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8-K - RSO FORM 8-K - ACRES Commercial Realty Corp.rso8k093011.htm
 



 
FOR IMMEDIATE RELEASE

CONTACT:
DAVID J. BRYANT
 
CHIEF FINANCIAL OFFICER
 
RESOURCE CAPITAL CORP.
 
712 Fifth Ave, 12TH Floor
 
New York, NY 10019
 
212-506-3870
 



RESOURCE CAPITAL CORP.
REPORTS RESULTS FOR
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011

 
Highlights
 
 
GAAP net income of $0.20 and $0.54 per share-diluted.
 
 
Funds from Operations (“FFO”) of $0.22 and $0.59 per share-diluted.
 
 
Total revenues increased by $4.3 million, or 22% and increased by $17.1 million, or 35% as compared to the three and nine months ended September 30, 2010, respectively.
 
 
Provisions for loan losses decreased by 61% and 70% as compared to the three and nine months ended September 30, 2010, respectively.
 
 
Common stock cash dividend of $0.25 per share.
 
 
Cash on hand of $177.4 million at September 30, 2011, a decline of $58.4 million from $235.8 million at June 30, 2011.
 

New York, N.Y., November 2, 2011 - Resource Capital Corp. (NYSE: RSO) (“RSO” or the “Company”), a real estate investment trust, or REIT, whose investment strategy focuses on commercial real estate (“CRE”) assets, commercial mortgage-backed securities (“CMBS”), commercial finance assets and other investments, reported results for the three and nine months ended September 30, 2011.
 
 
GAAP net income for the three and nine months ended September 30, 2011 was $14.9 million, or $0.20 per share-diluted, and $37.3 million, or $0.54 per share-diluted, respectively, as compared to GAAP net income for the three and nine months ended September 30, 2010 of $14.1 million, or $0.27 per share-diluted, and $28.8 million, or $0.64 per share-diluted, respectively, an increase of $891,000, or 6%, and an increase of $8.5 million, or 29%, respectively.
 
 
FFO for the three and nine months ended September 30, 2011 was $16.2 million, or $0.22 per share-diluted, and $40.2 million, or $0.59 per share-diluted, respectively.

Jonathan Cohen, CEO and President of Resource Capital Corp., commented, “I believe that this quarter again saw improvement in our credit, good cash flow and the ability to grow the balance sheet safely. We accomplished a tremendous amount including earning FFO of $0.22 cents per share, securitizing our leasing portfolio, as well as growing our bank loan portfolio through the completion of Apidos CLO VIII, our newest CLO.  It is proof of the market’s belief in our underwriting ability that we were able to access the term markets during September and October. We continue to carry very little short term debt and make significant progress in investing the cash on our balance sheet into new high yielding assets.”

 
 

 


Additional highlights:

Commercial Real Estate
 
 
RSO received repayments and paydowns on CRE loans of $33.0 million and sold five CRE loans for proceeds of $56.7 million for the nine months ended September 30, 2011.
 
 
RSO’s CRE loan portfolio is now comprised of approximately 83% senior whole loans as of September 30, 2011, as compared to 66% a year ago.
 
 
RSO originated $104.6 million of whole loans in the nine months ended September 30, 2011, with a weighted average yield of 7.5% as compared to $17.9 million with a weighted average yield of 8.4% originated during the year ended December 31, 2010.
 
 
RSO has committed over $19.2 million to new CRE whole loans slated to close in the fourth quarter of 2011 from an ongoing pipeline of new CRE loans of over $200.0 million.
 
 
RSO increased its opportunistic and distressed real estate investments with the acquisition of one real estate asset in the quarter ended June 30, 2011, and acquired a second multi-family investment for $18.0 million in the quarter ended September 30, 2011.  These acquisitions, coupled with the conversion to equity of two commercial real estate loans during the quarter ended June 30, 2011, demonstrate RSO’s commitment to opportunistic real estate acquisitions.
 

The following table summarizes RSO’s CRE loan activities and fundings of previous commitments, at par, for the three, nine and 12 months ended September 30, 2011 (in millions, except percentages):

   
Three Months Ended
September 30, 2011
   
Nine Months
Ended
September 30, 2011
   
12 Months
Ended
September 30, 2011
   
Floating Weighted Average Spread (1)
   
Weighted Average Fixed Rate (2)
 
Whole loans
  $ 24.5     $ 104.6     $ 122.5       3.42%       12.0%  
Whole loans – future fundings (3)
    4.2       7.8       9.2                  
New loans production
    28.7       112.4       131.7                  
Sale of real estate loans
            (78.6 )     (78.6 )                
Payoffs
    (14.5 )     (26.0 )     (26.0 )                
Principal paydowns
    (0.2 )     (8.0 )     (9.7 )                
Loans, net (4) 
  $ 14.0     $ (0.2 )   $ 17.4                  

(1)
Represents the weighted average rate above the London Interbank Offered Rate (“LIBOR”) on loans whose interest rate is based on LIBOR as of September 30, 2011.
 
(2)
Reflects rates on RSO’s portfolio balance as of September 30, 2011.
 
(3)
Consists of fundings of previous commitments.
 
(4)
The basis of new net loans does not include provisions for losses on CRE loans of $0.4 million for the three months ended September 30, 2011, $5.6 million for the nine months ended September 30, 2011 and $22.7 million for the 12 months ended September 30, 2011.
 

CMBS Securities
 
 
During the nine months ended September 30, 2011, RSO acquired $76.5 million, at par, of CMBS at a weighted average price of 99.3%.  The majority of these purchases were financed by RSO’s Wells Fargo repurchase facility which are all AAA rated by at least one rating agency.  RSO has $43.6 million, at par, of CMBS purchased through the Wells Fargo facility as of September 30, 2011.


 
 

 


Commercial Finance - Syndicated Bank Loans
 
 
RSO’s bank loan portfolio, including asset-backed securities (“ABS”) held-to-maturity and certain loans held for sale, at the end of the third quarter was $1.1 billion, at amortized cost, with a weighted-average spread of one-month and three-month LIBOR plus 3.06% at September 30, 2011.  RSO’s bank loan portfolio is now match-funded through four collateralized loan obligation (“CLO”) issuances.
 
Apidos CLO VIII (“CLO VIII”)
 
 
RSO’s fourth CLO, CLO VIII, closed on October 13, 2011 with $317.6 million of notes issued at a weighted average cost of three-month LIBOR plus 1.83% at the date of closing.  RSO retained an investment of $15.0 million of an aggregate total of $34.7 million of subordinated notes in CLO VIII.  Apidos Capital Management, a subsidiary of Resource America, Inc., will manage CLO VIII and RSO’s investment in the structure.
 
 
During the three and nine months ended September 30, 2011, RSO bought bank loans through its four CLOs with a par value of $291.0 million and $591.5 million, respectively, at a significant net discount of $11.4 million and $14.1 million, respectively.  These purchased loans had an aggregate weighted average annual yield of approximately 4.27%.
 
 
RSO, through its subsidiary Resource Capital Asset Management, earned $5.9 million of net fees from, February 24, 2011, the date of acquisition, through September 30, 2011.

Book Value

As of September 30, 2011, RSO’s book value per common share was $5.66.  Total stockholders’ equity was $433.3 million as of September 30, 2011 as compared to $348.3 million as of December 31, 2010.  Total common shares outstanding were 76,590,035 as of September 30, 2011 as compared to 58,183,425 as of December 31, 2010.


 
 

 

Investment Portfolio

The table below summarizes the amortized cost and net carrying amount of RSO’s investment portfolio as of September 30, 2011, classified by interest rate and by asset type.  The following table includes both (i) the amortized cost of RSO’s investment portfolio and the related dollar price, which is computed by dividing amortized cost by par amount, and (ii) the net carrying amount of RSO’s investment portfolio and the related dollar price, which is computed by dividing the net carrying amount by par amount (in thousands, except percentages):
 
   
Amortized
cost (3)
   
Dollar
price
   
Net carrying amount
   
Dollar
 price
   
Net carrying amount less amortized cost
   
Dollar price
 
September 30, 2011
                                   
Floating rate
                                   
RMBS
  $ 7,105       19.77 %   $ 6,219       17.31 %   $ (886 )     -2.46 %
CMBS-private placement
    29,816       100.0 %     9,460       31.73 %     (20,356 )     -68.27 %
Structured notes
    24,039       38.99 %     28,084       45.56 %     4,045       6.57 %
Other ABS
          %     23       0.28 %     23       0.28 %
Mezzanine loans (1) 
    63,903       99.97 %     62,844       98.31 %     (1,059 )     -1.66 %
Whole loans (1) 
    504,849       99.82 %     482,766       95.46 %     (22,083 )     -4.36 %
Bank loans (2) 
    1,072,530       97.39 %     1,026,672       93.22 %     (45,858 )     -4.17 %
Loans held for sale (3) 
    479       96.77 %     479       96.77 %           %
ABS held-to-maturity (4)
    31,214       91.10 %     25,609       74.74 %     (5,605 )     -16.36 %
Total floating rate
    1,733,935       94.15 %     1,642,156       89.17 %     (91,779 )     -4.98 %
Fixed rate
                                               
CMBS – private placement
    107,187       67.08 %     99,908       62.52 %     (7,279 )     -4.56 %
B notes (1) 
    16,463       99.10 %     16,190       97.45 %     (273 )     -1.65 %
Mezzanine loans (1) 
    13,987       100.37 %     12,288       88.17 %     (1,699 )     -12.20 %
Whole loans (1) 
    10,902       98.71 %     10,904       98.73 %     2       .02 %
Loans held for sale
    12,964       100.00 %     12,964       100.00 %           %
Preferred stock and warrants
    36,741       100.00 %     36,741       100.00 %           %
Total fixed rate
    198,244       78.95 %     188,995       75.27 %     (9,249 )     -3.68 %
Grand total
  $ 1,932,179       92.33 %   $ 1,831,151       87.51 %   $ (101,028 )     -4.82 %

(1)
Net carrying amount includes an allowance for loan losses of $25.1 million at September 30, 2011, allocated as follows:  B notes ($273,000), mezzanine loans ($2.7 million) and whole loans ($22.1 million).
 
(2)
The bank loan portfolio is carried at amortized cost less allowance for loan loss and was $1,069.0 million at September 30, 2011.  The amount disclosed represents net realizable value at September 30, 2011, which includes a $3.5 million allowance for loan losses at September 30, 2011.
 
(3)
Loans held for sale are carried at the lower of cost or market.  Amortized cost is equal to fair value.
 
(4)
ABS held-to-maturity are carried at amortized cost less other-than-temporary impairments.


 
 

 

Liquidity

At September 30, 2011, RSO’s liquidity of $177.4 million consisted of three primary sources:
 
 
unrestricted cash and cash equivalents of $28.9 million, restricted cash of $1.5 million in margin call accounts and $2.5 million in the form of real estate escrows, reserves and deposits;
 
 
capital available for reinvestment in its five CDO entities of $129.3 million, of which $1.6 million is designated to finance future funding commitments on CRE loans; and
 
 
restricted cash available for investment in its newly-formed CLO of $15.2 million.

Capital Allocation

As of September 30, 2011, RSO had allocated its invested equity capital among its targeted asset classes as follows: 65% in CRE investments, 30% in commercial finance and 5% in other investments.

Supplemental Information

The following schedules of reconciliations or supplemental information as of September 30, 2011 are included at the end of this release:
 
 
Schedule I – Reconciliation of GAAP Net Income to Funds from Operations.
 
 
Schedule II – Reconciliation of GAAP Net Income to Estimated REIT Taxable Income.
 
 
Schedule III – Summary of CDO and CLO Performance Statistics.
 
 
Supplemental Information regarding loan and leasing investment statistics, CRE loans and bank loans.

About Resource Capital Corp.

RSO is a diversified real estate finance company that is organized and conducts its operations to qualify as a REIT for federal income tax purposes.  RSO’s investment strategy focuses on CRE and CRE-related assets, and, to a lesser extent, commercial finance assets. RSO invests in the following asset classes: CRE-related assets such as commercial real estate property, whole loans, A-notes, B-notes, mezzanine loans, commercial mortgage-backed securities and investments in real estate joint ventures as well as commercial finance assets such as bank loans, lease receivables, other asset-backed securities, trust preferred securities, debt tranches of CDOs, structured note investments, and private equity investments principally issued by financial institutions.

RSO is externally managed by Resource Capital Manager, Inc., an indirect wholly-owned subsidiary of  Resource America, Inc. (NASDAQ: REXI), a specialized asset management company that uses industry specific expertise to generate and administer investment opportunities for its own account and for outside investors in the real estate, commercial finance and financial fund management sectors.

For more information, please visit RSO’s website at www.resourcecapitalcorp.com or contact investor relations at pkamdar@resourceamerica.com.


 
 

 


Safe Harbor Statement

Statements made in this release may include forward-looking statements, which involve substantial risks and uncertainties.  RSO’s actual results, performance or achievements could differ materially from those expressed or implied in this release.  The risks and uncertainties associated with forward-looking statements contained in this release include those related to:
 
 
fluctuations in interest rates and related hedging activities;
 
 
capital markets conditions and the availability of financing;
 
 
defaults or bankruptcies by borrowers on RSO’s loans or on loans underlying its investments;
 
 
adverse market trends which have affected and may continue to affect the value of real estate and other assets underlying RSO’s investments;
 
 
increases in financing or administrative costs; and
 
 
general business and economic conditions that have impaired and may continue to impair the credit quality of borrowers and RSO’s ability to originate loans.

For further information concerning these and other risks pertaining to the forward-looking statements contained in this release, and to the general risks to which RSO is subject, see Item 1A, “Risk Factors” included in its Annual Report on Form 10-K and in other of its public filings with the Securities and Exchange Commission.

RSO cautions you not to place undue reliance on any forward-looking statements contained in this release, which speak only as of the date of this release.  All subsequent written and oral forward-looking statements attributable to RSO or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this release.  Except to the extent required by applicable law or regulation, RSO undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date of this filing or to reflect the occurrence of unanticipated events.

The remainder of this release contains RSO’s unaudited consolidated balance sheets, unaudited consolidated statements of income, reconciliation of GAAP net income to funds from operations, a reconciliation of GAAP net income to estimated REIT taxable income and a summary of CDO and CLO performance statistics and supplemental information regarding RSO’s CRE loan and bank loan portfolios.

 
 

 
RESOURCE CAPITAL CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)

   
September 30,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
ASSETS
           
Cash and cash equivalents
  $ 28,897     $ 29,488  
Restricted cash
    148,515       168,192  
Investment securities, trading
    34,303       17,723  
Investment securities available-for-sale, pledged as collateral, at fair value
    104,136       57,998  
Investment securities available-for-sale, at fair value
    41,996       5,962  
Investment securities held-to-maturity, pledged as collateral
    31,214       29,036  
Property available-for-sale
    4,074       4,444  
Investments in real estate
    48,292        
Loans, pledged as collateral and net of allowances of $28.6  million and
$34.2 million
    1,654,020       1,443,271  
Loans held for sale
    13,443       28,593  
Lease receivables, pledged as collateral, net of allowances of $0 and
$70,000 and net of unearned income
          109,612  
Loans receivable–related party
    16,494       9,927  
Investments in unconsolidated entities
    6,693       6,791  
Dividend reinvestment plan proceeds receivable
          10,000  
Interest receivable
    6,652       6,330  
Deferred tax asset
    4,833       4,401  
Intangible assets
    21,232        
Other assets
    5,449       2,432  
Total assets
  $ 2,170,243     $ 1,934,200  
LIABILITIES
               
Borrowings
  $ 1,549,674     $ 1,543,251  
Unsettled loan purchases
    130,054        
Distribution payable
    19,157       14,555  
Accrued interest expense
    1,518       1,618  
Derivatives, at fair value
    16,218       13,292  
Deferred tax liability
    10,192       9,798  
Accounts payable and other liabilities
    10,166       3,360  
Total liabilities
    1,736,979       1,585,874  
STOCKHOLDERS’ EQUITY
               
Preferred stock, par value $0.001:  100,000,000 shares authorized;
no shares issued and outstanding
           
Common stock, par value $0.001:  500,000,000 shares authorized;
76,590,035 and 58,183,425 shares issues and outstanding
(including 1,428,931 and 534,957 unvested restricted shares)
    77       58  
Additional paid-in capital
    642,424       528,373  
Accumulated other comprehensive loss
    (45,041 )     (33,918 )
Distributions in excess of earnings
    (164,196 )     (146,187 )
Total stockholders’ equity
    433,264       348,326  
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 2,170,243     $ 1,934,200  
 
 
 

 
RESOURCE CAPITAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share and per share data)
(Unaudited)
 
   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2011
   
2010
   
2011
   
2010
 
REVENUES
                       
Interest income:
                       
Loans
  $ 18,863     $ 19,597     $ 60,704     $ 57,085  
Securities
    3,383       3,136       9,098       8,905  
Leases
          4,614             6,777  
Interest income − other
    3,899       1,902       6,834       2,651  
Total interest income
    26,145       29,249       76,636       75,418  
Interest expense
    7,175       10,089       21,170       26,955  
Net interest income
    18,970       19,160       55,466       48,463  
Rental income
    1,592             1,772        
Dividend income
    926             2,453        
Fee income
    1,960             5,859        
Total revenues
    23,448       19,160       65,550       48,463  
OPERATING EXPENSES
                               
Management fees − related party
    3,136       4,405       8,622       9,845  
Equity compensation − related party
    316       544       1,399       1,463  
Professional services
    624       491       2,532       2,186  
Insurance
    161       184       497       576  
Rental operating expense
    1,057             1,369        
General and administrative
    1,281       721       3,220       2,232  
Depreciation on operating leases
          1,658             2,343  
Depreciation and amortization
    1,856             2,865        
Income tax expense
    1,289       4,068       4,269       5,305  
Total expenses
    9,720       12,071       24,773       23,950  
      13,728       7,089       40,777       24,513  
OTHER INCOME (EXPENSE)
                               
Net impairment losses recognized in earnings
          (4,456 )     (4,649 )     (10,514 )
Net realized gain on investment securities
available-for-sale and loans
    591       1,171       4,443       1,507  
Net realized and unrealized (loss) gain on
investment securities, trading
    (1,861 )     7,215       1,418       9,743  
Provision for loan and lease losses
    (1,198 )     (3,095 )     (7,917 )     (26,363 )
Gain on the extinguishment of debt
    3,875       6,250       3,875       29,285  
Other (expense) income
    (191 )     (121 )     (642 )     650  
Total other income (expense)
    1,216       6,964       (3,472 )     4,308  
NET INCOME
  $ 14,944     $ 14,053     $ 37,305     $ 28,821  
NET INCOME PER SHARE – BASIC
  $ 0.20     $ 0.27     $ 0.55     $ 0.64  
NET INCOME PER SHARE – DILUTED
  $ 0.20     $ 0.27     $ 0.54     $ 0.64  
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING − BASIC
    73,761,028       52,273,307       68,254,639       44,947,256  
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING − DILUTED
    74,283,893       52,578,884       68,613,363       45,203,521  
DIVIDENDS DECLARED PER SHARE
  $ 0.25     $ 0.25     $ 0.75     $ 0.75  
 
 
 

 


SCHEDULE I


RESOURCE CAPITAL CORP. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME TO FUNDS FROM OPERATIONS (“FFO”) (1)
(in thousands, except per share data)
(Unaudited)

   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2011 (3)
   
2011 (3)
 
Net income − GAAP
  $ 14,944     $ 37,305  
Adjustments:
               
Real estate depreciation and amortization
    1,272       1,493  
Impairment charges on repossessed real estate assets (2)
          1,449  
Funds from operations
  $ 16,216     $ 40,247  
Weighted average shares – diluted
    74,284       68,613  
FFO per share – diluted
  $ 0.22     $ 0.59  

(1)
RSO now evaluates its performance based on several performance measures, including Funds from Operations “FFO”, in addition to net income and estimated REIT taxable income.  We compute FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”) as net income (computed in accordance with GAAP), excluding gains or losses on the sale of depreciable real estate, the cumulative effect of changes in accounting principles, real estate-related depreciation and amortization, and after adjustments for unconsolidated/ uncombined partnerships and joint ventures.

Management believes that FFO, a non-GAAP measure, is an appropriate measure of the Company’s operating performance in that it is frequently used by analysts, investors and other parties in the evaluation of REITs. Management uses FFO as a performance measure in that it has operating real estate on its balance sheet as of the period ended September 30, 2011.  FFO is not intended to be an indication of our cash flow from operating activities (determined in accordance with GAAP) nor is it entirely indicative of funding our cash needs, including our ability to make cash distributions.

(2)
Amount represents impairment charges recorded by the Company in connection with real estate debt converted to equity.

(3)
Comparative FFO data is not provided since the Company did not own depreciable real property during the comparable periods in 2010.

 
 

 


SCHEDULE II


RESOURCE CAPITAL CORP. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME
TO ESTIMATED REIT TAXABLE INCOME (1)
(in thousands, except per share data)
(Unaudited)

RSO calculates estimated REIT taxable income, which is a non-GAAP financial measure, according to the requirements of the Internal Revenue Code.  The following table reconciles GAAP net income to estimated REIT taxable income for the periods presented (in thousands, except per share data):

   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2011
   
2010
   
2011
   
2010
 
Net income – GAAP
  $ 14,944     $ 14,053     $ 37,305     $ 28,821  
                                 
Taxable REIT subsidiary’s loss
    (1,575 )     (5,141 )     (5,110 )     (6,611 )
Adjusted net income
    13,369       8,912       32,195       22,210  
Adjustments:
                               
Share-based compensation to related parties
    (300 )     (473 )     (387 )     (587 )
Provision for loan and lease losses unrealized
    410       3,265       5,623       27,294  
Asset impairments
          4,456       4,649       10,514  
Equity in income of real estate joint venture
    (2,316 )     (2,661 )     (13,168 )     (7,552 )
Investments in real estate
    1,132             1,132        
Deferral of extinguishment of debt income
          8,307              
Net book to tax adjustments for our taxable
foreign REIT subsidiaries
    (5,810 )     (10,090 )     (8,530 )     (16,207 )
Capital loss carry-over utilization/capital losses
from the sale of available-for-sale securities
    (1,139 )     (1,181 )     (4,655 )     (1,181 )
Subpart F income limitation (2) 
                       
Other net book to tax adjustments
    (94 )     (126 )     (99 )     (1,397 )
Estimated REIT taxable income
  $ 5,252     $ 10,409     $ 16,760     $ 33,094  
                                 
Amounts per share – diluted
  $ 0.07     $ 0.20     $ 0.24     $ 0.73  

(1)
RSO believes that a presentation of estimated REIT taxable income provides useful information to investors regarding its financial condition and results of operations as this measurement is used to determine the amount of dividends that RSO is required to declare to its stockholders in order to maintain its status as a REIT for federal income tax purposes.  Since RSO, as a REIT, expects to make distributions based on estimated REIT taxable income, RSO expects that its distributions may at times be more or less than its reported GAAP net income.  Total estimated REIT taxable income is the aggregate amount of estimated REIT taxable income generated by RSO and by its domestic and foreign taxable REIT subsidiaries.  Estimated REIT taxable income excludes the undistributed taxable income (if any) of RSO’s domestic taxable REIT subsidiary, which is not included in REIT taxable income until distributed to RSO.  There is no requirement that RSO’s domestic taxable REIT subsidiary distribute its income to RSO.  Estimated REIT taxable income, however, includes the taxable income of RSO’s foreign taxable REIT subsidiaries because RSO generally will be required to recognize and report their taxable income on a current basis.  Because not all companies use identical calculations, this presentation of estimated REIT taxable income may not be comparable to other similarly-titled measures of other companies.
 
(2)
U.S. shareholders of controlled foreign corporations are required to include their share of such corporations’ income on a current basis; however, losses sustained by such corporations do not offset income of their U.S. shareholders on a current basis.

 
 

 

SCHEDULE III

RESOURCE CAPITAL CORP. AND SUBSIDIARIES
SUMMARY OF CDO AND CLO PERFORMANCE STATISTICS
(in thousands)
(Unaudited)

Collateralized Debt Obligations - Distributions and Coverage Test Summary

The following table sets forth distributions by RSO’s CDOs and coverage test summaries for the periods presented:

             
Annualized
             
             
Interest
             
             
Coverage
   
Overcollateralization
 
       
Cash Distributions
   
Cushion
   
Cushion
 
       
Year Ended
   
Nine Months Ended
   
As of
   
As of
   
As of Initial
 
       
December 31,
   
September 30,
   
September 30,
   
September 30,
   
Measurement
 
Name
 
CDO Type
 
2010 (1)
   
2011 (1)
   
2011 (2) (3)
   
2011 (4)
   
Date
 
       
(actual)
   
(actual)
                   
Apidos CDO I
 
CLO
  $ 7,695     $ 6,875     $ 9,458     $ 14,397     $ 17,136  
Apidos CDO III
 
CLO
  $ 6,552     $ 5,903     $ 3,598     $ 9,319     $ 11,269  
Apidos Cinco CDO
 
CLO
  $ 7,792     $ 7,321     $ 5,397     $ 22,440     $ 17,774  
RREF 2006-1
 
CRE CDO
  $ 8,929     $ 6,900     $ 12,145     $ 59,205     $ 24,941  
RREF 2007-1
 
CRE CDO
  $ 15,068     $ 8,241     $ 8,480     $ 41,207     $ 26,032  

(1)
Distributions on retained equity interests in CDOs (comprised of note investment and preference share ownership).
 
(2)
Interest coverage cushion includes annualized amounts based on the most recent trustee statements.
 
(3)
Interest coverage cushion represents the amount by which annualized interest income expected exceeds the annualized amount payable on all classes of CDO notes senior to RSO’s preference shares.
 
(4)
Overcollateralization cushion represents the amount by which the collateral held by the CDO issuer exceeds the maximum amount required.

In connection with RSO’s ownership of certain notes held by RREF CDO 2006-1 and RREF CDO 2007-1, respectively, on June 21, 2011, the Company surrendered for cancellation $32.4 million and $30.9 million, respectively, of CDO notes which previously eliminated in consolidation.  The surrendered notes were cancelled by the trustee under the applicable indentures, and the obligations due under the surrendered notes were deemed extinguished.  The effect of these cancellations improves each CDO’s ability to comply with its over-collateralization and interest coverage tests and strengthens RSO’s long-term interest in these structured vehicles.

 
 

 


RESOURCE CAPITAL CORP. AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
(in thousands, except percentages)
(Unaudited)

Loan and Leasing Investment Statistics

The following table presents information on RSO’s impaired loans and lease receivables and related allowances for the periods indicated (based on amortized cost):

   
September 30,
   
December 31,
 
   
2011
   
2010
 
Allowance for loan and lease receivable losses:
           
Specific allowance:
           
Commercial real estate loans
  $ 16,210     $ 20,844  
Bank loans
    166       112  
Total specific allowance (1) 
    16,376       20,956  
General allowance:
               
Commercial real estate loans
    8,902       10,773  
Bank loans
    3,336       2,504  
Lease receivables
          70  
Total general allowance
    12,238       13,347  
Total allowance for loans and leases
  $ 28,614     $ 34,303  
Allowance as a percentage of total loans and lease receivables
    1.7 %     2.1 %
                 
Loans held for sale:
               
Commercial Real Estate Loans:
               
Commercial real estate loans at cost
  $ 14,405     $ 39,187  
Commercial real estate loans provision
    (1,441 )     (14,621 )
Commercial real estate loans held for sale
    12,964       24,566  
Bank Loans:
               
Bank loans at cost
  $ 495     $ 5,172  
Bank loans provision
    (16 )     (1,145 )
Bank loans held for sale
    479       4,027  
Loans held for sale
  $ 13,443     $ 28,593  

 
(1)
Includes allowances on the following specifically reserved assets: commercial real estate loans of $36.5 million and bank loans of $361,000.  A loan of $5.0 million that was fully reserved as of December 31, 2010 was charged off as of March 31, 2011.

 
 

 

RESOURCE CAPITAL CORP. AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
(Unaudited)
 

The following table presents commercial real estate loan portfolio statistics as of September 30, 2011 (based on par value):

Security type:
     
Whole loans
    82.6 %
Mezzanine loans
    12.4 %
B Notes
    5.0 %
Total
    100.0 %
         
Collateral type:
       
Multifamily
    38.0 %
Hotel
    30.0 %
Retail
    14.2 %
Office
    9.9 %
Flex
    1.1 %
Self-storage
    1.0 %
Other
    5.8 %
Total
    100.0 %
         
Collateral location:
       
Southern California
    28.6 %
Northern California
    13.8 %
Arizona
    9.2 %
Florida
    8.2 %
Texas
    6.1 %
Washington
    4.9 %
Colorado
    4.7 %
New York
    3.2 %
Other
    21.3 %
Total
    100.0 %


 
 

 

RESOURCE CAPITAL CORP. AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
(Unaudited)
 

The following table presents bank loan portfolio statistics by industry as of September 30, 2011 (based on par value):

Industry type:
     
Healthcare, education and childcare
    13.4 %
Diversified/conglomerate service
    8.4 %
Broadcasting and entertainment
    7.6 %
Automobile
    6.4 %
Hotels, motels, inns and gaming
    5.8 %
Chemicals, plastics and rubber
    5.6 %
Telecommunications
    5.2 %
Retail stores
    4.4 %
Printing and publishing
    4.1 %
Electronics
    3.8 %
Leisure, amusement, motion pictures, entertainment
    3.4 %
Personal, food and miscellaneous services
    3.2 %
Personal transportation
    3.1 %
CDO
    3.0 %
Other
    22.6 %
Total
    100.0 %