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): May 6, 2021

Starwood Property Trust, Inc.

(Exact name of registrant as specified in its charter)

Maryland
(State or other jurisdiction
of incorporation) 001-34436
(Commission
File Number) 27-0247747
(IRS Employer
Identification No.)

591 West Putnam Avenue Greenwich, CT	06830
(Address of principal	(Zip Code)
executive offices)

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:

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value per share	STWD	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On May 6, 2021, Starwood Property Trust, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2021. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

Exhibit Number	Description
99.1	Press Release, dated May 6, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, dated May 6, 2021

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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: May 6, 2021	STARWOOD PROPERTY TRUST, INC.
	By:	/s/ ANDREW J. SOSSEN
	Name:	Andrew J. Sossen
	Title:	Chief Operating Officer

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EX-99.1

Exhibit 99.1

For Immediate Release

Starwood Property Trust Reports Results for the

Quarter Ended March 31, 2021

– Quarterly GAAP Earnings of $0.38 and Distributable Earnings of $0.50 per Diluted Share –

– Originated or Acquired $2.7 Billion of Assets, Including $2.2 Billion in Commercial Lending –

– Paid Dividend of $0.48 per Share for 29^th Straight Quarter –

– Completed $500 Million Inaugural Infrastructure CLO and $1.3 Billion CRE CLO –

– LNR Upgraded by Fitch to CSS1, Only Special Servicer Carrying Highest Rating –

GREENWICH, Conn., May 6, 2021 /PRNewswire/ -- Starwood Property Trust, Inc. (NYSE: STWD) today announced operating results for the fiscal quarter ended March 31, 2021.  The Company’s first quarter 2021 GAAP net income was $111.4 million, or $0.38 per diluted share, and Distributable Earnings (a non-GAAP financial measure) was $150.8 million, or $0.50 per diluted share.

“We benefited from a strong start to the year with $2.7 billion of capital deployed in the first quarter across our business cylinders, including $2.2 billion in Commercial Lending, bringing our post-COVID capital deployment to $5.7 billion. The credit performance of our diversified business lines coupled with our robust liquidity position gave us the confidence to continue our strong pace of investment activity.  Eleven years into our journey, the LTV of our loan book remains low at 60.1%, and we continue to provide an attractive yield in a low rate world," commented Barry Sternlicht, Chairman and CEO of Starwood Property Trust.  

“After quarter end, we closed two CLOs totaling $1.8 billion: our inaugural Infrastructure CLO for $500 million and our second CRE CLO for $1.3 billion. These financings allowed us to further de-risk our balance sheet and diversify our funding sources.

“After a year of unprecedented distress which led to record volume in our special servicer, LNR was upgraded by Fitch to its highest servicer rating and is the only CMBS special servicer at this level globally.  We are extremely proud of this achievement which recognizes the strength and tenure of our team, years of operating at the highest level, our commitment to technology and our exemplary performance," commented Jeff DiModica, President of Starwood Property Trust.

Supplemental Schedules

The Company has published supplemental earnings schedules on its website in order to provide additional disclosure and financial information for the benefit of the Company’s stakeholders.  Specifically, these materials can be found on the Company’s website in the Investor Relations section under “Quarterly Results” at www.starwoodpropertytrust.com.

Webcast and Conference Call Information

The Company will host a live webcast and conference call on Thursday, May 6, 2021, at 10:00 a.m. Eastern Time.  To listen to a live broadcast, access the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary audio software.  The webcast is available at  

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www.starwoodpropertytrust.com in the Investor Relations section of the website.  The Company encourages use of the webcast due to potential extended wait times to access the conference call via dial-in.

To Participate via Telephone Conference Call:

Dial in at least 15 minutes prior to start time.

Domestic: 1-877-407-9039

International: 1-201-689-8470

Conference Call Playback:

Domestic: 1-844-512-2921

International: 1-412-317-6671

Passcode: 13718432

The playback can be accessed through May 13, 2021.

About Starwood Property Trust, Inc.

Starwood Property Trust (NYSE: STWD) is a leading diversified finance company with a core focus on the real estate and infrastructure sectors. An affiliate of global private investment firm Starwood Capital Group, the Company has successfully deployed over $69 billion of capital since inception and manages a portfolio of over $18 billion across debt and equity investments. Starwood Property Trust’s investment objective is to generate attractive and stable returns for shareholders, primarily through dividends, by leveraging a premiere global organization to identify and execute on the best risk adjusted returning investments across its target assets. Additional information can be found at www.starwoodpropertytrust.com.

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, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  Forward-looking statements are developed by combining currently available information with our beliefs and assumptions and are generally identified by the words “believe,” “expect,” “anticipate” and other similar expressions.  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, but are not limited to, the severity and duration of economic disruption caused by the COVID-19 global pandemic, completion of pending investments and financings, continued ability to acquire additional investments, competition within the finance and real estate industries, availability of financing and other risks detailed under the heading “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, as well as other risks and uncertainties set forth from time to time in the Company's reports filed with the SEC.

In light of these risks and uncertainties, there can be no assurances that the results referred to in the forward-looking statements contained herein will in fact occur. Except to the extent required by applicable law or regulation, we undertake no obligation to, and expressly disclaim any such obligation to, update or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, changes to future results over time or otherwise.

Additional information can be found on the Company’s website at www.starwoodpropertytrust.com.

Contact:
Zachary Tanenbaum

Starwood Property Trust

Phone: 203-422-7788

Email: ztanenbaum@starwood.com

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Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations by Segment

For the three months ended March 31, 2021

(Amounts in thousands)

	Commercial and
	Residential		Infrastructure				Investing
	Lending		Lending		Property		and Servicing						Securitization
	Segment		Segment		Segment		Segment		Corporate		Subtotal		VIEs		Total
Revenues:
Interest income from loans	$	170,593	$	18,808	$	—	$	1,174	$	—	$	190,575	$	—	$	190,575
Interest income from investment securities		18,385		564		—		20,940		—		39,889		(28,279)		11,610
Servicing fees		124		—		—		12,456		—		12,580		(4,178)		8,402
Rental income		1,339		—		65,104		9,895		—		76,338		—		76,338
Other revenues		90		93		40		82		—		305		—		305
Total revenues		190,531		19,465		65,144		44,547		—		319,687		(32,457)		287,230
Costs and expenses:
Management fees		315		—		—		222		38,188		38,725		11		38,736
Interest expense		44,295		8,841		15,832		5,449		29,148		103,565		(191)		103,374
General and administrative		11,333		3,442		1,023		18,440		4,311		38,549		87		38,636
Acquisition and investment pursuit costs		185		—		—		—		—		185		—		185
Costs of rental operations		477		—		23,960		4,308		—		28,745		—		28,745
Depreciation and amortization		307		100		18,100		3,967		—		22,474		—		22,474
Credit loss (reversal) provision, net		(529)		573		—		—		—		44		—		44
Other expense		31		—		583		71		—		685		—		685
Total costs and expenses		56,414		12,956		59,498		32,457		71,647		232,972		(93)		232,879
Other income (loss):
Change in net assets related to consolidated VIEs		—		—		—		—		—		—		39,745		39,745
Change in fair value of servicing rights		—		—		—		745		—		745		(1,541)		(796)
Change in fair value of investment securities, net		(2,050)		—		—		7,170		—		5,120		(5,426)		(306)
Change in fair value of mortgage loans, net		(10,714)		—		—		1,236		—		(9,478)		—		(9,478)
Earnings (loss) from unconsolidated entities		1,753		(254)		—		589		—		2,088		(354)		1,734
Gain on sale of investments and other assets, net		17,693		—		—		—		—		17,693		—		17,693
Gain (loss) on derivative financial instruments, net		26,141		684		4,724		9,283		(6,843)		33,989		—		33,989
Foreign currency (loss) gain, net		(11,594)		(49)		25		(63)		—		(11,681)		—		(11,681)
Loss on extinguishment of debt		(68)		(307)		(141)		—		—		(516)		—		(516)
Other income, net		—		21		—		—		—		21		—		21
Total other income (loss)		21,161		95		4,608		18,960		(6,843)		37,981		32,424		70,405
Income (loss) before income taxes		155,278		6,604		10,254		31,050		(78,490)		124,696		60		124,756
Income tax provision		(1,505)		(92)		—		(633)		—		(2,230)		—		(2,230)
Net income (loss)		153,773		6,512		10,254		30,417		(78,490)		122,466		60		122,526
Net income attributable to non-controlling interests		(3)		—		(5,077)		(6,008)		—		(11,088)		(60)		(11,148)
Net income (loss) attributable to Starwood Property Trust, Inc.	$	153,770	$	6,512	$	5,177	$	24,409	$	(78,490)	$	111,378	$	—	$	111,378

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Definition of Distributable Earnings

Distributable Earnings, a non-GAAP financial measure, is used to compute the Company’s incentive fees to its external manager and is an appropriate supplemental disclosure for a mortgage REIT.  For the Company’s purposes, Distributable Earnings is defined as GAAP net income (loss) excluding non-cash equity compensation expense, the incentive fee due to the Company’s external manager, acquisition costs from successful acquisitions, depreciation and amortization of real estate and associated intangibles and 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 and, to the extent deducted from net income (loss), distributions payable with respect to equity securities of subsidiaries issued in exchange for properties or interests therein. The amount is adjusted to exclude one-time events pursuant to changes in GAAP and certain other non-cash adjustments as determined by the Company’s external manager and approved by a majority of the Company’s independent directors.  

Reconciliation of Net Income to Distributable Earnings

For the three months ended March 31, 2021

(Amounts in thousands except per share data)

	Commercial
	and
	Residential		Infrastructure				Investing
	Lending		Lending		Property		and Servicing
	Segment		Segment		Segment		Segment		Corporate		Total
Net income (loss) attributable to Starwood Property Trust, Inc.	$	153,770	$	6,512	$	5,177	$	24,409	$	(78,490)	$	111,378
Add / (Deduct):
Non-controlling interests attributable to Woodstar II Class A Units		—		—		5,077		—		—		5,077
Non-cash equity compensation expense		1,781		300		31		881		7,317		10,310
Management incentive fee		—		—		—		—		13,123		13,123
Acquisition and investment pursuit costs		(164)		—		(89)		—		—		(253)
Depreciation and amortization		247		91		18,161		3,603		—		22,102
Credit loss (reversal) provision, net		(529)		573		—		—		—		44
Interest income adjustment for securities		(1,300)		—		—		3,995		—		2,695
Extinguishment of debt, net		—		—		—		—		(246)		(246)
Income tax (provision) benefit associated with realized (gains) losses		(6,495)		—		—		405		—		(6,090)
Other non-cash items		3		—		(337)		207		415		288
Reversal of GAAP unrealized (gains) / losses on:
Loans		10,714		—		—		(1,236)		—		9,478
Securities		2,050		—		—		(7,170)		—		(5,120)
Derivatives		(27,171)		(745)		(6,446)		(9,719)		9,313		(34,768)
Foreign currency		11,594		49		(25)		63		—		11,681
(Earnings) loss from unconsolidated entities		(1,753)		254		—		(589)		—		(2,088)
Sales of properties		(17,693)		—		—		—		—		(17,693)
Recognition of Distributable realized gains / (losses) on:
Loans		14,553		—		—		4,672		—		19,225
Realized credit loss		(7,757)		—		—		—		—		(7,757)
Securities		(2,861)		—		—		1,776		—		(1,085)
Derivatives		1,950		—		(35)		1,595		—		3,510
Foreign currency		4,784		(10)		25		(63)		—		4,736
Earnings (loss) from unconsolidated entities		3,218		(254)		—		964		—		3,928
Sales of properties		8,298		—		—		—		—		8,298
Distributable Earnings (Loss)	$	147,239	$	6,770	$	21,539	$	23,793	$	(48,568)	$	150,773
Distributable Earnings (Loss) per Weighted Average Diluted Share	$	0.49	$	0.02	$	0.07	$	0.08	$	(0.16)	$	0.50

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Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet by Segment

As of March 31, 2021

(Amounts in thousands)

	Commercial and
	Residential		Infrastructure				Investing
	Lending		Lending		Property		and Servicing						Securitization
	Segment		Segment		Segment		Segment		Corporate		Subtotal		VIEs		Total
Assets:
Cash and cash equivalents	$	56,629	$	7,873	$	39,791	$	29,064	$	217,049	$	350,406	$	784	$	351,190
Restricted cash		69,882		27,973		6,672		14,197		—		118,724		—		118,724
Loans held-for-investment, net		10,733,752		1,586,808		—		933		—		12,321,493		—		12,321,493
Loans held-for-sale		587,037		89,368		—		168,226		—		844,631		—		844,631
Investment securities		969,968		34,951		—		1,106,000		—		2,110,919		(1,432,632)		678,287
Properties, net		93,718		—		1,954,880		196,150		—		2,244,748		—		2,244,748
Intangible assets		—		—		38,833		70,857		—		109,690		(42,918)		66,772
Investment in unconsolidated entities		47,514		24,840		—		44,435		—		116,789		(15,882)		100,907
Goodwill		—		119,409		—		140,437		—		259,846		—		259,846
Derivative assets		13,088		—		162		320		24,459		38,029		—		38,029
Accrued interest receivable		97,853		3,310		—		274		408		101,845		(132)		101,713
Other assets		61,677		7,107		85,740		44,719		9,646		208,889		(16)		208,873
VIE assets, at fair value		—		—		—		—		—		—		62,367,110		62,367,110
Total Assets	$	12,731,118	$	1,901,639	$	2,126,078	$	1,815,612	$	251,562	$	18,826,009	$	60,876,314	$	79,702,323
Liabilities and Equity
Liabilities:
Accounts payable, accrued expenses and other liabilities	$	37,206	$	16,010	$	44,184	$	24,110	$	56,614	$	178,124	$	91	$	178,215
Related-party payable		—		—		—		—		36,135		36,135		—		36,135
Dividends payable		—		—		—		—		138,906		138,906		—		138,906
Derivative liabilities		33,190		1,310		—		305		—		34,805		—		34,805
Secured financing agreements, net		6,502,059		1,259,813		1,871,026		653,222		631,655		10,917,775		(21,843)		10,895,932
Collateralized loan obligations, net		931,178		—		—		—		—		931,178		—		931,178
Unsecured senior notes, net		—		—		—		—		1,735,658		1,735,658		—		1,735,658
VIE liabilities, at fair value		—		—		—		—		—		—		60,896,709		60,896,709
Total Liabilities		7,503,633		1,277,133		1,915,210		677,637		2,598,968		13,972,581		60,874,957		74,847,538
Equity:
Starwood Property Trust, Inc. Stockholders’ Equity:
Common stock		—		—		—		—		2,943		2,943		—		2,943
Additional paid-in capital		1,074,553		599,666		25,905		(298,098)		3,823,011		5,225,037		—		5,225,037
Treasury stock		—		—		—		—		(138,022)		(138,022)		—		(138,022)
Accumulated other comprehensive income		41,654		—		—		—		—		41,654		—		41,654
Retained earnings (accumulated deficit)		4,111,160		24,840		(40,641)		1,285,229		(6,035,338)		(654,750)		—		(654,750)
Total Starwood Property Trust, Inc. Stockholders’ Equity		5,227,367		624,506		(14,736)		987,131		(2,347,406)		4,476,862		—		4,476,862
Non-controlling interests in consolidated subsidiaries		118		—		225,604		150,844		—		376,566		1,357		377,923
Total Equity		5,227,485		624,506		210,868		1,137,975		(2,347,406)		4,853,428		1,357		4,854,785
Total Liabilities and Equity	$	12,731,118	$	1,901,639	$	2,126,078	$	1,815,612	$	251,562	$	18,826,009	$	60,876,314	$	79,702,323

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XML

Document and Entity Information	May 06, 2021
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	May 06, 2021
Entity File Number	001-34436
Entity Registrant Name	Starwood Property Trust, Inc.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	27-0247747
Entity Address, Address Line One	591 West Putnam Avenue
Entity Address, State or Province	CT
Entity Address, City or Town	Greenwich
Entity Address, Postal Zip Code	06830
City Area Code	203
Local Phone Number	422-7700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, $0.01 par value per share
Trading Symbol	STWD
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001465128
Amendment Flag	false