Western Asset Mortgage Capital Corp - FORM 8-K - EX-99.1 - EXHIBIT 99.1

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8-K - 8-K - Western Asset Mortgage Capital Corp	wmcq2fy188-k.htm
EX-99.2 - EXHIBIT 99.2 - Western Asset Mortgage Capital Corp	wmcq2fy18ex992.htm

Exhibit 99.1

WESTERN ASSET MORTGAGE CAPITAL CORPORATION

ANNOUNCES SECOND QUARTER 2018 RESULTS

Conference Call and Webcast Scheduled for Tomorrow, Tuesday, August 7, 2018 at

11:00 a.m. Eastern Time/8:00 a.m. Pacific Time

Pasadena, CA, August 6, 2018 – Western Asset Mortgage Capital Corporation (the “Company” or "WMC") (NYSE: WMC) today reported its results for the second quarter ended June 30, 2018.

SECOND QUARTER 2018 HIGHLIGHTS


▪	June 30, 2018 book value per share of $11.10, net of second quarter common dividend of $0.31 per share declared on June 21, 2018.


▪	GAAP net income of $1.5 million, or $0.03 per basic and diluted share.


▪	Core earnings plus drop income of $15.2 million, or $0.36 per basic and diluted share.^1,2


▪	Economic return on book value was 0.4%^1,3 for the quarter.


▪	2.05% annualized net interest margin on our investment portfolio.^1,4,5


▪	7.3x leverage excluding securitized debt as of June 30, 2018 (10.0x leverage with securitized debt).


▪	Acquired $327.6 million in target assets, including $275.1 million of credit sensitive assets.


▪	Repurchased 63,300 shares of common stock at an average price of $9.88 per share.

1 Non – GAAP measure.

2 Drop income is income derived from the use of ‘to-be-announced’ forward contract (“TBA”) dollar roll transactions which is a component of our gain (loss) on derivative instruments on our consolidated statements of operations, but is not included in core earnings. Drop income was $281.0 thousand or $0.01 per share for the three months ended June 30, 2018.

3 Economic return is calculated by taking the sum of: (i) the total dividends declared; and (ii) the change in book value during the period and dividing by the beginning book value.

4 Includes interest-only securities accounted for as derivatives, total return swap and the cost of interest rate swaps.

5 Excludes the consolidation of VIE trusts required under GAAP.

MANAGEMENT COMMENTARY

“I am pleased to report that we generated core earnings plus drop income of $0.36 per share during the second quarter, an increase of 7% from the first quarter of 2018, as we continue to realize the benefits of our diversified portfolio and differentiated investment strategy,” said Jennifer Murphy, Chief Executive Officer of the Company. “Our economic return on book value was 0.4% for the quarter and 5.1% for the first six months of 2018, in a market environment that has seen an increase in interest rate volatility. We paid a second quarter dividend of $0.31 per share, which was more than covered by our strong core earnings and has remained stable for nine quarters in a row. Each of these achievements reflects our commitment to generating attractive total returns for our shareholders while also providing for greater book value stability.”

Anup Agarwal, Chief Investment Officer of the Company, commented, “Our strong core earnings for the quarter are a reflection of our ongoing portfolio repositioning into credit sensitive investments and shifting away from Agency RMBS, which tends to be more interest rate sensitive. During the quarter, we acquired $327.6 million of target assets, including $275.1 million of credit sensitive investments. These purchases occurred across a number of sub-sectors of the mortgage market, but particularly in Residential Whole and Bridge Loans and Commercial Loans, where we continue to see attractive opportunities. This is consistent with our long-term goal of holding a diversified portfolio of securities that offer what we believe to be the best risk-adjusted returns over our investment horizon.

Our current expectations are for ongoing economic growth in the U.S. with the potential for modestly higher inflation. Residential and commercial real estate markets across the country remain healthy, based on continued strong employment and high levels of consumer confidence. Against this backdrop, we believe that our strategy of investing in a diversified portfolio in a number of sub-sectors of the mortgage market, particularly in credit-sensitive investments, continues to be appropriate, and in our opinion, positions us well to continue to generate attractive risk-adjusted total economic returns for our shareholders,” Mr. Agarwal concluded.

OPERATING RESULTS

The below table reflects a summary of our operating results:



	For the Three Months Ended
GAAP Results	June 30, 2018			March 31, 2018

Net Interest Income	$	19,020		$	19,030
Other Income (Loss):
Realized gain (loss) on sale of investments, net	(5,608		)	575
Other than temporary impairment	(2,974		)	(2,916		)
Unrealized gain (loss), net	(31,693		)	(68,961		)
Gain (loss) on derivative instruments, net	28,490			79,582
Other, net	(145		)	47
Other Income (loss)	(11,930		)	8,327
Total Expenses	5,601			5,315
Income (loss) before income taxes	1,489			22,042
Income tax provision (benefit)	36			313
Net income (loss)	$	1,453		$	21,729

Net income (loss) per Common Share – Basic/Diluted	$	0.03		$	0.52
Non-GAAP Results
Core earnings plus drop income⁽¹⁾	$	15,155		$	14,149
Core earnings plus drop income per Common Share – Basic/Diluted	$	0.36		$	0.34
Weighted average yield⁽²⁾⁽⁴⁾	4.36		%	4.14		%
Effective cost of funds⁽³⁾⁽⁴⁾	2.58		%	2.44		%
Annualized net interest margin^(2)(3)(4)	2.05		%	1.94		%
Annualized CPR on Agency RMBS	10.4		%	11.0		%

(1) For a reconciliation of GAAP Income to Core earnings, please refer to the Reconciliation of Core Earnings at the end of this press release.

(2) Includes interest-only securities accounted for as derivatives and foreign currency swaps.

(3) Includes the net amount paid, including accrued amounts for interest rate swaps and premium amortization for MAC interest rate swaps during the periods.

(4) Excludes the consolidation of VIE trusts required under GAAP.

Portfolio Composition

As of June 30, 2018, the Company owned an aggregate investment portfolio with a fair market value totaling $5.0 billion. The following tables sets forth additional information regarding the Company’s investment portfolio as of June 30, 2018:

Portfolio Characteristics

Agency Portfolio

The following table summarizes certain characteristics of our Agency portfolio by investment category as of June 30, 2018 (dollars in thousands):



	Principal Balance		Amortized Cost		Fair Value		Net Weighted Average Coupon
Agency RMBS	$	403,154	$	416,621	$	402,853	3.6	%
Agency RMBS Interest-Only Strips	N/A		13,501		13,559		2.3	%
Agency RMBS Interest-Only Strips, accounted for as derivatives	N/A		N/A		9,247		2.7	%
Total Agency RMBS	403,154		430,122		425,659		3.1	%

Agency CMBS	2,141,182		2,144,520		2,064,579		3.0	%
Agency CMBS Interest-Only Strips	N/A		—		—		—	%
Agency CMBS Interest-Only Strips, accounted for as derivatives	N/A		N/A		4,923		0.5	%
Total Agency CMBS	2,141,182		2,144,520		2,069,502		2.8	%
Total	$	2,544,336	$	2,574,642	$	2,495,161	2.9	%

Credit Sensitive Portfolio

The following table summarizes certain characteristics of our credit sensitive portfolio by investment category as of June 30, 2018 (dollars in thousands):



	Principal Balance		Amortized Cost		Fair Value		Weighted Average Coupon⁽¹⁾
Non-Agency RMBS	$	115,776	$	81,226	$	84,909	4.4	%
Non-Agency RMBS IOs and IIOs	N/A		16,365		16,294		0.5	%
Non-Agency CMBS	421,642		337,924		331,393		5.2	%
Residential Whole Loans	329,153		332,069		335,149		4.9	%
Residential Bridge Loans	257,835		259,010		259,164		9.0	%
Securitized Commercial Loans⁽¹⁾	1,295,940		1,298,295		1,309,195		5.3	%
Commercial Loans	70,638		70,300		70,717		7.3	%
Other Securities	83,717		96,296		108,001		8.6	%
	$	2,574,701	$	2,491,485	$	2,514,822	4.4	%

^{(1) In March 2018, the Company acquired a $67.8 million Non-Agency CMBS security which resulted in the consolidation of a variable interest entity and the recording of a $1.4 million securitized commercial loan and $1.3 billion of securitized debt. As of June 30, 2018, the fair value of the securitized loan was $1.3 billion and the securitized debt was $1.2 billion.}

PORTFOLIO FINANCING AND HEDGING

Financing Activity

Repurchase Agreements

At June 30, 2018, the Company had $3.3 billion of borrowings under master repurchase agreements with 17 of its 28 approved counterparties with maturities of six months or less. The following table sets forth additional information regarding the Company’s portfolio financing under the master repurchase agreements as of June 30, 2018 (dollars in thousands):



Repurchase Agreements	Balance		Weighted Average Interest Rate (end of period)		Weighted Average Remaining Maturity (days)
Agency RMBS	$	404,498	2.18	%	56
Agency CMBS	1,923,906		2.21	%	93
Non-Agency RMBS	73,152		3.71	%	34
Non-Agency CMBS	249,055		3.77	%	52
Residential Whole-Loans	268,100		3.86	%	27
Residential Bridge Loans	256,488		4.32	%	62
Securitized commercial loans	7,620		3.94	%	20
Commercial Real Estate Loans	12,321		4.83	%	74
Other Securities	72,229		3.97	%	29
Total	$	3,267,369	2.71	%	74

Convertible Senior Unsecured Notes

At June 30, 2018, the Company had $115.0 million aggregate principal amount of 6.75% convertible senior unsecured notes. The notes mature on October 1, 2022, unless earlier converted, redeemed or repurchased by the holders pursuant to their terms, and are not redeemable by the Company except during the final three months prior to maturity. The initial conversion rate was 83.1947 shares of common stock per $1,000 principal amount of notes and represented a conversion price of $12.02 per share of common stock. The Company believes that this financing is an attractive source of longer term capital, which was more cost efficient than issuing straight equity.

Hedging Activity

At June 30, 2018, the Company had $3.0 billion notional value of pay-fixed interest rate swaps, excluding a forward starting swap of $0.2 billion (approximately 1.9 months forward), which have variable maturities between June 14, 2019 and April 27, 2037.

The following tables summarize the average pay rate and average maturity for the Company’s interest rate swaps as of June 30, 2018:



(dollars in thousands)
Remaining Term to Maturity	Notional Value		Average Fixed Pay Rate		Average Floating Receive Rate		Average Maturity (Years)	Forward Starting
1 year or less	$	400,000	1.5	%	2.3	%	1.0	—	%
Greater than 1 year and less than 3 years	200,000		1.8	%	2.4	%	1.9	—	%
Greater than 3 years and less than 5 years	738,000		2.0	%	2.4	%	3.8	—	%
Greater than 5 years	1,816,600		2.5	%	2.4	%	10.3	10.9	%
Total	$	3,154,600	2.2	%	2.4	%	7.1	6.3	%

DIVIDEND

On June 21, 2018, the Company declared a regular cash dividend of $0.31 per share for each common share. Since its inception in May 2012, the Company has declared and paid total dividends of $15.92 per share in a combination of cash and stock.

CONFERENCE CALL

The Company will host a conference call with a live webcast tomorrow, August 7^th, at 11:00 a.m. Eastern Time/8:00 a.m. Pacific Time, to discuss financial results for the second quarter 2018.

Individuals interested in participating in the conference call may do so by dialing (866) 235-9914 from the United States, or (412) 902-4115 from outside the United States and referencing “Western Asset Mortgage Capital Corporation.” Those interested in listening to the conference call live via the Internet may do so by visiting the Investor Relations section of the Company’s website at www.westernassetmcc.com.

The Company is enabling investors to pre-register for the earnings conference call so that they can expedite their entry into the call and avoid the need to wait for a live operator. In order to pre-register for the call, investors can visit http://dpregister.com/10122414 and enter in their contact information. Investors will then be issued a personalized phone number and pin to dial into the live conference call. Individuals can pre-register any time prior to the start of the conference call on August 7, 2018.

A telephone replay will be available through August 21, 2018 by dialing (877) 344-7529 from the United States, or (412) 317-0088 from outside the United States, and entering conference ID 10122414. A webcast replay will be available for 90 days.

ABOUT WESTERN ASSET MORTGAGE CAPITAL CORPORATION

Western Asset Mortgage Capital Corporation is a real estate investment trust that invests in, acquires and manages a diverse portfolio assets consisting of Agency CMBS, Agency RMBS, Non-Agency RMBS, Non-Agency CMBS, ABS, GSE Risk Transfer Securities, Residential Whole and Bridge Loans and Commercial Loans. The Company’s investment strategy may change, subject to the Company’s stated investment guidelines, and is based on its manager Western Asset Management Company’s perspective of which mix of portfolio assets it believes provide the Company with the best risk-reward opportunities at any given time. The Company is externally managed and advised by Western Asset Management Company, an investment advisor registered with the Securities and Exchange Commission and a wholly-owned subsidiary of Legg Mason, Inc. Please visit the Company’s website at www.westernassetmcc.com.

FORWARD-LOOKING STATEMENTS

This press release contains statements that constitute “forward-looking statements.” Operating results are subject to numerous conditions, many of which are beyond the control of the Company, including, without limitation, changes in interest rates; changes in the yield curve; changes in prepayment rates; the availability and terms of financing; general economic conditions; market conditions; conditions in the market for mortgage related investments; legislative and regulatory changes that could adversely affect the business of the Company; and other factors, including those set forth in the Risk Factors section of the Company’s annual report on Form 10-K for the period ended December 31, 2017 filed with the Securities and Exchange Commission (“SEC”). The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

USE OF NON-GAAP FINANCIAL INFORMATION

In addition to the results presented in accordance with GAAP, this release includes certain non-GAAP financial information, including core earnings, core earnings per share, drop income and drop income per share and certain financial metrics derived from non-GAAP information, such as weighted average yield, including IO securities; weighted average effective cost of financing, including swaps; weighted average net interest spread, including IO securities and swaps, which constitute non-GAAP financial measures within the meaning of Regulation G promulgated by the SEC. We believe that these measures presented in this release, when considered together with GAAP financial measures, provide information that is useful to investors in understanding our borrowing costs and net interest income, as viewed by us. An analysis of any non-GAAP financial measure should be made in conjunction with results presented in accordance with GAAP.

###



Investor Relations Contact:	Media Contact:
Larry Clark	Tricia Ross
Financial Profiles, Inc.	Financial Profiles, Inc.
(310) 622-8223	(310) 622-8226
lclark@finprofiles.com	tross@finprofiles.com

-Financial Tables to Follow-

Western Asset Mortgage Capital Corporation and Subsidiaries

Consolidated Balance Sheets

(in thousands—except share and per share data)

(Unaudited)



	June 30, 2018			December 31, 2017
Assets:
Cash and cash equivalents	$	16,295		$	48,024
Restricted cash	58,747			—
Agency mortgage-backed securities, at fair value ($2,440,683 and $2,833,595 pledged as collateral, at fair value, respectively)	2,495,161			2,858,600
Non-Agency mortgage-backed securities, at fair value ($432,352 and $266,189 pledged as collateral, at fair value, respectively)	432,596			378,158
Other securities, at fair value ($107,864 and $89,823 pledged as collateral, at fair value, respectively)	108,001			122,065
Residential Whole-Loans, at fair value ($335,149 and $237,423 pledged as collateral, at fair value, respectively)	335,149			237,423
Residential Bridge Loans ($236,359 and $64,526 at fair value and $259,339 and $106,673 pledged as collateral, respectively)	259,339			106,673
Securitized commercial loan, at fair value	1,309,195			24,876
Commercial Loans, at fair value ($20,515 and $0 pledged as collateral, at fair value, respectively)	70,717			—
Investment related receivable	37,286			7,665
Interest receivable	19,487			13,603
Due from counterparties	64,791			86,930
Derivative assets, at fair value	6,998			728
Other assets	3,571			2,161
Total Assets ⁽¹⁾	$	5,217,333		$	3,886,906

Liabilities and Stockholders’ Equity:
Liabilities:
Repurchase agreements, net	$	3,267,369		$	3,251,686
Convertible senior unsecured notes, net	109,401			108,743
Securitized debt, at fair value (includes $348,799 and $10,945 held by affiliates, respectively)	1,231,300			10,945
Interest payable (includes $976 and $70 on securitized debt held by affiliates, respectively)	10,309			8,322
Investment related payables	52,530			17,217
Due to counterparties	5,208			1,490
Derivative liability, at fair value	1,623			4,346
Accounts payable and accrued expenses	2,531			3,118
Payable to affiliate	3,062			2,041
Dividend payable	12,901			12,960
Other liabilities	59,308			—
Total Liabilities⁽²⁾	$	4,755,542		$	3,420,868

Commitments and contingencies

Stockholders’ Equity:
Common stock: $0.01 par value, 500,000,000 shares authorized, 41,616,379 and 41,794,079 outstanding, respectively	419			419
Preferred stock, $0.01 par value, 100,000,000 shares authorized and no shares outstanding	—			—
Treasury stock, at cost, 303,422 and 125,722 shares held, respectively	(2,965		)	(1,232		)
Additional paid-in capital	768,945			768,763
Retained earnings (accumulated deficit)	(304,608		)	(301,912		)
Total Stockholders’ Equity	461,791			466,038
Total Liabilities and Stockholders’ Equity	$	5,217,333		$	3,886,906

Western Asset Mortgage Capital Corporation and Subsidiaries

Consolidated Balance Sheets (Continued)

(in thousands—except share and per share data)

(Unaudited)



	June 30, 2018		December 31, 2017
⁽¹⁾Assets of consolidated VIEs included in the total assets above:
Cash and cash equivalents	$	364	$	—
Restricted Cash	58,747		—
Residential Whole-Loans, at fair value ($335,149 and $237,423 pledged as collateral, at fair value, respectively)	335,149		237,423
Residential Bridge Loans ($236,359 and $64,526 at fair value and $259,339 and $106,673 pledged as collateral, respectively)	259,339		106,673
Securitized commercial loan, at fair value	1,309,195		24,876
Commercial Loans, at fair value ($20,515 and $0 pledged as collateral, at fair value, respectively)	20,515		—
Investment related receivable	37,286		7,665
Interest receivable	9,794		3,358
Other assets	548		—
Total assets of consolidated VIEs	$	2,030,937	$	379,995

⁽²⁾ Liabilities of consolidated VIEs included in the total liabilities above:
Securitized debt, at fair value (includes $348,799 and $10,945 held by affiliates, respectively)	$	1,231,300	$	10,945
Interest payable (includes $976 and $70 on securitized debt held by affiliates, respectively)	2,687		70
Accounts payable and accrued expenses	678		189
Other liabilities	59,309		—
Total liabilities of consolidated VIEs	$	1,293,974	$	11,204

Western Asset Mortgage Capital Corporation and Subsidiaries

Consolidated Statements of Operations

(in thousands—except share and per share data)

(Unaudited)



	Three months ended
	June 30, 2018			March 31, 2018
Net Interest Income
Interest income	$	57,154		$	39,727
Interest expense (includes $4,719, $248, $5,207 and $494 on securitized debt held by affiliates, respectively)	38,134			20,697
Net Interest Income	19,020			19,030

Other Income (Loss)
Realized gain (loss) on sale of investments, net	(5,608		)	575
Other than temporary impairment	(2,974		)	(2,916		)
Unrealized gain (loss), net	(31,693		)	(68,961		)
Gain (loss) on derivative instruments, net	28,490			79,582
Other, net	(145		)	47
Other Income (Loss)	(11,930		)	8,327

Expenses
Management fee to affiliate	2,259			2,180
Other operating expenses	1,555			969
General and administrative expenses:
Compensation expense	572			510
Professional fees	818			1,295
Other general and administrative expenses	397			361
Total general and administrative expenses	1,787			2,166
Total Expenses	5,601			5,315

Income before income taxes	1,489			22,042
Income tax provision (benefit)	36			313
Net income	$	1,453		$	21,729

Net income per Common Share – Basic	$	0.03		$	0.52
Net income per Common Share – Diluted	$	0.03		$	0.52
Dividends Declared per Share of Common Stock	$	0.31		$	0.31

Reconciliation of GAAP Net Income to Non-GAAP Core Earnings

(in thousands—except share and per share data)

(Unaudited)

The table below reconciles Net Income to Core Earnings for the three months ended June 30, 2018 and March 31, 2018:



	Three months ended
(dollars in thousands)	June 30, 2018			March 31, 2018
Net Income	$	1,453		$	21,729
Income tax provision (benefit)	36			313
Income before income taxes	1,489			22,042

Adjustments:
Investments:
Unrealized (gain) loss on investments, securitized debt and other liabilities	31,693			68,961
Other than temporary impairment	2,974			2,916
Realized (gain) loss on sale of investments	5,608			(575		)
Acquisition costs	163			41

Derivative Instruments:
Net realized (gain) loss on derivatives	(22,973		)	(79,118		)
Unrealized (gain) loss on derivatives	(4,268		)	(1,308		)

Amortization of discount on convertible senior unsecured notes	138			137
Non-cash stock-based compensation	50			75
Total adjustments	13,385			(8,871		)
Core Earnings	$	14,874		$	13,171
Basic Core Earnings per Common Share and Participating Securities	$	0.36		$	0.32
Diluted Core Earnings per Common Share and Participating Securities	$	0.36		$	0.32
Basic weighted average common shares and participating securities	41,707,291			41,844,798
Diluted weighted average common shares and participating securities	41,707,291			41,844,798

Reconciliation of Interest Income and Effective Cost of Funds

(dollars in thousands)

(Unaudited)

The following table reconciles total interest income to adjusted interest income which includes interest income on Agency and Non-Agency Interest-Only Strips classified as derivatives (Non-GAAP financial measure) for the three months ended June 30, 2018 and March 31, 2018:



	Three months ended
(dollars in thousands)	June 30, 2018			March 31, 2018
Coupon interest income	$	60,043		$	40,557
Premium amortization, discount accretion and amortization of basis, net	(2,889		)	(830		)
Interest income	57,154			39,727
Contractual interest income, net of amortization of basis on Agency and Non-Agency Interest-Only Strips, classified as derivatives⁽¹⁾:
Coupon interest income	1,011			1,422
Amortization of basis	(783		)	(1,191		)
Subtotal	228			231
Total adjusted interest income	$	57,382		$	39,958

(1) Reported in "Gain (loss) on derivative instruments, net" in the Consolidated Statements of Operations.

The following table reconciles the Effective Cost of Funds (Non-GAAP financial measure) with interest expense for three months ended June 30, 2018 and March 31, 2018:




	June 30, 2018					March 31, 2018
(dollars in thousands)	Reconciliation			Cost of Funds/Effective Borrowing Costs		Reconciliation		Cost of Funds/Effective Borrowing Costs
Interest expense	$	38,134		3.20	%	$	20,697	2.38	%
Net interest (received) paid - interest rate swaps	(1,044		)	(0.09	)%	1,059		0.12	%
Effective Borrowing Costs	$	37,090		3.11	%	$	21,756	2.50	%
Weighted average borrowings	$	4,780,990				$	3,526,311

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