EX-99.1 4 file002.htm PRESS RELEASE


                                                                    EXHIBIT 99.1
                                                                    ------------

FOR IMMEDIATE RELEASE
---------------------

       MORTGAGEIT HOLDINGS, INC. REPORTS FOURTH QUARTER AND YEAR-END 2004
                                FINANCIAL RESULTS

    - COMPANY FILES 10-K, RESTATES PRIOR RESULTS TO REFLECT CHANGE IN FAS 133
           ACCOUNTING TREATMENT; DIVIDENDS AND CASH FLOW UNAFFECTED -

New York, N.Y., March 31, 2005-- MortgageIT Holdings, Inc. (NYSE: MHL), a
residential mortgage company organized as a real estate investment trust (REIT),
today announced financial results for the fourth quarter and year ended December
31, 2004. Coincident with this press release, the Company also filed its Form
10-K with the Securities and Exchange Commission.

MortgageIT Holdings, Inc. reported consolidated net income for the fourth
quarter of $1.8 million, or $0.09 per diluted share, and earnings of $(8.4)
million, or $(0.44) per pro forma diluted share, for the year ended December 31,
2004. As reported in the Company's February 14, 2005 press release, mortgage
funding volume for the year topped $13 billion, a Company record, including $4.4
billion in the fourth quarter. The Company also announced a change in accounting
treatment for certain hedging activities related to compliance with Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities" ("FAS 133"). The Company has effected a restatement for
all affected periods through its Form 10-K filing.

Doug Naidus, Chairman and Chief Executive Officer, commented, "The FAS 133
related accounting adjustments announced today do not impact our past or future
dividends, and have no effect on the Company's cash flows. FAS 133 is a rigorous
and complex accounting standard that creates compliance challenges for many
well-established companies. Our non-compliance with FAS 133 in prior periods was
a matter of not meeting certain detailed documentation and testing requirements,
and does not relate to the economic effectiveness of our hedging program, which
has achieved our objectives. The Company has taken significant additional steps
to ensure future documentation and testing compliance with FAS 133."

"These matters aside, 2004 was a very successful year for the Company on many
fronts, and the beginning of 2005 has been better than anticipated. The growth
of the portfolio has enabled us to declare a first quarter dividend of $0.48 per
share, our first regular quarterly dividend. In addition, we have continued to
expand our mortgage origination franchise which has resulted in an increase in
our funding guidance for the first quarter of 2005."


FINANCIAL RESULTS FOR 2004 FOURTH QUARTER AND FISCAL YEAR

Results for the fourth quarter 2004 reflect for the first time a full
three-month period of REIT operations, following the Company's initial public
offering and reorganization as a REIT on August 4, 2004. Prior to August 4,
2004, the Company's operations consisted exclusively of its mortgage banking
business, MortgageIT, Inc., which is now owned and operated by MortgageIT
Holdings, Inc. and serves as the Company's taxable REIT subsidiary (TRS).

     o    As of today the Company has transferred $3.1 billion of loans from the
          TRS into its investment portfolio. On January 19, 2005, the Company
          closed its third loan securitization of $1.0 billion bringing the
          securitized loan total to $2.4 billion. The Company expects to
          complete a fourth securitization of loans that comprise its current
          $3.1 billion portfolio early in the second quarter of 2005.

     o    The Company's consolidated net income for the fourth quarter was $1.8
          million, or $0.09 per diluted share. For the full-year, net income was
          $(8.4) million, or $(0.44) per pro forma diluted share.

OUTLOOK AND GUIDANCE

     o    The Company expects to meet or exceed the guidance for the first
          quarter of 2005 that was provided in its February 14, 2005 press
          release, and has raised its first quarter 2005 loan funding volume
          expectation from between $3.5 to $4.0 billion up to $4.2 to $4.4
          billion, which would represent an increase of 93% to 102% over the
          first quarter of 2004.




RESTATEMENT OF FINANCIAL RESULTS

On March 25, 2005, management and the Audit Committee of the Board of Directors
determined to restate the Company's financial statements for its quarters ended
March 31, June 30, and September 30, 2004, as well as for the fiscal years ended
December 31, 2002 and 2003. The restatement is limited to the Company's
reporting of its derivative instruments and hedging activities pursuant to FAS
133. The Company's previously released financial results for the years ended
December 31, 2002 and 2003 included unqualified opinions issued by its
independent registered public accounting firm BDO Seidman, LLP (BDO), and the
Company's previously issued quarterly reports for the second and third quarters
of 2004 were reviewed by BDO prior to issuance. The Company has discussed the
restatement with BDO, and both parties concur that these previously issued
financial statements, and the previously issued reports of BDO on the Company's
financial statements for the years ended December 31, 2002 and 2003, should no
longer be relied upon. The Audit Committee voluntarily advised the staff of the
Securities and Exchange Commission of the possibility of a restatement, and the
Company is cooperating with the staff's informal inquiry into the matter.

The Company previously applied FAS 133 to the Company's loans held for sale,
which were marked to market in each reporting period and the resulting change
was recorded in earnings, and previously had not classified or accounted for
certain forward sales commitments allocated to funded mortgage loans held for
sale as free-standing derivatives and therefore had not carried these
instruments at their fair value. In addition, the Company had also previously
applied FAS 133 to its cash flow hedging, with the result that both realized and
unrealized derivative gains and losses were recorded in Other Comprehensive
Income ("OCI") in the Company's balance sheets and amortized over the expected
life of the liabilities funding the Company's investment portfolio.

As a result of the recent review, the Company has concluded that it did not
fully satisfy FAS 133 accounting standards during the before-mentioned periods.
Accordingly, derivative instruments used in hedging activities and loans held
for sale have been accounted for as follows:

     o    For the restated periods, all loans held for sale are recorded at the
          lower of cost or market.

     o    For the restated periods, forward sales commitments are accounted for
          as free-standing derivatives and any changes to fair value are
          recorded in earnings.

     o    For the restated periods, derivative cash flow hedge gains and losses
          are now recorded in earnings in the period in which they occurred.

     o    In the fourth quarter of 2004, the Company qualified for FAS 133 fair
          value hedging treatment for loans held for sale (excluding loans
          allocated to forward sales commitments) and such loans and the related
          derivative instruments are reported at fair value with the gains and
          losses reported through earnings.

     o    From November 24 through December 31, 2004, the Company qualified for
          FAS 133 cash flow hedge accounting for its interest rate caps and
          swaps.

The foregoing changes are not expected to impact the Company's taxable income or
cash flow, which is the basis for determining REIT dividends to the Company's
stockholders, including the Company's first quarterly dividend of $0.48 per
share announced earlier this month. However, revenue, pre-tax and after-tax
earnings in each of the years 2002 and 2003 and each of the first three quarters
of 2004 have changed as reflected in the tables below.

FUTURE COMPLIANCE WITH FAS 133
------------------------------

The Company will seek to comply with the strict standards as they relate to
testing and documentation under FAS 133 in all respects for future periods. FAS
133 hedge accounting standards serve to match the timing of changes in the value
of assets versus derivatives and in the cash flows of liabilities versus
derivatives. The Company believes that application of FAS 133 is the most
appropriate way to report the economic results of our mortgage banking and
portfolio investment activities in our financial statements.

     o    The Company expects that it will comply with the documentation
          requirements of FAS 133 for all loans held for sale, including loans
          allocated to forward sales commitments, as of the end of the first
          quarter of 2005.

     o    The Company expects to continue to be in compliance with the
          documentation requirements of FAS 133 as it relates to its cash flow
          hedging activities for interest rate caps and swaps.

     o    The Company does not expect to be in compliance with FAS 133 for the
          majority of the first quarter as it relates to Eurodollar futures
          contracts used in its investment portfolio activities. The impact of
          non-compliance in the first quarter of this year will be a gain of
          approximately $12.5 million, as of March 29, 2005.





CONFERENCE CALL INFORMATION

Because the Company is filing its complete financial results in its Form 10-K
coincident with this press release, it will not hold a conference call to
discuss its results. The Company expects to hold its next conference call upon
release of its 2005 first quarter results, which will be released the week of
May 9, 2005.

ABOUT MORTGAGEIT HOLDINGS, INC.

MortgageIT Holdings, Inc. (NYSE: MHL) was formed to act as the holding company
of MortgageIT, Inc. (MortgageIT), its wholly owned residential mortgage lending
subsidiary. MortgageIT is a full-service residential mortgage banking company
that is licensed to originate loans throughout the United States. MortgageIT
originates single-family residential mortgage loans of all types, with
particular focus on prime adjustable-rate (ARM) and fixed-rate, first-lien
residential mortgage loans. MortgageIT Holdings is organized and conducts its
operations to qualify as a real estate investment trust (REIT) for federal
income tax purposes. MortgageIT is MortgageIT Holdings' taxable REIT subsidiary.


Certain items in this press release may constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements relating to our ability to fund a fully-leveraged,
self-originated loan portfolio, our anticipated loan funding volume and our
ability to pay dividends as well as our future compliance with the requirements
of FAS 133. 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. MortgageIT Holdings can give no assurance that its expectations will
be attained. Factors that could cause actual results to differ materially from
MortgageIT Holdings' expectations include, but are not limited to, MortgageIT's
continued ability to originate new loans, including loans that we deem suitable
for our securitization portfolio; changes in the capital markets, including
changes in interest rates and/or credit spreads; and other risks detailed in
MortgageIT Holdings' annual report on Form 10-K for the fiscal year ended
December 31, 2004 and from time to time in MortgageIT Holdings' SEC Reports.
Such forward-looking statements speak only as of the date of this press release.
MortgageIT Holdings 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.




FOR ADDITIONAL INFORMATION CONTACT:

Investors
---------
Sean McGrath
MortgageIT Holdings, Inc.
212-651-4637

Media
-----
Ted Stacer
MortgageIT Holdings, Inc.
212-651-7653

Joe LoBello
Brainerd Communicators, Inc.
212-986-6667





                            MortgageIT Holdings, Inc.
                   CONSOLIDATED FINANCIAL HIGHLIGHTS FOR 2004
                                 ($ in millions)



--------------------------------------------------------------------------------------------------------------
RESTATED FINANCIALS                                       4TH QTR*  3RD QTR   2ND QTR   1ST QTR       2004
--------------------------------------------------------------------------------------------------------------

Total Revenues - as restated                               45.20     22.63     36.57     25.88       130.28
--------------------------------------------------------------------------------------------------------------
Total Operating Expenses                                   43.03     34.84     32.88     26.37       137.11
--------------------------------------------------------------------------------------------------------------
Income Before Taxes - as restated                           2.18    (12.21)     3.70     (0.50)       (6.83)
--------------------------------------------------------------------------------------------------------------
Income Taxes - as restated                                  0.41     (0.24)     1.67     (0.22)        1.62
--------------------------------------------------------------------------------------------------------------
Net Income - as restated                                    1.76    (11.97)     2.03     (0.27)       (8.45)
--------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------
IMPACT OF RESTATEMENT ON REVENUES AND INCOME
--------------------------------------------------------------------------------------------------------------
Mortgage banking hedge program                              0.04      0.14     (1.03)    (1.42)       (2.27)
--------------------------------------------------------------------------------------------------------------
Investment portfolio hedge program                          2.29     (9.86)        -         -        (7.56)
--------------------------------------------------------------------------------------------------------------
Net effect of restatement on revenues and pre-tax income    2.33     (9.72)    (1.03)    (1.42)       (9.84)
--------------------------------------------------------------------------------------------------------------
Net effect of restatement on net income                     1.97     (9.33)    (0.81)    (0.82)       (8.99)
--------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------
RECONCILIATION TO PREVIOUSLY REPORTED FINANCIALS
--------------------------------------------------------------------------------------------------------------
Net Income - as originally reported                         N/A      (2.63)     2.84      0.55         N/A
--------------------------------------------------------------------------------------------------------------
Adjustment for restatement                                  N/A      (9.33)    (0.81)    (0.82)        N/A
--------------------------------------------------------------------------------------------------------------
Net Income - as restated                                    N/A     (11.97)     2.03     (0.27)        N/A
--------------------------------------------------------------------------------------------------------------

* The fourth quarter and full year 2004 results were not previously reported and
therefore are not restated.





                            MortgageIT Holdings, Inc.
                   CONSOLIDATED FINANCIAL HIGHLIGHTS FOR 2003
                                 ($ in millions)



--------------------------------------------------------------------------------------------------------------
RESTATED FINANCIALS                                       4TH QTR   3RD QTR   2ND QTR   1ST QTR       2003
--------------------------------------------------------------------------------------------------------------

Total Revenues - as restated                               33.38     43.15     45.89     39.53       161.95
--------------------------------------------------------------------------------------------------------------
Total Operating Expenses                                   30.74     36.87     37.07     29.19       133.87
--------------------------------------------------------------------------------------------------------------
Income Before Taxes - as restated                           2.64      6.28      8.81     10.34        28.07
--------------------------------------------------------------------------------------------------------------
Income Taxes - as restated                                  0.36      0.85      1.19      1.40         3.80
--------------------------------------------------------------------------------------------------------------
Net Income - as restated                                    2.28      5.43      7.62      8.94        24.28
--------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------
IMPACT OF RESTATEMENT ON REVENUES AND INCOME
--------------------------------------------------------------------------------------------------------------
Mortgage banking hedge program                              1.64     (1.76)     1.39      5.18         6.45
--------------------------------------------------------------------------------------------------------------
Investment portfolio hedge program                             -         -         -         -            -
--------------------------------------------------------------------------------------------------------------
Net effect of restatement on revenues and pre-tax income    1.64     (1.76)     1.39      5.18         6.45
--------------------------------------------------------------------------------------------------------------
Net effect of restatement on net income                     0.34     (0.59)     2.04      4.72         6.51
--------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------
RECONCILIATION TO PREVIOUSLY REPORTED FINANCIALS
--------------------------------------------------------------------------------------------------------------
Net Income - as originally reported                         1.94      6.02      5.58      4.22        17.77
--------------------------------------------------------------------------------------------------------------
Adjustment for restatement                                  0.34     (0.59)     2.04      4.72         6.51
--------------------------------------------------------------------------------------------------------------
Net Income - as restated                                    2.28      5.43      7.62      8.94        24.28
--------------------------------------------------------------------------------------------------------------



                            MortgageIT Holdings, Inc.
                   CONSOLIDATED FINANCIAL HIGHLIGHTS FOR 2002
                                 ($ in millions)

--------------------------------------------------------------------
RESTATED FINANCIALS                                         2002
--------------------------------------------------------------------
Total Revenues - as restated                               93.52
--------------------------------------------------------------------
Total Operating Expenses                                   92.41
--------------------------------------------------------------------
Income Before Taxes - as restated                           1.11
--------------------------------------------------------------------
Income Taxes - as restated                                  0.25
--------------------------------------------------------------------
Net Income - as restated                                    0.86
--------------------------------------------------------------------

--------------------------------------------------------------------
IMPACT OF RESTATEMENT ON REVENUES AND INCOME
--------------------------------------------------------------------
Mortgage banking hedge program                             (6.57)
--------------------------------------------------------------------
Investment portfolio hedge program                             -
--------------------------------------------------------------------
Net effect of restatement on revenues and pre-tax income   (6.57)
--------------------------------------------------------------------
Net effect of restatement on net income                    (6.57)
--------------------------------------------------------------------

--------------------------------------------------------------------
RECONCILIATION TO PREVIOUSLY REPORTED FINANCIALS
--------------------------------------------------------------------
Net Income - as originally reported                         7.43
--------------------------------------------------------------------
Adjustment for restatement                                 (6.57)
--------------------------------------------------------------------
Net Income - as restated                                    0.86
--------------------------------------------------------------------




                            MORTGAGEIT HOLDINGS, INC.
                    CONDENSED CONSOLIDATED INCOME STATEMENTS
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)
                                    (AUDITED)


                                                     THREE MONTHS ENDED                TWELVE MONTHS ENDED

                                                     DEC. 31,    DEC. 31,              DEC. 31,    DEC. 31,
                                                       2004        2003                  2004        2003
                                                   ----------------------             ----------------------

Revenues:
  Gain on sale of mortgage loans                    $ 20,763    $ 16,596               $ 70,397    $ 87,215
  Brokerage revenues                                   6,739      14,212                 36,283      63,030
  Net interest income                                 15,401       2,548                 30,887      10,720
  Realized gain (loss) on hedging instruments          2,004                            (7,852)           0
  Other                                                  294          20                    566         980
Total revenues                                        45,201      33,376                130,281     161,945

Operating expenses:

  Compensation and employee benefits                  25,155      17,964                 82,077      77,851
  Processing expenses                                  7,651       5,788                 24,603      27,828
  General and administrative expenses                  4,707       2,699                 12,321       9,867
  Rent                                                 2,008       1,598                  7,670       6,483
  Marketing, loan acquisition and business
  development                                          1,076       1,481                  4,203       6,504
  Professional fees                                    1,659         585                  3,510       2,930
  Depreciation and amortization                          770         622                  2,726       2,408
Total operating expenses                              43,026      30,737                137,110     133,871

  Income (loss) before income taxes                    2,175       2,639                (6,829)      28,074
  Income taxes                                           413         357                  1,617       3,799

Net Income (loss)                                      1,762       2,282                (8,446)      24,275

Dividends on convertible redeemable preferred
stock, accrued and unpaid                                  0       1,640                  3,947       6,299

Net income (loss) attributable to common
stockholders                                           1,762         642               (12,393)      17,976

Net income (loss) per share of common stock(1):
Basic                                               $   0.09    $   1.24              $  (1.46)    $  34.71
Diluted                                             $   0.09    $   0.48              $  (1.46)    $   5.23
Weighted average number of shares - basic             19,405         517                  8,517         518
Weighted average number of shares - diluted           19,760       4,734                  8,517       4,644


(1) Reflects the impact on net income per share attributable to common
stockholders, on a retroactive basis, for all periods presented, assuming that
the exchange of all common shares of MortgageIT (assuming each share of the
Company's common stock was exchanged for approximately 12.80 shares of
MortgageIT) pursuant to the reorganization (as described in the Company's
Registration Statement on Form S-11 that was declared effective by the
Securities and Exchange Commission on July 29, 2004) had occurred on January 1,
2003.




                            MORTGAGEIT HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEETS
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)
                                    (AUDITED)


                                                                       As of Dec 31, 2004       As of Dec 31, 2003
                                                                     ----------------------    --------------------

ASSETS
Cash and cash equivalents                                                  $        70,224          $      22,261
Restricted cash                                                                      1,679                  1,517
Marketable securities held to maturity, pledged to creditors                         7,546                  1,419
Portfolio ARM loans
   ARM loans collateralizing debt obligations, net                               1,432,692                      -
   ARM loans held for securitization, net                                        1,166,961                      -
      Total Portfolio ARM loans                                                  2,599,653                      -
Mortgage loans held for sale pledged to secure warehouse line                      784,592                324,753
Hedging instruments                                                                 19,526                    343
Accounts receivables, net of allowance                                              28,731                 10,301
Prepaids and other current assets                                                    7,803                  5,538
Goodwill                                                                            11,639                 11,665
Property and equipment, net                                                          5,567                  5,324
Total assets                                                               $     3,536,960          $     383,121

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Liabilities
   Collateralized debt obligations, net                                    $     1,328,096          $           -
   Warehouse lines payable                                                       1,869,385                300,699
   Repurchase agreements                                                            67,674                      -
   Hedging instruments                                                               1,145                  3,202
   Note payable and other debt                                                      15,000                  1,125
Accounts payable, accrued expenses and other liabilities                            63,993                 30,996
Total liabilities                                                                3,345,293                336,022

COMMITMENTS AND CONTINGENCIES

Convertible redeemable preferred stock: 22,000,000 shares
authorized; 15,082,973 issued and outstanding                                            -                 62,557

STOCKHOLDERS' EQUITY (DEFICIT)

MortgageIT Holdings common stock, $.01 par value; 125,000,000
shares authorized;  19,405,537 issued and outstanding                                  194                      -

MortgageIT, Inc. common stock, Class A, $01 par value;
1,895,000 shares authorized; 517,835 issued and outstanding (1)                          -                      5

Additional paid-in capital                                                         238,405                  3,955
Unearned compensation - restricted stock                                            (6,196)                     -
Accumulated other comprehensive income (loss)                                         (387)                     -
Accumulated deficit                                                                (40,349)               (19,418)
Total stockholders' equity (deficit)                                               191,667                (15,458)
Total liabilities and stockholders' equity (deficit)                       $     3,536,960          $     383,121






                            MORTGAGEIT HOLDINGS, INC.
                               SEGMENT INFORMATION
                                 (IN THOUSANDS)

                                                      Three       Twelve
                                                     Months       Months
                                                   Ended Dec.   Ended Dec.
                                                    31, 2004     31, 2004
                                                  -------------------------
Revenues:
  Mortgage investment operations                   $   10,327    $   9,236
  Mortgage banking operations                          42,524      138,792
  Eliminations                                         (7,650)     (17,747)
                                                  -------------------------
Consolidated revenues                                  45,201      130,281
                                                  =========================

Net income (loss):
  Mortgage investment operations                   $    8,264    $   6,200
  Mortgage banking operations                             501        1,964
  Eliminations                                         (7,003)     (16,610)
                                                  -------------------------
Consolidated income (loss)                              1,762       (8,446)
                                                  =========================


                                                   At Dec. 31,
                                                       2004
                                                   ------------
Segment assets:
  Mortgage investment operations                   $ 2,435,967
  Mortgage banking operations                        1,117,160
  Eliminations                                         (16,167)
                                                   ------------
Consolidated assets                                  3,536,960
                                                   ============