ZAIS Financial's CEO Discusses Q1 2013 Results - Earnings Call Transcript

| About: ZAIS Financial (ZFC)

ZAIS Financial Corp. (NYSE:ZFC)

Q1 2013 Earnings Call

May 14, 2013 11:00 AM ET

Executives

Scott Eckstein - Financial Relations Board

Michael Szymanski - President and CEO

Paul McDade - CFO and Treasurer

Brian Hargrave - CIO

Analysts

Douglas Harter - Credit Suisse

Mike Whitener - KBW

Jeremy Campbell - Barclays

Jim Young - West Family Investments

Operator

Good day ladies and gentlemen and welcome to the ZAIS Financial Corporation Quarter One 2013 Conference Call. At this time all participants are in a listen only mode. Following today’s presentation, the conference will be open for questions. (Operator instructions). As a reminder this conference is being recorded today May 14, 2013.

I would now like to turn the conference over to Scott Eckstein. Please go ahead sir.

Scott Eckstein

Thank you operator. Good day everyone and welcome to ZAIS Financial Corps Conference Call to review the company’s results for the first quarter of 2013. On the call today, will be Michael Szymanski, President and Chief Executive Officer, Paul McDade Chief Financial Officer and Treasurer, and Brian Hargrave, Chief Investment Officer.

As a reminder, this call is being recorded and also has been webcast through the company’s website www.zaisfinancial.com.

Before we begin, I’d like to remind everyone that during the course of this conference call, both in our prepared remarks and the answers to your questions, we may make certain statements and assumptions that contain or based upon forward-looking information pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to numerous assumptions and uncertainties and known or unknown risks which could cause actual results to differ materially from those anticipated.

These risk factors are more fully discussed in the company’s registration statement for the company’s initial public offering and the fillings with the Securities and Exchange Commission.

Forward-looking statements included in this conference call only made as of the day of this call and the company is not obligate to publically update or revise them. In addition, certain terms used in this call are non-GAAP financial measures, reconciliations or which are provided in the company’s earnings release and accompanying tables which have been filed on Form 8-K with the SEC this morning and may also be accessed through the company’s website www.zaisfinancial.com.

Each listener is encouraged to review those reconciliations provided in the earning release together with all of our information provided in the list. I will now turn the call over to Michael Szymanski. Please go ahead sir.

Michael Szymanski

Good morning everyone and thanks for joining us today. We are pleased to present our financial results for the first quarter 2013. I will begin with the brief overview of our financial results, discuss what we are presently seeing in the market place, and then provide an update on our progress to date in executing our operating plans.

Following that, our CFO, Paul McDade, will review our financial results in more detail, while our CIO, Brian Hargrave, will offer detail look at our portfolio performance.

The company had a solid first quarter, successfully deploying approximately $291 million into agency and non-agency RMBS and entering into TBA contract with 104 million of notional value.

At March 31, our RMBS portfolio had an estimated fair value of $455.9 million including a $182.3 million in Agency RMBS and $273.6 million in non-Agency RMBS. In addition, we completed our first whole loan purchase of approximately $10.8 million. We continue to see interesting whole loan investment opportunities that are consistent with our investment strategy.

As noted in today's earnings release, the first quarter reported GAAP net income of 2 million. Our core earnings for the quarter were 0.8 million. Book value per share of common stock as of March 31, 2013 was $21.50 compared with $21.68 at December 31, 2012. Book value per share decreased as a result of the issuance of 5,650,000 shares of common stock upon the completion of the company’s IPO, earnings for the quarter and other items.

In the first quarter, yields in the RMBS market have continued their trend lower due to factors including improving trends in the housing market, prevailing low interest rates and decreased mortgage delinquencies and default rates.

In the whole loan space supply has increased while competition pretty fast it has grown. In light of this, we believe that investment opportunities in these markets remain attractive for investors and that security selection is absolutely essential to providing attractive returns in the current market environment. We adhere to our stated philosophy of evaluating potential investments based in our risk adjusted returns model and we're constantly monitoring the market for opportunities consistent with our investment strategy to maximize value for our shareholder.

As stated on our fourth quarter conference call, we anticipate being fully invested in our target portfolio, within approximately 6 months, following our IPO and this remains our goal. We continue to actively engage negotiations on the purchase and financing side to fulfill our target portfolio allocation of an estimated 50-60% of equity allocation to whole loan, 30-40% in non-agency RMBS, 5-10% MSRs, other real estate-related and financial assets in cash and 0% to 5% agency RMBS.

As I mentioned, we funded our initial whole loan purchase of approximately 10.8 million in investment proceeds. Brian Hargrave will provide additional details on these transactions in his remarks. We look forward to sharing our continued progress towards these portfolio objectives with you on future conference calls. Lastly, we're pleased to declare our initial common stock cash dividend as a public company. The cash dividend is $0.22 per share for the company's common stock payable on May 31, 2013 to shareholders of record as of May 24, 2013.

Going forward we expect to announce quarterly dividend late in the calendar quarter consistent with the majority of our peers.

And now I will turn the call over to our Chief Financial Officer Paul McDade to review our financial performance.

Paul McDade

Thanks Mike, good morning everyone. Before I review our first quarter result, I would like to remind you that in light of our February IPO, our results for the first quarter ended March 31, 2013; partially reflect our pre IPO operation as a (prior to) REIT, as well as the period of cash deployment post IPO. As a result, our first quarter results are difficult to benchmark versus prior periods and may not be representative of a result in future periods.

For the first quarter, as Mike already mentioned, we reported GAAP net income of $2 million or $0.32 per weighted average share outstanding. Our core earnings for the quarter were $0.8 million or $0.13 per weighted average share outstanding. You should reference the section of our press release entitled use of non-GAAP financial information for further explanation of core earnings, which is a non-GAAP financial measure.

We earned interest income of $3.4 million for the three months ended March 31, 2013 compared with $2.8 million in the prior year period. The change was due to an increase in our average investment portfolio partially offset by decline in average asset yield. We incurred interest expense of $0.5 million for the quarter compared with $0.3 million for the same period in 2012. The increase was related to increased borrowings from repurchased agreements.

As of March 31, 2013, the weighted average net interest spread between the yield on the company’s assets and the cost of funds including the impact of interest rate hedging was 1.58% for agency RMBS and 3.97% for non-agency RMBS.

We incurred professional fees of $1.3 million for the three months ended March 31, 2013 as compared to $0.5 million in professional fees for the three months ended March 31, 2012. The increase in professional fees was primarily due to an increase in 2012 year-end audit fees of $0.6 million, all of which was recognized upon the completion of the audit in the first quarter.

This year's audit reflects an increased reporting requirements of becoming a public company. In addition to increased audit fees, we incurred an increase of fees of $0.2 million related to whole loan acquisitions. During the period the advisor earned an advisory fee of $0.5 million; the fee equaled to 1.5% per annum and is calculated and payable quarterly in arrears. The advisory fee was recorded as an advisory fee expense to a related party.

I would now like to turn the call over to our Chief Investment Officer Brian Hargrave to discuss our portfolio and investment activity.

Brian Hargrave

As discussed in our March conference call we have fully deployed our IPO proceeds in both agency and non-agency RMBS and remain on schedule to reach our target portfolio allocations including whole loan within our expected timeframe we continue to see attractive yield premiums in the whole loan market even as competition for these assets has increased. We are in active negotiations with counter parties to purchase and finance additional whole loans that will be part of our targeted 50% to 60% equity allocation to whole loans.

Late in March we completed our first whole loan purchase comprised of approximately 17.7 million in unpaid principle balance for purchase price of $10.8 million. While we usually look toward larger whole loan transactions, we found this purchase particularly attractive as we were able to fund it with equity while validating ZAIS Financial Corp’s whole loan acquisition process and ownership structure through this initial transaction.

We will continue to take an integrated approach when assessing the value of potential non-agency RMBS and residential whole loan pool transactions and continue to find relative value opportunities in the whole loan sector currently.

We will continue to be opportunistic with these investment opportunities as well as use our discretion to evaluate investments in other real estate related and financial assets when our analysis shows the risk adjusted returns justify such an investment.

Now we will provide a brief summary of our portfolio and investment activities in the first quarter of 2013. As of March 31, our portfolio had an estimated fair market value of $455.9 million consisting primarily of senior tranches of non-agency RMBS that were originally highly rated but subsequently downgraded. And agency RMBS collateralized by either fixed rate loans or arms as well as mortgage loans.

During the quarter we acquired agency RMBS with a principle balance of $111 million and non-agency RMBS with a principle balance of $216.7 million. We also entered into agency TBA contracts with a notional amount as of March 31, 2013 of $104 million this investment was made to take advantage of favorable conditions in the (dollar) market.

We did not sell any agency or non-agency RMBS during the quarter the fair market values of the company’s agency RMBS and non-agency RMBS at March 31, 2013 were $182.3 million and $273.6 million respectively.

At quarter’s end ZAIS Financial had a book value per share of common stock of $21.50 compared with $21.68 at December 31, 2012. On the prepayment front, as of March 31, the three and six months CPR averages for our agency RMBS were 5.2% and 7.3% respectively. For our non-agency RMBS the three and six months average CPR were 16.7% and 18.2% respectively. The non-agency RMBS CPR includes both voluntary and involuntary amounts.

During the quarter, we saw continued home price appreciation, lower delinquencies and increasing utilization of low modifications in foreclosure alternatives which could provide upside to our cash flow performance on the non-agency side. Regarding our agency position, encouraging prepayment trends per set in certain (pools) backed by specific collateral types such as lower loan balances and particular geographic concentrations.

As of March 31, 2013, the company had an affective leverage ratio of 2.05 times which includes 109.5 million in fair value of agency RMBS subject to purchase through the TBA securities. We had repurchased agreement outstanding of $295.6 million. These agreements are secured by a portion of our agency RMBS and non-agency RMBS and their interest at rates that have historically moved in close relationship to LIBOR.

We are in ongoing discussions with financial institutions to potentially add and diversify our repurchase agreement capacity. At the end of the quarter, we’d utilized interest rate swap agreements to mitigate the effects of increases in interest rates for portion of our outstanding repurchased agreements. These swap agreements provide for us to pay fixed interest rates and receive floating rates indexed off LIBOR, effectively fixing the floating interest rates on $169.4 million of repurchased agreements borrowing as of March 31, 2013.

That concludes our prepared remakes and we will now open it up for questions.

Question-and-Answer Session

Operator

(Operator Instruction). And our first question comes from the line of Douglas Harter of Credit Suisse. Please go ahead.

Douglas Harter - Credit Suisse

I was wondering if you could give us a little more clarity around on the pipeline on the whole loan side just in order that goes comfortable with those hitting the target of getting fully deployed there within six months.

Michael Szymanski

Sure. We are in negotiations both the purchase and financing side I would say we do not have that entire target identified in the closing pipeline so to speak at this point. But a significant portion of it is in the works and we expect to fill in behind that. A key part of that process will be lining up the financing for those loans which need to occur prior to purchase. So that's the part that we have been spending a significant amount of time on as well.

Douglas Harter-Credit Suisse

Just to clarify on that; so is that loan; have you ever won the bid on those loans or is those still open for competitive bids at this point?

Michael Szymanski

We have loans that we are in sole discussions at this point as opposed in a competitive process.

Douglas Harter-Credit Suisse

And on the agency TBA position, can you talk about sort of how that's faring sort of recently as kind of renewed concerns about the fad ending; our tapering QE how that position is faring and then also how you view the duration of that opportunity?

Michael Szymanski

Yes, sure if you think about our agency, RMBS exposure I think we have been fairly clear in articulating that as a relatively short term strategy for the company. I think when we look at the market, we certainly saw opportunities on the cash side but given the dynamics in the TBA market in the presence of the said, we felt that TBA exposure was one of the more interesting opportunities in that side of the market. I think if you look at the timing of us given the completion of our IPO in February in ramping up into the end of the quarter, I think the timing actually was quite good and what you have seen in the market really extent at the end of the quarter as its moved a little tighter as there has been some spread tightening in the overall agency RMBS post the end of the quarter.

Douglas Harter-Credit Suisse

And just one more on the dollar roll, is there a portion of sort of income that you excluded from core income that associated with the dollar roll that we should think about at sort of economic; economic earnings from those positions?

Paul McDade

Yes in coming up with the quarter earnings calculation it was probably by the 100,000 of loss related to TBA position that is factored out of the core earnings calculations.

Operator

And our next question comes from the line of Mike Whitener with KBW. Please go ahead.

Mike Whitener - KBW

So I guess a couple of detail questions and some bigger picture questions. First, on the (swaps) portfolio, I was just wondering if you could say a little more about through the average duration, average pay rate and maybe we can get a detailed schedule those in the queue or that kind of info.

Michael Szymanski

Paul why don’t you talk a little about what we will disclose with respect to swap portfolio in the queue?

Paul McDade

Sure. one of the tables that we will be showing in queue with regard to derivative instruments, we will show that notional amount of interest rates swaps on the book of March 31 versus December 31, 2012 we’ll also disclose the notional amount of TBAs, on the book in March 31 versus 2012. And we will disclose derivative liabilities as fair value as well as the assets for the TBAs at fair value in a tabular format.

We’ll also have schedule that details out the maturity value for the various different interest rates swaps, showing the notional amount of swaps by maturity band, looking at the weighted average pay rate for the portfolio, the weighted average receive rate and then the weighted average years to maturity on the interest rates swap that are held in portfolio.

Mike Whitener - KBW

So that will all be in the queue and any kind of tips on when we might see that?

Michael Szymanski

The queue is anticipated to be filed after the close of business today.

Mike Whitener - KBW

And then on the funding cost, I know you guys have mentioned, you said something in the opening remarks but just wondering if you could say little more on the non-agency funding cost side. What are the average whether its repo or otherwise and what’s the average pay rate there or cost?

Scott Eckstein

On the non-agency side, the repo weighted average rate is just about 200 basis points.

Mike Whitener - KBW

Great, so a couple of bigger picture questions. Obviously you guys have a very high non agency mix in the MBS portfolio today, in other regions kind of talked over time about the cold pool tests and you know where the limitations are. So just wondered, if you could talk about that. It looks like on a principal amount basis you're almost two thirds non-agency and just wondering about REIT rules and whole cold pool tests and that sort of things.

Paul McDade

I think that gets pretty technical in terms of the corporate structure, maybe that’s something we can follow up on, but we, I don't think we obviously don’t view that we have any issues there at present.

Michael Szymanski

What I would say there is that we have a pretty extensive monitoring system in place and if you get inside of a mortgage REIT you'll find that there is numerous subsidiaries that are set up to essentially facilitate holding assets, to both be exempt to the (inaudible) as well as to pass the re test, and we have cushion in all of those tests. I think one of the things that's going to help us with a number of those tests is the continued allocation to whole loans, where we actually are you know, finish out the portfolio construction and that will help us create even more cushion to continue to take, you know, our whole purpose here is to have a mortgage REIT that takes credit risks. That's what we specialize in.

So, we have a, again a great deal of detail to back that up and if there's additional information that you or others need, we can chat with you and try to facilitate that information.

Mike Whitener - KBW

Great, I appreciate that and I'll follow up with you guys after the call just to make sure I know, sort of structurally how that works. And then I guess just one other question. You know you mentioned you have a little over a 100 million in the TBA dollar role positions right now. Is that 100 million, or how should we think about that going forward? I mean, is that kind of 100 million that we should think of as sort of rolling month to month or is the expectation that you settle that and then your non-agency balance goes up by that amount, sorry your agency balance goes up by that amount or how do we look at that relative to the portfolio that's already settled?

Michael Szymanski

Sure. I guess two things, I think specific to the TBA position the thought process behind that was specific to the dollar roll market so I don't, I think you should think of it as a position that's being rolled for the time being, may not, taking delivery on securities. You know that said I think you should think about that in the context of the portfolio allocation that we outlined in our IPO road show and spoke about here which is really to take that overall agency exposure on an equity basis down to something in the context 0% to 5% over the coming months. So I think the position itself will likely continue to be rolled for as long as we own it but the timeframe on our ownership should be read in a context of our overall portfolio allocation.

Operator

(Operator Instructions) And our next question comes from the line of Jeremy Campbell from Barclays, please go ahead.

Jeremy Campbell - Barclays

Just a couple of quick questions for you. On the whole loan side can you just give us an idea of, what kind of timeline from when you entered into negotiations to a close, does it take in matter, weeks or is it a month long period, what we are looking at here?

Michael Szymanski

I would think basically you are looking at something in the context of four to six weeks from the time we start that process to close. That can vary, some of it will depend on the due diligence process and what’s identified through that process. I would also say that in our case, in a starting this strategy in a new entity the initial transactions tend to take a little bit longer because there is some fair amount of one time work that has to go into some of the transactions that then you have the benefit of using in future transactions.

Jeremy Campbell - Barclays

Got it great, and then you guys said that you were looking at more bulk sizes relative to what you got in the first quarter. Can you give a little context relating to that? Are we were talking like, 100 million, what constitutes to your target bulk size, I guess, just in terms of how many deals you might need to do to ramp up to your targeted allocation?

Michael Szymanski

It’s a good question. I think there are a lot of factors that weigh in on that. I would say in some what a vacuum that ideally we like to be transacting in the range of 50 million to 100 million in proceeds, investment proceeds. Obviously with the potential to transact around that on the smaller side the costs of doing the transaction become a little more cumbersome and the market becomes a little more competitive with more players able to access those pools. On the larger side right now interestingly enough, I think we are in a market where larger volume transactions actually trade more aggressively because of the amount of capital that is out there that needs to be put to work. So I think somewhere in that rough range from a proceeds standpoint fits us best.

Jeremy Campbell - Barclays

And then just one last question. Can you go, how many counter parties do you guys currently have on the funding side and maybe how many are you in negotiations with right now?

Michael Szymanski

We were using three at the end of the quarter. We have added a couple since then. I do not expect that we will grow that tremendous amounts given that we are looking to migrate that exposure into loans I do not think it is prudent for us to spend the time and money to wind up a lot of repurchase counter parties that ultimately we will not really use the benefits of. So I think it will probably expand a little from where we are today but not dramatically, probably not to the extent of some of our peers.

Operator

And our next question comes from the line of Jim Young from West Family Investments. Please go ahead.

Jim Young - West Family Investments

Could you talk a little more first whole loan purchase? I recognize it is small of only like $10.8 million. But what did you find interesting or compelling about this whole loan purchase? And secondly, what are the return expectations on this acquisition?

Michael Szymanski

Sure, I will talk a little bit out the pool I am not sure I can say a lot about the return expectations right now. But we purchased that pool right at the end of the quarter. It is a pool really consistent with the investment strategy we have (inaudible) in our road show which was higher risk performing and re-performing loans. So these are loans that were originated prior to the crisis most of them in that kind of top of the market 2006, 2007 timeframe. They have elevated risk characteristics, they most notably, they are underwater from LTV standpoint. And these are all things that we have spoken about generally in terms of the market that we find interesting on the whole loan side. So this pool was kind of right in the middle with that strategy higher risk performing, re-performing legacy loans, with the overwhelming majority of the loans current at the time purchase but still purchased at as you can see in the numbers a meaningful discount.

We’ve provided some guidance on the return expectations for the asset class in our IPO road show. And I think that I wouldn’t say much other than that we expect this pool would fall in that range.

Jim Young - West Family Investments

Can you just remind us what are those return expectations for this category and then what you’re seeing in the market are the return expectations towards the higher end of lower end at this time for the other pools that you’re looking at?

Michael Szymanski

We believe the return expectations we had in the road show were 6% to 8% on whole loans. I would say in general that there is still a significant amount of variation in the market. It’s not as officially priced as the securities market. And in particular on some of these lower pools, smaller pools, I’m sorry, the expected returns can be all over the place. I would say in general in the market, we are probably seeing things at the lower end at that range right now.

Operator

And our next question is a follow up from the line of Mike Whitener from KBW. Please go ahead.

Mike Whitener - KBW

Just one last one, as you look forward, I was wondering if you could talk about the securitization market as it pertains to the whole loans both that you’re buying and as you think forward about that business, as you guys grow, intention to securitize those loans and get into some of the new issue market whether it be the (jumbo) or eventually sort of agency mortgages with that and securitizing that play role as well? Thanks.

Paul McDade

Sure. I think we are very interested in securitization as a source of financing given that we’re at historically low rates here and these are longer duration assets and at some point shorter duration funding could become a problem. I don’t think we’re of the view that that’s a short term problem but ultimately I think we would be interested in sourcing securitization financing.

I would say on the legacy collateral that we are interested in, in the relatively short term, there is securitization activity there. It's primarily in, the structures are primarily non-rated. And as a result the financing is potentially interesting and something that we will look at. It's not as compelling as it might otherwise be with the rating on it today. So that's something that we want to continue to watch as that market evolves and develops.

On the new issue side, we definitely are interested in opportunities and newly originated loans and we think securitization will be a key part of that process. The jumbo market today is relatively competitive and one of the things I think that's important about our strategy is we are and you should think of us as a source of whole loan risk. And then from the whole loan risk, we will look at the optimal way to finance that, whether it'd be securitization or other mean.

If you look at the jumbo market today, a lot of that is spreading in a securitized form which opens up that process to a lot of competition. Because it’s much less cumbersome to transact in securities as opposed to loans. And I think as a result, the opportunities are going to be just more competitively priced. So we are watching that side of the market but also thinking about the longer term strategy we articulated which is to really look at how we might source newly originated loans directly and then aggregate those and then pursue the most optimal financing of them from there.

Mike Whitener - KBW

And then maybe just one last one; I think you talked maybe a little bit about the dividend and what your expectations around that, would be not necessarily in terms of giving guidance, but you're expectation kind of laid out before still the same and how should we think about the declared dividend, the $0.22 relative to fully ramped the expectations and so forth?

Michael Szymanski

It's not our policy; it's not our policy to provide earnings guidance or dividend guidance. And I think the way you should think about it, is you think about our progress towards, you know, getting fully allocated into our portfolio construction. And at that point as we have said; we don’t really want to comment on what we said several months ago because the market continues, it continues to tighten across fixed income. So I think what we’d like, our investor base to focus on is our progress towards gaining that portfolio construction completed. And again we think we are on track to meet our goals. And then think about along that sort of what’s going broadly in the fixed income.

Paul McDade

I’ll just add, if you look at, we have articulated a 2.05 times effective leverage ratio. That’s at the low end of the range we have showed in the road show which was 2 to 3 turns, if you think about the timing of the IPO and the fact that we are really kind of ramping that up largely in the last four to six weeks to the quarter, that will give you some sense of the kind of the ramps earnings on that securities portfolio. And then from there as Mike said, we kind of will move into that more optimal portfolio allocation over the next few months.

Mike Whitener - KBW

Just one quick follow up on that then, relative to the sector and when we usually see people to clear dividends, this is sort of in between things. Should we think of that dividend as the Q2 divided or should we think of that as kind of the 1Q dividend, you know you happened to be clearing along with 1Q results?

Paul McDade

That is in the first quarter dividend.

Operator

There are no further questions at this time. I would now like to turn the call back to management for closing remarks.

Michael Szymanski

Thank you all for your participation today and I note this is our second earnings call and we have got some very good questions from the analyst to cover us as well as some investors so we are really encourage that. We look forward to seeing you again in our next earnings call.

Operator

And ladies and gentlemen, this concludes the ZAIS Financial Corporation quarter one 2013 conference call. If you would like to listen to our replay of today’s conference call please dial 1203-0000-3030 or toll free at 1800-406-7326 and access code 4617864. We thank you for your participation. You may now disconnect.

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