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8-K - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES - Ladder Capital Finance Holdings LLLPa13-23461_18k.htm

Exhibit 99.1

 

 

Ladder Capital Finance Holdings LLLP Reports Third Quarter 2013 Results

 

Third Quarter Financial Highlights

 

·                  Earned adjusted net income of $46.8 million and net income attributable to preferred and common unit holders of $20.2 million

·                  Ended quarter with $1.2 billion of total debt and $1.2 billion of partners’ capital, representing a 1.0x debt to equity ratio

·                  Originated $542.1 million in principal value of commercial mortgage loans held for sale, including $121.1 million of face value of loans secured by Ladder real estate investments, and $54.7 million in principal value of commercial mortgage loans held for investment

·                  Participated in two commercial mortgage loan securitization transactions, selling and contributing 66 loans with an aggregate outstanding principal balance of $1.0 billion

·                  Registered our 7.375% Senior Notes due 2017 with the SEC

·                  Streamlined our corporate structure by eliminating our REIT subsidiary

 

(New York, NY) — November 4, 2013 — Ladder Capital Finance Holdings LLLP (“we”, “Ladder”, or the “Company”) today announced operating results for the third quarter ended September 30, 2013. Adjusted net income, a non-GAAP financial measure, was $46.8 million for the third quarter of 2013, compared to $57.3 million earned in the third quarter of 2012. Adjusted net income for the nine months ended September 30, 2013 was $178.0 million, compared to $145.7 million for the first nine months of 2012. We believe adjusted net income, which adjusts for unrealized gains and losses and other non-cash items, is useful in comparing our results from different accounting periods.

 

Net income attributable to preferred and common unit holders for the three months ended September 30, 2013 was $20.2 million, compared to $60.3 million for the comparable period in the prior year. Net income attributable to preferred and common unit holders for the nine months ended September 30, 2013 was $168.3 million, compared to $136.7 million for the comparable period in the prior year.

 

As of September 30, 2013, we had total assets of $2.5 billion, comprised of $462.6 million of commercial real estate loans, $1.3 billion of commercial real estate-related securities, $510.1 million of real estate held for investment, $98.7 million of cash, and $117.7 million of other assets. As of September 30, 2013, senior secured assets, including first mortgage loans, real estate-related securities secured by first mortgage loans and cash, represented approximately 70.8% of our total assets.

 

During the three months ended September 30, 2013 we originated $596.8 million of loans comprised of $542.1 million of commercial mortgage loans held for sale (including $121.1 million of loans secured by Ladder real estate investments) and $54.7 million of commercial mortgage loans held for investment. We recorded income from the sale of loans, net, of $22.2 million in the third quarter of 2013 from the securitization of $1.0 billion of face amount of commercial mortgage loans in two securitization transactions, which resulted in $926.7 million of proceeds from the sale of originated loans and $122.5 million of proceeds from the contribution of intercompany loans secured by our real estate investments.

 

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In the three months ended September 30, 2012, we originated a total of $418.4 million of loans comprised of $379.7 million of commercial mortgage loans held for sale (including $12.1 million of loans secured by Ladder real estate investments) and $38.7 million of commercial mortgage loans held for investment. We recorded income from the sale of loans, net, of $61.5 million in the third quarter of 2012 primarily from whole loan sales and the securitization of commercial mortgage loans in two securitization transactions, which resulted in $737.8 million of proceeds from the sale of originated loans and $12.5 million of proceeds from the contribution of intercompany loans secured by our real estate investments.

 

Our portfolio of real estate-related securities increased by $429.5 million during the third quarter of 2013 to $1.3 billion, as purchases of $593.6 million and mark-to-market changes more than offset premium amortization, sales of $34.9 million and principal repayments of $120.5 million. The spread widening experienced during the quarter presented attractive CMBS investment opportunities, resulting in the first quarterly increase in our securities portfolio since the fourth quarter of 2011.

 

During the third quarter, we sold 28 condominium units in Veer Towers in Las Vegas resulting in income of $3.5 million. We did not purchase or sell any real estate properties during the quarter. Securitizations of seven loans secured by our real estate investments resulted in an increase in long-term financing of $119.7 million.

 

Portfolio Overview

 

The following table summarizes the book value of our investment portfolio as of the following dates:

 

 

 

September 30, 2013

 

December 31, 2012

 

 

 

($ in thousands)

 

Loans

 

 

 

 

 

Conduit first mortgage loans

 

$

93,031

 

$

623,333

 

Balance sheet first mortgage loans

 

266,180

 

229,926

 

Other commercial real estate-related loans

 

103,429

 

96,392

 

Total loans

 

462,640

 

949,651

 

Securities

 

 

 

 

 

CMBS investments

 

1,084,791

 

833,916

 

U.S. Agency Securities investments

 

232,185

 

291,646

 

Total securities

 

1,316,976

 

1,125,562

 

Real Estate

 

 

 

 

 

Total real estate, net

 

510,147

 

380,022

 

Total investments

 

2,289,763

 

2,455,235

 

Cash, cash equivalents and cash collateral held by broker

 

98,716

 

109,169

 

Other assets

 

117,688

 

64,626

 

Total assets

 

$

2,506,167

 

$

2,629,030

 

 

Note: CMBS investments and U.S. Agency Securities investments are carried at fair value.

 

We originate conduit first mortgage loans eligible for securitization that are secured by cash-flowing commercial real estate properties. These first mortgage loans are structured with fixed rates and five- to ten-year terms. During the third quarter of 2013, we participated in two commercial mortgage loan securitization transactions, the second of which settled September 27, selling and contributing $1.0 billion in principal value of loans. As of September 30, 2013, we held four first mortgage loans that were substantially available for sale into future securitizations with an aggregate book value of $93.0 million. Based on the outstanding loan principal balances at September 30, 2013 and the “as-is” third-party FIRREA appraised values at origination, the weighted average loan-to-value ratio of this portfolio was 64.1%.

 

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We also originate balance sheet first mortgage loans secured by commercial real estate properties that are undergoing lease-up, sell-out, renovation, or repositioning. These mortgage loans are structured with floating rates and terms (including extension options) ranging from one to three years. As of September 30, 2013, we held a portfolio of 18 balance sheet first mortgage loans with an aggregate book value of $266.2 million. Based on the outstanding loan principal balances at September 30, 2013 and the “as-is” third-party FIRREA appraised values at origination, the weighted average loan-to-value ratio of this portfolio was 58.3%.

 

We selectively invest in other commercial real estate loans in the form of note purchase financings, subordinated debt, mezzanine debt, and other structured finance products related to commercial real estate. We held $103.4 million of other commercial real estate-related loans as of September 30, 2013. Based on the outstanding loan principal balances through the mezzanine or subordinated debt at September 30, 2013 and the “as-is” third-party FIRREA appraised values at origination, the weighted average loan-to-value ratio of this portfolio was 74.9%.

 

As of September 30, 2013, our portfolio of CMBS investments had an estimated fair value of $1.1 billion and was comprised of investments in 100 CUSIPs ($10.8 million average investment per CUSIP), with a weighted average duration of 4.3 years.

 

As of September 30, 2013, our portfolio of U.S. Agency Securities had an estimated fair value of $232.2 million and was comprised of investments in 52 CUSIPs ($4.5 million average investment per CUSIP), with a weighted average duration of 3.4 years.

 

We have 37 real estate investments with an aggregate book value of $510.1 million as of September 30, 2013, including 34 single tenant retail properties, a condominium property, an office building and a portfolio of office properties. We typically originate non-recourse mortgage loan financing secured by an individual property or a group of properties in our real estate portfolio, and subsequently seek to securitize these loans. Once the loans have been securitized, they are included on our balance sheet as non-recourse long-term financing. As of September 30, 2013, we had $291.2 million of such non-recourse financing, secured by certain of our real estate properties.

 

During the quarter, we simplified our corporate structure by dissolving Ladder Capital Realty Finance Trust (“LCRFT”), our REIT subsidiary. Subsidiaries of LCRFT deemed unnecessary or duplicative were eliminated, and all other subsidiaries remain subsidiaries of the Company. The only effect on the Company as a consolidated entity was the liquidation of the preferred shareholders of LCRFT, who held a combined $125,000 of preferred equity in LCRFT, and whose ownership interest will no longer be included in the non-controlling interest line item on our consolidated balance sheets.

 

Business Outlook

 

Business conditions were mixed for mortgage lending in the third quarter of 2013. Volumes of new CMBS issuance in the U.S. continued to increase year over year, totaling $16.7 billion in the quarter, compared to $12.5 billion in the third quarter of 2012. In the first half of the quarter, increasing interest rates and widening credit spreads reduced borrowers’ appetite for new mortgage loan financing, but also provided attractive investment opportunities for CMBS securities in the secondary market.

 

Liquidity and Capital Resources

 

We held unrestricted cash and cash equivalents of $62.5 million at September 30, 2013. We had total debt outstanding (including securities repurchase financing) of $1.2 billion as of September 30, 2013, and we had over $2.7 billion of committed financing available for additional investment, through our committed repurchase facilities, our credit agreement and via our FHLB membership.

 

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We apply financial leverage to our asset base in a manner that is reflective of the composition and characteristics of our investments and our plans for holding and/or selling those investments. In doing so, we aim to diversify our funding across multiple counterparties.

 

The following table summarizes our debt outstanding as of the following dates:

 

 

 

September 30, 2013

 

December 31, 2012

 

 

 

($ in thousands)

 

Committed loan facilities

 

$

 

$

226,367

 

Committed securities facility

 

 

278,021

 

Uncommitted securities facilities

 

6,151

 

289,528

 

Borrowings under credit agreement

 

 

 

Long-term financing

 

291,238

 

106,675

 

Borrowings from the FHLB

 

608,000

 

262,000

 

Senior unsecured notes

 

325,000

 

325,000

 

Total

 

$

1,230,389

 

$

1,487,591

 

 

During the third quarter of 2013, Ladder filed a registration statement on Form S-4, as amended, with the Securities and Exchange Commission (“SEC”) for its 7.375% Senior Notes due 2017 (the “Notes”). Following the associated exchange offer, in which all of our noteholders exchanged private Notes for publicly registered Notes, the Notes are now publicly traded debt. As required by the indenture governing the Notes, we will now file our quarterly and annual reports with the SEC.

 

Conference Call

 

We will host a conference call on Tuesday, November 5, 2013 at 2:00 p.m. ET to discuss third quarter results. The conference call can be accessed by dialing (866) 596-2542, access code 92378932. Individuals who dial in will be asked to identify themselves and their affiliations. A replay of the call will be available later that day at (855) 859-2056; the replay access code is 92378932.

 

About Ladder

 

Ladder Capital Finance Holdings LLLP is a leading commercial real estate finance company that originates and invests in a diverse portfolio of commercial real estate and real estate-related assets, focusing on senior secured assets. Our investment activities include: (i) direct origination of mid-market commercial real estate first mortgage loans of $5 million to $100 million; (ii) investments in investment grade securities secured by first mortgage loans on commercial real estate; and (iii) investments in net leased and other commercial real estate. Founded in 2008, Ladder Capital is run by a highly experienced management team with extensive expertise in all aspects of the commercial real estate industry, including origination, credit, underwriting, structuring, capital markets and asset management. Led by Brian Harris, the Company’s Chief Executive Officer, Ladder is headquartered in New York City and has branches in Boca Raton and Los Angeles. For more information, please visit www.laddercapital.com.

 

Forward-Looking Statements

 

Certain statements in this release may constitute “forward-looking” statements. These statements are based on management’s current opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results. These forward-looking statements are only predictions, not historical fact, and involve certain risks and uncertainties, as well as assumptions. Actual results, levels of activity, performance, achievements and events could differ materially from those stated,

 

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anticipated or implied by such forward-looking statements. While we believe that our assumptions are reasonable, it is very difficult to predict the impact of known factors, and, of course, it is impossible to anticipate all factors that could affect our actual results. There are a number of risks and uncertainties that could cause actual results to differ materially from forward-looking statements made herein. Such forward-looking statements are made only as of the date of this release. We expressly disclaim any obligation or undertaking to release any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations with regard thereto or changes in events, conditions, or circumstances on which any such statement is based.

 

Non-GAAP Financial Measures

 

We present adjusted net income, which is a non-GAAP measure, as a supplemental measure of our performance. We define adjusted net income as net income attributable to preferred and common unit holders adjusted to add back real estate depreciation and amortization, eliminate the impact of derivative gains and losses related to the hedging of assets on our balance sheet as of the end of the specified accounting period, exclude unrealized gains and losses related to our investments in agency interest-only securities, add back premiums on long-term financing and exclude the amortization of those premiums, and add back non-cash stock-based compensation. We do not designate derivatives as hedges to qualify for hedge accounting and therefore any net payments under, or fluctuations in the fair value of, our derivatives are recognized currently in our consolidated statements of income. However, fluctuations in the fair value of the related assets are not included in our consolidated statements of income. We believe that excluding these specifically identified hedging gains and losses adjusts for timing differences between when we recognize changes in the fair values of our assets and derivatives which we use to hedge asset values.

 

Set forth below is an unaudited reconciliation of net income attributable to preferred and common unit holders to adjusted net income:

 

 

 

For the Three Months Ended

 

For the Nine Months Ended

 

 

 

September 30, 2013

 

September 30, 2012

 

September 30, 2013

 

September 30, 2012

 

 

 

($ in thousands)

 

Net income attributable to preferred and common unit holders

 

$

20,162

 

$

60,329

 

$

168,291

 

$

136,748

 

Real estate depreciation and amortization

 

5,273

 

516

 

11,199

 

1,207

 

Adjustments for unrecognized derivative results

 

24,870

 

(6,037

)

(7,026

)

1,636

 

Unrealized (gain) loss on agency IO securities, net

 

(3,189

)

1,897

 

1,850

 

3,942

 

Premium (discount) on long-term financing

 

(1,201

)

156

 

1,422

 

416

 

Amortization of premium on long-term debt

 

(140

)

(6

)

(403

)

(14

)

Non-cash stock-based compensation

 

1,065

 

474

 

2,632

 

1,795

 

Adjusted net income

 

$

46,840

 

$

57,329

 

$

177,965

 

$

145,730

 

 

We present adjusted net income because we believe it assists investors in comparing our performance across reporting periods on a consistent basis by excluding non-cash expenses as well as items that make such comparisons less relevant due to timing differences, such as changes in the values of assets and derivatives and the recognition of premiums on long-term financing. In addition, we use adjusted net income: (i) to evaluate our earnings from operations and (ii) because management believes that it may be a useful performance measure for us.

 

Adjusted net income has limitations as an analytical tool. Some of these limitations are:

 

·                  Adjusted net income does not reflect the impact of certain cash charges resulting from matters we consider not to be indicative of our ongoing operations; and

 

·                  other companies in our industry may calculate adjusted net income differently than we do, limiting its usefulness as a comparative measure

 

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Because of these limitations, adjusted net income should not be considered in isolation or as a substitute for net income attributable to preferred and common unit holders or other performance measures calculated in accordance with GAAP.

 

In the future we may incur gains and losses that are the same as or similar to some of the adjustments in this presentation. Our presentation of adjusted net income should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

 

For additional information about our non-GAAP financial measures, please refer to our quarterly report.

 

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Ladder Capital Finance Holdings LLLP

Consolidated Statements of Income (unaudited)

 

 

 

For the three months
ended September 30,

 

For the nine months
ended September 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

Net interest income

 

 

 

 

 

 

 

 

 

Interest income

 

$

29,633,069

 

$

34,082,375

 

$

91,062,175

 

$

105,260,943

 

Interest expense

 

12,554,368

 

9,005,953

 

35,703,283

 

25,045,686

 

Net interest income

 

17,078,701

 

25,076,422

 

55,358,892

 

80,215,257

 

 

 

 

 

 

 

 

 

 

 

Provision for loan losses

 

150,000

 

150,000

 

450,000

 

298,833

 

Net interest income after provision for loan losses

 

16,928,701

 

24,926,422

 

54,908,892

 

79,916,424

 

 

 

 

 

 

 

 

 

 

 

Other income

 

 

 

 

 

 

 

 

 

Operating lease income

 

11,209,647

 

1,773,167

 

26,599,973

 

4,063,189

 

Sale of loans, net

 

22,225,041

 

61,521,280

 

141,046,263

 

118,344,538

 

Gain (loss) on securities

 

(1,394,468

)

2,696,250

 

4,481,847

 

12,872,438

 

Sale of real estate, net

 

3,524,727

 

 

10,887,448

 

1,474,585

 

Fee income

 

1,721,994

 

1,051,478

 

5,324,872

 

7,403,832

 

Net result from derivative transactions

 

(6,313,247

)

(10,986,329

)

16,635,489

 

(33,692,679

)

Earnings from investment in unconsolidated joint ventures

 

1,362,527

 

286,575

 

2,351,878

 

1,087,514

 

Unrealized gain (loss) on Agency interest-only securities, net

 

3,188,919

 

(1,897,831

)

(1,849,924

)

(3,941,985

)

Total other income

 

35,525,140

 

54,444,590

 

205,477,846

 

107,611,432

 

Costs and expenses

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

14,343,883

 

14,706,122

 

47,937,276

 

37,960,078

 

Operating expenses

 

5,870,491

 

2,481,205

 

11,336,738

 

7,498,591

 

Real estate operating expenses

 

4,417,850

 

 

11,309,438

 

 

Fee expense

 

561,420

 

861,274

 

5,754,432

 

2,941,593

 

Depreciation and amortization

 

5,409,797

 

653,363

 

11,608,986

 

1,617,615

 

Total costs and expenses

 

30,603,441

 

18,701,964

 

87,946,870

 

50,017,877

 

Income before taxes

 

21,850,400

 

60,669,048

 

172,439,868

 

137,509,979

 

Tax expense

 

663,868

 

336,184

 

3,450,948

 

750,353

 

Net income

 

21,186,532

 

60,332,864

 

168,988,920

 

136,759,626

 

Net (income) loss attributable to noncontrolling interest

 

(1,024,751

)

(3,906

)

(697,721

)

(11,719

)

Net income attributable to preferred and common unit holders

 

$

20,161,781

 

$

60,328,958

 

$

168,291,199

 

$

136,747,907

 

 

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Ladder Capital Finance Holdings LLLP

Consolidated Balance Sheets (unaudited)

 

 

 

September 30, 2013

 

December 31, 2012

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

62,527,331

 

$

45,178,565

 

Cash collateral held by broker

 

36,188,694

 

63,990,568

 

Mortgage loan receivables held for investment, at amortized cost

 

369,609,166

 

326,318,550

 

Mortgage loan receivables held for sale

 

93,031,322

 

623,332,620

 

Real estate securities, available-for-sale:

 

 

 

 

 

Investment grade commercial mortgage backed securities

 

877,467,235

 

806,773,207

 

GN construction securities

 

10,398,166

 

51,842,317

 

GN permanent securities

 

106,078,762

 

108,807,295

 

Interest-only securities

 

323,032,277

 

158,138,700

 

Real estate, net

 

510,146,878

 

380,021,672

 

Investments in unconsolidated joint ventures

 

12,074,319

 

12,674,652

 

FHLB stock

 

36,400,000

 

13,100,000

 

Derivative instruments

 

1,642,073

 

5,694,519

 

Due from brokers

 

23,404,631

 

1,901,713

 

Accrued interest receivable

 

11,433,271

 

12,082,604

 

Other assets

 

32,733,573

 

19,172,873

 

Total assets

 

$

2,506,167,698

 

$

2,629,029,855

 

Liabilities and Capital

 

 

 

 

 

Liabilities

 

 

 

 

 

Repurchase agreements

 

$

6,151,000

 

$

793,916,703

 

Long term financing

 

291,238,247

 

106,675,298

 

Borrowings from the FHLB

 

608,000,000

 

262,000,000

 

Senior unsecured notes

 

325,000,000

 

325,000,000

 

Due to brokers

 

18,153,020

 

 

Derivative instruments

 

19,473,262

 

18,515,163

 

Accrued expenses

 

46,390,267

 

19,273,388

 

Other liabilities

 

14,440,977

 

5,379,088

 

Total liabilities

 

1,328,846,773

 

1,530,759,640

 

Commitments and contingencies

 

 

 

 

 

Capital

 

 

 

 

 

Partners’ capital

 

 

 

 

 

Series A preferred units

 

820,956,465

 

780,756,015

 

Series B preferred units

 

289,133,997

 

272,095,114

 

Common units

 

57,866,450

 

44,836,920

 

Total partners’ capital

 

1,167,956,912

 

1,097,688,049

 

Noncontrolling interest

 

9,364,013

 

582,166

 

Total capital

 

1,177,320,925

 

1,098,270,215

 

 

 

 

 

 

 

Total liabilities and capital

 

$

2,506,167,698

 

$

2,629,029,855

 

 

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Ladder Capital Finance Holdings LLLP

Consolidated Statements of Comprehensive Income (unaudited)

 

 

 

For the three months

 

For the nine months

 

 

 

ended September 30, 

 

ended September 30, 

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

21,186,532

 

$

60,332,864

 

$

168,988,920

 

$

136,759,626

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

Unrealized gains on securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain (loss) on real estate securities, available for sale

 

4,395,335

 

1,384,260

 

(6,559,849

)

21,891,415

 

 

 

 

 

 

 

 

 

 

 

Reclassification adjustment for gains included in net income

 

1,394,468

 

(2,696,250

)

(4,481,847

)

(12,872,438

)

 

 

 

 

 

 

 

 

 

 

Total other comprehensive income (loss)

 

5,789,803

 

(1,311,990

)

(11,041,696

)

9,018,977

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

26,976,335

 

59,020,874

 

157,947,224

 

145,778,603

 

 

 

 

 

 

 

 

 

 

 

Comprehensive (income) loss attributable to noncontrolling interest

 

(1,024,751

)

(3,906

)

(697,721

)

(11,719

)

 

 

 

 

 

 

 

 

 

 

Comprehensive income attributable to preferred and common unit holders

 

$

25,951,584

 

$

59,016,968

 

$

157,249,503

 

$

145,766,884

 

 

9



 

Ladder Capital Finance Holdings LLLP

Consolidated Statements of Cash Flows (unaudited)

 

 

 

For the nine months ended September 30,

 

 

 

2013

 

2012

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

168,988,920

 

$

136,759,626

 

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

 

 

 

 

 

Depreciation and amortization

 

11,608,986

 

1,617,615

 

Unrealized (gain) loss on derivative instruments

 

5,030,545

 

2,033,514

 

Unrealized (gain) loss on Agency interest-only securities, net

 

1,849,924

 

3,941,985

 

Provision for loan losses

 

450,000

 

298,833

 

Cash collateral held by broker for derivatives

 

(1,075,479

)

(11,524,366

)

Amortization of equity based compensation

 

2,194,673

 

1,795,350

 

Amortization of deferred financing costs included in interest expense

 

3,293,359

 

2,016,018

 

Accretion/amortization of discount, premium and other fees on loans and securities

 

40,084,430

 

23,215,957

 

Realized gain on sale of mortgage loan receivables

 

(141,046,263

)

(118,344,538

)

Realized gain on sale of real estate securities

 

(4,481,847

)

(12,872,438

)

Realized gain on sale of real estate

 

(10,887,448

)

(1,474,585

)

Origination of mortgage loan receivables held for sale

 

(1,572,035,040

)

(1,206,636,846

)

Repayment of mortgage loan receivables held for sale

 

5,603,753

 

71,622,635

 

Proceeds from sales of mortgage loan receivables held for sale

 

2,246,099,121

 

1,414,067,008

 

Accrued interest receivable

 

649,333

 

648,677

 

Earnings on investment in unconsolidated joint ventures

 

(2,351,878

)

(1,087,514

)

Distributions of return on capital from investment in unconsolidated joint ventures

 

2,804,880

 

1,251,832

 

Changes in operating assets and liabilities:

 

 

 

 

 

Due to brokers

 

18,153,020

 

(871,802

)

Due from brokers

 

(21,502,918

)

(1,586,499

)

Other assets

 

(25,373,397

)

(815,393

)

Accrued expenses and other liabilities

 

36,223,768

 

21,756,085

 

Net cash provided by (used in) operating activities

 

764,280,442

 

325,811,154

 

Cash flows used in investing activities:

 

 

 

 

 

Acquisition of fixed assets

 

 

(46,188

)

Purchases of real estate securities

 

(707,021,887

)

(368,996,968

)

Repayment of real estate securities

 

330,611,532

 

798,280,319

 

Proceeds from sales of real estate securities

 

133,874,777

 

219,420,475

 

Purchase of FHLB stock

 

(23,300,000

)

(5,000,000

)

Origination and purchases of mortgage loan receivables held for investment

 

(233,727,109

)

(304,025,800

)

Repayment of mortgage loan receivables held for investment

 

184,292,674

 

133,660,270

 

Reduction (addition) of cash collateral held by broker

 

28,877,353

 

 

Real estate deposits

 

11,357,534

 

 

Capital contributions to investment in unconsolidated joint ventures

 

(4,676,914

)

(5,348,566

)

Distributions of return of capital from investment in unconsolidated joint ventures

 

4,824,245

 

4,870,614

 

Purchases of real estate

 

(158,102,978

)

(247,105,362

)

Proceeds from sale of real estate

 

27,666,715

 

70,883,494

 

Net cash provided by (used in) investing activities

 

(405,324,058

)

296,592,288

 

Cash flows from financing activities:

 

 

 

 

 

Deferred financing costs

 

(3,696,880

)

(10,670,032

)

Repayment of repurchase agreement

 

3,374,644,489

 

(10,773,819,637

)

Proceeds from repurchase agreement

 

(4,162,410,192

)

9,931,005,403

 

Repayment of borrowings under credit agreements

 

30,000,000

 

 

Proceeds from borrowings under credit agreements

 

(30,000,000

)

 

Proceeds from long-term financing

 

185,037,630

 

23,506,844

 

Repayment of long-term financing

 

(71,478

)

(27,121

)

Proceeds from FHLB borrowings

 

3,729,500,000

 

100,000,000

 

Repayments of FHLB borrowings

 

(3,383,500,000

)

 

Proceeds from debt issued

 

 

325,000,000

 

Purchase of derivative instruments

 

(20,000

)

 

Partners’ capital contributions

 

1,800,000

 

3,000,000

 

Partners’ capital distributions

 

(90,975,313

)

(52,290,745

)

Capital contributed by a noncontrolling interest

 

8,437,262

 

 

Capital distributed to a noncontrolling interest

 

(353,136

)

(11,719

)

Net cash provided by (used in) financing activities

 

(341,607,618

)

(454,307,007

)

Net increase in cash

 

17,348,766

 

168,096,435

 

Cash at beginning of period

 

45,178,565

 

83,350,445

 

Cash at end of period

 

$

62,527,331

 

$

251,446,880

 

Supplemental information:

 

 

 

 

 

Cash paid for interest

 

$

33,670,316

 

$

21,693,764

 

Cash paid for taxes

 

$

3,274,256

 

$

750,353

 

 

 

 

 

 

 

Supplemental disclosure of non-cash financing activities:

 

 

 

 

 

 

 

 

 

 

 

Transfer from mortgage loan receivables held for investment, at amortized cost to mortgage loan receivable held for sale

 

$

8,460,174

 

$

 

 

10