-----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, Cilg85lsEiRsVRHnY9S7ZrEOeJeT//GC9rmuAnpyVYqv0Gqxc0lQ2+W4OUZCywSD Q7B47ETA1EqG7EHBEELP3A== 0000950123-09-063039.txt : 20091116 0000950123-09-063039.hdr.sgml : 20091116 20091116162012 ACCESSION NUMBER: 0000950123-09-063039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091116 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091116 DATE AS OF CHANGE: 20091116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STARWOOD PROPERTY TRUST, INC. CENTRAL INDEX KEY: 0001465128 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 270247747 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34436 FILM NUMBER: 091187140 BUSINESS ADDRESS: STREET 1: C/O STARWOOD CAPITAL GROUP STREET 2: 591 WEST PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: (203) 422-7700 MAIL ADDRESS: STREET 1: C/O STARWOOD CAPITAL GROUP STREET 2: 591 WEST PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 8-K 1 c92670e8vk.htm FORM 8-K Form 8-K
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): November 16, 2009 (November 16, 2009)

Starwood Property Trust, Inc.
(Exact name of registrant as specified in its charter)
         
Maryland   001-34436   27-0247747
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
591 West Putnam Avenue
Greenwich, CT
  06830
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (203) 422-7700
 
 
(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 

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Item 2.02 Results of Operations and Financial Condition.

On November 16, 2009, Starwood Property Trust, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2009. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

The information in this Current Report, including the exhibit hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

     
Exhibit
Number
 
Description
 
   
99.1
  Press Release, dated November 16, 2009.

 

 

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SIGNATURE

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.

     
Dated: November 16, 2009 STARWOOD PROPERTY TRUST, INC.
 
  By: /s/ Barbara J. Anderson
 
   
    Name: Barbara J. Anderson
Title: Chief Financial Officer

 

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EXHIBIT INDEX

     
Exhibit Number    
99.1   Press Release, dated November 16, 2009.

 

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EX-99.1 2 c92670exv99w1.htm EXHIBIT 99.1 Exhibit 99.1
Exhibit 99.1
STARWOOD PROPERTY TRUST, INC.
ANNOUNCES RESULTS OF THE THIRD QUARTER 2009

- - Raises $921.1 Million in IPO -
- - Completes Investments of $144 Million in first 60 Days -
Greenwich, CT (November 16, 2009) Starwood Property Trust (NYSE: STWD), a real estate investment trust, focused primarily on originating, investing in, and financing commercial mortgage loans and other commercial real estate-related debt investments, today announced operating results for the period August 17, 2009 (commencement of operations) through September 30, 2009.
Net loss attributable to common shareholders for the period ended September 30, 2009 was $1.9 million or $0.04 per share. The results were affected by the recognition of $0.8 million of non-cash, stock-based compensation in the period. Net interest margin generated from mortgage-backed security investments was approximately $612,000 and the Company earned an additional $583,000 on cash balances.

Mr. Barry Sternlicht, Chief Executive Officer commented, “We are generally pleased with our pace, pipeline and the quality of our investments to date. We are choosing to be patient, highly selective and to use our extensive real estate expertise to find investments where returns solidly outweigh risk. We are focused on building an asset base diversified by product type, geographic location and by tenant. In three months, we have closed $144 million of investments, have $66 million under contract to close, another $250 million we list as “highly probable” and a further pipeline exceeding $1.0 billion. Taken together, we feel comfortable we can meet our targeted returns for our shareholders.”

Capital Markets Activity
On August 17, 2009, the Company completed its initial public offering, in which it sold 46,575,000 shares of common stock for $20 per share, and a concurrent private placement to an entity controlled by Starwood Capital Group of an additional 1,000,000 shares of common stock for $20 per share. Net proceeds from the offering were approximately $921.1 million.
Investments and Subsequent Events
Net investment during the period ended September 30, 2009 totaled $23.3 million. Through a 75%/25% co-investment partnership between Starwood Property Trust and Starwood Global Opportunity Fund VIII, a private real estate investment vehicle managed by an affiliate of Starwood Capital Group, the Company invested in AAA rated CMBS securities with a weighted average coupon of 5.6% totaling $202.7 million. The partnership obtained $171.6 million of financing via the Term Asset-Backed Securities Loan Facility (TALF) at an average rate of 3.82% for an expected average yield to maturity in excess of 16%.
Subsequent to the quarter-end, the Company invested $10.9 million in bonds secured by a first mortgage on a New York City hotel. The bonds have a current par value of $12.9 million with an expected unlevered yield to maturity of 11%. Additionally, Starwood Property Trust, Inc. completed a $110 million acquisition of a portfolio of loans on seven properties leased to a single tenant. The expected unlevered yield to maturity on this investment is 13%.

 

 


 

Starwood Property Trust, Inc. Activity to Date (amounts in thousands):
                                                                     
    Property           Face     %             Net     Yield to              
Investment   Type   Book Value     Amount     Owned     Financing     Investment     Maturity     Rating     Vintage  
Multi-Asset CMBS
  Assorted   $ 202,633     $ 202,699       75 %   $ 171,579     $ 31,054       16 %   AAA     2006–2007  
Single Asset CBMS
  Hotel     10,938       12,945       100 %           10,938       11 %   BB     2001  
Single-Tenant Loans
  Warehouse     109,835       147,500       100 %           109,835       13 %   N/A     N/A  
 
                                                           
 
      $ 323,406     $ 363,144             $ 171,579     $ 151,827                          
 
                                                           
Dividends
On September 18, 2009, the Company declared a dividend of $0.01 per share for the period ending September 30, 2009, which is payable on January 29, 2010 to common shareholders of record as of October 31, 2009. The Company also declared a dividend of $0.10 per share for the quarter ending December 31, 2009, payable on January 29, 2010 to common shareholders of record as of December 30, 2009. The Company’s dividend policy is set by its Board of Directors and will be evaluated on a quarterly basis in consideration with the pace of the Company’s capital deployment and subsequent earnings.
Non-GAAP Financial Measures
Core Earning is used to compute incentive fees to the manager and the Company believes it is an appropriate supplemental disclosure for a mortgage REIT. For these purposes, Core Earnings is defined as GAAP net income (loss) excluding non-cash equity compensation expense, the incentive fee, depreciation and amortization (to the extent that the Company forecloses on any properties underlying our target assets), any unrealized gains, losses or other non-cash items recorded in net income for the period, regardless of whether such items are included in other comprehensive income or loss, or in net income. The amount will be adjusted to exclude one-time events pursuant to changes in GAAP and certain other non-cash charges as determined by the Company’s Manager and approved by a majority of its independent directors.
Core Earnings, a non-GAAP measure, was a loss of $1.1 million or $0.02 per share for the period ended September 30, 2009. The table below provides a reconciliation of net income to Core Earning as for the period August 17, 2009 through September 30, 2009:
                 
    Amount        
    (in thousands)     Per Share  
 
               
Net Loss attributable to Starwood Property Trust, Inc
  $ (1,919 )   $ (0.04 )
Add back for noncash Stock-Based Compensation
    822       0.02  
 
           
 
Core Earnings
  $ (1,097 )   $ (0.02 )
 
           

 

 


 

Conference Call and Webcast Information
Starwood Property Trust will host a webcast and conference call on Monday November 16 at 5:00 p.m. Eastern Time to discuss third quarter results. A webcast will be available on the Company’s website at www.starwoodpropertytrust.com. To listen to a live broadcast, access the site at least 15 minutes prior to the scheduled start time in order to register and download and install any necessary software.
To Participate in the Telephone Conference Call:
Dial in at least five minutes prior to start time.
Domestic: 877-407-0784
International: 201-689-8560
Conference ID: 335992
Conference Call Playback:
Domestic: 877-660-6853
International: 201-612-7415
Account #: 3055
Conference ID: 335992
The playback can be accessed through November 26, 2009.
About Starwood Property Trust, Inc.
Starwood Property Trust, Inc. (NYSE: STWD) is a newly formed company that is focused primarily on originating, investing in, financing and managing commercial mortgage loans and other commercial real estate-related debt investments. Starwood Property Trust, Inc. is externally managed and advised by SPT Management, LLC, an affiliate of Starwood Capital Group, and intends to elect to be taxed as a real estate investment trust for U.S. federal income tax purposes.
Forward Looking Statements
Statements in this press release which are not historical fact may be deemed forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although Starwood Property Trust, Inc. believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from the Company’s expectations include completion of pending investments, continued ability to acquire additional investments, competition within the finance and real estate industries, economic conditions, and other risks detailed from time to time in the Company’s reports filed with the SEC.
SOURCE: Starwood Property Trust, Inc.

 

 


 

Starwood Property Trust, Inc. and Subsidiaries
Condensed Consolidated Statement of Operations
(Unaudited, amounts in thousands, except per share data)
         
    For the Period from  
    August 17, 2009  
    (Commencement of  
    Operations) Through  
    September 30, 2009  
Net interest margin:  
       
Interest income from mortgage backed securities
  $ 865  
Interest expense
    (253 )
 
     
Net interest margin
    612  
Expenses:
       
Management fees (including $811 of non-cash stock-based compensation)
    2,465  
General and administrative (including $11 of non-cash stock-based compensation)
    501  
 
     
Total operating expenses
    2,966  
 
     
Interest income from cash balances
    583  
 
     
Net loss
  $ (1,771 )
 
     
Net income attributable to noncontrolling interests
    148  
 
     
Net loss attributable to Starwood Property Trust, Inc.
  $ (1,919 )
 
     
Net loss per common share:
       
Basic
  $ (0.04 )
 
     
Diluted
  $ (0.04 )
 
     
Weighted average number of shares of common stock outstanding:
       
Basic
    47,575,000  
 
     
Diluted
    47,575,000  
 
     
Diversification of CMBS assets as of September 30, 2009
                     
Property Type           Location        
Office
    37.2 %            
Retail
    31.0 %   Northeast     27.6 %
Multifamily
    14.4 %   South     28.6 %
Hotel
    8.2 %   Midwest     11.6 %
Industrial
    3.5 %   West     23.9 %
Other
    5.7 %   Other     8.3 %
 
               
Total
    100.0 %  
Total
    100.0 %
 
               

 

 

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