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MCLEAN, Va., Nov. 10 /PRNewswire-FirstCall/ -- JER Investors Trust Inc. (OTC Bulletin Board: JERT - News),("JERT") today reported results for the quarter ended September 30, 2009:
Third Quarter Highlights:
Recent Events
Liquidity
As previously disclosed, the Company has undertaken certain efforts to reduce expenses and preserve liquidity including: (i) discontinuing payment of quarterly dividends and replacing it with payment of an annual dividend to the extent required to satisfy REIT dividend requirements, (ii) seeking to reduce operating costs, primarily our general and administrative costs, (iii) seeking to restructure terms of our recourse indebtedness, including extension of scheduled maturity dates and/or modification of near-term interest payment requirements; and (iv) if necessary, pursuing sales of selected assets.
At this time, we expect that we will not generate taxable income in 2009, and therefore will not be required to pay a dividend for the year ended December 31, 2009.
During 2009, we have exchanged $56.3 million of our TRUPs into $70.3 million of junior subordinated notes, and cancelled $3.7 million of TRUPs thereby reducing quarterly cash interest payments from approximately $1.1 million per quarter on the TRUPs to approximately $0.1 million per quarter on the junior subordinated notes through April 2012. In addition, we amended our note payable to reduce monthly payments from approximately $0.4 million to $75,000 from July through November 2009, and amended our agreement with our manager to reduce cash basis monthly management fees to $75,000 from April to November 2009.
Currently, our primary source of free operating cash flow are our non-CDO CMBS investments. Cash flow from these investments have declined from approximately $4.0 million in the second quarter of 2009 to approximately $3.7 million during the third quarter of 2009 due to deteriorating macroeconomic and commercial real estate conditions evidenced by increasing delinquencies, special servicing activity and the appraisal reductions on collateral for such investments. In addition, cash flows from our retained preferred shares in CDO I declined from $0.4 million during the three months ended June 30, 2009 to $0 during the three months ended September 30, 2009 due primarily to CMBS bond downgrades to "CC" or below on CDO I collateral. Such securities are considered Defaulted Securities (as defined in the CDO I indenture), and the cash flow from such securities is therefore redirected to repay the senior most class of CDO I notes payable. This decline in non-CDO CMBS and CDO I cash flow has further adversely affected our liquidity.
Investments
JERT's investments as of September 30, 2009 consisted of ($ in millions):
September 30, 2009 Weighted Average
------------------------------------------ -----------------
% of
Face Amount/ Total Loss
Cost Basis Amortized Fair Investments Coupon Adjusted
(1) Cost Value (2) Rate (3) Yield
------------ --------- ------ ------------ -------- --------
CMBS not
financed
by CDOs $424.8 $13.1 $13.8 6.2% 5.2% 55.9%(4)
CMBS
financed
by CDO I 418.7 39.6 48.0 21.7% 4.9% 40.4%(4)
CMBS
financed
by CDO II 874.0 36.4 40.8 18.4% 5.2% 50.2%(4)
----- ---- ---- ---- --- ----
Total CMBS
(5) 1,717.5 89.1 102.6 46.3% 5.1% 46.2%
Real
estate
loans,
held for
investment
(6) 270.3 270.0 118.7 53.5% 3.3% 3.3%
Investment
in US Debt
Fund 0.4 0.4 0.4 0.2% N/A N/A
--- --- --- --- ----- -----
Total $1,988.2 $359.5 $221.7 100.0% 4.9% 13.9%
======== ====== ====== ===== === ====
(1) For investments in unconsolidated joint ventures.
(2) Based on fair value.
(3) Based on face amount.
(4) Loss adjusted yields for our CMBS investments reflect the impact of
estimated future losses on underlying collateral and are the basis on
which we record interest income on such investments in our GAAP
financial statements.
(5) Amortized cost has been reduced from original cost primarily due to
the recognition of cumulative impairments and basis writedowns of
$898.0 million through September 30, 2009.
(6) Real estate loans are financed by CDO II.
Borrowings
With respect to liabilities, at September 30, 2009, total liabilities were $246.7 million. The individual components of our liabilities are described below:
As previously announced, CDO II did not meet certain over-collateralization coverage tests in February 2009, resulting in approximately $4.0 million and $13.5 million of cash that would have otherwise been paid to JERT during the three and nine months ended September 30, 2009, respectively, being redirected to repay principal on certain senior notes payable issued by CDO II. We expect this cash flow redirection to continue for the foreseeable future. As of September 30, 2009, we were not in compliance with the tangible net worth covenant on the JPMorgan repurchase agreement.
Non-GAAP Financial Measures
In this earnings release, we may disclose non-GAAP financial measures as defined by SEC Regulation G. In addition, we have used non-GAAP financial measures, in particular earnings (loss) per adjusted diluted common share, or ADCS, in this press release. A reconciliation of earnings (loss) per ADCS and the comparable GAAP financial measure (net income, assets, liabilities and stockholders' equity and earnings per share, as applicable) can be found at the end of this earnings release.
Generally accepted accounting principles ("GAAP") require that we retrospectively restate earnings per share for our 1-for-10 reverse stock split that occurred on February 20, 2009. However, under GAAP, we are precluded from retrospectively restating earnings per common share for our stock dividend paid on January 30, 2009 as a portion of this dividend was paid in cash. Management believes that it is meaningful to investors to disclose the retrospective effect of both the 1-for-10 reverse stock split as well as the stock dividend. Accordingly, we are presenting non-GAAP earnings per Adjusted Diluted Common Share ("ADCS"). See a reconciliation of earnings per common share calculated under GAAP to earnings per ADCS at the end of this release.
About JER Investors Trust Inc.
JER Investors Trust Inc. is a specialty finance company quoted on the OTC Bulletin Board that invests in commercial real estate structured finance products. Our target investments include commercial mortgage backed securities, mezzanine loans and B-Note participations in mortgage loans, commercial mortgage loans and net leased real estate investments. JER Investors Trust Inc. is organized and conducts its operations so as to qualify as a real estate investment trust ("REIT") for federal income tax purposes. For more information regarding JER Investors Trust Inc. and to be added to our e-mail distribution list, please visit www.jer.com.
Forward-Looking Statements
This press release does not constitute an offer of any securities for sale. Certain items in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. 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. JER Investors Trust can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from JER Investors Trust's expectations include, but are not limited to, changes in the real estate and capital markets, our ability to maintain existing financing arrangements and other risks detailed from time to time in JER Investors Trust's SEC reports. Such forward-looking statements speak only as of the date of this press release. JER Investors Trust expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in JER Investors Trust's expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.
CONTACT:
J. Michael McGillis
Chief Financial Officer
JER Investors Trust Inc.
(703) 714-8000
JER INVESTORS TRUST INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
September December 31,
30, 2009 2008
--------- ------------
(unaudited) (audited)
ASSETS
Cash and cash equivalents $1,095 $8,357
Restricted cash 4,844 1,149
CMBS financed by CDOs, at fair value 88,817 180,210
CMBS not financed by CDOs, at fair value 13,812 42,432
Real estate loans, held for investment,
financed by CDOs, at fair value 118,717 189,980
Investments in unconsolidated joint
ventures 374 843
Accrued interest receivable 4,954 8,343
Due from affiliate 395 157
Deferred financing fees, net 896 981
Other assets 337 2,349
-------- --------
Total Assets $234,241 $434,801
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
CDO notes payable, at fair value $117,532 $211,695
Repurchase agreements 8,858 16,108
Junior subordinated debentures and notes 58,669 61,860
Notes payable 9,849 500
Interest rate swap agreements related to
CDOs, at fair value 46,668 91,984
Accounts payable and accrued expenses 1,519 839
Dividends payable - 2,274
Due to affiliate 1,651 689
Other liabilities 1,951 2,489
----- -----
Total Liabilities 246,697 388,438
Stockholders' Equity:
Common stock, $0.01 par value, 100,000,000 shares
authorized, 5,829,611 and 2,590,104 shares
issued and outstanding at September 30, 2009
and December 31, 2008, respectively 58 26
Additional paid-in capital 413,574 392,744
Cumulative cash dividends paid/declared (157,705) (157,705)
Cumulative stock dividends paid/declared (20,462) -
Cumulative deficit (226,903) (165,626)
Accumulated other comprehensive loss (21,018) (23,076)
------- ------
Total Stockholders' Equity (12,456) 46,363
------- ------
Total Liabilities and Stockholders'
Equity $234,241 $434,801
======== ========
JER INVESTORS TRUST INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(In thousands, except share and per share data)
For the Three For the Nine
Months Ended Months Ended
September 30, September 30,
--------------- ---------------
2009 2008 2009 2008
---- ---- ---- ----
REVENUES
Interest income from CMBS $11,354 $21,767 $43,957 $67,939
Interest income from real
estate loans 2,292 6,187 6,961 22,520
Interest income from cash
and cash equivalents 2 187 18 803
Equity in (losses)
earnings, net, of
unconsolidated joint
ventures (335) (429) (1,999) 538
Fee income 262 151 914 403
--- --- --- ---
Total Revenues 13,575 27,863 49,851 92,203
EXPENSES
Interest expense 6,343 12,437 20,420 41,633
Management fees, affiliate 989 1,844 3,160 5,545
General and administrative 1,677 1,610 6,068 5,528
----- ----- ----- -----
Total Expenses 9,009 15,891 29,648 52,706
INCOME BEFORE OTHER GAINS
(LOSSES) 4,566 11,972 20,203 39,497
OTHER GAINS (LOSSES)
Unrealized loss on
financial assets financed
with CDOs (19,330) (108,136) (154,069) (295,122)
Unrealized gain (loss),
net, on CDO related
financial liabilities (11,595) 99,319 110,373 375,831
Loss on interest rate swaps (5,663) (4,576) (17,842) (12,736)
Loss on impairment of CMBS (2,733) (29,800) (24,697) (129,686)
Unrealized gain (loss),
net, on real estate loans
held for sale - 8,781 - (20,094)
Unrealized gain (loss) on
non-CDO related interest
rate swaps - 2,685 13,860 (4,708)
Gain on exchange and
cancellation of TRUPs 518 - 3,175 -
Loss on sale of real
estate loans held for sale - (11,060) - (20,310)
Loss on termination of
interest rate swaps - (4,035) (12,280) (5,405)
--- ------ ------- ------
Total other gains
(losses) (38,803) (46,822) (81,480) (112,230)
------- ------- ------- --------
NET LOSS $(34,237) $(34,850) $(61,277) $(72,733)
======== ======== ======== ========
Net loss per share:
Basic $(5.88) $(13.53) $(12.04) $(28.26)
====== ======= ======= =======
Diluted $(5.88) $(13.53) $(12.04) $(28.26)
====== ======= ======= =======
Weighted average shares of
common stock outstanding:
Basic 5,827,067 2,575,148 5,087,632 2,573,292
========= ========= ========= =========
Diluted 5,827,067 2,575,148 5,087,632 2,573,292
========= ========= ========= =========
Dividends declared per
common share $- $3.00 $- $9.00
=== ===== === =====
JER INVESTORS TRUST INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
(In thousands)
For the Nine
Months Ended
September 30,
---------------
2009 2008
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(61,277) $(72,733)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Amortization (accretion) of CMBS 8,659 (1,317)
Accretion of interest on junior subordinated
notes and notes payable 1,874 -
Amortization of debt issuance costs 86 2,857
Amortization of other comprehensive (income) loss
related to
CDO related interest rate swap agreements 2,208 2,093
Unrealized loss (gain) on CDO related financial
assets and liabilities, net 43,696 (80,709)
Unrealized and realized (gains) losses on
interest rate swaps (1,580) 10,113
Unrealized loss on impairment of CMBS 24,697 129,686
Loss on sale of real estate loans held for sale - 20,310
Gain on exchange and cancellation of TRUPs (3,175) -
Unrealized loss on real estate loans held for
sale, net - 20,094
Equity in (earnings) losses, net, from
unconsolidated joint ventures 1,999 (538)
Distributions from unconsolidated joint ventures - 1,252
Payment-in-kind ("PIK") interest on real estate
loan held for sale - (3,481)
Non-cash interest expense on junior subordinated
debentures and notes payable 1,432 -
Non-cash expense related to shares issued for
TRUPs exchange and cancellation 145 -
Stock compensation expense 18 267
Changes in assets and liabilities:
Decrease (increase) in other assets 152 (26)
Decrease in accrued interest receivable 3,389 1,234
Increase in due to/from affiliates, net 722 1,305
Increase (decrease) in accounts payable and
accrued expenses and other liabilities, net 142 (776)
------ ------
Net cash provided by operating activities 23,187 29,631
------ ------
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in unconsolidated joint ventures (1,529) (2,231)
(Increase) decrease in restricted cash, net (3,695) 4,731
Proceeds from sale of unconsolidated joint venture - 39,448
Proceeds from repayment of real estate loans 3,701 8,528
Proceeds from sale of real estate loans held for
sale - 90,981
--- ------
Net cash (used in) provided by investing
activities (1,523) 141,457
------ -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid (2,274) (43,885)
Proceeds from repurchase agreements - 2,426
Repayment of repurchase agreements (7,250) (176,213)
Repayment of CDO notes payable (15,245) -
Proceeds from notes payable, net (540) -
Exchange and cancellation of junior subordinated
debentures (337) -
Payment of financing costs - (3,015)
Payment of interest rate swap termination costs (3,280) (5,405)
------ ------
Net cash used in financing activities (28,926) (226,092)
------- --------
Net decrease in cash and cash equivalents (7,262) (55,004)
Cash and cash equivalents at beginning of period 8,357 87,556
------ -------
Cash and cash equivalents at end of period $1,095 $32,552
====== =======
Supplemental Disclosures of Cash Flow Information
Cash paid for interest $29,837 $50,384
======= =======
Non-cash note payable in satisfaction of interest
rate swap agreements $9,000 $-
====== ===
Dividends declared but not paid $- $7,751
=== ======
Stock issued as part of exchange and cancellation of
TRUPs $382 $-
==== ===
2. Earnings and Book Value per Adjusted Diluted Common Share ("ADCS") (1)
JER INVESTORS TRUST INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (unaudited)
EPS (Basic) EPS (Basic)
----------- -----------
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
--------------------- ---------------------
2009 2008 2009 2008
---- ---- ---- ----
Earnings per share
(basic) under GAAP $(5.88) $(13.53) $(12.04) $(28.26)
Add (deduct) impact of
stock dividend (1.70) 6.52 (0.90) 13.63
----- ---- ----- -----
Earnings per adjusted
share (basic) $(7.58) $(7.01) $(12.94) $(14.63)
====== ====== ======= =======
EPS (Diluted) EPS (Diluted)
------------- -------------
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
--------------------- ---------------------
2009 2008 2009 2008
---- ---- ---- ----
Earnings per share
(diluted) under GAAP $(5.88) $(13.53) $(12.04) $(28.26)
Add (deduct) impact of
stock dividend (1.70) 6.52 (0.90) 13.63
----- ---- ----- -----
Earnings per ADCS $(7.58) $(7.01) $(12.94) $(14.63)
====== ====== ======= =======
Book Value per Share (Basic)
----------------------------
As of September As of December
30, 2009 31, 2008
--------------- --------------
Book value per share
(basic) under GAAP $(2.14) $17.90
Add (deduct) impact of
stock dividend 0.01 (8.61)
---- -----
Book value per adjusted
share (basic) $(2.13) $9.29
====== =====
Book Value per Share (Diluted)
------------------------------
As of September As of December
30, 2009 31, 2008
--------------- --------------
Book value per share
(diluted) under GAAP $(2.14) $17.90
Add (deduct) impact of
stock dividend 0.01 (8.61)
---- -----
Book value per ADCS $(2.13) $9.29
====== =====
(1)( ) GAAP requires that we retrospectively restate earnings per share for our 1-for-10 reverse stock split that occurred on February 20, 2009. However, under GAAP, we are precluded from retrospectively restating earnings per share for our stock dividend paid on January 30, 2009 as a portion of this dividend was paid in cash. Management believes it is meaningful to investors to disclose the retrospective effect of both the 1-for-10 reverse stock split as well as the stock dividend. Accordingly, we are presenting the non-GAAP measure earnings per Adjusted Diluted Common Share ("ADCS").
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