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EX-99.2 - EXHIBIT 99.2 - ANNALY CAPITAL MANAGEMENT INCa51510358ex99_2.htm
8-K - ANNALY CAPITAL MANAGEMENT, INC. 8-K - ANNALY CAPITAL MANAGEMENT INCa51510358.htm
Exhibit 99.1

 
 
ANNALY CAPITAL MANAGEMENT, INC. REPORTS 4th QUARTER 2016 RESULTS

·
GAAP net income of $1.8 billion, $1.79 per average common share
·
Transition to revised core earnings metrics to conform with regulatory guidance on non-GAAP measures
·
Core earnings (unrevised - excluding premium amortization adjustment (“PAA”)) of $327.0 million, $0.30 per average common share
·
Core earnings (revised - including PAA) of $565.9 million, $0.53 per average common share
·
Common stock book value per share of $11.16


NEW YORK--(BUSINESS WIRE)—February 15, 2017 -- Annaly Capital Management, Inc. (NYSE: NLY) (the “Company” or “Annaly”) today announced its financial results for the quarter and year ended December 31, 2016.

“The fourth quarter of 2016 was yet another period of historically high market volatility with interest rate levels rising meaningfully and credit spreads contracting significantly,” commented Kevin Keyes, Chief Executive Officer and President. “Once again, amidst this uncertainty, Annaly delivered stable core earnings and dividends producing an attractive return on equity for our shareholders. In addition, the effectiveness of our diversification and hedging strategies contributed to our book value for the quarter outperforming expected changes despite the pronounced sell-off in the fixed income markets.

“2016 was also a year of notable milestones for Annaly in which we continued to expand our four complementary business platforms into 25 investment options, completed the largest mortgage REIT acquisition in history and delivered a $0.30 per share dividend for the 13th consecutive quarter.

“Entering 2017, we are prepared for even more volatility and uncertainty.  Importantly, considering the wide range of potential outcomes in the global macro-economies and marketplaces, we are confident our diversified model is uniquely positioned to take advantage of multiple investment opportunities.”
 
Updated Disclosure of Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles (GAAP), the Company provides non-GAAP financial measures to enhance investor understanding of the Company’s period-over-period operating performance and business trends, as well as for assessing the Company’s performance versus that of industry peers. Historically, the Company has defined “core earnings”, a non-GAAP measure, as net income (loss) excluding gains or losses on disposals of investments and termination of interest rate swaps, unrealized gains or losses on interest rate swaps and investments measured at fair value through earnings, net gains and losses on trading assets, impairment losses, net income (loss) attributable to noncontrolling interest, the premium amortization adjustment resulting from the quarter-over-quarter change in estimated long-term CPR (“PAA”), corporate acquisition related expenses and certain other non-recurring gains or losses, and inclusive of dollar roll income (a component of Net gains (losses) on trading assets) and realized amortization of mortgage servicing rights (“MSR”) (a component of net unrealized gains (losses) on investments measured at fair value through earnings).

Based upon recent regulatory guidance and interpretations on the use of non-GAAP financial measures, beginning with the fourth quarter 2016, the Company will report core earnings metrics (revised) that include the PAA. In addition, this is the final quarter that the Company will report core earnings metrics (unrevised) that exclude the PAA. In future periods, the Company will not make an adjustment to GAAP net income (loss) to exclude the PAA. However, given its usefulness in evaluating the Company’s financial performance, the Company will continue to separately disclose the PAA. Additionally, comparative prior period results reported in future periods will conform to the revised presentation.

The Company believes its non-GAAP financial measures are useful for management, investors, analysts, and other interested parties in evaluating the Company’s performance but should not be viewed in isolation and are not a substitute for financial measurements computed in accordance with GAAP. Please refer to the “Non-GAAP Financial Measures” section for additional information.
 
1

 
Financial Performance

The following table summarizes certain key performance indicators as of and for the quarters ended December 31, 2016, September 30, 2016, and December 31, 2015:
 
   
December 31, 2016
 
September 30, 2016
 
December 31, 2015
Book value per common share
 
$
11.16
   
$
11.83
   
$
11.73
 
Economic leverage at period-end (1)
 
6.4:1
   
6.1:1
   
6.0:1
 
GAAP net income (loss) per average common share
 
$
1.79
   
$
0.70
   
$
0.69
 
Core earnings per average common share (unrevised - excluding PAA)* (2)
 
$
0.30
   
$
0.29
   
$
0.31
 
Less: PAA cost (benefit) per average common share
   
(0.23
)
   
-
     
(0.02
)
Core earnings per average common share (revised - including PAA)* (2)
 
$
0.53
   
$
0.29
   
$
0.33
 
Annualized return (loss) on average equity
   
57.23
%
   
23.55
%
   
22.15
%
Annualized core return on average equity (unrevised - excluding PAA)*
   
10.13
%
   
10.09
%
   
10.30
%
Annualized core return on average equity (revised - including PAA)*
   
17.53
%
   
10.09
%
   
10.89
%
Net interest margin (3)
   
2.49
%
   
1.40
%
   
1.80
%
Core net interest margin (excluding PAA)*
   
1.53
%
   
1.42
%
   
1.71
%
Net interest spread
   
2.28
%
   
1.13
%
   
1.47
%
Core net interest spread (excluding PAA)*
   
1.15
%
   
1.15
%
   
1.37
%
Average yield on interest earning assets
   
3.81
%
   
2.70
%
   
3.15
%
Core average yield on interest earning assets (excluding PAA)*
   
2.68
%
   
2.72
%
   
3.05
%
 
*
Represents a non-GAAP financial measure. Please refer to the ‘Non-GAAP Financial Measures’ section for additional information.
(1) Computed as the sum of recourse debt, TBA derivative notional outstanding and net forward purchases of investments divided by total equity. Recourse debt consists of repurchase agreements, other secured financing and Convertible Senior Notes. Securitized debt, participation sold and mortgages payable are non-recourse to the Company and are excluded from this measure.
(2) The Company revised its definition of core earnings to include the PAA. Core earnings (unrevised) excluded the PAA. This is the final quarter that the Company will report core earnings metrics that exclude the PAA. Beginning with the fourth quarter 2016, core earnings (revised) is defined as net income (loss) excluding gains or losses on disposals of investments and termination of interest rate swaps, unrealized gains or losses on interest rate swaps and investments measured at fair value through earnings, net gains and losses on trading assets, impairment losses, net income (loss) attributable to noncontrolling interest, corporate acquisition related expenses and certain other non-recurring gains or losses, and inclusive of dollar roll income (a component of Net gains (losses) on trading assets) and realized amortization of MSRs (a component of net unrealized gains (losses) on investments measured at fair value through earnings).
(3)
Represents the sum of the Company’s annualized economic net interest income (inclusive of interest expense on interest rate swaps used to hedge cost of funds) plus TBA dollar roll income (less interest expense on swaps used to hedge dollar roll transactions) divided by the sum of its average interest earning assets plus average outstanding TBA derivative balances. Average interest earning assets reflects the average amortized cost of our investments during the period.


Among the financial highlights for the fourth quarter 2016 are the following:

-
GAAP net income of $1.8 billion, or $1.79 per average common share
-
Core earnings* (unrevised – excluding PAA) of $327.0 million, or $0.30 per average common share
-
Core earnings* (revised – including PAA) of $565.9 million, or $0.53 per average common share (inclusive of PAA benefit of $238.9 million, or $0.23 per average common share)
-
GAAP return on average equity of 57.23%, core return on average equity* (unrevised – excluding PAA) of 10.13%, core return on average equity* (revised – including PAA) of 17.53% (PAA related benefit of 7.40%)
-
Common dividend declared for the quarter ended December 31, 2016 of $0.30 per common share. The annualized dividend yield on the Company’s common stock for the quarter ended December 31, 2016, based on the December 31, 2016 closing price of $9.97, was 12.04%

Among the business highlights for the year ended December 31, 2016 are the following:

-
Completed the largest mREIT acquisition in history with purchase of Hatteras Financial Corp.
-
Continued diversification strategy with expansion of investment options and targeted growth in select credit assets
-
Advanced funding strategy with dedicated financing facilities for credit businesses while also capitalizing on FHLB term funding
-
Further aligned management and shareholder interests by initiating employee stock ownership program

* Represents a non-GAAP financial measure. Please refer to the ‘Non-GAAP Financial Measures’ section for additional information.

Amortization

In accordance with GAAP, the Company amortizes or accretes premiums or discounts into interest income for its Agency mortgage-backed securities, excluding interest-only securities, considering estimates of future principal prepayment in the calculation of the effective yield because they are probable and the timing and amount of prepayments can be reasonably estimated. The Company recalculates the effective yield as differences between anticipated and actual prepayments occur. Using third-party model and market information to project future cash flows and expected remaining lives of securities, the effective interest rate determined for each security is applied as if it had been in place from the date of the security’s acquisition. The amortized cost of the investment is then adjusted to the amount that would have existed had the new effective yield been applied since the acquisition date. The adjustment to amortized cost is offset with a charge or credit to interest income. Changes in interest rates and other market factors will impact prepayment speed projections and the amount of premium amortization recognized in any given period.
 
2

 
The Company’s GAAP metrics include the unadjusted impact of amortization and accretion associated with this method. The Company’s non-GAAP measures previously excluded the effect of the PAA, however, beginning with the fourth quarter 2016, the Company revised its definition of core earnings such that no adjustment will be made to exclude the PAA. In addition, this is the final quarter that the Company will report core earnings metrics (unrevised) that exclude the PAA. However, given its usefulness in evaluating the Company’s financial performance, the Company will continue to separately disclose the PAA.

The following table illustrates the impact of quarter-over-quarter changes to long-term CPR estimates on premium amortization expense for the Company’s Residential Investment Securities portfolio for the quarters ended December 31, 2016, September 30, 2016, and December 31, 2015:
 
   
For the quarters ended
   
December 31, 2016
September 30, 2016
December 31, 2015
   
(dollars in thousands)
Premium amortization expense
 
$
(19,812
)
 
$
213,241
   
$
159,720
 
Less: PAA cost (benefit)
   
(238,941
)
   
3,891
     
(18,072
)
Premium amortization expense exclusive of PAA
 
$
219,129
   
$
209,350
   
$
177,792
 
                         
                         
   
For the quarters ended
   
December 31, 2016
September 30, 2016
December 31, 2015
   
(per average common share)
Premium amortization expense
 
$
(0.02
)
 
$
0.21
   
$
0.17
 
Less: PAA cost (benefit)
   
(0.23
)
   
-
(1)     
(0.02
)
Premium amortization expense exclusive of PAA
 
$
0.21
   
$
0.21
   
$
0.19
 
 
(1) 
Rounds to less than $0.01 per average common share.


Other Information

This news release and our public documents to which we refer contain or incorporate by reference certain forward-looking statements which are based on various assumptions (some of which are beyond our control) and may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “anticipate,” “continue,” or similar terms or variations on those terms or the negative of those terms. Actual results could differ materially from those set forth in forward-looking statements due to a variety of factors, including, but not limited to, changes in interest rates; changes in the yield curve; changes in prepayment rates; the availability of mortgage-backed securities and other securities for purchase; the availability of financing and, if available, the terms of any financings; changes in the market value of our assets; changes in business conditions and the general economy; our ability to grow our commercial business; our ability to grow our residential mortgage credit business; credit risks related to our investments in credit risk transfer securities, residential mortgage-backed securities and related residential mortgage credit assets, commercial real estate assets and corporate debt; risks related to investments in mortgage servicing rights and ownership of a servicer; our ability to consummate any contemplated investment opportunities; changes in government regulations affecting our business; our ability to maintain our qualification as a REIT; and our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. We do not undertake, and specifically disclaim any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law.

Annaly’s principal business objectives are to generate net income for distribution to its shareholders from its investments and capital preservation. Annaly is a Maryland corporation that has elected to be taxed as a real estate investment trust (“REIT”). Annaly is managed and advised by Annaly Management Company LLC.

The Company prepares a supplemental investor presentation and a financial summary for the benefit of its shareholders. Both the Fourth Quarter 2016 Investor Presentation and the Fourth Quarter 2016 Financial Summary can be found at the Company’s website (www.annaly.com) in the Investors section under Investor Presentations.

Conference Call

The Company will hold the fourth quarter 2016 earnings conference call on February 16, 2017 at 10:00 a.m. Eastern Time. The number to call is 888-317-6003 for domestic calls and 412-317-6061 for international calls. The conference passcode is 8442755. There will also be an audio webcast of the call on www.annaly.com. The replay of the call is available for one week following the conference call. The replay number is 877-344-7529 for domestic calls and 412-317-0088 for international calls and the conference passcode is 10100346. If you would like to be added to the e-mail distribution list, please visit www.annaly.com, click on Investors, then select Email Alerts and complete the email notification form.
 
3

 
ANNALY CAPITAL MANAGEMENT, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 
(dollars in thousands, except per share data)
 
                             
 
December 31,
   
September 30,
   
June 30,
   
March 31,
   
December 31,
 
 
2016
   
2016
   
2016
   
2016
   
2015(1)
 
 
(Unaudited)
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
       
ASSETS
                           
                             
Cash and cash equivalents
$
1,539,746
   
$
2,382,188
   
$
2,735,250
   
$
2,416,136
   
$
1,769,258
 
Investments, at fair value:
                                     
Agency mortgage-backed securities
 
75,589,873
     
73,476,105
     
64,862,992
     
65,439,824
     
65,718,224
 
Agency debentures
 
-
     
-
     
-
     
157,035
     
152,038
 
Credit risk transfer securities
 
724,722
     
669,295
     
520,321
     
501,167
     
456,510
 
Non-Agency mortgage-backed securities
 
1,401,307
     
1,460,261
     
1,197,549
     
1,157,507
     
906,722
 
Residential mortgage loans (2)
 
342,289
     
310,148
     
-
     
-
     
-
 
Mortgage servicing rights
 
652,216
     
492,169
     
-
     
-
     
-
 
Commercial real estate debt investments (3)
 
4,321,739
     
4,319,077
     
4,361,972
     
4,401,725
     
2,911,828
 
Commercial real estate debt and preferred equity, held for investment (4)
 
970,505
     
1,070,197
     
1,137,971
     
1,177,468
     
1,348,817
 
Commercial loans held for sale, net
 
114,425
     
144,275
     
164,175
     
278,600
     
278,600
 
Investments in commercial real estate
 
474,567
     
500,027
     
504,605
     
527,786
     
535,946
 
Corporate debt
 
773,274
     
716,831
     
669,612
     
639,481
     
488,508
 
Interest rate swaps, at fair value
 
68,194
     
113,253
     
146,285
     
93,312
     
19,642
 
Other derivatives, at fair value
 
171,266
     
87,921
     
137,490
     
77,449
     
22,066
 
Receivable for investments sold
 
51,461
     
493,839
     
697,943
     
2,220
     
121,625
 
Accrued interest and dividends receivable
 
270,400
     
260,583
     
227,225
     
232,180
     
231,336
 
Other assets
 
333,063
     
301,419
     
237,959
     
234,407
     
119,422
 
Goodwill
 
71,815
     
71,815
     
71,815
     
71,815
     
71,815
 
Intangible assets, net
 
34,184
     
39,903
     
43,306
     
35,853
     
38,536
 
Total assets
$
87,905,046
   
$
86,909,306
   
$
77,716,470
   
$
77,443,965
   
$
75,190,893
 
                                       
LIABILITIES AND STOCKHOLDERS’ EQUITY
                         
                                       
Liabilities:
                                     
Repurchase agreements
$
65,215,810
   
$
61,784,121
   
$
53,868,385
   
$
54,448,141
   
$
56,230,860
 
Other secured financing
 
3,884,708
     
3,804,742
     
3,588,326
     
3,588,326
     
1,845,048
 
Securitized debt of consolidated VIEs (5)
 
3,655,802
     
3,712,821
     
3,748,289
     
3,802,682
     
2,540,711
 
Participation sold
 
12,869
     
12,976
     
13,079
     
13,182
     
13,286
 
Mortgages payable
 
311,636
     
327,632
     
327,643
     
334,765
     
334,707
 
Interest rate swaps, at fair value
 
1,443,765
     
2,919,492
     
3,208,986
     
2,782,961
     
1,677,571
 
Other derivatives, at fair value
 
86,437
     
73,445
     
154,017
     
69,171
     
49,963
 
Dividends payable
 
305,674
     
269,111
     
277,479
     
277,456
     
280,779
 
Payable for investments purchased
 
65,041
     
454,237
     
746,090
     
250,612
     
107,115
 
Accrued interest payable
 
163,013
     
173,320
     
159,435
     
163,983
     
151,843
 
Accounts payable and other liabilities
 
184,319
     
115,606
     
62,868
     
54,679
     
53,088
 
Total liabilities
 
75,329,074
     
73,647,503
     
66,154,597
     
65,785,958
     
63,284,971
 
                                       
Stockholders’ Equity:
                                     
7.875% Series A Cumulative Redeemable Preferred Stock:
7,412,500 authorized, issued and outstanding
 
177,088
     
177,088
     
177,088
     
177,088
     
177,088
 
7.625% Series C Cumulative Redeemable Preferred Stock
12,650,000 authorized, 12,000,000 issued and outstanding
 
290,514
     
290,514
     
290,514
     
290,514
     
290,514
 
7.50% Series D Cumulative Redeemable Preferred Stock:
18,400,000 authorized, issued and outstanding
 
445,457
     
445,457
     
445,457
     
445,457
     
445,457
 
7.625% Series E Cumulative Redeemable Preferred Stock:
11,500,000 authorized, issued and outstanding
 
287,500
     
287,500
     
-
     
-
     
-
 
Common stock, par value $0.01 per share, 1,945,437,500, 1,945,437,500, 1,956,937,500, 1,956,937,500 and 1,956,937,500 authorized, 1,018,913,249, 1,018,857,866, 924,929,607, 924,853,133
and 935,929,561 issued and outstanding, respectively
 
10,189
     
10,189
     
9,249
     
9,249
     
9,359
 
Additional paid-in capital
 
15,579,342
     
15,578,677
     
14,575,426
     
14,573,760
     
14,675,768
 
Accumulated other comprehensive income (loss)
 
(1,085,893
)
   
1,119,677
     
1,117,046
     
640,366
     
(377,596
)
Accumulated deficit
 
(3,136,017
)
   
(4,655,440
)
   
(5,061,565
)
   
(4,487,982
)
   
(3,324,616
)
Total stockholders’ equity
 
12,568,180
     
13,253,662
     
11,553,215
     
11,648,452
     
11,895,974
 
Noncontrolling interest
 
7,792
     
8,141
     
8,658
     
9,555
     
9,948
 
Total equity
 
12,575,972
     
13,261,803
     
11,561,873
     
11,658,007
     
11,905,922
 
Total liabilities and equity
$
87,905,046
   
$
86,909,306
   
$
77,716,470
   
$
77,443,965
   
$
75,190,893
 

(1)
Derived from the audited consolidated financial statements at December 31, 2015.
(2) Includes securitized mortgage loans of a consolidated VIE carried at fair value of $165.9 million and $176.7 million at December 31, 2016 and September 30, 2016, respectively.
(3) Includes senior securitized commercial mortgage loans of consolidated VIEs with a carrying value of $3.9 billion, $4.0 billion, $4.0 billion, $4.0 billion and $2.6 billion at December 31, 2016, September 30, 2016, June 30, 2016, March 31, 2016 and December 31, 2015, respectively.
(4) Includes senior securitized commercial mortgage loans of consolidated VIE with a carrying value of $0, $128.9 million, $187.2 million, $211.9 million and $262.7 million at December 31, 2016, September 30, 2016, June 30, 2016, March 31, 2016 and December 31, 2015, respectively.
(5)
Includes securitized debt of consolidated VIEs carried at fair value of $3.7 billion, $3.7 billion, $3.7 billion, $3.7 billion and $2.4 billion at December 31, 2016, September 30, 2016, June 30, 2016, March 31, 2016 and December 31, 2015, respectively.
 
4

 
ANNALY CAPITAL MANAGEMENT, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 
(UNAUDITED)
 
(dollars in thousands, except per share data)
 
                             
 
For the quarters ended 
 
 
December 31,
   
September 30,
   
June 30,
   
March 31,
   
December 31,
 
 
2016
   
2016
   
2016
   
2016
   
2015
 
Net interest income:
                           
Interest income
$
807,022
   
$
558,668
   
$
457,118
   
$
388,143
   
$
576,580
 
Interest expense
 
183,396
     
174,154
     
152,755
     
147,447
     
118,807
 
Net interest income
 
623,626
     
384,514
     
304,363
     
240,696
     
457,773
 
                                       
Realized and unrealized gains (losses):
                                     
Realized gains (losses) on interest rate swaps(1)
 
(103,872
)
   
(124,572
)
   
(130,762
)
   
(147,475
)
   
(159,487
)
Realized gains (losses) on termination of interest rate swaps
 
(55,214
)
   
1,337
     
(60,064
)
   
-
     
-
 
Unrealized gains (losses) on interest rate swaps
 
1,430,668
     
256,462
     
(373,220
)
   
(1,031,720
)
   
463,126
 
Subtotal
 
1,271,582
     
133,227
     
(564,046
)
   
(1,179,195
)
   
303,639
 
Net gains (losses) on disposal of investments
 
7,782
     
14,447
     
12,535
     
(1,675
)
   
(7,259
)
Net gains (losses) on trading assets
 
(139,470
)
   
162,981
     
81,880
     
125,189
     
42,584
 
Net unrealized gains (losses) on investments measured at fair value through earnings
 
110,742
     
29,675
     
(54,154
)
   
128
     
(62,703
)
Bargain purchase gain
 
-
     
72,576
     
-
     
-
     
-
 
Subtotal
 
(20,946
)
   
279,679
     
40,261
     
123,642
     
(27,378
)
Total realized and unrealized gains (losses)
 
1,250,636
     
412,906
     
(523,785
)
   
(1,055,553
)
   
276,261
 
                                       
Other income (loss)
 
30,918
     
29,271
     
(9,930
)
   
(6,115
)
   
(10,447
)
                                       
General and administrative expenses:
                                     
Compensation and management fee
 
39,845
     
38,709
     
36,048
     
36,997
     
37,193
 
Other general and administrative expenses
 
15,608
     
59,028
     
13,173
     
10,948
     
10,643
 
Total general and administrative expenses
 
55,453
     
97,737
     
49,221
     
47,945
     
47,836
 
Income (loss) before income taxes
 
1,849,727
     
728,954
     
(278,573
)
   
(868,917
)
   
675,751
 
Income taxes
 
1,244
     
(1,926
)
   
(76
)
   
(837
)
   
6,085
 
Net income (loss)
 
1,848,483
     
730,880
     
(278,497
)
   
(868,080
)
   
669,666
 
Net income (loss) attributable to noncontrolling interest
 
(87
)
   
(336
)
   
(385
)
   
(162
)
   
(373
)
Net income (loss) attributable to Annaly
 
1,848,570
     
731,216
     
(278,112
)
   
(867,918
)
   
670,039
 
Dividends on preferred stock
 
23,473
     
22,803
     
17,992
     
17,992
     
17,992
 
Net income (loss) available (related) to common stockholders
$
1,825,097
   
$
708,413
   
$
(296,104
)
 
$
(885,910
)
 
$
652,047
 
Net income (loss) per share available (related) to common stockholders:
                 
Basic
$
1.79
   
$
0.70
   
$
(0.32
)
 
$
(0.96
)
 
$
0.69
 
Diluted
$
1.79
   
$
0.70
   
$
(0.32
)
 
$
(0.96
)
 
$
0.69
 
                                       
Weighted average number of common shares outstanding:
                         
Basic
 
1,018,886,380
     
1,007,607,893
     
924,887,316
     
926,813,588
     
945,072,058
 
Diluted
 
1,019,251,111
     
1,007,963,406
     
924,887,316
     
926,813,588
     
945,326,098
 
                                       
Net income (loss)
$
1,848,483
   
$
730,880
   
$
(278,497
)
 
$
(868,080
)
 
$
669,666
 
Other comprehensive income (loss):
                                     
Unrealized gains (losses) on available-for-sale securities
 
(2,206,288
)
   
18,237
     
483,930
     
1,017,707
     
(648,106
)
Reclassification adjustment for net (gains) losses included in net income (loss)
 
718
     
(15,606
)
   
(7,250
)
   
255
     
7,655
 
Other comprehensive income (loss)
 
(2,205,570
)
   
2,631
     
476,680
     
1,017,962
     
(640,451
)
Comprehensive income (loss)
 
(357,087
)
   
733,511
     
198,183
     
149,882
     
29,215
 
Comprehensive income (loss) attributable to noncontrolling interest
 
(87
)
   
(336
)
   
(385
)
   
(162
)
   
(373
)
Comprehensive income (loss) attributable to Annaly
$
(357,000
)
 
$
733,847
   
$
198,568
   
$
150,044
   
$
29,588
 
 
(1)
Interest expense related to the Company’s interest rate swaps is recorded in Realized gains (losses) on interest rate swaps on the Consolidated Statements of Comprehensive Income.
 
5

 
ANNALY CAPITAL MANAGEMENT, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 
(dollars in thousands, except per share data)
 
             
             
   
For the years ended
 
   
December 31,
   
December 31,
 
   
2016
   
2015 (1)
 
   
(Unaudited)
       
Net interest income:
           
Interest income
 
$
2,210,951
   
$
2,170,697
 
Interest expense
   
657,752
     
471,596
 
Net interest income
   
1,553,199
     
1,699,101
 
                 
Realized and unrealized gains (losses):
               
Realized gains (losses) on interest rate swaps(2)
   
(506,681
)
   
(624,495
)
Realized gains (losses) on termination of interest rate swaps
   
(113,941
)
   
(226,462
)
Unrealized gains (losses) on interest rate swaps
   
282,190
     
(124,869
)
Subtotal
   
(338,432
)
   
(975,826
)
Net gains (losses) on disposal of investments
   
33,089
     
50,987
 
Net gains (losses) on trading assets
   
230,580
     
29,623
 
Net unrealized gains (losses) on investments measured at fair value through earnings
   
86,391
     
(103,169
)
Bargain purchase gain
   
72,576
     
-
 
Impairment of goodwill
   
-
     
(22,966
)
Subtotal
   
422,636
     
(45,525
)
Total realized and unrealized gains (losses)
   
84,204
     
(1,021,351
)
                 
Other income (loss):
               
Investment advisory income
   
-
     
24,848
 
Dividend income from affiliate
   
-
     
8,636
 
Other income (loss)
   
44,144
     
(47,201
)
Total other income (loss)
   
44,144
     
(13,717
)
                 
General and administrative expenses:
               
Compensation and management fee
   
151,599
     
150,286
 
Other general and administrative expenses
   
98,757
     
49,954
 
Total general and administrative expenses
   
250,356
     
200,240
 
                 
Income (loss) before income taxes
   
1,431,191
     
463,793
 
                 
Income taxes
   
(1,595
)
   
(1,954
)
                 
Net income (loss)
   
1,432,786
     
465,747
 
                 
Net income (loss) attributable to noncontrolling interest
   
(970
)
   
(809
)
                 
Net income (loss) attributable to Annaly
   
1,433,756
     
466,556
 
                 
Dividends on preferred stock
   
82,260
     
71,968
 
                 
Net income (loss) available (related) to common stockholders
 
$
1,351,496
   
$
394,588
 
                 
Net income (loss) per share available (related) to common stockholders:
               
Basic
 
$
1.39
   
$
0.42
 
Diluted
 
$
1.39
   
$
0.42
 
                 
Weighted average number of common shares outstanding:
               
Basic
   
969,787,583
     
947,062,099
 
Diluted
   
970,102,353
     
947,276,742
 
                 
Net income (loss)
 
$
1,432,786
   
$
465,747
 
Other comprehensive income (loss):
               
Unrealized gains (losses) on available-for-sale securities
   
(686,414
)
   
(531,952
)
Reclassification adjustment for net (gains) losses included in net income (loss)
   
(21,883
)
   
(50,527
)
Other comprehensive income (loss)
   
(708,297
)
   
(582,479
)
Comprehensive income (loss)
   
724,489
     
(116,732
)
Comprehensive income (loss) attributable to noncontrolling interest
   
(970
)
   
(809
)
Comprehensive income (loss) attributable to Annaly
 
$
725,459
   
$
(115,923
)
 
(1)
Derived from the audited consolidated financial statements at December 31, 2015.
(2)
Interest expense related to the Company’s interest rate swaps is recorded in Realized gains (losses) on interest rate swaps on the Consolidated Statements of Comprehensive Income.
 
6

 
Key Metrics

The following table presents key metrics of the Company’s portfolio, liabilities and hedging positions, and performance as of and for the quarters ended December 31, 2016, September 30, 2016, and December 31, 2015:
 
 
December 31, 2016
September 30, 2016
December 31, 2015
Portfolio Related Metrics:
           
Fixed-rate Residential Investment Securities as a percentage of total Residential Investment Securities
 
83
%
   
81
%
   
93
%
Adjustable-rate and floating-rate Residential Investment Securities as a percentage of total Residential Investment Securities
 
17
%
   
19
%
   
7
%
Weighted average experienced CPR for the period
 
15.6
%
   
15.9
%
   
9.7
%
Weighted average projected long-term CPR at period end
 
10.1
%
   
14.4
%
   
8.8
%
                       
Liabilities and Hedging Metrics:
                     
Weighted average days to maturity on repurchase agreements outstanding at period-end
 
96
     
128
     
151
 
Hedge ratio (1)
 
56
%
   
52
%
   
55
%
Weighted average pay rate on interest rate swaps at period-end (2)
 
2.22
%
   
2.25
%
   
2.26
%
Weighted average receive rate on interest rate swaps at period-end (2)
 
1.02
%
   
0.88
%
   
0.53
%
Weighted average net rate on interest rate swaps at period-end (2)
 
1.20
%
   
1.37
%
   
1.73
%
Leverage at period-end (3)
5.8:1
 
5.3:1
 
5.1:1
 
Economic leverage at period-end (4)
6.4:1
 
6.1:1
 
6.0:1
 
Capital ratio at period-end
 
13.1
%
   
13.3
%
   
13.7
%
                       
Performance Related Metrics:
                     
Book value per common share
$
11.16
   
$
11.83
   
$
11.73
 
GAAP net income (loss) per common share
$
1.79
   
$
0.70
   
$
0.69
 
Core earnings per common share (unrevised - excluding PAA)*
$
0.30
   
$
0.29
   
$
0.31
 
Less: PAA cost (benefit)
 
(0.23
)
   
-
     
(0.02
)
Core earnings per common share (revised - including PAA)*
$
0.53
   
$
0.29
   
$
0.33
 
Annualized return (loss) on average equity
 
57.23
%
   
23.55
%
   
22.15
%
Annualized core return on average equity (unrevised - excluding PAA)*
 
10.13
%
   
10.09
%
   
10.30
%
Annualized core return on average equity (revised - including PAA)*
 
17.53
%
   
10.09
%
   
10.89
%
Net interest margin
 
2.49
%
   
1.40
%
   
1.80
%
Core net interest margin (excluding PAA)*
 
1.53
%
   
1.42
%
   
1.71
%
Average yield on interest earning assets (5)
 
3.81
%
   
2.70
%
   
3.15
%
Core average yield on interest earning assets (excluding PAA)* (6)
 
2.68
%
   
2.72
%
   
3.05
%
Average cost of interest bearing liabilities (6)
 
1.53
%
   
1.57
%
   
1.68
%
Net interest spread
 
2.28
%
   
1.13
%
   
1.47
%
Core net interest spread (excluding PAA)*
 
1.15
%
   
1.15
%
   
1.37
%
 
Represents a non-GAAP financial measure. Please refer to the ‘Non-GAAP Financial Measures’ section for additional information.
(1) Measures total notional balances of interest rate swaps, interest rate swaptions and futures relative to repurchase agreements, other secured financing and TBA notional outstanding.
(2) Excludes forward starting swaps.
(3) Debt consists of repurchase agreements, other secured financing, Convertible Senior Notes, securitized debt, participation sold and mortgages payable. Securitized debt, participation sold and mortgages payable are non-recourse to the Company.
(4) Computed as the sum of recourse debt, TBA derivative notional outstanding and net forward purchases of investments divided by total equity.
(5)
Average interest earning assets reflects the average amortized cost of our investments during the period.
(6)
Includes interest expense on interest rate swaps used to hedge cost of funds.
 
7


Non-GAAP Financial Measures

Based upon recent regulatory guidance and interpretations on the use of non-GAAP financial measures, beginning with the fourth quarter 2016, the Company will report core earnings metrics (revised) that include the PAA. In addition, this is the final quarter that the Company will report core earnings metrics (unrevised) that exclude the PAA. In future periods, the Company will not make an adjustment to GAAP net income (loss) to exclude the PAA. However, given its usefulness in evaluating the Company’s financial performance, the Company will continue to separately disclose the PAA. Additionally, comparative prior period results reported in future periods will conform to the revised presentation.

To supplement its consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company provides the following non-GAAP financial measures. These measures should not be considered a substitute for, or superior to, financial measures computed in accordance with GAAP.

·
core earnings;
·
core earnings per average common share;
·
annualized core return on average equity;
·
core interest income (excluding PAA);
·
economic interest expense;
·
economic core net interest income (excluding PAA);
·
core average yield on interest earning assets (excluding PAA);
·
core net interest margin (excluding PAA); and
·
core net interest spread (excluding PAA).

These non-GAAP measures provide additional detail to enhance investor understanding of the Company’s period-over-period operating performance and business trends, as well as for assessing the Company’s performance versus that of industry peers. Additional information pertaining to the Company’s use of these non-GAAP financial measures, including discussion of how each such measure is useful to investors, and reconciliations to their most directly comparable GAAP results are provided below.

Core earnings, core earnings per average common share and annualized core return on average equity

One of the Company’s principal business objectives is to generate net income by earning a net interest spread on its investment portfolio, which is a function of the Company’s interest income from its investment portfolio less financing, hedging and operating costs. Core earnings, which is comprised of interest income plus TBA dollar roll incomei, less financing and hedging costsii and general and administrative expenses, is used by management to measure its progress in achieving this objective.

Historically, the Company has defined “core earnings”, a non-GAAP measure, as net income (loss) excluding gains or losses on disposals of investments and termination of interest rate swaps, unrealized gains or losses on interest rate swaps and investments measured at fair value through earnings, net gains and losses on trading assets, impairment losses, net income (loss) attributable to noncontrolling interest, the premium amortization adjustment resulting from the quarter-over-quarter change in estimated long-term CPR (“PAA”), corporate acquisition related expenses and certain other non-recurring gains or losses, and inclusive of dollar roll income (a component of Net gains (losses) on trading assets) and realized amortization of mortgage servicing rights (“MSR”) (a component of net unrealized gains (losses) on investments measured at fair value through earnings).

Beginning with the fourth quarter 2016, the Company will report core earnings metrics (revised) that include the PAA. In addition, this is the final quarter that the Company will report core earnings metrics (unrevised) that exclude the PAA. In future periods, the Company will not make an adjustment to GAAP net income (loss) to exclude the PAA.

The Company believes these measures provide management and investors with additional details regarding the Company’s underlying operating results and investment portfolio trends by (i) making adjustments to account for the disparate reporting of changes in fair value where certain instruments are reflected in GAAP net income (loss) while others are reflected in other comprehensive income (loss), and (ii) by excluding certain unrealized, non-cash or episodic components of GAAP net income (loss) in order to provide additional transparency into the operating performance of the Company’s portfolio. Annualized core return on average equity, which is calculated by dividing core earnings over average stockholders’ equity, provides investors with additional detail on the core earnings generated by the Company’s invested equity capital.




i TBA dollar roll transactions are accounted for as derivatives, with gains and losses reflected as a component of Net gains (losses) on trading assets in the Company’s Consolidated Statements of Comprehensive Income (Loss). TBA dollar roll income represents the economic equivalent of interest income on the underlying security less the implied cost of financing.
ii The interest component of hedging costs are reported as realized gains (losses) on interest rate swaps in the Company’s Consolidated Statements of Comprehensive Income (Loss).
 
8


The following table presents a reconciliation of GAAP financial results to non-GAAP core earnings for the periods presented.
   
For the quarters ended
   
December 31, 2016
 
September 30, 2016
 
December 31, 2015
   
(dollars in thousands)
GAAP net income (loss)
 
$
1,848,483
   
$
730,880
   
$
669,666
 
Less:
                       
Realized (gains) losses on termination of interest rate swaps
   
55,214
     
(1,337
)
   
-
 
Unrealized (gains) losses on interest rate swaps
   
(1,430,668
)
   
(256,462
)
   
(463,126
)
Net (gains) losses on disposal of investments
   
(7,782
)
   
(14,447
)
   
7,259
 
Net (gains) losses on trading assets
   
139,470
     
(162,981
)
   
(42,584
)
Net unrealized (gains) losses on investments measured at fair value through earnings
   
(110,742
)
   
(29,675
)
   
62,703
 
Bargain purchase gain
   
-
     
(72,576
)
   
-
 
Corporate acquisition related expenses (1)
   
-
     
46,724
     
-
 
Net (income) loss attributable to noncontrolling interest
   
87
     
336
     
373
 
Premium amortization adjustment cost (benefit)
   
(238,941
)
   
3,891
     
(18,072
)
Plus:
                       
TBA dollar roll income (2)
   
98,896
     
90,174
     
94,914
 
MSR amortization (3)
   
(27,018
)
   
(21,634
)
   
-
 
Core earnings (unrevised - excluding PAA)*
   
326,999
     
312,893
     
311,133
 
Add back:
                       
Premium amortization adjustment
   
238,941
     
(3,891
)
   
18,072
 
Core earnings (revised - including PAA)*
 
$
565,940
   
$
309,002
   
$
329,205
 
                         
GAAP net income (loss) per average common share
 
$
1.79
   
$
0.70
   
$
0.69
 
Core earnings per average common share (unrevised - excluding PAA)*
 
$
0.30
   
$
0.29
   
$
0.31
 
Core earnings per average common share (revised - including PAA)*
 
$
0.53
   
$
0.29
   
$
0.33
 
                         
Annualized GAAP return (loss) on average equity
   
57.23
%
   
23.55
%
   
22.15
%
Annualized core return on average equity (unrevised - excluding PAA)*
   
10.13
%
   
10.09
%
   
10.30
%
Annualized core return on average equity (revised - including PAA)*
   
17.53
%
   
10.09
%
   
10.89
%
 

   
For the years ended
   
December 31, 2016
 
December 31, 2015
     
(dollars in thousands)     
 
GAAP net income (loss)
 
$
1,432,786
   
$
465,747
 
Less:
               
Realized (gains) losses on termination of interest rate swaps
   
113,941
     
226,462
 
Unrealized (gains) losses on interest rate swaps
   
(282,190
)
   
124,869
 
Net (gains) losses on disposal of investments
   
(33,089
)
   
(50,987
)
Net (gains) losses on trading assets
   
(230,580
)
   
(29,623
)
Net unrealized (gains) losses on investments measured at fair value through earnings
   
(86,391
)
   
103,169
 
Bargain purchase gain
   
(72,576
)
   
-
 
Impairment of goodwill
   
-
     
22,966
 
Corporate acquisition related expenses (1)
   
48,887
     
-
 
Net (income) loss attributable to noncontrolling interest
   
970
     
809
 
Premium amortization adjustment cost (benefit)
   
18,941
     
73,365
 
Plus:
               
TBA dollar roll income (2)
   
351,778
     
348,531
 
MSR amortization (3)
   
(48,652
)
   
-
 
Core earnings (unrevised - excluding PAA)*
   
1,213,825
     
1,285,308
 
Add back:
               
Premium amortization adjustment
   
(18,941
)
   
(73,365
)
Core earnings (revised - including PAA)*
 
$
1,194,884
   
$
1,211,943
 
                 
GAAP net income (loss) per average common share
 
$
1.39
   
$
0.42
 
Core earnings per average common share (unrevised - excluding PAA)*
 
$
1.17
   
$
1.28
 
Core earnings per average common share (revised - including PAA)*
 
$
1.15
   
$
1.20
 
                 
Annualized GAAP return (loss) on average equity
   
11.75
%
   
3.73
%
Annualized core return on average equity (unrevised - excluding PAA)*
   
9.96
%
   
10.17
%
Annualized core return on average equity (revised - including PAA)*
   
9.81
%
   
9.59
%
 
*
Represents a non-GAAP financial measure.
(1) Represents non-recurring transaction costs incurred in connection with the Company’s acquisition of Hatteras Financial Corp.
(2)
Represents a component of Net gains (losses) on trading assets.
(3)
Represents the portion of changes in fair value that is attributable to the realization of estimated cash flows on the Company’s MSR portfolio and is reported as a component of Net unrealized gains (losses) on investments measured at fair value.
 
9

 
Core interest income (excluding PAA), economic interest expense and economic core net interest income (excluding PAA)

Core interest income (excluding PAA) represents interest income excluding the effect of the PAA, and serves as the basis for deriving core average yield on interest bearing assets (excluding PAA), core net interest margin (excluding PAA) and core net interest spread (excluding PAA), which are discussed below. The Company believes this measure provides management and investors with additional detail to enhance their understanding of the Company’s operating results and trends by excluding the component of premium amortization expense representing the cumulative effect of quarter-over-quarter changes in estimated long-term prepayment speeds related to the Company’s Agency mortgage-backed securities (other than interest-only securities), which can obscure underlying trends in the performance of the portfolio.

Economic interest expense is comprised of interest expense, as computed in accordance with GAAP, plus interest expense on interest rate swaps used to hedge cost of funds, which is a component of Realized gains (losses) on interest rate swaps in the Company’s Consolidated Statements of Comprehensive Income (Loss). The Company uses interest rate swaps to manage its exposure to changing interest rates on its repurchase agreements by economically hedging cash flows associated with these borrowings. Accordingly, adding the contractual interest payments on interest rate swaps to interest expense, as computed in accordance with GAAP, reflects the total contractual interest expense and thus, provides investors with additional information about the cost of our financing strategy.

Similarly, economic core net interest income (excluding PAA), as computed below, provides investors with additional information to enhance their understanding of the net economics of our primary business operations.
 
   
For the quarters ended
   
December 31, 2016
 
September 30, 2016
 
December 31, 2015
   
(dollars in thousands)
Core Interest Income Reconciliation
                 
GAAP interest income
 
$
807,022
   
$
558,668
   
$
576,580
 
Premium amortization adjustment
   
(238,941
)
   
3,891
     
(18,072
)
Core interest income (excluding PAA)*
 
$
568,081
   
$
562,559
   
$
558,508
 
                         
Economic Interest Expense Reconciliation
                       
GAAP interest expense
 
$
183,396
   
$
174,154
   
$
118,807
 
Add:
                       
Interest expense on interest rate swaps used to hedge cost of funds
   
92,841
     
103,100
     
135,267
 
Economic interest expense*
 
$
276,237
   
$
277,254
   
$
254,074
 
                         
Economic Core Net Interest Income Reconciliation
                       
Core interest income (excluding PAA)*
 
$
568,081
   
$
562,559
   
$
558,508
 
Less:
                       
Economic interest expense*
   
276,237
     
277,254
     
254,074
 
Economic core net interest income (excluding PAA)*
 
$
291,844
   
$
285,305
   
$
304,434
 
 
*
Represents a non-GAAP financial measure.

Core average yield on interest earnings assets (excluding PAA), core net interest margin (excluding PAA) and core net interest spread (excluding PAA)

Core net interest spread (excluding PAA), which is the difference between the core average yield on interest earning assets (excluding PAA) and the average cost of interest bearing liabilities, and core net interest margin (excluding PAA), which is calculated by dividing the economic core net interest income (excluding PAA) by average interest earning assets, provide management with additional measures of the Company’s profitability that management relies upon in monitoring the performance of the business. Disclosure of these measures, which are presented below, provides investors with additional detail regarding how management evaluates the Company’s performance.
 
   
For the quarters ended
   
December 31, 2016
 
September 30, 2016
 
December 31, 2015
Economic Core Metrics
 
(dollars in thousands)
Core interest income (excluding PAA)*
 
$
568,081
   
$
562,559
   
$
558,508
 
Average interest earning assets
 
$
84,799,222
   
$
82,695,270
   
$
73,178,965
 
Core average yield on interest earning assets (excluding PAA)*
   
2.68
%
   
2.72
%
   
3.05
%
Economic interest expense*
 
$
276,237
   
$
277,254
   
$
254,074
 
Average interest bearing liabilities
 
$
72,032,600
   
$
70,809,712
   
$
60,516,996
 
Average cost of interest bearing liabilities
   
1.53
%
   
1.57
%
   
1.68
%
Core net interest spread (excluding PAA)*
   
1.15
%
   
1.15
%
   
1.37
%
Core net interest margin (excluding PAA)*
   
1.53
%
   
1.42
%
   
1.71
%
 
Represents a non-GAAP financial measure.
 
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