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Executives

Andres Viroslav – VP and Director, Corporate Communications

Scott Schaeffer – CEO

Jack Salmon – CFO

Analysts

Rob Schwartzberg – Compass Point

Jon Evans – Edmunds White Partners

RAIT Financial Trust (RAS) Q3 2010 Earnings Conference Call October 22, 2010 11:00 AM ET

Operator

Good day, ladies and gentlemen. And welcome to the third quarter 2010 RAIT Financial Trust earnings conference call. My name is Carmen and I’ll be your coordinator for today. At this time, all participants are in a listen-only mode. (Operator Instructions) I would now like to turn the presentation over to your host for today’s call Mr. Andres Viroslav, Vice President and Director of Corporate Communications. Please proceed.

Andres Viroslav

Thank you, Carmen, and good morning to everyone. Thank you for joining us today to review RAIT Financial Trust’s third quarter financial results. On the call with me today are Scott Schaeffer, Chief Executive Officer, and Jack Salmon, RAIT’s Chief Financial Officer.

This morning’s call is being webcast on our website at www.RAITFT.com. There will be a replay of the call available via webcast on our website, and telephonically beginning at approximately 1 PM Eastern Time today. The dial in for the replay is 888-286-8010, with a confirmation code of 40540330.

Before I turn the call over to Scott, I would like to remind everyone that there may be forward looking statements made in this call. These forward looking statements reflect RAIT’s current views with respect to future events and performance. Actual results could differ substantially, and materially from what RAIT has projected. Such statements are made in good faith pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Please refer to RAIT’s press release and filings with the SEC for factors that could affect the accuracy of our expectations or cause our future results to differ materially from those expectations.

Participants may discuss non-GAAP financial measures in this call. A copy of RAIT’s press release containing financial information, other statistical information and a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measure is attached to RAIT’s most recent current report on Form 8-K, available at RAIT’s website, www.raitft.com, under Investor Relations. RAIT’s other SEC filings are also available through this link. RAIT does not undertake to update forward-looking statements in this call or with respect to matters described herein except as may be required by law.

Now I’d like to turn the call over to RAIT’s Chief Executive Officer, Scott Schaeffer. Scott?

Scott Schaeffer

Thank you very much, Andres, and thank all of you for joining us this morning as we present RAIT’s third quarter, 2010 results. I’d like to start the call with some financial highlights. Through the quarter ended September 30, 2010, RAIT generated $0.16 per share in GAAP earnings and $2.6 million of retaxable income. This is our fourth consecutive quarter of positive GAAP earnings, and second consecutive quarter of positive retaxable income. We further delevered the balance sheet during the quarter. Total indebtedness was reduced by $64 million and recourse indebtedness was reduced by $43 million. We also took some action during the quarter to enhance our over-collateralization tests of our commercial real estate loan CDOs, which Jack will explain shortly.

As previously announced during the quarter, we exchanged $28.3 million of our senior convertible notes in multiple transactions, reducing the outstanding balance to $143.6 million at quarter end. Looking forward, we will continue to respond to increase for potential changes and review all reasonable requests and options to effectively reduce the remaining balance of the convertible notes. We continue to believe that retiring notes at a discount is a very good investment for RAIT.

Jack will walk you through the numbers in more detail, but first I’d like to spend some time on the market and highly key business and strategic initiatives. As we previously stated, the long term performance of the commercial real estate market is closely tied to the unemployment picture. The good news is that the private sector job growth has been positive every month in 2010, adding approximately 863,000 jobs. This modest job growth, when coupled with limited new supply of real estate has helped the property market begin to stabilize. However, the road to recovery varies among property types and locations.

We believe the national apartment market has turned the corner and has begun to recover, as occupancy levels and effective rents have both increased during each quarter of 2010. With demand for rentals increasing and financing readily available, cap rates have declined, resulting in increasing valuations. RAITS multi-family portfolio continues to experience increasing occupancy trends, and we believe the apartment demand will continue, as home purchases continue to be delayed in a stagnant housing market.

For every 1% decline in home ownership, 1 to 1.5 million new renters enter the market. The national office market is also showing signs of stabilization, as vacancy rates are not climbing as quickly, and rental rates are now growing in many markets. Within RAIT’s office portfolio, we were able to lease the entire Yamato road property in Boca Raton, Florida, to ADT during Q3, with visible occupancy during Q4.

We also leased approximately 92,000 square feet of previously unrented space at our McDowell Mountain Office property in Scottsdale, Arizona. RAIT will begin to see the economic benefits of these new leases in Q1 2011. The national retail sector is a bit more fragile, and very much tied to consumer spending. Vacancy levels remain around 10.9% nationally, and effective rents held steady in Q3 2010. RAIT’s exposure to retail properties is much smaller than our multi-family and office exposure. We are renovating and re-positioning our Inlet Square property in Myrtle Beach, and our Sharpstown property in Houston. I am pleased to report overwhelming acceptance from the market place as evidenced by strong leasing activity.

Again, we will begin to see the benefits of this leasing activity when the re-positioning of these assets is completed in 2011. We continue to execute on our strategy of transitioning loans into directly held real estate, when we believe that additional investment today will generate good returns on total capital over time. This strategy requires patience, and in some cases, committed capital to manage and re-position the properties through the cycle. Jupiter communities and CRP Commercial services, which is our new property management group, focused on the office sector, have been instrumental in this process.

They, along with our third party property managers, and our internal asset managers, have been working diligently to improve the performance of our portfolio. While there is still plenty of work to be done, we are seeing positive signals throughout the portfolio. As a reminder, we believe that it takes a minimum of 12 months, once we take control of a property, to begin to see material improvements in its performance.

During Q3, we took back two multi-family properties and wrote off one equity investment. We did not see potential for recovery in our position by investing additional capital or time in the investment that we wrote off. Jack will provide more detail, and delve deeper into the operating statistics of the portfolio shortly.

During the quarter, we announced the sale of a preferred equity investment on the Chicago Office Tower. This transaction is part of the strategy to build cash within our securitization for new investment and also provide us the ability to generate additional cash by refinancing existing whole loans within the CDO. Our broker dealer rate securities continues to contribute to our fee income. As September 30, 2010, the broker dealer contributed approximately 16% of our total fee income generated during the quarter. The broker dealer also launched a new offering to the market called RAIT post.

This innovative system provides an effective liquidity management tool for banks, corporate treasury departments and asset backed money market product issuers, who either issue or purchase commercial paper and their certificates of deposit. Another business initiative is our participation in the US Treasury’s new market tax credit program. RAIT community development funds, a wholly owned subsidiary, we certified during the quarter as a CDE, or community development entity. US Department of the Treasury allocates new market tax credit to CDEs , which then sell the credits and invest the proceeds into designated projects which meet certain criteria, including job creation.

And finally, I’m pleased to report that on October 15th , SMP announced that RAIT had earned and received its special servicer rating. RAIT is now one of 36 SMP rated special servicers. This new rating is in addition to RAITs existing primary commercial mortgage servicer rating, enables RAIT to bid on third party special servicing assignments. This is an area where we will begin to focus, as we continue to build opportunities to leverage our commercial real estate platform to new sources of income. And with that, I’d like to turn the call over to Jack.

Jack Salmon

Thank you, Scott. The financial highlights for the period ending September 30th include GAAP earnings per share diluted from continued operations of $15.1 million, or $0.16 per common share, and $68.7 million or $0.82 per share of the nine months then ended. In addition, we generated $2.6 million of retaxable income during the quarter, and $6.3 million year to date. And we reduced debt by $64 million, in terms of total debt outstanding this quarter, resulting in a cumulative debts decrease during the year of $198 million.

Before commenting on our (inaudible) result of operations, I want to highlight some of the key developments in our investment portfolios. Our CRE loan portfolio has $1.3 billion of loans, representing 43% of our consolidated assets, that are securitized by long-term match-funded non-recourse financing. Our two CRE loan securitizations, known as CRE 1 and CRE 2, are meeting all of their IC and OC requirements. During the quarter, we cancelled approximately 37.5% of the debt that we own in these securitizations, which had the effect of improving the OC test, and further protecting the cash flows received on the $443 million of capital we have invested in these two securitizations.

As of the most recent payment cycle, the most stringent OC test was 123%, versus a trigger of 116.2% in CRE 1. And at 114.9%, versus a trigger of 111.7% in CRE 2. During the quarter, we converted two multi-family loans, with a carrying value of $45 million, into owned real estate, and we had over $60 million of loan payoffs and repayments across our portfolios, thereby reducing our total loan portfolio by over $100 million. The lower outstanding loan balance has the effect, in the short term, of reducing our net interest margin, and so the net proceeds are fully redeployed.

At quarter end, $72 million of the $196 million of total restricted cash is in these two CRE entities, of which $51.3 million has been dedicated currently to future funding commitments, and $20.7 million is available for let. Accordingly, the $72 million of restricted cash is not available to raise creditors or for other general corporate purposes. And as we continue to recycle capital obtained from loan sales and loan repayments in these maturizations, we expect to reinvest the proceeds to fund CRE loans.

Our second portfolio is our commercial real estate direct owned portfolio, which has $824 million of assets, representing approximately 27% of our consolidated assets at quarter end. During the quarter, we converted two multi-family CRE loans with a carrying value of $45 million into directly owned investments in real estate, valued at $38.6 million. The resulting loss was part of our charge offs against previously established loan loss reserves. We have designated certain properties as assets held for sale, as of September 30th . This has the effect of removing any associated rental income revenue, and related operating expenses from the continuing operations, and presenting a net income loss effect as discontinued operations.

The designated properties, as of September 30th, had a carrying value of $61.2 million, and our finance of $55.5 million of securitized and secured debt, which will be repaid from the net proceeds when we sell the properties. During the quarter, we disposed of one $12.9 million property, that had $10 million of non-recourse (inaudible) debt, which has been liquidated in surrendering the property to the senior lender. This disposition resulted in a loss of $2.9 million, which has been included in the discontinued operations.

We will be revising the previously recorded historical financial statements to present the effect of the assets held for sale properties on a consistent basis for the most prior period. At quarter end, we owned 47 properties, with 67% of the total dollar value in multi-family, 25% in office, 5% in retail, and 3% in other property types. The placement this displays improving trends in average occupancy percentages. However, recent leasing activities indicate that the lease occupancy representatives of our portfolio are as follows: the multi-family at 84.6%, office at 69.6%, retail, at 63.7%, yielding an overall total leased average at quarter end of 78.5%.

Now we will provide additional leasing data in our quarterly reports, will be filed soon. Our third portfolio’s our debt securities portfolio, representing 23% of our consolidated assets, and is comprised primarily of our (inaudible) instruments and other debt securities, owned by Taberna 8 and Taberna 9. The $705 million investments and the related non-recourse debt financing carried at $147 million are both recorded under fair value accounting methods. Most of the quarterly cash flows are being applied to pay down the highest rated senior debt prices, of which $6.2 million in principle was repaid during the quarter, and $12.6 million of principle has been repaid year to date.

RAIT receives the senior portion of our collateral management fees on this portfolio, and as of September 30, 2010, approximately $85.5 million of the $196 million of restricted cash is held by these PDOs. The cash build up in these accounts reflects early pre-payments on the principle, including $33.2 million that occurred during this quarter, that cannot be used for any other general corporate purpose.

Now, I will highlight some of the key operating trends through the quarter. First, total revenue was $36.5 million, of which 51% was derived from rental income, 40% from net interest margin, and 9% from fee and other income. In comparing this to Q3 2009, total revenue decreased about $4.9 million. The changes in net interest margin reflected a $292 million reduction in loans outstanding, $103 million improvement in non-performing loans, year over year, and the effects of interest rate changes in comparison to the portfolio that we owned as of 9/30/2009. During this past year, we have increased our directly owned real estate by $178 million, leading to $18.4 million of rental income this quarter, a 58% increase compared to 2009.

The net rental income, plus the related operating expenses, have increased to $2.9 million this quarter, which is 90% better than the result of Q3 2009. We recorded lower provision for CRE loan losses of $10.8 million this quarter, as compared to $18.5 million in Q3 2009. Over the past year, there’s been a significant reduction in non-performing loans in our CRE loan portfolio, to $143 million, compared to $246 million last year, equal to 11.8% of the current outstanding unpaid balance.

Our allowance for CRE loan losses today is at $73 million, representing approximately 51% of the non-performing loan balance, and references made to the key statistics and trending have been included in the press release for further information. During the quarter, we charged off $8.5 million in loan losses against the reserves, and we placed four additional CRE loans on a non-accrual status, that had unpaid principle balance of $11.8 million.

And comparing to the same quarter last year, compensation expense is $1 million lower, a 13% decrease. GNA is running $1 million lower, a 19% decrease, while depreciation/amortization expenses are $2 million higher, reflecting the growth in our directly owned real estate portfolio. The fair value market to market adjustment this quarter was $14.2 million, representing $26 million of estimated improvements, and the credit assessment to the underlying debt securities, which are our assets, offset by a $5 million decrease in the pricing of the related non-recourse debt, and $19.3 million of increases in interest rate, hedge liabilities, reflecting the impact of protected long term interest rate movements on our hedging transactions, and a $12.5 million decrease in the estimated fair value of certain corporate debt instruments.

During the quarter, we reduced our total outstanding by $64 million, we complete five private exchange transactions, with a total of $28.3 million senior tier convertible debt was exchanged for $10.7 million in shares of common stock, and $1.9 million of cash, equating to effective exchange ratios ranging from 64% to 71% of the PAR value of the convertible debt surrendered.

This resulted in $1.9 million of annual cost savings. We also repurchased $10 million of tier 1 non-recourse debt, for $3.1 million in cash. These exchanges and repurchases generated gains on debt of $14.3 million during the quarter, and on a cumulative basis, we reduced the amount of convertible to outstanding from $246 million at year end 2009 to $143.6 million today. This will save $5 million of net annual interest expense going forward, compared to the annual interest expense run rate we had at the beginning of the year.

Other debt reductions this quarter included $8.5 million of principle repayments, and net $7.5 million changes per value I described above, and surrounding the office property, subject to a $7 million non-recourse debt.

Currently, we have $7.9 million of recourse debt due within one year. Our total debt equity ratio was 2.6 at quarter end, compared to ratio 3.3 on September 30, 2009. As of September 30, 2010, we are in compliance with all of our debt covenants.

Lastly, regarding REIT status, As a REIT, we are required to make distribution to at least 90% of our annual retaxable income. For the third quarter we are reporting estimated retaxable income for approximately $2.6 million resulting in positive retaxable income of $6.3 million for the first nine months of 2010. We have an estimated taxable carry forward of approximately $35.5 million which may be utilized to offset future retaxable income. This estimate has been updated to reflect the NOLs included in filing our 2009 tax returns during the quarter.

With that, I’ll return the call to Scott.

Scott Schaeffer

Thanks, Jack. Before the open the call for questions, I’d like to say that we continue to make progress at RAIT. We remain optimistic that we will rebuild and adapt RAIT to current market conditions. We still have troubles to negotiate, and much of our future success remains closely tied to factors outside our immediate control, specifically further improvements in commercial real estate fundamentals, and general economic and credit market conditions. At this time, I think I should open the call for questions. Operator?

Question-and-Answer Session

Operator

(Operator Instructions) And the first question comes from the line of Robert Schwartzberg from Compass Point. Please proceed.

Rob Schwartzberg – Compass Point

Hi, this is Rob. I have two questions. One, you transferred some assets to assets held for sale, and my question is where are those assets on your balance sheet, and also do you actually have them under contract? That’s question one, and question two is, if you hadn’t transferred the assets, what would the net operating income of the real estate portfolio have been?

Jack Salmon

Sure Rob, this is Jack. The assets that we have as held for sale were part of our directly owned real estate, primarily multi-family, three to three multi-family projects, with an asset carry value of $61.2 million, on September 30th. The assets are in the process of being marketed, and we hope to put them under contract in the next quarter, possibly close them before year end. In terms of the operational effect, during the quarter those assets would have generated $2.4 million in rental income, and about $2 million of operating expenses, for a net of –

Rob Schwartzberg – Compass Point

How much in operating expenses?

Jack Salmon

Two million dollars in operating expenses. That’s for the quarter, and you know, that’s one quarters worth, the three taken together might have been level – we’ll have the information in our queue in terms of results for the year.

Scott Schaeffer

It’s important to note, Rob – this is Scott – that number that Jack just gave you includes depreciation, which is a non-cash expense. The expense number –

Rob Schwartzberg – Compass Point

The long term from discontinuing operation is $0.03?

Scott Schaeffer

It’s primarily associated with the one property which has been disposed of, for the value. The other three properties, we more likely would have a gain upon disposition.

Rob Schwartzberg – Compass Point

Okay, and where are these on your balance sheet? Because the assets held for sale would show up separately, is that still in your investments in real estate somewhere?

Scott Schaeffer

They’re in our investments, yes.

Rob Schwartzberg – Compass Point

Okay, thanks.

Operator

And our next question comes from the line of Jon Evans, from Edmunds White Partners. Please proceed.

Jon Evans – Edmunds White Partners

Can you talk just a little bit about, maybe first of all you guys thoughts on your preferred dividends on your preferred stock? There are several people in your sector where they haven’t halted those dividends. You guys have paid them all the way through, they are cumulative and there’s no penalty, and it seems like the big issue you have to do to get through your non-recourse debt is to kind of get to the other side, so can you just help me either understand why you guys either continue to keep paying them, and then help me understand, you must feel comfort that you can get through your non-recourse debt to get to the other side, so maybe you can tell me about your plan there.

Scott Schaeffer

Certainly. This is Scott Schaeffer. First of all, obviously the determination of whether to pay or not to pay preferred dividends is made by our Board of Trustees.

Jon Evans – Edmunds White Partners

But you recommend it to them, right? It’s your recommendation to the Board, correct?

Scott Schaeffer

I was just going there. From the management perspective, we continue to generate retaxable income, we expect to continue to generate retaxable income, and if you look at the preferred dividends as a percentage of the non-recourse debt that’s coming due, it’s a very small amount. So by stopping the preferred dividends, it would not generate nearly enough cash to attack the number of – the recourse debt maturing in April 2012, excuse me, that’s the rationale, and the fact that it’s cumulative. And while we’re continuing to generate retaxable income, we don’t see the reason to generate an additional liability ahead of a common dividend.

Jon Evans – Edmunds White Partners

Okay, that’s very helpful. So can you take me down the path of the other thing. You guys have done a great job on your non-recourse debt, can you help us understand kind of your thought process relative to that? Because your results are improving, your cash is getting better, your leverage is going down, your occupancy is going up, and your debt prices are going up to a degree. So do you think that you refinance it over a time, or do you just continue to try to buy them back? It seems like it’s getting more difficult.

Scott Schaeffer

Well, while the bonds are available to be bought back at a discount, we will continue to entertain those offers. We’ve been doing it under 3(a)(9) exemption, where the bond holder is actually coming to us making offers for us to buy them back, versus retire them. And we’ll continue to entertain all offers. I think, as we said in the call, at reasonable levels. At this point, the April 2012 date is too far out for us to say whether we will or will not be able to refinance them, but it is the focus of management. But as we reposition the balance sheet, to attach and retire those bonds as quickly as possible.

Jon Evans – Edmunds White Partners

Okay, got it. And then you entered into a DRIP last quarter, where it gave you more flexibility, etc., and maybe I missed this in your presentation, but you haven’t done anything on that. Is that correct?

Scott Schaeffer

Jon, we’ll be having disclosure in the quarter, but through September 30th I think you’re referred to our COD program, through September 30th we’ve issued less than a million shares of stock, under that program.

Jon Evans – Edmunds White Partners

Less than a million, and what was on the program? Was it 17.5? Is that right?

Scott Schaeffer; 17.5 is available, that’s correct.

Jon Evans – Edmunds White Partners

Okay, great. And the last question that I have for you is just you talked about this, the 12 date is far enough away. What do you guys see, if you make it to the other side, and you refinance, etc., how do you see yourselves? What are you going to become on the other side? Obviously, from the markets used to play in, those financings aren’t there anymore. So can you help us understand that?

Scott Schaeffer

I think if you’ll look at the company today, we have two types of assets. We have equity in predominantly multi-family properties, which is – the market is correct. Everyone believes we’re in for a tremendous run over the next three to four years. There’s no new construction coming online, or very little new construction coming online, and there’s more and more renters entering the market every day. So people believe that rents in multi-family properties will continue to rise and rise more quickly than they have, you know, over historical rates. So that’s one aspect. We have the equity that we own in all of these properties, and we have an in house management team that’s managing and doing a fabulous job. The other side is the loan book, and we have still in place a whole loan origination platform. Originators, due diligence officers, asset managers, servicers, legal department, all in house. So there is an opportunity to continue on and take advantage of new lending opportunities and the fees and income that’s associated with that. The issue with the lending is that it’s very capital intensive. You need to have capital that you can then lend, and you’re right when you say that the market has changed, because we were financing these loans through PDO offerings and through capital equity offerings of the company. I believe that once we are through with the recourse debt issue in 2012, it will be much easier for RAIT to attract capital, which will then allow us to be more effective in the loan origination business.

Jon Evans – Edmunds White Partners

Okay, and I’m sorry, I apologize, because I do have one last question. You have had taxable income this year, excluding your repurchases of the converts, and I’m curious, you have some NOLs, etc., but is it too early to say, do you think you guys will have to pay a dividend this year? To equity holders?

Jack Salmon

Jon, just for your information, there’s a schedule in the press release in 10 Q that reconciles income to taxable income, including differences such as you just described. So they’re included in the $6.3 million year to date. The determination of a dividend is partly dependent on our NOL position and partly dependent on, as Scott described, how operations are performing as we head into next year. So that’s something that the Board will contemplate over the coming months.

Jon Evans – Edmunds White Partners

Okay, and how much is the NOL that you have outstanding? I’m sorry, I don’t have it off the top of my head.

Jack Salmon

Well, as of December 31st , which is when our last tax return was filed, $35.5 million.

Jon Evans – Edmunds White Partners: Okay, so you could more than easily not have to pay something, just use that to push the NOL up, correct?

Jack Salmon

We could, that’s correct, but it’s not result determinate.

Jon Evans – Edmunds White Partners

Okay, thank you for your time.

Jack Salmon

Thank you.

Operator

And that concludes the Q & A session. I will now ask once again turn the call back over to Scott for closing remarks.

Scott Schaeffer

Thanks, Carmen. I would like to end the call by thanking our shareholders for their continued support and interest in RAIT, and we will look forward to speaking with you next quarter. Thank you.

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Copyright policy: All transcripts on this site are the copyright of Seeking Alpha. However, we view them as an important resource for bloggers and journalists, and are excited to contribute to the democratization of financial information on the Internet. (Until now investors have had to pay thousands of dollars in subscription fees for transcripts.) So our reproduction policy is as follows: You may quote up to 400 words of any transcript on the condition that you attribute the transcript to Seeking Alpha and either link to the original transcript or to www.SeekingAlpha.com. All other use is prohibited.

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