Exhibit 99.1
![](https://capedge.com/proxy/8-K/0001104659-12-032607/g112431mm01i001.jpg)
NORTHSTAR REALTY FINANCE
ANNOUNCES FIRST QUARTER 2012 RESULTS
First Quarter 2012 Highlights
· Increased first quarter 2012 dividend to $0.15 per common share.
· AFFO per diluted share of $0.47.
· Won the appeal on “WaMu” property, which reversed $46 million judgment.
· Total capital raised to date of $267 million for our sponsored non-traded CRE REIT, including $31 million in April.
NEW YORK, NY, May 3, 2012 - NorthStar Realty Finance Corp. (NYSE: NRF) today announced its results for the quarter ended March 31, 2012.
First Quarter 2012 Results
NorthStar reported adjusted funds from operations (“AFFO”) for the first quarter 2012 of $0.47 per diluted share compared with $0.26 per diluted share for the first quarter 2011. AFFO for the first quarter 2012 was $51.0 million compared to $21.4 million for the first quarter 2011. Net loss to common stockholders for the first quarter 2012 was $(33.9) million, or $(0.33) per diluted share, compared to net loss of $(103.8) million, or $(1.33) per diluted share for the first quarter 2011. First quarter 2012 net loss includes $(73.9) million of unrealized losses relating to non-cash fair value adjustments, compared to $(122.3) million of unrealized losses for the first quarter 2011. These non-cash fair value losses are excluded from AFFO.
At March 31, 2012, GAAP book value per share was $7.00. For a reconciliation of net income (loss) to AFFO and GAAP book value per share, please refer to the tables on the following pages.
Investments and Fee Income
As of today, the principal proceeds NorthStar could receive from its owned CDO bonds is $706 million, of which $527 million was repurchased at an average price of 36% in the secondary market and has a weighted average original credit rating of AA-/Aa3. This discount to par of $339 million represents potential imbedded cash flows that we may realize in future periods in addition to our capital invested in these bonds.
NorthStar had approximately $7.0 billion of assets under management at March 31, 2012.
During the first quarter 2012, NorthStar received management fees from its consolidated CDOs of $3.9 million, which are eliminated on NorthStar’s consolidated statement of operations. In addition, during the first quarter 2012, NorthStar received $0.6 million of fees from our sponsored non-traded CRE REIT, NorthStar Real Estate Income Trust, Inc. (“NorthStar Income”) and $0.1 million of special servicing fees.
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Liquidity, Financing and Capital Markets
As of March 31, 2012, unrestricted cash was $194 million and NorthStar’s only unrestricted cash needs related to non-discretionary future funding obligations associated with existing loan commitments was $2 million.
On February 27, 2012, NorthStar completed the sale of 15 million shares of its common stock at a public offering price of $5.55 per share. On March 2, 2012, the full over-allotment option of 2.25 million shares was exercised by the underwriters. The net proceeds to NorthStar were $90 million.
On March 21, 2012, NorthStar issued an additional 1.6 million shares of its existing 8.25% Series B Preferred Stock at a public offering price of $22.92 per share (excluding accrued dividends) generating net proceeds of $35 million.
NorthStar Income raised $77 million in the first quarter 2012 and $267 million since inception, including $31 million in April 2012. NorthStar Realty Securities, LLC, NorthStar’s wholly-owned broker-dealer, had total signed selling agreements with broker-dealers covering more than 45,000 registered representatives as of March 31, 2012. NorthStar expects to earn recurring, net fees approximately equal to three percentage points based on total capital raised for our sponsored non-traded REITs.
Currently, NorthStar’s only near-term unsecured corporate debt obligations relate to its exchangeable senior notes, of which $20 million principal amount of 7.25% notes are payable in June 2012 at the holders’ option and $36 million of 11.5% notes are due in June 2013.
Risk Management
At March 31, 2012, NorthStar had two loans on non-performing status (“NPL”), representing $39 million in aggregate principal amount and a $29 million carrying value, excluding the Hancock tower loan which we expect to be restructured shortly. This compares to four loans representing $51 million in aggregate principal amount and a $2 million carrying value at December 31, 2011. NorthStar categorizes a loan as non-performing if it is in maturity default and/or is past due 90 days on its contractual debt service payments.
During the first quarter 2012, NorthStar recorded $6.8 million of provision for loan losses relating to four loans, compared to $4.9 million of provision for loan losses related to three loans recorded during the fourth quarter 2011. As of March 31, 2012, loan loss reserves totaled $166 million, or 7% of total loans, related to 19 loans with a carrying value of $253 million.
As of March 31, 2012, NorthStar’s core net lease portfolio was 94% leased with a 6.2 year weighted average remaining lease term. As of March 31, 2012, 100% of NorthStar’s net lease healthcare portfolio was leased to third-party operators with weighted average lease coverage of 1.4x and a 7.6 year weighted average remaining lease term.
Stockholders’ Equity
At March 31, 2012, NorthStar had 119,682,487 total common shares and operating partnership units outstanding and $28 million of non-controlling interests relating to its operating partnership. GAAP book value per share was $7.00 at March 31, 2012. Exclusive of certain unrealized adjustments, loan loss reserves and accumulated depreciation and amortization, adjusted book value at March 31, 2012 would be $7.08 per share. The adjusted book value does not take into consideration any value related to the in-place and anticipated advisory fee income streams generated by NorthStar’s sponsored, non-traded REIT vehicle and our CDO management fees. For a reconciliation of adjusted book value per share to GAAP book value per share, please refer to the tables on the following pages.
Common Dividend Announcement
On May 2, 2012, NorthStar announced that its Board of Directors declared a cash dividend of $0.15 per share of common stock, payable with respect to the quarter ended March 31, 2012. The dividend is expected to be paid on May 18, 2012 to shareholders of record as of the close of business on May 14, 2012. The Company’s common shares will begin trading ex-dividend on May 10, 2012.
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About NorthStar Realty Finance Corp.
NorthStar Realty Finance Corp. is a finance REIT that originates, acquires and manages portfolios of commercial real estate debt, commercial real estate securities and net lease properties. In addition, NorthStar engages in asset management and other activities related to real estate and real estate finance. For more information about NorthStar Realty Finance Corp., please visit www.nrfc.com.
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NorthStar Realty Finance Corp.
Consolidated Statements of Operations
($ in thousands, except share and per share data)
| | Three Months Ended March 31, | |
| | 2012 | | 2011 | |
| | | | | |
Revenues | | | | | |
Interest income | | $ | 80,712 | | $ | 97,640 | |
Rental and escalation income | | 28,433 | | 32,927 | |
Commission income | | 7,399 | | 918 | |
Other revenue | | 725 | | 333 | |
Total revenues | | 117,269 | | 131,818 | |
Expenses | | | | | |
Interest expense | | 35,298 | | 33,420 | |
Real estate properties — operating expenses | | 4,686 | | 12,497 | |
Asset management expenses | | 1,497 | | 2,171 | |
Commission expense | | 5,649 | | 717 | |
Other costs, net | | 192 | | — | |
Provision for loan losses | | 6,840 | | 24,500 | |
Provision for loss on equity investment | | — | | 4,482 | |
General and administrative | | | | | |
Salaries and equity-based compensation (1) | | 14,130 | | 12,741 | |
Auditing and professional fees | | 1,782 | | 2,419 | |
Other general and administrative | | 5,149 | | 3,672 | |
Total general and administrative | | 21,061 | | 18,832 | |
Depreciation and amortization | | 12,306 | | 8,082 | |
Total expenses | | 87,529 | | 104,701 | |
Income (loss) from operations | | 29,740 | | 27,117 | |
Equity in earnings (losses) of unconsolidated ventures | | (501 | ) | (2,228 | ) |
Other income (loss) | | 20,258 | | 10,138 | |
Unrealized gain (loss) on investments and other | | (95,406 | ) | (152,218 | ) |
Realized gain (loss) on investments and other | | 15,352 | | 10,734 | |
Income (loss) from continuing operations | | (30,557 | ) | (106,457 | ) |
Income (loss) from discontinued operations | | — | | 409 | |
Gain (loss) on sale from discontinued operations | | — | | 5,031 | |
Net income (loss) | | (30,557 | ) | (101,017 | ) |
Less: net (income) loss allocated to non-controlling interests | | 1,963 | | 5,464 | |
Preferred stock dividends | | (5,323 | ) | (5,231 | ) |
Contingently redeemable non-controlling interest accretion | | — | | (3,009 | ) |
| | | | | | | |
Net income (loss) attributable to NorthStar Realty Finance Corp. common stockholders | | $ | (33,917 | ) | $ | (103,793 | ) |
| | | | | |
Net income (loss) per share from continuing operations (basic/diluted) | | $ | (0.33 | ) | $ | (1.40 | ) |
Income (loss) per share from discontinued operations (basic/diluted) | | — | | 0.01 | |
Gain per share on sale of discontinued operations (basic/diluted) | | — | | 0.06 | |
Net income (loss) per common share attributable to NorthStar Realty Finance Corp. common stockholders (basic/diluted) | | $ | (0.33 | ) | $ | (1.33 | ) |
Weighted average number of shares of common stock: | | | | | |
Basic | | 102,247,118 | | 78,196,016 | |
Diluted | | 107,393,827 | | 82,534,563 | |
Dividends declared per share of common stock | | $ | 0.15 | | $ | 0.10 | |
(1) The three months ended March 31, 2012 and 2011 include $2.3 million and $2.0 million, respectively, of equity-based compensation expense.
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NorthStar Realty Finance Corp.
Consolidated Balance Sheets
($ in thousands, except share data)
| | March 31, 2012 | | December 31, | |
| | (Unaudited) | | 2011 | |
| | | | | |
Assets | | | | | |
VIE Financing Structures | | | | | |
Restricted cash | | $ | 284,478 | | $ | 261,295 | |
Operating real estate, net | | 316,360 | | 313,227 | |
Real estate securities, available for sale | | 1,319,297 | | 1,358,282 | |
Real estate debt investments, net | | 1,597,915 | | 1,631,856 | |
Investments in and advances to unconsolidated ventures | | 59,930 | | 60,352 | |
Receivables, net of allowance of $1,237 in 2012 and $1,179 in 2011 | | 22,306 | | 22,530 | |
Derivative assets, at fair value | | 25 | | 61 | |
Deferred costs and intangible assets, net | | 44,833 | | 47,499 | |
Assets of properties held for sale | | 897 | | 3,198 | |
Other assets | | 23,752 | | 23,135 | |
| | 3,669,793 | | 3,721,435 | |
| | | | | |
Non-VIE Financing Structures | | | | | |
Cash and cash equivalents | | 193,940 | | 144,508 | |
Restricted cash | | 36,851 | | 37,069 | |
Operating real estate, net | | 777,483 | | 776,222 | |
Real estate securities, available for sale | | 157,644 | | 115,023 | |
Real estate debt investments, net | | 88,316 | | 78,726 | |
Investments in and advances to unconsolidated ventures | | 33,865 | | 33,205 | |
Receivables | | 13,330 | | 8,958 | |
Receivables, related parties | | 5,370 | | 5,979 | |
Unbilled rent receivable | | 12,406 | | 11,891 | |
Derivative assets, at fair value | | 4,828 | | 5,674 | |
Deferred costs and intangible assets, net | | 48,189 | | 50,885 | |
Other assets | | 10,980 | | 16,862 | |
| | 1,383,202 | | 1,285,002 | |
Total assets | | $ | 5,052,995 | | $ | 5,006,437 | |
| | | | | |
Liabilities | | | | | |
VIE Financing Structures | | | | | |
CDO bonds payable | | $ | 2,266,914 | | $ | 2,273,907 | |
Mortgage notes payable | | 228,525 | | 228,525 | |
Secured term loan | | 14,682 | | 14,682 | |
Accounts payable and accrued expenses | | 15,423 | | 15,754 | |
Escrow deposits payable | | 73,383 | | 52,660 | |
Derivative liabilities, at fair value | | 211,987 | | 226,481 | |
Other liabilities | | 49,534 | | 55,007 | |
| | 2,860,448 | | 2,867,016 | |
| | | | | |
Non-VIE Financing Structures | | | | | |
Mortgage notes payable | | 557,064 | | 554,732 | |
Credit facility | | 69,825 | | 64,259 | |
Exchangeable senior notes | | 216,546 | | 215,853 | |
Junior subordinated notes, at fair value | | 176,928 | | 157,168 | |
Accounts payable and accrued expenses | | 26,300 | | 50,868 | |
Escrow deposits payable | | 157 | | 196 | |
Derivative liabilities, at fair value | | — | | 8,193 | |
Other liabilities | | 33,932 | | 48,538 | |
| | 1,080,752 | | 1,099,807 | |
Total liabilities | | 3,941,200 | | 3,966,823 | |
| | | | | |
Commitments and contingencies | | | | | |
Equity | | | | | |
NorthStar Realty Finance Corp. Stockholders’ Equity | | | | | |
Preferred stock, 8.75% Series A, $0.01 par value, $60,000 liquidation preference as of March 31, 2012 and December 31, 2011 | | 57,867 | | 57,867 | |
Preferred stock, 8.25% Series B, $0.01 par value, $230,000 and $190,000 liquidation preference as of March 31, 2012 and December 31, 2011, respectively | | 218,703 | | 183,505 | |
Common stock, $0.01 par value, 500,000,000 shares authorized, 113,357,448 and 96,044,383 shares issued and outstanding at March 31, 2012 and December 31, 2011, respectively | | 1,133 | | 960 | |
Additional paid-in capital | | 897,827 | | 809,826 | |
Retained earnings (accumulated deficit) | | (57,542 | ) | (8,626 | ) |
Accumulated other comprehensive income (loss) | | (32,287 | ) | (36,160 | ) |
Total NorthStar Realty Finance Corp. stockholders’ equity | | 1,085,701 | | 1,007,372 | |
Non-controlling interests | | 26,094 | | 32,242 | |
Total equity | | 1,111,795 | | 1,039,614 | |
Total liabilities and equity | | $ | 5,052,995 | | $ | 5,006,437 | |
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Non-GAAP Financial Measures
Included in this press release are certain “non-GAAP financial measures,” which are measures of NorthStar’s historical or future financial performance that are different from measures calculated and presented in accordance with accounting principles generally accepted in the United States, or U.S. GAAP, within the meaning of the applicable Securities and Exchange Commission, or SEC, rules. These include: Funds From Operations and Adjusted Funds From Operations. NorthStar believes these terms can be useful measures of its performance, which are further defined following the table below.
Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO) ($ in thousands, except share and per share data)
| | Three Months Ended March 31, | |
| | 2012 | | 2011 | |
Funds from Operations: | | | | | |
Income (loss) from continuing operations | | $ | (30,557 | ) | $ | (106,457 | ) |
Non-controlling interests(1) | | 260 | | (128 | ) |
Net income (loss) before non-controlling interest in Operating Partnership | | (30,297 | ) | (106,585 | ) |
| | | | | |
Adjustments: | | | | | |
Preferred stock dividends | | (5,323 | ) | (5,231 | ) |
Depreciation and amortization | | 10,920 | | 8,082 | |
Funds from discontinued operations | | — | | 1,074 | |
Real estate depreciation and amortization, unconsolidated ventures | | 207 | | 232 | |
Funds from Operations | | (24,493 | ) | (102,428 | ) |
| | | | | |
Adjusted Funds from Operations: | | | | | |
Funds from Operations | | (24,493 | ) | (102,428 | ) |
Straight-line rental income, net | | (670 | ) | (223 | ) |
Straight-line rental income/expense and fair value lease revenue, unconsolidated ventures | | 234 | | (21 | ) |
Amortization of above/below market leases | | (258 | ) | (214 | ) |
Amortization of equity-based compensation | | 2,329 | | 2,034 | |
Unrealized (gain) loss from fair value adjustments | | 73,863 | | 122,288 | |
Adjusted Funds from Operations | | $ | 51,005 | | $ | 21,436 | |
| | | | | |
FFO per share of common stock | | $ | (0.23 | ) | $ | (1.24 | ) |
AFFO per share of common stock | | $ | 0.47 | | $ | 0.26 | |
(1) Amount excludes non-controlling limited partner interests in NorthStar’s operating partnership.
Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO)
Management believes that funds from operations, or FFO, and adjusted funds from operations, or AFFO, each of which are non-GAAP measures, are additional appropriate measures of the operating performance of a REIT and NorthStar in particular. We compute FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts (NAREIT), as net income (loss) (computed in accordance with U.S. GAAP), excluding gains (losses) from sales of depreciable properties, the cumulative effect of changes in accounting principles, real estate-related depreciation and amortization, impairment charges on depreciable property owned directly or indirectly and after adjustments for unconsolidated ventures. FFO, as defined by NAREIT, is a computation made by analysts and investors to measure a real estate company’s cash flow generated by operations.
NorthStar calculates AFFO by subtracting from or adding to FFO:
· normalized recurring expenditures that are capitalized by NorthStar and then amortized, but which are necessary to maintain NorthStar’s properties and revenue stream, e.g., leasing commissions and tenant improvement allowances;
· an adjustment to reverse the effects of the straight-lining of rental income or expense and fair value lease revenue;
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· the amortization or accrual of various deferred costs including intangible assets and equity-based compensation;
· an adjustment to reverse the effects of acquisition gains or losses; and
· an adjustment to reverse the effects of non-cash unrealized gains (losses).
NorthStar’s calculation of AFFO differs from the methodology used for calculating AFFO by certain other REITs and, accordingly, our AFFO may not be comparable to AFFO reported by other REITs.
Neither FFO nor AFFO is equivalent to net income or cash generated from operating activities determined in accordance with U.S. GAAP. Furthermore, FFO and AFFO do not represent amounts available for management’s discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Neither FFO nor AFFO should be considered as an alternative to net income as an indicator of NorthStar’s operating performance or as an alternative to cash flow from operating activities as a measure of NorthStar’s liquidity.
NorthStar urges investors to carefully review the GAAP financial information included as part of the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and quarterly earnings releases.
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Assets Under Management at March 31, 2012 (1)
($ in thousands)
| | Amount | | % | |
| | | | | |
CRE Debt | | | | | |
First mortgage loans | | $ | 1,547,292 | | 22.2 | % |
Mezzanine loans | | 472,504 | | 6.8 | % |
Credit tenant and term loans | | 199,406 | | 2.9 | % |
Subordinate mortgage interests | | 130,782 | | 1.9 | % |
Other (2) | | 296,344 | | 4.2 | % |
Total CRE debt | | 2,646,328 | | 38.0 | % |
| | | | | |
CRE Securities | | | | | |
CMBS | | 2,637,500 | | 37.8 | % |
Third-party CDO notes | | 299,212 | | 4.3 | % |
Other securities | | 188,613 | | 2.7 | % |
Total CRE securities | | 3,125,325 | | 44.8 | % |
| | | | | |
Net Lease | | | | | |
Core net lease | | 404,427 | | 5.8 | % |
Healthcare net lease | | 559,057 | | 8.0 | % |
Total net lease | | 963,484 | | 13.8 | % |
| | | | | |
Subtotal NorthStar | | 6,735,137 | | 96.6 | % |
| | | | | |
Sponsored REIT | | | | | |
NorthStar Income (3) | | 246,654 | | 3.4 | % |
Grand total | | $ | 6,981,791 | | 100.0 | % |
(1) | Based on principal amount of CRE debt and security investments and the cost basis of net lease properties. Any real estate owned (either directly or through a joint venture) as a result of foreclosure reflects the principal amount of the loan at time of foreclosure. |
(2) | Primarily related to real estate owned (either directly or through a joint venture) as a result of foreclosure. |
(3) | Based on consolidated total assets. |
Balance Sheet Holdings of NorthStar CDO Bonds (1)
At May 3, 2012
($ in thousands)
| | Principal | |
Based on original credit rating: | | Amount (2) | |
| | | |
AAA | | $ | 206,040 | |
AA through BBB | | 320,864 | |
Below investment grade | | 179,040 | |
Total | | $ | 705,944 | |
| | | |
Weighted average original credit rating of original IG rated CDO bonds | | AA- / Aa3 | |
Weighted average purchase price of original IG rated CDO bonds | | 36 | % |
(1) | Unencumbered CDO bonds are owned by NorthStar. The majority of CDO bonds are eliminated with the liability of the respective CDO transaction on NorthStar’s consolidated financial statements. |
| |
(2) | Represents the maximum amount of principal proceeds that could be received. |
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N-Star CDOs primarily backed by CRE Debt
($ in thousands)
| | N-Star IV | | N-Star VI | | N-Star VIII | | CSE | | CapLease | | | |
Issue/Acquisition Date | | Jun-05 | | Mar-06 | | Dec-06 | | Jul-10 | | Aug-11 | | Total | |
Balance sheet as of March 31, 2012 (1) | | | | | | | | | | | | | |
Assets, principal amount (2) | | $ | 390,074 | | $ | 484,539 | | $ | 985,273 | | $ | 1,085,052 | | $ | 172,419 | | $ | 3,117,357 | |
CDO bonds, principal amount (3) | | 263,427 | | 364,349 | | 731,863 | | 1,010,286 | | 153,150 | | 2,523,075 | |
Net assets | | $ | 126,647 | | $ | 120,190 | | $ | 253,410 | | $ | 74,766 | | $ | 19,269 | | $ | 594,282 | |
| | | | | | | | | | | | | |
CDO quarterly cash distributions and coverage tests (4) | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Equity notes and retained original below investment grade bonds | | $ | 1,630 | | $ | 312 | | $ | 4,617 | | $ | 8,980 | | $ | 694 | | $ | 16,233 | |
Collateral management fees | | 323 | | 490 | | 982 | | 547 | | 91 | | 2,433 | |
| | | | | | | | | | | | | |
Interest coverage cushion (1) | | 2,186 | | 544 | | 3,834 | | 9,382 | | 405 | | | |
| | | | | | | | | | | | | |
Overcollateralization cushion (shortfall) (1) | | 52,275 | | 55,816 | | 139,341 | | 69,745 | | 8,607 | | | |
At offering | | 19,808 | | 17,412 | | 42,193 | | (151,595 | )(5) | 5,987 | | | |
(1) | Based on remittance report issued on date nearest to March 31, 2012. |
(2) | Includes investments in N-Star issued CDO bonds that are eliminated in consolidation. |
(3) | Includes all outstanding CDO bonds payable to third parties and all CDO bonds owned by NorthStar. |
(4) | Interest coverage and overcollateralization coverage to the most constrained class. |
(5) | Based on trustee report as of June 24, 2010, closest to the date of acquisition. |
N-Star CDOs primarily backed by CRE Securities
($ in thousands)
| | N-Star I | | N-Star II | | N-Star III | | N-Star V | | N-Star VII | | N-Star IX | | | |
Issue/Acquisition Date | | Aug-03 | | Jul-04 | | Mar-05 | | Sep-05 | | Jun-06 | | Feb-07 | | Total | |
Balance sheet as of March 31, 2012 (1) | | | | | | | | | | | | | | | |
Assets, principal amount (2) | | $ | 208,036 | | $ | 199,522 | | $ | 391,054 | | $ | 473,995 | | $ | 593,766 | | $ | 1,033,367 | | $ | 2,899,740 | |
CDO bonds, principal amount (3) | | 194,294 | | 184,571 | | 302,093 | | 349,219 | | 412,561 | | 748,020 | | 2,190,758 | |
Net assets | | $ | 13,742 | | $ | 14,950 | | $ | 88,961 | | $ | 124,776 | | $ | 181,205 | | $ | 285,347 | | $ | 708,982 | |
| | | | | | | | | | | | | | | |
CDO quarterly cash distributions and coverage tests (4) | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Equity notes and retained original below investment grade bonds | | $ | — | | $ | — | | $ | 1,292 | | $ | — | | $ | — | | $ | 1,778 | | $ | 3,070 | |
Collateral management fees | | 72 | | 64 | | 255 | | 117 | | 168 | | 751 | | 1,427 | |
| | | | | | | | | | | | | | | |
Interest coverage cushion (shortfall) (1) | | (276 | ) | (445 | ) | 1,845 | | (1,941 | ) | (1,137 | ) | 1,323 | | | |
| | | | | | | | | | | | | | | |
Overcollateralization cushion (shortfall) (1) | | (16,761 | ) | (26,889 | ) | (7,787 | ) | (71,451 | ) | (50,101 | ) | 24,401 | | | |
At offering | | 8,687 | | 10,944 | | 13,610 | | 12,940 | | 13,966 | | 24,516 | | | |
(1) | Based on remittance report issued on date nearest to March 31, 2012. |
(2) | Includes investments in N-Star issued CDO bonds that are eliminated in consolidation. |
(3) | Includes all outstanding CDO bonds payable to third parties and all CDO bonds owned by NorthStar. |
(4) | Interest coverage and overcollateralization coverage to the most constrained class. |
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CMBS Vintages Under Management
($ in thousands)
| | Principal Amount | | % | | Cumulative | |
| | | | | | | |
1997 | | $ | 40,104 | | 1.5 | % | 1.5 | % |
1998 | | 37,082 | | 1.4 | % | 2.9 | % |
1999 | | 20,701 | | 0.8 | % | 3.7 | % |
2000 | | 78,631 | | 3.0 | % | 6.7 | % |
2001 | | 73,557 | | 2.8 | % | 9.5 | % |
2002 | | 57,876 | | 2.2 | % | 11.7 | % |
2003 | | 106,359 | | 4.0 | % | 15.7 | % |
2004 | | 291,454 | | 11.0 | % | 26.7 | % |
2005 | | 444,590 | | 16.9 | % | 43.6 | % |
2006 | | 721,897 | | 27.4 | % | 71.0 | % |
2007 | | 494,694 | | 18.8 | % | 89.8 | % |
2008 | | 105,267 | | 4.0 | % | 93.8 | % |
2009 | | 46,179 | | 1.7 | % | 95.5 | % |
2010 | | 3,808 | | 0.1 | % | 95.6 | % |
2011 | | 112,801 | | 4.3 | % | 99.9 | % |
2012 | | 2,500 | | 0.1 | % | 100.0 | % |
| | | | | | | |
Total | | $ | 2,637,500 | | 100.0 | % | | |
Credit Rating Distribution of Real Estate Securities Under Management
($ in thousands)
| | Principal Amount | | % | |
AAA | | $ | 143,332 | | 4.6 | % |
AA | | 94,460 | | 3.0 | % |
A | | 128,542 | | 4.1 | % |
BBB | | 234,101 | | 7.5 | % |
BB | | 408,348 | | 13.1 | % |
B | | 487,186 | | 15.6 | % |
CCC | | 637,870 | | 20.4 | % |
CC | | 162,641 | | 5.2 | % |
C | | 269,358 | | 8.6 | % |
Below C | | 506,289 | | 16.2 | % |
NR | | 53,198 | | 1.7 | % |
Total (B- / B3) | | $ | 3,125,325 | | 100.0 | % |
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GAAP Book Value Rollforward
($ in thousands, except per share data)
| | Amount | | Per Share | |
Common book value at December 31, 2011, per share | | $ | 795,712 | | $ | 7.94 | |
| | | | | |
Net income to common shareholders and non-controlling interest, excluding non-cash fair value adjustments included in net income (loss) | | 38,244 | | 0.38 | |
| | | | | |
Fair value adjustments included in net income (loss): | | | | | |
CDO bonds payable | | (123,137 | ) | (1.23 | ) |
Trust preferred debt | | (19,760 | ) | (0.20 | ) |
Securities and investments held at fair value | | 54,577 | | 0.55 | |
Derivatives | | 14,456 | | 0.14 | |
| | | | | |
Change in other comprehensive income | | 4,068 | | 0.04 | |
| | | | | |
Common dividends | | (13,829 | ) | (0.14 | ) |
| | | | | |
Accretion (dilution) from additional shares issued during quarter (1) | | 86,883 | | (0.48 | ) |
Total net increases/(decreases) | | 41,502 | | (0.94 | ) |
| | | | | |
Common book value at March 31, 2012, per share (2)(3) | | $ | 837,214 | | $ | 7.00 | |
(1) | Includes $90 million of net proceeds from common stock offering completed in February 2012, net of common dividends associated with these shares paid during the quarter. Additional amounts relate to amortization of LTIPs and issuance of common shares from Dividend Reinvestment Plan. |
(2) | Common book value calculated as total stockholder’s equity of $1.1 billion and non-controlling interest in the operating partnership of $28 million less preferred stock of $277 million. |
(3) | Cumulative net unrealized adjustments total a positive $330 million ($2.76 per share), loan loss reserves total a negative $166 million ($1.39 per share) and accumulated depreciation and amortization total a negative $174 million ($1.45 per share) as of March 31, 2012. Excluding certain unrealized adjustments, loan loss reserves and accumulated depreciation and amortization would result in a $7.08 adjusted book value per share at March 31, 2012. GAAP book value per share and adjusted book value per share calculations do not take into account any potential dilution from certain RSUs, exchangeable notes or warrants. |
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NRFC NNN Holdings, LLC Portfolio Summary
($ in thousands)
| | | | | | | | Remaining | | | | | | Cost basis | |
Date | | | | | | Square | | Lease | | Cost | | Existing | | less | |
Acquired | | Tenant or Guarantor of Tenant | | Location/MSA | | Feet | | Term (1) | | Basis (2) | | Debt | | Debt | |
| | | | | | | | | | | | | | | |
Oct-2004 | | ALGM Portfolio - Sbarro, Inc. (3) | | One property in New York, NY | | 7,500 | | 0.8 | | $ | 3,290 | | $ | — | | $ | 3,290 | |
Nov-2007 | | Alliance Data Systems Corp. | | Columbus, OH | | 199,112 | | 5.7 | | 33,829 | | 22,857 | | 10,972 | |
Mar-2007 | | Citigroup, Inc. | | Fort Mill, SC/Charlotte | | 165,000 | | 8.6 | | 34,303 | | 29,778 | | 4,525 | |
Jun-2006 | | Covance, Inc. | | Indianapolis, IN | | 333,600 | | 13.8 | | 34,519 | | 27,318 | | 7,201 | |
Feb-2007 | | Credence Systems Corp. | | Milpitas, CA/San Jose | | 178,213 | | 4.9 | | 30,144 | | 21,011 | | 9,133 | |
Sep-2006 | | Dick’s Sporting Goods, Inc. / PetSmart, Inc. (3) | | 9 properties | | 467,971 | | 3.8 - 12.4 | | 64,503 | | 46,552 | | 17,951 | |
Sep-2005 | | Electronic Data Systems Corp. | | 2 in MI / 1 in CA / 1 in PA | | 387,842 | | 3.5 | | 62,718 | | 45,207 | | 17,511 | |
Aug-2005 | | GSA - U.S. Department of Agriculture | | Salt Lake City, UT | | 117,553 | | 0.1 | | 22,851 | | 14,513 | | 8,338 | |
Jun-2007 | | Landis Logistics / East Penn | | Reading, PA | | 609,000 | | 5.8 | | 26,014 | | 18,295 | | 7,719 | |
Jul-2006 | | Northrop Grumman Space & Mission Systems Corp. | | Aurora, CO/Denver | | 183,529 | | 3.2 | | 42,400 | | 32,187 | (4) | 10,213 | |
Mar-2006 | | Party City Corp. (Amscan) / Lerner Enterprises, Inc. | | Rockaway, NJ/ Northern NJ | | 121,038 | | 3.2 - 5.3 | | 22,221 | | 16,569 | | 5,652 | |
Feb-2006 | | Quantum Corporation (5) | | Colorado Springs, CO | | 406,207 | | 0.7 - 8.9 | | 27,635 | | 17,514 | | 10,121 | |
| | | | | | | | | | | | | | | |
Total NRFC NNN Holdings, LLC Portfolio | | | | 3,176,565 | | 6.2 | | $ | 404,427 | | $ | 291,801 | | $ | 112,626 | |
(1) Remaining lease term as of March 31, 2012. Total represents weighted average based on cost basis.
(2) Cost basis includes capitalized expenditures since acquisition.
(3) One ALGM property and six of ten Dick’s Sporting Goods, Inc. / PetSmart, Inc. properties are ground lease interests.
(4) Property is financed via a $32.1 million first mortgage with a third party and a $0.1 million mezzanine loan held by a consolidated NorthStar entity.
(5) Dollar amounts shown are 50% of total relating to NRFC NNN Holding’s, LLC subsidiary’s 50% interest in a joint venture with an institutional investor.
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Portfolio Cash Flow and Tenant Credit Profile
($ in thousands)
| | Three Months Ended March 31, 2012 | | Primary Tenant | |
Tenant or Guarantor of Tenant | | Base Rent | | NOI | | Debt Service | | NOI Less Debt Service | | Market Cap (1) | | Actual Credit Rating | |
| | | | | | | | | | | | | |
ALGM Portfolio - Sbarro, Inc. | | $ | 160 | | $ | 159 | | $ | — | | $ | 159 | | N/A | | not rated | |
Alliance Data Systems Corp. | | 582 | | 572 | | (455 | ) | 117 | | 6,175 | | not rated | |
Citigroup, Inc. | | 538 | | 529 | | (511 | ) | 18 | | 99,223 | | A- / A3 | |
Covance, Inc. | | 638 | | 629 | | (517 | ) | 112 | | 2,782 | | not rated | |
Credence Systems Corp. | | 692 | | 683 | | (447 | ) | 236 | | 312 | | not rated | |
Dick’s Sporting Goods, Inc. / PetSmart, Inc. | | 1,321 | | 1,256 | | (973 | ) | 283 | | 4,994 | | not rated(2) | |
Electronic Data Systems Corp. | | 1,508 | | 1,498 | | (824 | ) | 674 | | 13,900 | | not rated | |
GSA - U.S. Department of Agriculture | | 579 | | 451 | | (302 | ) | 149 | | N/A | | implied AAA | |
Landis Logistics / East Penn | | 312 | | 75 | | (332 | )(3) | (257 | ) | N/A | (4) | not rated | |
Northrop Grumman Space & Mission Systems Corp. | | 846 | | 846 | | (835 | ) | 11 | | 14,847 | | BBB+/Baa1 | |
Party City Corp. (Amscan) / Lerner Enterprises, Inc. | | 468 | | 468 | | (303 | ) | 165 | | 362 | (5) | B/B2(6) | |
Quantum Corporation (50%) | | 619 | | 617 | | (326 | ) | 291 | | 562 | | B/B2 | |
| | | | | | | | | | | | | |
Total | | $ | 8,263 | | $ | 7,783 | | $ | (5,825 | ) | $ | 1,958 | | | | | |
(1) Based on information from Bloomberg at close of market on March 31, 2012 and presented in millions.
(2) Dick’s Sporting Goods, Inc. is not rated by the major credit rating agencies. PetSmart, Inc. is rated BB+ by S&P.
(3) Debt service is currently funded from a reserve account made up of an early lease termination fee received from prior tenant, not reflected in this schedule.
(4) Privately-held company, market capitalization information is not publicly disclosed.
(5) Represents purchase price by Amscan Holdings, Inc. (controlled by Berkshire Partners and Weston Presidio) for Party City in December 2005. No other recent data is available.
(6) The Party City Corp. lease is guaranteed by Amscan Holdings, Inc. which has a B/B2 credit rating by S&P and Moody’s, respectively.
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Safe Harbor Statement
This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, or Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or Exchange Act. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “seek,” “anticipate,” “estimate,” “believe,” “could,” “project,” “predict,” “continue,” “future” or other similar words or expressions. Forward-looking statements are not guarantees of performance and are based on certain assumptions, discuss future expectations, describe plans and strategies, contain projections of results of operations or of financial condition or state other forward-looking information. Such statements include, but are not limited to, those relating to the operating performance of our investments, our financing needs, the effects of our current strategies, loan and securities activities, our ability to manage our collateralized debt obligations, or CDOs, and our ability to raise capital. Our ability to predict results or the actual effect of plans or strategies is inherently uncertain, particularly given the economic environment. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, our actual results and performance could differ materially from those set forth in the forward-looking statements and you should not unduly rely on these statements. These forward-looking statements involve risks, uncertainties and other factors that may cause our actual results in future periods to differ materially from those forward looking statements. These factors include, but are not limited to: adverse economic conditions and the impact on the commercial real estate finance industry; access to debt and equity capital and our liquidity; our use of leverage; our ability to meet various coverage tests with respect to our CDOs; our ability to obtain mortgage financing on our net lease properties; the affect of economic conditions on the valuations of our investments; the impact of economic conditions on the borrowers of the commercial real estate debt we originate and the commercial mortgage loans underlying the commercial mortgage backed securities in which we invest; any failure in our due diligence to identify all relevant facts in our underwriting process or otherwise; credit rating downgrades; tenant or borrower defaults or bankruptcy; illiquidity of properties in our portfolio; environmental compliance costs and liabilities; effect of regulatory actions, litigation and contractual claims against us and our affiliates, including the potential settlement and litigation of such claims; competition for investment opportunities; regulatory requirements with respect to our business and the related cost of compliance; the impact of any conflicts arising from our asset management business; the ability to raise capital for the non-listed real estate investment trusts, or REITs, we sponsor; changes in laws or regulations governing various aspects of our business; the loss of our exemption from the definition of “investment company” under the Investment Company Act of 1940, as amended; competition for qualified personnel and our ability to retain key personnel; the effectiveness of our risk management systems; failure to maintain effective internal controls; whether the decision issued by the Court of Appeal of the State of California, Second Appellate District, in our favor associated with litigation involving net lease investments formerly leased to Washington Mutual Bank stands and is no longer subject to further appeal; compliance with the rules governing REITs; and the factors described in Item 1A. of our Annual Report on Form 10-K for the fiscal year ended December 31, 2011 under the heading “Risk Factors.”
The foregoing list of factors is not exhaustive. All forward-looking statements included in this press release are based upon information available to us on the date hereof and we are under no duty to update any of the forward-looking statements after the date of this report to conform these statements to actual results.
Factors that could have a material adverse effect on our operations and future prospects are set forth in “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2011 beginning on page 18. The factors set forth in the Risk Factors section could cause our actual results to differ significantly from those contained in any forward-looking statement contained in this press release.
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