WESTBURY, N.Y., Nov. 4, 2020 /PRNewswire/ -- Exantas
Capital Corp. (NYSE: XAN) ("Exantas" or the "Company"), a
real estate investment trust that is primarily focused on
originating, holding and managing commercial real estate mortgage
loans and other commercial real estate-related debt investments,
today reported results for the three and nine months ended
September 30, 2020.
Significant Items
- In July 2020, Exantas's
management agreement was acquired by a subsidiary of ACRES Capital
Corp. (the "ACRES acquisition"), $50.0
million of 12.00% Senior Unsecured Notes due 2027 ("Senior
Unsecured Notes due 2027") were issued to Oaktree Capital
Management, L.P. ("Oaktree") and the Massachusetts Mutual Life
Insurance Company ("MassMutual") and the Company entered into a
$250.0 million seven-year senior
secured financing facility with MassMutual.
- In September 2020, Exantas paid
off its commercial real estate ("CRE") term warehouse financing
facilities, which remain active with total availability of
$750.0 million, and liquidated the
Exantas Capital Corp. 2018-RSO6, Ltd. ("XAN 2018-RSO6") CRE debt
securitization by refinancing the remaining assets on:
-
- A new CRE debt securitization, which financed CRE loan
commitments of $297.0 million at a
weighted average cost of the one-month London Interbank Offered
Rate ("LIBOR") plus 3.13%; and
- The senior secured financing facility with the MassMutual,
which maintained availability of $121.5
million at September 30,
2020.
- Exantas paid all previously accrued and current cash dividends
on its 8.625% Fixed-to-Floating Series C Cumulative Redeemable
Preferred Stock (the "Series C Preferred Stock") on October 30, 2020.
- On November 2, 2020, the board of
directors (the "Board") authorized and approved the continued use
of the Company's existing share repurchase program in order to
repurchase up to $20 million of the
currently outstanding shares of the Company's common stock over the
next two quarters. Under the share repurchase program, the Company
intends to repurchase shares through open market purchases,
privately-negotiated transactions, block purchases or otherwise in
accordance with applicable federal securities laws, including Rule
10b-18 of the Securities Exchange Act
of 1934 (the "Exchange Act"). The Board also authorized the Company
to enter into written trading plans under Rule 10b5-1 of the
Exchange Act. The Company cannot predict when or if it will
repurchase any shares of common stock and the timing and amount of
any shares repurchased will be determined by the Company's
management based on its evaluation of market conditions and other
factors.
"During the third quarter, our priorities focused on enhancing
the Company's financial profile, stabilizing the existing loan
portfolio, and positioning us to restart originating loans. Through
our debt refinancings, we have significantly reduced our margin
risk while improving our liquidity, which allowed us to resume
payment of our preferred stock dividend," stated Exantas's Chief
Executive Officer and President Mark
Fogel. "Although the current environment remains
challenging, with over $947 million
available on our warehouse and secured facilities and our unsecured
notes, we are well-positioned to restart loan originations and
build on our positive momentum as we look to create long-term value
for shareholders."
Third Quarter Ended September 30, 2020 Results
- GAAP net income allocable to common shares was $5.6 million, or $0.17 per share-diluted, for the three months
ended September 30, 2020, as compared
to GAAP net income allocable to common shares of $10.0 million, or $0.31 per share-diluted, for the three months
ended September 30, 2019. GAAP net
income allocable to common shares for the third quarter of 2020
included:
-
- $3.4 million, or (0.10) per
share-diluted, related to a net write down to fair value on the
Company's remaining CRE asset held for sale; and
- $2.6 million, or $(0.08) per share-diluted, of nonrecurring
transaction costs in connection with the ACRES acquisition.
- Core Earnings were $3.1 million,
or $0.09 per common share-diluted.
Core Earnings, adjusted were $5.7
million, or $0.17 per common
share-diluted, after adjustment for the nonrecurring transaction
costs (see Schedule I).
- GAAP book value was $6.03 per
common share at September 30, 2020, as compared to
$6.01 per common share at
June 30, 2020.
Nine Months Ended September 30, 2020 Results
- GAAP net loss allocable to common shares was $229.5 million, or $(7.16) per share-diluted, for the nine months
ended September 30, 2020, as compared
to GAAP net income allocable to common shares of $21.8 million, or $0.69 per share-diluted, for the nine months
ended September 30, 2019. GAAP net
loss allocable to common shares for the nine months ended
September 30, 2020 included:
-
- $180.3 million, or $(5.62) per share-diluted, of losses on the
disposition of the Company's commercial mortgage-backed securities
("CMBS") portfolio financed with repurchase agreements and
$5.8 million, or $(0.18) per share-diluted, of fair value
adjustments on two CMBS investments that were not financed;
- $48.5 million, or $(1.51) per share-diluted, of net non-cash
provisions for credit losses; and
- $8.1 million, or $(0.25) per share-diluted, related to net write
down to fair value on the Company's remaining CRE asset held for
sale.
- Core Earnings were $(162.3)
million, or $(5.06) per common
share-diluted. Core Earnings, adjusted were $20.6 million, or $0.64 per common share-diluted, after adjustments
of $180.3 million, or $(5.62) per common share-diluted, for the
realized losses incurred on the disposition of the Company's CMBS
portfolio and settlements of the repurchase agreements that
financed that portfolio, and $2.6
million, or $(0.08) per common
share-diluted, of nonrecurring transaction costs (see Schedule
I).
Additional Items
Commercial Real Estate
- Substantially all of Exantas's $1.7
billion CRE loan portfolio comprises floating-rate senior
whole loans at September 30, 2020.
- Exantas's CRE floating-rate whole loan portfolio had a weighted
average spread of 3.41% over the weighted average one-month LIBOR
floor of 1.92% at September 30, 2020.
- All but two of the Company's 105 CRE loans were current on debt
service due through October 2020,
including eight loans that are performing in accordance with
forbearance agreements.
- The Company executed short-term forbearance agreements and
modifications that became effective during the three and nine
months ended September 30, 2020 on six and 18 CRE loans,
respectively, which provided payment relief to borrowers.
- The Company had CRE loans with principal of
$124.4 million and $350.4 million payoff, paydown or sell for the
three and nine months ended September 30, 2020,
respectively.
- Non-recourse, non-mark-to-market collateralized loan obligation
financings comprised approximately $1.2
billion, or 92%, of the approximately $1.3 billion of outstanding asset-specific
borrowings at October 31, 2020.
CRE Debt Securitizations
- Exantas liquidated XAN 2018-RSO6 on September 17, 2020 by repaying the $131.3 million of remaining notes with proceeds
from the refinance of the securitization's loans on the senior
secured financing facility with MassMutual.
- Exantas closed Exantas Capital Corp. 2020-RSO9, Ltd. ("XAN
2020-RSO9") on September 23, 2020,
which financed CRE loan commitments of $297.0 million and issued $275.1 million of non-recourse, floating-rate
notes, of which $245.8 million were
sold to third parties at a weighted average cost of one-month LIBOR
plus 3.13%. The Company retained the Class E and Class F
subordinated notes and the preferred shares in this
securitization.
CECL Allowance
In January 2020, the Company
adopted new accounting guidance that transitioned the allowance for
credit losses to a current expected credit losses ("CECL") model.
The following table rolls forward Exantas's allowance for credit
losses (in thousands, except amount in footnotes):
|
|
Three Months Ended
September 30,
2020
|
|
Allowance for credit
losses at June 30, 2020
|
|
$
|
61,091
|
|
Non-cash reversal of
expected credit losses at September 30, 2020
(1)
|
|
|
(8,148)
|
|
Allowance for credit
losses at September 30, 2020 (2)
|
|
$
|
52,943
|
|
|
|
(1)
|
Excludes a $25,000
recovery of credit losses in connection with an interest receipt on
a CRE loan that sold in the second quarter of 2020.
|
(2)
|
Represents the total
non-cash reserves currently on Exantas's consolidated balance sheet
pursuant to CECL.
|
The Company recorded an $8.1
million reversal of expected credit losses in connection
with loan payoffs and paydowns of $124.4
million, and the projected improvement in macroeconomic
conditions and their expected impact on estimated credit losses in
its loan portfolio.
Liquidity
At October 31, 2020, the Company's
available liquidity was $224.5
million, which consisted of $149.5
million in unrestricted cash and cash equivalents and
$75.0 million of availability under
the Oaktree and MassMutual Senior Unsecured Notes due 2027.
Common Stock Book Value, Economic Book Value and Total
Stockholders' Equity
The following table rolls forward the Company's common stock
book value from June 30, 2020 to
September 30, 2020 and reconciles common stock book value to
economic book value, a non-GAAP measure, at September 30, 2020
(see Schedule III) (in thousands, except per share data and amounts
in footnotes):
|
|
Total
Amount
|
|
|
Per
Share
Amount
|
|
Common stock book
value at June 30, 2020 (1)
|
|
$
|
190,689
|
|
|
$
|
6.01
|
|
Net income allocable
to common shares (2)
|
|
|
5,571
|
|
|
|
0.17
|
|
Change in other
comprehensive income:
|
|
|
|
|
|
|
|
|
Available-for-sale
securities
|
|
|
106
|
|
|
|
—
|
|
Derivatives
|
|
|
466
|
|
|
|
0.01
|
|
Non-cash GAAP
discount on Senior Unsecured Notes issuance
(3)
|
|
|
3,108
|
|
|
|
0.09
|
|
Issuance of
unexercised warrants (3)
|
|
|
—
|
|
|
|
(0.25)
|
|
Impact to equity of
share-based compensation (4)
|
|
|
1,905
|
|
|
|
—
|
|
Total net
increase
|
|
|
11,156
|
|
|
|
0.02
|
|
Common stock book
value at September 30, 2020 (1)(5)
|
|
$
|
201,845
|
|
|
$
|
6.03
|
|
|
|
|
|
|
|
|
|
|
Reconciling items in
arriving at economic book value at September 30,
2020:
|
|
|
|
|
|
|
|
|
Non-cash 4.50%
Convertible Senior Notes' unamortized discounts
|
|
|
(5,968)
|
|
|
|
(0.18)
|
|
Non-cash GAAP discount
on Senior Unsecured Notes issuance (3)
|
|
|
(3,108)
|
|
|
|
(0.09)
|
|
Series C Preferred
Stock redemption value in excess of carrying value
|
|
|
(4,045)
|
|
|
|
(0.12)
|
|
Economic book value at
September 30, 2020
|
|
$
|
188,724
|
|
|
$
|
5.64
|
|
|
|
(1)
|
Per share
calculations exclude unvested restricted stock, as disclosed on the
consolidated balance sheets, of 34,833 and 331,681 shares at
September 30, 2020 and June 30, 2020, respectively, and
include warrants to purchase up to 1,400,000 shares of common stock
at September 30, 2020, see footnote (3) below. The
denominators for the calculations are 33,458,492 and 31,726,811 at
September 30, 2020 and June 30, 2020, respectively.
|
(2)
|
The per share amount
is calculated with the denominator referenced in footnote (1) at
September 30, 2020. Net income per common share-diluted of
$0.17 is calculated using the weighted average diluted shares
outstanding during the three months ended September 30,
2020.
|
(3)
|
Exantas issued
warrants to purchase an aggregate of 1,400,000 shares of common
stock to Oaktree and MassMutual in connection with the issuance of
the Senior Unsecured Notes due 2027. Upon issuance, the warrants
were fair valued and recorded as a discount to the outstanding
borrowings, offset in additional paid-in capital.
|
(4)
|
Per share amount
calculations include 331,681 of additional shares of restricted
stock that vested during the period.
|
(5)
|
Common stock book
value is calculated as total stockholders' equity of $317.8 million
less preferred stock equity of $116.0 million at September 30,
2020.
|
Investment Portfolio
The following table summarizes the amortized cost and net
carrying amount of the Company's investment portfolio at
September 30, 2020, classified by asset type (in thousands,
except percentages and amounts in footnotes):
At
September 30, 2020
|
|
Amortized
Cost
|
|
|
Net Carrying
Amount
|
|
|
Percent of
Portfolio
|
|
|
Weighted
Average
Coupon
|
|
Core
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CRE whole loans,
floating-rate (1)(2)
|
|
$
|
1,608,695
|
|
|
$
|
1,560,200
|
|
|
|
96.50
|
%
|
|
5.33%
|
|
CRE mezzanine loan and
preferred equity investments (1)(2)
|
|
|
32,010
|
|
|
|
27,562
|
|
|
|
1.70
|
%
|
|
11.18%
|
|
CMBS, fixed-rate
(3)
|
|
|
2,447
|
|
|
|
2,447
|
|
|
|
0.15
|
%
|
|
4.33%
|
|
CRE whole loans,
fixed-rate (4)
|
|
|
4,820
|
|
|
|
4,820
|
|
|
|
0.30
|
%
|
|
4.44%
|
|
Total Core
Assets
|
|
|
1,647,972
|
|
|
|
1,595,029
|
|
|
|
98.65
|
%
|
|
|
|
|
Non-Core
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Legacy CRE assets
(5)(6)
|
|
|
37,449
|
|
|
|
21,801
|
|
|
|
1.35
|
%
|
|
1.42%
|
|
Total Core and
Non-Core Assets
|
|
$
|
1,685,421
|
|
|
$
|
1,616,830
|
|
|
|
100.00
|
%
|
|
|
|
|
|
|
(1)
|
Net carrying amount
includes a non-cash allowance for credit losses pursuant to CECL of
$52.9 million at September 30, 2020.
|
(2)
|
Classified as CRE
loans on the consolidated balance sheet.
|
(3)
|
Classified as
investment securities available-for-sale on the consolidated
balance sheet.
|
(4)
|
Classified as other
assets on the consolidated balance sheet.
|
(5)
|
Includes one legacy
CRE loan reported at its amortized cost of $11.5 million classified
as a CRE loan on the consolidated balance sheet that entered
technical default in June 2020. The Company intends to hold this
loan until payoff.
|
(6)
|
Net carrying amount
includes a lower of cost or market value adjustment at
September 30, 2020.
|
Supplemental Information
The following schedules of reconciliations and supplemental
information at September 30, 2020 are included at the end of
this release:
- Schedule I - Reconciliation of GAAP Net Income (Loss) to Core
Earnings;
- Schedule II - Summary of Securitization Performance
Statistics;
- Schedule III - Economic Book Value Per Share; and
- Schedule IV - Supplemental Information.
Earnings Call Details
Exantas will host a live conference call on November 4, 2020 at 5:00
p.m. Eastern Time to discuss its third quarter 2020
operating results. The conference call can be accessed by dialing
877-407-0789 (U.S. domestic) or 201-689-8562 (International) with
the passcode 13712399 or from the investor relations section of the
Company's website at https://exantas.investorroom.com/. For those
unable to listen to the live conference call, a replay will be
available on the Company's website and telephonically from
8:00 p.m. Eastern Time on
November 4, 2020 through November 18, 2020 by dialing 844-512-2921 (U.S.
domestic) or 412-317-6671 (International), passcode 13712399.
About Exantas Capital Corp.
Exantas Capital Corp. is a real estate investment trust that is
primarily focused on originating, holding and managing commercial
real estate mortgage loans and other commercial real estate-related
debt investments. The Company is externally managed by ACRES
Capital, LLC (the "Manager"), a subsidiary of ACRES Capital Corp.,
a private commercial real estate lender exclusively dedicated to
nationwide middle market CRE lending with a focus on multifamily,
student housing, hospitality, office and industrial in top US
markets.
For more information, please visit the Company's website at
www.exantas.com or contact investor relations at
IR@exantas.com.
Safe Harbor Statement
Statements made in this release may include forward-looking
statements, which involve substantial risks and uncertainties. The
Company's actual results, performance or achievements could differ
materially from those expressed or implied in this release. The
risks and uncertainties associated with forward-looking statements
contained in this release include those related to:
- the economic impact of the COVID-19 pandemic, including but not
limited to:
-
- the availability of debt and equity capital to acquire and
finance investments;
- defaults or bankruptcies by borrowers on the Company's loans or
on loans underlying its investments;
- adverse market trends that have affected and may continue to
affect the value of real estate and other assets underlying the
Company's investments;
- fluctuations in interest rates and related hedging
activities;
- increases in financing or administrative costs; and
- general business and economic conditions that have in the past
impaired and may in the future impair the credit quality of
borrowers and the Company's ability to originate loans.
For further information concerning these and other risks
pertaining to the forward-looking statements contained in this
release, and to the general risks to which the Company is subject,
see Item 1A, "Risk Factors," included in its Annual Report on Form
10-K for the year ended December 31,
2019 and the risks expressed in its other public filings
with the Securities and Exchange Commission (the "SEC").
The Company cautions you not to place undue reliance on any
forward-looking statements contained in this release, which speak
only as of the date of this release. All subsequent written and
oral forward-looking statements attributable to the Company or any
person acting on its behalf are expressly qualified in their
entirety by the cautionary statements contained or referred to in
this release. Except to the extent required by applicable law or
regulation, the Company undertakes no obligation to update these
forward-looking statements to reflect events or circumstances after
the date of this release or to reflect the occurrence of
unanticipated events.
Certain non-GAAP financial measures are discussed in this
release. The Company's presentation of this information is not
intended to be considered in isolation of or as a substitute for
the financial information presented in accordance with GAAP.
Reconciliations of these non-GAAP financial measures to the most
comparable measures prepared in accordance with GAAP are set forth
in Schedule I and Schedule III of this release and can be accessed
through the Company's filings with the SEC at www.sec.gov.
The remainder of this release contains the Company's
unaudited (2020) and audited (2019) consolidated balance sheets,
unaudited consolidated statements of operations, a reconciliation
of GAAP net income (loss) to Core Earnings, a summary of
securitization performance statistics, a reconciliation of the
Company's common stock book value to its economic book value and
supplemental information regarding the Company's CRE loan
portfolio.
Contact:
David J.
Bryant
Chief Financial Officer
Exantas
Capital Corp.
516-535-0015
IR@exantas.com
EXANTAS CAPITAL
CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
|
|
|
|
|
September 30,
2020
|
|
|
December 31,
2019
|
|
|
|
(unaudited)
|
|
|
|
|
|
ASSETS
(1)
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
122,105
|
|
|
$
|
79,958
|
|
Restricted
cash
|
|
|
33,776
|
|
|
|
14,476
|
|
Accrued interest
receivable
|
|
|
8,506
|
|
|
|
8,042
|
|
CRE loans
|
|
|
1,652,221
|
|
|
|
1,791,445
|
|
Less: allowance for
credit losses
|
|
|
(52,943)
|
|
|
|
(1,460)
|
|
CRE loans,
net
|
|
|
1,599,278
|
|
|
|
1,789,985
|
|
Investment securities
available-for-sale
|
|
|
2,447
|
|
|
|
520,714
|
|
Principal paydowns
receivable
|
|
|
11,005
|
|
|
|
19,517
|
|
Loan receivable -
related party
|
|
|
11,975
|
|
|
|
—
|
|
Investments in
unconsolidated entities
|
|
|
1,548
|
|
|
|
1,548
|
|
Derivatives, at fair
value
|
|
|
—
|
|
|
|
30
|
|
Other
assets
|
|
|
9,371
|
|
|
|
3,290
|
|
Assets held for
sale
|
|
|
10,346
|
|
|
|
16,766
|
|
Total
assets
|
|
$
|
1,810,357
|
|
|
$
|
2,454,326
|
|
LIABILITIES
(2)
|
|
|
|
|
|
|
|
|
Accounts payable and
other liabilities
|
|
$
|
3,765
|
|
|
$
|
3,408
|
|
Management fee payable
- related party
|
|
|
442
|
|
|
|
701
|
|
Accrued interest
payable
|
|
|
2,871
|
|
|
|
4,408
|
|
Borrowings
|
|
|
1,476,924
|
|
|
|
1,872,577
|
|
Distributions
payable
|
|
|
6,900
|
|
|
|
10,492
|
|
Derivatives, at fair
value
|
|
|
60
|
|
|
|
4,558
|
|
Accrued tax
liability
|
|
|
56
|
|
|
|
38
|
|
Liabilities held for
sale
|
|
|
1,538
|
|
|
|
1,746
|
|
Total
liabilities
|
|
|
1,492,556
|
|
|
|
1,897,928
|
|
STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
Preferred stock, par
value $0.001: 10,000,000 shares authorized 8.625%
Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock,
liquidation preference $25.00 per share; 4,800,000 and 4,800,000
shares issued and outstanding
|
|
|
5
|
|
|
|
5
|
|
Common stock, par
value $0.001: 125,000,000 shares authorized; 32,093,325 and
31,880,594 shares issued and outstanding (including 34,833 and
420,962 of unvested restricted shares)
|
|
|
32
|
|
|
|
32
|
|
Additional paid-in
capital
|
|
|
1,091,266
|
|
|
|
1,085,041
|
|
Accumulated other
comprehensive (loss) income
|
|
|
(10,444)
|
|
|
|
1,821
|
|
Distributions in
excess of earnings
|
|
|
(763,058)
|
|
|
|
(530,501)
|
|
Total
stockholders' equity
|
|
|
317,801
|
|
|
|
556,398
|
|
TOTAL LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|
$
|
1,810,357
|
|
|
$
|
2,454,326
|
|
EXANTAS CAPITAL
CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - (Continued)
(in thousands, except share and per share data)
|
|
|
|
|
September 30,
2020
|
|
|
December 31,
2019
|
|
|
|
(unaudited)
|
|
|
|
|
|
(1) Assets of
consolidated variable interest entities
("VIEs") included in total assets
above:
|
|
|
|
|
|
|
|
|
Restricted
cash
|
|
$
|
33,426
|
|
|
$
|
532
|
|
Accrued interest
receivable
|
|
|
4,925
|
|
|
|
3,780
|
|
CRE loans, pledged as
collateral
|
|
|
1,321,890
|
|
|
|
957,045
|
|
Principal paydowns
receivable
|
|
|
11,005
|
|
|
|
19,239
|
|
Other
assets
|
|
|
44
|
|
|
|
25
|
|
Total assets of
consolidated VIEs
|
|
$
|
1,371,290
|
|
|
$
|
980,621
|
|
(2) Liabilities of
consolidated VIEs included in total liabilities
above:
|
|
|
|
|
|
|
|
|
Accounts payable and
other liabilities
|
|
$
|
61
|
|
|
$
|
175
|
|
Accrued interest
payable
|
|
|
661
|
|
|
|
897
|
|
Borrowings
|
|
|
1,120,137
|
|
|
|
746,439
|
|
Total liabilities of
consolidated VIEs
|
|
$
|
1,120,859
|
|
|
$
|
747,511
|
|
EXANTAS CAPITAL
CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
(unaudited)
|
|
|
|
|
For the Three
Months Ended
|
|
|
For the Nine
Months Ended
|
|
|
|
September 30,
|
|
|
September 30,
|
|
|
|
2020
|
|
|
2019
|
|
|
2020
|
|
|
2019
|
|
REVENUES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CRE loans
|
|
$
|
24,482
|
|
|
$
|
32,558
|
|
|
$
|
78,482
|
|
|
$
|
90,289
|
|
Securities
|
|
|
100
|
|
|
|
6,596
|
|
|
|
6,521
|
|
|
|
19,562
|
|
Other
|
|
|
56
|
|
|
|
138
|
|
|
|
168
|
|
|
|
511
|
|
Total interest
income
|
|
|
24,638
|
|
|
|
39,292
|
|
|
|
85,171
|
|
|
|
110,362
|
|
Interest
expense
|
|
|
13,033
|
|
|
|
22,712
|
|
|
|
43,974
|
|
|
|
63,688
|
|
Net interest
income
|
|
|
11,605
|
|
|
|
16,580
|
|
|
|
41,197
|
|
|
|
46,674
|
|
Other
revenue
|
|
|
19
|
|
|
|
25
|
|
|
|
62
|
|
|
|
77
|
|
Total
revenues
|
|
|
11,624
|
|
|
|
16,605
|
|
|
|
41,259
|
|
|
|
46,751
|
|
OPERATING
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management fees -
related party
|
|
|
1,284
|
|
|
|
2,528
|
|
|
|
4,728
|
|
|
|
6,862
|
|
Equity compensation -
related party
|
|
|
1,905
|
|
|
|
552
|
|
|
|
3,118
|
|
|
|
1,647
|
|
General and
administrative
|
|
|
5,295
|
|
|
|
2,086
|
|
|
|
11,552
|
|
|
|
7,158
|
|
Depreciation and
amortization
|
|
|
12
|
|
|
|
8
|
|
|
|
34
|
|
|
|
39
|
|
(Reversal of)
provision for credit losses, net
|
|
|
(8,172)
|
|
|
|
(1,137)
|
|
|
|
49,449
|
|
|
|
58
|
|
Total operating
expenses
|
|
|
324
|
|
|
|
4,037
|
|
|
|
68,881
|
|
|
|
15,764
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,300
|
|
|
|
12,568
|
|
|
|
(27,622)
|
|
|
|
30,987
|
|
OTHER INCOME
(EXPENSE)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized and
unrealized gain (loss) on investment securities available-for-sale
and loans and derivatives
|
|
|
96
|
|
|
|
—
|
|
|
|
(186,243)
|
|
|
|
4
|
|
Fair value and other
adjustments on asset held for sale
|
|
|
(3,371)
|
|
|
|
(55)
|
|
|
|
(8,089)
|
|
|
|
(1,457)
|
|
Other
income
|
|
|
134
|
|
|
|
107
|
|
|
|
192
|
|
|
|
259
|
|
Total other (expense)
income
|
|
|
(3,141)
|
|
|
|
52
|
|
|
|
(194,140)
|
|
|
|
(1,194)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCOME (LOSS) FROM
CONTINUING OPERATIONS BEFORE TAXES
|
|
|
8,159
|
|
|
|
12,620
|
|
|
|
(221,762)
|
|
|
|
29,793
|
|
Income tax
benefit
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
NET INCOME (LOSS)
FROM CONTINUING OPERATIONS
|
|
|
8,159
|
|
|
|
12,620
|
|
|
|
(221,762)
|
|
|
|
29,793
|
|
NET LOSS FROM
DISCONTINUED OPERATIONS, NET OF TAX
|
|
|
—
|
|
|
|
(63)
|
|
|
|
—
|
|
|
|
(212)
|
|
NET INCOME
(LOSS)
|
|
|
8,159
|
|
|
|
12,557
|
|
|
|
(221,762)
|
|
|
|
29,581
|
|
Net income allocated
to preferred shares
|
|
|
(2,588)
|
|
|
|
(2,588)
|
|
|
|
(7,763)
|
|
|
|
(7,763)
|
|
NET INCOME (LOSS)
ALLOCABLE TO COMMON SHARES
|
|
$
|
5,571
|
|
|
$
|
9,969
|
|
|
$
|
(229,525)
|
|
|
$
|
21,818
|
|
NET INCOME (LOSS)
PER COMMON SHARE - BASIC:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONTINUING
OPERATIONS
|
|
$
|
0.17
|
|
|
$
|
0.32
|
|
|
$
|
(7.16)
|
|
|
$
|
0.70
|
|
DISCONTINUED
OPERATIONS
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.01)
|
|
TOTAL NET INCOME
(LOSS) PER COMMON SHARE - BASIC
|
|
$
|
0.17
|
|
|
$
|
0.32
|
|
|
$
|
(7.16)
|
|
|
$
|
0.69
|
|
NET INCOME (LOSS)
PER COMMON SHARE - DILUTED:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONTINUING
OPERATIONS
|
|
$
|
0.17
|
|
|
$
|
0.31
|
|
|
$
|
(7.16)
|
|
|
$
|
0.70
|
|
DISCONTINUED
OPERATIONS
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.01)
|
|
TOTAL NET INCOME
(LOSS) PER COMMON SHARE - DILUTED
|
|
$
|
0.17
|
|
|
$
|
0.31
|
|
|
$
|
(7.16)
|
|
|
$
|
0.69
|
|
WEIGHTED AVERAGE
NUMBER OF COMMON SHARES OUTSTANDING - BASIC
|
|
|
32,893,816
|
|
|
|
31,445,492
|
|
|
|
32,078,230
|
|
|
|
31,421,294
|
|
WEIGHTED AVERAGE
NUMBER OF COMMON SHARES OUTSTANDING - DILUTED
|
|
|
32,898,862
|
|
|
|
31,714,755
|
|
|
|
32,078,230
|
|
|
|
31,634,371
|
|
SCHEDULE I
EXANTAS CAPITAL CORP. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME (LOSS) TO CORE EARNINGS
(unaudited)
Core Earnings is a non-GAAP financial measure that the Company
uses to evaluate its operating performance.
Core Earnings exclude the effects of certain transactions and
GAAP adjustments that the Company believes are not indicative of
its current CRE loan portfolio and other CRE-related investments
and operations. Core Earnings exclude income (loss) from all
non-core assets, such as commercial finance, middle market lending,
residential mortgage lending, certain legacy CRE assets and other
non-CRE assets designated as assets held for sale at the initial
measurement date of December 31,
2016.
Core Earnings, for reporting purposes, is defined as GAAP net
income (loss) allocable to common shares, excluding (i) non-cash
equity compensation expense, (ii) unrealized gains and losses,
(iii) non-cash provisions for credit losses, (iv) non-cash
impairments on securities, (v) non-cash amortization of discounts
or premiums associated with borrowings, (vi) net income or loss
from a limited partnership interest owned at the initial
measurement date, (vii) net income or loss from non-core
assets,(1)(2) (viii) real estate depreciation and
amortization, (ix) foreign currency gains or losses and (x) income
or loss from discontinued operations. Core Earnings may also be
adjusted periodically to exclude certain one-time events pursuant
to changes in GAAP and certain non-cash items.
Although pursuant to the Fourth Amended and Restated Management
Agreement the Company calculates incentive compensation using Core
Earnings that exclude incentive compensation payable to the
Manager, the Company includes incentive compensation payable to the
Manager in calculating Core Earnings for reporting purposes.
Core Earnings allocable to common shares, adjusted ("Core
Earnings Adjusted") is a non-GAAP financial measure used to
evaluate the Company's operating performance. Core Earnings
Adjusted exclude certain non-recurring items and the results of
certain transactions that are not indicative of the
Company's ongoing operating performance.
Core Earnings and Core Earnings Adjusted do not represent net
income or cash generated from operating activities and should not
be considered as an alternative to GAAP net income or as measures
of liquidity under GAAP. The Company's methodology for calculating
Core Earnings and Core Earnings Adjusted may differ from
methodologies used by other companies to calculate similar
supplemental performance measures, and, accordingly, its reported
Core Earnings and Core Earnings Adjusted may not be comparable to
similar performance measures used by other companies.
The following table provides a reconciliation from GAAP net
income (loss) allocable to common shares to Core Earnings allocable
to common shares and Core Earnings allocable to common shares,
adjusted for the periods presented (in thousands, except per share
data and the amount in the footnotes):
|
|
For the Three
Months Ended
|
|
|
For the Nine
Months Ended
|
|
|
|
September 30,
|
|
|
September 30,
|
|
|
|
2020
|
|
|
2019
|
|
|
2020
|
|
|
2019
|
|
Net income (loss)
allocable to common shares - GAAP
|
|
$
|
5,571
|
|
|
$
|
9,969
|
|
|
$
|
(229,525)
|
|
|
$
|
21,818
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciling items
from continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash equity
compensation expense
|
|
|
1,905
|
|
|
|
552
|
|
|
|
3,118
|
|
|
|
1,647
|
|
Non-cash (reversal of)
provision for CRE credit losses
|
|
|
(8,172)
|
|
|
|
(1,137)
|
|
|
|
48,427
|
|
|
|
58
|
|
Unrealized (gain) loss
on core activities (3)
|
|
|
(220)
|
|
|
|
—
|
|
|
|
5,816
|
|
|
|
—
|
|
Non-cash amortization
of discounts or premiums associated with borrowings
|
|
|
740
|
|
|
|
722
|
|
|
|
2,170
|
|
|
|
2,107
|
|
Net realized gain on
non-core assets (1)(2)
|
|
|
—
|
|
|
|
(108)
|
|
|
|
—
|
|
|
|
(123)
|
|
Net loss (income) from
non-core assets (2)
|
|
|
3
|
|
|
|
(2)
|
|
|
|
(30)
|
|
|
|
24
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciling items
from discontinued operations and CRE assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income on
legacy CRE assets
|
|
|
(157)
|
|
|
|
(170)
|
|
|
|
(475)
|
|
|
|
(586)
|
|
Fair value and other
adjustments on legacy CRE assets
|
|
|
3,371
|
|
|
|
55
|
|
|
|
8,089
|
|
|
|
1,457
|
|
Loss from discontinued
operations, net of taxes
|
|
|
22
|
|
|
|
63
|
|
|
|
80
|
|
|
|
212
|
|
Core Earnings
allocable to common shares
|
|
|
3,063
|
|
|
|
9,944
|
|
|
|
(162,330)
|
|
|
|
26,614
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciling items
in arriving at Core Earnings allocable to common shares,
adjusted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on disposition of
CMBS
|
|
|
—
|
|
|
|
—
|
|
|
|
180,315
|
|
|
|
—
|
|
Non-recurring
transaction costs
|
|
|
2,637
|
|
|
|
—
|
|
|
|
2,637
|
|
|
|
—
|
|
Core Earnings
allocable to common shares, adjusted
|
|
$
|
5,700
|
|
|
$
|
9,944
|
|
|
$
|
20,622
|
|
|
$
|
26,614
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
common shares - diluted on Core Earnings allocable to common
shares
|
|
|
32,899
|
|
|
|
31,715
|
|
|
|
32,078
|
|
|
|
31,634
|
|
Weighted average
common shares - diluted on Core Earnings allocable to common
shares, adjusted
|
|
|
32,899
|
|
|
|
31,715
|
|
|
|
32,121
|
|
|
|
31,634
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Earnings per
common share - diluted
|
|
$
|
0.09
|
|
|
$
|
0.31
|
|
|
$
|
(5.06)
|
|
|
$
|
0.84
|
|
Core Earnings per
common share, adjusted - diluted
|
|
$
|
0.17
|
|
|
$
|
0.31
|
|
|
$
|
0.64
|
|
|
$
|
0.84
|
|
|
|
(1)
|
Net realized gain on
non-core assets is a component of net income or loss from non-core
assets.
|
(2)
|
Non-core assets are
investments and securities owned by the Company at the initial
measurement date in (i) commercial finance, (ii) middle market
lending, (iii) residential mortgage lending, (iv) legacy CRE assets
and (v) other non-CRE assets included in assets held for
sale.
|
(3)
|
Substantially
comprises the change in unrealized losses on two unencumbered CMBS
investments that had an unrealized loss of $5.8 million at
September 30, 2020.
|
SCHEDULE II
EXANTAS CAPITAL CORP. AND SUBSIDIARIES
SUMMARY OF SECURITIZATION PERFORMANCE STATISTICS
(unaudited)
Distributions, Coverage Tests and Liquidations
The following table sets forth the distributions received by the
Company and coverage test summaries for its active securitizations
for the periods presented (in thousands):
|
|
Cash
Distributions
|
|
|
Overcollateralization
Cushion (1)
|
|
|
|
Name
|
|
For the Nine
Months Ended
September 30,
2020
|
|
|
For the Year
Ended
December 31,
2019
|
|
|
At
September 30,
2020
|
|
|
At the Initial
Measurement
Date
|
|
|
End of
Designated
Principal
Reinvestment
Period
|
XAN 2019-RSO7
(2)
|
|
$
|
16,950
|
|
|
$
|
10,672
|
|
|
$
|
49,777
|
|
|
$
|
34,341
|
|
|
April 2022
|
XAN 2020-RSO8
(2)
|
|
$
|
8,796
|
|
|
$
|
—
|
|
|
$
|
26,146
|
|
|
$
|
26,146
|
|
|
March 2023
|
XAN 2020-RSO9
(3)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
11,887
|
|
|
$
|
11,887
|
|
|
N/A
|
|
|
(1)
|
Overcollateralization
cushion represents the amount by which the collateral held by the
securitization issuer exceeds the minimum amount
required.
|
(2)
|
The designated
principal reinvestment period for Exantas Capital Corp. 2019-RSO7,
Ltd. and Exantas Capital Corp. 2020-RSO8, Ltd.is the period in
which principal repayments can be utilized to purchase loans held
outside of the respective securitization that represent the funded
commitments of existing collateral in the respective securitization
that were not funded as of the date the respective securitization
was closed. Additionally, the indenture for each securitization
does not contain any interest coverage test provisions.
|
(3)
|
XAN 2020-RSO9
includes a future advances reserve account, which had a balance of
$21.3 million at September 30, 2020, to fund commitments that
were not funded as of the closing date. Additionally, the indenture
does not contain any interest coverage test provisions.
|
The following table sets forth the distributions received by the
Company and liquidation details for its liquidated securitizations
for the periods presented (in thousands):
|
|
Cash
Distributions
|
|
|
Liquidation
Details
|
|
Name
|
|
For the Nine
Months Ended
September 30,
2020
|
|
|
For the Year
Ended
December 31,
2019
|
|
|
Liquidation
Date
|
|
Remaining
Assets
at the Liquidation
Date
(1)
|
|
RCC
2017-CRE5
|
|
$
|
—
|
|
|
$
|
12,551
|
|
|
July 2019
|
|
$
|
112,753
|
|
XAN
2018-RSO6
|
|
$
|
6,748
|
|
|
$
|
17,959
|
|
|
September
2020
|
|
$
|
201,327
|
|
Whitney CLO I, Ltd.
(2)
|
|
$
|
—
|
|
|
$
|
68
|
|
|
January
2019
|
|
$
|
—
|
|
Apidos CDO I, Ltd.
(3)
|
|
$
|
—
|
|
|
$
|
708
|
|
|
October
2014
|
|
$
|
—
|
|
|
|
(1)
|
The remaining assets
at the liquidation date were distributed to the Company in exchange
for its notes owned and preference shares in the
securitization.
|
(2)
|
Whitney CLO I, Ltd.
was substantially liquidated in September 2013.
|
(3)
|
Apidos CDO I, Ltd.
was substantially liquidated in October 2014.
|
SCHEDULE III
EXANTAS CAPITAL CORP. AND SUBSIDIARIES
ECONOMIC BOOK VALUE PER SHARE
(unaudited)
Management views economic book value, a non-GAAP measure, as a
useful and appropriate supplement to GAAP stockholders' equity and
common stock book value because it adjusts GAAP common stock book
value to account for the face redemption amounts of the Company's
outstanding preferred stock, Senior Unsecured Notes due 2027 and
convertible senior notes. The following table reconciles the
Company's common stock book value per share to its economic book
value per share at the dates presented:
|
|
At September
30,
2020
|
|
|
At June
30,
2020
|
|
|
At March
31,
2020
|
|
|
At December
31,
2019
|
|
|
At September
30,
2019
|
|
Common stock book
value
|
|
$
|
6.03
|
|
|
$
|
6.01
|
|
|
$
|
7.13
|
|
|
$
|
14.00
|
|
|
$
|
14.12
|
|
Non-cash 4.50%
Convertible Senior Notes' unamortized discount
|
|
|
(0.18)
|
|
|
|
(0.21)
|
|
|
|
(0.23)
|
|
|
|
(0.26)
|
|
|
|
(0.28)
|
|
Non-cash GAAP
discount on Senior Unsecured Notes issuance
|
|
|
(0.09)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Preferred stock
redemption value in excess of carrying value
|
|
|
(0.12)
|
|
|
|
(0.13)
|
|
|
|
(0.13)
|
|
|
|
(0.13)
|
|
|
|
(0.13)
|
|
Economic book
value
|
|
$
|
5.64
|
|
|
$
|
5.67
|
|
|
$
|
6.77
|
|
|
$
|
13.61
|
|
|
$
|
13.71
|
|
SCHEDULE IV
EXANTAS CAPITAL CORP. AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
Certain Loan Statistics
The following table presents information on the Company's
allowance for credit losses, which excludes fair value adjustments
on a legacy CRE asset classified as assets held for sale, at the
dates indicated (dollars in thousands, percentages based on
amortized cost):
|
|
September 30,
2020
|
|
|
December 31,
2019
|
|
|
|
(unaudited)
|
|
|
|
|
|
Allowance for
credit losses:
|
|
|
|
|
|
|
|
|
CRE whole
loans
|
|
$
|
48,495
|
|
|
$
|
1,460
|
|
CRE mezzanine
loan
|
|
|
351
|
|
|
|
—
|
|
CRE preferred equity
investments
|
|
|
4,097
|
|
|
|
—
|
|
Total allowance for
credit losses (1)
|
|
$
|
52,943
|
|
|
$
|
1,460
|
|
Allowance as a
percentage of total loans
|
|
|
3.2
|
%
|
|
|
0.1
|
%
|
|
|
(1)
|
Represents the total
non-cash reserves currently on the Company's consolidated balance
sheet pursuant to CECL at September 30, 2020.
|
The following table presents unaudited CRE loan portfolio
statistics at September 30, 2020, excluding a legacy CRE asset
classified as held for sale (percentages based on carrying value at
September 30, 2020):
Loan
type:
|
|
|
|
|
Whole loans
|
|
|
98.3
|
%
|
Preferred equity
investments
|
|
|
1.4
|
%
|
Mezzanine
loan
|
|
|
0.3
|
%
|
Total
|
|
|
100.0
|
%
|
|
|
|
|
|
Collateral
type:
|
|
|
|
|
Multifamily
|
|
|
56.2
|
%
|
Office
|
|
|
13.8
|
%
|
Hotel
|
|
|
10.7
|
%
|
Self-Storage
|
|
|
8.0
|
%
|
Retail
|
|
|
7.3
|
%
|
Manufactured
Housing
|
|
|
3.3
|
%
|
Industrial
|
|
|
0.7
|
%
|
Total
|
|
|
100.0
|
%
|
|
|
|
|
|
Collateral by
NCREIF U.S. region:
|
|
|
|
|
Southeast
(1)
|
|
|
18.0
|
%
|
Southwest
(2)
|
|
|
17.9
|
%
|
Mountain
(3)
|
|
|
17.5
|
%
|
Pacific
(4)
|
|
|
15.0
|
%
|
Mid Atlantic
(5)
|
|
|
13.0
|
%
|
Northeast
(6)
|
|
|
12.8
|
%
|
East North
Central
|
|
|
5.4
|
%
|
West North
Central
|
|
|
0.4
|
%
|
Total
|
|
|
100.0
|
%
|
|
|
(1)
|
CRE loans in Florida
and Georgia represent 9.4% and 7.9%, respectively, of the total
loan portfolio.
|
(2)
|
CRE loans in Texas
represent 17.7% of the total loan portfolio.
|
(3)
|
CRE loans in Nevada
and Arizona represent 7.3% and 6.8%, respectively, of the total
loan portfolio.
|
(4)
|
CRE loans in
California represent 13.5% of the total loan portfolio.
|
(5)
|
CRE loans in South
Carolina represent 6.1% of the total loan portfolio.
|
(6)
|
CRE loans in New York
represent 7.4% of the total loan portfolio.
|
View original
content:http://www.prnewswire.com/news-releases/exantas-capital-corp-reports-results-for-three-and-nine-months-ended-september-30-2020-301166581.html
SOURCE Exantas Capital Corp.