Repurchase Agreements

3 Months Ended

Mar. 31, 2020

Investment Securities

The Company has entered into repurchase agreements with third-party financial institutions to finance its investment securities portfolio (including investment securities available for sale and securities owned in Consolidated SLST and the Consolidation K-Series). These repurchase agreements provide short-term financings that bear interest rates typically based on a spread to LIBOR and are secured by the investment securities which they finance and additional collateral pledged, if any.

The following table presents detailed information about the amounts outstanding under the Company’s repurchase agreements secured by investment securities and associated assets pledged as collateral at March 31, 2020 and December 31, 2019, respectively (dollar amounts in thousands):



	March 31, 2020						December 31, 2019
	Outstanding Repurchase Agreements		Fair Value of Collateral Pledged		Amortized Cost of Collateral Pledged		Outstanding Repurchase Agreements		Fair Value of Collateral Pledged		Amortized Cost of Collateral Pledged
Agency RMBS ⁽¹⁾	$	—	$	—	$	—	$	812,742	$	865,765	$	864,428
Agency CMBS ⁽²⁾	—		—		—		133,184		139,317		140,118
Non-Agency RMBS^{(3) (4)}	333,227		414,605		550,719		594,286		797,784		785,952
CMBS ^{(4) (5) (6)}	380,137		508,826		507,890		811,890		1,036,513		853,043
Balance at end of the period	$	713,364	$	923,431	$	1,058,609	$	2,352,102	$	2,839,379	$	2,643,541


⁽¹⁾	Includes Agency RMBS securities with a fair value amounting to $26.2 million included in Consolidated SLST as of December 31, 2019.


⁽²⁾	Includes Agency CMBS securities with a fair value amounting to $88.4 million included in the Consolidated K-Series as of December 31, 2019.


⁽³⁾	Includes first loss subordinated RMBS securities with a fair value amounting to $155.4 million and $214.8 million included in Consolidated SLST as of March 31, 2020 and December 31, 2019, respectively.


⁽⁴⁾	Collateral pledged amounts include restricted cash posted as margin in the amount of $58.3 million related to non-Agency RMBS securities and $111.2 million related to CMBS securities included in receivables and other assets on the Company's condensed consolidated balance sheets as of March 31, 2020.


⁽⁵⁾	Includes first loss POs, IOs and mezzanine CMBS securities with a fair value amounting to $848.2 million included in the Consolidated K-Series as of December 31, 2019.


⁽⁶⁾	Includes first loss POs sold and pending settlement as of March 31, 2020 with outstanding repurchase agreement financing of $199.2 million. Proceeds from the sale in the amount of $211.2 million were subsequently used to repay the repurchase price under the repurchase agreements for these securities.

As of March 31, 2020 and December 31, 2019, the average days to maturity and the weighted average interest rate for repurchase agreements secured by investment securities were 15 days and 73 days, respectively, and 2.88% and 2.72%, respectively. The Company expects to roll outstanding amounts under its repurchase agreements into new repurchase agreements or other financings, or to repay outstanding amounts, prior to or at maturity. The Company’s accrued interest payable on outstanding repurchase agreements secured by investment securities at March 31, 2020 and December 31, 2019 amounts to $3.7 million and $8.8 million, respectively, and is included in accrued expenses and other liabilities on the Company’s condensed consolidated balance sheets.

The following table presents contractual maturity information about the Company’s outstanding repurchase agreements secured by investment securities at March 31, 2020 and December 31, 2019 (dollar amounts in thousands):



Contractual Maturity	March 31, 2020		December 31, 2019
Within 30 days ⁽¹⁾	$	562,919	$	449,474
Over 30 days to 90 days	150,445		1,647,683
Over 90 days	—		254,945
Total	$	713,364	$	2,352,102


⁽¹⁾	Includes outstanding repurchase agreement financing of $199.2 million related to first loss POs sold and pending settlement as of March 31, 2020.

As of March 31, 2020, the outstanding balance under our repurchase agreements secured by investment securities was funded at a weighted average advance rate of 75.1% that implies an average “haircut” of 24.9%. As of March 31, 2020, the weighted average “haircut” related to our repurchase agreement financing for our non-agency RMBS and CMBS was approximately 29%, and 21%, respectively.

During the three months ended March 31, 2020, our repurchase agreement counterparties increased haircuts, started to require additional collateral or determined to not roll our financing. As a result, we liquidated our investment securities at a disadvantageous time, which resulted in losses. At March 31, 2020 and December 31, 2019, the Company had financing arrangements with six and fourteen counterparties, respectively. As of March 31, 2020 and December 31, 2019, the Company had no exposure where the amount at risk was in excess of 5% of the Company's stockholders’ equity.

As of March 31, 2020, the Company had assets available to be posted as margin which included liquid assets, such as unrestricted cash and cash equivalents, and unencumbered securities that could be monetized to pay down or collateralize a liability immediately. As of March 31, 2020, the Company had $172.5 million in cash and cash equivalents and $527.3 million in unencumbered investment securities to meet additional haircuts or market valuation requirements, which collectively represent 98.1% of our outstanding repurchase agreements secured by investment securities. The following table presents information about the Company's unencumbered securities at March 31, 2020 and December 31, 2019, respectively (dollar amounts in thousands):



Unencumbered Securities	March 31, 2020		December 31, 2019
Agency RMBS	$	—	$	83,351
CMBS	82,406		235,199
Non-Agency RMBS	402,564		168,063
ABS	42,344		49,214
Total	$	527,314	$	535,827

Residential Loans

The Company has repurchase agreements with two third-party financial institutions to fund the purchase of residential loans, including both first and second mortgages. The following table presents detailed information about the Company’s financings under these repurchase agreements and associated residential loans pledged as collateral at March 31, 2020 and December 31, 2019, respectively (dollar amounts in thousands):



	Maximum Aggregate Uncommitted Principal Amount		Outstanding Repurchase Agreements		Carrying Value of Loans Pledged ⁽¹⁾		Weighted Average Rate		Weighted Average Months to Maturity
March 31, 2020	$	1,200,000	$	715,436	$	918,350	2.87	%	8.28
December 31, 2019	$	1,200,000	$	754,132	$	961,749	3.67	%	11.20


⁽¹⁾	Includes residential loans, at fair value of $918.4 million and $881.2 million at March 31, 2020 and December 31, 2019, respectively, and residential loans, net of $80.6 million at December 31, 2019.

During the terms of the repurchase agreements, proceeds from the residential loans will be applied to pay any price differential and to reduce the aggregate repurchase price of the collateral. The financings under the repurchase agreements are subject to margin calls to the extent the market value of the residential loans falls below specified levels and repurchase may be accelerated upon an event of default under the repurchase agreements.

During the three months ended March 31, 2020, the Company was not in compliance with the market capitalization covenants in its repurchase agreements with both counterparties. In March, the Company executed an amended repurchase agreement with one counterparty to modify the terms of financial covenants. The Company also agreed to a reservation of rights with another counterparty during the three months ended March 31, 2020 in which the counterparty elected not to declare an event of default in accordance with the terms of the repurchase agreement for non-compliance with a financial covenant. The Company subsequently executed an amended repurchase agreement with this counterparty in April to modify the terms of financial covenants. Subsequent to the amendments, the repurchase agreements contain various covenants, including among other things, the maintenance of certain amounts of liquidity and total stockholders' equity. The Company is in compliance with such covenants as of May 26, 2020. The Company expects to roll outstanding amounts under these repurchase agreements into new repurchase agreements or other financings, or to repay outstanding amounts, prior to or at maturity.

Costs related to the establishment of the repurchase agreements which include commitment, underwriting, legal, accounting and other fees are reflected as deferred charges. Such costs are presented as a deduction from the corresponding debt liability on the Company’s accompanying condensed consolidated balance sheets in the amount of $0.7 million as of March 31, 2020 and $0.8 million as of December 31, 2019. These deferred charges are amortized as an adjustment to interest expense using the effective interest method, or straight line-method, if the result is not materially different.