−Removed: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
−Removed: The following discussion of our financial condition and results of operations should be read in conjunction with the financial statements and notes to those statements included in Item 1 of this Form 10-Q.
−Removed: The discussion may contain certain forward-looking statements that involve risks and uncertainties.
−Removed: Forward-looking statements are those that are not historical in nature.
−Removed: As a result of many factors, such as those set forth under “Risk Factors” in our most recent Annual Report on Form 10-K and our quarterly reports on Form 10-Q, our actual results may differ materially from those anticipated in such forward-looking statements.
−Removed: We are a specialty finance company that invests in residential mortgage-backed securities (“RMBS”) which are issued and guaranteed by a federally chartered corporation or agency (“Agency RMBS”).
−Removed: Our investment strategy focuses on, and our portfolio consists of, two categories of Agency RMBS:
−Removed: (i) traditional pass-through Agency RMBS, such as mortgage pass-through certificates issued by Fannie Mae, Freddie Mac or Ginnie Mae (the “GSEs”) and collateralized mortgage obligations (“CMOs”) issued by the GSEs (“PT RMBS”) and (ii) structured Agency RMBS, such as interest-only securities (“IOs”), inverse interest-only securities (“IIOs”) and principal only securities (“POs”), among other types of structured Agency RMBS.
−Removed: We were formed by Bimini in August 2010, commenced operations on November 24, 2010 and completed our initial public offering (“IPO”) on February 20, 2013.
−Removed: We are externally managed by Bimini Advisors, an investment adviser registered with the Securities and Exchange Commission (the “SEC”).
−Removed: Our business objective is to provide attractive risk-adjusted total returns over the long term through a combination of capital appreciation and the payment of regular monthly distributions.
−Removed: We intend to achieve this objective by investing in and strategically allocating capital between the two categories of Agency RMBS described above.
−Removed: We seek to generate income from (i) the net interest margin on our leveraged PT RMBS portfolio and the leveraged portion of our structured Agency RMBS portfolio, and (ii) the interest income we generate from the unleveraged portion of our structured Agency RMBS portfolio.
−Removed: We intend to fund our PT RMBS and certain of our structured Agency RMBS through short-term borrowings structured as repurchase agreements.
−Removed: PT RMBS and structured Agency RMBS typically exhibit materially different sensitivities to movements in interest rates.
−Removed: Declines in the value of one portfolio may be offset by appreciation in the other.
−Removed: The percentage of capital that we allocate to our two Agency RMBS asset categories will vary and will be actively managed in an effort to maintain the level of income generated by the combined portfolios, the stability of that income stream and the stability of the value of the combined portfolios.
−Removed: We believe that this strategy will enhance our liquidity, earnings, book value stability and asset selection opportunities in various interest rate environments.
−Removed: We operate so as to qualify to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended (the “Code”).
+Added: AND ANALYSIS OF FINANCIAL
+Added: AND RESULTS OF
+Added: The following discussion of our financial condition and results of operations should be read
+Added: in conjunction with the financial
+Added: statements and notes to those statements included in Item 1 of this Form 10-Q.
+Added: discussion may contain certain forward-looking
+Added: statements that involve risks and uncertainties.
+Added: Forward-looking statements are
+Added: those that are not historical in nature.
+Added: As a result of
+Added: many factors, such as those set forth under “Risk Factors” in our most recent Annual
+Added: Report on Form 10-K and our quarterly reports on
+Added: Form 10-Q, our actual results may differ materially from those anticipated in such forward-looking
+Added: We are a specialty finance company that invests in residential mortgage-backed securities
+Added: (“RMBS”) which are issued and
+Added: guaranteed by a federally chartered corporation or agency (“Agency RMBS”).
+Added: Our investment
+Added: strategy focuses on, and our portfolio
+Added: consists of, two categories of Agency RMBS:
+Added: (i) traditional pass-through Agency RMBS,
+Added: such as mortgage pass-through certificates
+Added: issued by Fannie Mae, Freddie Mac or Ginnie Mae (the “GSEs”) and collateralized mortgage
+Added: obligations (“CMOs”) issued by the GSEs
+Added: (“PT RMBS”) and (ii) structured Agency RMBS, such as interest-only securities (“IOs”), inverse
+Added: interest-only securities (“IIOs”) and
+Added: principal only securities (“POs”), among other types of structured Agency RMBS.
+Added: We were formed by Bimini in August 2010,
+Added: commenced operations on November 24, 2010 and completed our initial public offering (“IPO”)
+Added: on February 20, 2013.
+Added: externally managed by Bimini Advisors, an investment adviser registered with the Securities
+Added: and Exchange Commission (the “SEC”).
+Added: Our business objective is to provide attractive risk-adjusted total returns over the long term
+Added: through a combination of capital
+Added: appreciation and the payment of regular monthly distributions.
+Added: We intend to achieve this objective
+Added: by investing in and strategically
+Added: allocating capital between the two categories of Agency RMBS described above.
+Added: We seek to generate income from (i) the net interest
+Added: margin on our leveraged PT RMBS portfolio and the leveraged portion of our
+Added: structured Agency RMBS portfolio, and (ii) the interest
+Added: income we generate from the unleveraged portion of our structured Agency RMBS
+Added: We intend to fund our PT RMBS and
+Added: certain of our structured Agency RMBS through short-term borrowings structured
+Added: as repurchase agreements.
+Added: PT RMBS and structured
+Added: Agency RMBS typically exhibit materially different sensitivities to movements in interest
+Added: Declines in the value of one portfolio
+Added: may be offset by appreciation in the other.
+Added: The percentage of capital that we allocate to our two Agency RMBS asset categories will
+Added: vary and will be actively managed in an effort to maintain the level of income generated by the
+Added: combined portfolios, the stability of that
+Added: income stream and the stability of the value of the combined portfolios.
+Added: We believe that this
+Added: strategy will enhance our liquidity,
+Added: earnings, book value stability and asset selection opportunities in various interest
+Added: rate environments.
+Added: We operate so as to qualify to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue
+Added: Code of 1986, as
+Added: amended (the “Code”).
We generally will not be subject to U.S.
−Removed: federal income tax to the extent that we currently distribute all of our REIT taxable income (as defined in the Code) to our stockholders and maintain our REIT qualification.
+Added: federal income tax to the extent that we currently
+Added: distribute all of our
+Added: REIT taxable income (as defined in the Code) to our stockholders and maintain
+Added: our REIT qualification.
The Company’s common stock trades on the New York Stock Exchange under the symbol “ORC”.
Impact of the COVID-19 Pandemic
−Removed: Beginning in March 2020, the global pandemic associated with the novel coronavirus COVID-19 (“COVID-19”) and related economic conditions began to impact our financial position and results of operations.
−Removed: As a result of the economic, health and market turmoil brought about by COVID-19, the Agency RMBS market experienced severe dislocations.
−Removed: This resulted in falling prices of our assets and increased margin calls from our repurchase agreement lenders.
−Removed: Further, as interest rates declined, we faced additional margin calls related to our various hedge positions.
−Removed: In order to maintain sufficient cash and liquidity, reduce risk and satisfy margin calls, we were forced to sell assets at levels significantly below their carrying values and closed several of our hedge positions.
−Removed: The Agency RMBS market largely stabilized after the Federal Reserve (the “Fed”) announced on March 23, 2020 that it would purchase Agency RMBS and U.S.
+Added: Beginning in March 2020, the global pandemic associated with the novel coronavirus
+Added: COVID-19 (“COVID-19”) and related
+Added: economic conditions began to impact our financial position and results of operations.
+Added: As a result of the economic, health and market
+Added: turmoil brought about by COVID-19, the Agency RMBS market experienced
+Added: severe dislocations.
+Added: This resulted in falling prices of our
+Added: assets and increased margin calls from our repurchase agreement lenders.
+Added: Further, as interest rates declined, we faced additional
+Added: margin calls related to our various hedge positions.
+Added: In order to maintain sufficient cash and liquidity, reduce risk and satisfy margin
+Added: calls, we were forced to sell assets at levels significantly below their carrying values and
+Added: closed several of our hedge positions.
+Added: Agency RMBS market largely stabilized after the Federal Reserve (the “Fed”) announced
+Added: on March 23, 2020 that it would purchase
+Added: Agency RMBS and U.S.
Treasuries in the amounts needed to support smooth market functioning.
−Removed: As of June 30, 2020, we had timely satisfied all margin calls.
−Removed: The following summarizes the impact COVID-19 has had on our financial position and results of operations through June 30, 2020.
−Removed: We sold approximately $2.0 billion of RMBS during the six months ended June 30, 2020, realizing losses of approximately $25.0 million.
−Removed: Approximately $1.1 billion of these sales were executed on March 19th and March 20th and resulted in losses of approximately $31.4 million.
−Removed: The losses sustained on these two days were a direct result of the adverse RMBS market conditions associated with COVID-19.
−Removed: We terminated interest rate swap positions with an aggregate notional value of $1.2 billion and incurred approximately $54.5 million in mark to market losses on the positions through the date of the respective terminations.
−Removed: Approximately $45.0 million of these losses occurred during the three months ended March 31, 2020.
−Removed: Our RMBS portfolio had a fair market value of approximately $3.3 billion as of June 30, 2020, compared to $3.6 billion as of December 31, 2019.
−Removed: The June 30, 2020 balance represents an increase from the $2.9 billion balance as of March 31, 2020.
−Removed: Our outstanding balances under our repurchase agreement borrowings as of June 30, 2020 were approximately $3.2 billion, compared to $3.4 billion as of December 31, 2019 and $2.8 billion as of March 31, 2020.
−Removed: Our stockholders’ equity was $346.0 million as of June 30, 2020, compared to $395.5 million as of December 31, 2019 and $308.1 million as of March 31, 2020.
−Removed: Largely as a result of actions taken by the Fed in late March, Agency RMBS valuations have increased and the market for these assets has stabilized.
−Removed: Bimini Advisors, LLC (our “Manager”) has invoked its Disaster Recovery Plan and its employees are working remotely.
−Removed: Prior planning resulted in the successful implementation of this plan and key operational team members maintain daily communication.
−Removed: We do not anticipate incurring additional material costs, nor have we identified any operational or internal control issues related to this remote working plan.
+Added: As of September
+Added: 30, 2020, we had
+Added: timely satisfied all margin calls.
+Added: The following summarizes the impact COVID-19 has
+Added: had on our financial position and results of
+Added: operations through September 30, 2020.
+Added: We sold approximately $2.7 billion of RMBS during the nine months ended September 30, 2020,
+Added: realizing losses of approximately
+Added: $24.5 million.
+Added: Approximately $1.1 billion of these sales were executed on March
+Added: 19th and March 20th and resulted in losses of
+Added: approximately $31.4 million.
+Added: The losses sustained on these two days were a direct result of the adverse
+Added: RMBS market conditions
+Added: associated with COVID-19.
+Added: We terminated interest rate swap positions with an aggregate notional value of $1.2 billion and incurred
+Added: approximately $54.5
+Added: million in mark to market losses on the positions through the date of the respective
+Added: terminations.
+Added: Approximately $45.0 million of
+Added: these losses occurred during the three months ended March 31, 2020.
+Added: Our RMBS portfolio had a fair market value of approximately $3.5 billion as of
+Added: September 30, 2020, compared to $3.6 billion as of
+Added: December 31, 2019.
+Added: The September 30, 2020 balance represents an increase
+Added: from the $3.3 billion balance as of June 30, 2020
+Added: and the $2.9 billion balance as of March 31, 2020.
+Added: Our outstanding balances under our repurchase agreement borrowings as of
+Added: September 30, 2020 were approximately $3.3 billion,
+Added: compared to $3.4 billion as of December 31, 2019, $3.2 billion as of June 30, 2020,
+Added: and $2.8 billion as of March 31, 2020.
+Added: Our stockholders’ equity was $376.7 million as of September 30, 2020, compared to
+Added: $395.5 million as of December 31, 2019,
+Added: $346.0 million as of June 30, 2020 and $308.1 million as of March 31, 2020.
+Added: Largely as a result of actions taken by the Fed in late March, Agency RMBS
+Added: valuations have increased and the market for these
+Added: assets has stabilized.
+Added: Bimini Advisors, LLC (our “Manager”) has invoked its Disaster Recovery Plan
+Added: and its employees are working remotely.
+Added: planning resulted in the successful implementation of this plan and key operational
+Added: team members maintain daily communication.
+Added: do not anticipate incurring additional material costs, nor have we
+Added: identified any operational or internal control issues related to this
+Added: remote working plan.
Capital Raising Activities
−Removed: On August 2, 2017, we entered into an equity distribution agreement (the “August 2017 Equity Distribution Agreement”) with two sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate amount of $125,000,000 of shares of our common stock in transactions that were deemed to be “at the market” offerings and privately negotiated transactions.
−Removed: We issued a total of 15,123,178 shares under the August 2017 Equity Distribution Agreement for aggregate gross proceeds of $125.0 million, and net proceeds of approximately $123.1 million, net of commissions and fees, prior to its termination in July 2019.
−Removed: On July 30, 2019, we entered into an underwriting agreement (the “Underwriting Agreement”) with Morgan Stanley & Co.
−Removed: LLC, Citigroup Global Markets Inc.
−Removed: Morgan Securities LLC, as representatives of the underwriters named therein, relating to the offer and sale of 7,000,000 shares of our common stock at a price to the public of $6.55 per share.
−Removed: The underwriters purchased the shares pursuant to the Underwriting Agreement at a price of $6.3535 per share.
−Removed: The closing of the offering of 7,000,000 shares of common stock occurred on August 2, 2019, with net proceeds to us of approximately $44.2 million after deduction of underwriting discounts and commissions and other estimated offering expenses.
−Removed: On January 23, 2020, we entered into an equity distribution agreement (the “January 2020 Equity Distribution Agreement”) with three sales agents pursuant to which we may offer and sell, from time to time, up to an aggregate amount of $200,000,000 of shares of our common stock in transactions that are deemed to be “at the market” offerings and privately negotiated transactions.
−Removed: Through June 30, 2020, we issued a total of 3,170,727 shares under the January 2020 Equity Distribution Agreement for aggregate gross proceeds of $19.8 million, and net proceeds of approximately $19.4 million, net of commissions and fees.
+Added: On August 2, 2017, we entered into an equity distribution agreement (the “August 2017
+Added: Equity Distribution Agreement”) with two
+Added: sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate amount
+Added: of $125,000,000 of shares of our
+Added: common stock in transactions that were deemed to be “at the market” offerings and privately
+Added: negotiated transactions.
+Added: We issued a total
+Added: of 15,123,178 shares under the August 2017 Equity Distribution Agreement for
+Added: aggregate gross proceeds of $125.0 million, and net
+Added: proceeds of approximately $123.1 million, net of commissions and fees, prior to
+Added: its termination in July 2019.
+Added: On July 30, 2019, we entered into an underwriting agreement (the “Underwriting Agreement”)
+Added: with Morgan Stanley & Co.
+Added: Citigroup Global Markets Inc.
+Added: Morgan Securities LLC, as representatives of the underwriters named therein, relating to the
+Added: offer and sale of 7,000,000 shares of our common stock at a price to the public of $6.55 per
+Added: The underwriters purchased the
+Added: shares pursuant to the Underwriting Agreement at a price of $6.3535 per share.
+Added: of the offering of 7,000,000 shares of
+Added: common stock occurred on August 2, 2019, with net proceeds to us of approximately
+Added: million after deduction of underwriting
+Added: discounts and commissions and other estimated offering expenses.
+Added: On January 23, 2020, we entered into an equity distribution agreement (the “January
+Added: 2020 Equity Distribution Agreement”) with
+Added: three sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate amount
+Added: of $200,000,000 of shares
+Added: of our common stock in transactions that were deemed to be “at the market” offerings and
+Added: privately negotiated transactions.
+Added: a total of 3,170,727 shares under the January 2020 Equity Distribution Agreement for aggregate
+Added: gross proceeds of $19.8 million, and
+Added: net proceeds of approximately $19.4 million, net of commissions and fees, prior to
+Added: its termination in August 2020.
+Added: On August 4, 2020, we entered into an equity distribution agreement (the “August 2020
+Added: Equity Distribution Agreement”) with four
+Added: sales agents pursuant to which we may offer and sell, from time to time, up to an aggregate amount
+Added: of $150,000,000 of shares of our
+Added: common stock in transactions that are deemed to be “at the market” offerings and privately
+Added: negotiated transactions.
+Added: September 30, 2020, we issued a total of 3,073,326 shares under the August 2020 Equity Distribution
+Added: Agreement for aggregate gross
+Added: proceeds of approximately $15.8 million, and net proceeds of approximately $15.6 million,
+Added: net of commissions and fees.
Stock Repurchase Agreement
−Removed: On July 29, 2015, the Company’s Board of Directors authorized the repurchase of up to 2,000,000 shares of our common stock.
−Removed: The timing, manner, price and amount of any repurchases is determined by the Company in its discretion and is subject to economic and market conditions, stock price, applicable legal requirements and other factors.
−Removed: The authorization does not obligate the Company to acquire any particular amount of common stock and the program may be suspended or discontinued at the Company’s discretion without prior notice.
−Removed: On February 8, 2018, the Board of Directors approved an increase in the stock repurchase program for up to an additional 4,522,822 shares of the Company’s common stock.
−Removed: Coupled with the 783,757 shares remaining from the original 2,0000,000 share authorization, the increased authorization brought the total authorization to 5,306,579 shares, representing 10% of the Company’s then outstanding share count.
−Removed: This stock repurchase program has no termination date.
−Removed: From the inception of the stock repurchase program through June 30, 2020, the Company repurchased a total of 5,665,620 shares at an aggregate cost of approximately $40.4 million, including commissions and fees, for a weighted average price of $7.10 per share.
−Removed: During the six months ended June 30, 2020, the Company repurchased 19,891 shares of its common at an aggregate cost of approximately $0.1 million, including commissions and fees, for a weighted average price of $3.42 per share.
−Removed: The remaining authorization under the repurchase program as of June 30, 2020 was 837,311 shares.
+Added: On July 29, 2015, the Company’s Board of Directors authorized the repurchase of up to 2,000,000
+Added: shares of our common stock.
+Added: The timing, manner, price and amount of any repurchases is determined by the Company in its discretion and is subject to
+Added: and market conditions, stock price, applicable legal requirements and other factors.
+Added: The authorization does not obligate the Company
+Added: to acquire any particular amount of common stock and the program may be
+Added: suspended or discontinued at the Company’s discretion
+Added: without prior notice.
+Added: On February 8, 2018, the Board of Directors approved an increase
+Added: in the stock repurchase program for up to an
+Added: additional 4,522,822 shares of the Company’s common stock.
+Added: Coupled with the 783,757 shares
+Added: remaining from the original 2,000,000
+Added: share authorization, the increased authorization brought the total authorization to 5,306,579
+Added: shares, representing 10% of the
+Added: Company’s then outstanding share count.
+Added: This stock repurchase program has no termination
+Added: From the inception of the stock repurchase program through September 30, 2020, the
+Added: Company repurchased a total of 5,685,511
+Added: shares at an aggregate cost of approximately $40.4
+Added: million, including commissions and fees, for a weighted average price
+Added: During the nine months ended September 30, 2020, the Company repurchased
+Added: 19,891 shares of its common at an aggregate
+Added: cost of approximately $0.1 million, including commissions and fees, for a weighted average
+Added: price of $3.42 per share.
+Added: The remaining
+Added: authorization under the repurchase program as of September 30, 2020 was 837,311 shares.
Factors that Affect our Results of Operations and Financial Condition
−Removed: A variety of industry and economic factors may impact our results of operations and financial condition.
+Added: A variety of industry and economic factors may impact our results of operations and
+Added: financial condition.
These factors include:
3 unchanged sentences
actions taken by the U.S.
−Removed: government, including the presidential administration, the Fed, the Federal Housing Financing Agency (the “FHFA”), the Federal Open Market Committee (the “FOMC”) and the U.S.
−Removed: prepayment rates on mortgages underlying our Agency RMBS and credit trends insofar as they affect prepayment rates;
+Added: government, including the presidential administration,
+Added: the Fed, the Federal Housing Financing
+Added: Agency (the “FHFA”), the Federal Open Market Committee (the “FOMC”) and the U.S.
+Added: prepayment rates on mortgages underlying our Agency RMBS and credit
+Added: trends insofar as they affect prepayment rates;
other market developments.
−Removed: In addition, a variety of factors relating to our business may also impact our results of operations and financial condition.
−Removed: These factors include:
+Added: In addition, a variety of factors relating to our business may also impact our results
+Added: of operations and financial condition.
+Added: factors include:
our degree of leverage;
3 unchanged sentences
the market value of our investments;
−Removed: the requirements to qualify as a REIT and the requirements to qualify for a registration exemption under the Investment Company Act.
−Removed: Results of Operations
−Removed: Described below are the Company’s results of operations for the six and three months ended June 30, 2020, as compared to the Company’s results of operations for the six and three months ended June 30, 2019.
−Removed: Net (Loss) Income Summary
−Removed: Net loss for the six months ended June 30, 2020 was $42.4 million, or $0.65 per share.
−Removed: Net income for the six months ended June 30, 2019 was $14.1 million, or $0.28 per share.
−Removed: Net income for the three months ended June 30, 2020 was $48.8 million, or $0.74 per share.
−Removed: Net income for the three months ended June 30, 2019 was $3.5 million, or $0.07 per share.
−Removed: The components of net (loss) income for the six and three months ended June 30, 2020 and 2019, along with the changes in those components are presented in the table below:
+Added: the requirements to qualify as a REIT and the requirements to qualify for a registration
+Added: exemption under the Investment
+Added: the Company’s
+Added: the Company’s
+Added: Income Summary
+Added: the nine months
+Added: ended September
+Added: $14.4 million,
+Added: the nine months
+Added: ended September
+Added: $5.7 million,
+Added: for the three
+Added: ended September
+Added: $8.5 million,
+Added: of net (loss)
+Added: ended September
+Added: with the changes
+Added: are presented
(in thousands)
−Removed: Six Months Ended June 30,
−Removed: Three Months Ended, June 30,
+Added: Nine Months Ended September 30,
+Added: Three Months Ended, September 30,
Interest income
5 unchanged sentences
GAAP and Non-GAAP Reconciliations
−Removed: In addition to the results presented in accordance with GAAP, our results of operations discussed below include certain non-GAAP financial information, including “Net Earnings Excluding Realized and Unrealized Gains and Losses”, “Economic Interest Expense” and “Economic Net Interest Income.”
+Added: In addition to the results presented in accordance with GAAP,
+Added: our results of operations discussed below include certain
+Added: non-GAAP financial information, including “Net Earnings Excluding Realized and Unrealized Gains and Losses”, “Economic
+Added: Interest Expense” and “Economic Net Interest Income.”
Net Earnings Excluding Realized and Unrealized Gains and Losses
We have elected to account for our Agency RMBS under the fair value option.
−Removed: Securities held under the fair value option are recorded at estimated fair value, with changes in the fair value recorded as unrealized gains or losses through the statements of operations.
−Removed: In addition, we have not designated our derivative financial instruments in hedge accounting relationships, but rather hold them for economic hedging purposes.
−Removed: Changes in fair value of these instruments are presented in a separate line item in the Company’s statements of operations and are not included in interest expense.
−Removed: As such, for financial reporting purposes, interest expense and cost of funds are not impacted by the fluctuation in value of the derivative instruments.
+Added: Securities held under the fair value
+Added: option are recorded at estimated fair value, with changes in the fair value recorded as unrealized gains or losses through
+Added: the statements of operations.
+Added: In addition, we have not designated our derivative financial instruments in hedge accounting relationships, but rather
+Added: hold them for economic hedging purposes.
+Added: Changes in fair value of these instruments are presented in a separate line item
+Added: in the Company’s statements of operations and are not included in interest expense.
+Added: As such, for financial reporting
+Added: purposes, interest expense and cost of funds are not impacted by the fluctuation in value of the derivative instruments.
Presenting net earnings excluding realized and unrealized gains and losses allows management to:
−Removed: (i) isolate the net interest income and other expenses of the Company over time, free of all fair value adjustments and (ii) assess the effectiveness of our funding and hedging strategies on our capital allocation decisions and our asset allocation performance.
−Removed: Our funding and hedging strategies, capital allocation and asset selection are integral to our risk management strategy, and therefore critical to the management of our portfolio.
−Removed: We believe that the presentation of our net earnings excluding realized and unrealized gains is useful to investors because it provides a means of comparing our results of operations to those of our peers who have not elected the same accounting treatment.
−Removed: Our presentation of net earnings excluding realized and unrealized gains and losses may not be comparable to similarly-titled measures of other companies, who may use different calculations.
−Removed: As a result, net earnings excluding realized and unrealized gains and losses should not be considered as a substitute for our GAAP net income (loss) as a measure of our financial performance or any measure of our liquidity under GAAP.
−Removed: The table below presents a reconciliation of our net income (loss) determined in accordance with GAAP and net earnings excluding realized and unrealized gains and losses.
+Added: (i) isolate the net
+Added: interest income and other expenses of the Company over time, free of all fair value adjustments and (ii) assess the
+Added: effectiveness of our funding and hedging strategies on our capital allocation decisions and our asset allocation performance.
+Added: Our funding and hedging strategies, capital allocation and asset selection are integral to our risk management strategy, and
+Added: therefore critical to the management of our portfolio.
+Added: We believe that the presentation of our net earnings excluding realized
+Added: and unrealized gains is useful to investors because it provides a means of comparing our results of operations to those of
+Added: our peers who have not elected the same accounting treatment.
+Added: Our presentation of net earnings excluding realized and
+Added: unrealized gains and losses may not be comparable to similarly-titled measures of other companies, who may use different
+Added: calculations.
+Added: As a result, net earnings excluding realized and unrealized gains and losses should not be considered as a
+Added: substitute for our GAAP net income (loss) as a measure of our financial performance or any measure of our liquidity under
+Added: The table below presents a reconciliation of our net income (loss) determined in accordance with GAAP and net
+Added: earnings excluding realized and unrealized gains and losses.
Net Earnings Excluding Realized and Unrealized Gains and Losses
1 unchanged sentence
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
−Removed: Includes realized and unrealized gains (losses) on RMBS and derivative financial instruments, including net interest income or expense on interest rate swaps .
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
+Added: Includes realized and unrealized gains (losses) on RMBS and derivative financial
+Added: instruments, including net interest income or expense on
+Added: interest rate swaps
Economic Interest Expense and Economic Net Interest Income
−Removed: We use derivative and other hedging instruments, specifically Eurodollar, Fed Funds and Treasury Note (“T-Note”) futures contracts, short positions in U.S.
−Removed: Treasury securities, interest rate swaps and swaptions, to hedge a portion of the interest rate risk on repurchase agreements in a rising rate environment.
+Added: We use derivative and other hedging instruments, specifically Eurodollar,
+Added: Fed Funds and Treasury Note (“T-Note”)
+Added: futures contracts, short positions in U.S.
+Added: Treasury securities, interest rate swaps and swaptions, to hedge a portion of the
+Added: interest rate risk on repurchase agreements in a rising rate environment.
We have not elected to designate our derivative holdings for hedge accounting treatment.
−Removed: Changes in fair value of these instruments are presented in a separate line item in our statements of operations and not included in interest expense.
−Removed: As such, for financial reporting purposes, interest expense and cost of funds are not impacted by the fluctuation in value of the derivative instruments.
−Removed: For the purpose of computing economic net interest income and ratios relating to cost of funds measures, GAAP interest expense has been adjusted to reflect the realized and unrealized gains or losses on certain derivative instruments the Company uses, specifically Eurodollar, Fed Funds and U.S.
−Removed: Treasury futures, and interest rate swaps and swaptions, that pertain to each period presented.
−Removed: We believe that adjusting our interest expense for the periods presented by the gains or losses on these derivative instruments would not accurately reflect our economic interest expense for these periods.
−Removed: The reason is that these derivative instruments may cover periods that extend into the future, not just the current period.
−Removed: Any realized or unrealized gains or losses on the instruments reflect the change in market value of the instrument caused by changes in underlying interest rates applicable to the term covered by the instrument, not just the current period.
−Removed: For each period presented, we have combined the effects of the derivative financial instruments in place for the respective period with the actual interest expense incurred on borrowings to reflect total economic interest expense for the applicable period.
+Added: Changes in fair value of these
+Added: instruments are presented in a separate line item in our statements of operations and not included in interest expense.
+Added: such, for financial reporting purposes, interest expense and cost of funds are not impacted by the fluctuation in value of the
+Added: derivative instruments.
+Added: For the purpose of computing economic net interest income and ratios relating to cost of funds measures, GAAP
+Added: interest expense has been adjusted to reflect the realized and unrealized gains or losses on certain derivative instruments
+Added: the Company uses, specifically Eurodollar, Fed Funds and U.S.
+Added: futures, and interest rate swaps and swaptions,
+Added: that pertain to each period presented.
+Added: We believe that adjusting our interest expense for the periods presented by the gains
+Added: or losses on these derivative instruments would not accurately reflect our economic interest expense for these periods.
+Added: reason is that these derivative instruments may cover periods that extend into the future, not just the current period.
+Added: realized or unrealized gains or losses on the instruments reflect the change in market value of the instrument caused by
+Added: changes in underlying interest rates applicable to the term covered by the instrument, not just the current period.
+Added: period presented, we have combined the effects of the derivative financial instruments in place for the respective period with
+Added: the actual interest expense incurred on borrowings to reflect total economic interest expense for the applicable period.
Interest expense, including the effect of derivative instruments for the period, is referred to as economic interest expense.
−Removed: Net interest income, when calculated to include the effect of derivative instruments for the period, is referred to as economic net interest income.
−Removed: This presentation includes gains or losses on all contracts in effect during the reporting period, covering the current period as well as periods in the future.
−Removed: We believe that economic interest expense and economic net interest income provide meaningful information to consider, in addition to the respective amounts prepared in accordance with GAAP.
−Removed: The non-GAAP measures help management to evaluate its financial position and performance without the effects of certain transactions and GAAP adjustments that are not necessarily indicative of our current investment portfolio or operations.
−Removed: The unrealized gains or losses on derivative instruments presented in our statements of operations are not necessarily representative of the total interest rate expense that we will ultimately realize.
−Removed: This is because as interest rates move up or down in the future, the gains or losses we ultimately realize, and which will affect our total interest rate expense in future periods, may differ from the unrealized gains or losses recognized as of the reporting date.
+Added: Net interest income, when calculated to include the effect of derivative instruments for the period, is referred to as economic
+Added: net interest income.
+Added: This presentation includes gains or losses on all contracts in effect during the reporting period, covering
+Added: the current period as well as periods in the future.
+Added: We believe that economic interest expense and economic net interest income provide meaningful information to
+Added: consider, in addition to the respective amounts prepared in accordance with GAAP.
+Added: The non-GAAP measures help
+Added: management to evaluate its financial position and performance without the effects of certain transactions and GAAP
+Added: adjustments that are not necessarily indicative of our current investment portfolio or operations.
+Added: The unrealized gains or
+Added: losses on derivative instruments presented in our statements of operations are not necessarily representative of the total
+Added: interest rate expense that we will ultimately realize.
+Added: This is because as interest rates move up or down in the future, the
+Added: gains or losses we ultimately realize, and which will affect our total interest rate expense in future periods, may differ from
+Added: the unrealized gains or losses recognized as of the reporting date.
Our presentation of the economic value of our hedging strategy has important limitations.
−Removed: First, other market participants may calculate economic interest expense and economic net interest income differently than the way we calculate them.
−Removed: Second, while we believe that the calculation of the economic value of our hedging strategy described above helps to present our financial position and performance, it may be of limited usefulness as an analytical tool.
−Removed: Therefore, the economic value of our investment strategy should not be viewed in isolation and is not a substitute for interest expense and net interest income computed in accordance with GAAP.
−Removed: The tables below present a reconciliation of the adjustments to interest expense shown for each period relative to our derivative instruments, and the income statement line item, gains (losses) on derivative instruments, calculated in accordance with GAAP for each quarter of 2020 to date and 2019.
+Added: First, other market
+Added: participants may calculate economic interest expense and economic net interest income differently than the way we
+Added: calculate them.
+Added: Second, while we believe that the calculation of the economic value of our hedging strategy described
+Added: above helps to present our financial position and performance, it may be of limited usefulness as an analytical tool.
+Added: Therefore, the economic value of our investment strategy should not be viewed in isolation and is not a substitute for
+Added: interest expense and net interest income computed in accordance with GAAP.
+Added: The tables below present a reconciliation of the adjustments to interest expense shown for each period relative to our
+Added: derivative instruments, and the income statement line item, gains (losses) on derivative instruments, calculated in
+Added: accordance with GAAP for each quarter of 2020 to date and 2019.
Gains (Losses) on Derivative Instruments
6 unchanged sentences
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
Economic Interest Expense and Economic Net Interest Income
3 unchanged sentences
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
−Removed: Reflects the effect of derivative instrument hedges for only the period presented.
−Removed: Calculated by adding the effect of derivative instrument hedges attributed to the period presented to GAAP interest expense.
−Removed: Calculated by adding the effect of derivative instrument hedges attributed to the period presented to GAAP net interest income.
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
+Added: Reflects the effect of derivative instrument hedges for only the
+Added: period presented.
+Added: Calculated by adding the effect of derivative instrument hedges
+Added: attributed to the period presented to GAAP interest expense.
+Added: Calculated by adding the effect of derivative instrument hedges
+Added: attributed to the period presented to GAAP net interest income.
Net Interest Income
−Removed: During the six months ended June 30, 2020, we generated $41.9 million of net interest income, consisting of $62.9 million of interest income from RMBS assets offset by $21.0 million of interest expense on borrowings.
−Removed: For the comparable period ended June 30, 2019, we generated $27.6 million of net interest income, consisting of $68.9 million of interest income from RMBS assets offset by $41.3 million of interest expense on borrowings.
−Removed: The $6.0 million decrease in interest income was due to a 39 basis point ("bps") decrease in the yield on average RMBS, which was partially offset by a $18.6 million increase in average RMBS.
−Removed: The $20.3 million decrease in interest expense was due to a 136 bps decrease in the average cost of funds, partially offset by a $38.8 million increase in average outstanding borrowings.
−Removed: On an economic basis, our interest expense on borrowings for the six months ended June 30, 2020 and 2019
−Removed: was $31.7 million and $37.4 million, respectively, resulting in $31.3 million and $31.5 million of economic net interest income, respectively.
−Removed: During the three months ended June 30, 2020, we generated $22.8 million of net interest income, consisting of $27.3 million of interest income from RMBS assets offset by $4.5 million of interest expense on borrowings.
−Removed: For the three months ended June 30, 2019, we generated $14.0 million of net interest income, consisting of $36.5 million of interest income from RMBS assets offset by $22.4 million of interest expense on borrowings.
−Removed: The $9.2 million decrease in interest income was due to a 92 bps decrease in the yield on average RMBS, combined with a $181.1 million decrease in average RMBS.
−Removed: The $18.0 million decrease in interest expense was due to a 230 bps decrease in the average cost of funds, combined with a $105.6 million decrease in average outstanding borrowings.
−Removed: On an economic basis, our interest expense on borrowings for the three months ended June 30, 2020 and 2019 was $10.2 million and $21.0 million, respectively, resulting in $17.0 million and $15.5 million of economic net interest income, respectively.
−Removed: The tables below provide information on our portfolio average balances, interest income, yield on assets, average borrowings, interest expense, cost of funds, net interest income and net interest spread for the six months ended June 30, 2020 and 2019 and each quarter of 2020 to date and 2019 on both a GAAP and economic basis.
+Added: ended September
+Added: $67.1 million
+Added: of net interest
+Added: income, consisting
+Added: of $90.2 million
+Added: interest income
+Added: assets offset
+Added: by $23.0 million
+Added: For the comparable
+Added: $41.2 million
+Added: of net interest
+Added: income, consisting
+Added: interest income
+Added: offset by $63.6
+Added: million decrease
+Added: average RMBS,
+Added: combined with
+Added: a $71.4 million
+Added: average RMBS.
+Added: million decrease
+Added: in the average
+Added: cost of funds,
+Added: combined with
+Added: $88.7 million
+Added: average outstanding
+Added: On an economic
+Added: 2019 was $40.6
+Added: $58.5 million,
+Added: respectively, resulting
+Added: in $49.6 million
+Added: interest income,
+Added: respectively.
+Added: ended September
+Added: $25.2 million
+Added: of net interest
+Added: income, consisting
+Added: of $27.2 million
+Added: interest income
+Added: assets offset
+Added: by $2.0 million
+Added: For the three
+Added: 2019, we generated
+Added: $13.6 million
+Added: of net interest
+Added: income, consisting
+Added: of $35.9 million
+Added: offset by $22.3
+Added: interest expense
+Added: on borrowings.
+Added: The $8.7 million
+Added: interest income
+Added: a 73 bps decrease
+Added: average RMBS,
+Added: combined with
+Added: a $251.5 million
+Added: average RMBS.
+Added: million decrease
+Added: 225 bps decrease
+Added: in the average
+Added: cost of funds,
+Added: combined with
+Added: a $343.7 million
+Added: average outstanding
+Added: On an economic
+Added: for the three
+Added: 2019 was $8.9
+Added: $21.1 million,
+Added: respectively, resulting
+Added: in $18.3 million
+Added: interest income,
+Added: respectively.
+Added: below provide
+Added: on our portfolio
+Added: average balances,
+Added: interest income,
+Added: assets, average
+Added: expense, cost
+Added: of funds, net
+Added: the nine months
+Added: ended September
+Added: 2019 and each
($ in thousands)
1 unchanged sentence
Average Cost of Funds
−Removed: Borrowings (1)
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
($ in thousands)
2 unchanged sentences
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
−Removed: Portfolio yields and costs of borrowings presented in the tables above and the tables on pages 30 and 31 are
−Removed: calculated based on the average balances of the underlying investment portfolio/borrowings balances and are annualized for the periods presented.
−Removed: Average balances for quarterly periods are calculated using two data points, the beginning and ending balances.
−Removed: Economic interest expense and economic net interest income presented in the table above and the tables on page 31 includes the effect of our derivative instrument hedges for only the periods presented.
−Removed: (3) Represents interest cost of our borrowings and the effect of derivative instrument hedges attributed to the period divided by average RMBS.
−Removed: (4) Economic net interest spread is calculated by subtracting average economic cost of funds from realized yield on average RMBS.
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
+Added: Portfolio yields and costs of borrowings presented in the tables above
+Added: and the tables on pages 34 and 35 are calculated based on the
+Added: average balances of the underlying investment portfolio/borrowings
+Added: balances and are annualized for the periods presented.
+Added: balances for quarterly periods are calculated using two data points, the
+Added: beginning and ending balances.
+Added: Economic interest expense and economic net interest income
+Added: presented in the table above and the tables on page 31 includes
+Added: of our derivative instrument hedges for only the periods presented.
+Added: (3) Represents
+Added: interest cost of our borrowings and the effect of derivative
+Added: instrument hedges attributed to the period divided by average
+Added: net interest spread is calculated by subtracting average economic
+Added: cost of funds from realized yield on average RMBS.
Interest Income and Average Asset Yield
−Removed: Our interest income for the six months ended June 30, 2020 and 2019 was $62.9 million and $68.9 million, respectively.
−Removed: We had average RMBS holdings of $3,198.3 million and $3,179.7 million for the six months ended June 30, 2020 and 2019, respectively.
−Removed: The yield on our portfolio was 3.94% and 4.33% for the six months ended June 30, 2020 and 2019, respectively.
−Removed: For the six months ended June 30, 2020 as compared to the six months ended June 30, 2019, there was a $6.0 million decrease in interest income due to the 39 bps decrease in the yield on average RMBS, partially offset by the $18.6 million increase in average RMBS.
−Removed: Our interest income for the three months ended June 30, 2020 and 2019 was $27.3 million and $36.5 million, respectively.
−Removed: We had average RMBS holdings of $3,126.8 million and $3,307.9 million for the three months ended June 30, 2020 and 2019, respectively.
−Removed: The yield on our portfolio was 3.49% and 4.41% for the three months ended June 30, 2020 and 2019, respectively.
−Removed: For the three months ended June 30, 2020 as compared to the three months ended June 30, 2019, there was a $9.2 million decrease in interest income due to the 92 bps decrease in the yield on average RMBS, combined with the $181.1 million decrease in average RMBS.
−Removed: The table below presents the average portfolio size, income and yields of our respective sub-portfolios, consisting of structured RMBS and PT RMBS, for the six months ended June 30, 2020 and 2019, and for each quarter of 2020 to date and 2019.
+Added: 2019 was $90.2
+Added: $104.8 million,
+Added: respectively.
+Added: RMBS holdings
+Added: $3,344.5 million
+Added: respectively.
+Added: our portfolio
+Added: 2019, respectively.
+Added: the nine months
+Added: ended September
+Added: the nine months
+Added: ended September
+Added: $14.6 million
+Added: interest income
+Added: 51 bps decrease
+Added: RMBS, combined
+Added: with the $71.4
+Added: million decrease
+Added: average RMBS.
+Added: 2019 was $27.2
+Added: $35.9 million,
+Added: respectively.
+Added: RMBS holdings
+Added: $3,674.1 million
+Added: for the three
+Added: respectively.
+Added: our portfolio
+Added: for the three
+Added: September 30,
+Added: 2020 and 2019,
+Added: respectively.
+Added: interest income
+Added: 73 bps decrease
+Added: combined with
+Added: million decrease
+Added: average RMBS.
+Added: below presents
+Added: of our respective
+Added: sub-portfolios,
+Added: of structured
+Added: for each quarter
+Added: date and 2019.
($ in thousands)
3 unchanged sentences
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
Interest Expense and the Cost of Funds
−Removed: We had average outstanding borrowings of $3,060.8 million and $3,022.0 million and total interest expense of $21.0 million and $41.3 million for the six months ended June 30, 2020 and 2019, respectively.
−Removed: Our average cost of funds was 1.37% for the six months ended June 30, 2020, compared to 2.73% for the comparable period in 2019.
−Removed: The $20.3 million decrease in interest expense was due to the 136 bps decrease in the average cost of
−Removed: funds, partially offset by a $38.8 million increase in average outstanding borrowings during the six months ended June 30, 2020 as compared to the six months ended June 30, 2019.
−Removed: Our economic interest expense was $31.7 million and $37.4 million for the six months ended June 30, 2020 and 2019, respectively.
−Removed: There was a 41 bps decrease in the average economic cost of funds to 2.07% for the six months ended June 30, 2020 from 2.48% for the six months ended June 30, 2019.
−Removed: We had average outstanding borrowings of $2,992.5 million and $3,098.1 million and total interest expense of $4.5 million and $22.4 million for the three months ended June 30, 2020 and 2019, respectively.
−Removed: Our average cost of funds was 0.60% and 2.90% for three months ended June 30, 2020 and 2019, respectively.
−Removed: There was a 230 bps decrease in the average cost of funds and a $105.6 million decrease in average outstanding borrowings during the three months ended June 30, 2020, compared to the three months ended June 30, 2019.
−Removed: Our economic interest expense was $10.2 million and $21.0 million for the three months ended June 30, 2020 and 2019, respectively.
−Removed: There was a 134 bps decrease in the average economic cost of funds to 1.37% for the three months ended June 30, 2020 from 2.71% for the three months ended June 30, 2019.
−Removed: Since all of our repurchase agreements are short-term, changes in market rates directly affect our interest expense.
−Removed: Our average cost of funds calculated on a GAAP basis was 5 bps above the average one-month LIBOR and 10 bps below the average six-month LIBOR for the quarter ended June 30, 2020.
−Removed: Our average economic cost of funds was 82 bps above the average one-month LIBOR and 67 bps above the average six-month LIBOR for the quarter ended June 30, 2020.
−Removed: The average term to maturity of the outstanding repurchase agreements increased to 30 days at June 30, 2020 from 25 days at December 31, 2019.
−Removed: The tables below present the average balance of borrowings outstanding, interest expense and average cost of funds, and average one-month and six-month LIBOR rates for the six months ended June 30, 2020 and 2019, and for each quarter in 2020 to date and 2019 on both a GAAP and economic basis.
+Added: We had average
+Added: of $3,116.6 million
+Added: total interest
+Added: $23.0 million
+Added: the nine months
+Added: ended September
+Added: 2019, respectively.
+Added: cost of funds
+Added: ended September
+Added: the comparable
+Added: million decrease
+Added: 166 bps decrease
+Added: in the average
+Added: cost of funds,
+Added: combined with
+Added: $88.7 million
+Added: ended September
+Added: the nine months
+Added: ended September
+Added: interest expense
+Added: $58.5 million
+Added: respectively.
+Added: economic cost
+Added: the nine months
+Added: ended September
+Added: the nine months
+Added: ended September
+Added: We had average
+Added: $3,571.8 million
+Added: respectively.
+Added: 2019, respectively.
+Added: cost of funds
+Added: million decrease
+Added: ended September
+Added: ended September
+Added: interest expense
+Added: was $8.9 million
+Added: respectively.
+Added: in the average
+Added: economic cost
+Added: 1.11% for the three
+Added: September 30,
+Added: our repurchase
+Added: are short-term,
+Added: directly affect
+Added: of funds calculated
+Added: bps above the
+Added: average one-month
+Added: ended September
+Added: economic cost
+Added: bps above the
+Added: average six-month
+Added: ended September
+Added: term to maturity
+Added: of the outstanding
+Added: 30, 2020 from
+Added: below present
+Added: interest expense
+Added: cost of funds,
+Added: and six-month
+Added: for each quarter
+Added: economic basis.
($ in thousands)
2 unchanged sentences
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
Average GAAP Cost of Funds
4 unchanged sentences
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
Gains or Losses
−Removed: The table below presents our gains or losses for the six and three months ended June 30, 2020 and 2019.
+Added: below presents
+Added: or losses for
+Added: ended September
(in thousands)
−Removed: Six Months Ended June 30,
−Removed: Three Months Ended June 30,
+Added: Nine Months Ended September 30,
+Added: Three Months Ended September 30,
Realized (losses) gains on sales of RMBS
−Removed: Unrealized gains on RMBS
−Removed: Total gains on RMBS
+Added: Unrealized gains (losses) on RMBS
+Added: (losses) on RMBS
Losses on interest rate futures
−Removed: Losses on interest rate swaps
−Removed: Losses on payer swaptions
−Removed: Losses on TBA securities
−Removed: Losses on U.S.
−Removed: Treasury securities - short
−Removed: Total (losses) gains from derivative instruments
−Removed: We invest in RMBS with the intent to earn net income from the realized yield on those assets over their related funding and hedging costs, and not for the purpose of making short term gains from sales.
−Removed: However, we have sold, and may continue to sell, existing assets to acquire new assets, which our management believes might have higher risk-adjusted returns in light of current or anticipated interest rates, federal government programs or general economic conditions or to manage our balance sheet as part of our asset/liability management strategy.
−Removed: During the six months ended June 30, 2020 and 2019, we received proceeds of $2,023.3 million and $1,689.7 million, respectively, from the sales of RMBS.
−Removed: Most of these sales during the six months ended June 30, 2020 occurred during the second half of March 2020 as we sold assets in order to maintain sufficient cash and liquidity and reduce risk associated with the market turmoil brought about by COVID-19.
−Removed: During the three months ended June 30, 2020 and 2019, we received proceeds of $214.5 million and $1,034.4 million, respectively, from the sales of RMBS.
−Removed: Realized and unrealized gains and losses on RMBS are driven in part by changes in yields and interest rates, which affect the pricing of the securities in our portfolio.
−Removed: Gains and losses on interest rate futures contracts are affected by changes in implied forward rates during the reporting period.
−Removed: The table below presents historical interest rate data for each quarter end during 2020 to date and 2019.
+Added: (Losses) gains on interest rate swaps
+Added: (Losses) gains on payer swaptions
+Added: (Losses) gains on TBA securities
+Added: (Losses) gains on U.S.
+Added: Treasury securities -
+Added: Total (losses)
+Added: gains from derivative instruments
+Added: yield on those
+Added: their related
+Added: However, we have
+Added: sold, and may
+Added: existing assets
+Added: assets, which
+Added: our management
+Added: believes might
+Added: risk-adjusted
+Added: light of current
+Added: or anticipated
+Added: interest rates,
+Added: federal government
+Added: general economic
+Added: sheet as part
+Added: of our asset/liability
+Added: the nine months
+Added: ended September
+Added: 2019, we received
+Added: $2,692.2 million
+Added: respectively, from
+Added: Most of these
+Added: the nine months
+Added: ended September
+Added: 30, 2020 occurred
+Added: half of March
+Added: maintain sufficient
+Added: cash and liquidity
+Added: risk associated
+Added: with the market
+Added: brought about
+Added: ended September
+Added: 2019, we received
+Added: $668.9 million
+Added: $258.3 million,
+Added: respectively, from
+Added: losses on RMBS
+Added: interest rates,
+Added: of the securities
+Added: in our portfolio.
+Added: Gains and losses
+Added: contracts are
+Added: implied forward
+Added: the reporting
+Added: below presents
+Added: for each quarter
Mortgage Rate
Mortgage Rate
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Historical 5 and 10 Year U.S.
−Removed: Treasury Rates are obtained from quoted end of day prices on the Chicago Board
−Removed: Options Exchange.
−Removed: Historical 30 Year and 15 Year Fixed Rate Mortgage Rates are obtained from Freddie Mac’s Primary Mortgage Market Survey.
−Removed: Historical LIBOR is obtained from the Intercontinental Exchange Benchmark Administration Ltd.
−Removed: For the six and three months ended June 30, 2020, the Company’s total operating expenses were approximately $4.9 million and $2.8 million, respectively, compared to approximately $5.0 million and $2.8 million, respectively, for the six and three months ended June 30, 2019.
−Removed: The table below presents a breakdown of operating expenses for the six and three months ended June 30, 2020 and 2019.
+Added: Historical 5 and 10 Year
+Added: Treasury Rates are obtained from quoted
+Added: end of day prices on the Chicago Board Options Exchange.
+Added: Historical 30 Year and
+Added: 15 Year Fixed
+Added: Rate Mortgage Rates are obtained from Freddie Mac’s
+Added: Primary Mortgage Market Survey.
+Added: Historical LIBOR is obtained from the Intercontinental Exchange Benchmark
+Added: Administration Ltd.
+Added: and three months
+Added: ended September
+Added: 30, 2020, the
+Added: Company’s total
+Added: operating expenses
+Added: were approximately
+Added: and $2.8 million,
+Added: respectively, compared
+Added: to approximately
+Added: and $2.6 million,
+Added: respectively, for the
+Added: and three months
+Added: ended September
+Added: The table below
+Added: presents a breakdown
+Added: ended September
(in thousands)
−Removed: Six Months Ended June 30,
−Removed: Three Months Ended June 30,
+Added: Nine Months Ended September 30,
+Added: Three Months Ended September 30,
Management fees
6 unchanged sentences
Total expenses
−Removed: We are externally managed and advised by Bimini Advisors, LLC (the “Manager”) pursuant to the terms of a management agreement.
−Removed: The management agreement has been renewed through February 20, 2021 and provides for automatic one-year extension options thereafter and is subject to certain termination rights.
−Removed: Under the terms of the management agreement, the Manager is responsible for administering the business activities and day-to-day operations of the Company.
−Removed: The Manager receives a monthly management fee in the amount of:
+Added: We are externally managed and advised by Bimini Advisors, LLC (the “Manager”) pursuant
+Added: to the terms of a management
+Added: The management agreement has been renewed through February 20,
+Added: 2021 and provides for automatic one-year extension
+Added: options thereafter and is subject to certain termination rights.
+Added: Under the terms of the management agreement, the Manager is
+Added: responsible for administering the business activities and day-to-day operations of
+Added: The Manager receives a monthly
+Added: management fee in the amount of:
One-twelfth of 1.5% of the first $250 million of the Company’s month end equity, as defined in the management agreement,
−Removed: One-twelfth of 1.25% of the Company’s month end equity that is greater than $250 million and less than or equal to $500 million, and
One-twelfth of 1.25% of the Company’s month end equity that is greater than $250 million
−Removed: The Company is obligated to reimburse the Manager for any direct expenses incurred on its behalf and to pay the Manager the Company’s pro rata portion of certain overhead costs set forth in the management agreement.
−Removed: Should the Company terminate the management agreement without cause, it will pay the Manager a termination fee equal to three times the average annual management fee, as defined in the management agreement, before or on the last day of the term of the agreement.
−Removed: The following table summarizes the management fee and overhead allocation expenses for each quarter in 2020 to date and 2019.
+Added: and less than or equal to $500
+Added: One-twelfth of 1.00% of the Company’s month end equity that is greater than $500 million.
+Added: The Company is obligated to reimburse the Manager for any direct expenses incurred
+Added: on its behalf and to pay the Manager the
+Added: Company’s pro rata portion of certain overhead costs set forth in the management agreement.
+Added: Should the Company terminate the
+Added: management agreement without cause, it will pay the Manager a termination
+Added: fee equal to three times the average annual management
+Added: fee, as defined in the management agreement, before or on the last day of the term of
+Added: the agreement.
+Added: The following table summarizes the management fee and overhead allocation expenses
+Added: for each quarter in 2020 to date and
($ in thousands)
1 unchanged sentence
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: June 30, 2019
−Removed: Financial Condition:
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: September 30, 2019
Mortgage-Backed Securities
−Removed: As of June 30, 2020, our RMBS portfolio consisted of $3,304.8 million of Agency RMBS at fair value and had a weighted average coupon on assets of 3.68%.
−Removed: During the six months ended June 30, 2020, we received principal repayments of $260.8 million compared to $229.6 million for the six months ended June 30, 2019.
−Removed: The average prepayment speeds for the quarters ended June 30, 2020 and 2019 were 16.3% and 11.4%, respectively.
−Removed: The following table presents the 3-month constant prepayment rate (“CPR”) experienced on our structured and PT RMBS sub-portfolios, on an annualized basis, for the quarterly periods presented.
−Removed: CPR is a method of expressing the prepayment rate for a mortgage pool that assumes that a constant fraction of the remaining principal is prepaid each month or year.
−Removed: Specifically, the CPR in the chart below represents the three month prepayment rate of the securities in the respective asset category.
−Removed: Assets that were not owned for the entire quarter have been excluded from the calculation.
−Removed: The exclusion of certain assets during periods of high trading activity can create a very high, and often volatile, reliance on a small sample of underlying loans.
+Added: As of September
+Added: our RMBS portfolio
+Added: $3,540.4 million
+Added: of Agency RMBS
+Added: at fair value
+Added: average coupon
+Added: ended September
+Added: principal repayments
+Added: million compared
+Added: the nine months
+Added: ended September
+Added: ended September
+Added: 16.4%, respectively.
+Added: The following
+Added: table presents
+Added: the 3-month constant
+Added: experienced on
+Added: our structured
+Added: sub-portfolios,
+Added: on an annualized
+Added: the quarterly
+Added: periods presented.
+Added: CPR is a method
+Added: of expressing
+Added: the prepayment
+Added: rate for a mortgage
+Added: pool that assumes
+Added: that a constant
+Added: the remaining
+Added: month or year.
+Added: Specifically, the
+Added: CPR in the chart
+Added: below represents
+Added: the three month
+Added: prepayment rate
+Added: of the securities
+Added: in the respective
+Added: were not owned
+Added: for the entire
+Added: been excluded
+Added: from the calculation.
+Added: The exclusion
+Added: assets during
+Added: periods of high
+Added: trading activity
+Added: and often volatile,
+Added: a small sample
+Added: of underlying
Three Months Ended
2 unchanged sentences
Portfolio (%)
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: The following tables summarize certain characteristics of the Company’s PT RMBS and structured RMBS as of June 30, 2020 and December 31, 2019:
+Added: The following
+Added: tables summarize
+Added: certain characteristics
+Added: of the Company’s
($ in thousands)
Asset Category
−Removed: June 30, 2020
+Added: September 30, 2020
Adjustable Rate RMBS
15 unchanged sentences
($ in thousands)
−Removed: June 30, 2020
+Added: September 30, 2020
December 31, 2019
4 unchanged sentences
Total Portfolio
−Removed: June 30, 2020
+Added: September 30, 2020
December 31, 2019
4 unchanged sentences
Effective Duration
−Removed: Effective duration is the approximate percentage change in price for a 100 bps change in rates.
−Removed: An effective duration of 2.010 indicates that an interest rate increase of 1.0% would be expected to cause a 2.010% decrease in the value of the RMBS in the Company’s investment portfolio at June 30, 2020.
−Removed: An effective duration of 2.780 indicates that an interest rate increase of 1.0% would be expected to cause a 2.780% decrease in the value of the RMBS in the Company’s investment portfolio at December 31, 2019.
−Removed: These figures include the structured securities in the portfolio, but do not include the effect of the Company’s funding cost hedges.
−Removed: Effective duration quotes for individual investments are obtained from The Yield Book, Inc.
−Removed: The following table presents a summary of portfolio assets acquired during the six months ended June 30, 2020 and 2019, including securities purchased during the period that settled after the end of the period, if any.
+Added: Effective duration is the approximate percentage change
+Added: in price for a 100 bps change in rates.
+Added: An effective duration of 1.790 indicates that an
+Added: interest rate increase of 1.0% would be expected to cause a 1.790% decrease in
+Added: the value of the RMBS in the Company’s investment
+Added: at September 30, 2020.
+Added: An effective duration of 2.780 indicates that an interest rate
+Added: increase of 1.0% would be expected to cause a 2.780%
+Added: decrease in the value of the RMBS in the Company’s investment
+Added: portfolio at December 31, 2019.
+Added: These figures include the structured
+Added: in the portfolio, but do not include the effect of the Company’s
+Added: funding cost hedges.
+Added: Effective duration quotes for individual investments are
+Added: obtained from The Yield Book, Inc.
+Added: The following
+Added: table presents
+Added: assets acquired
+Added: during the nine
+Added: September 30,
+Added: including securities
+Added: purchased during
+Added: after the end
+Added: of the period,
($ in thousands)
−Removed: Average Price
−Removed: Weighted Average Yield
−Removed: Average Price
−Removed: Weighted Average Yield
Pass-through RMBS
Structured RMBS
−Removed: As of June 30, 2020, we had established borrowing facilities in the repurchase agreement market with a number of commercial banks and other financial institutions and had borrowings in place with 20 of these counterparties.
−Removed: None of these lenders are affiliated with the Company.
−Removed: These borrowings are secured by the
−Removed: Company’s RMBS and cash, and bear interest at prevailing market rates.
−Removed: We believe our established repurchase agreement borrowing facilities provide borrowing capacity in excess of our needs.
−Removed: As of June 30, 2020, we had obligations outstanding under the repurchase agreements of approximately $3,174.7 million with a net weighted average borrowing cost of 0.27%.
−Removed: The remaining maturity of our outstanding repurchase agreement obligations ranged from 1 to 317 days, with a weighted average remaining maturity of 30 days.
−Removed: Securing the repurchase agreement obligations as of June 30, 2020 are RMBS with an estimated fair value, including accrued interest, of approximately $3,304.5 million and a weighted average maturity of 346 months, and cash pledged to counterparties of approximately $35.6 million.
−Removed: Through July 31, 2020, we have been able to maintain our repurchase facilities with comparable terms to those that existed at June 30, 2020 with maturities through May 13, 2021.
−Removed: The table below presents information about our period end, maximum and average balances of borrowings for each quarter in 2020 to date and 2019.
+Added: As of September
+Added: we had established
+Added: in the repurchase
+Added: banks and other
+Added: financial institutions
+Added: and had borrowings
+Added: in place with
+Added: counterparties.
+Added: None of these
+Added: affiliated with
+Added: by the Company’s
+Added: cash, and bear
+Added: at prevailing
+Added: market rates.
+Added: our established
+Added: provide borrowing
+Added: As of September
+Added: we had obligations
+Added: of approximately
+Added: $3,281.3 million
+Added: average borrowing
+Added: cost of 0.24%.
+Added: The remaining
+Added: our outstanding
+Added: 1 to 225 days,
+Added: with a weighted
+Added: average remaining
+Added: as of September
+Added: including accrued
+Added: of approximately
+Added: $3,426.3 million
+Added: and a weighted
+Added: of 341 months,
+Added: and cash pledged
+Added: to counterparties
+Added: of approximately
+Added: $24.8 million.
+Added: Through October
+Added: able to maintain
+Added: our repurchase
+Added: with comparable
+Added: 30, 2020 with
+Added: The table below presents information about our period end, maximum and average balances
+Added: of borrowings for each quarter in
+Added: 2020 to date and 2019.
($ in thousands)
3 unchanged sentences
Three Months Ended
+Added: September 30, 2020
June 30, 2020
4 unchanged sentences
March 31, 2019
−Removed: The lower ending balance relative to the average balance during the quarter ended March 31, 2020 reflects the disposal of RMBS pledged as collateral in order to maintain cash and liquidity in response to the dislocations in the financial and mortgage markets resulting from the economic impacts of COVID-19.
−Removed: During the quarter ended March 31, 2020, the Company’s investment in RMBS decreased $642.1 million.
+Added: The lower ending balance relative to the average balance during the quarter
+Added: ended March 31, 2020 reflects the disposal of RMBS pledged as
+Added: collateral in order to maintain cash and liquidity in response to the dislocations
+Added: in the financial and mortgage markets resulting from the
+Added: economic impacts of COVID-19.
+Added: During the quarter ended March 31, 2020, the Company’s investment
+Added: in RMBS decreased $642.1 million.
Liquidity and Capital Resources
−Removed: Liquidity is our ability to turn non-cash assets into cash, purchase additional investments, repay principal and interest on borrowings, fund overhead, fulfill margin calls and pay dividends.
−Removed: Our principal immediate sources of liquidity include cash balances, unencumbered assets and borrowings under repurchase agreements.
−Removed: Our borrowing capacity will vary over time as the market value of our interest earning assets varies.
−Removed: Our balance sheet also generates liquidity on an on-going basis through payments of principal and interest we receive on our RMBS portfolio.
−Removed: Despite the recent dislocations in the financial and mortgage markets and the economic impacts resulting from COVID-19, management believes that we currently have sufficient liquidity and capital resources available for (a) the acquisition of additional investments consistent with the size and nature of our existing RMBS portfolio, (b) the repayments on borrowings and (c) the payment of dividends to the extent required for our continued qualification as a REIT.
−Removed: We may also generate liquidity from time to time by selling our equity or debt securities in public offerings or private placements.
−Removed: Because our PT RMBS portfolio consists entirely of government and agency securities, we do not anticipate having difficulty converting our assets to cash should our liquidity needs ever exceed our immediately available sources of cash.
−Removed: Our structured RMBS portfolio also consists entirely of governmental agency securities, although they typically do not trade with comparable bid / ask spreads as PT RMBS.
−Removed: However, we anticipate that
−Removed: we would be able to liquidate such securities readily, even in distressed markets, although we would likely do so at prices below where such securities could be sold in a more stable market.
−Removed: To enhance our liquidity even further, we may pledge a portion of our structured RMBS as part of a repurchase agreement funding, but retain the cash in lieu of acquiring additional assets.
−Removed: In this way we can, at a modest cost, retain higher levels of cash on hand and decrease the likelihood we will have to sell assets in a distressed market in order to raise cash.
−Removed: Our strategy for hedging our funding costs typically involves taking short positions in interest rate futures, treasury futures, interest rate swaps, interest rate swaptions or other instruments.
−Removed: When the market causes these short positions to decline in value we are required to meet margin calls with cash.
−Removed: This can reduce our liquidity position to the extent other securities in our portfolio move in price in such a way that we do not receive enough cash via margin calls to offset the derivative related margin calls.
−Removed: If this were to occur in sufficient magnitude, the loss of liquidity might force us to reduce the size of the levered portfolio, pledge additional structured securities to raise funds or risk operating the portfolio with less liquidity.
−Removed: Our master repurchase agreements have no stated expiration, but can be terminated at any time at our option or at the option of the counterparty.
−Removed: However, once a definitive repurchase agreement under a master repurchase agreement has been entered into, it generally may not be terminated by either party.
−Removed: A negotiated termination can occur, but may involve a fee to be paid by the party seeking to terminate the repurchase agreement transaction, as it did during the three months ended March 31, 2020.
−Removed: Under our repurchase agreement funding arrangements, we are required to post margin at the initiation of the borrowing.
−Removed: The margin posted represents the haircut, which is a percentage of the market value of the collateral pledged.
−Removed: To the extent the market value of the asset collateralizing the financing transaction declines, the market value of our posted margin will be insufficient and we will be required to post additional collateral.
−Removed: Conversely, if the market value of the asset pledged increases in value, we would be over collateralized and we would be entitled to have excess margin returned to us by the counterparty.
−Removed: Our lenders typically value our pledged securities daily to ensure the adequacy of our margin and make margin calls as needed, as do we.
−Removed: Typically, but not always, the parties agree to a minimum threshold amount for margin calls so as to avoid the need for nuisance margin calls on a daily basis.
−Removed: Our master repurchase agreements do not specify the haircut;
−Removed: rather haircuts are determined on an individual repurchase transaction basis.
−Removed: Throughout the six months ended June 30, 2020, haircuts on our pledged collateral remained stable and as of June 30, 2020, our weighted average haircut was approximately 4.9% of the value of our collateral.
−Removed: As discussed earlier, we invest a portion of our capital in structured Agency RMBS.
−Removed: We generally do not apply leverage to this portion of our portfolio.
−Removed: The leverage inherent in structured securities replaces the leverage obtained by acquiring PT securities and funding them in the repurchase market.
−Removed: This structured RMBS strategy has been a core element of the Company’s overall investment strategy since inception.
−Removed: However, we have and may continue to pledge a portion of our structured RMBS in order to raise our cash levels, but generally will not pledge these securities in order to acquire additional assets.
−Removed: The following table summarizes the effect on our liquidity and cash flows from contractual obligations for repurchase agreements and interest expense on repurchase agreements.
+Added: to turn non-cash
+Added: cash, purchase
+Added: repay principal
+Added: on borrowings,
+Added: fund overhead,
+Added: fulfill margin
+Added: pay dividends.
+Added: Our principal
+Added: immediate sources
+Added: balances, unencumbered
+Added: under repurchase
+Added: Our borrowing
+Added: capacity will
+Added: vary over time
+Added: as the market
+Added: earning assets
+Added: on an on-going
+Added: basis through
+Added: principal and
+Added: in the financial
+Added: impacts resulting
+Added: believes that
+Added: have sufficient
+Added: liquidity and
+Added: capital resources
+Added: available for
+Added: (a) the acquisition
+Added: with the size
+Added: of our existing
+Added: RMBS portfolio,
+Added: (b) the repayments
+Added: on borrowings
+Added: our continued
+Added: qualification
+Added: generate liquidity
+Added: debt securities
+Added: in public offerings
+Added: PT RMBS portfolio
+Added: consists entirely
+Added: of government
+Added: having difficulty
+Added: to cash should
+Added: our liquidity
+Added: Our structured
+Added: also consists
+Added: agency securities,
+Added: although they
+Added: with comparable
+Added: bid / ask spreads
+Added: However, we anticipate
+Added: that we would
+Added: liquidate such
+Added: readily, even in
+Added: markets, although
+Added: do so at prices
+Added: such securities
+Added: could be sold
+Added: stable market.
+Added: To enhance our liquidity
+Added: even further,
+Added: of our structured
+Added: of a repurchase
+Added: a modest cost,
+Added: retain higher
+Added: the likelihood
+Added: to sell assets
+Added: market in order
+Added: to raise cash.
+Added: costs typically
+Added: involves taking
+Added: short positions
+Added: rate futures,
+Added: treasury futures,
+Added: interest rate
+Added: swaps, interest
+Added: rate swaptions
+Added: or other instruments.
+Added: When the market
+Added: This can reduce
+Added: our liquidity
+Added: to the extent
+Added: other securities
+Added: in our portfolio
+Added: move in price
+Added: calls to offset
+Added: the derivative
+Added: related margin
+Added: liquidity might
+Added: levered portfolio,
+Added: pledge additional
+Added: funds or risk
+Added: the portfolio
+Added: with less liquidity.
+Added: have no stated
+Added: at our option
+Added: option of the
+Added: counterparty.
+Added: once a definitive
+Added: under a master
+Added: has been entered
+Added: into, it generally
+Added: can occur, but
+Added: the repurchase
+Added: as it did during
+Added: agreement funding
+Added: arrangements,
+Added: we are required
+Added: to post margin
+Added: at the initiation
+Added: of the borrowing.
+Added: posted represents
+Added: of the market
+Added: To the extent the market
+Added: asset collateralizing
+Added: the financing
+Added: declines, the
+Added: of our posted
+Added: be insufficient
+Added: post additional
+Added: Conversely, if
+Added: asset pledged
+Added: would be over
+Added: collateralized
+Added: would be entitled
+Added: to have excess
+Added: margin returned
+Added: counterparty.
+Added: pledged securities
+Added: and make margin
+Added: calls as needed,
+Added: Typically, but not always,
+Added: so as to avoid
+Added: nuisance margin
+Added: do not specify
+Added: rather haircuts
+Added: are determined
+Added: on an individual
+Added: the nine months
+Added: ended September
+Added: remained stable
+Added: and as of September
+Added: approximately
+Added: earlier, we invest
+Added: of our capital
+Added: in structured
+Added: of our portfolio.
+Added: leverage obtained
+Added: PT securities
+Added: in the repurchase
+Added: This structured
+Added: RMBS strategy
+Added: of the Company’s
+Added: overall investment
+Added: strategy since
+Added: However, we have
+Added: and may continue
+Added: of our structured
+Added: RMBS in order
+Added: but generally
+Added: will not pledge
+Added: these securities
+Added: acquire additional
+Added: The following
+Added: table summarizes
+Added: the effect on
+Added: our liquidity
+Added: and cash flows
+Added: from contractual
+Added: for repurchase
+Added: interest expense
+Added: on repurchase
(in thousands)
Obligations Maturing
−Removed: Within One Year
−Removed: One to Three Years
−Removed: Three to Five Years
−Removed: More than Five Years
+Added: Three to Five
Repurchase agreements
Interest expense on repurchase agreements
−Removed: Interest expense on repurchase agreements is based on current interest rates as of June 30, 2020 and the remaining term of the liabilities existing at that date.
−Removed: In future periods, we expect to continue to finance our activities in a manner that is consistent with our current operations through repurchase agreements.
−Removed: As of June 30, 2020, we had cash and cash equivalents of $175.3 million.
−Removed: We generated cash flows of $325.2 million from principal and interest payments on our RMBS and had average repurchase agreements outstanding of $3,060.8 million during the six months ended June 30, 2020.
−Removed: Stockholders’ Equity
−Removed: On August 2, 2017, we entered into an equity distribution agreement (the “August 2017 Equity Distribution Agreement”) with two sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate amount of $125,000,000 of shares of our common stock in transactions that were deemed to be “at the market” offerings and privately negotiated transactions.
−Removed: We issued a total of 15,123,178 shares under the August 2017 Equity Distribution Agreement for aggregate gross proceeds of $125.0 million, and net proceeds of approximately $123.1 million, net of commissions and fees, prior to its termination in July 2019.
−Removed: On July 30, 2019, we entered into an underwriting agreement (the “Underwriting Agreement”) with Morgan Stanley & Co.
−Removed: LLC, Citigroup Global Markets Inc.
−Removed: Morgan Securities LLC, as representatives of the underwriters named therein, relating to the offer and sale of 7,000,000 shares of our common stock at a price to the public of $6.55 per share.
−Removed: The underwriters purchased the shares pursuant to the Underwriting Agreement at a price of $6.3535 per share.
−Removed: The closing of the offering of 7,000,000 shares of common stock occurred on August 2, 2019, with net proceeds to us of approximately $44.2 million after deduction of underwriting discounts and commissions and other estimated offering expenses.
−Removed: On January 23, 2020, we entered into an equity distribution agreement (the “January 2020 Equity Distribution Agreement”) with three sales agents pursuant to which we may offer and sell, from time to time, up to an aggregate amount of $200,000,000 of shares of our common stock in transactions that are deemed to be “at the market” offerings and privately negotiated transactions.
−Removed: Through June 30, 2020, we issued a total of 3,170,727 shares under the January 2020 Equity Distribution Agreement for aggregate gross proceeds of $19.8 million, and net proceeds of approximately $19.4 million, net of commissions and fees.
−Removed: The COVID-19 coronavirus that emerged in China in late 2019 and spread to the U.S.
−Removed: during the first quarter of 2020 continues to drive economic activity and markets around the globe during the second quarter.
−Removed: The severe contraction in economic activity in the U.S.
−Removed: that took place in March and April slowly reversed during the second quarter.
−Removed: As businesses across the country closed, shelter-in-place policies took effect throughout most of the U.S.
−Removed: and social distancing was widely practiced.
−Removed: As a result, the spread of the virus slowed and new cases grew at a decelerating rate.
−Removed: These developments led various state and local governments to slowly reverse these restrictions starting in early May.
−Removed: As the restrictive policies were unwound, economic activity resumed and the economic data released in May, June and early July showed the economy was beginning to recover.
−Removed: Financial markets recovered as well and continued stimulus, from both the Fed - via monetary policy and the implementation of various programs designed to stabilize various funding markets – as well as additional aid programs from the Federal government, acted as a stimulant to the recovery.
−Removed: The strong monetary and fiscal support also reduced uncertainty about the ability of the economy to recover.
−Removed: Consistently the Fed in
−Removed: particular has made it clear they will continue to do whatever is necessary to support smooth operations of all financial markets and act as a lender of last resort when needed and appropriate for them to do so.
−Removed: While the economy gradually reopened and economic activity began to recover, the virus re-emerged and the number of new cases of the virus started to grow rapidly – even more rapidly than before the shut-down.
−Removed: This started to occur around mid-June, just as most of the economy and country was resuming all or most forms of activity – inside dining at restaurants, bars, gyms, movie theaters, etc.
−Removed: As the number of new cases have rapidly grown, it has become apparent governments may need to resume at least some of the tight restrictions that were implemented during the March/April period.
−Removed: This will likely entail restricting or eliminating the activities that are assumed to have facilitated the sudden re-emergence of the virus.
−Removed: Examples include closing or restricting bars, inside dining at restaurants and any other activity where large numbers of people are nearby in an enclosed area.
−Removed: The use of face masks is becoming mandatory in many areas as well.
−Removed: This will certainly impact economic activity, although the economic data covering the current period will not be reported until a later date, so we will not be able to gauge to what extent activity has slowed.
−Removed: These developments also cast doubt over the timing of when the economy will be able to sustainably resume normal activity.
−Removed: This in turn raises uncertainty over the level of economic growth that will occur, and the extent of further accommodation needed from the Fed and Congress.
−Removed: A presidential election in November also looms.
−Removed: Throughout the second quarter of 2020 and into the third quarter interest rates in the U.S.
−Removed: Treasury market have been fairly stable.
−Removed: The yield on the 10-year U.S.
−Removed: Treasury note has remained within a 32.5 bps range, and excluding a brief period in early June, the range has been approximately half that.
−Removed: The equity markets have exhibited substantially more volatility, although they continue to recover from the depths of the contraction of March of this year.
−Removed: The backstop to the recovery is a Fed that continuously signals a willingness to provide as much accommodation as needed and the belief in additional stimulus from Washington, although subject to political wrangling that tends to slow the response.
−Removed: Given the uncertainty surrounding the recovery and the timing of when “normal” economic activity may resume, the level of interest rates, especially short term rates, are likely to remain very low and the Fed Funds target range pegged to the effective lower bound of 0%.
−Removed: The Fed has signaled a reluctance to see negative interest rates in the U.S.
−Removed: many times, so their role in maintaining rates at these levels will likely be through forward guidance and/or yield curve control – a practice observed in Japan and Australia.
−Removed: Given the current level of rates and the likelihood rates will remain low means that prepayment speeds will likely remain elevated.
−Removed: During the depths of the virus outbreak when social distancing, shelter-in-place and very low levels of any kind of activity in general were constraining the refinancing of mortgages, it seemed prepayment activity would not be as responsive to low rates as feared.
−Removed: This has not turned out to be the case.
−Removed: Starting in April, prepayment reports have consistently surprised the market to the upside.
−Removed: They would be higher still if originators were not capacity constrained.
−Removed: The primary/secondary spread, or the spread between the current coupon mortgage security (priced at par) and rates available to borrowers is very high – reflecting capacity constraints primarily.
−Removed: Over time it is assumed this spread will narrow as originators add capacity, There is room for rates available to borrowers to decline well below 3% if the primary/secondary spread were to return to historical norms.
−Removed: As a result, refinancing activity is likely to remain very elevated for the foreseeable future.
−Removed: We expect that eventually most borrowers that can will refinance their mortgage.
−Removed: At that point, prepayment speeds will moderate, perhaps meaningfully so.
−Removed: To the extent rates eventually move higher, we expect that prepayment activity would plummet.
−Removed: That day, if it ever comes, does not appear to be near.
−Removed: Such an event will require a return to sustained economic growth.
−Removed: That in turn is predicated on the evolution of the virus and the emergence of an effective, widely available vaccine, if one is to be found.
−Removed: The Agency MBS sector performance for the second quarter of 2020 was not as robust as the first quarter, but still positive at 0.8% for the second quarter, and 3.6% year-to-date.
−Removed: On an absolute return basis for the quarter, Agency MBS trailed most credit sectors – both corporate and non-Agency RMBS/CMBS, as well as Agency CMBS.
−Removed: As the economy recovered, supported by substantial interventions from the Fed and Congress, most sectors of the fixed income markets recovered.
−Removed: For most, while returns were strong for the second quarter – in the high single digits and low double digits in the case of corporate debt and non-Agency RMBS, respectively, year-to-date returns are more modest and in all but a few cases negative year-to-date versus comparable duration U.S.
−Removed: Agency RMBS have generated a -0.8% excess return year-to-date.
−Removed: While negative, this return still exceeds those of most of the fixed income markets.
−Removed: In the current environment prepayment speeds are expected to remain high.
−Removed: Further, for the month of July the Fed purchased over $100 billion of Agency RMBS.
−Removed: The Fed generally purchases between $40 and $45 billion per month as part of their quantitative easing program plus reinvest prepayments on their existing portfolio.
−Removed: The latter figure was approximately $57 billion in July.
−Removed: The Fed tends to purchase the coupons currently in production.
−Removed: As they appear to be an indiscriminate buyer, they remove most of the worst securities in terms of prepayments behavior from the market.
−Removed: This is the case for the coupons they purchase.
−Removed: For those coupons they do not purchase, the market must absorb all that are produced.
−Removed: As a result, the coupons the Fed purchases tend to outperform those not purchased by the Fed.
−Removed: For the latter coupons, specified pools, with favorable prepayment characteristics, become more valuable to investors.
−Removed: Current premiums charged for such securities are at the highest levels ever observed.
−Removed: This is likely to be the case as long as current conditions persist.
−Removed: Recent Legislative and Regulatory Developments
−Removed: The Fed conducted large scale overnight repo operations from late 2019 until July 2020 to address disruptions in the U.S.
−Removed: Treasury, Agency debt and Agency MBS financing markets.
−Removed: These operations ceased in July 2020 after the central bank successfully tamed volatile funding costs that had threatened to cause disruption across the financial system.
−Removed: The Fed has taken a number of other actions to stabilize markets as a result of the impacts of the COVID-19 pandemic.
−Removed: On Sunday, March 15, 2020, the Fed announced a $700 billion asset purchase program to provide liquidity to the U.S.
−Removed: Treasury and Agency MBS markets.
−Removed: Specifically, the Fed announced that it would purchase at least $500 billion of U.S.
−Removed: Treasuries and at least $200 billion of Agency MBS.
−Removed: The Fed also lowered the Fed Funds rate to a range of 0.0% – 0.25%, after having already lowered the Fed Funds rate by 50 bps on March 3, 2020.
−Removed: On June 30, 2020, Fed Chairman Powell announced expectations to maintain interest rates at this level until the Fed is confident that the economy has weathered recent events and is on track to achieve maximum employment and price stability goals.
−Removed: The markets for U.S.
−Removed: Treasuries, Agency MBS and other mortgage and fixed income markets continued to deteriorate following this announcement as investors liquidated investments in response to the economic crisis resulting from the actions to contain and minimize the impacts of the COVID-19 pandemic.
−Removed: Many of these markets experienced severe dislocations during the week following March 15, 2020, which resulted in forced sales of assets to satisfy margin calls.
−Removed: To address these issues in the fixed income and funding markets, on the morning of Monday, March 23, 2020, the Fed announced a program to acquire U.S.
−Removed: Treasuries and Agency MBS in the amounts needed to support smooth market functioning.
−Removed: With these purchases, market conditions improved substantially, and in early April, the Fed began to gradually reduce the pace of these purchases.
−Removed: On June 30, 2020, Chairman Powell also announced the Fed’s intention to increase its holdings of U.S.
−Removed: Treasury securities and Agency MBS over the coming months, at least at the current pace, to sustain smooth market functioning and thereby
−Removed: foster the effective transmission of monetary policy to broader financial conditions.
−Removed: Since March, the Fed has taken various other steps to support certain other fixed income markets, to support mortgage servicers and to implement various portions of the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act.
−Removed: Congress and President Trump have adopted several pieces of legislation in response to the public health and economic impacts resulting from the COVID-19 pandemic.
−Removed: The first two pieces of legislation provided, among other things, emergency funding to develop a vaccine for COVID-19, medical supplies, grants for public health agencies, small business loans, assistance for health systems in other countries, expanded coronavirus testing, paid leave, enhanced unemployment insurance, expanded food security initiatives and increased federal Medicaid funding.
−Removed: The CARES Act was passed by Congress and signed into law by President Trump on March 27, 2020.
−Removed: The CARES Act provides many forms of direct support to individuals and small businesses in order to stem the steep decline in economic activity.
−Removed: This over $2 trillion COVID-19 relief bill, among other things, provided for direct payments to each American making up to $75,000 a year, increased unemployment benefits for up to four months (on top of state benefits), funding to hospitals and health providers, loans and investments to businesses, states and municipalities and grants to the airline industry.
−Removed: On April 24, 2020, President Trump signed an additional funding bill into law that provides an additional $484 billion of funding to individuals, small businesses, hospitals, health care providers and additional coronavirus testing efforts.
−Removed: In January 2019, the Trump administration made statements of its plans to work with Congress to overhaul Fannie Mae and Freddie Mac and expectations to announce a framework for the development of a policy for comprehensive housing finance reform soon.
−Removed: On September 30, 2019, the FHFA announced that Fannie Mae and Freddie Mac were allowed to increase their capital buffers to $25 billion and $20 billion, respectively, from the prior limit of $3 billion each.
−Removed: This step could ultimately lead to Fannie Mae and Freddie Mac being privatized and represents the first concrete step on the road to GSE reform.
−Removed: At this time, however, no decisions have been made on any additional steps to be taken as part of the GSE reform plan and the economic impact of COVID-19 may delay GSE reform plans further.
−Removed: Although the Trump administration has made statements of its intentions to reform housing finance and tax policy, many of these potential policy changes will require congressional action.
−Removed: In 2017, policymakers announced that LIBOR will be replaced by 2021.
−Removed: The directive was spurred by the fact that banks are uncomfortable contributing to the LIBOR panel given the shortage of underlying transactions on which to base levels and the liability associated with submitting an unfounded level.
−Removed: LIBOR will be replaced with a new SOFR, a rate based on U.S.
+Added: Interest expense
+Added: on repurchase
+Added: agreements is
+Added: based on current
+Added: interest rates
+Added: as of September
+Added: the remaining
+Added: term of the liabilities
+Added: expect to continue
+Added: our activities
+Added: that is consistent
+Added: with our current
+Added: As of September
+Added: and cash equivalents
+Added: $475.8 million
+Added: from principal
+Added: and had average
+Added: of $3,116.6 million
+Added: ended September
+Added: Stockholders’
+Added: On August 2, 2017, we entered into an equity distribution agreement (the “August 2017
+Added: Equity Distribution Agreement”) with two
+Added: sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate amount
+Added: of $125,000,000 of shares of our
+Added: common stock in transactions that were deemed to be “at the market” offerings and privately
+Added: negotiated transactions.
+Added: We issued a total
+Added: of 15,123,178 shares under the August 2017 Equity Distribution Agreement for
+Added: aggregate gross proceeds of $125.0 million, and net
+Added: proceeds of approximately $123.1 million, net of commissions and fees, prior to
+Added: its termination in July 2019.
+Added: On July 30, 2019, we entered into an underwriting agreement (the “Underwriting Agreement”)
+Added: with Morgan Stanley & Co.
+Added: Citigroup Global Markets Inc.
+Added: Morgan Securities LLC, as representatives of the underwriters named therein, relating to the
+Added: offer and sale of 7,000,000 shares of our common stock at a price to the public of $6.55 per
+Added: The underwriters purchased the
+Added: shares pursuant to the Underwriting Agreement at a price of $6.3535 per share.
+Added: of the offering of 7,000,000 shares of
+Added: common stock occurred on August 2, 2019, with net proceeds to us of approximately
+Added: $44.2 million after deduction of underwriting
+Added: discounts and commissions and other estimated offering expenses.
+Added: On January 23, 2020, we entered into an equity distribution agreement (the “January
+Added: 2020 Equity Distribution Agreement”) with
+Added: three sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate amount
+Added: of $200,000,000 of shares
+Added: of our common stock in transactions that were deemed to be “at the market” offerings and
+Added: privately negotiated transactions.
+Added: a total of 3,170,727 shares under the January 2020 Equity Distribution Agreement for aggregate
+Added: gross proceeds of $19.8 million, and
+Added: net proceeds of approximately $19.4 million, net of commissions and fees, prior to
+Added: its termination in August 2020.
+Added: On August 4, 2020, we entered into an equity distribution agreement (the “August 2020
+Added: Equity Distribution Agreement”) with four
+Added: sales agents pursuant to which we may offer and sell, from
+Added: time to time, up to an aggregate amount of $150,000,000 of shares of our
+Added: common stock in transactions that are deemed to be “at the market” offerings and privately
+Added: negotiated transactions.
+Added: September 30, 2020, we issued a total of 3,073,326 shares under the August 2020 Equity Distribution
+Added: Agreement for aggregate gross
+Added: proceeds of approximately $15.8 million, and net proceeds of approximately $15.6 million,
+Added: net of commissions and fees.
+Added: Economic Summary
+Added: that emerged in
+Added: China in late
+Added: 2019 and spread
+Added: during the first
+Added: quarter of 2020
+Added: be the driving
+Added: economic activity
+Added: both in the U.S.
+Added: in our second
+Added: earnings release,
+Added: cases of COVID-19
+Added: were starting
+Added: to surge in the
+Added: August, particularly
+Added: By late summer
+Added: the surge subsided
+Added: optimism rebounded
+Added: by most measures
+Added: As the weather
+Added: and people spend
+Added: start to increase
+Added: to be happening
+Added: the fourth quarter,
+Added: northern states
+Added: To date governments have
+Added: not responded
+Added: with such drastic
+Added: measures such
+Added: like we saw in
+Added: with the spring
+Added: and summer, hospitalizations
+Added: and serious cases
+Added: occurring less
+Added: frequently, and the medical
+Added: adept at dealing
+Added: with the more
+Added: severe cases.
+Added: recovery from
+Added: the severe contraction
+Added: that occurred
+Added: in the spring
+Added: However, the “V”
+Added: of the recovery
+Added: are over, at least
+Added: on a broad basis.
+Added: sectors approaching
+Added: levels of activity
+Added: last seen before
+Added: the pandemic,
+Added: short of such
+Added: A few sectors
+Added: have surpassed
+Added: pandemic levels
+Added: – importantly
+Added: housing among
+Added: them, as well
+Added: as retail sales.
+Added: However, the leisure
+Added: and hospitality
+Added: below pre-pandemic
+Added: activity levels
+Added: expected to fully
+Added: the near term.
+Added: The consequence
+Added: unbalanced recovery
+Added: go to get back
+Added: as the unemployment
+Added: rate was reported
+Added: early October.
+Added: While progress
+Added: towards finding
+Added: a vaccine continues,
+Added: with many efforts
+Added: promise, widespread
+Added: viable vaccine
+Added: appears to be
+Added: also been made
+Added: the treatment
+Added: to the latter.
+Added: The lower death
+Added: and hospitalization
+Added: may be a result
+Added: of the former.
+Added: Congress passed
+Added: the CARES Act
+Added: below) quickly
+Added: to the pandemic’s
+Added: emergence this
+Added: followed with
+Added: additional legislation
+Added: over the ensuing
+Added: However, as certain
+Added: provisions of
+Added: the CARES Act
+Added: have expired,
+Added: such as supplemental
+Added: the end of July, there
+Added: be a need for
+Added: additional stimulus
+Added: economy to deal
+Added: with the uneven
+Added: level of unemployment.
+Added: However, the government
+Added: has been unable
+Added: reach an agreement
+Added: on additional
+Added: appears the politicians
+Added: in Washington and
+Added: media are focused
+Added: the presidential
+Added: and a compromise
+Added: on additional
+Added: hand has provided,
+Added: and continues
+Added: as much support
+Added: to the markets
+Added: and the economy
+Added: as it can within
+Added: the constraints
+Added: of its mandate.
+Added: During the third
+Added: quarter of 2020,
+Added: the Fed unveiled
+Added: a new monetary
+Added: policy framework
+Added: allow the Fed
+Added: Funds rate to
+Added: low, even if inflation
+Added: to temporarily
+Added: 2% target level.
+Added: look past the
+Added: presence of very
+Added: markets, should
+Added: they be present
+Added: a significant
+Added: on the unemployment
+Added: rate as a key
+Added: impending inflation.
+Added: could steepen
+Added: curve as short
+Added: term rates could
+Added: for a considerable
+Added: but longer term
+Added: rise given the
+Added: let inflation
+Added: in the future
+Added: as the economy
+Added: Interest Rates
+Added: Interest rates
+Added: a tight range
+Added: throughout the
+Added: third quarter
+Added: of 2020 and seem
+Added: so for the short
+Added: especially given
+Added: the change to
+Added: the Fed’s monetary
+Added: policy framework.
+Added: With realized
+Added: levels of volatility
+Added: low by historical
+Added: Mortgage rates
+Added: continue to slowly
+Added: however, as originators
+Added: can handle ever
+Added: levels of production
+Added: The spread between
+Added: rates available
+Added: yield on a current
+Added: coupon mortgage,
+Added: the Primary/Secondary
+Added: spread, has continued
+Added: spread is still
+Added: above long-term
+Added: average levels
+Added: meaning either
+Added: rates available
+Added: levels should
+Added: rates increase,
+Added: or they could
+Added: In either case,
+Added: levels on RMBS
+Added: to remain high
+Added: for the foreseeable
+Added: The Agency RMBS
+Added: The Agency RMBS
+Added: market continues
+Added: to be essentially
+Added: bifurcated with
+Added: rate mortgages,
+Added: of 1.5% through
+Added: be soon in the
+Added: daily purchases
+Added: activity maintains
+Added: price pressure
+Added: under these coupons,
+Added: and they benefit
+Added: from attractive
+Added: TBA dollar roll
+Added: Higher coupons
+Added: in the TBA market
+Added: do not have the
+Added: benefit of Fed
+Added: purchases and
+Added: the Fed tends
+Added: collateral out
+Added: of the market.
+Added: The absence of
+Added: Fed purchases
+Added: means the market
+Added: high prepayment
+Added: speeds on these
+Added: For these coupons,
+Added: specified pools
+Added: very high demand
+Added: very high premiums.
+Added: These premiums
+Added: continue to rise
+Added: as prepayment
+Added: activity remains
+Added: and is likely
+Added: Recent Legislative
+Added: and Regulatory
+Added: The Fed conducted
+Added: overnight repo
+Added: from late 2019
+Added: 2020 to address
+Added: Treasury, Agency debt and
+Added: Agency MBS financing
+Added: operations ceased
+Added: after the central
+Added: tamed volatile
+Added: funding costs
+Added: that had threatened
+Added: to cause disruption
+Added: financial system.
+Added: The Fed has taken
+Added: of other actions
+Added: of the COVID-19
+Added: On Sunday, March 15,
+Added: 2020, the Fed
+Added: asset purchase
+Added: program to provide
+Added: Treasury and Agency
+Added: Specifically, the Fed
+Added: announced that
+Added: it would purchase
+Added: at least $500
+Added: Treasuries and
+Added: at least $200
+Added: Fed Funds rate
+Added: to a range of
+Added: 0.0% – 0.25%,
+Added: already lowered
+Added: the Fed Funds
+Added: 30, 2020, Fed
+Added: Chairman Powell
+Added: announced expectations
+Added: interest rates
+Added: at this level
+Added: until the Fed
+Added: that the economy
+Added: has weathered
+Added: recent events
+Added: and is on track
+Added: to achieve maximum
+Added: employment and
+Added: price stability
+Added: 16, 2020, the
+Added: (“FOMC”) reaffirmed
+Added: this commitment,
+Added: to allow inflation
+Added: to climb modestly
+Added: 2% target and
+Added: maintain that
+Added: period sufficient
+Added: for inflation
+Added: to average 2%
+Added: to the deterioration
+Added: in the markets
+Added: Treasuries, Agency
+Added: MBS and other
+Added: investors liquidated
+Added: to the economic
+Added: crisis resulting
+Added: from the actions
+Added: of Monday, March 23,
+Added: 2020, the Fed
+Added: to acquire U.S.
+Added: Treasuries and Agency
+Added: MBS in the amounts
+Added: needed to support
+Added: smooth market
+Added: purchases, market
+Added: conditions improved
+Added: substantially, and in
+Added: the Fed began
+Added: reduce the pace
+Added: June 30, 2020,
+Added: Chairman Powell
+Added: also announced
+Added: the Fed’s intention
+Added: and Agency MBS
+Added: over the coming
+Added: months, at least
+Added: at the current
+Added: pace, to sustain
+Added: smooth market
+Added: thereby foster
+Added: the effective
+Added: policy to broader
+Added: financial conditions.
+Added: 16, 2020, the
+Added: reaffirmed this
+Added: the Fed has taken
+Added: various other
+Added: steps to support
+Added: certain other
+Added: to support mortgage
+Added: servicers and
+Added: various portions
+Added: of the Coronavirus
+Added: President Trump
+Added: several pieces
+Added: of legislation
+Added: to the public
+Added: health and economic
+Added: impacts resulting
+Added: from the COVID-19
+Added: first two pieces
+Added: of legislation
+Added: provided, among
+Added: other things,
+Added: funding to develop
+Added: for COVID-19,
+Added: medical supplies,
+Added: grants for public
+Added: health agencies,
+Added: small business
+Added: assistance for
+Added: health systems
+Added: in other countries,
+Added: expanded coronavirus
+Added: testing, paid
+Added: leave, enhanced
+Added: insurance, expanded
+Added: food security
+Added: and increased
+Added: federal Medicaid
+Added: The CARES Act
+Added: was passed by
+Added: law by President
+Added: Trump on March
+Added: provides many
+Added: forms of direct
+Added: support to individuals
+Added: and small businesses
+Added: stem the steep
+Added: trillion COVID-19
+Added: among other things,
+Added: direct payments
+Added: to each American
+Added: up to $75,000
+Added: increased unemployment
+Added: up to four months
+Added: state benefits),
+Added: funding to hospitals
+Added: and health providers,
+Added: loans and investments
+Added: to businesses,
+Added: states and municipalities
+Added: and grants to
+Added: 24, 2020, President
+Added: Trump signed an
+Added: into law that
+Added: additional $484
+Added: small businesses,
+Added: hospitals, health
+Added: care providers
+Added: and additional
+Added: testing efforts.
+Added: Various provisions
+Added: the CARES Act
+Added: began to expire
+Added: in July 2020,
+Added: (July 25, 2020),
+Added: expanded unemployment
+Added: benefits (July
+Added: 31, 2020), and
+Added: on foreclosures
+Added: (August 31, 2020).
+Added: Additional legislative
+Added: relief efforts
+Added: Congress, and
+Added: for a compromise
+Added: 2020 election
+Added: 8, 2020, President
+Added: Executive Order
+Added: 13945, directing
+Added: the Department
+Added: of Health and
+Added: Human Services,
+Added: Prevention (“CDC”),
+Added: the Department
+Added: of Housing and
+Added: Urban Development,
+Added: and Department
+Added: of the Treasury
+Added: to take measures
+Added: halt residential
+Added: evictions and
+Added: foreclosures,
+Added: including through
+Added: temporary financial
+Added: 2020, the CDC
+Added: issued guidance
+Added: extending eviction
+Added: for covered persons
+Added: through the end
+Added: In January 2019,
+Added: the Trump administration
+Added: made statements
+Added: overhaul Fannie
+Added: Mac and expectations
+Added: to announce a
+Added: for the development
+Added: for comprehensive
+Added: finance reform
+Added: 30, 2019, the
+Added: FHFA announced that
+Added: Mac were allowed
+Added: increase their
+Added: capital buffers
+Added: to $25 billion
+Added: and $20 billion,
+Added: respectively, from
+Added: the prior limit
+Added: of $3 billion
+Added: lead to Fannie
+Added: Mae and Freddie
+Added: Mac being privatized
+Added: and represents
+Added: concrete step
+Added: On June 30, 2020,
+Added: the FHFA released
+Added: a proposed rule
+Added: on a new regulatory
+Added: implement both
+Added: capital framework
+Added: and minimum leverage
+Added: capital requirements.
+Added: 25, 2020, the
+Added: Financial Stability
+Added: Oversight Council
+Added: released a statement
+Added: on the proposed
+Added: rule cautioning
+Added: relative to other
+Added: credit providers
+Added: and would maintain
+Added: a significant
+Added: concentration
+Added: At this time,
+Added: however, no decisions
+Added: have been made
+Added: on any additional
+Added: steps to be taken
+Added: as part of the
+Added: impact of COVID-19
+Added: may delay GSE
+Added: Trump administration
+Added: statements of
+Added: its intentions
+Added: to reform housing
+Added: tax policy, many of
+Added: these potential
+Added: policy changes
+Added: congressional
+Added: In 2017, policymakers
+Added: announced that
+Added: be replaced by
+Added: The directive
+Added: fact that banks
+Added: are uncomfortable
+Added: panel given the
+Added: underlying transactions
+Added: and the liability
+Added: associated with
+Added: will be replaced
+Added: based on U.S.
repo trading.
−Removed: The new benchmark rate will be based on overnight Treasury General Collateral repo rates.
−Removed: The rate-setting process will be managed and published by the Fed and the Treasury’s Office of Financial Research.
−Removed: Many banks believe that it may take four to five years to complete the transition to SOFR, despite the 2021 deadline.
−Removed: We will monitor the emergence of this new rate carefully as it will likely become the new benchmark for hedges and a range of interest rate investments.
−Removed: The scope and nature of the actions the U.S.
−Removed: government or the Fed will ultimately undertake are unknown and will continue to evolve, especially in light of the COVID-19 pandemic and the upcoming presidential and Congressional elections in the United States.
−Removed: Regulatory developments, movements in interest rates and prepayment rates affect us in many ways, including the following:
−Removed: Effects on our Assets
−Removed: A change in or elimination of the guarantee structure of Agency RMBS may increase our costs (if, for example, guarantee fees increase) or require us to change our investment strategy altogether.
−Removed: For example, the elimination of the guarantee structure of Agency RMBS may cause us to change our investment strategy to focus on non-Agency RMBS, which in turn would require us to significantly increase our monitoring of the credit risks of our investments in addition to interest rate and prepayment risks.
−Removed: Lower long-term interest rates can affect the value of our Agency RMBS in a number of ways.
−Removed: If prepayment rates are relatively low (due, in part, to the refinancing problems described above), lower long-term interest rates can increase the value of higher-coupon Agency RMBS.
−Removed: This is because investors typically place a premium on assets with yields that are higher than market yields.
−Removed: Although lower long-term interest rates may increase asset values in our portfolio, we may not be able to invest new funds in similarly-yielding assets.
−Removed: If prepayment levels increase, the value of our Agency RMBS affected by such prepayments may decline.
−Removed: This is because a principal prepayment accelerates the effective term of an Agency RMBS, which would shorten the period during which an investor would receive above-market returns (assuming the yield on the prepaid asset is higher than market yields).
−Removed: Also, prepayment proceeds may not be able to be reinvested in similar-yielding assets.
−Removed: Agency RMBS backed by mortgages with high interest rates are more susceptible to prepayment risk because holders of those mortgages are most likely to refinance to a lower rate.
−Removed: IOs and IIOs, however, may be the types of Agency RMBS most sensitive to increased prepayment rates.
−Removed: Because the holder of an IO or IIO receives no principal payments, the values of IOs and IIOs are entirely dependent on the existence of a principal balance on the underlying mortgages.
−Removed: If the principal balance is eliminated due to prepayment, IOs and IIOs essentially become worthless.
−Removed: Although increased prepayment rates can negatively affect the value of our IOs and IIOs, they have the opposite effect on POs.
−Removed: Because POs act like zero-coupon bonds, meaning they are purchased at a discount to their par value and have an effective interest rate based on the discount and the term of the underlying loan, an increase in prepayment rates would reduce the effective term of our POs and accelerate the yields earned on those assets, which would increase our net income.
−Removed: Higher long-term rates can also affect the value of our Agency RMBS.
−Removed: As long-term rates rise, rates available to borrowers also rise.
−Removed: This tends to cause prepayment activity to slow and extend the expected average life of mortgage cash flows.
−Removed: As the expected average life of the mortgage cash flows increases, coupled with higher discount rates, the value of Agency RMBS declines.
−Removed: Some of the instruments the Company uses to hedge our Agency RMBS assets, such as interest rate futures, swaps and swaptions, are stable average life instruments.
−Removed: This means that to the extent we use such instruments to hedge our Agency RMBS assets, our hedges may not adequately protect us from price declines, and therefore may negatively impact our book value.
−Removed: It is for this reason we use interest only securities in our portfolio.
−Removed: As interest rates rise, the expected average life of these securities increases, causing generally positive price movements as the number and size of the cash flows increase the longer the underlying mortgages remain outstanding.
−Removed: This makes interest only securities desirable hedge instruments for pass-through Agency RMBS.
−Removed: As described above, the Agency RMBS market began to experience severe dislocations in mid-March 2020 as a result of the economic, health and market turmoil brought about by COVID-19.
−Removed: On March 23, 2020, the Fed announced that it would purchase Agency RMBS and U.S.
−Removed: Treasuries in the amounts needed to support smooth market functioning, which largely stabilized the Agency RMBS
−Removed: If the Fed modifies, reduces or suspends its purchases of Agency RMBS, our investment portfolio could be negatively impacted.
−Removed: Because we base our investment decisions on risk management principles rather than anticipated movements in interest rates, in a volatile interest rate environment we may allocate more capital to structured Agency RMBS with shorter durations.
−Removed: We believe these securities have a lower sensitivity to changes in long-term interest rates than other asset classes.
−Removed: We may attempt to mitigate our exposure to changes in long-term interest rates by investing in IOs and IIOs, which typically have different sensitivities to changes in long-term interest rates than PT RMBS, particularly PT RMBS backed by fixed-rate mortgages.
−Removed: Effects on our borrowing costs
−Removed: We leverage our PT RMBS portfolio and a portion of our structured Agency RMBS with principal balances through the use of short-term repurchase agreement transactions.
−Removed: The interest rates on our debt are determined by the short term interest rate markets.
−Removed: An increase in the Fed Funds rate or LIBOR would increase our borrowing costs, which could affect our interest rate spread if there is no corresponding increase in the interest we earn on our assets.
−Removed: This would be most prevalent with respect to our Agency RMBS backed by fixed rate mortgage loans because the interest rate on a fixed-rate mortgage loan does not change even though market rates may change.
−Removed: In order to protect our net interest margin against increases in short-term interest rates, we may enter into interest rate swaps, which economically convert our floating-rate repurchase agreement debt to fixed-rate debt, or utilize other hedging instruments such as Eurodollar, Fed Funds and T-Note futures contracts or interest rate swaptions.
−Removed: After suffering through arguably the most dramatic contraction of economic activity and financial market turmoil ever witnessed during the first quarter of 2020, the second quarter was one of recovery – or so it appeared until mid-June.
−Removed: As the economy slowly reopened from a near complete shut-down caused by the pervasive safety precautions taken as the COVID-19 virus spread throughout the U.S., economic activity rebounded.
−Removed: However, as life returned to normal, and people could resume their lives as they existed prior to the outbreak, the virus spread again and reported cases surged, starting in mid-June.
−Removed: Safety precautions are being re-implemented to stem the spread of the virus once more.
−Removed: Economic activity is generally reported with a lag, so we will not know the extent of the slowdown in economic activity caused by the re-emergence of the virus until a later date.
−Removed: The financial markets are generally functioning properly, in large part because of the substantial intervention by the Fed.
−Removed: The Fed has undertaken a quantitative easing program whereby they buy U.S.
−Removed: Treasuries and Agency RMBS securities regularly throughout the week.
−Removed: In addition, they have provided financing to essentially all aspects of the markets – from municipal securities to small and large corporations, as well as foreign central banks.
−Removed: Interest rates remain at or near the lowest levels ever across the U.S.
−Removed: Treasury curve, and are likely to remain so until the economy is well on the road to recovery and inflation is nearing the Fed’s target level of 2%.
−Removed: Given the excess capacity in the economy caused by the demand shock resulting from the virus, this could take several years.
−Removed: With rates at such low levels refinancing activity is robust and likely to become even more so as originators add capacity.
−Removed: This is in spite of the virus and various measures of social distancing and shelter-in-place prevalent throughout the economy.
−Removed: As originators add capacity, prevailing mortgage rates available to borrowers could fall well below 3%.
−Removed: Eventually most borrowers will have the
−Removed: opportunity to refinance their mortgage and the effect of such low rates will diminish.
−Removed: Another factor affecting the Agency RMBS market is the quantitative easing on the part of the Fed.
−Removed: During the month of July 2020 the Fed purchased over $100 billion of Agency RMBS.
−Removed: The Fed generally purchases between $40 and $45 billion per month as part of their quantitative easing program plus reinvests prepayments on their existing portfolio.
−Removed: The latter figure was approximately $57 billion in July.
−Removed: Gross supply of Agency RMBS for the month of July is anticipated to be between $135 billion and $150 billion.
−Removed: The Fed tends to purchase the coupons currently in production.
−Removed: As they are an indiscriminate buyer, they remove most of the worst securities in terms of prepayments behavior from the market.
−Removed: This is the case for the coupons they purchase.
−Removed: For those coupons they do not purchase, the market must absorb all that are produced.
−Removed: As a result, the coupons the Fed purchases tend to outperform those not purchased by the Fed.
−Removed: For the latter coupons, specified pools, with favorable prepayment characteristics, become much more valuable to investors.
−Removed: Current premiums charged for such securities are at the highest levels ever observed.
−Removed: This is likely to be the case as long as current conditions persist.
−Removed: The Agency MBS sector performance for the second quarter of 2020 was not as robust as the first quarter, but still positive at 0.8% for the second quarter, and 3.6% year-to-date.
−Removed: On an absolute return basis for the quarter, Agency MBS trailed most credit sectors – both corporate and non-Agency RMBS/CMBS, as well as Agency CMBS.
−Removed: As the economy recovered, supported by substantial interventions from the Fed and Congress, most sectors of the fixed income markets recovered.
−Removed: For most, while returns were strong for the second quarter – in the high single digits and low double digits in the case of corporate debt and non-Agency RMBS, respectively, year-to-date returns are more modest and in all but a few cases negative year-to-date versus comparable duration U.S.
−Removed: Agency RMBS have generated a -0.8% excess return versus U.S.
−Removed: Treasuries year-to-date.
−Removed: While negative, this return still exceeds those of most of the fixed income markets.
−Removed: With respect to the outlook going forward, the economy has yet to fully recover from the steep contraction during the first quarter of 2020, despite massive intervention by both the Fed and the Trump administration.
−Removed: There remains significant uncertainty surrounding the timing of a full recovery in economic activity and a return to life as it existed before the virus emerged.
−Removed: There is also considerable risk associated with the unprecedented deficits the Federal government has incurred in an effort to stabilize the economy, and such deficits are still expanding rapidly.
−Removed: As of the date of this report, the Company has not utilized any of the funding provided by the CARES Act or by any other legislation adopted by Congress.
+Added: The new benchmark
+Added: based on overnight
+Added: Treasury General
+Added: be managed and
+Added: the Treasury’s
+Added: Office of Financial
+Added: years to complete
+Added: the transition
+Added: to SOFR, despite
+Added: the 2021 deadline.
+Added: We will monitor
+Added: this new rate
+Added: it will likely
+Added: become the new
+Added: benchmark for
+Added: range of interest
+Added: Effective January
+Added: 1, 2021, Fannie
+Added: Mae, in alignment
+Added: extend the timeframe
+Added: for its delinquent
+Added: buyout policy
+Added: for Single-Family
+Added: Uniform Mortgage-Backed
+Added: (UMBS) and Mortgage-Backed
+Added: four consecutively
+Added: missed monthly
+Added: consecutively
+Added: missed monthly
+Added: payments (i.e.,
+Added: 24 months past
+Added: new timeframe
+Added: to outstanding
+Added: single-family
+Added: pools and newly
+Added: issued single-family
+Added: pools and will
+Added: reflected when
+Added: For Agency RMBS
+Added: investors, when
+Added: loan is bought
+Added: out of a pool
+Added: loans, the removal
+Added: from the pool
+Added: as a total prepayment
+Added: The respective
+Added: GSEs currently
+Added: however, that
+Added: delinquent loans
+Added: will be repurchased
+Added: in most cases
+Added: before the 24-month
+Added: deadline under
+Added: one of the exceptions
+Added: listed below.
+Added: Exceptions include:
+Added: paid in full,
+Added: loan repurchased
+Added: by a seller/servicer
+Added: under applicable
+Added: requirements;
+Added: loan entering
+Added: modification,
+Added: which generally
+Added: to be removed
+Added: from the MBS.
+Added: trial period,
+Added: the loan will
+Added: remain in the
+Added: MBS until the
+Added: to a short sale
+Added: or deed-in-lieu
+Added: of foreclosure;
+Added: loan referred
+Added: to foreclosure.
+Added: Because of these
+Added: the GSEs currently
+Added: believe based
+Added: on prevailing
+Added: and market conditions
+Added: marginal impact
+Added: on prepayment
+Added: speeds, in aggregate.
+Added: more than half
+Added: of loans referred
+Added: to foreclosure
+Added: are historically
+Added: referred within
+Added: six months of
+Added: speeds are affected
+Added: levels, borrower
+Added: response, and
+Added: The scope and
+Added: nature of the
+Added: or the Fed will
+Added: undertake are
+Added: continue to evolve,
+Added: and Congressional
+Added: the United States.
+Added: developments,
+Added: interest rates
+Added: and prepayment
+Added: ways, including
+Added: Effects on our
+Added: A change in or
+Added: of the guarantee
+Added: our costs (if,
+Added: fees increase)
+Added: us to change our
+Added: strategy altogether.
+Added: the elimination
+Added: of the guarantee
+Added: to change our
+Added: focus on non-Agency
+Added: would require
+Added: us to significantly
+Added: monitoring of
+Added: the credit risks
+Added: of our investments
+Added: prepayment risks.
+Added: Lower long-term
+Added: interest rates
+Added: can affect the
+Added: prepayment rates
+Added: problems described
+Added: above), lower
+Added: long-term interest
+Added: rates can increase
+Added: of higher-coupon
+Added: This is because
+Added: investors typically
+Added: place a premium
+Added: on assets with
+Added: are higher than
+Added: market yields.
+Added: Although lower
+Added: long-term interest
+Added: rates may increase
+Added: in our portfolio,
+Added: we may not be
+Added: able to invest
+Added: similarly-yielding
+Added: If prepayment
+Added: levels increase,
+Added: RMBS affected
+Added: by such prepayments
+Added: This is because
+Added: prepayment accelerates
+Added: the effective
+Added: term of an Agency
+Added: would shorten
+Added: the period during
+Added: investor would
+Added: receive above-market
+Added: returns (assuming
+Added: asset is higher
+Added: prepayment proceeds
+Added: may not be able
+Added: to be reinvested
+Added: in similar-yielding
+Added: high interest
+Added: rates are more
+Added: to prepayment
+Added: holders of those
+Added: mortgages are
+Added: a lower rate.
+Added: IOs and IIOs,
+Added: however, may be the
+Added: types of Agency
+Added: RMBS most sensitive
+Added: prepayment rates.
+Added: Because the holder
+Added: payments, the
+Added: values of IOs
+Added: entirely dependent
+Added: balance on the
+Added: the principal
+Added: eliminated due
+Added: to prepayment,
+Added: IIOs essentially
+Added: become worthless.
+Added: Although increased
+Added: rates can negatively
+Added: affect the value
+Added: they have the
+Added: opposite effect
+Added: bonds, meaning
+Added: they are purchased
+Added: at a discount
+Added: their par value
+Added: effective interest
+Added: rate based on
+Added: of the underlying
+Added: loan, an increase
+Added: prepayment rates
+Added: the effective
+Added: POs and accelerate
+Added: earned on those
+Added: Higher long-term
+Added: rates can also
+Added: affect the value
+Added: of our Agency
+Added: rates available
+Added: borrowers also
+Added: This tends to
+Added: cause prepayment
+Added: extend the expected
+Added: As the expected
+Added: of the mortgage
+Added: higher discount
+Added: Some of the instruments
+Added: uses to hedge
+Added: such as interest
+Added: rate futures,
+Added: swaps and swaptions,
+Added: are stable average
+Added: life instruments.
+Added: that to the extent
+Added: hedges may not
+Added: adequately protect
+Added: us from price
+Added: declines, and
+Added: therefore may
+Added: negatively impact
+Added: our book value.
+Added: It is for this
+Added: reason we use
+Added: interest only
+Added: in our portfolio.
+Added: expected average
+Added: life of these
+Added: increases, causing
+Added: generally positive
+Added: price movements
+Added: as the number
+Added: longer the underlying
+Added: mortgages remain
+Added: interest only
+Added: hedge instruments
+Added: for pass-through
+Added: above, the Agency
+Added: began to experience
+Added: severe dislocations
+Added: 2020 as a result
+Added: the economic,
+Added: health and market
+Added: turmoil brought
+Added: about by COVID-19.
+Added: 2020, the Fed
+Added: announced that
+Added: purchase Agency
+Added: RMBS and U.S.
+Added: Treasuries in
+Added: the amounts needed
+Added: smooth market
+Added: which largely
+Added: the Agency RMBS
+Added: it reaffirmed
+Added: on June 30, 2020
+Added: and September
+Added: modifies, reduces
+Added: its purchases
+Added: of Agency RMBS,
+Added: our investment
+Added: portfolio could
+Added: be negatively
+Added: Because we base
+Added: our investment
+Added: risk management
+Added: volatile interest
+Added: rate environment
+Added: we may allocate
+Added: to structured
+Added: We believe these
+Added: to changes in
+Added: long-term interest
+Added: rates than other
+Added: asset classes.
+Added: attempt to mitigate
+Added: to changes in
+Added: interest rates
+Added: in IOs and IIOs,
+Added: which typically
+Added: different sensitivities
+Added: to changes in
+Added: long-term interest
+Added: rates than PT
+Added: RMBS, particularly
+Added: PT RMBS backed
+Added: by fixed-rate
+Added: Effects on our
+Added: borrowing costs
+Added: We leverage our
+Added: PT RMBS portfolio
+Added: and a portion
+Added: of our structured
+Added: with principal
+Added: balances through
+Added: of short-term
+Added: repurchase agreement
+Added: transactions.
+Added: debt are determined
+Added: term interest
+Added: the Fed Funds
+Added: rate or LIBOR
+Added: would increase
+Added: our borrowing
+Added: could affect our
+Added: interest rate
+Added: spread if there
+Added: is no corresponding
+Added: we earn on our
+Added: would be most
+Added: prevalent with
+Added: our Agency RMBS
+Added: backed by fixed
+Added: rate mortgage
+Added: loans because
+Added: mortgage loan
+Added: change even though
+Added: margin against
+Added: interest rates,
+Added: into interest
+Added: floating-rate
+Added: repurchase agreement
+Added: debt to fixed-rate
+Added: debt, or utilize
+Added: other hedging
+Added: such as Eurodollar,
+Added: Fed Funds and
+Added: T-Note futures
+Added: interest rate
+Added: COVID-19 continues
+Added: to dominate the
+Added: of the markets
+Added: While both have
+Added: recovered from
+Added: depths of March,
+Added: the financial
+Added: economy continues
+Added: has proven to
+Added: back to or near
+Added: levels of activity
+Added: below with little
+Added: to those levels
+Added: The unemployment
+Added: elevated – with
+Added: the most recent
+Added: - as millions
+Added: The Fed has taken,
+Added: and continues
+Added: steps to support
+Added: However, much needed
+Added: stimulus from
+Added: Washington and the
+Added: federal government
+Added: has been absent
+Added: since the end
+Added: of the second
+Added: with a presidential
+Added: in November, appears
+Added: partisan politics
+Added: unable to agree
+Added: on another round
+Added: Interest rates
+Added: continue to trade
+Added: range and at extremely
+Added: Fed Funds rate
+Added: the effective
+Added: for an extended
+Added: period of time,
+Added: more so after
+Added: the Fed altered
+Added: policy framework
+Added: during the third
+Added: the Fed appears
+Added: to be willing
+Added: to let inflation
+Added: run above the
+Added: 2% target level,
+Added: even when unemployment
+Added: is very low, before
+Added: removing accommodation.
+Added: The Agency RMBS
+Added: market continues
+Added: to be bifurcated
+Added: production coupons
+Added: coupons in specified
+Added: The TBA market
+Added: coupons remains
+Added: the Fed and prepayment
+Added: speeds are extremely
+Added: high, resulting
+Added: in poor expected
+Added: specified pool
+Added: market – with
+Added: lower expected
+Added: prepayment speeds
+Added: – for attractive
+Added: Since the economy
+Added: recover absent
+Added: the containment
+Added: of the COVID-19
+Added: current market
+Added: conditions are
+Added: likely to persist.
+Added: we expect prepayment
+Added: elevated, the
+Added: active in the
+Added: asset purchases,
+Added: funding levels
+Added: low and the most
+Added: returns available
+Added: will be either
+Added: in the TBA dollar
+Added: coupons or with
+Added: specified pools
Critical Accounting Estimates
Our condensed financial statements are prepared in accordance with GAAP.
−Removed: GAAP requires our management to make some complex and subjective decisions and assessments.
−Removed: Our most critical accounting estimates involve decisions and assessments which could significantly affect reported assets, liabilities, revenues and expenses.
−Removed: There have been no changes to our critical accounting estimates as discussed in our annual report on Form 10-K for the year ended December 31, 2019.
+Added: GAAP requires our management to make
+Added: some complex and subjective decisions and assessments.
+Added: Our most critical accounting estimates involve decisions and
+Added: assessments which could significantly affect reported assets, liabilities, revenues and expenses.
+Added: There have been no
+Added: changes to our critical accounting estimates as discussed in our annual report on Form 10-K for the year ended December
Capital Expenditures
−Removed: At June 30, 2020, we had no material commitments for capital expenditures.
+Added: At September 30, 2020, we had no material commitments for capital expenditures.
Off-Balance Sheet Arrangements
−Removed: At June 30, 2020, we did not have any off-balance sheet arrangements.
−Removed: In addition to other requirements that must be satisfied to qualify as a REIT, we must pay annual dividends to our stockholders of at least 90% of our REIT taxable income, determined without regard to the deduction for dividends paid and excluding any net capital gains.
−Removed: REIT taxable income (loss) is computed in accordance with the Code, and can be greater than or less than our financial statement net income (loss) computed in accordance with GAAP.
−Removed: These book to tax differences primarily relate to the recognition of interest income on RMBS, unrealized gains and losses on RMBS, and the amortization of losses on derivative instruments that are treated as funding hedges for tax purposes.
−Removed: We intend to pay regular monthly dividends to our stockholders and have declared the following dividends since the completion of our IPO.
+Added: At September 30, 2020, we did not have any off-balance sheet arrangements.
+Added: In addition to other requirements that must be satisfied to qualify as a REIT,
+Added: we must pay annual dividends to our
+Added: stockholders of at least 90% of our REIT taxable income, determined without regard to the deduction for dividends paid and
+Added: excluding any net capital gains.
+Added: REIT taxable income (loss) is computed in accordance with the Code, and can be greater
+Added: than or less than our financial statement net income (loss) computed in accordance with GAAP.
+Added: These book to tax
+Added: differences primarily relate to the recognition of interest income on RMBS, unrealized gains and losses on RMBS, and the
+Added: amortization of losses on derivative instruments that are treated as funding hedges for tax purposes.
+Added: We intend to pay regular monthly dividends to our stockholders and have declared the following dividends since the
+Added: completion of our IPO.
(in thousands, except per share amounts)
−Removed: Per Share Amount
−Removed: 2020 - YTD (1)
−Removed: On July 15, 2020, the Company declared a dividend of $0.06 per share to be paid on August 27, 2020.
−Removed: The effect of this dividend is included in the table above, but is not reflected in the Company’s financial statements as of June 30, 2020.
+Added: On October 14, 2020, the Company declared a dividend of $0.065 per
+Added: share to be paid on November 25, 2020.
+Added: The effect of this dividend is
+Added: included in the table above, but is not reflected in the Company’s
+Added: financial statements as of September 30, 2020.
Virtually all of our assets and liabilities are interest rate sensitive in nature.
−Removed: As a result, interest rates and other factors influence our performance far more so than does inflation.
−Removed: Changes in interest rates do not necessarily correlate with inflation rates or changes in inflation rates.
−Removed: Our financial statements are prepared in accordance with GAAP and our distributions will be determined by our Board of Directors consistent with our obligation to distribute to our stockholders at least 90% of our REIT taxable income on an annual basis in order to maintain our REIT qualification;
−Removed: in each case, our activities and balance sheet are measured with reference to historical cost and/or fair market value without considering inflation.
+Added: As a result, interest rates and other factors
+Added: influence our performance far more so than does inflation.
+Added: Changes in interest rates do not necessarily correlate with
+Added: inflation rates or changes in inflation rates.
+Added: Our financial statements are prepared in accordance with GAAP and our
+Added: distributions will be determined by our Board of Directors consistent with our obligation to distribute to our stockholders at
+Added: least 90% of our REIT taxable income on an annual basis in order to maintain our REIT qualification;
+Added: in each case, our
+Added: activities and balance sheet are measured with reference to historical cost and/or fair market value without considering
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.