-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Sxda2WQQ3yMdGnBLndGGGi1MpTYGl8YlP9jXE06Zdo1Bm+vw8G5KbRLpc8AKiHEE zM2OfqlgeZJTf8Ma2BvCqA== 0000950172-02-000965.txt : 20020513 0000950172-02-000965.hdr.sgml : 20020513 ACCESSION NUMBER: 0000950172-02-000965 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020510 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANTHRACITE CAPITAL INC CENTRAL INDEX KEY: 0001050112 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133978906 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13937 FILM NUMBER: 02642451 BUSINESS ADDRESS: STREET 1: 40 EAST 52ND STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127545560 MAIL ADDRESS: STREET 1: 40 EAST 52ND STREET CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: ANTHRACITE MORTGAGE CAPITAL INC DATE OF NAME CHANGE: 19971121 8-K 1 s629794.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): May 8, 2002 ANTHRACITE CAPITAL, INC. (Exact name of Registrant as Specified in Charter) Maryland 001-13937 13-397-8906 - ---------------------------- ------------------------ --------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) - -------------------------------------------------------------------------------- 40 East 52nd Street, New York, NY 10022 - ---------------------------------------- ---------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (212) 409-3333 N/A - ------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS On May 8, 2002, Anthracite Capital, Inc. (the "Company") issued a press release reporting, among other things, net income for the quarter ended March 31, 2002. A copy of the press release is filed as an exhibit hereto and incorporated as a reference herein. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 99.1 Press Release issued by the Company, dated May 8, 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ANTHRACITE CAPITAL, INC. By: /s/ Robert L. Friedberg ---------------------------- Name: Robert L. Friedberg Title: Secretary Dated: May 10, 2002 EXHIBIT INDEX Designation Description ----------- ----------- 99.1 Press Release issued by the Company, dated May 8, 2002. EX-99 3 pr629794.txt EXHIBIT 99.1 - PRESS RELEASE Exhibit 99.1 ------------ FOR IMMEDIATE RELEASE Contact: Richard Shea or Robert Friedberg COO and CFO Vice-President & Controller Anthracite Capital, Inc. Anthracite Capital, Inc. Tel: (212) 754-5579 Tel: (212) 409-3333 ANTHRACITE CAPITAL, INC. Operating Earnings Increase 39% to $0.43 from $0.31 In The Prior Year Period Earnings including realized gains and losses and before SFAS 142 Goodwill adjustment increased 13% to a record $0.44 per quarter up from $0.39 in the prior year period. Total earnings including realized gains and losses and SFAS 142 Goodwill adjustment were $0.58. New York, NY -May 8, 2002, - Anthracite Capital, Inc. (the "Company") (NYSE: AHR) today reported total income before adjustment for SFAS 142 for the first quarter of $0.44 per share versus $0.39 for the year earlier quarter. Income from the operating portfolio for the quarter was $0.43 per share versus $0.31 for the year earlier quarter. Income from the operating portfolio is net interest income after operating expenses and preferred dividends but before realized gains and losses. Based on the $0.35 per share dividend declared on March 14, 2002, and the May 7, 2002 closing price of $11.71, Anthracite's annualized dividend yield is 12.0%. In addition to operating earnings of $0.43, included in total earnings are gains from active trading of $0.06, a loss attributable to net other gains and losses of $0.05, and income of $0.14 due to implementation of SFAS 142. The Company was required to implement SFAS 142 on January 1, 2002. The cumulative effect of implementing this new accounting standard resulted in the unamortized balance of negative goodwill of $6,327,000 being recognized in income during the first quarter of 2002. Hugh Frater, president and CEO of the Company, stated "We are very pleased with the year-over-year increase in the Company's quarterly operating earnings to levels over twenty percent in excess of our current quarterly dividend. Our principal goal in 2002 continues to be enhancing the stability of our operating earnings by issuing non-recourse, secured debt to match fund our credit sensitive assets. The Company is actively engaged in executing such a transaction which, if successful, would reduce the Company's interest rate and financing risks and free up liquidity for additional investments. We believe this meaningful reduction of risk can be achieved with no impact on dividends and limited impact, if any, on operating earnings." The Company's first quarter operating results represent an annualized return on the quarter's average common stock equity (Annualized ROE) of 21.9% and net interest margin of 5.01%. Annualized ROE for the year earlier period was 16.7% and the net interest margin was 5.04%. The significant year-over-year increase in ROE was due to the reinvestment of proceeds from the three equity raises in 2001, declining borrowing costs and declining expense ratios. The slight decrease in net interest margin over the year is attributable to the greater allocation of equity to higher credit quality assets versus the year earlier period. The components of other gains and losses includes $1,175,000 of hedge ineffectiveness reclassified from interest expense to other gain (losses); the hedge ineffectiveness resulted in a decrease in first quarter total earnings per share of $0.02. Over the quarter, the Company's weighted average credit rating of invested equity remained unchanged from BB-. Aggregate leverage declined from 4.8:1 to 4.0:1 as the Company reduced its allocation to residential mortgage backed securities (RMBS). Leverage on credit sensitive positions was unchanged. The Company's exposure to changes in short-term interest rates was reduced modestly over the quarter, resulting in somewhat higher hedging expenses. The Company reports GAAP earnings on its commercial mortgage backed securities portfolio net of expected losses over the life of the portfolio. Actual losses remained unchanged during the first quarter but delinquencies on the collateral underlying the Company's CMBS portfolio increased to 2.08% at quarter-end from 1.47% at year-end. The Company had anticipated that delinquencies and actual losses would increase significantly over the course of the year as the portfolio matures and the state of the economy remains uncertain. This experience is consistent with the loss assumptions made by the Company and reflected in reported GAAP operating income. The Company's earnings would be affected if actual losses on CMBS collateral were to be greater than expected losses. As of March 31, 2002 the reduction in operating earnings for every 50% increase in actual losses over expected losses would be approximately $0.08 per share per year, excluding the effect of non-cash impairment write-downs. Direct holdings of commercial mezzanine loans are held at cost unless a specific indication of impairment exists. To date, the Company's portfolio of loans has never experienced a delinquency and all the assets securing such loans are performing within the range of originally underwritten expectations. GAAP book value per share at quarter end was $7.97 based upon market prices provided by dealers for securities available for sale. At the end of the first quarter the Company reclassified its subordinated commercial mortgage-backed securities on the balance sheet from available for sale to held to maturity. This reclassification reflects the Company's current intent to hold these assets until maturity. The effect of this change is that these assets will be presented on the balance sheet at their adjusted cost basis, rather than previously at their fair market value. The Company will continue to disclose the net asset value of all assets in its quarterly filings. As the portfolio matures, the GAAP book value of credit sensitive CMBS securities held by the Company will increase towards its original purchase cost provided that the Company's estimates of expected credit losses are reasonably accurate. The unrealized loss on these securities at March 31, 2002 was $97,650,000. This amount reflects the amount of recovery net of expected losses if the portfolio is held to maturity. GAAP book value per common share increased approximately 5.8% from $7.53 at December 31, 2001 to $7.97 at March 31, 2002 due to a tightening of selected credit spreads on securities classified as available for sale and negative goodwill. The Company is seeking to finance a portion of the Company's CMBS portfolio and unsecured real estate investment trust obligations through a Collateralized Debt Obligation (CDO) offering in the approximate amount of $426 million. The CDO is designed to match fund such portion of the Company's CMBS portfolio and unsecured real estate investment trust obligations. Successful execution of this strategy will significantly increase the quality of the Company's earnings by eliminating the risk of financing the assets contributed to the CDO. The notes offered pursuant to the CDO will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Improved Dividend Reinvestment Executions Now Available Anthracite has a dividend reinvestment plan that provides current owners of its common stock with a simple, economical and convenient method of increasing their investment. Even if you are not a current owner of Anthracite Stock, the Company's transfer agent can issue registered stock directly to you without commission or markup. This transaction can be done regardless of whether or not shares are held in street name. To take advantage of this program, shareholders must submit a signed Request for Waiver to the Company. A printable version of the form is available on the Company's website or investors can call or email the Company to obtain the Waiver and instructions via fax. To request a prospectus and receive enrollment materials or to ask questions about the plan, interested investors and shareholders may contact the Company's transfer agent, The Bank of New York, at 1-800-524-4458 or Investor Relations, Anthracite Capital, Inc. at 212-409-3333. The Company's web site address is www.anthracitecapital.com. The Company is currently offering a 2% discount to the trailing 12-business day average provided the stock price remains above threshold levels established by the Company at the time. Anthracite is a specialty finance company that is externally managed by BlackRock, Inc., a New York City based investment manager with over $238 billion in global assets under management. The Company's principal business objective is to generate net income for distribution to stockholders from the spread between the interest income on its mortgage-backed securities and commercial loan investments and the costs of financing these investments. Certain matters discussed in this press release may constitute forward-looking statements within the meaning of the federal securities laws. Anthracite's actual results could differ materially from those anticipated in such forward-looking statements as a result of certain factors, including those detailed from time to time in Anthracite's reports and filings with the Securities and Exchange Commission. For further information, please contact Richard Shea, Chief Operating Officer and Chief Financial Officer at 212-754-5579, Robert Friedberg, Controller and Vice-President at 212-409-3333 or visit Anthracite's website at www.anthracitecapital.com.
Anthracite Capital, Inc. and Subsidiaries Consolidated Statements of Financial Condition (in thousands, except per share data) - -------------------------------------------------------------------------------------------------------------------------------- March 31, 2002 December 31, 2001 -------------- ----------------- (Unaudited) ASSETS Cash and cash equivalents $ 19,583 $ 43,071 Restricted cash equivalents 35,115 37,376 Securities available for sale, at fair value Subordinated commercial mortgage-backed securities (CMBS) $ - $360,159 Investment grade securities 793,181 1,085,795 ------- --------- Total securities available for sale 793,181 1,445,954 Securities held for trading, at fair value 663,609 564,081 Securities held to maturity 529,887 - Commercial mortgage loans, net 141,690 142,637 Investments in real estate joint ventures 8,230 8,317 Equity investment in Carbon Capital, Inc. 8,969 8,784 Receivable for investments sold 297,129 344,789 Other assets 23,401 18,267 ---------------- --------------- Total Assets $2,520,794 $2,613,276 ================ =============== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Borrowings: Secured by pledge of subordinated CMBS available for sale $ - $178,631 Secured by pledge of other securities available for sale and cash equivalents 799,314 1,039,469 Secured by pledge of securities held for trading 523,105 559,145 Secured by pledge of securities held to maturity 247,970 Secured by pledge of investments in real estate joint ventures 1,337 1,337 Secured by pledge of commercial mortgage loans 56,816 57,356 ------- ------- Total borrowings $1,628,542 $1,835,938 Payable for investments purchased 451,976 346,913 Distributions payable 17,472 17,245 Other liabilities 14,533 29,807 ---------------- --------------- Total Liabilities 2,112,523 2,229,903 ---------------- --------------- 10.5% Series A preferred stock, redeemable convertible, liquidation preference $285 in 2001 - 258 ---------------- --------------- Stockholders' Equity: Common stock, par value $0.001 per share; 400,000 shares authorized; 45,968 shares issued and outstanding in 2002; and 29,792 shares issued and outstanding in 2001 46 45 10% Series B Preferred stock, liquidation preference $55,317 42,086 42,086 Additional paid - in capital 500,139 492,531 Distributions in excess of earnings (3,320) (13,588) Accumulated other comprehensive loss (130,680) (137,959) --------------- ---------------- Total Stockholders' Equity 408,271 383,115 --------------- ---------------- Total Liabilities and Stockholders' Equity $2,520,794 $2,613,276 =============== ================
Anthracite Capital, Inc. Consolidated Statements of Operations (Unaudited) (in thousands, except per share data) - ------------------------------------------------------------------------------------------------------------------------------ For the Three Months Ended For the Three Months Ended March 31, 2002 March 31, 2001 --------------------------------------------------------------- Operating Portfolio Income: Securities $ 28,679 $ 17,247 Commercial mortgage loans 3,619 5,987 Mortgage loan pools - 1,438 Trading securities 6,288 1,104 Earnings from real estate joint ventures 261 367 Earnings from equity investment 185 - Cash and cash equivalents 319 197 -------- -------- Total income 39,351 26,340 -------- -------- Expenses: Interest 9,207 11,593 Interest - trading securities 3,608 871 Management and incentive fee 5,064 2,239 Other expenses - net 576 494 -------- -------- Total expenses 18,455 15,197 -------- -------- Income from operating portfolio 20,896 11,143 -------- -------- Other gain (losses): Gain (loss) on sale of securities available for sale (4,079) 1,947 Gain from sale of active trading securities 2,724 - Gain on securities held for trading 1,290 692 Foreign currency gain (loss) (247) 104 Hedge Ineffectiveness 1,175 - Incentive fee attributable to other gains (343) (210) -------- -------- Total other gain (loss) 520 2,533 -------- -------- Income before cumulative transition adjustment 21,416 13,676 -------- -------- Cumulative transition adjustment - SFAS 142 6,327 - Cumulative transition adjustment - SFAS 133 - (1,903) -------- -------- Net Income 27,743 11,773 -------- -------- Dividends and accretion on preferred stock 1,389 2,289 -------- -------- Net Income available to Common Shareholders 26,354 9,484 ======== ======== Income from operating portfolio per share: Basic $0.43 $0.33 Diluted $0.43 $0.31 Net income per share, basic: Income before cumulative transition adjustment $0.44 $0.42 Cumulative transition adjustment - SFAS 142 0.14 - Cumulative transition adjustment - SFAS 133 - (0.07) -------- ------- Net income $0.58 $0.35 ========= ======= Net income per share, diluted: Income before cumulative transition adjustment $0.44 $0.39 Cumulative transition adjustment - SFAS 142 0.14 - Cumulative transition adjustment - SFAS 133 - (0.06) -------- -------- Net income $0.58 $0.33 ========= ======= Weighted average number of shares outstanding: Basic 45,654 27,003 Diluted 45,731 31,116
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