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Great Ajax Corp. Announces Results for the Quarter Ended March 31, 2020

Great Ajax Corp. (NYSE: AJX), a Maryland corporation that is a real estate investment trust, today announces its results of operations for the quarter ended March 31, 2020. We focus primarily on acquiring, investing in and managing a portfolio of RPLs secured by single-family residences and commercial properties and, to a lesser extent, NPLs. In addition to our continued focus on residential RPLs, we also originate and acquire small-balance commercial loans ("SBCs") secured by multi-family retail/residential and mixed use properties and acquire multi-family retail/residential and mixed use and commercial properties.

Selected Financial Results (Unaudited)

($ in thousands except per share amounts)

For the three months ended

March 31,

2020

December 31,

2019

September 30,

2019

June 30,

2019

March 31,

2019

Loan interest income(1,2,3)

$

19,999

$

22,095

$

23,866

$

24,621

$

26,557

Net interest income

$

14,216

$

13,229

$

13,406

$

12,689

$

13,767

Earnings from debt securities and beneficial interests(4)

$

2,019

$

4,203

$

3,322

$

3,140

$

2,416

Total revenue, net(1,5,6)

$

8,037

$

13,716

$

15,316

$

20,703

$

15,184

Consolidated net income(1)

$

1,496

$

7,119

$

8,223

$

13,626

$

8,121

Net income per basic share

$

0.02

$

0.31

$

0.39

$

0.67

$

0.39

Average equity(1)

$

356,539

$

368,814

$

348,521

$

340,470

$

336,050

Average total assets(1)

$

1,559,821

$

1,556,054

$

1,523,956

$

1,559,729

$

1,587,871

Average daily cash balance(7)

$

58,586

$

66,072

$

55,881

$

48,907

$

59,484

Average carrying value of RPLs(1)

$

1,080,453

$

1,098,477

$

1,121,100

$

1,136,133

$

1,230,512

Average carrying value of NPLs(1)

$

32,767

$

31,973

$

31,447

$

35,213

$

39,807

Average carrying value of SBC loans

$

22,116

$

25,002

$

27,558

$

28,075

$

36,181

Average carrying value of debt securities and beneficial interests

$

298,304

$

245,701

$

198,320

$

192,129

$

135,449

Average asset level debt balance(1,8)

$

1,067,983

$

1,068,164

$

1,057,536

$

1,107,812

$

1,127,673

_______________

(1)

Reflects the impact of consolidating the assets, liabilities and non-controlling interests of Ajax Mortgage Loan Trust 2017-D ("2017-D") and Ajax Mortgage Loan Trust 2018-C ("2018-C"), which are 50% and 37%, respectively, owned by third-party institutional investors.

(2)

Loan interest income excludes interest income from debt securities and beneficial interests and bank account balances.

(3)

Loan interest income for the quarters ended March 31, 2020, December 31, 2019, September 30, 2019, June 30, 2019 and March 31, 2019 is net of impairments of $2.1 million, $0.6 million, $3 thousand, $0.1 million and $0.2 million, respectively, on our loan pools.

(4)

Interest income on investment in debt securities and beneficial interests issued by our joint ventures is net of servicing fees and credit losses on beneficial interests of $3.0 million for the quarter ended March 31, 2020.

(5)

Total revenue includes net interest income, income from equity method investments and other income.

(6)

Total revenue for the quarter ended June 30, 2019 includes approximately $5.2 million net gain from an RPL sale, after adjusting for foregone interest income, reduced interest expense and other loan related expenses.

(7)

Average daily cash balance includes cash and cash equivalents, and excludes cash held in trust.

(8)

All quarters have been updated to reflect average asset level debt balance from total average debt balance.

Our consolidated net income attributable to common stockholders decreased $6.3 million for the quarter ended March 31, 2020 compared to the quarter ended December 31, 2019 primarily as a result of a $5.1 million provision for losses on our loan and securities portfolios driven primarily by the expectation of deferrals of borrower payments, extended duration on loans and extensions of foreclosure timelines as a result of the relief provisions for the global pandemic caused by the novel coronavirus ("COVID-19") outbreak. This reserve reflects the macroeconomic impact of the COVID-19 outbreak on mortgage loan and residential real estate markets generally and is not specific to any loan losses or impairments in our portfolio. Our book value declined to $14.37 per share from $15.80 at December 31, 2019 primarily from the effects of a $28.4 million non-cash mark-to-market adjustment to the fair value of our debt securities as generally determined by marks provided by our financing counterparties.

Net interest income prior to the provision for losses increased $1.0 million over the prior quarter primarily driven by a decrease of $0.8 million in interest expense and a $0.2 million increase in interest income. Our overall cost of funds decreased approximately 21 basis points during the first quarter primarily as a result of a full quarter’s impact of our rated secured borrowing that closed in November 2019.

On January 1, 2020 we adopted Accounting Standards Update (ASU) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“CECL”). Under CECL, we are required to record the net present value of the expected life of loan losses on our Mortgage loans and our Investments in beneficial interests. Our transition adjustment on January 1, 2020 resulted in a reclassification from discount to the allowance for losses in the amount of $14.4 million with no impact on Shareholder equity. On March 31, 2020, we recorded a charge to accrete $0.4 million of credit loss expense resulting from the January 1 transition adjustment and a $4.7 million increase in the allowance for losses driven by expectations from the COVID-19 outbreak, as described above. This resulted in a total provision for loss expense of $5.1 million for the first quarter of 2020.

Our investments in joint venture debt securities and beneficial interests, which were made in the first quarter were on our consolidated balance sheet for a weighted average of only 19 days during the quarter and therefore provided minimal benefit to our earnings during the first quarter.

We acquired one NPL for $0.2 million with UPB of $0.2 million, and underlying collateral values of $0.3 million and 26 RPLs with UPB of $1.2 million and underlying collateral value of $3.1 million during the quarter ended March 31, 2020. These loans were acquired and included on our consolidated balance sheet for a weighted average of 32 days of the quarter. We ended the quarter with $1.1 billion of mortgage loans with an aggregate UPB of $1.2 billion.

During the quarter ended March 31, 2020 we sold 26 SBC mortgage loans with a carrying value of $26.1 million and UPB of $26.2 million for a loss of $0.7 million.

We recorded $0.9 million in impairments on our REO held-for-sale portfolio in real estate operating expense for the quarter ended March 31, 2020 compared to $0.4 million for the quarter ended December 31, 2019. We continue to liquidate our REO properties held-for-sale at a faster rate than we acquire properties, with 19 properties sold in the first quarter while five were added to REO held-for-sale through foreclosures. The impairment was driven primarily by an extension of expected liquidation timelines based on state and local eviction moratoriums, and additional related expenses, and an overall slowdown in real estate sales due to the impact of the COVID-19 outbreak. We expect the rate of new foreclosures to slow due to the current moratorium in many states.

We recorded a loss from our investments in affiliates of $1.1 million for the quarter ended March 31, 2020 compared to a gain of $31 thousand for the quarter ended December 31, 2019. The loss is primarily due to the flow through impact of mark-to-market losses on shares of our stock held by our Manager and our Servicer. We account for our investments in our Manager and our Servicer using the equity method of accounting.

We use security and loan repurchase agreements, among other means, to fund our investment activities. Our securities repurchase agreements are subject to margin calls based on the fair value of the security. Due to the turmoil in the financial markets resulting from the COVID-19 outbreak, we received an unusually high volume of margin calls from our financing counterparties. During the quarter ended March 31, 2020, we met margin calls in the amount of $28.2 million and had $32.4 million of cash collateral on deposit with financing counterparties at March 31, 2020. This cash is included in Prepaid expenses and other assets on our consolidated balance sheet at March 31, 2020 and is not netted against our Borrowings under repurchase agreements. Subsequent to March 31, 2020, our required cash collateral position has declined as security prices increased and our financing counterparties returned a portion of the cash collateral.

New investments during the quarter included $61.3 million of investments in debt securities and beneficial interests in joint ventures that were on our balance sheet for a weighted average of only 19 days of the quarter and therefore provided limited benefit to our earnings for the first quarter. Interest income from our investments in debt securities and beneficial interests issued by our non-consolidated joint ventures is recognized by us net of servicing fees, which are incurred, instead, by each joint venture. This is different than our investments in mortgage loans that have interest income recognized on a gross basis with the offsetting servicing fee recorded as expense in a separate income statement line.

We collected $62.4 million of cash during the quarter as a result of loan payments, loan payoffs, sales of REO and cash collections on our securities portfolio to end the first quarter with $31.2 million in cash and cash equivalents. $50.0 million of our cash collections were derived from our mortgage loan and REO portfolios as a result of loan payments, loan payoffs and sales of REO during the quarter and $12.4 million were derived from interest and principal payments on investments in debt securities and beneficial interests. Of the $50.0 million of cash collections from mortgage loans and REO, we received $20.1 million from loans paying the full amount of principal, past due interest and charges.

During the quarter ended March 31, 2020 we co-invested with a third-party institutional investor to form a $332.5 million joint venture, and retained $61.3 million of varying classes of related securities, to end the quarter with $312.1 million of investments in securities and beneficial interests. We acquired 20.0% of each class of the securities of Ajax Mortgage Loan Trust 2020-A ("2020-A"), which acquired 978 RPLs and NPLs with UPB of $184.8 million and an aggregate property value of $292.9 million. At March 31, 2020, the joint venture was prefunded with $132.6 million and closed loan purchases of $123.2 million in UPB and $189.9 million of collateral with a purchase price of $114.0 million in April 2020. The senior securities represent 75% of the UPB of the underlying mortgage loans and carry a 2.375% interest rate. Based on the structure of the transaction we do not consolidate 2020-A under Generally Accepted Accounting Principles.

The following table provides an overview of our portfolio at March 31, 2020 ($ in thousands):

No. of loans

6,060

Weighted average LTV(5)

74.5

%

Total UPB

$

1,207,885

Weighted average remaining term (months)

304

Interest-bearing balance

$

1,131,370

No. of first liens

6,001

Deferred balance(1)

$

76,515

No. of second liens

59

Market value of collateral(2)

$

1,917,331

No. of rental properties

9

Price/total UPB(3)

82.4

%

Capital invested in rental properties

$

1,394

Price/market value of collateral

54.8

%

No. of REO held-for-sale

45

Re-performing loans

97.1

%

Market value of REO held-for-sale(6)

$

11,329

Non-performing loans

2.5

%

Carrying value of debt securities and beneficial interests in trusts

$

346,450

Small-balance commercial loans(4)

0.4

%

Loans with 12 for 12 payments as an approximate percentage of UPB(7)

74.0

%

Weighted average coupon

4.52

%

Loans with 24 for 24 payments as an approximate percentage of UPB(8)

67.0

%

_______________

(1)

Amounts that have been deferred in connection with a loan modification on which interest does not accrue. These amounts generally become payable at maturity.

(2)

As of date of acquisition.

(3)

Our loan portfolio consists of fixed rate (52.1% of UPB), ARM (9.4% of UPB) and Hybrid ARM (38.5% of UPB) mortgage loans.

(4)

SBC loans includes both purchased and originated loans.

(5)

UPB as of March 31, 2020 divided by market value of collateral and weighted by the UPB of the loan.

(6)

Market value of other REO is the estimated expected gross proceeds from the sale of the REO less estimated costs to sell, including repayment of servicer advances.

(7)

Loans that have made at least 12 of the last 12 payments, or for which the full dollar amount to cover at least 12 payments has been made in the last 12 months.

(8)

Loans that have made at least 24 of the last 24 payments, or for which the full dollar amount to cover at least 24 payments has been made in the last 24 months.

Subsequent Events

Since quarter end, we have acquired 677 residential RPLs with aggregate UPB of $123.2 million in one transaction from a single seller. The purchase price equaled 92.5% of UPB and 60.0% of the estimated market value of the underlying collateral of $189.9 million. These loans were acquired into the joint venture formed in March 2020 with proceeds from the established prefunding account.

On April 6, 2020 we closed a private placement of $80.0 million of preferred stock and warrants to institutional accredited investors pursuant to a securities purchase agreement dated April 3, 2020. We issued 820,000 shares of 7.25% Series A Fixed-to-Floating Rate Preferred Stock and 2,380,000 shares of 5.00% Series B Fixed-to-Floating Rate Preferred Stock, each at a purchase price per share of $25.00 and two series of five-year warrants to purchase an aggregate of 4,000,000 shares of our common stock at an exercise price of $10.00 per share. Each series of warrants includes a put option that allows the holder to sell the warrants to us at a specified put price on or after July 6, 2023. In addition, we granted the purchasers an option to purchase up to an additional 800,000 shares of Series A Preferred Stock and Series B Preferred Stock and warrants to purchase an aggregate of 1,000,000 shares of our common stock on the same terms. We expect to use the net proceeds from the private placement to acquire mortgage loans and mortgage-related assets consistent with our investment strategy.

On April 28, 2020, our Board of Directors approved the Third Amended and Restated Management Agreement with our Manager which provides us with the option to pay our management fee with between 50% to 100% cash at our discretion, and pay the remainder in shares of our common stock.

On May 3, 2020, our Board of Directors declared a cash dividend of $0.17 per share to be paid on May 29, 2020 to our common stockholders of record as of May 15, 2020. On March 27, 2020, we paid the dividend of $0.32 per share we previously announced in February 2020 in shares of our common stock (valued based upon the closing price on the record date) in lieu of cash.

Conference Call

Great Ajax Corp. will host a conference call at 5:00 p.m. EDT on Tuesday, May 5, 2020 to review our financial results for the quarter. A live Webcast of the conference call will be accessible from the Investor Relations section of our website www.greatajax.com. An archive of the Webcast will be available for 90 days.

About Great Ajax Corp.

Great Ajax Corp. is a Maryland corporation that is a real estate investment trust, that focuses primarily on acquiring, investing in and managing RPLs secured by single-family residences and commercial properties and, to a lesser extent, NPLs. We also originate and acquire loans secured by multi-family residential and smaller commercial mixed use retail/residential properties and acquire multi-family retail/residential and mixed use and commercial properties. We are externally managed by Thetis Asset Management LLC. Our mortgage loans and other real estate assets are serviced by Gregory Funding LLC, an affiliated entity. We have elected to be taxed as a real estate investment trust under the Internal Revenue Code.

Forward-Looking Statements

This press release contains certain forward-looking statements. Words such as “believes,” “intends,” “expects,” “projects,” “anticipates,” and “future” or similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions, many of which are beyond the control of Great Ajax, including, without limitation, risks relating to the impact of the COVID-19 outbreak and the risk factors and other matters set forth in our Annual Report on Form 10-K for the period ended December 31, 2019 filed with the Securities and Exchange Commission (the “SEC”) on March 4, 2020 and, when filed with the SEC, our Quarterly Report on Form 10-Q for the period ended March 31, 2020. The COVID-19 outbreak has caused significant volatility and disruption in the financial markets both globally and in the United States. If COVID-19 continues to spread or the response to contain it is unsuccessful, Great Ajax could experience material adverse effects on its business, financial condition, liquidity and results of operations. Great Ajax undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

GREAT AJAX CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands except per share amounts)

 

Three months ended

March 31,

2020

December 31,

2019

September 30,

2019

June 30,

2019

(unaudited)

(unaudited)

(unaudited)

(unaudited)

INCOME:

Interest income

$

27,286

$

27,113

$

27,723

$

28,128

Interest expense

(13,070

)

(13,884

)

(14,317

)

(15,439

)

Net interest income

14,216

13,229

13,406

12,689

Provision for credit losses

(5,109

)

(561

)

(3

)

(85

)

Net interest income after provision for credit losses

9,107

12,668

13,403

12,604

Income/(Loss) from equity method investments

(1,112

)

31

583

257

Gain/(Loss) on sale of mortgage loans

(705

)

109

7,014

Other income

747

1,017

1,221

828

Total income

8,037

13,716

15,316

20,703

EXPENSE:

Related party expense - loan servicing fees

2,014

2,156

2,197

2,274

Related party expense - management fee

1,799

1,801

2,215

1,652

Loan transaction expense

(103

)

16

52

191

Professional fees

805

608

446

634

Real estate operating expense

912

796

1,216

887

Other expense

1,025

985

940

1,219

Total expense

6,452

6,362

7,066

6,857

Loss on debt extinguishment

408

247

182

Income before provision for income tax

1,177

7,107

8,250

13,664

Provision for income tax (benefit)

(319

)

(12

)

27

38

Consolidated net income

1,496

7,119

8,223

13,626

Less: consolidated net income attributable to non-controlling interests

1,096

462

532

599

Consolidated net income attributable to common stockholders

$

400

$

6,657

$

7,691

$

13,027

Basic earnings per common share

$

0.02

$

0.31

$

0.39

$

0.67

Diluted earnings per common share

$

0.02

$

0.31

$

0.36

$

0.56

Weighted average shares – basic

22,070,354

21,083,719

19,751,142

19,169,941

Weighted average shares – diluted

22,189,984

29,487,273

28,200,653

27,732,587

GREAT AJAX CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands except per share amounts)

 

March 31, 2020

December 31, 2019

(unaudited)

ASSETS

Cash and cash equivalents

$

31,179

$

64,343

Cash held in trust

19

20

Mortgage loans, net(1,2)

1,098,629

1,151,469

Property held-for-sale, net(3)

10,905

13,537

Rental property, net

1,345

1,534

Investments at fair value(4)

247,372

231,685

Investments in beneficial interests(5)

64,703

57,954

Receivable from servicer

17,322

17,013

Investments in affiliates

28,028

29,649

Prepaid expenses and other assets

38,345

9,637

Total assets

$

1,537,847

$

1,576,841

LIABILITIES AND EQUITY

Liabilities:

Secured borrowings, net(1,2,6)

$

630,938

$

652,747

Borrowings under repurchase transactions

431,091

414,114

Convertible senior notes, net(6)

111,420

118,784

Management fee payable

1,795

1,634

Accrued expenses and other liabilities

5,329

5,478

Total liabilities

1,180,573

1,192,757

Equity:

Preferred stock $0.01 par value; 25,000,000 shares authorized, none issued or outstanding

Common stock $0.01 par value; 125,000,000 shares authorized, 22,921,935 shares at March 31, 2020 and 22,142,143 shares at December 31, 2019 issued and outstanding

230

222

Additional paid-in capital

316,762

309,395

Treasury stock

(514

)

(458

)

Retained earnings

42,749

49,446

Accumulated other comprehensive gain/(loss)

(27,167

)

1,277

Equity attributable to stockholders

332,060

359,882

Non-controlling interests(7)

25,214

24,202

Total equity

357,274

384,084

Total liabilities and equity

$

1,537,847

$

1,576,841

_______________

(1)

Mortgage loans, net include $888.2 million and $908.6 million of loans at March 31, 2020 and December 31, 2019, respectively, transferred to securitization trusts that are variable interest entities (“VIEs”); these loans can only be used to settle obligations of the VIEs. Secured borrowings consist of notes issued by VIEs that can only be settled with the assets and cash flows of the VIEs. The creditors do not have recourse to the primary beneficiary (Great Ajax Corp.). Mortgage loans, net include $16.1 million and $2.0 million of allowance for loan credit losses at March 31, 2020 and December 31, 2019, respectively.

(2)

As of March 31, 2020, balances for Mortgage loans, net includes $316.5 million and Secured borrowings, net of deferred costs includes $271.6 million from the 50% and 63% owned joint ventures. As of December 31, 2019, balances for Mortgage loans, net includes $341.8 million and Secured borrowings, net of deferred costs includes $284.8 million from a 50% and 63% owned joint ventures, all of which we consolidate under U.S. Generally Accepted Accounting Principles ("U.S. GAAP.")

(3)

Property held-for-sale, net, includes valuation allowances of $2.3 million and $1.8 million at March 31, 2020 and December 31, 2019, respectively.

(4)

As of March 31, 2020 and December 31, 2019 Investments at fair value include amortized cost basis of $274.5 million and $230.4 million, respectively, and unrealized losses of $27.2 million and unrealized gains of $1.3 million, respectively.

(5)

Investments in beneficial interests includes allowance for credit losses of $7.2 million at March 31, 2020. No allowance for credit losses were recorded as of December 31, 2019.

(6)

Secured borrowings and convertible senior notes are presented net of deferred issuance costs.

(7)

Non-controlling interests includes $23.4 million at March 31, 2020, from 50% and 63% owned joint ventures. Non-controlling interests includes $22.4 million at December 31, 2019, from a 50% and 63% owned joint ventures, all of which we consolidate under U.S. GAAP.

Contacts:

Lawrence Mendelsohn
Chief Executive Officer
Or
Mary Doyle
Chief Financial Officer
Mary.Doyle@aspencapital.com
503-444-4224

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