XML 24 R18.htm IDEA: XBRL DOCUMENT v2.4.0.8
Secured Financing Agreements
9 Months Ended
Sep. 30, 2013
Secured Financing Agreements  
Secured Financing Agreements

10. Secured Financing Agreements

 

The following table is a summary of our secured financing agreements in place as of September 30, 2013 (in thousands).  Refer to our Form 10-K for additional information regarding our secured financing agreements:

 

 

 

Facility
Type

 

Revolver

 

Eligible
Assets

 

Current
Maturity

 

Extended
Maturity (a)

 

Pricing

 

Pledged
Asset
Carrying
Value

 

Maximum
Facility
Size

 

Carrying
Value

 

Wells Fargo II

 

Repurchase

 

Yes

 

Identified Loans

 

Aug 2014

 

Aug 2015

 

LIBOR + 1.75% to 6%

 

$

842,044

 

$

550,000

 

$

246,810

 

Wells Fargo III

 

Repurchase

 

Yes

 

Identified RMBS

 

(c)

 

N/A

 

LIBOR + 1.90%

 

$

289,830

 

$

175,000

 

$

72,719

 

Wells Fargo IV

 

Repurchase

 

No

 

Identified Loans

 

Dec 2014

 

Dec 2016

 

LIBOR + 2.75%

 

$

210,949

 

$

154,935

 

$

154,935

 

Goldman III

 

Repurchase

 

No

 

Single Borrower Secured Note

 

Sep 2015

 

N/A

 

LIBOR + 3.70%

 

$

210,125

 

$

149,989

 

$

149,989

 

Citibank

 

Repurchase

 

Yes

 

Identified Loans

 

Mar 2014

 

Mar 2017

 

LIBOR + 1.75% to 3.75%

 

$

158,643

 

$

125,000

 

$

100,952

 

Borrowing Base

 

Bank Credit Facility

 

Yes

 

Identified Loans

 

Sep 2015

 

Sep 2017

 

LIBOR + 3.25% (b)

 

$

591,916

 

$

250,000

 

 

Onewest Bank

 

Repurchase

 

No

 

Identified Loans

 

Jul 2015

 

Jul 2017

 

LIBOR + 3.00%

 

$

124,822

 

$

84,012

 

$

84,012

 

Conduit I

 

Repurchase

 

Yes

 

Identified Loans

 

Sep 2014

 

Sep 2014

 

LIBOR + 2.20%

 

$

75,234

 

$

250,000

 

$

55,395

 

Conduit II

 

Repurchase

 

Yes

 

Identified Loans

 

Nov 2014

 

Nov 2014

 

LIBOR + 2.10%

 

$

203,887

 

$

150,000

 

$

149,438

 

Term Loan

 

Syndicated Facility

 

Yes

 

Specifically Identified Assets

 

Apr 2020

 

Apr 2020

 

LIBOR + 2.75% (b)

 

$

1,726,171

 

$

298,500

 

$

297,794

(d)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,312,044

 

 

(a)

 

Subject to certain conditions as defined in facility agreement.

(b)

 

Subject to borrower’s option to choose alternative benchmark based rates pursuant to the terms of the credit agreement. The Term Loan is also subject to a 75 basis point floor.

(c)

 

The date that is 180 days after the buyer delivers notice to seller, subject to a maximum date of March 13, 2015.

(d)

 

Term loan outstanding balance is net of $706 thousand in discount amortization.

 

On April 19, 2013, we assumed two repurchase facilities from LNR.  The first is an agreement between Starwood Mortgage Funding I LLC (“SMF I”), an indirect wholly owned subsidiary, and Goldman Sachs Mortgage Company (the “Conduit Repurchase Agreement I”).  Conduit Repurchase Agreement I provides for funding of up to $250.0 million for the origination of commercial mortgage loans for securitization.  This facility is secured by the mortgage loans originated under this facility and accrues interest at one-month LIBOR plus a pricing margin of 2.20%.  As of September 30, 2013, $55.4 million was outstanding under this agreement and the carrying value of the pledged collateral was $75.2 million.  The Company guarantees certain of the obligations of SMF I under the agreement up to a maximum liability of 25% of the then currently outstanding repurchase price of all purchased assets.

 

The second agreement is between Starwood Mortgage Funding II LLC (“SMF II”), an indirect wholly owned subsidiary and Barclays Bank PLC (the “Conduit Repurchase Agreement II”). Conduit Repurchase Agreement II provides for funding of up to $150.0 million for the origination of commercial mortgage loans for securitization.  This facility is secured by the mortgage loans originated under this facility and accrues interest at one-month LIBOR plus a pricing margin of 2.10%.  As of September 30, 2013, $149.4 million was outstanding under this agreement and the carrying value of the pledged collateral was $203.9 million. The Company guarantees certain of the obligations of SMF II under the agreement up to a maximum liability of 20% of the then currently outstanding repurchase price of all purchased assets.

 

Also on April 19, 2013, we assumed LNR’s senior credit facility.  Simultaneously with the acquisition, we repaid the outstanding balance plus accrued interest totaling $268.9 million, and entered into a new $300 million term loan facility which is rated BB+/Ba2(S&P/Moody’s). The term loan facility has a seven year term maturing in April 2020. Advances under the Term Loan Facility accrue interest at a per annum rate of one-month LIBOR plus a spread of 2.75% with a 0.75% LIBOR floor and an overall borrowing cost of 3.84% per annum. In addition, the fees to obtain the facility were $7.1 million, which are reflected as other assets.

 

The following table sets forth our five-year principal repayments schedule for the secured financings, assuming no defaults or expected extensions and excluding the loan transfer secured borrowings (amounts in thousands). Our credit facilities generally require principal to be paid down prior to the facilities’ respective maturities if and when we receive principal payments on, or sell, the investment collateral that we have pledged. The amount reflected in each period includes principal repayments on our credit facilities that would be required if (i) we received the repayments that we expect to receive on the investments that have been pledged as collateral under the credit facilities, as applicable, and (ii) if the credit facilities that are expected to have amounts outstanding at their current maturity dates are not extended or if the respective amounts outstanding are not otherwise refinanced:

 

2013 (remainder of)

 

$

239,106

 

2014

 

589,295

 

2015

 

192,599

 

2016

 

3,000

 

2017 and thereafter (1)

 

288,750

 

Total

 

$

1,312,750

 

 

(1)         Principal paydown of the Term Loan in 2020 excludes $706 thousand in discount amortization.

 

Secured financing maturities for 2013 primarily relate to $32.4 million on the OneWest Bank Repurchase Agreement, $55.4 million on the Conduit Repurchase Agreement I and $149.4 million on the Conduit Repurchase Agreement II.

 

As of September 30, 2013 and December 31, 2012, we had approximately $11.6 million and $7.8 million, respectively, of capitalized financing costs, net of amortization which is included in other assets on our consolidated balance sheets. For the three and nine months ended September 30, 2013, approximately $2.1 million and $7.0 million, respectively, of amortization was included in interest expense on our condensed consolidated statements of operations. For the three and nine months ended September 30, 2012, approximately $1.5 million and $3.9 million, respectively, of amortization was included in interest expense on our condensed consolidated statements of operations.