R
|
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
For
the Fiscal Year Ended December 31, 2005
|
|
£
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the Transition Period From
to
|
Maryland
|
47-0934168
|
|
(State
or other jurisdiction of
|
(I.R.S.
Employer
|
|
incorporation
or organization)
|
Identification
No.)
|
Title
of Each Class
|
Name
of Each Exchange on Which Registered
|
|
Common
Stock, $0.01 par value
|
New
York Stock Exchange
|
Document
|
Where
Incorporated
|
1.
Proxy
Statement for Annual Meeting of Stockholders to be held on June 14,
2006,
to be filed with the Securities and Exchange Commission
|
Part
III
|
1
|
||
14
|
||
19
|
||
19
|
||
19
|
||
19
|
||
|
||
19
|
||
20
|
||
22
|
||
53
|
||
60
|
||
60
|
||
60
|
||
60
|
||
61
|
||
61
|
||
61
|
||
61
|
||
61
|
||
|
||
62
|
• |
focusing
on originating high credit quality residential mortgage loans through
NYMC
that we believe can either be retained in our portfolio or sold at
a
profit;
|
• |
focusing
on maximizing our lending to home buyers rather than to home owners
seeking to refinance their mortgage loans, which we believe makes
our
business less vulnerable to declines in loan origination volume resulting
from increases in interest rates;
|
• |
leveraging
our portfolio to increase its size with the intent to enhance our
returns
while at the same time managing the increased risk of loss associated
with
this leverage;
|
• |
utilizing
hedging strategies that we consider appropriate to minimize exposure
to
interest rate changes; and
|
• |
expanding
our retail and wholesale mortgage banking business through the hiring
of
additional loan officers, the opening of new retail branch offices
in new
markets and selectively pursuing strategic acquisitions in the mortgage
banking industry.
|
• |
Our
board of directors is composed of a super-majority of independent
directors. As per guidelines established by the SEC and NYSE, the
Audit,
Nominating/Governance and Compensation Committees are composed exclusively
of independent directors.
|
• |
We
have adopted a Code of Business Conduct and Ethics and Corporate
Governance Guidelines that apply to all officers, directors and employees
(as well as a supplemental Code of Ethics for Senior Financial Officers)
to promote the highest standard of conduct and ethics in our dealings
with
our customers, stockholders, vendors, the public and our
employees.
|
• |
Our
Insider Trading Policy prohibits any of the directors, officers or
employees of the Company from buying or selling our stock on the
basis of
material nonpublic information, and in conjunction with our Regulation
FD
policy, prohibits communicating material nonpublic information to
others.
Trading of our securities by directors, officers or employees is
allowed
only during a discreet narrow open period after our quarterly report
on
Form 10-Q or annual report on Form 10-K is filed with the
SEC.
|
• |
Generally,
we will “early adopt” new accounting standards promulgated by the
Financial Accounting Standards Board (“FASB”), the SEC or other standard
setting accounting body.
|
• |
We
have established a formal internal audit function to monitor and
test the
efficiency of our internal controls and procedures as well as the
implementation of Section 404 of the Sarbanes-Oxley Act of
2002.
|
• |
We
have made publicly available, through our website www.nymtrust.com,
the
charters of the independent committees of our Board of Directors
(Audit
Committee, Compensation Committee, Nominating and Corporate Governance
Committee) and other corporate governance materials, including our
Code of
Business Conduct and Ethics, our Corporate Governance Guidelines,
our
Insider Trading Policy, and other corporate governance
policies.
|
• |
Mortgage
Portfolio Management—
long-term investment in high-quality, adjustable-rate mortgage loans
and
residential mortgage-backed securities;
and
|
• |
Mortgage
Lending—
mortgage loan originations as conducted by
NYMC.
|
• |
Proceeds
from equity raising efforts are promptly invested in acquired ARM
Assets
in order to generate returns on the equity
investment.
|
• |
Acquired
ARM Assets are replaced with high-quality, higher-yielding, lower
cost ARM
loans self-originated through NYMC retail channels or otherwise
acquired.
|
• |
Mortgage
portfolio management operates with a long-term investment
outlook.
|
• |
Short-term
financing of ARM loans to be securitized is provided by secured warehouse
and aggregation lines.
|
• |
Ultimate
financing for ARM loans is provided by either issuing collateralized
debt
obligations or by repurchase financing
facilities.
|
• |
through
self-origination, we avoid the intermediation costs associated with
purchasing mortgage assets in the capital markets;
and
|
• |
the
net interest income generated in the REIT or our QRS generally will
not be
subject to tax, whereas, had we sold our loans in the capital markets
through our TRS, we would have been subject to tax on the gain on
sale of
loans.
|
• |
Category
I investments are mortgage-backed securities that are either rated
within
one of the two highest rating categories by at least one of the Rating
Agencies, or have their repayment guaranteed by FHLMC, FNMA or
GNMA.
|
• |
Category
II investments are mortgage-backed securities with an investment
grade
rating of BBB/Baa or better by at least one of the Rating
Agencies.
|
• |
Category
III investments are mortgage-backed securities that have no rating
from,
or are rated below investment grade by at least one of the Rating
Agencies.
|
• |
1
month adjustable-rate (various total terms);
|
• |
6
month adjustable-rate (various total terms);
|
• |
1
year adjustable-rate (various total terms);
|
• |
2
year fixed-rate, adjustable-rate hybrid (various total
terms);
|
• |
3
year fixed-rate, adjustable-rate hybrid (various total terms);
|
• |
5
year fixed-rate, adjustable-rate hybrid (various total terms):
and
|
• |
7
year fixed-rate, adjustable-rate hybrid (various total
terms).
|
• |
no
investment shall be made which would cause us to fail to qualify
as a
REIT;
|
• |
no
investment shall be made which would cause us to be regulated as
an
investment company;
|
• |
at
least 70% of our assets will be Category I investments or loans that
back
or will back such investments; and
|
• |
no
more than 7.5% of our assets will be Category III
investments.
|
• |
For
our self-originated loan portfolio, we perform our own underwriting
rather
than rely on the underwriting of
others.
|
• |
We
attempt to maintain a net duration, or duration gap, of one year
or less
on our ARM portfolio, related borrowings and hedging
instruments.
|
• |
We
structure our liabilities to mitigate potential negative effects
of
changes in the relationship between short- and longer-term interest
rates.
|
• |
We
may purchase or structure credit enhancements to mitigate potential
losses
from borrower defaults.
|
• |
Substantially
all of the Company’s securities are backed by ARM loans. Because we are
focused on holding ARM loans rather than fixed-rate loans, we believe
we
will be adversely affected to a lesser extent by early repayments
due to
falling interest rates or a reduction in our net interest income
due to
rising interest rates.
|
• |
the
purchase and sale of agency and private label mortgage-backed securities,
subject to the limitations described
above;
|
• |
securitizations
of our mortgage loan portfolio;
|
• |
the
purchase and sale of agency debt;
|
• |
the
purchase and sale of U.S. Treasury securities;
|
• |
the
purchase and sale of overnight investments;
|
• |
the
purchase and sale of money market funds;
|
• |
hedging
arrangements using:
|
• |
interest
rate swaps and Eurodollar contracts;
|
• |
caps,
floors and collars;
|
• |
financial
futures; and
|
• |
options
on any of the above; and
|
• |
the
incurrence of indebtedness using:
|
• |
repurchase
agreements;
|
• |
bank
loans, up to an aggregate of $100 million; and
|
• |
term
repurchase agreements.
|
• |
originates
many of the high quality mortgage loans that we retain and ultimately
collateralize as mortgage securities that we hold in portfolio or
issue as
collateralized debt obligations;
|
• |
allows
us to be competitive by offering a broad range of residential mortgage
loan products; and
|
• |
generates
gain on sale income at the TRS with the ability to sell to third
parties
any fixed-rate and ARM loans that are not eligible for retention
and
investment in the our portfolio.
|
• |
the
ability to originate ARM loans at lower cost, so that the amount
of
premium (net cost over par) to be amortized will be reduced in the
event
of prepayment;
|
• |
generally
higher yielding investments as our cost basis is lower; providing
the
ability to generate a higher return to shareholders and/or the ability
to
absorb the cost of additional interest rate hedges and thus reduce
the
inherent interest rate risk in our
portfolio;
|
• |
greater
control over the quality and types of ARM loans in our portfolio
as we
directly perform our own underwriting of such loans and can encourage
our
loan officers to focus on certain types of ARM
products.
|
(Dollar
amounts in thousands)
|
Number
of
Loans
|
Dollar
Value
|
%
of Total
|
|||||||
Payment
Stream
|
||||||||||
Fixed
Rate
|
||||||||||
FHA/VA
|
1,805
|
$
|
242,258
|
7.0
|
%
|
|||||
Conventional
Conforming
|
6,031
|
967,922
|
28.2
|
%
|
||||||
Conventional
Jumbo
|
581
|
351,971
|
10.2
|
%
|
||||||
Total
Fixed Rate
|
8,417
|
$
|
1,562,151
|
45.4
|
%
|
|||||
ARMs
|
||||||||||
FHA/VA
|
94
|
$
|
15,244
|
0.5
|
%
|
|||||
Conventional
|
6,202
|
1,859,976
|
54.1
|
%
|
||||||
Total
ARMs
|
6,296
|
1,875,220
|
54.6
|
%
|
||||||
Annual
Total
|
14,713
|
$
|
3,437,371
|
100.0
|
%
|
|||||
Loan
Purpose
|
||||||||||
Conventional
|
12,814
|
$
|
3,179,869
|
92.5
|
%
|
|||||
FHA/VA
|
1,899
|
257,502
|
7.5
|
%
|
||||||
Total
|
14,713
|
$
|
3,437,371
|
100.0
|
%
|
|||||
Documentation
Type
|
||||||||||
Full
Documentation
|
9,238
|
$
|
2,100,239
|
61.1
|
%
|
|||||
Stated
Income
|
2,489
|
696,789
|
20.3
|
%
|
||||||
Stated
Income/Stated Assets
|
1,346
|
320,624
|
9.3
|
%
|
||||||
No
Documentation
|
609
|
145,845
|
4.2
|
%
|
||||||
No
Ratio
|
437
|
83,013
|
2.4
|
%
|
||||||
Stated
Assets
|
13
|
2,315
|
0.1
|
%
|
||||||
Other
|
581
|
88,546
|
2.6
|
%
|
||||||
Total
|
14,713
|
$
|
3,437,371
|
100.00
|
%
|
• |
our
business strategy;
|
• |
future
performance, developments, market forecasts or projected
dividends;
|
• |
projected
acquisitions or joint ventures; and
|
• |
projected
capital expenditures.
|
• |
our
limited operating history with respect to our portfolio
strategy;
|
• |
our
proposed portfolio strategy may be changed or modified by our management
without advance notice to stockholders, and that we may suffer losses
as a
result of such modifications or
changes;
|
• |
impacts
of a change in demand for mortgage loans on our net income and cash
available for distribution;
|
• |
our
ability to originate prime and high-quality adjustable-rate and hybrid
mortgage loans for our portfolio or for sale to third
parties;
|
• |
risks
associated with the use of leverage;
|
• |
interest
rate mismatches between our mortgage-backed securities and our borrowings
used to fund such purchases;
|
• |
changes
in interest rates and mortgage prepayment rates;
|
• |
effects
of interest rate caps on our adjustable-rate mortgage-backed
securities;
|
• |
the
degree to which our hedging strategies may or may not protect us
from
interest rate volatility;
|
• |
potential
impacts of our leveraging policies on our net income and cash available
for distribution;
|
• |
our
board’s ability to change our operating policies and strategies without
notice to you or stockholder
approval;
|
• |
the
other important factors described in this Annual Report on Form 10-K,
including those under the captions “Management’s Discussion and Analysis
of Financial Condition and Results of Operations,” “Risk Factors,” and
“Quantitative and Qualitative Disclosures about Market
Risk.”
|
· |
civil
and criminal liability, including potential monetary
penalties;
|
· |
loss
of state licenses or permits required for continued lending and servicing
operations;
|
· |
legal
defenses causing delay or otherwise adversely affecting our ability
to
enforce loans, or giving the borrower the right to rescind or cancel
the
loan transaction;
|
·
|
demands
for indemnification or loan repurchases from purchasers of our
loans;
|
·
|
class
action lawsuits; and
|
·
|
administrative
enforcement actions.
|
· |
our
charter provides that, subject to the rights of one or more classes
or
series of preferred stock to elect one or more directors, a director
may
be removed with or without cause only by the affirmative vote of
holders
of at least two-thirds of all votes entitled to be cast by our
stockholders generally in the election of
directors;
|
· |
our
bylaws provide that only our board of directors shall have the authority
to amend our bylaws;
|
·
|
under
our charter, our board of directors has authority to issue preferred
stock
from time to time, in one or more series and to establish the terms,
preferences and rights of any such series, all without the approval
of our
stockholders;
|
·
|
the
Maryland Business Combination Act;
and
|
·
|
the
Maryland Control Share Acquisition
Act.
|
Location
|
|
Business
Activity
|
Business
Segment
|
|
New
York City
|
Corporate
Headquarters and
Mortgage
Origination
|
Mortgage
Portfolio
Management
and
Mortgage
Lending
|
||
Bridgewater,
New Jersey
|
Wholesale
Lending
|
Mortgage
Lending
|
||
Various-54
locations in 11 states
|
Retail
Mortgage Origination
|
Mortgage
Lending
|
|
Common
Stock Prices
|
Cash
Dividends
|
|||||||||||||||||
|
High
|
Low
|
Close
|
Declared
|
Paid
or
Payable
|
Amount
per
Share
|
|||||||||||||
Year
Ended December 31, 2005
|
|||||||||||||||||||
Fourth
quarter
|
$
|
7.50
|
$
|
5.51
|
$
|
6.62
|
12/09/05
|
1/26/06
|
$
|
0.21
|
|||||||||
Third
quarter
|
9.20
|
7.00
|
7.47
|
9/26/05
|
10/26/05
|
0.21
|
|||||||||||||
Second
quarter
|
10.23
|
9.04
|
9.07
|
6/02/05
|
07/26/05
|
0.25
|
|||||||||||||
First
quarter
|
11.30
|
9.90
|
10.22
|
03/11/05
|
04/26/05
|
0.25
|
Common
Stock Prices
|
Cash
Dividends
|
||||||||||||||||||
|
High
|
Low
|
Close
|
Declared
|
Paid
or
Payable
|
Amount
per
Share
|
|||||||||||||
Year
Ended December 31, 2004
|
|||||||||||||||||||
Fourth
quarter
|
$
|
11.34
|
$
|
8.90
|
$
|
11.20
|
12/16/04
|
1/26/05
|
$
|
0.24
|
|||||||||
Third
quarter
|
9.90
|
8.55
|
9.35
|
9/16/04
|
10/26/04
|
0.16
|
|||||||||||||
Second
quarter
|
9.15
|
8.69
|
8.86
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
||||||||||
(1) |
The
Company closed its IPO on June 29, 2004. As a result, no dividend
for the
two days of the quarter ended June 30, 2004 was declared or
paid.
|
Declaration
Date
|
Record
Date
|
Payment
Date
|
Cash
Distribution per share
|
Income
Dividends
|
Short-term
Capital Gain
|
Total
Taxable Ordinary Dividend
|
Return
of Capital
|
|||||||||||||||
12/16/04
|
1/6/05
|
1/26/05
|
$
|
0.24
|
$
|
0.21558
|
$
|
0.02076
|
$
|
0.23634
|
$
|
0.00366
|
||||||||||
3/11/05
|
4/6/05
|
4/26/05
|
$
|
0.25
|
$
|
0.18931
|
$
|
0.03005
|
$
|
0.21936
|
$
|
0.03064
|
||||||||||
6/2/05
|
7/14/05
|
7/26/05
|
$
|
0.25
|
$
|
0.15421
|
$
|
0.07059
|
$
|
0.22480
|
$
|
0.02520
|
||||||||||
9/26/05
|
10/6/05
|
10/26/05
|
$
|
0.21
|
$
|
0.13482
|
$
|
—
|
$
|
0.13482
|
$
|
0.07518
|
||||||||||
Total
2005 Cash Distributions
|
$
|
0.95
|
$
|
0.69392
|
$
|
0.12140
|
$
|
0.81532
|
$
|
0.13468
|
Plan
Category
|
Number
of Securities to
be
Issued upon Exercise
of
Outstanding Options,
Warrants
and Rights
|
Weighted
Average
Exercise
Price of
Outstanding
Options,
Warrants
and Rights
|
Number
of Securities
Remaining
Available for
Future
Issuance under Equity
Compensation
Plans
|
|||||||
Equity
compensation plans approved by security holders.
|
566,500
|
$
|
9.56
|
139,500
|
|
For
the Year Ended December 31,
|
|||||||||||||||
|
2005
|
2004
|
2003
|
2002
|
2001
|
|||||||||||
(Dollar
amounts in thousands, except per share data)
|
||||||||||||||||
Operating
Data:
|
||||||||||||||||
Revenues:
|
||||||||||||||||
Interest
income
|
$
|
77,476
|
$
|
27,299
|
$
|
7,609
|
$
|
2,986
|
$
|
1,570
|
||||||
Interest
expense
|
60,104
|
16,013
|
3,266
|
1,673
|
1,289
|
|||||||||||
Net
Interest Income
|
17,372
|
11,286
|
4,343
|
1,313
|
281
|
|||||||||||
Gains
on sales of mortgage loans
|
26,783
|
20,835
|
23,031
|
9,858
|
6,429
|
|||||||||||
Brokered
loan fees
|
9,991
|
6,895
|
6,683
|
5,241
|
3,749
|
|||||||||||
Gain
on sale of securities and related hedges
|
2,207
|
774
|
—
|
—
|
—
|
|||||||||||
Impairment
loss on investment securities
|
(7,440
|
)
|
—
|
—
|
—
|
—
|
||||||||||
Miscellaneous
|
232
|
227
|
45
|
15
|
48
|
|||||||||||
Total
other income
|
31,773
|
28,731
|
29,759
|
15,114
|
10,226
|
|||||||||||
Expenses:
|
||||||||||||||||
Salaries
and benefits
|
30,979
|
17,118
|
9,247
|
5,788
|
3,644
|
|||||||||||
Brokered
loan expenses
|
7,543
|
5,276
|
3,734
|
2,992
|
2,174
|
|||||||||||
General
and administrative expenses
|
24,512
|
13,935
|
7,395
|
3,897
|
2,808
|
|||||||||||
Total
expenses
|
63,034
|
36,329
|
20,376
|
12,677
|
8,626
|
|||||||||||
(Loss)/income
before income tax benefit
|
(13,889
|
)
|
3,688
|
13,726
|
3,750
|
1,881
|
||||||||||
Income
tax benefit
|
8,549
|
1,259
|
—
|
—
|
—
|
|||||||||||
Net
(loss)/income
|
$
|
(5,340
|
)
|
$
|
4,947
|
$
|
13,726
|
$
|
3,750
|
$
|
1,881
|
|||||
Basic
(loss)/income per share
|
$
|
(0.30
|
)
|
$
|
0.28
|
—
|
—
|
—
|
||||||||
Diluted
(loss)/income per share
|
$
|
(0.30
|
)
|
$
|
0.27
|
—
|
—
|
—
|
||||||||
Balance
Sheet Data:
|
||||||||||||||||
Cash
and cash equivalents
|
$
|
9,056
|
$
|
7,613
|
$
|
4,047
|
$
|
2,746
|
$
|
1,549
|
||||||
Mortgage
loans held in securitization trusts or held for investment
|
780,670
|
190,153
|
—
|
—
|
—
|
|||||||||||
Investment
securities available for sale
|
716,482
|
1,204,745
|
—
|
—
|
—
|
|||||||||||
Mortgage
loans held for sale
|
108,271
|
85,385
|
36,169
|
34,039
|
9,894
|
|||||||||||
Due
from loan purchasers and escrow deposits pending loan
closings
|
123,247
|
96,140
|
58,862
|
40,621
|
20,707
|
|||||||||||
Total
assets
|
1,791,293
|
1,614,762
|
110,081
|
83,004
|
34,561
|
|||||||||||
Financing
arrangements
|
1,391,685
|
1,470,596
|
90,425
|
73,016
|
29,705
|
|||||||||||
Collateralized
debt obligations
|
228,226
|
—
|
—
|
—
|
—
|
|||||||||||
Subordinated
debentures
|
45,000
|
—
|
—
|
—
|
—
|
|||||||||||
Subordinated
notes due to members
|
—
|
—
|
14,707
|
—
|
—
|
|||||||||||
Total
liabilities
|
1,690,335
|
1,495,280
|
110,555
|
76,504
|
30,891
|
|||||||||||
Equity
(deficit)
|
100,958
|
119,482
|
(474
|
)
|
6,500
|
3,670
|
||||||||||
Investment
Portfolio Data:
|
||||||||||||||||
Average
yield on investment portfolio
|
4.16
|
3.90
|
—
|
—
|
—
|
|||||||||||
Net
duration of interest earning assets to liabilities
|
0.91
|
0.42
|
—
|
—
|
—
|
|||||||||||
Originations
Data:
|
||||||||||||||||
Purchase
originations
|
$
|
1,985,651
|
$
|
1,089,499
|
$
|
803,446
|
$
|
469,404
|
$
|
374,454
|
||||||
Refinancing
originations
|
1,451,720
|
756,006
|
796,879
|
407,827
|
209,748
|
|||||||||||
Total
originations
|
$
|
3,437,371
|
$
|
1,845,505
|
$
|
1,600,325
|
$
|
877,231
|
$
|
584,202
|
||||||
Fixed-rate
originations
|
$
|
1,562,151
|
$
|
878,749
|
$
|
890,172
|
$
|
518,382
|
$
|
398,056
|
||||||
Adjustable-rate
originations
|
1,875,220
|
966,756
|
710,153
|
358,849
|
186,146
|
|||||||||||
Total
originations
|
$
|
3,437,371
|
$
|
1,845,505
|
$
|
1,600,325
|
$
|
877,231
|
$
|
584,202
|
||||||
Total
mortgage sales
|
$
|
2,875,288
|
$
|
1,435,340
|
$
|
1,234,848
|
$
|
633,223
|
$
|
404,470
|
||||||
Brokered
originations
|
562,083
|
410,165
|
|
365,477
|
|
244,008
|
|
179,732
|
||||||||
Total
originations
|
$
|
3,437,371
|
$
|
1,845,505
|
$
|
1,600,325
|
$
|
877,231
|
$
|
584,202
|
||||||
Originated
Mortgage Loans Retained for Investment:
|
||||||||||||||||
Par
amount
|
$
|
555.2
|
$
|
95.1
|
n/a
|
n/a
|
n/a
|
|||||||||
Weighted
average middle credit score
|
734
|
743
|
n/a
|
n/a
|
n/a
|
|||||||||||
Weighted
average LTV
|
69.62
|
%
|
66.58
|
%
|
n/a
|
n/a
|
n/a
|
|||||||||
Mortgage
Loans Sold:
|
||||||||||||||||
Weighted
average whole loan sales price over par - non-FHA(1)
|
1.34
|
%
|
1.70
|
%
|
1.75
|
%
|
1.51
|
%
|
1.34
|
%
|
||||||
Weighted
average whole loan sales price over par - FHA(1)
|
3.63
|
%
|
2.96
|
%
|
4.10
|
%
|
3.46
|
%
|
3.10
|
%
|
||||||
Weighted
average whole loan sales price over par - all mortgage loans
sold
|
1.52
|
%
|
2.02
|
%
|
1.75
|
%
|
1.52
|
%
|
1.37
|
%
|
||||||
Weighted
average middle credit score non-FHA(1)
|
704
|
715
|
—
|
—
|
—
|
|||||||||||
Weighted
average middle credit score FHA(1)
|
633
|
631
|
629
|
668
|
650
|
|||||||||||
Weighted
average middle credit score all mortgage loans sold
|
696
|
703
|
719
|
716
|
713
|
|||||||||||
Weighted
average LTV non-FHA(1)
|
74.58
|
%
|
71.95
|
%
|
68.47
|
%
|
67.23
|
%
|
71.38
|
%
|
||||||
Weighted
average LTV FHA(1)
|
92.76
|
%
|
92.12
|
%
|
88.82
|
%
|
91.78
|
%
|
86.82
|
%
|
||||||
Weighted
average LTV all mortgage loans sold
|
76.65
|
%
|
75.88
|
%
|
68.67
|
%
|
67.42
|
%
|
71.71
|
%
|
||||||
Operational/Performance
Data:
|
||||||||||||||||
Salaries,
general and administrative expense as a percentage of total loans
originated
|
1.61
|
%
|
1.68
|
%
|
1.04
|
%
|
1.10
|
%
|
1.10
|
%
|
||||||
Number
of state licensed or exempt from licensing at period end
|
43
|
40
|
15
|
13
|
7
|
|||||||||||
Number
of locations at period end
|
54
|
66
|
15
|
13
|
7
|
|||||||||||
Number
of employees at period end
|
802
|
782
|
335
|
184
|
147
|
|||||||||||
Dividends
declared per common share
|
$
|
0.92
|
$
|
0.40
|
—
|
—
|
—
|
|||||||||
(1) |
Beginning
near the end of the first quarter of 2004, our volume of FHA loans
increased; prior to such time the volume of FHA loan originations
was
immaterial. Generally, FHA loans have lower average balances and
FICO
scores which are reflected in the statistics above. All FHA loans
are
currently and will be in the future sold or brokered to third
parties.
|
• |
a
decline in the market value of our assets due to rising interest
rates;
|
• |
an
adverse impact on our earnings from a decrease in the demand for
mortgage
loans due to, among other things, a period of rising interest
rates;
|
• |
our
ability to originate prime adjustable-rate and hybrid mortgage loans
for
our portfolio;
|
• |
increasing
or decreasing levels of prepayments on the mortgages underlying our
mortgage-backed securities;
|
• |
our
ability to obtain financing to fund and hold mortgage loans prior
to their
sale or securitization;
|
• |
the
overall leverage of our portfolio and the ability to obtain financing
to
leverage our equity;
|
• |
the
potential for increased borrowing costs and its impact on net
income;
|
• |
the
concentration of our mortgage loans in specific geographic regions;
|
• |
our
ability to use hedging instruments to mitigate our interest rate
and
prepayment risks;
|
• |
a
prolonged economic slow down, a lengthy or severe recession or declining
real estate values could harm our
operations;
|
• |
if
our assets are insufficient to meet the collateral requirements of
our
lenders, we might be compelled to liquidate particular assets
at inopportune times and at disadvantageous
prices;
|
• |
if
we are disqualified as a REIT, we will be subject to tax as a regular
corporation and face substantial tax liability;
and
|
• |
compliance
with REIT requirements might cause us to forgo otherwise attractive
opportunities.
|
• |
invest
in assets generated primarily from our self-origination of high-credit
quality, single-family, residential mortgage
loans;
|
•
|
invest
in mortgage-backed securities originated by others, including ARM
securities and collateralized mortgage obligation floaters (“CMO
Floaters”);
|
• |
generally
operate as a long-term portfolio investor;
|
• |
finance
our portfolio by entering into repurchase agreements and as we aggregate
mortgage loans for investment, issuing mortgage-backed
bonds from time to time; and
|
• |
generate
earnings from the return on our mortgage securities and spread income
from
our mortgage loan portfolio.
|
·
|
creating
securities backed by mortgage loans which we will continue to hold
and
finance that will be more liquid than holding whole loan assets; or
|
·
|
securing
long-term collateralized financing for our residential mortgage
loan
portfolio and matching the income earned on residential mortgage
loans
with the cost of related liabilities, otherwise referred to a match
funding our balance sheet.
|
|
Amount
|
Average
Outstanding
Balance
|
Effective
Rate
|
|||||||
(Dollar
s in Millions)
|
||||||||||
Net
Interest Income Components:
|
||||||||||
Interest
Income
|
||||||||||
Investment
securities and loans held in the securitization trusts
|
$
|
60,988
|
$
|
1,361.2
|
4.48
|
%
|
||||
Mortgage
loans held for investment
|
7,778
|
146.6
|
5.31
|
%
|
||||||
Amortization
of premium
|
(6,041
|
)
|
—
|
(0.40
|
)%
|
|||||
Total
interest income
|
$
|
62,725
|
$
|
1,507.8
|
4.16
|
%
|
||||
Interest
Expense
|
||||||||||
Repurchase
agreements
|
$
|
43,107
|
$
|
1,283.3
|
3.31
|
%
|
||||
Warehouse
borrowings
|
5,847
|
142.7
|
4.04
|
%
|
||||||
Interest
rate swaps and caps
|
(1,106
|
)
|
—
|
(0.08
|
)%
|
|||||
Total
interest expense
|
$
|
47,848
|
$
|
1,426.0
|
3.31
|
%
|
||||
Net
Interest Income
|
$
|
14,877
|
0.85
|
%
|
||||||
• |
net
interest spread on the portfolio;
|
• |
characteristics
of the investments and the underlying pool of mortgage loans including
but
not limited to credit quality, coupon
and prepayment rates; and
|
• |
return
on our mortgage asset investments and the related management of interest
rate risk.
|
Description
|
Number
of
Loans
|
Aggregate
Principal
Balance
($000’s)
|
Percentage
of
Total
Principal
|
Weighted
Average
Interest
Rate
|
Average
Loan
Size
|
|||||||||||
Purchase
mortgages
|
9,174
|
$
|
1,985.7
|
57.8
|
%
|
6.33
|
%
|
$
|
216,443
|
|||||||
Refinancings
|
5,539
|
1,451.7
|
42.2
|
%
|
5.99
|
%
|
262,091
|
|||||||||
Total
|
14,713
|
$
|
3,437.4
|
100.0
|
%
|
6.19
|
%
|
233,628
|
||||||||
Adjustable
rate or hybrid
|
6,296
|
$
|
1,875.2
|
54.6
|
%
|
6.00
|
%
|
297,843
|
||||||||
Fixed
rate
|
8,417
|
1,562.2
|
45.4
|
%
|
6.41
|
%
|
185,595
|
|||||||||
Total
|
14,713
|
$
|
3,437.4
|
100.0
|
%
|
6.19
|
%
|
233,628
|
||||||||
Bankered
|
12,654
|
$
|
2,875.3
|
83.6
|
%
|
6.25
|
%
|
227,224
|
||||||||
Brokered
|
2,059
|
562.1
|
16.4
|
%
|
5.84
|
%
|
272,988
|
|||||||||
Total
|
14,713
|
$
|
3,437.4
|
100.0
|
%
|
6.19
|
%
|
$
|
233,628
|
• |
dollar
volume of mortgage loans originated;
|
• |
relative
cost of the loans originated;
|
• |
characteristics
of the loans, including but not limited to the coupon and credit
quality
of the loan, which will indicate their expected
yield; and
|
• |
return
on our mortgage asset investments and the related management of interest
rate risk.
|
• |
Net
income for the Company’s Mortgage Portfolio Management segment totaled
$6.2 million for the year ended December 31, 2005 after recognition
of an
impairment loss on investment securities of $7.4
million.
|
• |
Consolidated
net loss totaled $5.3 million for the year ended December 31,
2005.
|
• |
Completion
of three securitizations totaling $896.9 million in residential mortgage
loans, respectively.
|
• |
Issuance
of $45.0 million of trust preferred
securities.
|
• |
Total
assets increased to $1.8 billion as of December 31, 2005 from $1.6
billion
as of December 31, 2004.
|
• |
Aided
in part by the GRL acquisition, 89% growth in loan originations of
$3.4
billion for the year ended December 31, 2005 as compared to $1.8
million
for the year ended December 31, 2004 and relative to an overall industry
increase of 0.7% for the year ended December 31, 2005 as projected
by the
MBA.
|
• |
During
the second quarter the Company undertook cost-cutting initiatives
which
reduced its overall recurring annual compensation expenses by an
estimated
$3.7 million.
|
• |
The
Company’s new wholesale lending division began
operations.
|
Category
|
Par
Value
|
Coupon
|
Carrying
Value
|
Yield
|
|||||||||
Mortgage
Loans Held for Investment
|
$
|
4,054
|
5.84
|
%
|
$
|
4,060
|
5.56
|
%
|
·
|
New
York Mortgage Trust 2005-1 (“NYMT ’05-1”), February 25, 2005; $419.0
million of loans
|
·
|
New
York Mortgage Trust 2005-2 (“NYMT ’05-2”), July 28, 2005; $242.9 million
of loans
|
·
|
New
York Mortgage Trust 2005-3 (“NYMT ’05-3”), December 20, 2005; $235.0 of
loans
|
Category
|
Par
Value
|
Coupon
|
Carrying
Value
|
Yield
|
|||||||||
Mortgage
Loans Held in Securitization Trusts
|
$
|
771,451
|
5.17
|
%
|
$
|
776,610
|
5.49
|
%
|
|
#
of Loans
|
Par
Value
|
Carrying
Value
|
|||||||
Loan
Characteristics:
|
||||||||||
Mortgage
loans held in securitization trusts
|
1,609
|
$
|
771,451
|
$
|
776,610
|
|||||
Mortgage
loans held for investment
|
11
|
4,054
|
4,060
|
|||||||
Total
Loans Held
|
1,620
|
$
|
775,505
|
$
|
780,670
|
|
Average
|
High
|
Low
|
|||||||
General
Loan Characteristics:
|
||||||||||
Original
Loan Balance
|
$
|
486
|
$
|
3,500
|
$
|
25
|
||||
Coupon
Rate
|
5.26
|
%
|
7.75
|
%
|
3.00
|
%
|
||||
Gross
Margin
|
2.40
|
%
|
7.01
|
%
|
1.13
|
%
|
||||
Lifetime
Cap
|
11.08
|
%
|
13.75
|
%
|
9.00
|
%
|
||||
Original
Term (Months)
|
360
|
360
|
359
|
|||||||
Remaining
Term (Months)
|
348
|
360
|
319
|
|
Percentage
|
|||
Arm
Loan Type
|
||||
Traditional
ARMs
|
4.7
|
%
|
||
2/1
Hybrid ARMs
|
5.3
|
%
|
||
3/1
Hybrid ARMs
|
32.4
|
%
|
||
5/1
Hybrid ARMs
|
57.3
|
%
|
||
7/1
Hybrid ARMs
|
0.3
|
%
|
||
Total
|
100.0
|
%
|
||
Percent
of ARM loans that are Interest Only
|
74.9
|
%
|
||
Weighted
average length of interest only period
|
8.2
years
|
|
Percentage
|
|||
Traditional
ARMs - Periodic Caps
|
||||
None
|
64.5
|
%
|
||
1%
|
19.4
|
%
|
||
Over
1%
|
16.1
|
%
|
||
Total
|
100.0
|
%
|
|
Percentage
|
|||
Hybrid
ARMs - Initial Cap
|
||||
3.00%
or less
|
29.6
|
%
|
||
3.01%-4.00%
|
10.7
|
%
|
||
4.01%-5.00%
|
58.2
|
%
|
||
5.01%-6.00%
|
1.5
|
%
|
||
Total
|
100.0
|
%
|
|
Percentage
|
|||
FICO
Scores
|
||||
650
or less
|
5.0
|
%
|
||
651
to 700
|
18.0
|
%
|
||
701
to 750
|
35.4
|
%
|
||
751
to 800
|
38.2
|
%
|
||
801
and over
|
3.4
|
%
|
||
Total
|
100.0
|
%
|
||
Average
FICO Score
|
733
|
|
Percentage
|
|||
Loan
to Value (LTV)
|
||||
50%
or less
|
9.5
|
%
|
||
50.01%-60.00%
|
9.4
|
%
|
||
60.01%-70.00%
|
28.6
|
%
|
||
70.01%-80.00%
|
49.7
|
%
|
||
80.01%
and over
|
2.8
|
%
|
||
Total
|
100.0
|
%
|
||
Average
LTV
|
69.3
|
%
|
|
Percentage
|
|||
Property
Type
|
||||
Single
Family
|
53.7
|
%
|
||
Condominium
|
23.1
|
%
|
||
Cooperative
|
10.1
|
%
|
||
Planned
Unit Development
|
9.2
|
%
|
||
Two
to Four Family
|
3.9
|
%
|
||
Total
|
100.0
|
%
|
|
Percentage
|
|||
Occupancy
Status
|
||||
Primary
|
84.2
|
%
|
||
Secondary
|
10.7
|
%
|
||
Investor
|
5.1
|
%
|
||
Total
|
100.0
|
%
|
|
Percentage
|
|||
Documentation
Type
|
||||
Full
Documentation
|
61.8
|
%
|
||
Stated
Income
|
24.1
|
%
|
||
Stated
Income/ Stated Assets
|
11.8
|
%
|
||
No
Documentation
|
1.6
|
%
|
||
No
Ratio
|
0.7
|
%
|
||
Total
|
100.0
|
%
|
|
Percentage
|
|||
Loan
Purpose
|
||||
Purchase
|
60.0
|
%
|
||
Cash
out refinance
|
25.2
|
%
|
||
Rate
& term refinance
|
14.8
|
%
|
||
Total
|
100.0
|
%
|
|
Percentage
|
|||
Geographic
Distribution: 5% or more in any one state
|
||||
NY
|
32.7
|
%
|
||
MA
|
19.4
|
%
|
||
CA
|
14.1
|
%
|
||
NJ
|
5.8
|
%
|
||
FL
|
5.4
|
%
|
||
Other
(less than 5% individually)
|
22.6
|
%
|
||
Total
|
100.0
|
%
|
Days
Late
|
Number
of Delinquent Loans
|
Total
Dollar
Amount
|
%
of
Loan
Portfolio
|
|||||||
30-60
|
1
|
$
|
193.1
|
0.02
|
%
|
|||||
61-90
|
—
|
—
|
—
|
|||||||
90+
|
3
|
$
|
1,771.0
|
0.23
|
%
|
|
Sponsor
or
Rating
|
Par
Value
|
Carrying
Value
|
%
of
Portfolio
|
Coupon
|
Yield
|
|||||||||||||
Credit
|
|||||||||||||||||||
Agency
REMIC CMO Floating Rate
|
FNMA/FHLMC/GNMA
|
$
|
13,505
|
$
|
13,535
|
2
|
%
|
5.56
|
%
|
5.45
|
%
|
||||||||
FHLMC
Agency ARMs
|
FHLMC
|
91,835
|
91,217
|
13
|
%
|
4.28
|
%
|
3.82
|
%
|
||||||||||
FNMA
Agency ARMs
|
FNMA
|
298,526
|
297,048
|
41
|
%
|
4.18
|
%
|
3.91
|
%
|
||||||||||
Private
Label ARMs
|
AAA
|
315,835
|
314,682
|
44
|
%
|
4.74
|
%
|
4.51
|
%
|
||||||||||
Total/Weighted
Average
|
$
|
719,701
|
$
|
716,482
|
100
|
%
|
4.47
|
%
|
4.19
|
%
|
|
Carrying
Value
|
%
of
Portfolio
|
Weighted
Average
Coupon
|
|||||||
Interest
Rate Repricing
|
||||||||||
<
6 Months
|
$
|
13,535
|
2
|
%
|
5.56
|
%
|
||||
<
24 Months
|
445,870
|
62
|
%
|
4.28
|
%
|
|||||
<
60 Months
|
257,077
|
36
|
%
|
4.73
|
%
|
|||||
Total
|
$
|
716,482
|
100
|
%
|
4.47
|
%
|
Less
than
6
Months
|
More
than 6 Months
To
24 Months
|
More
than 24 Months
To
60 Months
|
Total
|
||||||||||||||||||||||
Carrying
Value
|
Weighted
Average
Yield
|
Carrying
Value
|
Weighted
Average
Yield
|
Carrying
Value
|
Weighted
Average
Yield
|
Carrying
Value
|
Weighted
Average
Yield
|
||||||||||||||||||
Agency
REMIC CMO Floating Rate
|
$
|
13,535
|
5.45
|
%
|
$
|
—
|
$
|
—
|
|
—
|
$
|
13,535
|
5.45
|
%
|
|||||||||||
FHLMC
Agency ARMs
|
—
|
—
|
91,217
|
3.82
|
%
|
—
|
—
|
91,217
|
3.82
|
%
|
|||||||||||||||
FNMA
Agency ARMs
|
—
|
—
|
297,048
|
3.91
|
%
|
—
|
—
|
297,048
|
3.91
|
%
|
|||||||||||||||
Private
Label ARMs
|
—
|
—
|
57,605
|
4.22
|
%
|
257,077
|
4.57
|
%
|
314,682
|
4.51
|
%
|
||||||||||||||
Total
|
$
|
13,535
|
5.45
|
%
|
$
|
445,870
|
3.93
|
%
|
$
|
257,077
|
4.57
|
%
|
$
|
716,482
|
4.19
|
%
|
|
December
31,
2005
|
December
31,
2004
|
|||||
Derivative
Assets:
|
|||||||
Interest
rate caps
|
$
|
3,340
|
$
|
411
|
|||
Interest
rate swaps
|
6,383
|
3,229
|
|||||
Interest
rate lock commitments - loan commitments
|
123
|
5
|
|||||
Interest
rate lock commitments - mortgage loans held for sale
|
—
|
33
|
|||||
Total
derivative assets
|
$
|
9,846
|
$
|
3,678
|
|||
Derivative
Liabilities:
|
|||||||
Forward
loan sale contracts - loan commitments
|
(38
|
)
|
(24
|
)
|
|||
Forward
loan sale contracts - mortgage loans held for sale
|
(18
|
)
|
(2
|
)
|
|||
Forward
loan sale contracts - TBA securities
|
(324
|
)
|
(139
|
)
|
|||
Interest
rate lock commitments - mortgage loans held for sale
|
(14
|
)
|
—
|
||||
Total
derivative liabilities
|
$
|
(394
|
)
|
$
|
(165
|
)
|
|
2005
|
2004
|
|||||
ARM
Loans
|
|||||||
Direct
retail originations
|
$
|
525,699
|
$
|
95,077
|
|||
Wholesale
originations 1
|
29,490
|
—
|
|||||
Correspondent
originations
|
165,442
|
93,901
|
|||||
Total
|
$
|
720,631
|
$
|
188,978
|
|||
ARM
Securities
|
|||||||
Agency
securities
|
$
|
388,265
|
$
|
598,290
|
|||
AAA-rated
|
314,682
|
540,897
|
|||||
Other
privately issued
|
13,535
|
65,558
|
|||||
Total
|
$
|
716,482
|
$
|
1,204,745
|
|||
1 |
Our
wholesale division began origination operations in the fourth quarter
of
2005. A significant portion of this division’s product is expected to be
high-quality, portfolio eligible product in future
periods.
|
Class
|
Approximate
Principal Amount
|
Interest
Rate
|
S&P
Rating
|
|||||||
A
|
$
|
391,761
|
LIBOR
+ 27
|
%
|
AAA
|
|||||
M-1
|
$
|
18,854
|
LIBOR
+ 50
|
%
|
AA
|
|||||
M-2
|
$
|
6,075
|
LIBOR
+ 85
|
%
|
A
|
Class
|
Approximate
Principal
Amount
|
Interest
Rate
|
S&P
Rating
|
|||||||
A
|
$
|
217,126
|
LIBOR
+ 33
|
%
|
AAA
|
|||||
M-1
|
$
|
16,029
|
LIBOR
+ 60
|
%
|
AA
|
|||||
M-2
|
$
|
6,314
|
LIBOR
+ 100
|
%
|
A
|
Class
|
Approximate
Principal
Amount
|
Interest
Rate
|
S&P/Moody’s
Rating
|
|||||||
A-1
|
$
|
70,000
|
LIBOR
+ 24
|
%
|
AAA
/ Aaa
|
|||||
A-2
|
$
|
98,267
|
LIBOR
+ 23
|
%
|
AAA
/ Aaa
|
|||||
A-3
|
$
|
10,920
|
LIBOR
+ 32
|
%
|
AAA
/ Aaa
|
|||||
M-1
|
$
|
25,380
|
LIBOR
+ 45
|
%
|
AA+
/ Aa2
|
|||||
M-2
|
$
|
24,088
|
LIBOR
+ 68
|
%
|
AA
/ A2
|
•
|
The
demand for new mortgage loans.
Reduced demand for mortgage loans causes closed loan origination
volume to
decline. Demand for new mortgage loans is directly impacted by current
interest rate trends and other economic conditions. Rising interest
rates
tend to reduce demand for new mortgage loans, particularly loan
refinancings, and falling interest rates tend to increase demand
for new
mortgage loans, particularly loan
refinancings.
|
• |
Loan
refinancing and home purchase trends.
As discussed above, the volume of loan refinancings tends to increase
following declines
in interest rates and to decrease when interest rates rise. The volume
of
home purchases is also affected by interest rates,
although to a lesser extent than refinancing volume. Home purchase
trends
are also affected by other economic changes such
as inflation, improvements in the stock market, unemployment rates
and
other similar factors.
|
• |
Seasonality.
Historically, according to the MBA, loan originations during late
November, December, January and February of
each year are typically lower than during other months in the year
due, in
part, to inclement weather, fewer business days (due
to holidays and the short month of February), and the fact that home
buyers tend to purchase homes during the warmer months
of the year. As a result, loan volumes tend to be lower in the first
and
fourth quarters of a year than in the second and third
quarters.
|
• |
Occasional
spikes in volume resulting from isolated events.
Mortgage lenders may experience spikes in loan origination volume
from time to time due to non-recurring events or transactions, such
as a
large mass closing of a condominium project for
which a bulk end-loan commitment was
negotiated.
|
Aggregate
|
Weighted
|
|||||||||||||||||||||
Principal
|
Percentage
|
Average
|
Average
|
Weighted
|
||||||||||||||||||
Number
|
Balance
|
Of
Total
|
Interest
|
Principal
|
Average
|
|||||||||||||||||
of
Loans
|
($
in millions)
|
Principal
|
Rate
|
Balance
|
LTV
|
FICO
|
||||||||||||||||
2005:
|
||||||||||||||||||||||
Fourth
Quarter
|
||||||||||||||||||||||
ARM
|
1,321
|
$
|
452.5
|
55.0
|
%
|
6.33
|
%
|
$
|
342,551
|
71.9
|
700
|
|||||||||||
Fixed-rate
|
1,617
|
343.7
|
41.8
|
%
|
6.79
|
%
|
212,524
|
72.2
|
712
|
|||||||||||||
Subtotal-non-FHA
|
2,938
|
$
|
796.2
|
96.8
|
%
|
6.53
|
%
|
$
|
270,987
|
72.1
|
705
|
|||||||||||
FHA
- ARM
|
1
|
$
|
0.2
|
0.0
|
%
|
5.80
|
%
|
$
|
157,545
|
84.6
|
655
|
|||||||||||
FHA
- fixed-rate
|
194
|
26.5
|
3.2
|
%
|
6.06
|
%
|
136,820
|
93.5
|
639
|
|||||||||||||
Subtotal
- FHA
|
195
|
$
|
26.7
|
3.2
|
%
|
6.06
|
%
|
$
|
136,927
|
93.4
|
639
|
|||||||||||
Total
ARM
|
1,322
|
$
|
452.7
|
55.0
|
%
|
6.33
|
%
|
$
|
342,411
|
72.0
|
700
|
|||||||||||
Total
fixed-rate
|
1,811
|
370.2
|
45.0
|
%
|
6.74
|
%
|
204,414
|
73.7
|
707
|
|||||||||||||
Total
Originations
|
3,133
|
$
|
822.9
|
100.0
|
%
|
6.52
|
%
|
$
|
262,643
|
72.7
|
703
|
|||||||||||
Purchase
mortgages
|
1,949
|
$
|
426.8
|
51.9
|
%
|
6.73
|
%
|
$
|
218,995
|
78.5
|
716
|
|||||||||||
Refinancings
|
989
|
369.4
|
44.9
|
%
|
6.29
|
%
|
373,447
|
64.5
|
692
|
|||||||||||||
Subtotal-non-FHA
|
2,938
|
$
|
796.2
|
96.8
|
%
|
6.53
|
%
|
$
|
270,987
|
72.1
|
705
|
|||||||||||
FHA
- purchase
|
38
|
$
|
6.1
|
0.7
|
%
|
6.40
|
%
|
$
|
161,278
|
97.4
|
649
|
|||||||||||
FHA
- refinancings
|
157
|
20.6
|
2.5
|
%
|
5.95
|
%
|
131,033
|
92.1
|
636
|
|||||||||||||
Subtotal
- FHA
|
195
|
$
|
26.7
|
3.2
|
%
|
6.06
|
%
|
$
|
136,927
|
93.4
|
639
|
|||||||||||
Total
purchase
|
1,987
|
$
|
433.0
|
52.6
|
%
|
6.72
|
%
|
$
|
217,891
|
78.8
|
715
|
|||||||||||
Total
refinancings
|
1,146
|
389.9
|
47.4
|
%
|
6.28
|
%
|
340,237
|
66.0
|
689
|
|||||||||||||
Total
Originations
|
3,133
|
$
|
822.9
|
100.0
|
%
|
6.52
|
%
|
$
|
262,643
|
72.7
|
703
|
Third
Quarter
|
||||||||||||||||||||||
ARM
|
1,727
|
$
|
513.3
|
51.2
|
%
|
6.10
|
%
|
$
|
297,213
|
73.8
|
705
|
|||||||||||
Fixed-rate
|
1,946
|
392.2
|
39.1
|
%
|
6.43
|
%
|
201,537
|
73.2
|
717
|
|||||||||||||
Subtotal-non-FHA
|
3,673
|
$
|
905.5
|
90.3
|
%
|
6.25
|
%
|
$
|
246,522
|
73.5
|
710
|
|||||||||||
FHA
- ARM
|
4
|
$
|
0.8
|
0.1
|
%
|
5.80
|
%
|
$
|
217,202
|
94.7
|
642
|
|||||||||||
FHA
- fixed-rate
|
700
|
95.9
|
9.6
|
%
|
5.72
|
%
|
136,954
|
92.9
|
633
|
|||||||||||||
Subtotal
- FHA
|
704
|
$
|
96.7
|
9.7
|
%
|
5.72
|
%
|
$
|
137,410
|
93.0
|
633
|
|||||||||||
Total
ARM
|
1,731
|
$
|
514.1
|
51.3
|
%
|
6.10
|
%
|
$
|
297,028
|
73.8
|
705
|
|||||||||||
Total
fixed-rate
|
2,646
|
488.1
|
48.7
|
%
|
6.29
|
%
|
184,451
|
77.1
|
700
|
|||||||||||||
Total
Originations
|
4,377
|
$
|
1,002.2
|
100.0
|
%
|
6.19
|
%
|
$
|
228,973
|
75.4
|
703
|
|||||||||||
Purchase
mortgages
|
2,568
|
$
|
558.1
|
55.7
|
%
|
6.39
|
%
|
$
|
217,314
|
78.1
|
719
|
|||||||||||
Refinancings
|
1,105
|
347.4
|
34.6
|
%
|
6.01
|
%
|
314,402
|
66.2
|
696
|
|||||||||||||
Subtotal-non-FHA
|
3,673
|
$
|
905.5
|
90.3
|
%
|
6.25
|
%
|
$
|
246,522
|
73.5
|
710
|
|||||||||||
FHA
- purchase
|
71
|
$
|
11.7
|
1.2
|
%
|
6.05
|
%
|
$
|
165,045
|
96.3
|
659
|
|||||||||||
FHA
- refinancings
|
633
|
85.0
|
8.5
|
%
|
5.67
|
%
|
134,310
|
92.5
|
630
|
|||||||||||||
Subtotal
- FHA
|
704
|
$
|
96.7
|
9.7
|
%
|
5.72
|
%
|
$
|
137,410
|
93.0
|
633
|
|||||||||||
Total
purchase
|
2,639
|
$
|
569.8
|
56.9
|
%
|
6.38
|
%
|
$
|
215,908
|
78.5
|
718
|
|||||||||||
Total
refinancings
|
1,738
|
432.4
|
43.1
|
%
|
5.94
|
%
|
248,811
|
71.4
|
683
|
|||||||||||||
Total
Originations
|
4,377
|
$
|
1,002.2
|
100.0
|
%
|
6.19
|
%
|
$
|
228,973
|
75.4
|
703
|
|||||||||||
Second
Quarter
|
||||||||||||||||||||||
ARM
|
1,839
|
$
|
537.9
|
57.2
|
%
|
5.90
|
%
|
$
|
292,482
|
72.7
|
709
|
|||||||||||
Fixed-rate
|
1,777
|
337.1
|
35.9
|
%
|
6.47
|
%
|
189,732
|
72.7
|
718
|
|||||||||||||
Subtotal-non-FHA
|
3,616
|
$
|
875.0
|
93.1
|
%
|
6.12
|
%
|
$
|
241,988
|
72.7
|
712
|
|||||||||||
FHA
- ARM
|
30
|
$
|
4.8
|
0.5
|
%
|
5.34
|
%
|
$
|
159,088
|
93.7
|
611
|
|||||||||||
FHA
- fixed-rate
|
449
|
59.9
|
6.4
|
%
|
5.97
|
%
|
133,408
|
92.6
|
624
|
|||||||||||||
Subtotal
- FHA
|
479
|
$
|
64.7
|
6.9
|
%
|
5.92
|
%
|
$
|
135,016
|
92.7
|
623
|
|||||||||||
Total
ARM
|
1,869
|
$
|
542.7
|
57.7
|
%
|
5.89
|
%
|
$
|
290,341
|
72.8
|
708
|
|||||||||||
Total
fixed-rate
|
2,226
|
397.0
|
42.3
|
%
|
6.39
|
%
|
178,371
|
75.7
|
704
|
|||||||||||||
Total
Originations
|
4,095
|
$
|
939.7
|
100.0
|
%
|
6.10
|
%
|
$
|
229,475
|
74.0
|
706
|
|||||||||||
Purchase
mortgages
|
2,652
|
$
|
587.8
|
62.6
|
%
|
6.21
|
%
|
$
|
221,657
|
76.4
|
720
|
|||||||||||
Refinancings
|
964
|
287.2
|
30.5
|
%
|
5.94
|
%
|
297,918
|
65.1
|
695
|
|||||||||||||
Subtotal-non-FHA
|
3,616
|
$
|
875.0
|
93.1
|
%
|
6.12
|
%
|
$
|
241,988
|
72.7
|
712
|
|||||||||||
FHA
- purchase
|
85
|
$
|
13.9
|
1.5
|
%
|
5.99
|
%
|
$
|
163,693
|
96.3
|
644
|
|||||||||||
FHA
- refinancings
|
394
|
50.8
|
5.4
|
%
|
5.91
|
%
|
128,829
|
91.7
|
617
|
|||||||||||||
Subtotal
- FHA
|
479
|
$
|
64.7
|
6.9
|
%
|
5.92
|
%
|
$
|
135,016
|
92.7
|
623
|
|||||||||||
Total
purchase
|
2,737
|
$
|
601.7
|
64.1
|
%
|
6.20
|
%
|
$
|
219,857
|
76.8
|
719
|
|||||||||||
Total
refinancings
|
1,358
|
338.0
|
35.9
|
%
|
5.93
|
%
|
248,860
|
69.1
|
684
|
|||||||||||||
Total
Originations
|
4,095
|
$
|
939.7
|
100.0
|
%
|
6.10
|
%
|
$
|
228,973
|
74.0
|
706
|
|||||||||||
First
Quarter
|
||||||||||||||||||||||
ARM
|
1,313
|
$
|
355.3
|
52.8
|
%
|
5.61
|
%
|
$
|
270,603
|
72.7
|
708
|
|||||||||||
Fixed-rate
|
1,274
|
247.8
|
36.9
|
%
|
6.31
|
%
|
194,541
|
71.4
|
719
|
|||||||||||||
Subtotal-non-FHA
|
2,587
|
$
|
603.1
|
89.7
|
%
|
5.90
|
%
|
$
|
233,145
|
72.2
|
712
|
|||||||||||
FHA
- ARM
|
59
|
$
|
9.5
|
1.4
|
%
|
5.10
|
%
|
$
|
160,093
|
93.8
|
648
|
|||||||||||
FHA
- fixed-rate
|
462
|
59.9
|
8.9
|
%
|
5.85
|
%
|
129,756
|
92.2
|
635
|
|||||||||||||
Subtotal
- FHA
|
521
|
$
|
69.4
|
10.3
|
%
|
5.75
|
%
|
$
|
133,191
|
92.4
|
637
|
|||||||||||
Total
ARM
|
1,372
|
$
|
364.8
|
54.2
|
%
|
5.60
|
%
|
$
|
265,851
|
73.2
|
706
|
|||||||||||
Total
fixed-rate
|
1,736
|
307.7
|
45.8
|
%
|
6.22
|
%
|
177,299
|
75.5
|
703
|
|||||||||||||
Total
Originations
|
3,108
|
$
|
672.5
|
100.0
|
%
|
5.88
|
%
|
$
|
216,390
|
74.3
|
705
|
|||||||||||
Purchase
mortgages
|
1,717
|
$
|
365.9
|
54.4
|
%
|
6.03
|
%
|
$
|
213,081
|
76.2
|
723
|
|||||||||||
Refinancings
|
870
|
237.2
|
35.3
|
%
|
5.69
|
%
|
272,743
|
66.0
|
696
|
|||||||||||||
Subtotal-non-FHA
|
2,587
|
$
|
603.1
|
89.7
|
%
|
5.90
|
%
|
$
|
233,145
|
72.2
|
712
|
|||||||||||
FHA
- purchase
|
95
|
$
|
15.1
|
2.2
|
%
|
5.66
|
%
|
$
|
158,699
|
97.2
|
672
|
|||||||||||
FHA
- refinancings
|
426
|
54.3
|
8.1
|
%
|
5.78
|
%
|
127,503
|
91.0
|
627
|
|||||||||||||
Subtotal
- FHA
|
521
|
$
|
69.4
|
10.3
|
%
|
5.75
|
%
|
$
|
133,191
|
92.4
|
637
|
|||||||||||
Total
purchase
|
1,812
|
$
|
381.0
|
56.6
|
%
|
6.02
|
%
|
$
|
210,230
|
77.0
|
721
|
|||||||||||
Total
refinancings
|
1,296
|
291.5
|
43.4
|
%
|
5.71
|
%
|
225,002
|
70.7
|
683
|
|||||||||||||
Total
Originations
|
3,108
|
$
|
672.5
|
100.0
|
%
|
5.88
|
%
|
$
|
216,390
|
74.3
|
705
|
2004:
|
||||||||||||||||||||||
Fourth
Quarter
|
||||||||||||||||||||||
ARM
|
1,094
|
$
|
330.1
|
52.2
|
%
|
5.23
|
%
|
$
|
301,765
|
71.1
|
714
|
|||||||||||
Fixed-rate
|
956
|
206.8
|
32.7
|
%
|
6.32
|
%
|
216,266
|
72.1
|
714
|
|||||||||||||
Subtotal-non-FHA
|
2,050
|
$
|
536.9
|
84.9
|
%
|
5.65
|
%
|
$
|
261,893
|
71.5
|
714
|
|||||||||||
FHA
- ARM
|
150
|
$
|
19.5
|
3.1
|
%
|
5.20
|
%
|
$
|
130,215
|
92.7
|
627
|
|||||||||||
FHA
- fixed-rate
|
599
|
76.2
|
12.0
|
%
|
6.04
|
%
|
127,281
|
92.0
|
622
|
|||||||||||||
Subtotal
- FHA
|
749
|
$
|
95.7
|
15.1
|
%
|
5.87
|
%
|
$
|
127,868
|
92.1
|
623
|
|||||||||||
Total
ARM
|
1,244
|
$
|
349.6
|
55.3
|
%
|
5.23
|
%
|
$
|
281,080
|
72.3
|
709
|
|||||||||||
Total
fixed-rate
|
1,555
|
283.0
|
44.7
|
%
|
6.24
|
%
|
181,988
|
77.5
|
689
|
|||||||||||||
Total
Originations
|
2,799
|
$
|
632.6
|
100.0
|
%
|
5.68
|
%
|
$
|
226,029
|
74.6
|
700
|
|||||||||||
Purchase
mortgages
|
1,426
|
$
|
353.3
|
55.8
|
%
|
5.65
|
%
|
$
|
247,722
|
75.1
|
724
|
|||||||||||
Refinancings
|
624
|
183.6
|
29.1
|
%
|
5.65
|
%
|
294,278
|
64.4
|
694
|
|||||||||||||
Subtotal-non-FHA
|
2,050
|
$
|
536.9
|
84.9
|
%
|
5.65
|
%
|
$
|
261,893
|
71.5
|
714
|
|||||||||||
FHA
- purchase
|
82
|
$
|
13.3
|
2.1
|
%
|
5.93
|
%
|
$
|
162,494
|
96.4
|
647
|
|||||||||||
FHA
- refinancings
|
667
|
82.4
|
13.0
|
%
|
5.86
|
%
|
123,611
|
91.4
|
619
|
|||||||||||||
Subtotal
- FHA
|
749
|
$
|
95.7
|
15.1
|
%
|
5.87
|
%
|
$
|
127,868
|
92.1
|
623
|
|||||||||||
Total
purchase
|
1,508
|
$
|
366.6
|
57.9
|
%
|
5.66
|
%
|
$
|
243,088
|
75.9
|
721
|
|||||||||||
Total
refinancings
|
1,291
|
266.0
|
42.1
|
%
|
5.71
|
%
|
206,102
|
72.8
|
671
|
|||||||||||||
Total
Originations
|
2,799
|
$
|
632.6
|
100.0
|
%
|
5.68
|
%
|
$
|
226,029
|
74.6
|
700
|
|||||||||||
Third
Quarter
|
||||||||||||||||||||||
ARM
|
692
|
$
|
208.9
|
50.3
|
%
|
5.06
|
%
|
$
|
301,879
|
70.7
|
718
|
|||||||||||
Fixed-rate
|
639
|
145.7
|
35.1
|
%
|
6.70
|
%
|
228,013
|
71.0
|
714
|
|||||||||||||
Subtotal-non-FHA
|
1,331
|
$
|
354.6
|
85.4
|
%
|
5.73
|
%
|
$
|
266,416
|
70.8
|
716
|
|||||||||||
FHA
- ARM
|
52
|
$
|
6.8
|
1.6
|
%
|
5.29
|
%
|
$
|
130,769
|
92.2
|
597
|
|||||||||||
FHA
- fixed-rate
|
429
|
54.0
|
13.0
|
%
|
6.33
|
%
|
125,874
|
92.2
|
612
|
|||||||||||||
Subtotal
- FHA
|
481
|
$
|
60.8
|
14.6
|
%
|
6.21
|
%
|
$
|
126,403
|
92.2
|
610
|
|||||||||||
Total
ARM
|
744
|
$
|
215.7
|
51.9
|
%
|
5.07
|
%
|
$
|
289,919
|
71.4
|
714
|
|||||||||||
Total
fixed-rate
|
1,068
|
199.7
|
48.1
|
%
|
6.60
|
%
|
186,985
|
76.7
|
687
|
|||||||||||||
Total
Originations
|
1,812
|
$
|
415.4
|
100.0
|
%
|
5.80
|
%
|
$
|
229,249
|
73.9
|
701
|
|||||||||||
Purchase
mortgages
|
1,019
|
$
|
265.9
|
64.0
|
%
|
5.78
|
%
|
$
|
260,942
|
73.4
|
725
|
|||||||||||
Refinancings
|
312
|
88.7
|
21.4
|
%
|
5.59
|
%
|
284,295
|
63.1
|
691
|
|||||||||||||
Subtotal-non-FHA
|
1,331
|
$
|
354.6
|
85.4
|
%
|
5.73
|
%
|
$
|
266,416
|
70.8
|
716
|
|||||||||||
FHA
- purchase
|
54
|
$
|
8.7
|
2.1
|
%
|
6.36
|
%
|
$
|
161,111
|
95.0
|
637
|
|||||||||||
FHA
- refinancings
|
427
|
52.1
|
12.5
|
%
|
6.18
|
%
|
122,014
|
91.8
|
605
|
|||||||||||||
Subtotal
- FHA
|
481
|
$
|
60.8
|
14.6
|
%
|
6.21
|
%
|
$
|
126,403
|
92.2
|
610
|
|||||||||||
Total
purchase
|
1,073
|
$
|
274.6
|
66.1
|
%
|
5.80
|
%
|
$
|
255,918
|
74.1
|
722
|
|||||||||||
Total
refinancings
|
739
|
140.8
|
33.9
|
%
|
5.81
|
%
|
190,528
|
73.7
|
660
|
|||||||||||||
Total
Originations
|
1,812
|
$
|
415.4
|
100.0
|
%
|
5.80
|
%
|
$
|
229,249
|
73.9
|
701
|
Second
Quarter
|
||||||||||||||||||||||
ARM
|
781
|
$
|
253.4
|
49.3
|
%
|
4.91
|
%
|
$
|
324,456
|
69.8
|
722
|
|||||||||||
Fixed-rate
|
797
|
167.2
|
32.5
|
%
|
6.31
|
%
|
209,787
|
70.6
|
720
|
|||||||||||||
Subtotal-non-FHA
|
1,578
|
$
|
420.6
|
81.8
|
%
|
5.47
|
%
|
$
|
266,540
|
70.1
|
721
|
|||||||||||
FHA
- ARM
|
29
|
$
|
4.1
|
0.8
|
%
|
4.37
|
%
|
$
|
141,379
|
93.5
|
653
|
|||||||||||
FHA
- fixed-rate
|
764
|
89.3
|
17.4
|
%
|
5.87
|
%
|
116,885
|
91.9
|
655
|
|||||||||||||
Subtotal
- FHA
|
793
|
$
|
93.4
|
18.2
|
%
|
5.81
|
%
|
$
|
117,781
|
92.0
|
654
|
|||||||||||
Total
ARM
|
810
|
$
|
257.5
|
50.1
|
%
|
4.90
|
%
|
$
|
317,901
|
70.1
|
721
|
|||||||||||
Total
fixed-rate
|
1,561
|
256.5
|
49.9
|
%
|
6.16
|
%
|
164,318
|
78.0
|
697
|
|||||||||||||
Total
Originations
|
2,371
|
$
|
514.0
|
100.0
|
%
|
5.53
|
%
|
$
|
216,786
|
74.1
|
709
|
|||||||||||
Purchase
mortgages
|
1,021
|
$
|
262.7
|
51.1
|
%
|
5.46
|
%
|
$
|
257,297
|
74.8
|
728
|
|||||||||||
Refinancings
|
557
|
157.9
|
30.7
|
%
|
5.48
|
%
|
283,483
|
62.2
|
711
|
|||||||||||||
Subtotal-non-FHA
|
1,578
|
$
|
420.6
|
81.8
|
%
|
5.47
|
%
|
$
|
266,540
|
70.1
|
721
|
|||||||||||
FHA
- purchase
|
71
|
$
|
10.6
|
2.1
|
%
|
6.25
|
%
|
$
|
149,296
|
96.1
|
633
|
|||||||||||
FHA
- refinancings
|
722
|
82.8
|
16.1
|
%
|
5.75
|
%
|
114,681
|
91.4
|
657
|
|||||||||||||
Subtotal
- FHA
|
793
|
$
|
93.4
|
18.2
|
%
|
5.81
|
%
|
$
|
117,781
|
92.0
|
654
|
|||||||||||
Total
purchase
|
1,092
|
$
|
273.3
|
53.2
|
%
|
5.49
|
%
|
$
|
250,275
|
75.6
|
724
|
|||||||||||
Total
refinancings
|
1,279
|
240.7
|
46.8
|
%
|
5.57
|
%
|
188,194
|
72.3
|
693
|
|||||||||||||
Total
Originations
|
2,371
|
$
|
514.0
|
100.0
|
%
|
5.53
|
%
|
$
|
216,786
|
74.1
|
709
|
|||||||||||
First
Quarter
|
||||||||||||||||||||||
ARM
|
458
|
$
|
121.8
|
43.0
|
%
|
5.55
|
%
|
$
|
265,982
|
83.8
|
839
|
|||||||||||
Fixed-rate
|
578
|
151.8
|
53.5
|
%
|
5.43
|
%
|
262,547
|
60.1
|
611
|
|||||||||||||
Subtotal-non-FHA
|
1,036
|
$
|
273.6
|
96.5
|
%
|
5.48
|
%
|
$
|
264,066
|
70.7
|
713
|
|||||||||||
FHA
- ARM
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
|||||||||||||||
FHA
- fixed-rate
|
35
|
$
|
9.8
|
3.5
|
%
|
4.48
|
%
|
281,445
|
68.0
|
445
|
||||||||||||
Subtotal
- FHA
|
35
|
$
|
9.8
|
3.5
|
%
|
4.48
|
%
|
$
|
281,445
|
68.0
|
445
|
|||||||||||
Total
ARM
|
458
|
$
|
121.8
|
43.0
|
%
|
5.55
|
%
|
$
|
265,982
|
83.8
|
839
|
|||||||||||
Total
fixed-rate
|
613
|
161.6
|
57.0
|
%
|
5.38
|
%
|
263,626
|
60.6
|
601
|
|||||||||||||
Total
Originations
|
1,071
|
$
|
283.4
|
100.0
|
%
|
5.45
|
%
|
$
|
264,633
|
70.6
|
703
|
|||||||||||
Purchase
mortgages
|
623
|
$
|
164.2
|
57.9
|
%
|
5.42
|
%
|
$
|
263,586
|
74.1
|
711
|
|||||||||||
Refinancings
|
413
|
109.4
|
38.6
|
%
|
5.58
|
%
|
264,789
|
65.5
|
715
|
|||||||||||||
Subtotal-non-FHA
|
1,036
|
$
|
273.6
|
96.5
|
%
|
5.48
|
%
|
$
|
264,066
|
70.7
|
713
|
|||||||||||
FHA
- purchase
|
27
|
$
|
7.8
|
2.8
|
%
|
4.73
|
%
|
$
|
289,221
|
73.2
|
462
|
|||||||||||
FHA
- refinancings
|
8
|
2.0
|
0.7
|
%
|
3.55
|
%
|
255,200
|
48.3
|
380
|
|||||||||||||
Subtotal
- FHA
|
35
|
$
|
9.8
|
3.5
|
%
|
4.48
|
%
|
$
|
281,445
|
68.0
|
445
|
|||||||||||
Total
purchase
|
650
|
$
|
172.0
|
60.7
|
%
|
5.39
|
%
|
$
|
264,651
|
74.1
|
700
|
|||||||||||
Total
refinancings
|
421
|
111.4
|
39.3
|
%
|
5.54
|
%
|
264,607
|
65.2
|
708
|
|||||||||||||
Total
Originations
|
1,071
|
$
|
283.4
|
100.0
|
%
|
5.45
|
%
|
$
|
264,633
|
70.6
|
703
|
|||||||||||
2003:
|
||||||||||||||||||||||
Fourth
Quarter
|
||||||||||||||||||||||
ARM
|
502
|
$
|
181.1
|
53.3
|
%
|
4.79
|
%
|
$
|
360,691
|
69.8
|
708
|
|||||||||||
Fixed-rate
|
705
|
158.7
|
46.7
|
%
|
6.57
|
%
|
225,127
|
69.5
|
707
|
|||||||||||||
Total
Originations
|
1,207
|
$
|
339.8
|
100.0
|
%
|
5.62
|
%
|
$
|
281,509
|
69.7
|
707
|
|||||||||||
Purchase
mortgages
|
749
|
$
|
203.2
|
59.8
|
%
|
5.66
|
%
|
$
|
271,209
|
75.8
|
712
|
|||||||||||
Refinancings
|
458
|
136.6
|
40.2
|
%
|
5.58
|
%
|
298,353
|
61.2
|
699
|
|||||||||||||
Total
Originations
|
1,207
|
$
|
339.8
|
100.0
|
%
|
5.62
|
%
|
$
|
281,509
|
69.7
|
707
|
|||||||||||
Third
Quarter
|
||||||||||||||||||||||
ARM
|
585
|
$
|
224.1
|
46.1
|
%
|
4.76
|
%
|
$
|
383,018
|
67.6
|
714
|
|||||||||||
Fixed-rate
|
1,062
|
262.2
|
53.9
|
%
|
6.17
|
%
|
246,880
|
66.5
|
707
|
|||||||||||||
Total
Originations
|
1,647
|
$
|
486.3
|
100.0
|
%
|
5.53
|
%
|
$
|
295,235
|
67.0
|
711
|
|||||||||||
Purchase
mortgages
|
772
|
$
|
218.2
|
44.9
|
%
|
5.73
|
%
|
$
|
282,537
|
75.3
|
717
|
|||||||||||
Refinancings
|
875
|
268.1
|
55.1
|
%
|
5.35
|
%
|
306,439
|
59.8
|
706
|
|||||||||||||
Total
Originations
|
1,647
|
$
|
486.3
|
100.0
|
%
|
5.53
|
%
|
$
|
295,235
|
67.0
|
711
|
|||||||||||
Second
Quarter
|
||||||||||||||||||||||
ARM
|
452
|
$
|
158.1
|
38.3
|
%
|
4.77
|
%
|
$
|
349,624
|
66.5
|
691
|
|||||||||||
Fixed-rate
|
1,051
|
254.8
|
61.7
|
%
|
6.12
|
%
|
242,478
|
66.6
|
714
|
|||||||||||||
Total
Originations
|
1,503
|
$
|
412.9
|
100.0
|
%
|
5.60
|
%
|
$
|
274,700
|
66.6
|
705
|
|||||||||||
Purchase
mortgages
|
647
|
$
|
173.7
|
42.1
|
%
|
5.73
|
%
|
$
|
268,487
|
74.3
|
690
|
|||||||||||
Refinancings
|
856
|
239.2
|
57.9
|
%
|
5.50
|
%
|
279,397
|
60.9
|
716
|
|||||||||||||
Total
Originations
|
1,503
|
$
|
412.9
|
100.0
|
%
|
5.60
|
%
|
$
|
274,700
|
66.6
|
705
|
|||||||||||
First
Quarter
|
||||||||||||||||||||||
ARM
|
399
|
$
|
144.1
|
39.9
|
%
|
5.13
|
%
|
$
|
361,230
|
69.5
|
720
|
|||||||||||
Fixed-rate
|
948
|
217.3
|
60.1
|
%
|
6.46
|
%
|
229,203
|
70.7
|
707
|
|||||||||||||
Total
Originations
|
1,347
|
$
|
361.4
|
100.0
|
%
|
5.93
|
%
|
$
|
268,311
|
70.3
|
712
|
|||||||||||
Purchase
mortgages
|
845
|
$
|
208.5
|
57.7
|
%
|
6.09
|
%
|
$
|
246,758
|
77.9
|
721
|
|||||||||||
Refinancings
|
502
|
152.9
|
42.3
|
%
|
5.72
|
%
|
304,590
|
59.8
|
699
|
|||||||||||||
Total
Originations
|
1,347
|
$
|
361.4
|
100.0
|
%
|
5.93
|
%
|
$
|
268,311
|
70.3
|
712
|
For
the Year Ended December 31,
|
||||||||||||||||
2005
|
2004
|
%
Change
|
2003
|
%
Change
|
||||||||||||
Loan
officers
|
329
|
344
|
(4.4
|
)%
|
142
|
142.3
|
%
|
|||||||||
Other
employees
|
473
|
438
|
8.0
|
%
|
193
|
126.9
|
%
|
|||||||||
Total
employees
|
802
|
782
|
2.6
|
%
|
335
|
133.4
|
%
|
|||||||||
Number
of sales locations
|
54
|
66
|
(18.2
|
)%
|
15
|
340.0
|
%
|
|||||||||
($
in thousands)
|
For
the Year Ended December 31,
|
|||||||||||||||
2005
|
2004
|
%
Change
|
2003
|
%
Change
|
||||||||||||
Net
(loss)/income
|
$
|
(5,340
|
)
|
$
|
4,947
|
(207.9
|
)%
|
$
|
13,726
|
(64.0
|
)%
|
|||||
EPS
(Basic)
|
$
|
(0.30
|
)
|
$
|
0.28
|
(207.1
|
)%
|
$
|
—
|
—
|
||||||
EPS
(Diluted)
|
$
|
(0.30
|
)
|
$
|
0.27
|
(211.1
|
)%
|
$
|
—
|
—
|
($
in thousands)
|
For
the Year Ended December 31,
|
|||||||||||||||
2005
|
2004
|
%
Change
|
2003
|
%
Change
|
||||||||||||
Interest
income
|
$
|
77,476
|
$
|
27,299
|
183.8
|
%
|
$
|
7,609
|
258.8
|
%
|
||||||
Interest
expense
|
60,104
|
16,013
|
275.3
|
%
|
3,266
|
390.3
|
%
|
|||||||||
Net
interest income
|
$
|
17,372
|
$
|
11,286
|
53.9
|
%
|
$
|
4,343
|
159.9
|
%
|
($
in thousands)
|
For
the Year Ended December 31,
|
|||||||||||||||
2005
|
2004
|
%
Change
|
2003
|
%
Change
|
||||||||||||
Other
non-interest related expenses
|
$
|
63,034
|
$
|
36,329
|
73.5
|
%
|
$
|
20,376
|
78.3
|
%
|
($
in
thousands)
|
2005
|
2004
|
2003
|
|||||||||||||||||||||||||
Average
Balance
|
Amount
|
Yield/
Rate
|
Average
Balance
|
Amount
|
Yield/
Rate
|
Average
Balance
|
Amount
|
Yield/
Rate
|
||||||||||||||||||||
($Millions)
|
($Millions)
|
($Millions)
|
||||||||||||||||||||||||||
Interest
Income:
|
||||||||||||||||||||||||||||
Investment
securities and loans held in the securitization trusts
|
$
|
1,347.4
|
$
|
60,988
|
4.53
|
%
|
$
|
1,006.8
|
$
|
21,338
|
4.24
|
%
|
—
|
—
|
—
|
|||||||||||||
Loans
held for investment
|
145.7
|
7,778
|
5.34
|
%
|
32.9
|
723
|
4.09
|
%
|
—
|
—
|
—
|
|||||||||||||||||
Loans
held for sale
|
238.7
|
14,751
|
6.19
|
%
|
122.6
|
6,905
|
5.63
|
%
|
134.5
|
7,609
|
5.66
|
%
|
||||||||||||||||
Amortization
of net premium
|
14.7
|
$
|
(6,041
|
)
|
(0.46
|
)%
|
$
|
11.5
|
$
|
(1,667
|
)
|
(0.46
|
)%
|
—
|
$
|
—
|
%
|
|||||||||||
Interest
income
|
$
|
1,746.5
|
$
|
77,476
|
4.44
|
%
|
$
|
1,173.8
|
$
|
27,299
|
4.65
|
%
|
134.5
|
$
|
7,609
|
5.66
|
%
|
|||||||||||
Interest
Expense:
|
||||||||||||||||||||||||||||
Investment
securities and loans held in the securitization trusts
|
$
|
1,283.3
|
$
|
42,001
|
3.23
|
%
|
$
|
930.1
|
$
|
11,982
|
4.09
|
%
|
—
|
$
|
—
|
—
|
||||||||||||
Loans
held for investment
|
142.7
|
5,847
|
4.04
|
%
|
32.7
|
488
|
2.72
|
%
|
—
|
—
|
—
|
|||||||||||||||||
Loans
held for sale
|
233.3
|
10,252
|
4.39
|
%
|
103.3
|
3,543
|
2.65
|
%
|
117.0
|
3,266
|
2.54
|
%
|
||||||||||||||||
Subordinated
debentures
|
26.6
|
2,004
|
7.54
|
%
|
—
|
—
|
—
|
—
|
—
|
—
|
||||||||||||||||||
Interest
expense
|
$
|
1,685.9
|
$
|
60,104
|
3.52
|
%
|
$
|
1,066.1
|
$
|
16,013
|
3.0.
|
%
|
$
|
117.0
|
$
|
3,266
|
2.54
|
%
|
||||||||||
Net
interest income
|
$
|
60.6
|
$
|
17,372
|
0.92
|
%
|
$
|
107.7
|
$
|
11,286
|
1.65
|
%
|
$
|
17.5
|
$
|
4,344
|
3.12
|
%
|
||||||||||
As
of the Quarter Ended
|
Average
Interest
Earning
Assets
($
millions)
|
Historical
Weighted
Average
Coupon
|
Yield
on
Interest
Earning
Assets
|
Cost
of
Funds
|
Net
Interest
Spread
|
|||||||||||
December
31, 2005
|
$
|
1,499.0
|
4.84
|
%
|
4.43
|
%
|
3.81
|
%
|
0.62
|
%
|
||||||
September
30, 2005
|
$
|
1,494.0
|
4.69
|
%
|
4.08
|
%
|
3.38
|
%
|
0.70
|
%
|
||||||
June
30, 2005
|
$
|
1,590.0
|
4.50
|
%
|
4.06
|
%
|
3.06
|
%
|
1.00
|
%
|
||||||
March
31, 2005
|
$
|
1,447.9
|
4.39
|
%
|
4.01
|
%
|
2.86
|
%
|
1.15
|
%
|
||||||
December
31, 2004
|
$
|
1,325.7
|
4.29
|
%
|
3.84
|
%
|
2.58
|
%
|
1.26
|
%
|
||||||
September
30, 2004
|
$
|
776.5
|
4.04
|
%
|
3.86
|
%
|
2.45
|
%
|
1.41
|
%
|
($
in thousands)
|
For
the Year Ended December 31,
|
|||||||||||||||
2005
|
2004
|
%
Change
|
2003
|
%
Change
|
||||||||||||
Total
bankered loan volume
|
$
|
2,875,288
|
$
|
1,435,340
|
100.32
|
%
|
$
|
1,234,848
|
16.24
|
%
|
||||||
Total
bankered loan volume - units
|
12,654
|
6,882
|
83.87
|
%
|
4,770
|
44.28
|
%
|
|||||||||
Bankered
originations retained in portfolio
|
$
|
555,189
|
$
|
95,077
|
483.94
|
%
|
—
|
—
|
||||||||
Bankered
originations retained in portfolio - units
|
1,249
|
187
|
567.91
|
%
|
—
|
—
|
||||||||||
Net
bankered loan volume
|
$
|
2,320,099
|
$
|
1,340,263
|
73.11
|
%
|
$
|
1,234,848
|
8.54
|
%
|
||||||
Net
bankered loan volume - units
|
11,405
|
6,695
|
70.35
|
%
|
4,770
|
40.36
|
%
|
|||||||||
Gain
on sales of mortgage loans
|
$
|
26,783
|
$
|
20,835
|
28.55
|
%
|
$
|
23,031
|
(9.53
|
)%
|
||||||
Average
gain on sale spread
|
0.51
|
%
|
0.44
|
%
|
15.91
|
%
|
0.30
|
%
|
46.67
|
%
|
($
in thousands)
|
For
the Year Ended December 31,
|
|||||||||||||||
2005
|
2004
|
%
Change
|
2003
|
%
Change
|
||||||||||||
Total
brokered loan volume
|
$
|
562.1
|
$
|
410.1
|
37.1
|
%
|
$
|
365.5
|
12.2
|
%
|
||||||
Total
brokered loan volume - units
|
2,059
|
1,171
|
75.8
|
%
|
934
|
25.4
|
%
|
|||||||||
Brokered
loan fees
|
$
|
9,991
|
$
|
6,895
|
44.9
|
%
|
$
|
6,683
|
3.2
|
%
|
||||||
Brokered
loan expenses
|
$
|
7,543
|
$
|
5,276
|
43.0
|
%
|
$
|
3,734
|
41.3
|
%
|
($
in thousands)
|
For
the Year Ended December 31,
|
|||||||||||||||
2005
|
2004
|
%
Change
|
2003
|
%
Change
|
||||||||||||
Loan
officers
|
329
|
344
|
(4.4
|
)%
|
142
|
142.3
|
%
|
|||||||||
Other
employees
|
473
|
438
|
8.0
|
%
|
193
|
126.9
|
%
|
|||||||||
Total
employees
|
802
|
782
|
2.6
|
%
|
335
|
133.4
|
%
|
|||||||||
Number
of sales locations
|
54
|
66
|
(18.2
|
)%
|
15
|
340.0
|
%
|
|||||||||
Salaries
and benefits
|
$
|
30,979
|
$
|
17,118
|
81.0
|
%
|
$
|
9,247
|
85.1
|
%
|
||||||
Occupancy
and equipment
|
6,127
|
3,529
|
73.6
|
%
|
2,018
|
74.9
|
%
|
|||||||||
Marketing
and promotion
|
4,861
|
3,190
|
52.4
|
%
|
1,008
|
216.5
|
%
|
|||||||||
Data
processing and communications
|
2,371
|
1,598
|
48.4
|
%
|
608
|
162.8
|
%
|
|||||||||
Office
supplies and expenses
|
2,333
|
1,519
|
53.6
|
%
|
803
|
89.2
|
%
|
|||||||||
Travel
and entertainment
|
840
|
612
|
37.3
|
%
|
666
|
(8.1
|
)%
|
|||||||||
Depreciation
and amortization
|
1,716
|
690
|
148.7
|
%
|
412
|
67.5
|
%
|
|||||||||
• |
transfer
or sell assets;
|
• |
create
liens on the collateral; or
|
• |
incur
additional indebtedness, without obtaining the prior consent of the
lenders, which consent may not be unreasonably withheld.
|
• |
the
loan is rejected as “unsatisfactory for purchase” by the ultimate investor
and has exceeded its permissible warehouse period
which varies by facility;
|
• |
we
fail to deliver the applicable note, mortgage or other documents
evidencing the loan within the requisite time
period;
|
• |
the
underlying property that secures the loan has sustained a casualty
loss in
excess of 5% of its appraised value;
or
|
• |
the
loan ceases to be an eligible loan (as determined pursuant to the
warehouse facility agreement).
|
• |
interest
rates on our loans compared to market interest rates;
|
• |
the
borrower credit risk classification;
|
• |
loan-to-value
ratios, loan terms, underwriting and documentation; and
|
• |
general
economic conditions.
|
• |
sell
assets in adverse market conditions;
|
• |
borrow
on unfavorable terms; or
|
• |
distribute
amounts that would otherwise be invested in future acquisitions,
capital
expenditures or repayment of debt, in order to
comply with the REIT distribution
requirements.
|
($
in thousands)
|
Total
|
Less
Than
1
Year
|
1
to 3
Years
|
4
to 5
Years
|
After
5
Years
|
|||||||||||
Reverse
repurchase agreements
|
$
|
1,166,499
|
$
|
1,166,499
|
—
|
—
|
—
|
|||||||||
Warehouse
facilities
|
225,186
|
225,186
|
—
|
—
|
—
|
|||||||||||
Operating
leases
|
16,768
|
4,685
|
9,967
|
2,116
|
—
|
|||||||||||
Collateralized
debt obligations(1)
|
228,226
|
33,233
|
95,949
|
36,122
|
62,922
|
|||||||||||
Subordinated
debentures
|
45,000
|
—
|
—
|
—
|
45,000
|
|||||||||||
Employment
agreements(2)
|
7,385
|
1,846
|
5,539
|
—
|
—
|
|||||||||||
$
|
1,689,064
|
$
|
1,431,449
|
$
|
111,455
|
$
|
38,238
|
$
|
107,922
|
|||||||
(1) |
Maturities
of our CDOs are dependent upon cash flows received from the underlying
loans receivable. Our estimate of their repayment is based on scheduled
principal payments on the underlying loans receivable. This estimate
will
differ from actual amounts to the extent prepayments and/or loan
losses
are experienced.
|
(2) |
Represents
base cash compensation of executive officers.
|
• |
Interest
rate and market (fair value) risk
|
• |
Credit
spread risk
|
• |
Liquidity
and funding risk
|
• |
Prepayment
risk
|
• |
Credit
risk
|
December
31, 2005
|
||||||||||
|
Notional
Amount
|
Carrying
Amount
|
Estimated
Fair
Value
|
|||||||
Investment
securities available for sale
|
$
|
719,701
|
$
|
716,482
|
$
|
716,482
|
||||
Mortgage
loans held for investment
|
4,054
|
4,060
|
4,079
|
|||||||
Mortgage
loans held in the securitization trusts
|
771,451
|
776,610
|
775,311
|
|||||||
Mortgage
loans held for sale
|
108,244
|
108,271
|
109,252
|
|||||||
Commitments
and contingencies:
|
||||||||||
Interest
rate lock commitments - loan commitments
|
130,320
|
123
|
123
|
|||||||
Interest
rate lock commitments - mortgage loans held for sale
|
108,109
|
(14
|
)
|
(14
|
)
|
|||||
Forward
loan sales contracts
|
51,763
|
(380
|
)
|
(380
|
)
|
|||||
Interest
rate swaps
|
645,000
|
6,383
|
6,383
|
|||||||
Interest
rate caps
|
1,858,860
|
3,340
|
3,340
|
|
December
31, 2004
|
|||||||||
|
Notional
Amount
|
Carrying
Amount
|
Estimated
Fair
Value
|
|||||||
Investment
securities available for sale
|
$
|
1,194,055
|
$
|
1,204,745
|
$
|
1,204,745
|
||||
Mortgage
loans held for investment
|
188,859
|
190,153
|
190,608
|
|||||||
Mortgage
loans held for sale
|
85,105
|
85,385
|
86,098
|
|||||||
Commitments
and contingencies:
|
||||||||||
Interest
rate lock commitments
|
156,110
|
38
|
38
|
|||||||
Forward
loan sales contracts
|
97,080
|
(165
|
)
|
(165
|
)
|
|||||
Interest
rate swaps
|
670,000
|
3,228
|
3,228
|
|||||||
Interest
rate caps
|
250,000
|
411
|
411
|
|
|
Basis
point increase
|
||||||||
|
Base
|
+100
|
+200
|
|||||||
Mortgage
Portfolio
|
1.20
years
|
1.56
years
|
1.69
years
|
|||||||
Borrowings
(including hedges)
|
0.29
|
0.29
|
0.29
|
|||||||
Net
|
0.91
years
|
1.27
years
|
1.40
years
|
|
2006
Annual
Salary(1)
|
2005
Cash
Bonus(2)
|
|||||
Steven
B. Schnall
|
$
|
409,500
|
$
|
35,000
|
|||
Chairman
of the Board and Co-Chief Executive Officer
|
|||||||
David
A. Akre
|
409,500
|
35,000
|
|||||
Co-Chief
Executive Officer
|
|||||||
Michael
I. Wirth
|
336,000
|
105,000
|
|||||
Executive
Vice President and Chief Financial Officer
|
|||||||
Joseph
V. Fierro
|
330,750
|
20,000
|
|||||
Chief
Operating Officer of NYMC
|
|||||||
Steven
R. Mumma
|
$
|
300,000
|
$
|
105,000
|
|||
Vice
President and Chief Investment and Operating Officer
|
|||||||
(1) |
Pursuant
to each of the executive officer’s employment agreements, 2006 base
salaries reflect a 3.4% increase over base salary as established
in
2005.
|
(a) |
Financial
Statements and Schedules. The following financial statements and
schedules
are included in this report:
|
|
Page
|
|
FINANCIAL
STATEMENTS:
|
||
F-2
|
||
Report of Independent Registered Public Accounting Firm |
F-3
|
|
F-4
|
||
F-5
|
||
F-6
|
||
F-7
|
||
F-8
|
(b) |
Exhibits.
|
Exhibit
|
Description
|
|
Amendment
No. 1 to Bylaws
|
||
List
of Subsidiaries of the Registrant.
|
||
Consent
of Independent Registered Public Accounting Firm (Deloitte & Touche
LLP).
|
||
|
||
Section
302 Certification of Co-Chief Executive Officer.
|
||
Section
302 Certification of Co-Chief Executive Officer.
|
||
Section
302 Certification of Chief Financial Officer.
|
||
Section
906 Certification of Co-Chief Executive Officers.
|
||
Section
906 Certification of Chief Financial
Officer.
|
NEW YORK MORTGAGE TRUST, INC. | ||
|
|
|
Date: March 16, 2006 | By: | /s/ STEVEN B. SCHNALL |
|
||
Name:
Steven B. Schnall
Title: Co-Chief
Executive Officer
|
Signature
|
Title
|
Date
|
||
/s/
Steven B. Schnall
|
Chairman
of the Board, President,
|
March
16, 2006
|
||
Steven
B. Schnall
|
and
Co-Chief Executive Officer
|
|||
(Principal
Executive Officer)
|
||||
/s/
David A. Akre
|
Co-Chief
Executive Officer
|
March
16, 2006
|
||
David
A. Akre
|
and
Director
|
|||
/s/
Michael I. Wirth
|
Executive
Vice President,
|
March
16, 2006
|
||
Michael
I. Wirth
|
Chief
Financial Officer,
|
|||
secretary
and Treasurer
|
||||
(Principal
Financial Officer)
|
||||
/s/
David R. Bock
|
Director
|
March
16, 2006
|
||
David
R. Bock
|
||||
/s/
Alan L. Hainey
|
Director
|
March
16, 2006
|
||
Alan
L. Hainey
|
||||
/s/
Steven G. Norcutt
|
Director
|
March
16, 2006
|
||
Steven
G. Norcutt
|
||||
/s/
Mary Dwyer Pembroke
|
Director
|
March
16, 2006
|
||
Mary
Dwyer Pembroke
|
||||
/s/
Jerome F. Sherman
|
Director
|
March
16, 2006
|
||
Jerome
F. Sherman
|
||||
/s/
Thomas W. White
|
Director
|
March
16, 2006
|
||
Thomas
W. White
|
|
Page
|
FINANCIAL
STATEMENTS:
|
|
F-2
|
|
F-3
|
|
F-4
|
|
F-5
|
|
F-6
|
|
F-7
|
|
F-8
|
|
|
|
/s/ Deloitte & Touche LLP | ||
New York, NY
March
15, 2006
|
||
|
|
|
/s/ Deloitte & Touche LLP | ||
New York, NY
March
15, 2006
|
||
|
December
31,
2005
|
December
31,
2004
|
|||||
ASSETS
|
|||||||
Cash
and cash equivalents
|
$
|
9,056
|
$
|
7,613
|
|||
Restricted
cash
|
5,468
|
2,342
|
|||||
Investment
securities — available for sale
|
716,482
|
1,204,745
|
|||||
Due
from loan purchasers
|
121,813
|
79,904
|
|||||
Escrow
deposits — pending loan closings
|
1,434
|
16,236
|
|||||
Accounts
and accrued interest receivable
|
14,866
|
15,554
|
|||||
Mortgage
loans held for sale
|
108,271
|
85,385
|
|||||
Mortgage
loans held in securitization trusts
|
776,610
|
—
|
|||||
Mortgage
loans held for investment
|
4,060
|
190,153
|
|||||
Prepaid
and other assets
|
16,505
|
4,351
|
|||||
Derivative
assets
|
9,846
|
3,678
|
|||||
Property
and equipment, net
|
6,882
|
4,801
|
|||||
TOTAL
ASSETS
|
$
|
1,791,293
|
$
|
1,614,762
|
|||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|||||||
LIABILITIES:
|
|||||||
Financing
arrangements, portfolio investments
|
$
|
1,166,499
|
$
|
1,111,393
|
|||
Financing
arrangements, loans held for sale/for investment
|
225,186
|
359,203
|
|||||
Collateralized
debt obligations
|
228,226
|
—
|
|||||
Due
to loan purchasers
|
1,652
|
351
|
|||||
Accounts
payable and accrued expenses
|
22,794
|
19,485
|
|||||
Subordinated
debentures
|
45,000
|
—
|
|||||
Derivative
liabilities
|
394
|
165
|
|||||
Other
liabilities
|
584
|
4,683
|
|||||
Total
liabilities
|
1,690,335
|
1,495,280
|
|||||
COMMITMENTS
AND CONTINGENCIES (Note 12)
|
|||||||
STOCKHOLDERS’
EQUITY:
|
|||||||
Common
stock, $0.01 par value, 400,000,000 shares authorized 18,258,221
shares
issued and 17,953,674outstanding at December 31, 2005 and 18,217,498
shares issued and 17,797,375 outstanding at December 31,
2004
|
183
|
181
|
|||||
Additional
paid-in capital
|
107,573
|
119,045
|
|||||
Accumulated
other comprehensive income
|
1,910
|
256
|
|||||
Accumulated
deficit
|
(8,708
|
)
|
—
|
||||
Total
stockholders’ equity
|
100,958
|
119,482
|
|||||
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
|
1,791,293
|
$
|
1,614,762
|
|
For
the Year Ended December 31,
|
|||||||||
|
2005
|
2004
|
2003
|
|||||||
REVENUES:
|
||||||||||
Interest
income:
|
||||||||||
Investment
securities and loans held in securitization trusts
|
$
|
55,050
|
$
|
19,671
|
$
|
—
|
||||
Loans
held for investment
|
7,675
|
723
|
—
|
|||||||
Loans
held for sale
|
14,751
|
6,905
|
7,609
|
|||||||
Total
interest income
|
77,476
|
27,299
|
7,609
|
|||||||
Interest
expense:
|
||||||||||
Investment
securities and loans held in securitization trusts
|
42,001
|
11,982
|
—
|
|||||||
Loans
held for investment
|
5,847
|
488
|
—
|
|||||||
Loans
held for sale
|
10,252
|
3,543
|
3,266
|
|||||||
Subordinated
debentures
|
2,004
|
—
|
—
|
|||||||
Total
interest expense
|
60,104
|
16,013
|
3,266
|
|||||||
Net
interest income
|
17,372
|
11,286
|
4,343
|
|||||||
Other
income (expense):
|
||||||||||
Gain
on sales of mortgage loans
|
26,783
|
20,835
|
23,031
|
|||||||
Brokered
loan fees
|
9,991
|
6,895
|
6,683
|
|||||||
Gain
on sales of securities and related hedges
|
2,207
|
774
|
—
|
|||||||
Impairment
loss on investment securities
|
(7,440
|
)
|
—
|
—
|
||||||
Miscellaneous
income
|
232
|
227
|
45
|
|||||||
Total
other income (expense)
|
31,773
|
28,731
|
29,759
|
|||||||
EXPENSES:
|
||||||||||
Salaries,
commissions and benefits
|
30,979
|
17,118
|
9,247
|
|||||||
Brokered
loan expenses
|
7,543
|
5,276
|
3,734
|
|||||||
Occupancy
and equipment
|
6,127
|
3,529
|
2,018
|
|||||||
Marketing
and promotion
|
4,861
|
3,190
|
1,008
|
|||||||
Data
processing and communications
|
2,371
|
1,598
|
608
|
|||||||
Office
supplies and expenses
|
2,333
|
1,519
|
803
|
|||||||
Professional
fees
|
4,742
|
2,005
|
959
|
|||||||
Travel
and entertainment
|
840
|
612
|
666
|
|||||||
Depreciation
and amortization
|
1,716
|
690
|
412
|
|||||||
Other
|
1,522
|
792
|
921
|
|||||||
Total
expenses
|
63,034
|
36,329
|
20,376
|
|||||||
(LOSS)/INCOME
BEFORE INCOME TAX BENEFIT
|
(13,889
|
)
|
3,688
|
13,726
|
||||||
Income
tax benefit
|
8,549
|
1,259
|
—
|
|||||||
NET
(LOSS)/INCOME
|
$
|
(5,340
|
)
|
$
|
4,947
|
$
|
13,726
|
|||
Basic
(loss)/income per share
|
$
|
(0.30
|
)
|
$
|
0.28
|
—
|
||||
Diluted
(loss)/income per share
|
$
|
(0.30
|
)
|
$
|
0.27
|
—
|
||||
Weighted
average shares outstanding-basic(1)
|
17,873
|
17,797
|
—
|
|||||||
Weighted
average shares outstanding-diluted(1)
|
17,873
|
18,011
|
—
|
|||||||
(1) |
Weighted
average shares outstanding-basic and diluted assume the shares outstanding
upon the Company’s initial public offering are outstanding for the full
year.
|
|
Common
Stock
|
Additional
Paid-In
Capital
|
Stockholders’
Members Members’
Equity/Deficit
|
Accumulated
Other
Comprehensive
Income
(Loss)
|
Comprehensive
Income
(Loss)
|
Total
|
|||||||||||||
BALANCE,
JANUARY 1, 2003 —
|
|||||||||||||||||||
Members’
Equity
|
$
|
$
|
$
|
6,469
|
$
|
31
|
$
|
6,500
|
|||||||||||
Net
income
|
13,726
|
—
|
$
|
13,726
|
13,726
|
||||||||||||||
Distributions
|
(21,534
|
)
|
—
|
—
|
(21,534
|
)
|
|||||||||||||
Increase
associated with cash flow hedges
|
—
|
51
|
51
|
51
|
|||||||||||||||
Increase
in net unrealized gain on available for sale securities
|
—
|
783
|
783
|
783
|
|||||||||||||||
Comprehensive
income
|
—
|
—
|
$
|
14,560
|
—
|
||||||||||||||
BALANCE,
DECEMBER 31, 2003 —
|
|||||||||||||||||||
Members’
Deficit
|
—
|
—
|
(1,339
|
)
|
865
|
—
|
(474
|
)
|
|||||||||||
Net
income
|
—
|
—
|
4,947
|
—
|
4,947
|
4,947
|
|||||||||||||
Contributions
|
—
|
—
|
2,310
|
—
|
—
|
2,310
|
|||||||||||||
Distributions
|
—
|
—
|
(3,135
|
)
|
—
|
—
|
(3,135
|
)
|
|||||||||||
Forfeiture
of 47,680 escrowed shares
|
—
|
(493
|
)
|
—
|
—
|
(493
|
)
|
||||||||||||
Dividends
declared
|
—
|
(4,470
|
)
|
(2,783
|
)
|
—
|
—
|
(7,253
|
)
|
||||||||||
Initial
public offering — Common stock
|
181
|
121,910
|
—
|
—
|
—
|
122,091
|
|||||||||||||
Vested
restricted stock
|
—
|
1,743
|
—
|
—
|
—
|
1,743
|
|||||||||||||
Vested
performance shares
|
—
|
249
|
—
|
—
|
—
|
249
|
|||||||||||||
Vested
stock options
|
—
|
106
|
—
|
—
|
—
|
106
|
|||||||||||||
Decrease
in net unrealized gain on available for sale securities
|
—
|
—
|
—
|
(3,836
|
)
|
(3,836
|
)
|
(3,836
|
)
|
||||||||||
Increase
in net unrealized gain on derivative instruments
|
—
|
—
|
—
|
3,227
|
|
3,227
|
|
3,227
|
|
||||||||||
Comprehensive
income
|
—
|
—
|
—
|
—
|
$
|
4,338
|
—
|
||||||||||||
BALANCE,
DECEMBER 31, 2004 — Stockholders’ Equity
|
|
181
|
|
119,045
|
|
0
|
|
256
|
|
—
|
|
119,482
|
|||||||
Net
loss
|
—
|
—
|
(5,340
|
)
|
—
|
(5,340
|
)
|
(5,340
|
)
|
||||||||||
Dividends
declared
|
—
|
(13,375
|
)
|
(3,368
|
)
|
—
|
—
|
(16,743
|
)
|
||||||||||
Vested
restricted stock
|
2
|
1,310
|
—
|
—
|
—
|
1,312
|
|||||||||||||
Vested
performance shares
|
—
|
549
|
—
|
—
|
—
|
549
|
|||||||||||||
Vested
stock options
|
—
|
44
|
—
|
—
|
—
|
44
|
|||||||||||||
Decrease
in net unrealized gain on available for sale securities
|
—
|
—
|
—
|
(1,130
|
)
|
(1,130
|
)
|
(1,130
|
)
|
||||||||||
Increase
in net unrealized gain on derivative instruments
|
—
|
—
|
—
|
2,784
|
2,784
|
2,784
|
|||||||||||||
Comprehensive
loss
|
—
|
—
|
—
|
—
|
$
|
(3,686
|
)
|
—
|
|||||||||||
BALANCE,
DECEMBER 31, 2005 — Stockholders’ Equity
|
$
|
183
|
$
|
107,573
|
$
|
(8,708
|
)
|
$
|
1,910
|
$
|
100,958
|
||||||||
For
the Years Ended December 31,
|
||||||||||
|
2005
|
2004
|
2003
|
|||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||||
Net
(loss)/income
|
$
|
(5,340
|
)
|
$
|
4,947
|
$
|
13,726
|
|||
Adjustments
to reconcile net (loss)/income to net cash used in operating
activities:
|
||||||||||
Depreciation
and amortization
|
1,716
|
690
|
412
|
|||||||
Amortization
of premium on investment securities and mortgage loans
|
6,269
|
1,667
|
—
|
|||||||
Gain
on sale of securities and related hedges
|
(2,207
|
)
|
(939
|
)
|
—
|
|||||
Impairment
loss on investment securities
|
7,440
|
—
|
—
|
|||||||
Origination
of mortgage loans held for sale
|
(2,316,734
|
)
|
(1,435,340
|
)
|
(1,234,847
|
)
|
||||
Proceeds
from sales of mortgage loans
|
2,293,848
|
1,386,124
|
1,232,711
|
|||||||
Restricted
stock compensation expense
|
1,861
|
1,992
|
—
|
|||||||
Stock
option grants — compensation expense
|
44
|
106
|
—
|
|||||||
Deferred
tax benefit
|
(8,549
|
)
|
(1,309
|
)
|
—
|
|||||
Forfeited
shares-non cash
|
(492
|
)
|
—
|
|||||||
Change
in value of derivatives
|
(3,155
|
)
|
(314
|
)
|
(107
|
)
|
||||
Loss
on sale of fixed assets
|
27
|
—
|
—
|
|||||||
(Increase)
decrease in operating assets:
|
||||||||||
Due
from loan purchasers
|
(41,909
|
)
|
(21,042
|
)
|
(18,242
|
)
|
||||
Due
from affiliate
|
—
|
—
|
(153
|
)
|
||||||
Escrow
deposits-pending loan closings
|
14,802
|
(16,236
|
)
|
—
|
||||||
Accounts
and accrued interest receivable
|
714
|
(12,846
|
)
|
(1,499
|
)
|
|||||
Prepaid
and other assets
|
(3,987
|
)
|
(2,211
|
)
|
(1,116
|
)
|
||||
Increase
(decrease) in operating liabilities:
|
||||||||||
Due
to loan purchasers
|
1,301
|
(403
|
)
|
(357
|
)
|
|||||
Accounts
payable and accrued expenses
|
3,990
|
12,170
|
2,737
|
|||||||
Other
liabilities
|
(4,100
|
)
|
4,553
|
(375
|
)
|
|||||
Net
cash used in operating activities
|
(53,969
|
)
|
(78,883
|
)
|
(7,110
|
)
|
||||
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
||||||||||
Restricted
cash
|
(3,126
|
)
|
(2,124
|
)
|
(15
|
)
|
||||
Purchase
of marketable securities
|
—
|
—
|
(2,007
|
)
|
||||||
Sale
of investment securities
|
225,326
|
197,350
|
—
|
|||||||
Purchase
of investment securities
|
(148,150
|
)
|
(1,533,511
|
)
|
—
|
|||||
Purchase
of mortgage loans held in securitization trusts
|
(167,097
|
)
|
—
|
—
|
||||||
Principal
repayments received on loans held in securitization trust
|
120,835
|
—
|
—
|
|||||||
Purchase
of mortgage loans held for investment
|
—
|
(94,767
|
)
|
—
|
||||||
Origination
of mortgage loans held for investment
|
(558,554
|
)
|
(95,386
|
)
|
||||||
Proceeds
from sale of marketable securities
|
—
|
3,580
|
1,354
|
|||||||
Principal
paydown on investment securities
|
399,694
|
126,944
|
—
|
|||||||
Payments
received on loans held for investment
|
13,279
|
—
|
—
|
|||||||
Purchases
of property and equipment
|
(3,929
|
)
|
(3,460
|
)
|
(1,472
|
)
|
||||
Sale
of fixed assets
|
75
|
—
|
—
|
|||||||
Net
cash used in investing activities
|
(121,647
|
)
|
(1,401,374
|
)
|
(2,140
|
)
|
||||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||||
Proceeds
from issuance of common stock
|
—
|
122,091
|
—
|
|||||||
Members’
contributions
|
—
|
1,309
|
—
|
|||||||
Increase
in financing arrangements, net
|
149,315
|
1,380,171
|
17,409
|
|||||||
Payments
on subordinated notes due members
|
—
|
(13,707
|
)
|
—
|
||||||
Dividends
paid
|
(17,256
|
)
|
(2,906
|
)
|
—
|
|||||
Cash
distributions to members
|
—
|
(3,135
|
)
|
(6,858
|
)
|
|||||
Issuance
of subordinated debentures
|
45,000
|
—
|
—
|
|||||||
Net
cash provided by financing activities
|
177,059
|
1,483,823
|
10,551
|
|||||||
NET
INCREASE IN CASH AND CASH EQUIVALENTS
|
1,443
|
3,566
|
1,301
|
|||||||
CASH
AND CASH EQUIVALENTS — Beginning of period
|
7,613
|
4,047
|
2,746
|
|||||||
CASH
AND CASH EQUIVALENTS — End of period
|
$
|
9,056
|
$
|
7,613
|
$
|
4,047
|
||||
SUPPLEMENTAL
DISCLOSURE
|
||||||||||
Cash
paid for interest
|
$
|
57,871
|
$
|
11,709
|
$
|
2,988
|
||||
NON
CASH FINANCING ACTIVITIES
|
||||||||||
Distribution
to members in the form of subordinated notes
|
$
|
—
|
$
|
—
|
$
|
14,707
|
||||
Reduction
of subordinated notes due members
|
$
|
—
|
$
|
1,000
|
$
|
—
|
||||
Dividends
declared to be paid in subsequent period
|
$
|
3,834
|
$
|
4,347
|
$
|
—
|
||||
Grant
of restricted stock
|
$
|
277
|
$
|
1,974
|
$
|
—
|
||||
NON
CASH INVESTING ACTIVITIES
|
||||||||||
Non-cash
purchase of fixed assets
|
168
|
—
|
—
|
1. |
Summary
of Significant Accounting
Policies
|
• |
the
items to be hedged expose the Company to interest rate risk; and
|
• |
the
interest rate swaps or caps are expected to be and continue to be
highly
effective in reducing the Company’s exposure to interest
rate risk.
|
2. |
Investment
Securities Available For
Sale
|
|
December
31,
2005
|
December
31,
2004
|
|||||
Amortized
cost
|
$
|
720,583
|
$
|
1,207,715
|
|||
Gross
unrealized gains
|
1
|
151
|
|||||
Gross
unrealized losses
|
(4,102
|
)
|
(3,121
|
)
|
|||
Fair
value
|
$
|
716,482
|
$
|
1,204,745
|
Less
than
6
Months
|
More
than 6 Months
To
24 Months
|
More
than 24 Months
To
60 Months
|
Total
|
||||||||||||||||||||||
Carrying
Value
|
Weighted
Average
Yield
|
Carrying
Value
|
Weighted
Average
Yield
|
Carrying
Value
|
Weighted
Average
Yield
|
Carrying
Value
|
Weighted
Average
Yield
|
||||||||||||||||||
Agency
REMIC CMO Floating Rate
|
$
|
13,535
|
5.45
|
%
|
$
|
—
|
$
|
—
|
|
—
|
$
|
13,535
|
5.45
|
%
|
|||||||||||
FHLMC
Agency ARMs
|
—
|
—
|
91,217
|
3.82
|
%
|
—
|
—
|
91,217
|
3.82
|
%
|
|||||||||||||||
FNMA
Agency ARMs
|
—
|
—
|
297,048
|
3.91
|
%
|
—
|
—
|
297,048
|
3.91
|
%
|
|||||||||||||||
Private
Label ARMs
|
—
|
—
|
57,605
|
4.22
|
%
|
257,077
|
4.57
|
%
|
314,682
|
4.51
|
%
|
||||||||||||||
Total
|
$
|
13,535
|
5.45
|
%
|
$
|
445,870
|
3.93
|
%
|
$
|
257,077
|
4.57
|
%
|
$
|
716,482
|
4.19
|
%
|
3. |
Mortgage
Loans Held For Sale
|
|
December
31,
2005
|
December
31,
2004
|
|||||
Mortgage
loans principal amount
|
$
|
108,244
|
$
|
85,105
|
|||
Deferred
origination costs - net
|
27
|
280
|
|||||
Mortgage
loans held for sale
|
$
|
108,271
|
$
|
85,385
|
4. |
Mortgage
Loans Held in Securitization
Trusts
|
Mortgage
loans principal amount
|
$
|
771,451
|
||
Deferred
origination costs - net
|
5,159
|
|||
Total
mortgage loans held in securitization trusts
|
$
|
776,610
|
Days
Late
|
Number
of Delinquent Loans
|
Total
Dollar
Amount
|
%
of Loan
Portfolio
|
|||||||
30-60
|
1
|
$
|
193.1
|
0.02
|
%
|
|||||
61-90
|
—
|
—
|
—
|
|||||||
90+
|
3
|
$
|
1,771.0
|
0.23
|
%
|
5. |
Mortgage
Loans Held For Investment
|
|
December
31,
2005
|
December
31,
2004
|
|||||
Mortgage
loans principal amount
|
$
|
4,054
|
$
|
188,859
|
|||
Deferred
origination cost-net
|
6
|
1,294
|
|||||
Total
mortgage loans held for investment
|
$
|
4,060
|
$
|
190,153
|
6. |
Property
and Equipment — Net
|
|
December
31,
2005
|
December
31,
2004
|
|||||
Office
and computer equipment
|
$
|
6,292
|
$
|
3,191
|
|||
Furniture
and fixtures
|
2,306
|
2,032
|
|||||
Leasehold
improvements
|
1,429
|
1,138
|
|||||
Total
premises and equipment
|
10,027
|
6,361
|
|||||
Less:
accumulated depreciation and amortization
|
(3,145
|
)
|
(1,560
|
)
|
|||
Property
and equipment - net
|
$
|
6,882
|
$
|
4,801
|
7. |
Derivative
Instruments and Hedging
Activities
|
|
December
31,
2005
|
December
31,
2004
|
|||||
Derivative
Assets:
|
|||||||
Interest
rate caps
|
$
|
3,340
|
$
|
411
|
|||
Interest
rate swaps
|
6,383
|
3,229
|
|||||
Interest
rate lock commitments - loan commitments
|
123
|
5
|
|||||
Interest
rate lock commitments - mortgage loans held for sale
|
—
|
33
|
|||||
Total
derivative assets
|
$
|
9,846
|
$
|
3,678
|
|||
Derivative
Liabilities:
|
|||||||
Forward
loan sale contracts - loan commitments
|
(38
|
)
|
(24
|
)
|
|||
Forward
loan sale contracts - mortgage loans held for sale
|
(18
|
)
|
(2
|
)
|
|||
Forward
loan sale contracts - TBA securities
|
(324
|
)
|
(139
|
)
|
|||
Interest
rate lock commitments - mortgage loans held for sale
|
(14
|
)
|
—
|
||||
Total
derivative liabilities
|
$
|
(394
|
)
|
$
|
(165
|
)
|
8. |
Financing
Arrangements, Portfolio
Investments
|
Repurchase
Agreements by Counterparty
|
|||||||
Counterparty
Name
|
December
31,
2005
|
December
31,
2004
|
|||||
Banc
of America Securities LLC
|
$
|
—
|
$
|
140,000
|
|||
Citigroup
Global Markets Inc.
|
200,000
|
—
|
|||||
Countrywide
Securities Corporation
|
109,632
|
100,000
|
|||||
Credit
Suisse First Boston LLC
|
148,131
|
200,000
|
|||||
Deutsche
Bank Securities Inc.
|
205,233
|
—
|
|||||
Goldman,
Sachs & Co.
|
—
|
238,000
|
|||||
HSBC
|
163,781
|
—
|
|||||
J.P.
Morgan Securities Inc.
|
37,481
|
—
|
|||||
Merrill
Lynch Government Securities Inc.
|
—
|
128,000
|
|||||
UBS
Securities LLC
|
—
|
260,393
|
|||||
Wachovia
|
—
|
45,000
|
|||||
WaMu
Capital Corp
|
158,457
|
—
|
|||||
West
LB
|
143,784
|
—
|
|||||
Total
Financing Arrangements, Portfolio Investments
|
$
|
1,166,499
|
$
|
1,111,393
|
9. |
Financing
Arrangements, Mortgage Loans Held for Sale/for
Investment
|
|
December
31,
2005
|
December
31,
2004
|
|||||
$250
million master repurchase agreement with Greenwich Capital expiring
on
December 4, 2006 bearing interest at one-month LIBOR plus spreads
from
0.75% to 1.25% (5.137% at December 31, 2005 and 3.16% at December
31,
2004). Principal repayments are required 120 days from the funding
date(a)
|
$
|
81,577
|
$
|
215,612
|
|||
$200
million revolving line of credit agreement with CSFB expiring on
March 31,
2006 bearing interest at daily LIBOR plus spreads from 0.75% to 2.000%
depending on collateral (4.3413% at December 31, 2005 and 3.599%
at
December 31, 2004). Principal repayments are required 90 days from
the
funding date
|
143,609
|
73,752
|
|||||
$150
million revolving line of credit agreement with HSBC expiring on
September
30, 2005 bearing interest at one-month LIBOR plus spreads from 1.00%
to
1.25% (4.294 at December 31, 2005 and 3.29% at December 31, 2004)
(b)
|
—
|
69,839
|
|||||
$
|
225,186
|
$
|
359,203
|
||||
(a) |
This
credit facility, with Greenwich Capital Financial Products, Inc.,
requires
the Company to transfer specific collateral to the lender under repurchase
agreements; however, due to the rate of turnover of the collateral
by the
Company, the counterparty has not taken title to or recorded their
interest in any of the collateral transferred. Interest is paid to
the
counterparty based on the amount of outstanding borrowings and on
the
terms provided. This facility was renewed on January 6, 2006 and
expires
December 6, 2006.
|
(b) |
The
HSBC credit facility was terminated by mutual agreement effective
September 30, 2005 and was paid in full on December 31,
2005.
|
10. |
Collateralized
Debt Obligations
|
11. |
Subordinated
Debentures
|
12. |
Commitments
and Contingencies
|
Year
Ending December 31,
|
|
|||
2006
|
$
|
4,685
|
||
2007
|
4,171
|
|||
2008
|
3,442
|
|||
2009
|
2,354
|
|||
2010
|
2,116
|
|||
Thereafter
|
—
|
|||
$
|
16,768
|
13. |
Related
Party Transactions
|
14. |
Concentrations
of Credit Risk
|
|
December
31,
2005
|
December
31,
2004
|
|||||
New
York
|
43.0
|
%
|
70.2
|
%
|
|||
Massachusetts
|
17.8
|
%
|
6.6
|
%
|
|||
Florida
|
9.7
|
%
|
1.9
|
%
|
|||
Connecticut
|
5.8
|
%
|
5.0
|
%
|
|||
New
Jersey
|
5.1
|
%
|
7.4
|
%
|
|
December
31,
2005
|
December
31,
2004
|
|||||
New
York
|
32.7
|
%
|
30.7
|
%
|
|||
Massachusetts
|
19.4
|
%
|
1.4
|
%
|
|||
California
|
14.1
|
%
|
51.3
|
%
|
|||
New
Jersey
|
5.8
|
%
|
5.5
|
%
|
|||
Florida
|
5.4
|
%
|
1.4
|
%
|
15. |
Fair
Value of Financial
Instruments
|
|
December
31, 2005
|
|||||||||
|
Notional
Amount
|
Carrying
Amount
|
Estimated
Fair
Value
|
|||||||
Investment
securities available for sale
|
$
|
719,701
|
$
|
716,482
|
$
|
716,482
|
||||
Mortgage
loans held for investment
|
4,054
|
4,060
|
4,079
|
|||||||
Mortgage
loans held in the securitization trusts
|
771,451
|
776,610
|
775,311
|
|||||||
Mortgage
loans held for sale
|
108,244
|
108,271
|
109,252
|
|||||||
Commitments
and contingencies:
|
||||||||||
Interest
rate lock commitments - loan commitments
|
130,320
|
123
|
123
|
|||||||
Interest
rate lock commitments - mortgage loans held for sale
|
108,109
|
(14
|
)
|
(14
|
)
|
|||||
Forward
loan sales contracts
|
51,763
|
(380
|
)
|
(380
|
)
|
|||||
Interest
rate swaps
|
645,000
|
6,383
|
6,383
|
|||||||
Interest
rate caps
|
1,858,860
|
3,340
|
3,340
|
|
December
31, 2004
|
|||||||||
|
Notional
Amount
|
Carrying
Amount
|
Estimated
Fair
Value
|
|||||||
Investment
securities available for sale
|
$
|
1,194,055
|
$
|
1,204,745
|
$
|
1,204,745
|
||||
Mortgage
loans held for investment
|
188,859
|
190,153
|
190,608
|
|||||||
Mortgage
loans held for sale
|
85,105
|
85,385
|
86,098
|
|||||||
Commitments
and contingencies:
|
||||||||||
Interest
rate lock commitments
|
156,110
|
38
|
38
|
|||||||
Forward
loan sales contracts
|
97,080
|
(165
|
)
|
(165
|
)
|
|||||
Interest
rate swaps
|
670,000
|
3,228
|
3,228
|
|||||||
Interest
rate caps
|
250,000
|
411
|
411
|
16. |
Income
taxes
|
|
December
31,
2005
|
December
31,
2004
|
|||||
Tax
at statutory rate (35%)
|
$
|
(4,861
|
)
|
$
|
1,291
|
||
Non-taxable
REIT income
|
(2,038
|
)
|
(2,559
|
)
|
|||
Transfer
pricing of loans sold to nontaxable parent
|
555
|
292
|
|||||
State
and local taxes
|
(1,731
|
)
|
(372
|
)
|
|||
Change
in tax status
|
(453
|
)
|
299
|
||||
Income
earned prior to taxable status
|
—
|
(207
|
)
|
||||
Miscellaneous
|
(21
|
)
|
(3
|
)
|
|||
Total
provision (benefit)
|
$
|
(8,549
|
)
|
$
|
(1,259
|
)
|
|
Deferred
|
Total
|
|||||
Regular
tax benefit
|
|||||||
Federal
|
$
|
(6,818
|
)
|
$
|
(6,818
|
)
|
|
State
|
(1,731
|
)
|
(1,731
|
)
|
|||
Total
tax benefit
|
$
|
(8,549
|
)
|
$
|
(8,549
|
)
|
|
Current
|
Deferred
|
Total
|
|||||||
Regular
Tax Provision (Benefit)
|
||||||||||
Federal
|
—
|
$
|
(1,251
|
)
|
$
|
(1,251
|
)
|
|||
State
|
$
|
50
|
(327
|
)
|
(277
|
)
|
||||
Total
|
$
|
50
|
$
|
(1,578
|
)
|
$
|
(1,528
|
)
|
||
Change
in Tax Status
|
||||||||||
Federal
|
—
|
$
|
213
|
$
|
213
|
|||||
State
|
—
|
56
|
56
|
|||||||
|
—
|
$
|
269
|
$
|
269
|
|||||
Total
tax expense (benefit)
|
$
|
50
|
$
|
(1,309
|
)
|
$
|
(1,259
|
)
|
Deferred
tax assets:
|
||||
Net
operating loss forward
|
$
|
9,560
|
||
Restricted
stock, performance shares and stock option expense
|
125
|
|||
Rent
expense
|
120
|
|||
Management
compensation
|
98
|
|||
Loss
on Sublease
|
181
|
|||
Mark
to market adjustments
|
94
|
|||
Total
deferred tax asset
|
10,178
|
|||
Deferred
tax liabilities:
|
||||
Depreciation
|
319
|
|||
Total
deferred tax liability
|
319
|
|||
Net
deferred tax asset
|
$
|
9,859
|
Deferred
tax assets:
|
||||
Net
operating loss carry forward
|
$
|
1,238
|
||
Restricted
performance stock option expense
|
329
|
|||
Management
compensation
|
90
|
|||
1,657
|
||||
Deferred
tax liabilities:
|
||||
Mark-to-market
adjustments
|
79
|
|||
Depreciation
|
269
|
|||
348
|
||||
Net
deferred tax asset
|
$
|
1,309
|
17. |
Segment
Reporting
|
• |
Mortgage
Portfolio Management—
long-term investment in high-quality, adjustable-rate mortgage loans
and
residential mortgage-backed securities;
and
|
• |
Mortgage
Lending—
mortgage loan originations as conducted by
NYMC.
|
|
Year
Ended December 31, 2005
|
|||||||||
(Dollar
amounts in thousands)
|
||||||||||
|
Mortgage
Portfolio
Management
Segment
|
Mortgage
Lending
Segment
|
Total
|
|||||||
REVENUE:
|
||||||||||
Interest
income:
|
||||||||||
Investment
securities and loans held in the securitization trusts
|
$
|
55,050
|
$
|
—
|
$
|
55,050
|
||||
Loans
held for investment
|
7,675
|
—
|
7,675
|
|||||||
Loans
held for sale
|
—
|
14,751
|
14,751
|
|||||||
Total
Interest Income
|
62,725
|
14,751
|
77,476
|
|||||||
Interest
expense:
|
||||||||||
Investment
securities and loans held in the securitization trusts
|
42,001
|
—
|
42,001
|
|||||||
Loans
held for investment
|
5,847
|
—
|
5,847
|
|||||||
Loans
held for sale
|
—
|
10,252
|
10,252
|
|||||||
Subordinated
debentures
|
—
|
2,004
|
2,004
|
|||||||
Total
Interest Expense
|
47,848
|
12,256
|
60,104
|
|||||||
Net
interest income
|
14,877
|
2,495
|
17,372
|
|||||||
Other
income (expense):
|
||||||||||
Gain
on sales of mortgage loans
|
—
|
26,783
|
26,783
|
|||||||
Brokered
loan fees
|
—
|
9,991
|
9,991
|
|||||||
Gain
on sale of securities and related hedges
|
2,207
|
—
|
2,207
|
|||||||
Impairment
loss on investment securities
|
(7,440
|
)
|
—
|
(7,440
|
)
|
|||||
Miscellaneous
income
|
1
|
231
|
232
|
|||||||
Total
other income (expense)
|
(5,232
|
)
|
37,005
|
31,773
|
||||||
EXPENSES:
|
||||||||||
Salaries,
commissions and benefits
|
1,934
|
29,045
|
30,979
|
|||||||
Brokered
loan expenses
|
—
|
7,543
|
7,543
|
|||||||
Occupancy
and equipment
|
33
|
6,094
|
6,127
|
|||||||
Marketing
and promotion
|
125
|
4,736
|
4,861
|
|||||||
Data
processing and communication
|
148
|
2,223
|
2,371
|
|||||||
Office
supplies and expenses
|
21
|
2,312
|
2,333
|
|||||||
Professional
fees
|
853
|
3,889
|
4,742
|
|||||||
Travel
and entertainment
|
6
|
834
|
840
|
|||||||
Depreciation
and amortization
|
8
|
1,708
|
1,716
|
|||||||
Other
|
289
|
1,233
|
1,522
|
|||||||
Total
expenses
|
3,417
|
59,617
|
63,034
|
|||||||
INCOME
(LOSS) BEFORE INCOME TAX BENEFIT
|
6,228
|
(20,117
|
)
|
(13,889
|
)
|
|||||
Income
tax benefit
|
—
|
8,549
|
8,549
|
|||||||
NET
INCOME (LOSS)
|
$ |
6,228
|
$ |
(11,568
|
)
|
$ |
(5,340
|
)
|
||
Segment
assets
|
$ |
1,528,222
|
$ |
263,071
|
$ |
1,791,293
|
||||
Segment
equity
|
100,197
|
761
|
100,958
|
|
Year
Ended December 31, 2004
|
|||||||||
(Dollar
amounts in thousands)
|
||||||||||
|
Mortgage
Portfolio
Management
Segment
|
Mortgage
Lending
Segment
|
Total
|
|||||||
REVENUE:
|
||||||||||
Interest
income:
|
||||||||||
Investment
securities and loans held in the securitization trusts
|
$
|
19,671
|
$
|
—
|
$
|
19,671
|
||||
Loans
held for investment
|
723
|
—
|
723
|
|||||||
Loans
held for sale
|
—
|
6,905
|
6,905
|
|||||||
Total
Interest Income
|
20,394
|
6,905
|
27,299
|
|||||||
Interest
expense:
|
||||||||||
Investment
securities and loans held in the securitization trusts
|
11,982
|
—
|
11,982
|
|||||||
Loans
held for investment
|
488
|
—
|
488
|
|||||||
Loans
held for sale
|
—
|
3,543
|
3,543
|
|||||||
Total
Interest Expense
|
12,470
|
3,543
|
16,013
|
|||||||
Net
interest income
|
7,924
|
3,362
|
11,286
|
|||||||
Other
income (expense):
|
||||||||||
Gain
on sales of mortgage loans
|
—
|
20,835
|
20,835
|
|||||||
Brokered
loan fees
|
—
|
6,895
|
6,895
|
|||||||
Gain
on sale of securities
|
167
|
607
|
774
|
|||||||
Miscellaneous
income
|
—
|
227
|
227
|
|||||||
Total
other income (expense)
|
167
|
28,564
|
28,731
|
|||||||
EXPENSES:
|
||||||||||
Salaries,
commissions and benefits
|
382
|
16,736
|
17,118
|
|||||||
Brokered
loan expenses
|
—
|
5,276
|
5,276
|
|||||||
Occupancy
and equipment
|
10
|
3,519
|
3,529
|
|||||||
Marketing
and promotion
|
14
|
3,176
|
3,190
|
|||||||
Data
processing and communication
|
174
|
1,424
|
1,598
|
|||||||
Office
supplies and expenses
|
4
|
1,515
|
1,519
|
|||||||
Professional
fees
|
149
|
1,856
|
2,005
|
|||||||
Travel
and entertainment
|
1
|
611
|
612
|
|||||||
Depreciation
and amortization
|
1
|
689
|
690
|
|||||||
Other
|
45
|
747
|
792
|
|||||||
Total
expenses
|
780
|
35,549
|
36,329
|
|||||||
INCOME
(LOSS) BEFORE INCOME TAX BENEFIT
|
7,311
|
(3,623
|
)
|
3,688
|
||||||
Income
tax benefit
|
—
|
1,259
|
1,259
|
|||||||
NET
INCOME (LOSS)
|
$
|
7,311
|
$
|
(2,364
|
)
|
$
|
4,947
|
|||
Segment
assets
|
$
|
1,413,954
|
$
|
200,808
|
$
|
1,614,762
|
||||
Segment
equity
|
107,542
|
11,940
|
119,482
|
18. |
Capital
Stock and Earnings per
Share
|
|
|
|
|||||
For
the Year Ended
December
31,
2005
|
For
the Year Ended
December
31,
2004
|
||||||
Numerator:
|
|||||||
Net
income/(loss)
|
$
|
(5,340
|
)
|
$
|
4,947
|
||
Denominator:
|
|||||||
Weighted
average number of common shares outstanding — basic
|
17,873
|
17,797
|
|||||
Net
effect of unvested restricted stock
|
-
|
224
|
|||||
Performance
shares
|
-
|
35
|
|||||
Escrowed
shares(1)
|
-
|
53
|
|||||
Net
effect of stock options(2)
|
-
|
6
|
|||||
Weighted
average number of common shares outstanding — dilutive
|
17,873
|
18,115
|
|||||
Net
(loss) per share — basic
|
$
|
(0.30
|
)
|
$
|
(0.28
|
)
|
|
Net
(loss) per share — diluted
|
$
|
(0.30
|
)
|
$
|
(0.27
|
)
|
|
|
(1) |
Upon
the closing of the Company’s IPO, of the 2,750,000 shares exchanged for
the equity interests of NYMC, 100,000 shares were held in escrow
through
December 31, 2004 and were available to satisfy any indemnification
claims
the Company may have had against the contributors of NYMC for losses
incurred as a result of defaults on any residential mortgage loans
originated by NYMC and closed prior to the completion of the IPO.
As of
December 31, 2004, the amount of escrowed shares was reduced by 47,680
shares, representing $492,536 for estimated losses on loans closed
prior
to the Company’s IPO. Furthermore, the contributors of NYMC entered into a
new escrow agreement, which extended the escrow period to December
31,
2006 for the remaining 52,320
shares.
|
(2) |
The
Company has granted 591,500 of the 706,000 stock options available
for
issuance under the Company’s 2004 stock incentive
plan.
|
(3)
|
For
the year ended December 31, 2005 basic and diluted loss per common
share
are the same because the effect of NYMT's restricted shares, performace
shares, escrowed shares and stock options was
antidilutive.
|
19.
|
Stock
Incentive Plan
|
|
Number
of
Options
|
Weighted
Average
Exercise
Price
|
|||||
Outstanding
at beginning of year, January 1, 2005
|
556,500
|
$
|
9.57
|
||||
Granted
|
35,000
|
$
|
9.83
|
||||
Canceled
|
25,000
|
9.83
|
|||||
Exercised
|
—
|
—
|
|||||
Outstanding
at end of year, December 31, 2005
|
566,500
|
$
|
9.56
|
||||
Options
exercisable at year-end
|
289,826
|
$
|
9.32
|
||||
Weighted-average
fair value of options granted during the year
|
$
|
9.83
|
|
Number
of
Options
|
Weighted
Average
Exercise
Price
|
|||||
Outstanding
at beginning of year, January 1, 2004
|
—
|
—
|
|||||
Granted
|
556,500
|
$
|
9.57
|
||||
Canceled
|
—
|
—
|
|||||
Exercised
|
—
|
—
|
|||||
Outstanding
at end of year, December 31, 2004
|
556,500
|
$
|
9.57
|
||||
Options
exercisable at year-end
|
303,162
|
$
|
9.35
|
||||
Weighted-average
fair value of options granted during the year
|
$
|
9.57
|
Options
Outstanding
|
|||||||||||||||||||
Weighted-
|
|||||||||||||||||||
Average
|
|||||||||||||||||||
Remaining
|
Options
Exercisable
|
Fair
Value
|
|||||||||||||||||
Number
|
Contractual
|
Exercise
|
Number
|
Exercise
|
of
Options
|
||||||||||||||
Range
of Exercise Prices
|
Outstanding
|
Life
(Years)
|
Price
|
Exercisable
|
Price
|
Granted
|
|||||||||||||
$9.00
|
176,500
|
8.5
|
$
|
9.00
|
176,500
|
$
|
9.00
|
$
|
0.39
|
||||||||||
$9.83
|
390,000
|
8.9
|
9.83
|
113,326
|
9.83
|
0.29
|
|||||||||||||
Total
|
566,500
|
8.8
|
$
|
9.57
|
289,826
|
$
|
9.35
|
$
|
0.33
|
Options
Outstanding
|
|||||||||||||||||||
Weighted-
|
|||||||||||||||||||
Average
|
|||||||||||||||||||
Remaining
|
Options
Exercisable
|
Fair
Value
|
|||||||||||||||||
Number
|
Contractual
|
Exercise
|
Number
|
Exercise
|
of
Options
|
||||||||||||||
Range
of Exercise Prices
|
Outstanding
|
Life
(Years)
|
Price
|
Exercisable
|
Price
|
Granted
|
|||||||||||||
$9.00
|
176,500
|
9.5
|
$
|
9.00
|
176,500
|
$
|
9.00
|
$
|
0.39
|
||||||||||
$9.83
|
380,000
|
9.9
|
9.83
|
126,662
|
9.83
|
0.29
|
|||||||||||||
Total
|
556,500
|
9.8
|
$
|
9.57
|
303,162
|
$
|
9.35
|
$
|
0.32
|
Risk
free interest rate
|
4.5
|
%
|
||
Expected
volatility
|
10
|
%
|
||
Expected
life
|
10
years
|
|||
Expected
dividend yield
|
10.48
|
%
|
20. |
QUARTERLY
FINANCIAL DATA (UNAUDITED)
|
Three
Months Ended
|
|||||||||||||
|
Mar.
31,
2005
|
Jun.
30,
2005
|
Sep.
30,
2005
|
Dec.
31,
2005
|
|||||||||
REVENUES:
|
|||||||||||||
Interest
income
|
$
|
17,117
|
$
|
19,669
|
$
|
19,698
|
$
|
20,992
|
|||||
Interest
expense
|
11,690
|
14,531
|
16,159
|
17,724
|
|||||||||
Net
interest income
|
5,427
|
5,138
|
3,539
|
3,268
|
|||||||||
Other
income (expense):
|
|||||||||||||
Gain
on sales of mortgage loans
|
4,321
|
8,328
|
8,985
|
5,149
|
|||||||||
Brokered
loan fees
|
1,999
|
2,534
|
2,647
|
2,811
|
|||||||||
Gain
(loss) on sale of marketable securities and related hedges
|
377
|
544
|
1,286
|
(7,440
|
)
|
||||||||
Miscellaneous
income (loss)
|
115
|
(10
|
)
|
91
|
36
|
||||||||
Total
other income (expense)
|
6,812
|
11,396
|
13,009
|
556
|
|||||||||
EXPENSES:
|
|||||||||||||
Salaries,
commissions and related expenses
|
7,143
|
9,430
|
7,302
|
7,104
|
|||||||||
Brokered
loan expenses
|
1,520
|
2,686
|
1,483
|
1,854
|
|||||||||
General
and administrative expenses
|
6,304
|
6,062
|
5,903
|
6,243
|
|||||||||
Total
expenses
|
14,967
|
18,178
|
14,688
|
15,201
|
|||||||||
Income
(loss) before provision for income taxes
|
(2,728
|
)
|
(1,644
|
)
|
1,860
|
(11,377
|
)
|
||||||
Income
tax benefit
|
2,690
|
2,190
|
1,000
|
2,669
|
|||||||||
Net
income (loss)
|
$
|
(38
|
)
|
$
|
546
|
$
|
2,860
|
$
|
(8,708
|
)
|
|||
Per
share basic income (loss)
|
$
|
0.00
|
$
|
0.03
|
$
|
0.16
|
$
|
(0.49
|
)
|
||||
Per
share diluted income (loss)
|
$
|
0.00
|
$
|
0.03
|
$
|
0.16
|
$
|
(0.49
|
)
|
Three
Months Ended
|
|||||||||||||
|
Mar.
31,
2004
|
Jun.
30,
2004
|
Sep.
30,
2004
|
Dec.
31,
2004
|
|||||||||
REVENUES:
|
|||||||||||||
Interest
income
|
$
|
1,261
|
$
|
1,886
|
$
|
10,290
|
$
|
13,862
|
|||||
Interest
expense
|
609
|
1,124
|
5,465
|
8,815
|
|||||||||
Net
interest income
|
652
|
762
|
4,825
|
5,047
|
|||||||||
Other
income
|
|||||||||||||
Gain
on sales of mortgage loans
|
3,506
|
6,945
|
4,482
|
5,902
|
|||||||||
Brokered
loan fees
|
2,183
|
778
|
1,438
|
2,496
|
|||||||||
Gain
(loss) on sale of marketable securities
|
—
|
607
|
126
|
41
|
|||||||||
Miscellaneous
income
|
16
|
30
|
50
|
131
|
|||||||||
Total
other income
|
5,705
|
8,360
|
6,096
|
8,570
|
|||||||||
EXPENSES:
|
|||||||||||||
Salaries,
commissions and related expenses
|
2,719
|
4,172
|
4,504
|
5,723
|
|||||||||
Brokered
loan expenses
|
1,284
|
835
|
1,017
|
2,140
|
|||||||||
General
and administrative expenses
|
2,236
|
3,724
|
3,180
|
4,795
|
|||||||||
Total
expenses
|
6,239
|
8,731
|
8,701
|
12,658
|
|||||||||
Income
before provision for income taxes
|
118
|
391
|
2,220
|
959
|
|||||||||
Income
tax (expense) benefit
|
—
|
(10
|
)
|
232
|
1,037
|
||||||||
Net
income
|
$
|
118
|
$
|
381
|
$
|
2,452
|
$
|
1,996
|
|||||
Per
share basic income
|
—
|
$
|
0.02
|
$
|
0.14
|
$
|
0.12
|
||||||
Per
share diluted income
|
—
|
$
|
0.02
|
$
|
0.14
|
$
|
0.12
|
Exhibit
|
Description
|
|
3.1
|
Articles
of Amendment and Restatement of New York Mortgage Trust, Inc.
(Incorporated by reference to Exhibit 3.1 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
3.2(a)
|
Bylaws
of New York Mortgage Trust, Inc. (Incorporated by reference to
Exhibit 3.2
to the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
Amendment
No. 1 to Bylaws of New York Mortgage Trust, Inc.*
|
||
4.1
|
Form
of Common Stock Certificate. (Incorporated by reference to Exhibit
4.1 to
the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
4.2(a)
|
Junior
Subordinated Indenture between The New York Mortgage Company,
LLC and
JPMorgan Chase Bank, National Association, as trustee, dated
September 1, 2005. (Incorporated by reference to Exhibit 4.1 to the
Company’s Current Report on Form 8-K as filed with the Securities and
Exchange Commission on September 6, 2005).
|
|
4.2(b)
|
Amended
and Restated Trust Agreement among The New York Mortgage Company,
LLC, JPMorgan Chase Bank, National Association, Chase Bank USA,
National
Association and the Administrative Trustees named therein, dated
September 1, 2005. (Incorporated by reference to Exhibit 4.2 to the
Company’s Current Report on Form 8-K as filed with the Securities and
Exchange Commission on September 6, 2005).
|
|
10.1
|
Promissory
Note, issued by The New York Mortgage Company, LLC on August
31, 2003, as
amended and restated, on December 23, 2003, in the principal
amount of
$2,574,352.00, payable to Joseph V. Fierro. (Incorporated by
reference to
Exhibit 10.1 to the Company’s Registration Statement on Form S-11 as filed
with the Securities and Exchange Commission (Registration No.
333-111668),
effective June 23, 2004).
|
|
10.2
|
Promissory
Note, issued by The New York Mortgage Company, LLC on August
31, 2003, as
amended and restated, on December 23, 2003, in the principal
amount of
$12,132,550.00 payable to Steven B. Schnall. (Incorporated by
reference to
Exhibit 10.2 to the Company’s Registration Statement on Form S-11 as filed
with the Securities and Exchange Commission (Registration No.
333-111668),
effective June 23, 2004).
|
|
10.3
|
Master
Repurchase Agreement between Credit Suisse First Boston Mortgage
Capital
LLC, The New York Mortgage Company, LLC, Steven B. Schnall and
Joseph V.
Fierro, dated October 2, 2002. (Incorporated by reference to
Exhibit 10.3
to the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.4
|
Amendment
No. 1 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated December 4, 2002. (Incorporated
by
reference to Exhibit 10.4 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23,
2004).
|
10.5
|
Amendment
No. 2 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated February 20, 2003. (Incorporated
by
reference to Exhibit 10.5 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.6
|
Amendment
No. 3 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated April 22, 2003. (Incorporated
by
reference to Exhibit 10.6 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.7
|
Amendment
No. 4 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated July 1, 2003. (Incorporated
by
reference to Exhibit 10.7 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.8
|
Amendment
No. 5 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated July 7, 2003. (Incorporated
by
reference to Exhibit 10.8 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.9
|
Amendment
No. 6 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated July 31, 2003. (Incorporated
by
reference to Exhibit 10.9 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.10
|
Amendment
No. 7 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated August 4, 2003. (Incorporated
by
reference to Exhibit 10.10 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.11
|
Amendment
No. 8 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated August 9, 2003. (Incorporated
by
reference to Exhibit 10.11 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.12
|
Amendment
No. 9 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated August 28, 2003. (Incorporated
by
reference to Exhibit 10.12 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.13
|
Amendment
No. 10 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated September 17, 2003. (Incorporated
by
reference to Exhibit 10.13 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.14
|
Amendment
No. 11 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated October 1, 2003. (Incorporated
by
reference to Exhibit 10.14 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23,
2004).
|
10.15
|
Amendment
No. 12 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated October 31, 2003. (Incorporated
by
reference to Exhibit 10.15 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.16
|
Amendment
No. 13 to Master Repurchase Agreement between Credit Suisse First
Boston
Mortgage Capital LLC, The New York Mortgage Company, LLC, Steven
B.
Schnall and Joseph V. Fierro, dated December 19, 2003. (Incorporated
by
reference to Exhibit 10.16 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.17
|
Credit
Note between HSBC Bank USA and The New York Mortgage Company
LLC, dated as
of March 30, 2001. (Incorporated by reference to Exhibit 10.17
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.18
|
Credit
and Security Agreement between HSBC Bank USA and The New York
Mortgage
Company LLC, dated as of March 30, 2001. (Incorporated by reference
to
Exhibit 10.18 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.19
|
First
Amended Credit Note, dated as of May 24, 2001, between HSBC Bank
USA and
The New York Mortgage Company LLC, dated as of March 30, 2001.
(Incorporated by reference to Exhibit 10.19 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.20
|
First
Amended Credit and Security Agreement, dated as of May 24, 2001,
between
HSBC Bank USA and The New York Mortgage Company LLC, dated as
of March 30,
2001. (Incorporated by reference to Exhibit 10.20 to the Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.21
|
Second
Amended Credit Note, dated as of June 18, 2001, between HSBC
Bank USA and
The New York Mortgage Company LLC, dated as of March 30, 2001.
(Incorporated by reference to Exhibit 10.21 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.22
|
Second
Amended Credit and Security Agreement, dated June 18, 2001, between
HSBC
Bank USA and The New York Mortgage Company LLC, dated as of March
30,
2001. (Incorporated by reference to Exhibit 10.22 to the Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.23
|
Third
Amended Credit Note, dated as of November 13, 2001, between HSBC
Bank USA
and The New York Mortgage Company LLC, dated as of March 30,
2001.
(Incorporated by reference to Exhibit 10.23 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.24
|
Third
Amended Credit and Security Agreement, dated as of November 13,
2001,
between HSBC Bank USA and The New York Mortgage Company LLC,
dated as of
March 30, 2001. (Incorporated by reference to Exhibit 10.24 to
the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
10.25
|
Fourth
Amended Credit Note, dated as of January 16, 2002, between HSBC
Bank USA
and The New York Mortgage Company LLC, dated as of March 30,
2001.
(Incorporated by reference to Exhibit 10.25 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.26
|
Fourth
Amended Credit and Security Agreement, dated as of January 16,
2002,
between HSBC Bank USA and The New York Mortgage Company LLC,
dated as of
March 30, 2001. (Incorporated by reference to Exhibit 10.26 to
the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.27
|
Fifth
Amended Credit Note, dated as of April 29, 2002, between HSBC
Bank USA and
The New York Mortgage Company LLC, dated as of March 30, 2001.
(Incorporated by reference to Exhibit 10.27 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.28
|
Fifth
Amended Credit and Security Agreement, dated as of April 29,
2002, between
HSBC Bank USA and The New York Mortgage Company LLC, dated as
of March 30,
2001. (Incorporated by reference to Exhibit 10.28 to the Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.29
|
Extension
Letter, dated August 26, 2002, to Credit and Security Agreement
between
HSBC Bank USA and The New York Mortgage Company LLC, dated as
of March 30,
2001, as amended. (Incorporated by reference to Exhibit 10.29
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.30
|
Extension
Letter, dated September 11, 2002, to Credit and Security Agreement
between
HSBC Bank USA and The New York Mortgage Company LLC, dated as
of March 30,
2001, as amended. (Incorporated by reference to Exhibit 10.30
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.31
|
Extension
Letter, dated October 28, 2002, to Credit and Security Agreement
between
HSBC Bank USA and The New York Mortgage Company LLC, dated as
of March 30,
2001, as amended. (Incorporated by reference to Exhibit 10.31
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.32
|
Extension
Letter, dated November 27, 2002, to Credit and Security Agreement
between
HSBC Bank USA and The New York Mortgage Company LLC, dated as
of March 30,
2001, as amended. (Incorporated by reference to Exhibit 10.32
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.33
|
Extension
Letter, dated April 15, 2003, to Credit and Security Agreement
between
HSBC Bank USA and The New York Mortgage Company LLC, dated as
of March 30,
2001, as amended. (Incorporated by reference to Exhibit 10.33
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.34
|
Extension
Letter, dated June 24, 2003, to Credit and Security Agreement
between HSBC
Bank USA and The New York Mortgage Company LLC, dated as of March
30,
2001, as amended. (Incorporated by reference to Exhibit 10.34
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
10.35
|
Guaranty
between HSBC Bank USA, The New York Mortgage Company LLC and
Steven
Schnall, dated as of March 30, 2001. (Incorporated by reference
to Exhibit
10.35 to the Company’s Registration Statement on Form S-11 as filed with
the Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.36
|
Guaranty
between HSBC Bank USA, The New York Mortgage Company LLC and
Joseph V.
Fierro, dated as of March 30, 2001. (Incorporated by reference
to Exhibit
10.36 to the Company’s Registration Statement on Form S-11 as filed with
the Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.37
|
First
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Steven Schnall, dated as of May 24, 2001. (Incorporated by
reference
to Exhibit 10.37 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.38
|
First
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Joseph V. Fierro, dated as of May 24, 2001. (Incorporated
by reference
to Exhibit 10.38 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.39
|
Warehousing
Credit Agreement, among The New York Mortgage Company LLC, Steven
B.
Schnall, Joseph V. Fierro and National City Bank of Kentucky,
dated
January 25, 2002. (Incorporated by reference to Exhibit 10.39
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.40
|
First
Amendment, dated April 2002, to Warehousing Credit Agreement,
among The
New York Mortgage Company LLC, Steven B. Schnall, Joseph V. Fierro
and
National City Bank of Kentucky, dated January 25, 2002. (Incorporated
by
reference to Exhibit 10.40 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.41
|
Second
Amendment, dated June 3, 2002, to Warehousing Credit Agreement,
among The
New York Mortgage Company LLC, Steven B. Schnall, Joseph V. Fierro
and
National City Bank of Kentucky, dated January 25, 2002. (Incorporated
by
reference to Exhibit 10.41 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.42
|
Third
Amendment, dated November , 2002, to Warehousing Credit Agreement,
among
The New York Mortgage Company LLC, Steven B. Schnall, Joseph
V. Fierro and
National City Bank of Kentucky, dated January 25, 2002. (Incorporated
by
reference to Exhibit 10.42 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.43
|
Fourth
Amendment, dated June 15, 2003, to Warehousing Credit Agreement,
among The
New York Mortgage Company LLC, Steven B. Schnall, Joseph V. Fierro
and
National City Bank of Kentucky, dated January 25, 2002. (Incorporated
by
reference to Exhibit 10.43 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.44
|
Warehouse
Promissory Note, between The New York Mortgage Company, LLC and
National
City Bank of Kentucky, dated January 25, 2002. (Incorporated
by reference
to Exhibit 10.44 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23,
2004).
|
10.45
|
Amended
and Restated Warehouse Promissory Note, between The New York
Mortgage
Company, LLC and National City Bank of Kentucky, dated June 3,
2002.
(Incorporated by reference to Exhibit 10.45 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.46
|
Warehousing
Credit Agreement, between New York Mortgage Company, LLC, Steven
B.
Schnall, Joseph V. Fierro and National City Bank of Kentucky,
dated as of
January 25, 2002. (Incorporated by reference to Exhibit 10.46
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.47
|
Pledge
and Security Agreement, between The New York Mortgage Company,
LLC and
National City Bank of Kentucky, dated as of January 25, 2002.
(Incorporated by reference to Exhibit 10.47 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.48
|
Unconditional
and Continuing Guaranty of Payment by Steven B. Schnall to National
City
Bank of Kentucky, dated January 25, 2002. (Incorporated by reference
to
Exhibit 10.48 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.49
|
Unconditional
and Continuing Guaranty of Payment by Joseph V. Fierro to National
City
Bank of Kentucky, dated January 25, 2002. (Incorporated by reference
to
Exhibit 10.49 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.50
|
Amended
and Restated Unconditional and Continuing Guaranty of Payment
by Steven B.
Schnall to National City Bank of Kentucky, dated June 15, 2003.
(Incorporated by reference to Exhibit 10.50 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.51
|
Amended
and Restated Unconditional and Continuing Guaranty of Payment
by Joseph V.
Fierro to National City Bank of Kentucky, dated June 15, 2003.
(Incorporated by reference to Exhibit 10.51 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.52
|
Inter-Creditor
Agreement, between National City Bank of Kentucky and HSBC Bank
USA, dated
January 25, 2002. (Incorporated by reference to Exhibit 10.52
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.53
|
Whole
Loan Purchase and Sale Agreement/Mortgage Loan Purchase and Sale
Agreement
between The New York Mortgage Company, LLC and Greenwich Capital
Financial
Products, Inc., dated as of September 1, 2003. (Incorporated
by reference
to Exhibit 10.53 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.54
|
Whole
Loan Custodial Agreement/Custodial Agreement between Greenwich
Capital
Financial Products, Inc., The New York Mortgage Company, LLC
and LaSalle
Bank National Association, dated as of September 1, 2003. (Incorporated
by
reference to Exhibit 10.54 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23,
2004).
|
10.55
|
Form
of New York Mortgage Trust, Inc. 2004 Stock Incentive Plan. (Incorporated
by reference to Exhibit 10.55 to the Company’s Registration Statement on
Form S-11 as filed with the Securities and Exchange Commission
(Registration No. 333-111668), effective June 23,
2004).
|
|
10.56
|
Contribution
Agreement by and among Steven B. Schnall and Joseph V. Fierro
and New York
Mortgage Trust, Inc., dated December 22, 2003. (Incorporated
by reference
to Exhibit 10.56 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.57
|
Agreement
by and among New York Mortgage Trust, Inc., The New York Mortgage
Company,
LLC, Steven B. Schnall and Joseph V. Fierro, dated December 23,
2003.
(Incorporated by reference to Exhibit 10.57 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.58
|
Sixth
Amended Credit and Security Agreement, dated as of August 11,
2003,
between HSBC Bank USA and The New York Mortgage Company LLC,
dated as of
March 30, 2001. (Incorporated by reference to Exhibit 10.58 to
the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.59
|
Temporary
Overadvance Note, dated as of August 11, 2003, between HSBC Bank
USA and
the New York Mortgage Company LLC. (Incorporated by reference
to Exhibit
10.59 to the Company’s Registration Statement on Form S-11 as filed with
the Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.60
|
Second
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Steven Schnall, dated as of June 18, 2001. (Incorporated
by reference
to Exhibit 10.60 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.61
|
Second
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Joseph V. Fierro, dated as of June 18, 2001. (Incorporated
by
reference to Exhibit 10.61 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.62
|
Third
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Steven Schnall, dated as of November 13, 2001. (Incorporated
by
reference to Exhibit 10.62 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.63
|
Third
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Joseph V. Fierro, dated as of November 13, 2001. (Incorporated
by
reference to Exhibit 10.63 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.64
|
Fourth
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Steven Schnall, dated as of January 16, 2002. (Incorporated
by
reference to Exhibit 10.64 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.65
|
Fourth
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Joseph V. Fierro, dated as of January 16, 2002. (Incorporated
by
reference to Exhibit 10.65 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23,
2004).
|
10.66
|
Fifth
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Steven Schnall, dated as of April 29, 2002. (Incorporated
by reference
to Exhibit 10.66 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.67
|
Fifth
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Joseph V. Fierro, dated as of April 29, 2002. (Incorporated
by
reference to Exhibit 10.67 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.68
|
Sixth
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Steven Schnall, dated as of August 11, 2003. (Incorporated
by
reference to Exhibit 10.68 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.69
|
Sixth
Amended Guaranty between HSBC Bank USA, The New York Mortgage
Company LLC
and Joseph V. Fierro, dated as of August 11, 2003. (Incorporated
by
reference to Exhibit 10.69 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.70
|
Credit
and Security Agreement by and among HSBC Bank USA, National City
Bank of
Kentucky and The New York Mortgage Company LLC, dated as of December
15,
2003. (Incorporated by reference to Exhibit 10.70 to the Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.71
|
Guaranty
between HSBC Bank USA, National City Bank of Kentucky, The New
York
Mortgage Company LLC and Steven B. Schnall, dated as of December
15, 2003.
(Incorporated by reference to Exhibit 10.71 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.72
|
Guaranty
between HSBC Bank USA, National City Bank of Kentucky, The New
York
Mortgage Company LLC and Joseph V. Fierro, dated as of December
15, 2003.
(Incorporated by reference to Exhibit 10.72 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.73
|
Credit
Note by and between HSBC Bank USA and The New York Mortgage Company
LLC,
dated as of December 15, 2003. (Incorporated by reference to
Exhibit 10.73
to the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.74
|
Credit
Note by and between National City Bank of Kentucky and The New
York
Mortgage Company LLC, dated as of December 15, 2003. (Incorporated
by
reference to Exhibit 10.74 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.75
|
Swingline
Note by and between HSBC Bank USA and The New York Mortgage Company
LLC,
dated as of December 15, 2003. (Incorporated by reference to
Exhibit 10.75
to the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.76
|
Custodial
Agreement by and among Greenwich Capital Financial Products,
Inc., The New
York Mortgage Corporation LLC and Deutsche Bank Trust Company
Americas,
dated as of August 1, 2003. (Incorporated by reference to Exhibit
10.76 to
the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
10.77
|
Master
Mortgage Loan Purchase and Interim Servicing Agreement by and
between The
New York Mortgage Company L.L.C. and Greenwich Capital Financial
Products,
Inc., dated as of August 1, 2003. (Incorporated by reference
to Exhibit
10.77 to the Company’s Registration Statement on Form S-11 as filed with
the Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.78
|
Subordination
and Pledge Agreement by and between HSBC Bank USA and Steven
B. Schnall,
dated as of December 15, 2003. (Incorporated by reference to
Exhibit 10.78
to the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.79
|
Subordination
and Pledge Agreement by and between HSBC Bank USA and Joseph
V. Fierro,
dated as of December 15, 2003. (Incorporated by reference to
Exhibit 10.79
to the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.80
|
Second
Amended and Restated Promissory Note, issued by The New York
Mortgage
Company, LLC on August 31, 2003, as further amended and restated,
on
December 23, 2003 and February 26, 2004, in the principal amount
of
$11,432,550 payable to Steven B. Schnall. (Incorporated by reference
to
Exhibit 10.80 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.81
|
Second
Amended and Restated Promissory Note, issued by The New York
Mortgage
Company, LLC on August 31, 2003, as further amended and restated,
on
December 23, 2003 and February 26, 2004, in the principal amount
of
$2,274,352, payable to Joseph V. Fierro. (Incorporated by reference
to
Exhibit 10.81 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.82
|
Promissory
Note, issued by New York Mortgage Funding, LLC on January 9,
2004 in the
principal amount of $100,000,000.00, payable to Greenwich Capital
Financial Products, Inc. (Incorporated by reference to Exhibit
10.82 to
the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.83
|
Guaranty
between the New York Mortgage Company, LLC and Greenwich Capital
Financial
Products, Inc., dated as of January 9, 2004. (Incorporated by
reference to
Exhibit 10.83 to the Company’s Registration Statement on Form S-11 as
filed with the Securities and Exchange Commission (Registration
No.
333-111668), effective June 23, 2004).
|
|
10.84
|
Master
Loan and Security Agreement between New York Mortgage Funding,
LLC and
Greenwich Capital Financial Products, Inc., dated as of January
9, 2004.
(Incorporated by reference to Exhibit 10.84 to the Company’s Registration
Statement on Form S-11 as filed with the Securities and Exchange
Commission (Registration No. 333-111668), effective June 23,
2004).
|
|
10.85
|
Custodial
Agreement between New York Mortgage Funding, LLC, Deutche Bank
Trust
Company Americas and Greenwich Capital Financial Products, Inc.,
dated as
of January 9, 2004. (Incorporated by reference to Exhibit 10.85
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.86
|
Amendment
Number One, dated November 24, 2003, to the Master Mortgage Loan
Purchase
and Interim Servicing Agreement, dated as of August 1, 2003.
(Incorporated
by reference to Exhibit 10.86 to the Company’s Registration Statement on
Form S-11 as filed with the Securities and Exchange Commission
(Registration No. 333-111668), effective June 23,
2004).
|
10.87
|
Amended
and Restated Contribution Agreement, by and among Steven B. Schnall,
Steven B. Schnall Annuity Trust U/A 3/25/04, Joseph V. Fierro,
2004 Joseph
V. Fierro Grantor Retained Annuity Trust and New York Mortgage
Trust,
Inc., dated March 25, 2004. (Incorporated by reference to Exhibit
10.87 to
the Company’s Registration Statement on Form S-11 as filed with the
Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.88
|
Second
Amended and Restated Contribution Agreement, by and among Steven
B.
Schnall, Steven B. Schnall Annuity Trust U/A 3/25/04, Joseph
V. Fierro,
2004 Joseph V. Fierro Grantor Retained Annuity Trust and New
York Mortgage
Trust, Inc., dated April 29, 2004. (Incorporated by reference
to Exhibit
10.88 to the Company’s Registration Statement on Form S-11 as filed with
the Securities and Exchange Commission (Registration No. 333-111668),
effective June 23, 2004).
|
|
10.89
|
Amended
and Restated Agreement by and among New York Mortgage Trust,
Inc., The New
York Mortgage Company, LLC, Steven B. Schnall and Joseph V. Fierro,
dated
April 29, 2004. (Incorporated by reference to Exhibit 10.89 to
the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.90
|
Third
Amended and Restated Promissory Note, issued by The New York
Mortgage
Company, LLC on August 31, 2003, as further amended and restated
on
December 23, 2003, February 26, 2004 and May 26, 2004, in the
principal
amount of $11,432,550 payable to Steven B. Schnall. (Incorporated
by
reference to Exhibit 10.90 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.91
|
Third
Amended and Restated Promissory Note, issued by the New York
Mortgage
Company, LLC on August 31, 2003, as further amended and restated,
on
December 23, 2003, February 26, 2004 and May 26, 2004, in the
principal
amount of $2,274,352 payable to Joseph V. Fierro. (Incorporated
by
reference to Exhibit 10.91 to the Company’s Registration Statement on Form
S-11 as filed with the Securities and Exchange Commission (Registration
No. 333-111668), effective June 23, 2004).
|
|
10.92
|
Form
of Employment Agreement between New York Mortgage Trust, Inc.
and Steven
B. Schnall. (Incorporated by reference to Exhibit 10.92 to the
Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.93
|
Form
of Employment Agreement between New York Mortgage Trust, Inc.
and David A.
Akre. (Incorporated by reference to Exhibit 10.93 to the Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.94
|
Form
of Employment Agreement between New York Mortgage Trust, Inc.
and Raymond
A. Redlingshafer, Jr. (Incorporated by reference to Exhibit 10.94
to the
Company’s Registration Statement on Form S-11 as filed with the Securities
and Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.95
|
Form
of Employment Agreement between New York Mortgage Trust, Inc.
and Michael
I. Wirth. (Incorporated by reference to Exhibit 10.95 to the
Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.96
|
Form
of Employment Agreement between New York Mortgage Trust, Inc.
and Joseph
V. Fierro. (Incorporated by reference to Exhibit 10.96 to the
Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
10.97
|
Form
of Employment Agreement between New York Mortgage Trust, Inc.
and Steven
R. Mumma. (Incorporated by reference to Exhibit 10.97 to the
Company’s
Registration Statement on Form S-11 as filed with the Securities
and
Exchange Commission (Registration No. 333-111668), effective
June 23,
2004).
|
|
10.98
|
Amendment
No. 1 to Employment Agreement between New York Mortgage Trust,
Inc. and
Steven R. Mumma, dated December 2, 2004. (Incorporated by reference
to
Exhibit 10.98 to the Company’s Annual Report on Form 10-K as filed with
the Securities and Exchange Commission on March 31, 2005).
|
|
10.99
|
Amended
and Restated Credit and Security Agreement between HSBC Bank
USA, National
Association, National City Bank of Kentucky, JP Morgan Chase
Bank, N.A.
and The New York Mortgage Company LLC, dated as of February 1, 2005.
(Incorporated by reference to Exhibit 10.99 to the Company’s Annual Report
on Form 10-K as filed with the Securities and Exchange Commission
on March
31, 2005).
|
|
10.100
|
Amended
and Restated Master Loan and Security Agreement between New York
Mortgage
Funding, LLC, The New York Mortgage Company, LLC and New York
Mortgage
Trust, Inc. and Greenwich Capital Financial Products, Inc., dated
as of
December 6, 2004. (Incorporated by reference to Exhibit 10.100 to the
Company’s Annual Report on Form 10-K as filed with the Securities and
Exchange Commission on March 31, 2005).
|
|
10.101
|
Amended
and Restated Master Repurchase Agreement Between New York Mortgage
Trust,
Inc., The New York Mortgage Company, LLC, New York Mortgage Funding,
LLC
and Credit Suisse First Boston Mortgage Capital LLC, dated as
of March 30,
2005. (Incorporated by reference to Exhibit 10.1 to the Company’s Current
Report on Form 8-K as filed with the Securities and Exchange
Commission on
April 5, 2005).
|
|
10.102
|
Separation
and Release Agreement, dated June 30, 2005, by and between the
Company and
Raymond A. Redlingshafer, Jr. (Incorporated by reference to Exhibit
10.1
to the Company’s Current Report on Form 8-K as filed with the Securities
and Exchange Commission on July 5, 2005).
|
|
10.103
|
Parent
Guarantee Agreement between New York Mortgage Trust, Inc. and
JPMorgan
Chase Bank, National Association, as guarantee trustee, dated
September 1, 2005. (Incorporated by reference to Exhibit 10.1 to the
Company’s Current Report on Form 8-K as filed with the Securities and
Exchange Commission on September 6, 2005).
|
|
10.104
|
Purchase
Agreement among The New York Mortgage Company, LLC, New York
Mortgage
Trust, Inc., NYM Preferred Trust II and Taberna Preferred
Funding II, Ltd., dated September 1, 2005. (Incorporated by
reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K as
filed with the Securities and Exchange Commission on September
6,
2005).
|
|
10.105
|
New
York Mortgage Trust, Inc. 2005 Stock Incentive Plan. (Incorporated
by
reference to Exhibit 10.1 to the Company’s Registration Statement on Form
S-3/A (File No. 333-127400) as filed with the Securities and
Exchange
Commission on September 9, 2005).
|
|
Master
Repurchase Agreement among DB Structured Products, Inc., Aspen
Funding
Corp. and Newport Funding Corp, New York Mortgage Trust, Inc.
and NYMC
Loan Corporation, dated as of December 13, 2005.*
|
||
Custodial
Agreement among DB Structured Products, Inc., Aspen Funding Corp.,
and
Newport Funding Corp., NYMC Loan Corporation, New York Mortgage
Trust,
Inc. and LaSalle Bank National Association, dated as of December
13,
2005.*
|
||
Master
Repurchase Agreement among New York Mortgage Funding, LLC, The
New York
Mortgage Company, LLC, New York Mortgage Trust Inc. and Greenwich
Capital
Financial Products, Inc. dated as of January 5,
2006.*
|
Amended
and Restated Custodial Agreement by and among The New York Mortgage
Company, LLC, New York Mortgage Funding, LLC, New York Mortgage
Trust,
Inc., LaSalle Bank National Association and Greenwich Capital
Financial
Products, Inc. dated as of January 5, 2006.*
|
||
Computation
of Ratios
|
||
List
of Subsidiaries of the Registrant.
|
||
Consent
of Independent Registered Public Accounting Firm (Deloitte & Touche
LLP).
|
||
Section
302 Certification of Co-Chief Executive Officer.
|
||
Section
302 Certification of Co-Chief Executive Officer.
|
||
Section
302 Certification of Chief Financial Officer.
|
||
Section
906 Certification of Co-Chief Executive Officers.
|
||
Section
906 Certification of Chief Financial Officer.
|
||