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EX-99.2 - EXHIBIT 99.2 - ANNALY CAPITAL MANAGEMENT INCa51708422ex99_2.htm
8-K - ANNALY CAPITAL MANAGEMENT, INC. 8-K - ANNALY CAPITAL MANAGEMENT INCa51708422.htm
Exhibit 99.1
 
 
 
 
ANNALY CAPITAL MANAGEMENT, INC. REPORTS 3rd QUARTER 2017 RESULTS

 
NEW YORK—(BUSINESS WIRE)—November 1, 2017—Annaly Capital Management, Inc. (NYSE: NLY) (the “Company” or “Annaly”) today announced its financial results for the quarter ended September 30, 2017.

Quarterly Financial Highlights
·
GAAP net income was $367.3 million, $0.31 per average common share
·
Core earnings (excluding PAA) were $353.5 million, $0.30 per average common share
·
GAAP return on average equity was 10.98% and core return on average equity (excluding PAA) was 10.57%
·
Book value per common share of $11.42, up from $11.19 at June 30, 2017
·
Economic leverage increased to 6.9x, as compared to 6.4x at June 30, 2017
·
Declared common stock dividend of $0.30 per share for the 16th consecutive fiscal quarter
·
Annualized year-to-date economic return of 13.9%

Recent Business Highlights
·
Raised $2.4 billion of equity capital in three separate offerings in July and October
·
Equity issuances largely deployed towards Agency assets and select credit assets. Credit businesses comprise 23% of allocated capital at quarter end
·
Redeemed 7.875% Series A Cumulative Redeemable Preferred Stock, resulting in 30 basis point reduction of economic cost of preferred capital
·
Completed sale of Pingora Holdings L.P. while maintaining ownership interests in mortgage servicing rights
·
Board of Directors appointed Chief Executive Officer and President Kevin Keyes as Chairman, effective January 1, 2018
·
Expanding Board of Directors with addition of two new independent directors, Katie Beirne Fallon and Vicki Brinson Williams, effective January 1, 2018
·
Established an investment partnership with Capital Impact Partners, a prominent community development financial institution

“Our third quarter financial performance again highlights the benefits of our large, diversified platform as we achieved growth in book value and generated stable earnings,” commented Kevin Keyes, Chief Executive Officer and President.  “Our conservative and balanced investment strategies were further endorsed by the market as we successfully raised over $2.4 billion of new equity capital since the beginning of the quarter.  Annaly remains uniquely positioned in an equity market where conservatively-valued, yield manufacturing businesses are increasingly difficult to find.”

1

Financial Performance

The following table summarizes certain key performance indicators as of and for the quarters ended September 30, 2017, June 30, 2017, and September 30, 2016:
 
   
September 30, 2017
   
June 30, 2017
   
September 30, 2016
 
Book value per common share
 
$
11.42
   
$
11.19
   
$
11.83
 
Economic leverage at period-end (1)
 
6.9:1
   
6.4:1
   
6.1:1
 
GAAP net income (loss) per average common share (2)
 
$
0.31
   
(0.01
)
 
$
0.70
 
Annualized GAAP return (loss) on average equity
   
10.98
%
   
0.46
%
   
23.55
%
Net interest margin (3)
   
1.33
%
   
1.23
%
   
1.40
%
Average yield on interest earning assets (4)
   
2.79
%
   
2.58
%
   
2.70
%
Average cost of interest bearing liabilities (5)
   
1.82
%
   
1.74
%
   
1.57
%
Net interest spread
   
0.97
%
   
0.84
%
   
1.13
%
Core Earnings Metrics:
                       
Core earnings (excluding PAA) per average common share *(2)(6)
 
$
0.30
   
$
0.30
   
$
0.29
 
Core earnings per average common share *(2)(6)
 
$
0.26
   
$
0.23
   
$
0.29
 
PAA cost (benefit) per average common share
 
$
0.04
   
$
0.07
   
$
0.00
 
Annualized core return on average equity (excluding PAA) *
   
10.57
%
   
10.54
%
   
10.09
%
Net interest margin (excluding PAA) *(3)
   
1.47
%
   
1.53
%
   
1.42
%
Average yield on interest earning assets (excluding PAA) *(4)
   
2.97
%
   
2.93
%
   
2.72
%
Net interest spread (excluding PAA) *
   
1.15
%
   
1.19
%
   
1.15
%
 
 
*
Represents a non-GAAP financial measure. Please refer to the ‘Non-GAAP Financial Measures’ section for additional information.
 
(1)
Computed as the sum of recourse debt, to-be-announced (“TBA”) derivative notional outstanding and net forward purchases of investments divided by total equity. Recourse debt consists of repurchase agreements and other secured financing. Securitized debt, participation sold and mortgages payable are non-recourse to the Company and are excluded from this measure.
 
(2)
Net of dividends on preferred stock, including cumulative and undeclared dividends on the Company’s Series F Preferred stock of $8.3 million for the quarter ended September 30, 2017.
 
(3)
Represents the sum of the Company’s annualized economic net interest income (inclusive of interest expense on interest rate swaps used to hedge cost of funds) plus TBA dollar roll income (less interest expense on swaps used to hedge TBA dollar roll transactions) divided by the sum of its average interest earning assets plus average outstanding TBA derivative balances.
 
(4)
Average yield on interest earning assets represents annualized interest income divided by average interest earning assets. Average interest earning assets reflects the average amortized cost of our investments during the period. Average yield on interest earning assets (excluding PAA) is calculated using annualized interest income (excluding PAA).
 
(5)
Includes interest expense on interest rate swaps used to hedge cost of funds.
 
(6)
Core earnings is defined as net income (loss) excluding gains or losses on disposals of investments and termination of interest rate swaps, unrealized gains or losses on interest rate swaps and investments measured at fair value through earnings, net gains and losses on trading assets, impairment losses, net income (loss) attributable to noncontrolling interest, corporate acquisition related expenses and certain other non-recurring gains or losses, and inclusive of TBA dollar roll income (a component of Net gains (losses) on trading assets) and realized amortization of MSRs (a component of net unrealized gains (losses) on investments measured at fair value through earnings). Core earnings (excluding PAA) excludes the premium amortization adjustment (“PAA”) representing the cumulative impact on prior periods, but not the current period, of quarter-over-quarter changes in estimated long-term prepayment speeds related to the Company’s Agency mortgage-backed securities.

Other Information
This news release and our public documents to which we refer contain or incorporate by reference certain forward-looking statements which are based on various assumptions (some of which are beyond our control) and may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “anticipate,” “continue,” or similar terms or variations on those terms or the negative of those terms. Actual results could differ materially from those set forth in forward-looking statements due to a variety of factors, including, but not limited to, changes in interest rates; changes in the yield curve; changes in prepayment rates; the availability of mortgage-backed securities and other securities for purchase; the availability of financing and, if available, the terms of any financing; changes in the market value of our assets; changes in business conditions and the general economy; our ability to grow our commercial real estate business; our ability to grow our residential mortgage credit business; our ability to grow our middle market lending business; credit risks related to our investments in credit risk transfer securities, residential mortgage-backed securities and related residential mortgage credit assets, commercial real estate assets and corporate debt; risks related to investments in mortgage servicing rights; our ability to consummate any contemplated investment opportunities; changes in government regulations and policy affecting our business; our ability to maintain our qualification as a REIT for U.S. federal income tax purposes; and our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. We do not undertake, and specifically disclaim any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law.

2

Annaly is a leading diversified capital manager that invests in and finances residential and commercial assets. Annaly’s principal business objective is to generate net income for distribution to its stockholders through capital preservation, prudent selection of investments, and continuous management of its portfolio. Annaly has elected to be taxed as a real estate investment trust, or REIT, for federal income tax purposes. Annaly is externally managed by Annaly Management Company LLC. Additional information on the Company can be found at www.annaly.com.

The Company prepares a supplemental investor presentation and a financial summary for the benefit of its shareholders. Both the Third Quarter 2017 Investor Presentation and the Third Quarter 2017 Financial Summary can be found at the Company’s website (www.annaly.com) in the Investors section under Investor Presentations.

Conference Call

The Company will hold the third quarter 2017 earnings conference call on November 2, 2017 at 10:00 a.m. Eastern Time. The number to call is 888-317-6003 for domestic calls and 412-317-6061 for international calls. The conference passcode is 8343484. There will also be an audio webcast of the call on www.annaly.com. The replay of the call will be available for one week following the conference call. The replay number is 877-344-7529 for domestic calls and 412-317-0088 for international calls and the conference passcode is 10113329. If you would like to be added to the e-mail distribution list, please visit www.annaly.com, click on Investors, then select Email Alerts and complete the email notification form.
3

Financial Statements
ANNALY CAPITAL MANAGEMENT, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 
(dollars in thousands, except per share data)
 
                               
   
September 30,
   
June 30,
   
March 31,
   
December 31,
   
September 30,
 
   
2017
   
2017
   
2017
   
2016(1)
   
2016
 
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
         
(Unaudited)
 
ASSETS
                             
Cash and cash equivalents (2)
 
$
867,840
   
$
700,692
   
$
819,421
   
$
1,539,746
   
$
2,382,188
 
Investments, at fair value:
                                       
Agency mortgage-backed securities
   
85,889,131
     
73,963,998
     
72,708,490
     
75,589,873
     
73,476,105
 
Credit risk transfer securities
   
582,938
     
605,826
     
686,943
     
724,722
     
669,295
 
Non-Agency mortgage-backed securities
   
1,227,235
     
1,234,053
     
1,409,093
     
1,401,307
     
1,460,261
 
Residential mortgage loans (3)
   
895,919
     
779,685
     
682,416
     
342,289
     
310,148
 
Mortgage servicing rights
   
570,218
     
605,653
     
632,166
     
652,216
     
492,169
 
Commercial real estate debt investments (4)
   
3,869,110
     
3,972,560
     
4,102,613
     
4,321,739
     
4,319,077
 
Commercial real estate debt and preferred equity, held for investment (5)
   
981,748
     
928,181
     
985,091
     
970,505
     
1,070,197
 
Commercial loans held for sale, net
   
-
     
-
     
-
     
114,425
     
144,275
 
Investments in commercial real estate
   
470,928
     
474,510
     
462,760
     
474,567
     
500,027
 
Corporate debt
   
856,110
     
773,957
     
841,265
     
773,274
     
716,831
 
Interest rate swaps, at fair value (2)
   
12,250
     
10,472
     
19,195
     
68,194
     
113,253
 
Other derivatives, at fair value
   
266,249
     
154,004
     
196,935
     
171,266
     
87,921
 
Receivable for investments sold
   
340,033
     
9,784
     
354,126
     
51,461
     
493,839
 
Accrued interest and dividends receivable
   
293,207
     
263,217
     
266,887
     
270,400
     
260,583
 
Other assets
   
353,708
     
399,456
     
388,224
     
333,063
     
301,419
 
Goodwill
   
71,815
     
71,815
     
71,815
     
71,815
     
71,815
 
Intangible assets, net
   
25,742
     
28,715
     
31,517
     
34,184
     
39,903
 
Total assets
 
$
97,574,181
   
$
84,976,578
   
$
84,658,957
   
$
87,905,046
   
$
86,909,306
 
                                         
LIABILITIES AND STOCKHOLDERS’ EQUITY
                                 
                                         
Liabilities:
                                       
Repurchase agreements
 
$
69,430,268
   
$
62,497,400
   
$
62,719,087
   
$
65,215,810
   
$
61,784,121
 
Other secured financing
   
3,713,256
     
3,785,543
     
3,876,150
     
3,884,708
     
3,804,742
 
Securitized debt of consolidated VIEs (6)
   
3,357,929
     
3,438,675
     
3,477,059
     
3,655,802
     
3,712,821
 
Participation sold
   
-
     
-
     
12,760
     
12,869
     
12,976
 
Mortgages payable
   
311,886
     
311,810
     
311,707
     
311,636
     
327,632
 
Interest rate swaps, at fair value (2)
   
606,960
     
614,589
     
572,419
     
1,443,765
     
2,919,492
 
Other derivatives, at fair value
   
75,529
     
99,380
     
52,496
     
86,437
     
73,445
 
Dividends payable
   
326,425
     
305,709
     
305,691
     
305,674
     
269,111
 
Payable for investments purchased
   
5,243,868
     
1,043,379
     
340,383
     
65,041
     
454,237
 
Accrued interest payable
   
231,611
     
185,720
     
182,478
     
163,013
     
173,320
 
Accounts payable and other liabilities
   
121,231
     
84,948
     
161,378
     
184,319
     
115,606
 
Total liabilities
   
83,418,963
     
72,367,153
     
72,011,608
     
75,329,074
     
73,647,503
 
Stockholders’ Equity:
                                       
7.875% Series A Cumulative Redeemable Preferred Stock:
7,412,500 authorized, 0, 7,412,500, 7,412,500, 7,412,500, and
7,412,500 issued and outstanding, respectively
   
-
     
177,088
     
177,088
     
177,088
     
177,088
 
7.625% Series C Cumulative Redeemable Preferred Stock
12,650,000 authorized, 12,000,000 issued and outstanding
   
290,514
     
290,514
     
290,514
     
290,514
     
290,514
 
7.50% Series D Cumulative Redeemable Preferred Stock:
18,400,000 authorized, issued and outstanding
   
445,457
     
445,457
     
445,457
     
445,457
     
445,457
 
7.625% Series E Cumulative Redeemable Preferred Stock:
11,500,000 authorized, issued and outstanding
   
287,500
     
287,500
     
287,500
     
287,500
     
287,500
 
6.95% Series F Cumulative Redeemable Preferred Stock:
32,200,000 authorized, 28,800,000 issued and outstanding
   
696,910
     
-
     
-
     
-
     
-
 
Common stock, par value $0.01 per share, 1,917,837,500,
1,945,437,500, 1,945,437,500, 1,945,437,500, and 1,945,437,500
authorized, 1,088,083,794, 1,019,027,880, 1,018,971,441,
1,018,913,249, and 1,018,857,866 issued and outstanding, respectively
   
10,881
     
10,190
     
10,190
     
10,189
     
10,189
 
Additional paid-in capital
   
16,377,805
     
15,581,760
     
15,580,038
     
15,579,342
     
15,578,677
 
Accumulated other comprehensive income (loss)
   
(640,149
)
   
(850,767
)
   
(1,126,091
)
   
(1,085,893
)
   
1,119,677
 
Accumulated deficit
   
(3,320,160
)
   
(3,339,228
)
   
(3,024,670
)
   
(3,136,017
)
   
(4,655,440
)
Total stockholders’ equity
   
14,148,758
     
12,602,514
     
12,640,026
     
12,568,180
     
13,253,662
 
Noncontrolling interest
   
6,460
     
6,911
     
7,323
     
7,792
     
8,141
 
Total equity
   
14,155,218
     
12,609,425
     
12,647,349
     
12,575,972
     
13,261,803
 
Total liabilities and equity
 
$
97,574,181
   
$
84,976,578
   
$
84,658,957
   
$
87,905,046
   
$
86,909,306
 
 
4

 
 
 
(1)
Derived from the audited consolidated financial statements at December 31, 2016.
 
(2)
As a result of a change to a clearing organization’s rulebook effective January 3, 2017, beginning with the first quarter 2017 and in subsequent periods the Company is presenting the fair value of centrally cleared interest rate swaps net of variation margin pledged under such transactions. The variation margin was previously reported under cash and cash equivalents and is currently reported as a reduction to interest rate swaps, at fair value. Balances reported prior to the effective date will not be adjusted.
 
(3)
Includes securitized residential mortgage loans of a consolidated variable interest entity (“VIE”) carried at fair value of $139.8 million, $150.9 million, $155.6 million, $165.9 million and $176.7 million at September 30, 2017, June 30, 2017, March 31, 2017, December 31, 2016 and September 30, 2016, respectively.
 
(4)
Includes senior securitized commercial mortgage loans of consolidated VIEs with a carrying value of $3.6 billion, $3.7 billion, $3.7 billion, $3.9 billion and $4.0 billion at September 30, 2017, June 30, 2017, March 31, 2017, December 31, 2016 and September 30, 2016, respectively.
 
(5)
Includes senior securitized commercial mortgage loans of a consolidated VIE with a carrying value of $0, $0, $0, $0 and $128.9 million at September 30, 2017, June 30, 2017, March 31, 2017, December 31, 2016 and September 30, 2016, respectively.
 
(6)
Includes securitized debt of consolidated VIEs carried at fair value of $3.4 billion, $3.4 billion, $3.5 billion, $3.7 billion and $3.7 billion at September 30, 2017, June 30, 2017, March 31, 2017, December 31, 2016 and September 30, 2016, respectively.
 
 
5

 
ANNALY CAPITAL MANAGEMENT, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 
(UNAUDITED)
 
(dollars in thousands, except per share data)
 
                               
   
For the quarters ended
 
   
September 30,
   
June 30,
   
March 31,
   
December 31,
   
September 30,
 
   
2017
   
2017
   
2017
   
2016
   
2016
 
Net interest income:
                             
Interest income
 
$
622,550
   
$
537,426
   
$
587,727
   
$
807,022
   
$
558,668
 
Interest expense
   
268,937
     
222,281
     
198,425
     
183,396
     
174,154
 
Net interest income
   
353,613
     
315,145
     
389,302
     
623,626
     
384,514
 
                                         
Realized and unrealized gains (losses):
                                       
Realized gains (losses) on interest rate swaps (1)
   
(88,211
)
   
(96,470
)
   
(104,156
)
   
(103,872
)
   
(124,572
)
Realized gains (losses) on termination of interest rate swaps
   
-
     
(58
)
   
-
     
(55,214
)
   
1,337
 
Unrealized gains (losses) on interest rate swaps
   
56,854
     
(177,567
)
   
149,184
     
1,430,668
     
256,462
 
Subtotal
   
(31,357
)
   
(274,095
)
   
45,028
     
1,271,582
     
133,227
 
Net gains (losses) on disposal of investments
   
(11,552
)
   
(5,516
)
   
5,235
     
7,782
     
14,447
 
Net gains (losses) on trading assets
   
154,208
     
(14,423
)
   
319
     
(139,470
)
   
162,981
 
Net unrealized gains (losses) on investments measured at fair value through earnings
   
(67,492
)
   
16,240
     
23,683
     
110,742
     
29,675
 
Bargain purchase gain
   
-
     
-
     
-
     
-
     
72,576
 
Subtotal
   
75,164
     
(3,699
)
   
29,237
     
(20,946
)
   
279,679
 
Total realized and unrealized gains (losses)
   
43,807
     
(277,794
)
   
74,265
     
1,250,636
     
412,906
 
Other income (loss)
   
28,282
     
30,865
     
31,646
     
30,918
     
29,271
 
General and administrative expenses:
                                       
Compensation and management fee
   
41,993
     
38,938
     
39,262
     
39,845
     
38,709
 
Other general and administrative expenses
   
15,023
     
15,085
     
14,566
     
15,608
     
59,028
 
Total general and administrative expenses
   
57,016
     
54,023
     
53,828
     
55,453
     
97,737
 
Income (loss) before income taxes
   
368,686
     
14,193
     
441,385
     
1,849,727
     
728,954
 
Income taxes
   
1,371
     
(329
)
   
977
     
1,244
     
(1,926
)
Net income (loss)
   
367,315
     
14,522
     
440,408
     
1,848,483
     
730,880
 
Net income (loss) attributable to noncontrolling interest
   
(232
)
   
(102
)
   
(103
)
   
(87
)
   
(336
)
Net income (loss) attributable to Annaly
   
367,547
     
14,624
     
440,511
     
1,848,570
     
731,216
 
Dividends on preferred stock (2)
   
30,355
     
23,473
     
23,473
     
23,473
     
22,803
 
Net income (loss) available (related) to common stockholders
 
$
337,192
   
$
(8,849
)
 
$
417,038
   
$
1,825,097
   
$
708,413
 
Net income (loss) per share available (related) to common stockholders:
                 
Basic
 
$
0.31
   
$
(0.01
)
 
$
0.41
   
$
1.79
   
$
0.70
 
Diluted
 
$
0.31
   
$
(0.01
)
 
$
0.41
   
$
1.79
   
$
0.70
 
Weighted average number of common shares outstanding:
                         
Basic
   
1,072,566,395
     
1,019,000,817
     
1,018,942,746
     
1,018,886,380
     
1,007,607,893
 
Diluted
   
1,073,040,637
     
1,019,000,817
     
1,019,307,379
     
1,019,251,111
     
1,007,963,406
 
Net income (loss)
 
$
367,315
   
$
14,522
   
$
440,408
   
$
1,848,483
   
$
730,880
 
Other comprehensive income (loss):
                                       
Unrealized gains (losses) on available-for-sale securities
   
195,251
     
261,964
     
(59,615
)
   
(2,206,288
)
   
18,237
 
Reclassification adjustment for net (gains) losses included in net income (loss)
   
15,367
     
13,360
     
19,417
     
718
     
(15,606
)
Other comprehensive income (loss)
   
210,618
     
275,324
     
(40,198
)
   
(2,205,570
)
   
2,631
 
Comprehensive income (loss)
   
577,933
     
289,846
     
400,210
     
(357,087
)
   
733,511
 
Comprehensive income (loss) attributable to noncontrolling interest
   
(232
)
   
(102
)
   
(103
)
   
(87
)
   
(336
)
Comprehensive income (loss) attributable to Annaly
   
578,165
     
289,948
     
400,313
     
(357,000
)
   
733,847
 
Dividends on preferred stock (2)
   
30,355
     
23,473
     
23,473
     
23,473
     
22,803
 
Comprehensive income (loss) attributable to common stockholders
 
$
547,810
   
$
266,475
   
$
376,840
   
$
(380,473
)
 
$
711,044
 
 
 
(1)
Interest expense related to the Company’s interest rate swaps is recorded in Realized gains (losses) on interest rate swaps on the Consolidated Statements of Comprehensive Income.
 
(2)
Includes cumulative and undeclared dividends on the Company’s Series F Preferred stock of $8.3 million for the quarter ended September 30, 2017.
 
6

 
ANNALY CAPITAL MANAGEMENT, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 
(dollars in thousands, except per share data)
 
(Unaudited)
 
             
   
For the nine months ended
 
   
September 30,
   
September 30,
 
   
2017
   
2016
 
             
Net interest income:
           
Interest income
 
$
1,747,703
   
$
1,403,929
 
Interest expense
   
689,643
     
474,356
 
Net interest income
   
1,058,060
     
929,573
 
Realized and unrealized gains (losses):
               
Realized gains (losses) on interest rate swaps (1)
   
(288,837
)
   
(402,809
)
Realized gains (losses) on termination of interest rate swaps
   
(58
)
   
(58,727
)
Unrealized gains (losses) on interest rate swaps
   
28,471
     
(1,148,478
)
Subtotal
   
(260,424
)
   
(1,610,014
)
Net gains (losses) on disposal of investments
   
(11,833
)
   
25,307
 
Net gains (losses) on trading assets
   
140,104
     
370,050
 
Net unrealized gains (losses) on investments measured at fair value through earnings
   
(27,569
)
   
(24,351
)
Bargain purchase gain
   
-
     
72,576
 
Subtotal
   
100,702
     
443,582
 
Total realized and unrealized gains (losses)
   
(159,722
)
   
(1,166,432
)
Other income (loss)
   
90,793
     
13,226
 
General and administrative expenses:
               
Compensation and management fee
   
120,193
     
111,754
 
Other general and administrative expenses
   
44,674
     
83,149
 
Total general and administrative expenses
   
164,867
     
194,903
 
Income (loss) before income taxes
   
824,264
     
(418,536
)
Income taxes
   
2,019
     
(2,839
)
Net income (loss)
   
822,245
     
(415,697
)
Net income (loss) attributable to noncontrolling interest
   
(437
)
   
(883
)
Net income (loss) attributable to Annaly
   
822,682
     
(414,814
)
Dividends on preferred stock (2)
   
77,301
     
58,787
 
Net income (loss) available (related) to common stockholders
 
$
745,381
   
$
(473,601
)
Net income (loss) per share available (related) to common stockholders:
               
Basic
 
$
0.72
   
$
(0.50
)
Diluted
 
$
0.72
   
$
(0.50
)
Weighted average number of common shares outstanding:
               
Basic
   
1,037,033,076
     
953,301,855
 
Diluted
   
1,037,445,177
     
953,301,855
 
Net income (loss)
 
$
822,245
   
$
(415,697
)
Other comprehensive income (loss):
               
Unrealized gains (losses) on available-for-sale securities
   
397,600
     
1,519,874
 
Reclassification adjustment for net (gains) losses included in net income (loss)
   
48,144
     
(22,601
)
Other comprehensive income (loss)
   
445,744
     
1,497,273
 
Comprehensive income (loss)
   
1,267,989
     
1,081,576
 
Comprehensive income (loss) attributable to noncontrolling interest
   
(437
)
   
(883
)
Comprehensive income (loss) attributable to Annaly
   
1,268,426
     
1,082,459
 
Dividends on preferred stock (2)
   
77,301
     
58,787
 
Comprehensive income (loss) attributable to common stockholders
 
$
1,191,125
   
$
1,023,672
 
 
 
(1)
Interest expense related to the Company’s interest rate swaps is recorded in Realized gains (losses) on interest rate swaps on the Consolidated Statements of Comprehensive Income.
 
(2)
Includes cumulative and undeclared dividends on the Company’s Series F Preferred stock of $8.3 million for the nine months ended September 30, 2017.
 
7

Key Metrics

The following table presents key metrics of the Company’s portfolio, liabilities and hedging positions, and performance as of and for the quarters ended September 30, 2017, June 30, 2017, and September 30, 2016:
 
   
September 30, 2017
   
June 30, 2017
   
September 30, 2016
 
Portfolio Related Metrics:
                 
Fixed-rate Residential Investment Securities as a percentage of total Residential Investment Securities
   
89
%
   
86
%
   
81
%
Adjustable-rate and floating-rate Residential Investment Securities as
a percentage of total Residential Investment Securities
   
11
%
   
14
%
   
19
%
Weighted average experienced CPR for the period
   
10.3
%
   
10.9
%
   
15.9
%
Weighted average projected long-term CPR at period-end
   
10.4
%
   
10.6
%
   
14.4
%
Liabilities and Hedging Metrics:
                       
Weighted average days to maturity on repurchase agreements
outstanding at period-end
   
65
     
88
     
128
 
Hedge ratio (1)
   
67
%
   
67
%
   
52
%
Weighted average pay rate on interest rate swaps at period-end (2)
   
2.27
%
   
2.26
%
   
2.25
%
Weighted average receive rate on interest rate swaps at period-end (2)
   
1.35
%
   
1.28
%
   
0.88
%
Weighted average net rate on interest rate swaps at period-end (2)
   
0.92
%
   
0.98
%
   
1.37
%
Leverage at period-end (3)
 
5.4:1
   
5.6:1
   
5.3:1
 
Economic leverage at period-end (4)
 
6.9:1
   
6.4:1
   
6.1:1
 
Capital ratio at period-end
   
12.3
%
   
13.2
%
   
13.3
%
Performance Related Metrics:
                       
Book value per common share
 
$
11.42
   
$
11.19
   
$
11.83
 
GAAP net income (loss) per average common share (5)
 
$
0.31
   
(0.01
)
 
$
0.70
 
Annualized GAAP return (loss) on average equity
   
10.98
%
   
0.46
%
   
23.55
%
Net interest margin
   
1.33
%
   
1.23
%
   
1.40
%
Average yield on interest earning assets (6)
   
2.79
%
   
2.58
%
   
2.70
%
Average cost of interest bearing liabilities (7)
   
1.82
%
   
1.74
%
   
1.57
%
Net interest spread
   
0.97
%
   
0.84
%
   
1.13
%
Dividend declared per common share
 
$
0.30
   
$
0.30
   
$
0.30
 
Annualized dividend yield (8)
   
9.84
%
   
9.96
%
   
11.43
%
Core Earnings Metrics
                       
Core earnings (excluding PAA) per average common share *(5)
 
$
0.30
   
$
0.30
   
$
0.29
 
Core earnings per average common share *(5)
 
$
0.26
   
$
0.23
   
$
0.29
 
PAA cost (benefit) per average common share
 
$
0.04
   
$
0.07
   
$
0.00
 
Annualized core return on average equity (excluding PAA) *
   
10.57
%
   
10.54
%
   
10.09
%
Net interest margin (excluding PAA) *
   
1.47
%
   
1.53
%
   
1.42
%
Average yield on interest earning assets (excluding PAA) *(6)
   
2.97
%
   
2.93
%
   
2.72
%
Net interest spread (excluding PAA) *
   
1.15
%
   
1.19
%
   
1.15
%
 
 
*
Represents a non-GAAP financial measure. Please refer to the ‘Non-GAAP Financial Measures’ section for additional information.
 
(1)
Measures total notional balances of interest rate swaps, interest rate swaptions and futures relative to repurchase agreements, other secured financing and TBA notional outstanding.
 
(2)
Excludes forward starting swaps.
 
(3)
Debt consists of repurchase agreements, other secured financing, securitized debt, participation sold and mortgages payable. Securitized debt, participation sold and mortgages payable are non-recourse to the Company.
 
(4)
Computed as the sum of recourse debt, TBA derivative notional outstanding and net forward purchases of investments divided by total equity.
 
(5)
Net of dividends on preferred stock, including cumulative and undeclared dividends on the Company’s Series F Preferred stock of $8.3 million for the quarter ended September 30, 2017.
 
(6)
Average yield on interest earning assets represents annualized interest income divided by average interest earning assets. Average interest earning assets reflects the average amortized cost of our investments during the period. Average yield on interest earning assets (excluding PAA) is calculated using annualized interest income (excluding PAA).
 
(7)
Includes interest expense on interest rate swaps used to hedge cost of funds.
  (8)  Based on the closing price of the Company’s common stock of $12.19, $12.05 and $10.50 at September 30, 2017, June 30, 2017 and September 30, 2016, respectively. 
 

8

Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company provides the following non-GAAP measures:

·
core earnings and core earnings (excluding PAA);
·
core earnings and core earnings (excluding PAA) per average common share;
·
annualized core return on average equity (excluding PAA);
·
interest income (excluding PAA);
·
economic interest expense;
·
economic net interest income (excluding PAA);
·
average yield on interest earning assets (excluding PAA);
·
net interest margin (excluding PAA); and
·
net interest spread (excluding PAA).

These measures should not be considered a substitute for, or superior to, financial measures computed in accordance with GAAP. While intended to offer a fuller understanding of the Company’s results and operations, non-GAAP financial measures also have limitations. For example, the Company may calculate its non-GAAP metrics, such as core earnings or the PAA, differently than its peers making comparative analysis difficult. Additionally, in the case of non-GAAP measures that exclude the PAA, the amount of amortization expense excluding the PAA is not necessarily representative of the amount of future periodic amortization nor is it indicative of the term over which the Company will amortize the remaining unamortized premium. Changes to actual and estimated prepayments will impact the timing and amount of premium amortization and, as such, both GAAP and non-GAAP results.

These non-GAAP measures provide additional detail to enhance investor understanding of the Company’s period-over-period operating performance and business trends, as well as for assessing the Company’s performance versus that of industry peers. Additional information pertaining to the Company’s use of these non-GAAP financial measures, including discussion of how each such measure is useful to investors, and reconciliations to their most directly comparable GAAP results are provided below.

Amortization

In accordance with GAAP, the Company amortizes or accretes premiums or discounts into interest income for its Agency mortgage-backed securities, excluding interest-only securities, taking into account estimates of future principal prepayments in the calculation of the effective yield. The Company recalculates the effective yield as differences between anticipated and actual prepayments occur. Using third-party model and market information to project future cash flows and expected remaining lives of securities, the effective interest rate determined for each security is applied as if it had been in place from the date of the security’s acquisition. The amortized cost of the security is then adjusted to the amount that would have existed had the new effective yield been applied since the acquisition date. The adjustment to amortized cost is offset with a charge or credit to interest income. Changes in interest rates and other market factors will impact prepayment speed projections and the amount of premium amortization recognized in any given period.

The Company’s GAAP metrics include the unadjusted impact of amortization and accretion associated with this method. Certain of the Company’s non-GAAP metrics exclude the effect of the PAA, which quantifies the component of premium amortization representing the cumulative impact on prior periods, but not the current period, of quarter-over-quarter changes in estimated long-term CPR.

The following table illustrates the impact of the PAA on premium amortization expense for the Company’s Residential Investment Securities portfolio for the quarters ended September 30, 2017, June 30, 2017, and September 30, 2016:
 
   
For the quarters ended
 
   
September 30, 2017
   
June 30, 2017
   
September 30, 2016
 
   
(dollars in thousands)
 
Premium amortization expense (accretion)
 
$
220,636
   
$
251,084
   
$
213,241
 
Less: PAA cost (benefit)
   
39,899
     
72,700
     
3,891
 
Premium amortization expense exclusive of PAA
 
$
180,737
   
$
178,384
   
$
209,350
 
 
   
For the quarters ended
 
   
September 30, 2017
   
June 30, 2017
   
September 30, 2016
 
   
(per average common share)
 
Premium amortization expense (accretion)
 
$
0.21
   
$
0.25
   
$
0.21
 
Less: PAA cost (benefit)
   
0.04
     
0.07
     
-
 
Premium amortization expense exclusive of PAA
 
$
0.17
   
$
0.18
   
$
0.21
 
 
 
9

 
Core earnings and core earnings (excluding PAA), core earnings and core earnings (excluding PAA) per average common share and annualized core return on average equity (excluding PAA)

One of the Company’s principal business objectives is to generate net income by earning a net interest spread on its investment portfolio, which is a function of the Company’s interest income from its investment portfolio less financing, hedging and operating costs. Core earnings, which is comprised of interest income plus TBA dollar roll incomei, less financing and hedging costsii and general and administrative expenses, and core earnings (excluding PAA), are used by management and, we believe, used by our analysts and investors, to measure its progress in achieving this objective.

The Company defines “core earnings”, a non-GAAP measure, as net income (loss) excluding gains or losses on disposals of investments and termination of interest rate swaps, unrealized gains or losses on interest rate swaps and investments measured at fair value through earnings, net gains and losses on trading assets, impairment losses, net income (loss) attributable to noncontrolling interest, corporate acquisition related expenses and certain other non-recurring gains or losses, and inclusive of TBA dollar roll income (a component of Net gains (losses) on trading assets) and realized amortization of MSRs (a component of net unrealized gains (losses) on investments measured at fair value through earnings). Core earnings (excluding PAA) excludes the premium amortization adjustment representing the cumulative impact on prior periods, but not the current period, of quarter-over-quarter changes in estimated long-term prepayment speeds related to the Company’s Agency mortgage-backed securities.

The Company believes these non-GAAP measures provide management and investors with additional details regarding the Company’s underlying operating results and investment portfolio trends by (i) making adjustments to account for the disparate reporting of changes in fair value where certain instruments are reflected in GAAP net income (loss) while others are reflected in other comprehensive income (loss), and (ii) by excluding certain unrealized, non-cash or episodic components of GAAP net income (loss) in order to provide additional transparency into the operating performance of the Company’s portfolio. Annualized core return on average equity (excluding PAA), which is calculated by dividing core earnings (excluding PAA) over average stockholders’ equity, provides investors with additional detail on the core earnings generated by the Company’s invested equity capital.




i TBA dollar roll transactions are accounted for as derivatives, with gains and losses reflected as a component of Net gains (losses) on trading assets in the Company’s Consolidated Statements of Comprehensive Income (Loss). TBA dollar roll income represents the economic equivalent of interest income on the underlying security less the implied cost of financing.
ii The interest component of hedging costs is reported as realized gains (losses) on interest rate swaps in the Company’s Consolidated Statements of Comprehensive Income (Loss).
10

The following table presents a reconciliation of GAAP financial results to non-GAAP core earnings for the periods presented.
   
For the quarters ended
 
   
September 30, 2017
   
June 30, 2017
   
September 30, 2016
 
   
(dollars in thousands, except per share data)
 
GAAP net income (loss)
 
$
367,315
   
$
14,522
   
$
730,880
 
Less:
                       
Realized (gains) losses on termination of interest rate swaps
   
-
     
58
     
(1,337
)
Unrealized (gains) losses on interest rate swaps
   
(56,854
)
   
177,567
     
(256,462
)
Net (gains) losses on disposal of investments
   
11,552
     
5,516
     
(14,447
)
Net (gains) losses on trading assets
   
(154,208
)
   
14,423
     
(162,981
)
Net unrealized (gains) losses on investments measured at fair value through earnings
   
67,492
     
(16,240
)
   
(29,675
)
Bargain purchase gain
   
-
     
-
     
(72,576
)
Corporate acquisition related expenses (1)
   
-
     
-
     
46,724
 
Net (income) loss attributable to noncontrolling interest
   
232
     
102
     
336
 
Plus:
                       
TBA dollar roll income (2)
   
94,326
     
81,051
     
90,174
 
MSR amortization (3)
   
(16,208
)
   
(17,098
)
   
(21,634
)
Core earnings *
   
313,647
     
259,901
     
309,002
 
Less:
                       
Premium amortization adjustment cost (benefit)
   
39,899
     
72,700
     
3,891
 
Core earnings (excluding PAA) *
 
$
353,546
   
$
332,601
   
$
312,893
 
GAAP net income (loss) per average common share (4)
 
$
0.31
   
$
(0.01
)
 
$
0.70
 
Core earnings per average common share *(4)
 
$
0.26
   
$
0.23
   
$
0.29
 
Core earnings (excluding PAA) per average common share *(4)
 
$
0.30
   
$
0.30
   
$
0.29
 
Annualized GAAP return (loss) on average equity
   
10.98
%
   
0.46
%
   
23.55
%
Annualized core return on average equity (excluding PAA) *
   
10.57
%
   
10.54
%
   
10.09
%
 
 
*
Represents a non-GAAP financial measure.
 
(1)
Represents transaction costs incurred in connection with the Company’s acquisition of Hatteras Financial Corp.
 
(2)
Represents a component of Net gains (losses) on trading assets.
 
(3)
Represents the portion of changes in fair value that is attributable to the realization of estimated cash flows on the Company’s MSR portfolio and is reported as a component of Net unrealized gains (losses) on investments measured at fair value.
 
(4)
Net of dividends on preferred stock, including cumulative and undeclared dividends on the Company’s Series F Preferred stock of $8.3 million for the quarter ended September 30, 2017.
 
From time to time, the Company enters into TBA forward contracts as an alternate means of investing in and financing Agency mortgage-backed securities. A TBA contract is an agreement to purchase or sell, for future delivery, an Agency mortgage-backed security with a specified issuer, term and coupon. A TBA dollar roll represents a transaction where TBA contracts with the same terms but different settlement dates are simultaneously bought and sold. The TBA contract settling in the later month typically prices at a discount to the earlier month contract with the difference in price commonly referred to as the “drop”. The drop is a reflection of the expected net interest income from an investment in similar Agency mortgage-backed securities, net of an implied financing cost, that would be foregone as a result of settling the contract in the later month rather than in the earlier month. The drop between the current settlement month price and the forward settlement month price occurs because in the TBA dollar roll market, the party providing the financing is the party that would retain all principal and interest payments accrued during the financing period. Accordingly, TBA dollar roll income generally represents the economic equivalent of the net interest income earned on the underlying Agency mortgage-backed security less an implied financing cost.

TBA dollar roll transactions are accounted for under GAAP as a series of derivatives transactions. The fair value of TBA derivatives is based on methods similar to those used to value Agency mortgage-backed securities. The Company records TBA derivatives at fair value on its Consolidated Statements of Financial Condition and recognizes periodic changes in fair value as Net gains (losses) on trading assets in the Consolidated Statements of Comprehensive Income (Loss), which includes both unrealized and realized gains and losses on derivatives (excluding interest rate swaps).

TBA dollar roll income is calculated as the difference in price between two TBA contracts with the same terms but different settlement dates multiplied by the notional amount of the TBA contract. Although accounted for as derivatives, TBA dollar rolls capture the economic equivalent of net interest income, or carry, on the underlying Agency mortgage-backed security (interest income less an implied cost of financing). TBA dollar roll income is reported as a component of Net gains (losses) on trading assets in the Consolidated Statements of Comprehensive Income (Loss).

11


Interest income (excluding PAA), economic interest expense and economic net interest income (excluding PAA)
Interest income (excluding PAA) represents interest income excluding the effect of the PAA, and serves as the basis for deriving average yield on interest earning assets (excluding PAA), net interest spread (excluding PAA) and net interest margin (excluding PAA), which are discussed below. The Company believes this measure provides management and investors with additional detail to enhance their understanding of the Company’s operating results and trends by excluding the component of premium amortization expense representing the cumulative impact on prior periods, but not the current period, of quarter-over-quarter changes in estimated long-term prepayment speeds related to the Company’s Agency mortgage-backed securities (other than interest-only securities), which can obscure underlying trends in the performance of the portfolio.

Economic interest expense is comprised of interest expense, as computed in accordance with GAAP, plus interest expense on interest rate swaps used to hedge cost of funds, which is a component of Realized gains (losses) on interest rate swaps in the Company’s Consolidated Statements of Comprehensive Income (Loss). The Company uses interest rate swaps to manage its exposure to changing interest rates on its repurchase agreements by economically hedging cash flows associated with these borrowings. Accordingly, adding the contractual interest payments on interest rate swaps to interest expense, as computed in accordance with GAAP, reflects the total contractual interest expense and thus, provides investors with additional information about the cost of our financing strategy.

Similarly, economic net interest income (excluding PAA), as computed below, provides investors with additional information to enhance their understanding of the net economics of our primary business operations.
 
   
For the quarters ended
 
   
September 30, 2017
   
June 30, 2017
   
September 30, 2016
 
   
(dollars in thousands)
 
Interest Income (Excluding PAA) Reconciliation
                 
GAAP interest income
 
$
622,550
   
$
537,426
   
$
558,668
 
Premium amortization adjustment
   
39,899
     
72,700
     
3,891
 
Interest income (excluding PAA) *
 
$
662,449
   
$
610,126
   
$
562,559
 
 
Economic Interest Expense Reconciliation
                       
GAAP interest expense
 
$
268,937
   
$
222,281
   
$
174,154
 
Add:
                       
Interest expense on interest rate swaps used to hedge cost of funds
   
78,564
     
84,252
     
103,100
 
Economic interest expense *
 
$
347,501
   
$
306,533
   
$
277,254
 
 
Economic Net Interest Income (Excluding PAA) Reconciliation
                       
Interest income (excluding PAA) *
 
$
662,449
   
$
610,126
   
$
562,559
 
Less:
                       
Economic interest expense *
   
347,501
     
306,533
     
277,254
 
Economic net interest income (excluding PAA) *
 
$
314,948
   
$
303,593
   
$
285,305
 
 
 
*
Represents a non-GAAP financial measure.
 
Average yield on interest earning assets (excluding PAA), net interest spread (excluding PAA) and net interest margin (excluding PAA)
 
Net interest spread (excluding PAA), which is the difference between the average yield on interest earning assets (excluding PAA) and the average cost of interest bearing liabilities, and net interest margin (excluding PAA), which is calculated by dividing the economic net interest income (excluding PAA) by the sum of average interest earning assets and average TBA balances, provide management with additional measures of the Company’s profitability that management relies upon in monitoring the performance of the business.

Disclosure of these measures, which are presented below, provides investors with additional detail regarding how management evaluates the Company’s performance.
 
   
For the quarters ended
 
   
September 30, 2017
   
June 30, 2017
   
September 30, 2016
 
Economic Metrics (Excluding PAA)
 
(dollars in thousands)
 
Interest income (excluding PAA) *
 
$
662,449
   
$
610,126
   
$
562,559
 
Average interest earning assets
 
$
89,253,094
   
$
83,427,268
   
$
82,695,270
 
Average yield on interest earning assets (excluding PAA) *
   
2.97
%
   
2.93
%
   
2.72
%
Economic interest expense *
 
$
347,501
   
$
306,533
   
$
277,254
 
Average interest bearing liabilities
 
$
76,382,315
   
$
70,486,779
   
$
70,809,712
 
Average cost of interest bearing liabilities
   
1.82
%
   
1.74
%
   
1.57
%
Net interest spread (excluding PAA) *
   
1.15
%
   
1.19
%
   
1.15
%
Net interest margin (excluding PAA) *
   
1.47
%
   
1.53
%
   
1.42
%
 
 
*
Represents a non-GAAP financial measure.
 
 
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