ 2,500 | ||||||||||||||||||||||
Dividend declared in shares | 901,432 | ||||||||||||||||||||||
Tax Treatment for Dividends Paid | |||||||||||||||||||||||
Total dividends paid | $ | $ 2,500 | ||||||||||||||||||||||
Common Stock | Chief executive officer | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Number of shares purchased | 920,000 | ||||||||||||||||||||||
Common Stock | Non-management members of the Board of Directors | |||||||||||||||||||||||
Deferred Compensation | |||||||||||||||||||||||
Number of fully vested shares issued | 55,244 | ||||||||||||||||||||||
Total grant date fair value | $ | $ 700 | ||||||||||||||||||||||
Preferred Stock | 8.25% Series A preferred stock | |||||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared on redeemable preferred stock (in dollars per share) | $ / shares | $ 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) | $ / shares | $ 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) | $ / shares | $ 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% | ||||||||||||||||||||||
Operating Partnership Units | |||||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Conversion ratio for operating partnership units to common stock shares | 1 | ||||||||||||||||||||||
Consideration in stock to be paid with operating partnership units (in shares) | 391,156 | 577,185 | |||||||||||||||||||||
OP Units redeemed by cash | $ | $ (1,700) | $ 6,800 | |||||||||||||||||||||
Common stock, shares issued (in shares) | 258,677 | ||||||||||||||||||||||
Distributions | |||||||||||||||||||||||
Cash dividend declared (in dollars per share) | $ / shares | $ 0.15 | ||||||||||||||||||||||
Dividend declared in cash | $ | $ 600 | ||||||||||||||||||||||
Dividend declared in shares | 221,666 | ||||||||||||||||||||||
Tax Treatment for Dividends Paid | |||||||||||||||||||||||
Total dividends paid | $ | $ 600 | ||||||||||||||||||||||
Operating Partnership Units | Special voting preferred shares | |||||||||||||||||||||||
Noncontrolling Interest | |||||||||||||||||||||||
Number of preferred stock shares paired with each OP units | 1 | ||||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||||||||||
Number of vote per share of Special Voting Preferred Shares | Vote | 1 | 1 | |||||||||||||||||||||
OP units outstanding (in shares) | 20,484,094 | 20,484,094 | |||||||||||||||||||||
Voting power of outstanding stock (as a percent) | 17.80% | ||||||||||||||||||||||
5.375% Convertible Notes | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Interest rate (as a percent) | 5.375% | 5.375% | |||||||||||||||||||||
6.50% Convertible Notes | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Interest rate (as a percent) | 6.50% | 6.50% | |||||||||||||||||||||
Public offering | Common Stock | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Number of common stock sold (in shares) | 9,200,000 | ||||||||||||||||||||||
Proceeds from issuance of shares under public offering | $ | $ 115,600 | ||||||||||||||||||||||
Issued price per share (in dollars per share) | $ / shares | $ 12.58 | ||||||||||||||||||||||
At-The-Market | Common Stock | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Number of shares available under an "At-The-Market" equity offering with JMP Securities LLC | 4,300,000 | 7,500,000 | |||||||||||||||||||||
Number of common stock sold (in shares) | 2,975,000 | 187,000 | |||||||||||||||||||||
Proceeds from issuance of shares under public offering | $ | $ 38,600 | $ 2,400 | |||||||||||||||||||||
Over-Allotment Option | Common Stock | |||||||||||||||||||||||
Common stock | |||||||||||||||||||||||
Number of common stock sold (in shares) | 1,200,000 |
Equity, Earnings Per Share ("EP
Equity, Earnings Per Share ("EPS") (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Basic | |||||||
Net income attributable to common stockholders | $ 33,965 | $ 27,737 | $ 85,532 | $ 71,093 | |||
Weighted average shares outstanding (in shares) | 94,486,839 | 74,802,582 | 89,899,074 | 67,490,132 | |||
Net income per common share (in dollars per share) | $ 0.36 | $ 0.37 | $ 0.95 | $ 1.05 | |||
Diluted | |||||||
Net income attributable to noncontrolling interest | $ 7,363 | $ 7,799 | $ 19,429 | $ 22,347 | |||
Net income attributable to common stockholders and noncontrolling interest | $ 41,328 | $ 35,536 | $ 104,961 | $ 93,440 | |||
Weighted average shares outstanding (in shares) | 94,486,839 | 74,802,582 | 89,899,074 | 67,490,132 | |||
Dilutive effect of OP units (in shares) | 20,484,094 | 21,023,735 | 20,508,205 | 21,160,999 | |||
Dilutive effect of restricted stock units (in shares) | 1,427,329 | 1,559,217 | 1,405,776 | 1,441,264 | |||
Dilutive effect of convertible notes (in shares) | 1,069,782 | 1,050,430 | 1,220,913 | 1,041,212 | |||
Weighted average shares outstanding ( in shares) | 117,468,044 | 98,435,964 | 113,033,968 | 91,133,607 | |||
Net income per common share (in dollars per share) | $ 0.35 | $ 0.36 | $ 0.93 | $ 1.03 | |||
Chief executive officer | Performance-based restricted stock | |||||||
Diluted | |||||||
Vesting period (in years) | 4 years | 4 years | 4 years | 4 years |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Provision from income taxes | $ 6,623 | $ 5,381 | $ 10,963 | $ 1,096 | |
Deferred tax benefit (provision) | 2,200 | 1,300 | (1,026) | (14,454) | |
Current tax provision | 4,400 | $ 6,700 | 12,000 | 15,600 | |
Repayment of debt | $ 50,000 | ||||
Maximum | |||||
Provision from income taxes | $ 6,600 | $ 11,000 | |||
Preferred equity interest financing agreement | ACM / Our "Former Manager" | |||||
Repayment of debt | $ 50,000 |
Agreements and Transactions w_2
Agreements and Transactions with Related Parties, Shared Services Agreement (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Former manager | Support Services | ||||
Agreements and transactions with related parties | ||||
Costs for services to related party | $ 0.6 | $ 0.3 | $ 2.1 | $ 0.9 |
Agreements and Transactions w_3
Agreements and Transactions with Related Parties, Other Related Party (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 57 Months Ended | |||||||||||||||||
Sep. 30, 2019USD ($)shares | Jul. 31, 2019USD ($) | Jan. 31, 2019USD ($) | Nov. 30, 2018USD ($) | Oct. 31, 2018USD ($) | Aug. 31, 2018USD ($) | Jun. 30, 2018USD ($)propertyloanitem | Apr. 30, 2018USD ($) | Sep. 30, 2019USD ($)shares | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($)loan | Sep. 30, 2019USD ($)shares | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($)loan | Dec. 31, 2017USD ($)propertyloanitem | Dec. 31, 2016USD ($)propertyshares | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($)loan | Sep. 30, 2019USD ($)shares | Mar. 31, 2019 | Jan. 31, 2018USD ($) | Mar. 31, 2016USD ($) | |
Agreements and transactions with related parties | |||||||||||||||||||||||
Due to related party | $ 3,170 | $ 3,170 | $ 3,170 | $ 3,170 | |||||||||||||||||||
Due from Related Parties | 5,011 | 5,011 | $ 1,287 | 5,011 | $ 1,287 | 5,011 | |||||||||||||||||
Income (loss) from equity affiliates | 3,718 | $ (1,028) | 9,133 | $ 1,104 | |||||||||||||||||||
Residential Mortgage Banking Company | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Maximum percentage of guaranty provided by the Company in relation to the settlement | 50.00% | ||||||||||||||||||||||
Maximum exposure under guaranty | 800 | 800 | 800 | 800 | |||||||||||||||||||
Bridge loan, several multifamily properties | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 37,500 | ||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 85.00% | ||||||||||||||||||||||
Bridge loan, six multifamily properties | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
UPB converted to a mezzanine loan | $ 2,000 | ||||||||||||||||||||||
Bridge loan, six multifamily properties | Maturity date of September 2019 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 12,900 | ||||||||||||||||||||||
Mezzanine loans | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Interest income recorded | 100 | ||||||||||||||||||||||
Fixed rate of interest (as a percent) | 12.50% | ||||||||||||||||||||||
Amount of loan to related party | $ 3,000 | ||||||||||||||||||||||
Lexford Portfolio | Bridge loans | Maturity Date of June 2021 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Paydowns of principal made by borrower | 250,000 | ||||||||||||||||||||||
Base spread (as a percent) | 4.00% | ||||||||||||||||||||||
Interest income recorded | 5,500 | ||||||||||||||||||||||
Unsecured financing provided by an unsecured lender to certain parent entities of the property owners | 50,000 | 50,000 | 50,000 | 50,000 | |||||||||||||||||||
ACM, Certain executives and Consortium of independent outside investors | AMAC III | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Amount invested | $ 9,000 | 9,000 | 9,000 | $ 9,000 | |||||||||||||||||||
Ownership interest (as a percent) | 18.00% | ||||||||||||||||||||||
Unaffiliated borrower | Bridge loans | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 34,000 | ||||||||||||||||||||||
Unaffiliated borrower | AMAC III | Mezzanine loans | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Refinanced loan amount | $ 7,000 | ||||||||||||||||||||||
ACM / Our "Former Manager" | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Related party financing | $ 50,000 | ||||||||||||||||||||||
Interest expense on related party loan | $ 300 | ||||||||||||||||||||||
Outstanding principal balance of related party financing | $ 50,000 | ||||||||||||||||||||||
ACM / Our "Former 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 | 22.5% | ||||||||||||||||||||||
Acquisition purchase price | $ 9,600 | ||||||||||||||||||||||
Income (loss) from equity affiliates | $ 2,600 | 400 | $ 6,100 | 1,200 | |||||||||||||||||||
Maximum percentage of guaranty provided by the Company in relation to the settlement | 50.00% | ||||||||||||||||||||||
ACM / Our "Former Manager" | ACM Acquisition | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Number of preferred stock shares paired with each OP units | shares | 1 | ||||||||||||||||||||||
Number of shares held by related party | shares | 4,285,694 | 4,285,694 | 4,285,694 | 4,285,694 | |||||||||||||||||||
OP units hold as part of acquisition | shares | 14,772,918 | ||||||||||||||||||||||
Percentage of voting power held by related party | 16.50% | 16.50% | 16.50% | 16.50% | |||||||||||||||||||
ACM / Our "Former Manager" | Non-qualified Residential Mortgages | Residential Mortgage Banking Company | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Additional investment made by the company along with a consortium of independent outside investors | $ 16,100 | ||||||||||||||||||||||
Proceeds from sale of available-for-sale securities | 16,900 | ||||||||||||||||||||||
ACM / Our "Former Manager" | Mortgage loans | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Amount of mortgage loan secured by property, purchased by related party | $ 47,000 | ||||||||||||||||||||||
ACM / Our "Former Manager" | Mortgage loans | Maturity date of April 2016, extended to April 2018 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 4.80% | ||||||||||||||||||||||
Interest income recorded | 200 | ||||||||||||||||||||||
Number of mortgage loans secured by property purchased from related party | loan | 2 | ||||||||||||||||||||||
ACM / Our "Former Manager" | Mortgage loans | Maturity date of April 2016, extended to April 2018 | First mortgage | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Amount of mortgage loan secured by property, purchased by related party | $ 14,600 | ||||||||||||||||||||||
ACM / Our "Former Manager" | Mortgage loans | Maturity date of April 2016, extended to April 2018 | Second mortgage | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Proceeds from repayment in full | $ 5,100 | ||||||||||||||||||||||
Amount of mortgage loan secured by property, purchased by related party | $ 5,100 | ||||||||||||||||||||||
ACM / Our "Former Manager" | Mortgage loans | Maturity date April 2018, extended from April 2016 | First mortgage | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Amount of mortgage loan secured by property, purchased by related party | $ 14,600 | ||||||||||||||||||||||
Consortium of investors including other unaffiliated investors, certain of officers and chief executive officer | Bridge loan, several multifamily properties | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 19,500 | ||||||||||||||||||||||
Base spread (as a percent) | 4.00% | ||||||||||||||||||||||
Interest income recorded | $ 300 | $ 1,000 | |||||||||||||||||||||
Consortium of investors including other unaffiliated investors, certain of officers and chief executive officer | Bridge loan, several multifamily properties | LIBOR | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 2.125% | ||||||||||||||||||||||
Consortium of investors including other unaffiliated investors, certain of officers and chief executive officer | Bridge loan, one multifamily property | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 17,300 | $ 61,200 | 17,300 | 17,300 | 17,300 | ||||||||||||||||||
Percentage of ownership interest of related party in the entity | 10.00% | ||||||||||||||||||||||
Interest income recorded | 300 | 1,000 | |||||||||||||||||||||
Consortium of investors including other unaffiliated investors, certain of officers and chief executive officer | Bridge loan, one multifamily property | LIBOR | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 2.00% | ||||||||||||||||||||||
Consortium of investors including an immediate family member of our officers | Fannie Mae loan on a multifamily property | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Percentage of maximum loss-sharing obligation unpaid principal balance | 5.00% | ||||||||||||||||||||||
Principal amount | $ 46,900 | ||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 17.60% | ||||||||||||||||||||||
Consortium of investors including an immediate family member of our officers | Fannie Mae loan on a multifamily property | Maximum | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Interest income recorded | 100 | 100 | 100 | 100 | |||||||||||||||||||
Consortium of Investors, including our Chief Executive Officer and our Former Manager | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Amount invested | $ 2,000 | ||||||||||||||||||||||
Ownership interest (as a percent) | 26.10% | ||||||||||||||||||||||
Number of portfolios of multifamily properties | item | 2 | ||||||||||||||||||||||
Consortium of Investors, including our Chief Executive Officer and our Former Manager | Two portfolios of multifamily properties | Bridge loans | Maturity date of November 2018 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 14,800 | ||||||||||||||||||||||
Base spread (as a percent) | 5.25% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 0.50% | ||||||||||||||||||||||
Interest income recorded | 300 | ||||||||||||||||||||||
Number of bridge loans originated | item | 2 | ||||||||||||||||||||||
Certain officers, including our Chief Executive Officer and our Former Manager | Bridge loans | Maturity Date of October 2018 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 5.00% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||||||
Interest income recorded | 300 | 1,000 | |||||||||||||||||||||
Number of bridge loans paid off | loan | 2 | ||||||||||||||||||||||
Number of mortgage loans secured by property purchased from related party | loan | 2 | ||||||||||||||||||||||
Loan due from related party | $ 16,700 | ||||||||||||||||||||||
Certain officers, including our Chief Executive Officer and our Former Manager | Bridge loan, six multifamily properties | Maturity date of September 2019 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 48,000 | ||||||||||||||||||||||
Number of properties owned | property | 6 | ||||||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||||||
Interest income recorded | 100 | 300 | 200 | 1,600 | |||||||||||||||||||
Number of bridge loans paid off | loan | 4 | 1 | |||||||||||||||||||||
Proceeds from repayment in full | $ 10,900 | $ 28,300 | $ 6,800 | ||||||||||||||||||||
Certain officers, including our Chief Executive Officer and our Former Manager | Bridge loan, six multifamily properties | Maturity date of September 2019 | Minimum | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 10.50% | ||||||||||||||||||||||
Certain officers, including our Chief Executive Officer and our Former Manager | Bridge loan, six multifamily properties | Maturity date of September 2019 | Maximum | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 12.00% | ||||||||||||||||||||||
Certain officers, including our Chief Executive Officer and our Former Manager | Mezzanine loans | Maturity date of January 2024 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Fixed rate of interest (as a percent) | 10.00% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Maturity Date of January 2021 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Interest income recorded | 200 | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Preferred equity investments | Maturity date November 2018, extended from May 2018 | Multifamily | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Equity investment | $ 5,200 | ||||||||||||||||||||||
Fixed rate of interest (as a percent) | 10.00% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loans | Maturity date of November 2018 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 7.50% | ||||||||||||||||||||||
Interest income recorded | 300 | ||||||||||||||||||||||
Amount of loan to related party | $ 19,000 | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loans | Maturity date of November 2018 | LIBOR | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, several multifamily properties | Maturity Date of January 2021 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Due to related party | $ 9,400 | ||||||||||||||||||||||
Principal amount | $ 8,400 | 8,400 | 8,400 | $ 8,400 | |||||||||||||||||||
Percentage of ownership interest of related party in the entity | 75.00% | ||||||||||||||||||||||
Interest income recorded | 200 | 100 | 400 | ||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, several multifamily properties | Maturity Date of January 2021 | LIBOR | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 5.00% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 1.25% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, several multifamily properties | Maturity date of June 2020 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Due to related party | $ 32,800 | ||||||||||||||||||||||
Percentage of ownership after transaction | 90.00% | ||||||||||||||||||||||
Base spread (as a percent) | 5.00% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 1.13% | ||||||||||||||||||||||
Interest income recorded | 600 | 600 | 1,900 | 1,700 | |||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, two multifamily properties | Maturity date of fourth quarter 2020 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 28,000 | ||||||||||||||||||||||
Number of properties owned | property | 2 | ||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 45.00% | ||||||||||||||||||||||
Base spread (as a percent) | 5.25% | ||||||||||||||||||||||
Interest income recorded | 600 | 500 | 1,700 | 1,600 | |||||||||||||||||||
Number of bridge loans originated | item | 2 | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, two multifamily properties | Maturity date of fourth quarter 2020 | Minimum | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
LIBOR floor (as a percentage) | 1.24% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, two multifamily properties | Maturity date of fourth quarter 2020 | Maximum | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
LIBOR floor (as a percentage) | 1.54% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, two multifamily properties | Maturity date of January 2019 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 12,700 | ||||||||||||||||||||||
Number of properties owned | property | 2 | ||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 50.00% | ||||||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 0.25% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, one multifamily property | Maturity Date of June 2021 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 21,700 | ||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 75.00% | ||||||||||||||||||||||
Interest income recorded | $ 400 | 300 | 1,000 | 400 | |||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, one multifamily property | Maturity Date of June 2021 | LIBOR | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 4.75% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 1.25% | ||||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, one multifamily property | Maturity date of July 2020 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 36,000 | ||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 95.00% | ||||||||||||||||||||||
Base spread (as a percent) | 4.50% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 1.00% | ||||||||||||||||||||||
Interest income recorded | 700 | 1,900 | |||||||||||||||||||||
Certain certain officers, chief executive officer, and other unaffiliated investors | Bridge loan, one multifamily property | Maturity date of January 2019 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Interest income recorded | 400 | $ 600 | 1,000 | ||||||||||||||||||||
Chief executive officer | Minimum | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Ownership interest limit of our common stock under company charter (as a percent) | 5.00% | 5.00% | 5.00% | 5.00% | |||||||||||||||||||
Kaufman Entities | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Percentage of our Former Manager's outstanding membership interest of related party in another related party | 31.00% | 31.00% | 31.00% | 31.00% | |||||||||||||||||||
Director | Ginkgo | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Percentage of managing member | 33.00% | ||||||||||||||||||||||
Consortium of affiliated investors | Lexford Portfolio | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Management fee, percentage of gross revenues of underlying properties | 4.75% | ||||||||||||||||||||||
Immediate family member of chief executive officer | Bridge Loan, several undeveloped parcels of land | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 17,700 | ||||||||||||||||||||||
Paydowns of principal made by borrower | $ 4,700 | ||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 10.80% | ||||||||||||||||||||||
Interest income recorded | $ 400 | 300 | $ 1,500 | 300 | |||||||||||||||||||
Fixed rate of interest (as a percent) | 10.00% | ||||||||||||||||||||||
Immediate family member of chief executive officer | Bridge loan, several multifamily properties | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Percentage of ownership interest of related party in the entity | 23.90% | ||||||||||||||||||||||
LIBOR floor (as a percentage) | 2.375% | ||||||||||||||||||||||
Immediate family member of chief executive officer | Bridge loan, several multifamily properties | LIBOR | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Base spread (as a percent) | 4.25% | ||||||||||||||||||||||
Interest income recorded | 700 | 2,000 | |||||||||||||||||||||
Lexford Portfolio | Preferred equity investments | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Income (loss) from equity affiliates | 1,200 | 700 | 3,000 | 1,900 | |||||||||||||||||||
Lexford Portfolio | Bridge loans | Maturity Date of June 2021 | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Principal amount | $ 280,500 | ||||||||||||||||||||||
Interest income recorded | 1,100 | $ 4,400 | 9,100 | ||||||||||||||||||||
Maximum exposure under guaranty | $ 619,200 | $ 619,200 | $ 619,200 | $ 619,200 | |||||||||||||||||||
Number of bridge loans originated | loan | 12 | ||||||||||||||||||||||
Number of multifamily properties renovated | property | 72 | ||||||||||||||||||||||
Number of one-year extension options | item | 2 | ||||||||||||||||||||||
Ginkgo | Fannie Mae | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Loan purchased a multifamily apartment complex which assumed | $ 8,300 | ||||||||||||||||||||||
Percentage of maximum loss-sharing obligation unpaid principal balance | 20.00% | ||||||||||||||||||||||
Percentage of loan assumption fee | 1.00% | ||||||||||||||||||||||
Percentage of ownership after transaction | 3.60% | ||||||||||||||||||||||
Ginkgo | Maximum | Fannie Mae | |||||||||||||||||||||||
Agreements and transactions with related parties | |||||||||||||||||||||||
Servicing revenue | $ 100 | $ 100 |
Segment Information - Statement
Segment Information - Statements of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Information | ||||
Interest income | $ 80,509 | $ 67,500 | $ 233,957 | $ 178,408 |
Interest expense | 48,064 | 39,548 | 138,213 | 110,819 |
Net interest income | 32,445 | 27,952 | 95,744 | 67,589 |
Other revenue: | ||||
Gain on sales, including fee-based services, net | 21,298 | 17,451 | 51,897 | 51,266 |
Mortgage servicing rights | 29,911 | 25,216 | 62,852 | 62,787 |
Servicing revenue | 25,916 | 26,082 | 76,685 | 70,301 |
Amortization of MSRs | (12,126) | (11,838) | (36,731) | (35,639) |
Property operating income | 2,237 | 2,651 | 8,187 | 8,525 |
Other income, net | (4,678) | (3,982) | (5,412) | (1,574) |
Total other revenue | 62,558 | 55,580 | 157,478 | 155,666 |
Other expenses: | ||||
Employee compensation and benefits | 32,861 | 27,775 | 93,647 | 84,084 |
Selling and administrative | 10,882 | 9,994 | 31,122 | 27,783 |
Property operating expenses | 2,563 | 2,437 | 7,649 | 8,089 |
Depreciation and amortization | 1,841 | 1,848 | 5,663 | 5,539 |
Impairment loss on real estate owned | 1,000 | 2,000 | ||
Provision for loss sharing (net of recoveries) | 735 | 2,019 | 1,557 | 2,840 |
Provision for loan losses (net of recoveries) | 836 | (967) | ||
Litigation settlement gain | (10,170) | (10,170) | ||
Total other expenses | 48,882 | 34,739 | 140,638 | 119,198 |
Income before extinguishment of debt, income (loss) from equity | 46,121 | 48,793 | 112,584 | 104,057 |
Loss on extinguishment of debt | (4,960) | (128) | (4,960) | |
Income from equity affiliates | 3,718 | (1,028) | 9,133 | 1,104 |
Provision for income taxes | (6,623) | (5,381) | (10,963) | (1,096) |
Net income | 43,216 | 37,424 | 110,626 | 99,105 |
Preferred stock dividends | 1,888 | 1,888 | 5,665 | 5,665 |
Net income attributable to noncontrolling interest | 7,363 | 7,799 | 19,429 | 22,347 |
Net income attributable to common stockholders | 33,965 | 27,737 | 85,532 | 71,093 |
Operating segments | Structured Business | ||||
Segment Information | ||||
Interest income | 73,829 | 61,232 | 215,782 | 162,645 |
Interest expense | 43,209 | 35,508 | 126,182 | 100,324 |
Net interest income | 30,620 | 25,724 | 89,600 | 62,321 |
Other revenue: | ||||
Property operating income | 2,237 | 2,651 | 8,187 | 8,525 |
Other income, net | 17 | 406 | 646 | 757 |
Total other revenue | 2,254 | 3,057 | 8,833 | 9,282 |
Other expenses: | ||||
Employee compensation and benefits | 7,769 | 6,683 | 23,048 | 21,019 |
Selling and administrative | 5,352 | 4,465 | 15,101 | 11,500 |
Property operating expenses | 2,563 | 2,437 | 7,649 | 8,089 |
Depreciation and amortization | 503 | 447 | 1,524 | 1,338 |
Impairment loss on real estate owned | 1,000 | 2,000 | ||
Provision for loan losses (net of recoveries) | 836 | (967) | ||
Litigation settlement gain | (10,170) | (10,170) | ||
Total other expenses | 16,187 | 4,698 | 48,322 | 32,809 |
Income before extinguishment of debt, income (loss) from equity | 16,687 | 24,083 | 50,111 | 38,794 |
Loss on extinguishment of debt | (4,960) | (128) | (4,960) | |
Income from equity affiliates | 3,718 | (1,028) | 9,133 | 1,104 |
Provision for income taxes | 500 | |||
Net income | 20,405 | 18,095 | 59,116 | 35,438 |
Preferred stock dividends | 1,888 | 1,888 | 5,665 | 5,665 |
Net income attributable to common stockholders | 18,517 | 16,207 | 53,451 | 29,773 |
Operating segments | Agency Business | ||||
Segment Information | ||||
Interest income | 6,680 | 6,268 | 18,175 | 15,763 |
Interest expense | 4,855 | 4,040 | 12,031 | 10,166 |
Net interest income | 1,825 | 2,228 | 6,144 | 5,597 |
Other revenue: | ||||
Gain on sales, including fee-based services, net | 21,298 | 17,451 | 51,897 | 51,266 |
Mortgage servicing rights | 29,911 | 25,216 | 62,852 | 62,787 |
Servicing revenue | 25,916 | 26,082 | 76,685 | 70,301 |
Amortization of MSRs | (12,126) | (11,838) | (36,731) | (35,639) |
Other income, net | (4,695) | (4,388) | (6,058) | (2,331) |
Total other revenue | 60,304 | 52,523 | 148,645 | 146,384 |
Other expenses: | ||||
Employee compensation and benefits | 25,092 | 21,092 | 70,599 | 63,065 |
Selling and administrative | 5,530 | 5,529 | 16,021 | 16,283 |
Depreciation and amortization | 1,338 | 1,401 | 4,139 | 4,201 |
Provision for loss sharing (net of recoveries) | 735 | 2,019 | 1,557 | 2,840 |
Total other expenses | 32,695 | 30,041 | 92,316 | 86,389 |
Income before extinguishment of debt, income (loss) from equity | 29,434 | 24,710 | 62,473 | 65,592 |
Provision for income taxes | (6,623) | (5,381) | (10,963) | (1,596) |
Net income | 22,811 | 19,329 | 51,510 | 63,996 |
Net income attributable to common stockholders | 22,811 | 19,329 | 51,510 | 63,996 |
Other / Eliminations | ||||
Segment Information | ||||
Interest expense | 329 | |||
Net interest income | (329) | |||
Other expenses: | ||||
Income before extinguishment of debt, income (loss) from equity | (329) | |||
Net income | (329) | |||
Net income attributable to noncontrolling interest | 7,363 | 7,799 | 19,429 | 22,347 |
Net income attributable to common stockholders | $ (7,363) | $ (7,799) | $ (19,429) | $ (22,676) |
Segment Information - Balance S
Segment Information - Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Assets: | ||||
Cash and cash equivalents | $ 135,285 | $ 160,063 | $ 92,598 | $ 104,374 |
Restricted cash | 190,046 | 180,606 | $ 202,736 | $ 139,398 |
Loans and investments, net | 3,874,069 | 3,200,145 | ||
Loans held-for-sale, net | 537,826 | 481,664 | ||
Capitalized mortgage servicing rights, net | 283,688 | 273,770 | ||
Securities held-to-maturity, net | 95,181 | 76,363 | ||
Investments in equity affiliates | 36,698 | 21,580 | ||
Goodwill and other intangible assets | 112,026 | 116,165 | ||
Other assets | 130,815 | 101,819 | ||
Total assets | 5,395,634 | 4,612,175 | ||
Liabilities: | ||||
Debt obligations | 3,938,253 | 3,314,869 | ||
Allowance for loss-sharing obligations | 35,525 | 34,298 | ||
Other liabilities | 223,460 | 197,442 | ||
Total liabilities | 4,197,238 | 3,546,609 | ||
Structured Business | Operating segments | ||||
Assets: | ||||
Cash and cash equivalents | 102,734 | 89,457 | ||
Restricted cash | 188,572 | 180,606 | ||
Loans and investments, net | 3,874,069 | 3,200,145 | ||
Securities held-to-maturity, net | 20,000 | |||
Investments in equity affiliates | 36,698 | 21,580 | ||
Goodwill and other intangible assets | 12,500 | 12,500 | ||
Other assets | 103,541 | 81,494 | ||
Total assets | 4,338,114 | 3,585,782 | ||
Liabilities: | ||||
Debt obligations | 3,477,005 | 2,842,688 | ||
Other liabilities | 166,780 | 159,413 | ||
Total liabilities | 3,643,785 | 3,002,101 | ||
Agency Business | Operating segments | ||||
Assets: | ||||
Cash and cash equivalents | 32,551 | 70,606 | ||
Restricted cash | 1,474 | |||
Loans held-for-sale, net | 537,826 | 481,664 | ||
Capitalized mortgage servicing rights, net | 283,688 | 273,770 | ||
Securities held-to-maturity, net | 75,181 | 76,363 | ||
Goodwill and other intangible assets | 99,526 | 103,665 | ||
Other assets | 27,274 | 20,325 | ||
Total assets | 1,057,520 | 1,026,393 | ||
Liabilities: | ||||
Debt obligations | 461,248 | 472,181 | ||
Allowance for loss-sharing obligations | 35,525 | 34,298 | ||
Other liabilities | 56,680 | 38,029 | ||
Total liabilities | $ 553,453 | $ 544,508 |
Segment Information - Originati
Segment Information - Origination Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Information | ||||
Origination Volumes | $ 1,477,436 | $ 1,376,376 | $ 3,626,528 | $ 3,499,569 |
Loan Sales Data: | ||||
Sales margin (fee-based services as a % of loan sales) | 1.43% | 1.47% | 1.48% | 1.57% |
MSR rate (MSR income as a % of loan commitments) | 2.02% | 1.83% | 1.73% | 1.79% |
Structured Business | ||||
Segment Information | ||||
New loan originations | $ 541,474 | $ 287,480 | $ 1,971,872 | $ 1,208,550 |
Loan payoffs / paydowns | 456,847 | 255,575 | 1,239,449 | 684,216 |
Agency Business | ||||
Segment Information | ||||
Origination Volumes | 1,415,816 | 1,411,064 | 3,550,015 | 3,500,182 |
Loan Sales Data: | ||||
Loan Sales | 1,488,430 | 1,190,004 | 3,513,243 | 3,270,723 |
Fannie Mae | Agency Business | ||||
Segment Information | ||||
Origination Volumes | 1,097,095 | 995,662 | 2,581,958 | 2,264,870 |
Loan Sales Data: | ||||
Loan Sales | 1,141,780 | 867,601 | 2,556,781 | 2,175,846 |
Freddie Mac | Agency Business | ||||
Segment Information | ||||
Origination Volumes | 203,981 | 317,516 | 631,324 | 1,060,456 |
Loan Sales Data: | ||||
Loan Sales | 262,735 | 286,423 | 663,053 | 974,551 |
FHA | Agency Business | ||||
Segment Information | ||||
Origination Volumes | 77,236 | 44,668 | 137,973 | |
Loan Sales Data: | ||||
Loan Sales | 49,915 | 15,330 | 82,085 | 83,443 |
CMBS/Conduit | Agency Business | ||||
Segment Information | ||||
Origination Volumes | 34,000 | 20,650 | 211,325 | 36,883 |
Loan Sales Data: | ||||
Loan Sales | 34,000 | $ 20,650 | 211,324 | $ 36,883 |
Private Label | Agency Business | ||||
Segment Information | ||||
Origination Volumes | $ 80,740 | $ 80,740 |
Segment Information - Key Servi
Segment Information - Key Servicing Metrics (Details) - Agency Business - MSRs - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Segment Information | ||
UPB of Servicing Portfolio | $ 19,965,882 | $ 18,601,641 |
Wtd. Avg. Servicing Fee Rate (basis points) | 0.435% | 0.452% |
Wtd. Avg. Life of Servicing Portfolio (in years) | 9 years 2 months 12 days | 8 years 7 months 6 days |
Fannie Mae | ||
Segment Information | ||
UPB of Servicing Portfolio | $ 14,616,816 | $ 13,562,667 |
Wtd. Avg. Servicing Fee Rate (basis points) | 0.492% | 0.513% |
Wtd. Avg. Life of Servicing Portfolio (in years) | 8 years 1 month 6 days | 7 years 4 months 24 days |
Freddie Mac | ||
Segment Information | ||
UPB of Servicing Portfolio | $ 4,664,750 | $ 4,394,287 |
Wtd. Avg. Servicing Fee Rate (basis points) | 0.30% | 0.308% |
Wtd. Avg. Life of Servicing Portfolio (in years) | 11 years | 10 years 9 months 18 days |
FHA | ||
Segment Information | ||
UPB of Servicing Portfolio | $ 684,316 | $ 644,687 |
Wtd. Avg. Servicing Fee Rate (basis points) | 0.154% | 0.155% |
Wtd. Avg. Life of Servicing Portfolio (in years) | 19 years 2 months 12 days | 19 years 7 months 6 days |