SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): November 7, 2002
ANTHRACITE CAPITAL, INC.
(Exact name of Registrant as Specified in Charter)
Maryland 001-13937 13-397-8906
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
40 East 52nd Street 10022
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 409-3333
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS
On November 7, 2002, Anthracite Capital, Inc. (the "Company") issued
a press release reporting the Company's earnings for the quarter ended
September 30, 2002. The related press release is attached hereto as Exhibit
99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Press Release issued by the Company, dated November 7, 2002.
SIGNATURES
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.
ANTHRACITE CAPITAL, INC.
By: /s/ Robert L. Friedberg
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Name: Robert L. Friedberg
Title: Vice President and Secretary
Dated: November 7, 2002
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact: Richard Shea or Robert Friedberg
COO and CFO Vice-President & Controller
Anthracite Capital, Inc. Anthracite Capital, Inc.
Tel: (212) 754-5579 Tel: (212) 409-3333
ANTHRACITE CAPITAL, INC. OPERATING EARNINGS PER SHARE OF
$0.40 FROM $0.38 IN THE PRIOR YEAR PERIOD
Earnings per share including unrealized and realized gains
and losses on securities held for trading of $0.26 versus
$0.38 in the prior year period.
Earnings per share including unrealized and realized gains
and losses on securities held for trading of $1.08 for the
nine months ended September 30, 2002 versus $1.04 in the
prior year period.
Net asset value for the quarter increases by $0.48 to $8.31
per share.
New York, NY - November 7, 2002, - Anthracite Capital, Inc. (the "Company")
(NYSE: AHR) today reported third quarter earnings per share from the operating
portfolio of $0.40 per share versus $0.38 for the same period last year.
Operating Earnings is net interest income after operating expenses and
preferred dividends but before gains and losses and the effects of changes in
accounting principles. Net Income including gains and losses for the third
quarter was $0.26 per share versus $0.38 for the same period last year. Net
Income for the nine months ended September 30, 2002 was $1.08 versus $1.04 for
the same period last year. Dividends declared for the nine months ended
September 30, 2002 were $1.05 versus $0.94 for the same period last year.
Based on the $0.35 per share dividend declared on September 19, 2002, and the
November 6, 2002 closing price of $10.40, Anthracite's annualized dividend
yield is 13.5%.
Net income for the quarter ended September 30, 2002 of $0.26 per share
includes losses of $0.10 per share largely attributable to losses on Treasury
futures that are held for hedging purposes. The decrease in the value of the
Treasury futures is offset by the increase in the value of the Company's
assets that are not marked to market through the Company's income statement.
Net Income also includes losses from active trading of $0.04 compared to a
loss from active trading of $0.11 in the quarter ended June 30, 2002. Due to
unprecedented levels of volatility, active trading activities were terminated
in July 2002. The net asset value of the Company increased to $8.31 from $7.83
at June 30, 2002. This increase was attributable largely to the increase in
the fair value of the Company's commercial mortgage backed securities (CMBS)
portfolio which are not marked to market for financial reporting purposes
(GAAP).
During the third quarter the Company purchased commercial assets funded with
the excess liquidity generated from its second quarter collateralized debt
(CDO) issuance and via reductions in its residential mortgage backed
securities (RMBS) portfolio. The Company is focusing on BB or higher rated
securities due to the greater credit protection provided by this class of
assets. In the Company's view, match-funding such long maturity credit
sensitive assets to term will provide more stable long-term operating income
than either owning RMBS or funding commercial assets with short- term debt. At
quarter end the Company had purchased over $212 million of face amount BB, BB+
and other CMBS and investment grade unsecured REIT debt. This activity
continued into October as the Company acquired an additional $50 million of
par of the same asset classes.
Based on its accumulation of additional credit sensitive assets the Company is
currently marketing its second CDO offering. The issue, if successful, is
expected to total approximately $300 million of notes issued at fixed and
floating rates. The purpose is to match fund the Company's portfolio of CMBS
and unsecured real estate investment trust (REIT) debt. It is anticipated that
the transaction will be accounted for as an on-balance sheet financing. All
floating rate bonds issued will be supported by one or more interest rate
swaps on the underlying fixed rate collateral. The notes offered pursuant to
the CDO will not be registered under the Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
During the third quarter, the RMBS market continued to perform poorly as
volatility continued to climb and prepayments reached historic highs. Due to
high volatility the Company suspended its active RMBS trading activity in July
and reduced its exposure to RMBS in its liquidity portfolio by over 39% as it
redeployed into credit sensitive assets. This cost the Company a small amount
of operating earnings for the quarter but reduced its exposure to the
volatility of this sector going forward.
Net other gains and losses is largely attributable to price performance on
certain of the Company's hedges and RMBS portfolio which is classified as held
for trading and therefore marked to market through the income statement. The
Company uses Treasury futures to hedge a portion of its aggregate interest
rate risk. These hedging securities are required to be marked to market
through the income statement at quarter end. The Company classifies a
significant portion of its RMBS portfolio as held for trading to balance the
mark to market risk of the Treasury futures. The change in value of RMBS held
for trading and associated hedges are reported in the Company's income
statement whether realized or unrealized. Although reported earnings would
have been higher if these positions were not hedged the Company does not favor
the approach of leaving such positions unhedged. The balance of the Company's
assets are classified as either "available for sale" or "held to maturity" and
therefore not marked to market through the income statement. The RMBS
portfolio contributed approximately $0.20 and $0.22 per share to the Operating
Earnings of the Company in the second and third quarters respectively, but as
previously reported can contribute to greater variability of reported results
when classified as held for trading due to the requirement to mark to market
through income.
Hugh Frater, President and CEO of the Company stated, "The Company has made
significant progress in deploying excess liquidity into commercial real estate
assets and reducing our RMBS liquidity position in favor of core commercial
assets. We are now working on our second CDO of the year with the objective
being to match fund additional long-dated commercial real estate assets and
lock in attractive margins in support of our dividend. It is a testimony to
the effectiveness of our portfolio construction that earnings were not more
negatively affected by the extraordinary volatility in the RMBS markets.
Ironically, our earnings would have been higher had we decided not to hedge
our exposure to short and long-term interest rates. However, we do not believe
it is prudent to manage a leveraged finance company without hedging. Despite
the recent volatility in the RMBS markets based on historically high levels of
prepayments the Company believes its core portfolio will produce ample cash
flows to support its dividend."
The Company's third quarter operating results represent an annualized return
on the quarter's average common stock equity (Annualized ROE) of 22.5% (20.2%
based upon on NAV) and net interest margin of 4.26%. Annualized ROE for the
same period last year was 21.0% and the net interest margin was 3.64%. The
components of other gains and (losses) for the quarter and year ended
September 30, 2002 include ($86,000) and $126,000 respectively, of hedge
ineffectiveness. As required by FAS 133 the hedge ineffectiveness was
reclassified from interest expense. The Company uses interest rate swaps to
hedge its short-term interest risk. Excluding hedge ineffectiveness, the use
of interest rate swaps caused the Company's interest expense for the quarter
ended September 30, 2002 to be $2,889,000 higher, or $0.06 per share.
Over the quarter, the Company's weighted average credit rating of invested
equity decreased from BB to BB- based on the sale of RMBS and redeployment of
additional liquidity raised from the CDO. Aggregate leverage increased from
3.3:1 debt to capital at June 30, 2002 to 5.3:1 at September 30, 2002 as the
Company increased its CMBS and REIT debt portfolios and also decreased its
investment in RMBS assets. Recourse debt on credit sensitive assets increased
from 0.14:1 at June 30, 2002 to 0.49:1 at September 30, 2002. The Company's
exposure to changes in short-term interest rates increased during the quarter;
as of September 30, 2002 a 50 basis point change in LIBOR would cause the
Company's net income to change by $0.05 annually versus $0.02 as of June 30,
2002.
The Company reports GAAP earnings on its commercial mortgage backed securities
portfolio net of expected losses over the life of the portfolio. Actual losses
were $1,355,000 during the third quarter while delinquencies on the collateral
underlying the Company's CMBS portfolio decreased to 1.59% at quarter-end from
1.98% at June 30, 2002. The Company fully anticipates that delinquencies and
actual losses will increase as the portfolio matures. This loss expectation is
consistent with the loss assumptions made by the Company and is reflected in
Operating Earnings. The Company's earnings would be affected if actual losses
on CMBS collateral were to be greater than expected losses. As of September
30, 2002, the reduction in Operating Earnings for every 50% increase in actual
aggregate losses over expected losses would be approximately $0.11 per share
per year, excluding the effect of non-cash impairment write-downs. For more
information on credit performance and its possible effect on Company
performance please refer to the Company's financial statements.
Direct holdings of commercial mezzanine loans are held at cost unless a
specific indication of impairment exists. To date, the Company's portfolio of
loans has never experienced a delinquency and all the assets securing such
loans are performing within original expectations.
At the end of the first quarter, the Company reclassified its subordinated
commercial mortgage-backed securities on the balance sheet from available for
sale to held to maturity. The effect of this change is that these assets are
presented on the balance sheet at their adjusted cost basis, rather than
previously at their fair market value. As the portfolio matures, the GAAP book
value of credit sensitive CMBS securities held by the Company will increase
towards its original purchase cost provided that the Company's estimates of
expected credit losses are within the range of originally underwritten
expectations. The unrealized loss on these securities at September 30, 2002
was $43,817,000. This amount reflects the amount of recovery net of expected
losses if the portfolio is held to maturity.
The net asset value per common share of the Company at quarter end was $8.31
or an increase of 6.1% over the prior quarter based upon market prices
provided by dealers. The GAAP book value per share at quarter end was $6.83.
The $1.48 difference between GAAP book value and net asset value is
attributable to the requirement that the interest rate hedge in the CDO
structure is marked to market while the assets in the CDO structure are held
to maturity. The value of the held to maturity CMBS assets is $69,779,206
higher than their recorded values.
Effective January 10, 2003, The Bank of New York will no longer be acting as
transfer agent, registrar, or dividend reinvestment agent for the Company.
American Stock Transfer & Trust Company will provide all stock transfer and
dividend reinvestment services.
Dividend Reinvestment Plan
Anthracite has a dividend reinvestment plan and stock purchase plan that
provides current owners of its common stock with a simple, economical and
convenient method of increasing their investment. Even if you are not a
current owner of Anthracite stock, the Company's transfer agent can issue
registered stock directly to you without commission or markup. This
transaction can be done regardless of whether or not shares are held in a
brokerage account.
To request a prospectus and receive enrollment materials or to ask questions
about the plan, interested investors and shareholders may contact the
Company's transfer agent, The Bank of New York, at 1-800-524-4458 until
January 10, 2003 or Investor Relations, Anthracite Capital, Inc. at
212-409-3333. The Company's web site address is www.anthracitecapital.com. The
Company is currently offering a 2% discount to the trailing 12-business day
average on purchases of stock under the plan directly from the Company
provided the stock price remains above threshold levels established by the
Company at the time.
Anthracite is a specialty finance company that is externally managed by
BlackRock, Inc., a New York City based investment manager with over $245
billion in global assets under management. The Company's principal business
objective is to generate net income for distribution to stockholders from the
spread between the interest income on its mortgage-backed securities and
commercial loan investments and the costs of financing these investments. The
Company has elected to be taxed as a REIT.
Certain matters discussed in this press release may constitute forward-looking
statements within the meaning of the federal securities laws. Anthracite's
actual results could differ materially from those anticipated in such
forward-looking statements as a result of certain factors, including those
detailed from time to time in Anthracite's reports and filings with the
Securities and Exchange Commission.
For further information, please contact Richard Shea, Chief Operating Officer
and Chief Financial Officer at 212-754-5579, Robert Friedberg, Controller and
Vice-President at 212-409-3333 or visit Anthracite's website at
www.anthracitecapital.com.
Anthracite Capital, Inc. and Subsidiaries
Consolidated Statements of Financial Condition
(in thousands, except per share data)
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September 30, 2002 December 31, 2001
(Unaudited)
ASSETS
Cash and cash equivalents $ 32,484 $ 43,071
Restricted cash equivalents 40,413 37,376
Securities available for sale, at fair value
Subordinated commercial mortgage-backed securities (CMBS) $ 113,807 $ 360,159
Investment grade securities 176,866 1,085,795
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Total securities available for sale 290,673 1,445,954
Securities held for trading, at fair value 1,010,380 564,081
Securities held to maturity 557,028 -
Commercial mortgage loans, net 136,105 142,637
Equity investment in Carbon Capital, Inc. 9,425 8,784
Investments in real estate joint ventures 8,199 8,317
Receivable for investments sold 205,258 344,789
Other assets 36,346 18,267
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Total Assets $2,326,311 $2,613,276
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Borrowings:
Secured by pledge of subordinated CMBS available for sale $ 72,241 $ 178,631
Secured by pledge of other securities available for sale
and cash equivalents 143,435 1,039,469
Secured by pledge of securities held for trading 1,187,048 559,145
Secured by pledge of securities held to maturity 437,528
Secured by pledge of investments in real estate joint ventures 1,337 1,337
Secured by pledge of commercial mortgage loans 36,604 57,356
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Total borrowings $1,878,193 $1,835,938
Payable for investments purchased 5,725 346,913
Distributions payable 16,476 17,245
Other liabilities 68,238 29,807
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Total Liabilities 1,968,632 2,229,903
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10.5% Series A preferred stock, redeemable convertible,
liquidation preference $285 in 2001 - 258
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Stockholders' Equity:
Common stock, par value $0.001 per share; 400,000 shares authorized;
47,075 shares issued and outstanding in 2002; and
45,286 shares issued and outstanding in 2001 47 45
10% Series B Preferred stock, liquidation preference $47,817 36,379 42,086
Additional paid - in capital 512,849 492,531
Distributions in excess of earnings (12,575) (13,588)
Accumulated other comprehensive loss (179,021) (137,959)
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Total Stockholders' Equity 357,679 383,115
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Total Liabilities and Stockholders' Equity $2,326,311 $2,613,276
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Anthracite Capital, Inc.
Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)
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For the Three Months Ended For the Nine Months Ended
September 30, 2002 September 30, 2002
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Operating Portfolio
Income:
Securities $ 22,229 $ 77,846
Commercial mortgage loans 4,307 11,353
Trading securities 14,324 28,032
Earnings from real estate joint ventures 245 768
Earnings from equity investment 262 641
Cash and cash equivalents 387 1,197
Total income 41,754 119,837
Expenses:
Interest 14,832 36,123
Interest - trading securities 3,918 9,953
Management and incentive fee 2,382 9,724
Other expenses - net 701 1,774
Total expenses 21,833 57,574
Income from operating portfolio 19,921 62,263
Other gain (losses):
Gain on sale of securities available for sale 9,538 9,613
Loss from sale of active trading securities (1,913) (4,334)
Loss on securities held for trading (14,035) (19,514)
Foreign currency gain (loss) (151) (380)
Hedge Ineffectiveness (86) 126
Incentive fee attributable to other gains - (343)
Total other gain (loss) (6,647) (14,832)
Income before cumulative transition adjustment 13,274 47,431
Cumulative transition adjustment - SFAS 142 - 6,327
Net Income 13,274 53,758
Dividends and accretion on preferred stock 1,196 3,967
Net Income available to Common Shareholders 12,078 49,791
Income from operating portfolio per share:
Basic $0.40 $1.26
Diluted $0.40 $1.26
Net income per share, basic:
Income before cumulative transition adjustment $0.26 $0.94
Cumulative transition adjustment - SFAS 142 - 0.14
Net income $0.26 $1.08
Net income per share, diluted:
Income before cumulative transition adjustment $0.26 $0.94
Cumulative transition adjustment - SFAS 142 - 0.14
Net income $0.26 $1.08
Weighted average number of shares outstanding:
Basic 46,571 46,126
Diluted 46,605 46,172