Investment Securities | 3 Months Ended |
Mar. 31, 2014 |
Investment Securities | ' |
Investment Securities | ' |
5. Investment Securities |
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Investment securities were comprised of the following as of March 31, 2014 and December 31, 2013 (amounts in thousands): |
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| | Carrying Value as of | | | | | | | | | | | | | | | | | | | |
| | March 31, 2014 | | December 31, 2013 | | | | | | | | | | | | | | | | | | | |
RMBS, available-for-sale | | $ | 291,217 | | $ | 296,236 | | | | | | | | | | | | | | | | | | | |
Single-borrower CMBS, available-for-sale | | 113,477 | | 114,346 | | | | | | | | | | | | | | | | | | | |
CMBS, fair value option (1) | | 564,818 | | 550,282 | | | | | | | | | | | | | | | | | | | |
Held-to-maturity (“HTM”) securities | | 369,152 | | 368,318 | | | | | | | | | | | | | | | | | | | |
Equity security, fair value option | | 15,115 | | 15,247 | | | | | | | | | | | | | | | | | | | |
Subtotal - Investment securities | | 1,353,779 | | 1,344,429 | | | | | | | | | | | | | | | | | | | |
VIE eliminations (1) | | (430,694 | ) | (409,322 | ) | | | | | | | | | | | | | | | | | | |
Total investment securities | | $ | 923,085 | | $ | 935,107 | | | | | | | | | | | | | | | | | | | |
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(1) Certain fair value option CMBS are eliminated in consolidation against VIE liabilities pursuant to ASC 810. |
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Purchases, sales and principal collections for all investment securities were as follows (amounts in thousands): |
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| | Available-for-sale | | CMBS, fair | | HTM | | Equity | | | | | | | | | |
| | RMBS | | CMBS | | value option | | Securities | | Security | | Total | | | | | | | |
Three Months ended March 31, 2014 | | | | | | | | | | | | | | | | | | | |
Purchases | | $ | — | | $ | — | | $ | 9,890 | | $ | — | | $ | — | | $ | 9,890 | | | | | | | |
Sales | | 9,309 | | — | | 18,574 | | — | | — | | 27,883 | | | | | | | |
Principal collections | | 7,819 | | 408 | | — | | — | | — | | 8,227 | | | | | | | |
Three Months ended March 31, 2013 | | | | | | | | | | | | | | | | | | | |
Purchases | | — | | — | | — | | 37,190 | | — | | 37,190 | | | | | | | |
Sales | | 12,711 | | 206,608 | -1 | — | | — | | 6,769 | | 226,088 | | | | | | | |
Principal collections | | 16,868 | | 4,858 | | — | | — | | — | | 21,726 | | | | | | | |
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(1) Settlement occurred subsequent to March 31, 2013. We account for all investment securities transactions on a trade date basis. |
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RMBS and Single-borrower CMBS, Available-for-Sale |
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With the exception of one CMBS classified as HTM, the Company classified all of its RMBS and CMBS investments where the fair value option has not been elected as available-for-sale as of March 31, 2014 and December 31, 2013. These RMBS and CMBS are reported at fair value in the balance sheet with changes in fair value recorded in accumulated other comprehensive income (“AOCI”). |
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The tables below summarize various attributes of our investments in available-for-sale RMBS and single-borrower CMBS where the fair value option has not been elected as of March 31, 2014 and December 31, 2013 (amounts in thousands): |
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| | | | | | | | Unrealized Gains or (Losses) | | | |
Recognized in AOCI |
| | Purchase | | Credit | | Recorded | | Non-Credit | | Gross | | Gross | | Net | | Fair Value | |
Amortized | OTTI | Amortized | OTTI | Unrealized | Unrealized | Fair Value |
Cost | | Cost | | Gains | Losses | Adjustment |
March 31, 2014 | | | | | | | | | | | | | | | | | |
RMBS | | $ | 243,354 | | $ | (10,342 | ) | $ | 233,012 | | $ | (979 | ) | $ | 59,419 | | $ | (235 | ) | $ | 58,205 | | $ | 291,217 | |
Single-borrower CMBS | | 100,980 | | — | | 100,980 | | — | | 12,497 | | — | | 12,497 | | 113,477 | |
Total | | $ | 344,334 | | $ | (10,342 | ) | $ | 333,992 | | $ | (979 | ) | $ | 71,916 | | $ | (235 | ) | $ | 70,702 | | $ | 404,694 | |
December 31, 2013 | | | | | | | | | | | | | | | | | |
RMBS | | $ | 253,912 | | $ | (11,134 | ) | $ | 242,778 | | $ | (55 | ) | $ | 55,154 | | $ | (1,641 | ) | $ | 53,458 | | $ | 296,236 | |
Single-borrower CMBS | | 100,687 | | — | | 100,687 | | — | | 13,659 | | — | | 13,659 | | 114,346 | |
Total | | $ | 354,599 | | $ | (11,134 | ) | $ | 343,465 | | $ | (55 | ) | $ | 68,813 | | $ | (1,641 | ) | $ | 67,117 | | $ | 410,582 | |
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| | Weighted Average | | Weighted Average | | WAL (Years)(3) | | | | | | | | | | | | | | | | | | | |
Coupon(1) | Rating | | | | | | | | | | | | | | | | | | |
| (Standard & Poor’s) | | | | | | | | | | | | | | | | | | |
March 31, 2014 | | | | | | | | | | | | | | | | | | | | | | | | | |
RMBS | | 1 | % | B- | | 7.8 | | | | | | | | | | | | | | | | | | | |
Single-borrower CMBS | | 11.5 | % | BB+ | -2 | 4 | | | | | | | | | | | | | | | | | | | |
December 31, 2013 | | | | | | | | | | | | | | | | | | | | | | | | | |
RMBS | | 1 | % | B- | | 6.8 | | | | | | | | | | | | | | | | | | | |
Single-borrower CMBS | | 11.5 | % | BB+ | -2 | 5.9 | | | | | | | | | | | | | | | | | | | |
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(1) Calculated using the March 31, 2014 and December 31, 2013 one-month LIBOR rate of 0.152% and 0.168%, respectively, for floating rate securities. |
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(2) As of March 31, 2014 and December 31, 2013, approximately 99.1% and 98.8%, respectively, of the CMBS securities were rated BB+. |
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(3) Represents the WAL of each respective group of securities calculated as of the respective balance sheet date. The WAL of each individual security or loan is calculated as a fraction, the numerator of which is the sum of the timing (in years) of each expected future principal payment multiplied by the balance of the respective payment, and with a denominator equal to the sum of the expected principal payments using the contractually extended maturity dates of the assets. Assumptions for the calculation of the WAL are adjusted as necessary for changes in projected principal repayments and/or maturity dates of the security. |
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As of March 31, 2014, $1.0 million, or 0.9%, of the single-borrower CMBS were variable rate. As of December 31, 2013, $1.3 million, or 1.2%, of the single-borrower CMBS were variable rate. As of March 31, 2014, approximately $252.1 million, or 86.6%, of the RMBS were variable rate and paid interest at LIBOR plus a weighted average spread of 0.38%. As of December 31, 2013, approximately $256.1 million, or 86.5%, of the RMBS were variable rate and paid interest at LIBOR plus a weighted average spread of 0.37%. We purchased all of the RMBS at a discount that will be accreted into income over the expected remaining life of the security. The majority of the income from this strategy is earned from the accretion of these discounts. |
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The following table contains a reconciliation of aggregate principal balance to amortized cost for our RMBS and single-borrower CMBS as of March 31, 2014 and December 31, 2013, excluding CMBS where we have elected the fair value option (amounts in thousands): |
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| | March 31, 2014 | | December 31, 2013 | | | | | | | | | | | | | |
| | RMBS | | CMBS | | RMBS | | CMBS | | | | | | | | | | | | | |
Principal balance | | $ | 388,066 | | $ | 100,980 | | $ | 414,020 | | $ | 100,687 | | | | | | | | | | | | | |
Accretable yield | | (99,622 | ) | — | | (101,046 | ) | — | | | | | | | | | | | | | |
Non-accretable difference | | (55,432 | ) | — | | (70,196 | ) | — | | | | | | | | | | | | | |
Total discount | | (155,054 | ) | — | | (171,242 | ) | — | | | | | | | | | | | | | |
Amortized cost | | $ | 233,012 | | $ | 100,980 | | $ | 242,778 | | $ | 100,687 | | | | | | | | | | | | | |
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The principal balance of credit deteriorated RMBS was $300.7 million and $320.4 million as of March 31, 2014 and December 31, 2013, respectively. Accretable yield related to these securities totaled $79.3 million and $78.3 million as of March 31, 2014 and December 31, 2013, respectively. |
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The following table discloses the changes to accretable yield and non-accretable difference for our RMBS and single-borrower CMBS during the three months ended March 31, 2014 and 2013, excluding CMBS where we have elected the fair value option (amounts in thousands): |
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| | Accretable Yield | | Non-Accretable | | | | | | | | | | | | | |
Difference | | | | | | | | | | | | |
| | RMBS | | CMBS | | RMBS | | CMBS | | | | | | | | | | | | | |
Balance as of January 1, 2014 | | $ | 101,046 | | $ | — | | $ | 70,196 | | $ | — | | | | | | | | | | | | | |
Accretion of discount | | (6,564 | ) | — | | — | | — | | | | | | | | | | | | | |
Principal write-downs | | — | | — | | (366 | ) | — | | | | | | | | | | | | | |
Purchases | | — | | — | | — | | — | | | | | | | | | | | | | |
Sales | | (1,962 | ) | — | | (7,509 | ) | — | | | | | | | | | | | | | |
OTTI | | 213 | | — | | — | | — | | | | | | | | | | | | | |
Transfer to/from non-accretable difference | | 6,889 | | — | | (6,889 | ) | — | | | | | | | | | | | | | |
Balance as of March 31, 2014 | | $ | 99,622 | | $ | — | | $ | 55,432 | | $ | — | | | | | | | | | | | | | |
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Balance as of January 1, 2013 | | $ | 108,486 | | $ | 21,511 | | $ | 97,605 | | $ | — | | | | | | | | | | | | | |
Accretion of discount | | (6,151 | ) | (3,029 | ) | — | | — | | | | | | | | | | | | | |
Principal write-downs | | — | | — | | (496 | ) | — | | | | | | | | | | | | | |
Purchases | | — | | — | | — | | — | | | | | | | | | | | | | |
Sales | | (2,418 | ) | (9,873 | ) | (2,038 | ) | — | | | | | | | | | | | | | |
OTTI | | 42 | | — | | — | | — | | | | | | | | | | | | | |
Transfer to/from non-accretable difference | | (1,002 | ) | — | | 1,002 | | — | | | | | | | | | | | | | |
Balance as of March 31, 2013 | | $ | 98,957 | | $ | 8,609 | | $ | 96,073 | | $ | — | | | | | | | | | | | | | |
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Subject to certain limitations on durations, we have allocated an amount to invest in RMBS that cannot exceed 10% of our total assets excluding LNR VIEs. We have engaged a third party manager who specializes in RMBS to execute the trading of RMBS, the cost of which was $0.6 million for each of the three months ended March 31, 2014 and 2013, which has been recorded as management fees in the accompanying condensed consolidated statements of operations. |
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The following table presents the gross unrealized losses and estimated fair value of the available-for-sale securities (i) where we have not elected the fair value option, (ii) that were in an unrealized loss position as of March 31, 2014 and December 31, 2013, and (iii) for which OTTIs (full or partial) have not been recognized in earnings (amounts in thousands): |
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| | Estimated Fair Value | | Unrealized Losses | | | | | | | | | | | | | |
| | Securities with a | | Securities with a | | Securities with a | | Securities with a | | | | | | | | | | | | | |
loss less than | loss greater than | loss less than | loss greater than | | | | | | | | | | | | |
12 months | 12 months | 12 months | 12 months | | | | | | | | | | | | |
As of March 31, 2014 | | | | | | | | | | | | | | | | | | | | | |
RMBS | | $ | 20,799 | | $ | 799 | | $ | (1,040 | ) | $ | (174 | ) | | | | | | | | | | | | |
Single-borrower CMBS | | — | | — | | — | | — | | | | | | | | | | | | | |
Total | | $ | 20,799 | | $ | 799 | | $ | (1,040 | ) | $ | (174 | ) | | | | | | | | | | | | |
As of December 31, 2013 | | | | | | | | | | | | | | | | | | | | | |
RMBS | | $ | 26,344 | | $ | 1,809 | | $ | (1,444 | ) | $ | (252 | ) | | | | | | | | | | | | |
Single-borrower CMBS | | — | | — | | — | | — | | | | | | | | | | | | | |
Total | | $ | 26,344 | | $ | 1,809 | | $ | (1,444 | ) | $ | (252 | ) | | | | | | | | | | | | |
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As of March 31, 2014, there were six securities with unrealized losses reflected in the table above. After evaluating each security and recording adjustments, as necessary, for other-than-temporary impairments, the remaining unrealized losses reflected above were not considered to represent other-than-temporary impairments. We considered a number of factors in reaching this conclusion, including that we did not intend to sell any individual security, it was not considered more likely than not that we would be forced to sell any individual security prior to recovering our amortized cost, and there were no material credit events that would have caused us to otherwise conclude that we would not recover our cost. Credit losses, which represent most of the other-than-temporary impairments we record, are calculated by comparing (i) the estimated future cash flows of each security discounted at the yield determined as of the initial acquisition date or, if since revised, as of the last date previously revised, to (ii) our amortized cost basis. Significant judgment is used in projecting cash flows for our non-agency RMBS. As a result, actual income and/or impairments could be materially different from what is currently projected and/or reported. |
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CMBS, Fair Value Option |
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As discussed in the “Fair Value Option” section of Note 2 herein, we elect the fair value option for LNR’s CMBS in an effort to eliminate accounting mismatches resulting from the current or potential consolidation of securitization VIEs. As of March 31, 2014, the fair value and unpaid principal balance of CMBS where we have elected the fair value option, before consolidation of securitization VIEs, were $564.8 million and $3.9 billion, respectively. These balances represent our economic interests in these assets. However, as a result of our consolidation of securitization VIEs, the vast majority of this fair value ($430.7 million at March 31, 2014) is eliminated against VIE liabilities before arriving at our GAAP balance for fair value option CMBS. During the three months ended March 31, 2014, we purchased $44.7 million of CMBS for which we elected the fair value option. Due to our consolidation of securitization VIEs, $34.8 million of this amount is reflected as repayment of debt of consolidated VIEs in our condensed consolidated statement of cash flows. |
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As of March 31, 2014 and December 31, 2013, none of our CMBS where we have elected the fair value option were variable rate. The table below summarizes various attributes of our investment in fair value option CMBS as of March 31, 2014 and December 31, 2013 (amounts in thousands): |
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| | Weighted | | Weighted | | WAL | | | | | | | | | | | | | | | | | | | |
Average | Average | (Years)(1) | | | | | | | | | | | | | | | | | | |
Coupon | Rating | | | | | | | | | | | | | | | | | | | |
| (Standard & | | | | | | | | | | | | | | | | | | | |
| Poor’s) | | | | | | | | | | | | | | | | | | | |
March 31, 2014 | | | | | | | | | | | | | | | | | | | | | | | | | |
CMBS, fair value option | | 5.4 | % | C | -2 | 5.6 | | | | | | | | | | | | | | | | | | | |
December 31, 2013 | | | | | | | | | | | | | | | | | | | | | | | | | |
CMBS, fair value option | | 5.4 | % | D | -2 | 4.4 | | | | | | | | | | | | | | | | | | | |
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(1) The WAL of each security is calculated based on the period of time over which we expect to receive principal cash flows. Expected principal cash flows are based on contractual payments net of expected losses. |
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(2) As of March 31, 2014 and December 31, 2013, includes $53.8 million and $55.5 million, respectively, in fair value option CMBS that are not rated but assigned a rating weight one level lower than NR for purposes of this calculation. As of March 31, 2014 and December 31, 2013, the remaining $80.3 million and $85.4 million, respectively, in fair value option CMBS had a weighted average rating of CC and C, respectively. |
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HTM Securities |
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The table below summarizes various attributes of our investments in HTM securities as of March 31, 2014 and December 31, 2013 (amounts in thousands): |
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| | Net Carrying | | Gross | | Gross | | Fair Value | | | | | | | | | | | | | |
Amount | Unrealized | Unrealized | | | | | | | | | | | | |
(Amortized | Holding | Holding | | | | | | | | | | | | |
Cost) | Gains | Losses | | | | | | | | | | | | |
March 31, 2014 | | | | | | | | | | | | | | | | | | | | | |
Preferred interests | | $ | 284,991 | | $ | — | | $ | (754 | ) | $ | 284,237 | | | | | | | | | | | | | |
CMBS | | 84,161 | | — | | (587 | ) | 83,574 | | | | | | | | | | | | | |
Total | | $ | 369,152 | | $ | — | | $ | (1,341 | ) | $ | 367,811 | | | | | | | | | | | | | |
December 31, 2013 | | | | | | | | | | | | | | | | | | | | | |
Preferred interests | | $ | 284,087 | | $ | 135 | | $ | — | | $ | 284,222 | | | | | | | | | | | | | |
CMBS | | 84,231 | | — | | — | | 84,231 | | | | | | | | | | | | | |
Total | | $ | 368,318 | | $ | 135 | | $ | — | | $ | 368,453 | | | | | | | | | | | | | |
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During 2013, we originated two preferred equity interests of $246.1 million and $37.2 million, respectively, in limited liability companies that own commercial real estate. These preferred equity interests mature in December 2018 and October 2014, respectively. During 2013, we also purchased a CMBS security with a face value and purchase price of $84.1 million, which we expect to hold to maturity. The stated maturity of this security is November 2016. |
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Equity Security, Fair Value Option |
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During 2012, we acquired 9,140,000 ordinary shares from a related-party (approximately a 4% interest) in Starwood European Real Estate Finance Limited (“SEREF”), a debt fund that is externally managed by an affiliate of our Manager and is listed on the London Stock Exchange. We have elected to report the investment using the fair value option because the shares are listed on an exchange, which allows us to determine the fair value using a quoted price from an active market, and also due to potential lags in reporting resulting from differences in the respective regulatory requirements. The fair value of the investment remeasured in USD was $15.1 million and $15.2 million as of March 31, 2014 and December 31, 2013, respectively. |