New Residential Investment Corp. (NYSE:NRZ; “New Residential” or the
“Company”) today reported the following information for the quarter
ended June 30, 2016:
SECOND QUARTER FINANCIAL HIGHLIGHTS:
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GAAP Net Income of $68.7 million, or $0.30 per diluted share
-
Core Earnings of $119.6 million, or $0.52 per diluted share*
-
Common dividend of $106.0 million, or $0.46 per share
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Q2 2016
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Q1 2016
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Summary Operating Results:
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GAAP Net Income per Diluted Share
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$0.30
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$0.48
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GAAP Net Income
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$68.7 million
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$111.7 million
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Non-GAAP Results:
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Core Earnings per Diluted Share*
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$0.52
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$0.49
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Core Earnings*
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$119.6 million
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$112.4 million
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NRZ Common Dividend:
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Common Dividend per Share
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$0.46
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$0.46
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Common Dividend
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$106.0 million
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$106.0 million
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*Core Earnings is a non-GAAP measure. For a reconciliation of Core
Earnings to GAAP Net Income, please refer to the Reconciliation
of Core Earnings below.
Second Quarter 2016 & Subsequent Highlights:
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Non-Agency Securities & Call Rights -
-
In the second quarter of 2016, New Residential continued to
execute its deal collapse strategy by exercising clean-up call
rights on 12 seasoned, Non-Agency deals totaling $291 million UPB.
In addition, the Company completed its seventh Non-Agency called
loan securitization, totaling $306 million, in May 2016.
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During the year, the Company made significant progress in growing
its Non-Agency securities portfolio as part of an effort to
accelerate its call rights strategy. Year to date, New Residential
increased its Non-Agency RMBS net equity from $374 million at the
end of fourth quarter 2015 to $715 million at the end of second
quarter 2016.
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Valuation of the Company’s Non-Agency holdings increased by $68
million during the quarter from unrealized mark-to-market gains,
resulting in a $0.30 per share increase to book value.
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Excess MSRs -
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During the quarter, New Residential made notable progress towards
obtaining the necessary state and agency approvals to become fully
eligible to own MSRs. As a result of these efforts, the Company,
through its subsidiary New Residential Mortgage LLC, is eligible
to own Non-Agency MSRs across 49 U.S. states, up from 46 states in
first quarter 2016. In addition, during the quarter, New
Residential obtained approvals to be a Fannie Mae Servicer and a
Federal Housing Administration (“FHA”) Lender. As a result, New
Residential Mortgage LLC is now eligible to own MSRs relating to
loans owned by Fannie Mae or loans insured by FHA. The Company
expects to obtain California state approval and remaining agency
approvals during the second half of 2016.(1)
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New Residential experienced a below-industry average increase in
prepayments during the quarter as a result of the Company’s
existing recapture provisions and differentiated collateral
characteristics. In the second quarter, New Residential’s average
Gross CPR increased 2.0% (average Net CPR, including recapture,
increased by 1.8%), compared to an average industry Gross CPR
increase of 4.8%.(2)
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As part of the Company’s continued efforts to diversify funding,
the Company obtained two new financing facilities, which include a
secured $300 million financing collateralized by Non-Agency Excess
MSRs and a secured $225 million financing collateralized by Agency
Excess MSRs.
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Servicer Advances -
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During the quarter, New Residential continued to work with its
servicing partners to reduce its servicer advance balance. Year to
date, the Company successfully reduced its servicer advance
balance by 13%, from $7.6 billion as of fourth quarter 2015 to
$6.6 billion as of second quarter 2016.
-
In the second quarter, New Residential continued to improve
advance financing by reallocating financing capacity, increasing
advance rates, extending maturities and lowering cost of funds. In
particular, the Company issued $400 million of 3-year maturity
servicer advance term notes in June 2016, and closed a new $185
million 2-year servicer advance facility in May 2016. Furthermore,
the Company increased the capacity and extended the maturity on a
$950 million advance financing facility.
(1) As of August 1, 2016. Eligibility obtained as of the date
of this press release relates to Non-Agency MSRs only, other than
express references to MSRs relating to Fannie Mae loans or FHA-insured
loans. New Residential may not be able to receive remaining approvals
during 2H 2016 or at all.
(2) Gross Constant Prepayment Rate (“CPR”) does not include
recapture. Industry Gross CPR calculation has been prepared by New
Residential and includes only prepayment data for MSRs with a coupon and
seasoning that management believes are comparable to the weighted
average of New Residential’s existing MSR portfolio. The inclusion of
industry prepayment data with different characteristics, including
dissimilar weighted average coupon and seasoning would likely change the
average Industry Gross CPR. Determinations of comparability have been
made by management based on New Residential’s current MSR portfolio and
the portfolio's collateral characteristics. Other industry participants
may calculate Industry Gross CPR in a different manner. A change in, or
the diversification of, New Residential’s MSR portfolio could change the
appropriate calculation of Industry Gross CPR. Industry data is
initially taken from eMBS and CoreLogic’s Loan Performance database as
of June 30, 2016.
ADDITIONAL INFORMATION
For additional information that management believes to be useful for
investors, please refer to the latest presentation posted on the
Investor Relations section of the Company’s website, www.newresi.com.
For consolidated investment portfolio information, please refer to the
Company’s most recent Annual Report on Form 10-K and Quarterly Report on
Form 10-Q, which are available on the Company’s website, www.newresi.com.
EARNINGS CONFERENCE CALL
New Residential’s management will host a conference call on Tuesday,
August 2, 2016 at 8:00 A.M. Eastern Time. A copy of the earnings release
will be posted to the Investor Relations section of New Residential’s
website, www.newresi.com.
All interested parties are welcome to participate on the live call. The
conference call may be accessed by dialing 1-866-393-1506 (from within
the U.S.) or 1-706-634-0623 (from outside of the U.S.) ten minutes prior
to the scheduled start of the call; please reference “New Residential
Second Quarter 2016 Earnings Call.”
A simultaneous webcast of the conference call will be available to the
public on a listen-only basis at www.newresi.com.
Please allow extra time prior to the call to visit the website and
download any necessary software required to listen to the internet
broadcast.
A telephonic replay of the conference call will also be available two
hours following the call’s completion through 11:59 P.M. Eastern Time on
Tuesday, August 16, 2016 by dialing 1-855-859-2056 (from within the
U.S.) or 1-404-537-3406 (from outside of the U.S.); please reference
access code “55095565.”
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Condensed Consolidated Statements of Income
($ in thousands, except share and per share data)
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Three Months Ended June 30,
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Six Months Ended June 30,
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2016
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2015
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2016
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2015
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(unaudited)
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(unaudited)
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(unaudited)
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(unaudited)
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Interest income
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$
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277,477
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$
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178,177
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$
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467,513
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$
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262,550
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Interest expense
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100,685
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81,871
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181,913
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115,850
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Net Interest Income
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176,792
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96,306
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285,600
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146,700
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Impairment
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Other-than-temporary impairment (OTTI) on securities
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2,819
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649
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6,073
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1,720
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Valuation and loss provision on loans and real estate owned
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16,825
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4,772
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23,570
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5,749
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19,644
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5,421
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29,643
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7,469
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Net interest income after impairment
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157,148
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90,885
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255,957
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139,231
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Other Income
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Change in fair value of investments in excess mortgage servicing
rights
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(15,263
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356
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(7,337
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(1,405
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Change in fair value of investments in excess mortgage servicing
rights, equity method
investees
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(675
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3,095
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2,347
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8,016
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Change in fair value of investments in servicer advances
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13,946
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24,562
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(17,278
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)
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16,893
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Gain on consumer loans investment
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-
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8,510
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9,943
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18,957
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Gain on remeasurement of consumer loans investment
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-
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-
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71,250
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-
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Gain (loss) on settlement of investments, net
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(12,711
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1,201
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(27,211
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)
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15,968
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Other income (loss), net
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(5,020
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(74
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(19,515
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(8,484
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(19,723
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37,650
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12,199
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49,945
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Operating Expenses
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General and administrative expenses
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7,224
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21,239
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19,305
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29,799
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Management fee to affiliate
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10,008
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8,371
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20,016
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13,497
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Incentive compensation to affiliate
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4,929
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2,391
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6,125
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6,084
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Loan servicing expense
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14,119
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2,951
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15,850
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7,842
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36,280
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34,952
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61,296
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57,222
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Income Before Income Taxes
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101,145
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93,583
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206,860
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131,954
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Income tax expense (benefit)
|
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|
7,518
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14,306
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(2,705
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)
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10,879
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Net Income
|
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$
|
93,627
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$
|
79,277
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$
|
209,565
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$
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121,075
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Noncontrolling Interests in Income of Consolidated Subsidiaries
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$
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24,975
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$
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4,158
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$
|
29,177
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$
|
9,981
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Net Income Attributable to Common Stockholders
|
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$
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68,652
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$
|
75,119
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$
|
180,388
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$
|
111,094
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Net Income Per Share of Common Stock
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Basic
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$
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0.30
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$
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0.37
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$
|
0.78
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$
|
0.65
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Diluted
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$
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0.30
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$
|
0.37
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$
|
0.78
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$
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0.63
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Weighted Average Number of Shares of Common Stock Outstanding
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Basic
|
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230,478,390
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200,910,040
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230,474,796
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171,336,768
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Diluted
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230,839,753
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205,169,099
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230,689,233
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175,206,662
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Dividends Declared per Share of Common Stock
|
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$
|
0.46
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$
|
0.45
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|
|
|
$
|
0.92
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|
|
$
|
0.83
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Condensed Consolidated Balance Sheets
($ in thousands)
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|
June 30, 2016
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|
December 31, 2015
|
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Assets
|
|
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(unaudited)
|
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Investments in:
|
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Excess mortgage servicing rights, at fair value
|
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$
|
1,475,418
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|
|
$
|
1,581,517
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Excess mortgage servicing rights, equity method investees, at fair
value
|
|
|
|
199,145
|
|
|
|
217,221
|
|
Servicer advances, at fair value
|
|
|
|
6,513,274
|
|
|
|
7,426,794
|
|
Real estate securities, available-for-sale
|
|
|
|
4,554,657
|
|
|
|
2,501,881
|
|
Residential mortgage loans, held-for-investment
|
|
|
|
-
|
|
|
|
330,178
|
|
Residential mortgage loans, held-for-sale
|
|
|
|
824,002
|
|
|
|
776,681
|
|
Real estate owned
|
|
|
|
61,909
|
|
|
|
50,574
|
|
Consumer loans, held-for-investment
|
|
|
|
1,830,436
|
|
|
|
-
|
|
Cash and cash equivalents
|
|
|
|
233,845
|
|
|
|
249,936
|
|
Restricted cash
|
|
|
|
168,043
|
|
|
|
94,702
|
|
Trades receivable
|
|
|
|
1,549,795
|
|
|
|
1,538,481
|
|
Deferred tax asset, net
|
|
|
|
189,641
|
|
|
|
185,311
|
|
Other assets
|
|
|
|
304,983
|
|
|
|
239,446
|
|
|
|
|
$
|
17,905,148
|
|
|
$
|
15,192,722
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
Repurchase agreements
|
|
|
$
|
4,625,403
|
|
|
$
|
4,043,054
|
|
Notes and bonds payable
|
|
|
|
8,295,331
|
|
|
|
7,249,568
|
|
Trades payable
|
|
|
|
1,624,130
|
|
|
|
725,672
|
|
Due to affiliates
|
|
|
|
11,983
|
|
|
|
23,785
|
|
Dividends payable
|
|
|
|
106,027
|
|
|
|
106,017
|
|
Accrued expenses and other liabilities
|
|
|
|
129,013
|
|
|
|
58,046
|
|
|
|
|
|
14,791,887
|
|
|
|
12,206,142
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Equity
|
|
|
|
|
|
|
|
Common Stock, $0.01 par value, 2,000,000,000 shares authorized,
230,493,006 and
|
|
|
|
|
|
|
|
|
|
230,471,202 issued and outstanding at June 30, 2016 and December 31,
2015,
|
|
|
|
|
|
|
|
|
|
respectively
|
|
|
|
2,304
|
|
|
|
2,304
|
|
Additional paid-in capital
|
|
|
|
2,641,193
|
|
|
|
2,640,893
|
|
Retained earnings
|
|
|
|
117,144
|
|
|
|
148,800
|
|
Accumulated other comprehensive income
|
|
|
|
50,799
|
|
|
|
3,936
|
|
Total New Residential stockholders' equity
|
|
|
|
2,811,440
|
|
|
|
2,795,933
|
|
Noncontrolling interests in equity of consolidated subsidiaries
|
|
|
|
301,821
|
|
|
|
190,647
|
|
Total Equity
|
|
|
|
3,113,261
|
|
|
|
2,986,580
|
|
|
|
|
$
|
17,905,148
|
|
|
$
|
15,192,722
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Core Earnings
($ in thousands)
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
|
|
|
2016
|
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
Net income (loss) attributable to common stockholders
|
|
|
$
|
68,652
|
|
|
|
$
|
75,119
|
|
|
|
$
|
180,388
|
|
|
|
$
|
111,094
|
|
|
Impairment
|
|
|
|
19,644
|
|
|
|
|
5,421
|
|
|
|
|
29,643
|
|
|
|
|
7,469
|
|
|
Other Income Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in fair value of investments in excess mortgage servicing
rights
|
|
|
|
15,263
|
|
|
|
|
(356
|
)
|
|
|
|
7,337
|
|
|
|
|
1,405
|
|
|
Change in fair value of investments in excess mortgage servicing
rights, equity method investees
|
|
|
|
675
|
|
|
|
|
(3,095
|
)
|
|
|
|
(2,347
|
)
|
|
|
|
(8,016
|
)
|
|
Change in fair value of investments in servicer advances
|
|
|
|
(13,946
|
)
|
|
|
|
(24,562
|
)
|
|
|
|
17,278
|
|
|
|
|
(16,893
|
)
|
|
Gain on consumer loans investment
|
|
|
|
-
|
|
|
|
|
(8,510
|
)
|
|
|
|
(9,943
|
)
|
|
|
|
(18,957
|
)
|
|
Gain on remeasurement of consumer loans investment
|
|
|
|
-
|
|
|
|
|
-
|
|
|
|
|
(71,250
|
)
|
|
|
|
-
|
|
|
(Gain) loss on settlement of investments, net
|
|
|
|
12,711
|
|
|
|
|
(1,201
|
)
|
|
|
|
27,211
|
|
|
|
|
(15,968
|
)
|
|
Unrealized (gain) loss on derivative instruments
|
|
|
|
13,163
|
|
|
|
|
1,229
|
|
|
|
|
35,466
|
|
|
|
|
8,259
|
|
|
Unrealized (gain) loss on other ABS
|
|
|
|
1,218
|
|
|
|
|
77
|
|
|
|
|
950
|
|
|
|
|
367
|
|
|
(Gain) loss on transfer of loans to REO
|
|
|
|
(7,804
|
)
|
|
|
|
(347
|
)
|
|
|
|
(10,287
|
)
|
|
|
|
197
|
|
|
Gain on Excess MSR recapture agreements
|
|
|
|
(688
|
)
|
|
|
|
(848
|
)
|
|
|
|
(1,420
|
)
|
|
|
|
(1,578
|
)
|
|
Other loss
|
|
|
|
3,651
|
|
|
|
|
763
|
|
|
|
|
5,179
|
|
|
|
|
2,039
|
|
|
Total Other Income Adjustments
|
|
|
|
24,243
|
|
|
|
|
(36,850
|
)
|
|
|
|
(1,826
|
)
|
|
|
|
(49,145
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income and impairment attributable to non-controlling interests
|
|
|
|
(4,195
|
)
|
|
|
|
(3,294
|
)
|
|
|
|
(5,187
|
)
|
|
|
|
(7,823
|
)
|
|
Non-capitalized transaction related expenses
|
|
|
|
(557
|
)
|
|
|
|
9,341
|
|
|
|
|
5,413
|
|
|
|
|
14,890
|
|
|
Incentive compensation to affiliate
|
|
|
|
4,929
|
|
|
|
|
2,391
|
|
|
|
|
6,125
|
|
|
|
|
6,084
|
|
|
Deferred taxes
|
|
|
|
6,547
|
|
|
|
|
14,348
|
|
|
|
|
(4,134
|
)
|
|
|
|
11,341
|
|
|
Interest income on residential mortgage loans, held for sale
|
|
|
|
4,561
|
|
|
|
|
3,648
|
|
|
|
|
6,473
|
|
|
|
|
17,083
|
|
|
Limit on RMBS discount accretion related to called deals
|
|
|
|
(3,594
|
)
|
|
|
|
-
|
|
|
|
|
(6,243
|
)
|
|
|
|
-
|
|
|
Adjust consumer loans to level yield
|
|
|
|
(2,744
|
)
|
|
|
|
17,458
|
|
|
|
|
15,162
|
|
|
|
|
34,216
|
|
|
Core earnings of equity method investees:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Excess mortgage servicing rights
|
|
|
|
2,110
|
|
|
|
|
4,597
|
|
|
|
|
6,139
|
|
|
|
|
10,435
|
|
|
Core Earnings
|
|
|
$
|
119,596
|
|
|
|
$
|
92,179
|
|
|
|
$
|
231,953
|
|
|
|
$
|
155,644
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CORE EARNINGS
New Residential has four primary variables that impact the Company’s
operating performance: (i) the current yield earned on the Company’s
investments, (ii) the interest expense under the debt incurred to
finance the Company’s investments, (iii) the Company’s operating
expenses and taxes and (iv) the Company’s realized and unrealized gains
or losses, including any impairment, on the Company’s investments. “Core
earnings” is a non-GAAP measure of the Company’s operating performance,
excluding the fourth variable above and adjusts the earnings from the
consumer loan investment to a level yield basis. Core earnings is used
by management to evaluate the Company’s performance without taking into
account: (i) realized and unrealized gains and losses, which although
they represent a part of the Company’s recurring operations, are subject
to significant variability and are generally limited to a potential
indicator of future economic performance; (ii) incentive compensation
paid to the Company’s Manager; (iii) non-capitalized transaction-related
expenses; and (iv) deferred taxes, which are not representative of
current operations.
While incentive compensation paid to the Company’s Manager may be a
material operating expense, the Company excludes it from core earnings
because (i) from time to time, a component of the computation of this
expense will relate to items (such as gains or losses) that are excluded
from core earnings, and (ii) it is impractical to determine the portion
of the expense related to core earnings and non-core earnings, and the
type of earnings (loss) that created an excess (deficit) above or below,
as applicable, the incentive compensation threshold. To illustrate why
it is impractical to determine the portion of incentive compensation
expense that should be allocated to core earnings, the Company notes
that, as an example, in a given period, the Company may have core
earnings in excess of the incentive compensation threshold but incur
losses (which are excluded from core earnings) that reduce total
earnings below the incentive compensation threshold. In such case, the
Company would either need to (a) allocate zero incentive compensation
expense to core earnings, even though core earnings exceeded the
incentive compensation threshold, or (b) assign a “pro forma” amount of
incentive compensation expense to core earnings, even though no
incentive compensation was actually incurred. The Company believes that
neither of these allocation methodologies achieves a logical result.
Accordingly, the exclusion of incentive compensation facilitates
comparability between periods and avoids the distortion to the Company’s
non-GAAP operating measure that would result from the inclusion of
incentive compensation that relates to non-core earnings.
With regard to non-capitalized transaction-related expenses, management
does not view these costs as part of the Company’s core operations as
they are considered by management to be similar to realized losses
incurred at acquisition. Non-capitalized transaction-related expenses
are generally legal and valuation service costs, as well as other
professional service fees, incurred when the Company acquires certain
investments, as well as costs associated with the acquisition and
integration of acquired businesses.
In the fourth quarter of 2014, the Company modified its definition of
core earnings to include accretion on held-for-sale loans as if they
continued to be held-for-investment. Although the Company intends to
sell such loans, there is no guarantee that such loans will be sold or
that they will be sold within any expected timeframe. During the period
prior to sale, the Company continues to receive cash flows from such
loans and believe that it is appropriate to record a yield thereon. This
modification had no impact on core earnings in 2014 or any prior period.
In the second quarter of 2015, the Company modified its definition of
core earnings to exclude all deferred taxes, rather than just deferred
taxes related to unrealized gains or losses, because the Company
believes deferred taxes are not representative of current operations.
This modification was applied prospectively due to only immaterial
impacts in prior periods. In the first quarter of 2016, the Company
modified its definition of core earnings to limit accreted interest
income on RMBS where the Company receives par upon the exercise of
associated call rights based on the estimated value of the underlying
collateral, net of related costs including advances. The Company made
the modification in order to be able to accrete to the lower of par or
the net value of the underlying collateral, in instances where the net
value of the underlying collateral is lower than par. The Company
believes this amount represents the amount of accretion the Company
would have expected to earn on such bonds had the call rights not been
exercised. This modification had no impact on core earnings in prior
periods.
Management believes that the adjustments to compute “core earnings”
specified above allow investors and analysts to readily identify and
track the operating performance of the assets that form the core of the
Company’s activity, assist in comparing the core operating results
between periods, and enable investors to evaluate the Company’s current
core performance using the same measure that management uses to operate
the business. Management also utilizes core earnings as a measure in its
decision-making process relating to improvements to the underlying
fundamental operations of the Company’s investments, as well as the
allocation of resources between those investments, and management also
relies on core earnings as an indicator of the results of such
decisions. Core earnings excludes certain recurring items, such as gains
and losses (including impairment as well as derivative activities) and
non-capitalized transaction-related expenses, because they are not
considered by management to be part of the Company’s core operations for
the reasons described herein. As such, core earnings is not intended to
reflect all of the Company’s activity and should be considered as only
one of the factors used by management in assessing the Company’s
performance, along with GAAP net income which is inclusive of all of the
Company’s activities.
The primary differences between core earnings and the measure the
Company uses to calculate incentive compensation relate to (i) realized
gains and losses (including impairments), (ii) non-capitalized
transaction-related expenses and (iii) deferred taxes (other than those
related to unrealized gains and losses). Each are excluded from core
earnings and included in the Company’s incentive compensation measure
(either immediately or through amortization). In addition, the Company’s
incentive compensation measure does not include accretion on
held-for-sale loans and the timing of recognition of income from
consumer loans is different. Unlike core earnings, the Company’s
incentive compensation measure is intended to reflect all realized
results of operations. The Gain on Remeasurement of Consumer Loans
Investment was treated as an unrealized gain for the purposes of
calculating incentive compensation and was therefore excluded from such
calculation.
Core earnings does not represent and should not be considered as a
substitute for, or superior to, net income or as a substitute for, or
superior to, cash flows from operating activities, each as determined in
accordance with U.S. GAAP, and the Company’s calculation of this measure
may not be comparable to similarly entitled measures reported by other
companies.
ABOUT NEW RESIDENTIAL
New Residential focuses on opportunistically investing in, and
actively managing, investments related to residential real estate. The
Company primarily targets investments in mortgage servicing related
assets and other related opportunistic investments. New Residential is
organized and conducts its operations to qualify as a real estate
investment trust (“REIT”) for federal income tax purposes. The Company
is managed by an affiliate of Fortress Investment Group LLC (NYSE: FIG),
a global investment management firm.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995, such as statements regarding the Company’s ability
to obtain and timing for obtaining state and agency approvals for MSR
licensing. The Company may not be able to receive remaining approvals
during 2016 or at all. These statements are based on management's
current expectations and beliefs and are subject to a number of trends
and uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements, many of which
are beyond the Company’s control. The Company can give no assurance that
its expectations will be attained. Accordingly, you should not place
undue reliance on any forward-looking statements contained in this press
release. For a discussion of some of the risks and important factors
that could affect such forward-looking statements, see the sections
entitled “Risk Factors” and “Management’s Discussion and Analysis of
Financial Condition and Results of Operations” in the Company’s Annual
Reports on Form 10-K and Quarterly Reports on Form 10-Q, which are
available on the Company’s website (www.newresi.com).
In addition, new risks and uncertainties emerge from time to time, and
it is not possible for the Company to predict or assess the impact of
every factor that may cause its actual results to differ from those
contained in any forward-looking statements. Such forward-looking
statements speak only as of the date of this press release. The Company
expressly disclaims any obligation to release publicly any updates or
revisions to any forward-looking statements contained herein to reflect
any change in the Company's expectations with regard thereto or change
in events, conditions or circumstances on which any statement is based.

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