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Arbor Realty Trust - Q2 2023

July 28, 2023

Transcript

Operator (participant)

Good morning, ladies and gentlemen, and welcome to the Q2 2023 Arbor Realty Trust Earnings conference call. At this time, all participants are on a listen-only mode. After the speaker's presentation, there will be a question-and-answer session. To ask a question during this period, you will need to press star one on your phone. If you want to remove yourself from the queue, please press star two. Please be advised that today's conference is being recorded. If you should need operator assistance, please press star zero. I would now like to turn the call over to your speaker today, Paul Elenio, Chief Financial Officer. Please go ahead.

Paul Elenio (CFO)

Okay, thank you, Todd. Good morning, everyone. Welcome to the quarterly earnings call for Arbor Realty Trust. This morning, we'll discuss the results for the quarter ended 30 June 2023. With me on the call today is Ivan Kaufman, our President and Chief Executive Officer. Before we begin, I need to inform you that statements made in this earnings call may be deemed forward-looking statements that are subject to risks and uncertainties, including information about possible or assumed future results of our business, financial condition, liquidity, results of operations, plans, and objectives. These statements are based on our beliefs, assumptions, and expectations of our future performance, taking into account the information currently available to us. Factors that could cause actual results to differ materially from Arbor's expectations in these forward-looking statements are detailed in our SEC reports.

Listeners are cautioned not to place undue reliance on these forward-looking statements, which speak only as of today. Arbor undertakes no obligation to publicly update or revise these forward-looking statements to reflect events or circumstances after today with the occurrences of unanticipated events. I'll now turn the call over to Arbor's President and CEO, Ivan Kaufman.

Ivan Kaufman (President and CEO)

Thank you, Paul, and thanks to everyone for joining us on today's call. As you can see from this morning's press release, we had another outstanding quarter, as our diverse business model continues to generate earnings that are well in excess of our dividend. This has allowed us to once again increase our dividend to $0.43, reflecting our 12th increase in the last 14 quarters, or 43% growth over that time period, all while maintaining the lowest dividend payout ratio in the industry, which was 75% for the Q2. In fact, we're the only company in our space that has continued to grow our dividend, while many are either cutting their dividends or are electing to pay out over 100% of their earnings.

Additionally, and very significantly, we're also one of the only companies in this space to have experienced significant book value appreciation over the last three years, with roughly 45% growth from approximately $9 a share to nearly $13 a share. Put simply, we have increased both our dividend and book value by over 40%, all while maintaining the lowest dividend payout ratio in the industry. Despite being a very challenging environment over the last several quarters, we've managed to maintain our book value while we recorded reserves for potential future losses, which clearly differentiates us from every one of our peers. As we've discussed many times, we've been laser-focused over the last two years in preparing for what we felt would be a very challenging recessionary environment.

In fact, unlike others in this space, we've been conducting ourselves as if we have been in a recession for over a year now, and as a result, one of our primary focus has been, and continues to be, preserving and building up a strong liquidity position. We are very pleased to report that we currently have approximately $1 billion in cash, which gives us a tremendous amount of flexibility to manage through this downturn and provide us with the unique ability to take advantage of the opportunities that will exist in this environment to generate superior returns on our capital. There continues to be a significant amount of volatility in the market, and we are well aware of the challenges that lie ahead.

We feel we are right in the thick of this dislocation and are operating our business with the expectation that the next two to three quarters will be the most challenging part of the cycle. As is the case with any real estate cycle, there will be issues and challenges to contend with, some of which will be a high touch and require a tremendous amount of discipline and expertise. We are extremely well positioned compared to our peers, given our multifamily-centric portfolio, our asset management skills, and tenured senior management experience with a track record of managing through multiple cycles and the strength of our balance sheet and versatility of our franchise. Turning now to our Q2 performance, as Paul will discuss in more detail, our quarterly financial results were once again remarkable.

We produced distributable earnings of $0.57 per share, which is well in excess of our current dividend, representing a payout ratio of around 75%. The dividend policy that we have implemented with our board of keeping such a wide disparity between our earnings and dividend provides us with a huge cushion and was very strategic, knowing full well that we were entering into a market of dislocation. This has enabled us to raise our dividend, grow our book value, and create reserves. We believe we're uniquely positioned as one of the only companies in our space with a very sustainable protected dividend, even in this challenging environment.

In our balance sheet lending business, we remain very selective, focusing mainly on converting our multifamily bridge loans into agency product, allowing us to recapture a substantial amount of our invested capital and produce significant long-dated income streams. In the Q2, we continued to have success in this area, with another $685 million of balance sheet runoff, $435 million, or 64%, which was recaptured into new agency loan originations. As a result, we're able to recoup $125 million of capital and continue to build our cash position, which again, currently sits at approximately $1 billion. In our GSE agency business, we had an exceptionally strong Q2, originating $1.4 billion of loans, and our pipeline remains elevated.

Clearly, with the continued inverted yield curve, the agencies are effectively the only game in town, which gives us confidence in our ability to continue to produce strong origination volumes for the balance of the year. We also have a strategic advantage in that we focus on the workforce housing part of the market and have a large multifamily balance sheet look- book that naturally feeds our agency business. Again, this agency business offers a premium value as it requires limited capital and generates significant, long-dated, predictable income streams and produces significant annual cash flow. To this point, our $29.4 billion fee-based servicing portfolio, which grew another 2% in the Q2, generates approximately $118 million a year in recurring cash flow. We also generate significant earnings on our escrows and cash balances, which acts as a natural hedge against interest rates.

In fact, we are now earning approximately 4.5% on around $2.8 billion of balances, or roughly $125 million annually, which combined with our servicing income annuity, totals over $240 million of annual gross earnings, or $1.20 a share. This is in addition to the strong gain on sale margins we generate from our originations platform, and again, is something that is completely unique to our platform, providing us a significant strategic advantage over our peers. We continue to expand our single-family rental business as we are the only one of the only remaining lenders in this space, allowing us to aggressively grow this platform.

We remain committed to this business as it offers us three turns on our capital through construction, bridge, and permanent lending opportunities, and generates strong levered returns in the short term, while providing significant long-term benefits by further diversifying our income streams and allowing us to continue to build our franchise. In summary, we had a very strong H1 of the year, with exceptionally with exceptional results that once again, clearly demonstrates our ability to generate strong earnings and dividends in all cycles. We understand very well the challenges that lie ahead and feel we are well positioned to manage through this cycle. Our earnings significantly exceed our dividend run rate. We are invested in the right asset class with very stable liability structures, highlighted by a significant amount of non-recourse, non-mark-to-market CLO debt, with pricing that is well below the current market.

We're also well capitalized with significant liquidity, which has put us in a unique position to be able to manage through this downturn and take advantage of the accretive opportunities that will exist in this environment. Again, with our best-in-class asset management capability and seasoned executive team, we are confident that we will continue to be the top performer company in our space. I will now turn the call over to Paul to take you through the financial results.

Paul Elenio (CFO)

Okay, thank you, Ivan. As Ivan mentioned, we had another exceptional quarter, producing distributable earnings of $114 million or $0.57 a share. These results translated into industry-high ROEs again of approximately 18% for the Q2, allowing us to increase our dividend to an annual run rate of $1.72 a share, reflecting a dividend to earnings payout ratio of around 75% for the Q2. Our quarterly results significantly beat our internal projections once again, largely due to substantially more gain on sale income from increased agency sold loan volumes, mainly due to stronger origination volumes in the Q2 than we anticipated. We also continued to see increased earnings on our floating rate loan book and on our cash and escrow balances in the Q2 from higher interest rates.

We generated approximately $6 million of income from our equity investments in the Q2, which included $3.5 million of income from our residential banking joint venture from gains on servicing sales, and a $2.5 million distribution from our Lexford investment. As a result of the servicing sales in our residential joint venture this quarter, our current income tax provision was higher than usual due to book to tax differences associated with these sales. As Ivan mentioned, we do expect some challenges ahead, and as a result, we recorded an additional $16 million in CECL reserves on our balance sheet loan book during the quarter. These reserves do not affect distributable earnings, as we have not experienced any realized losses on these loans to date.

Our loan book did see an increase in delinquencies in the Q2 as a result of where we are in the cycle. Again, this is to be expected, and we're confident in our ability to manage through this downturn as we believe we are well positioned given our multifamily focus, strong liquidity position, and our best-in-class dedicated asset management team with extensive experience in loan workouts and debt restructurings. It's very important to note that despite booking approximately $48 million in CECL reserves across our platform over the last two quarters, we still managed to grow our book value by, per share by 1% to $12.67 at 30 June 2023, from $12.53 a share at 31 December 2022.

We're one of the only companies in our space that has seen significant book value appreciation over the last three years. In our GSE agency business, we had a very strong Q2, with $1.4 billion originations and $1.3 billion in loan sales. The margins on these loan sales came in at 1.67% this quarter, compared to 1.72% last quarter. We produced very strong margins over the first six months of the year, ahead of our projections, mainly due to an increase in our FHA loan production in the first two quarters that generated much higher margins.

We also recorded $16.2 million of mortgage servicing rights income, related to $1.1 billion of committed loans in the Q2, representing an average MSR rate of around 1.43%, compared to 1.23% last quarter. Our fee-based servicing portfolio grew another 2% in the Q1, to approximately $29.4 billion at 30 June 2023, with a weighted average servicing fee of around 40 basis points and an estimated remaining life of eight and a half years. This portfolio will continue to generate a predictable annuity of income going forward of around $118 million gross annually. In the Q2, we also received $3 million in prepayment fees, as compared to $2 million last quarter.

Given the current rate environment, we're estimating that prepayment fees will likely run around $2 million a quarter going forward. In our balance sheet lending operation, our $13.5 billion investment portfolio had an all-in yield of 9.07% at 30 June 2023, compared to 8.83% at 31 March 2023, mainly due to increases in LIBOR and SOFR rates, partially offset by an increase in non-performing loans in the Q2. The average balance in our core investments was $13.6 billion this quarter, as compared to $14.1 billion last quarter, due to runoff exceeding originations in the Q1 and Q2.

The average yield on these assets increased to 9.19% from 8.94% last quarter, mainly due to increases in SOFR and LIBOR rates, partially offset by an increase in non-performing loans in the Q2 and from less acceleration of fees from early runoff. Total debt on our core assets was approximately $12.1 billion at 30 June 2023, with an all-in debt cost of approximately 7.25%, which was up from a debt cost of around 6.97% on 31 March 2023, mainly due to increases in the benchmark index rates. The average balance in our debt facilities was approximately $12.5 billion for the Q2, compared to $13 billion last quarter.

The average cost to fund in our debt facilities was 7.11% for the Q2, compared to 6.69% for the Q1. Again, primarily due to increases in the benchmark index rates, combined with the full effect of the unsecured notes we issued in March. Overall, net interest spreads in our core assets decreased to 2.08% this quarter, compared to 2.25% last quarter, and our overall spot net interest spreads were 1.82% at 30 June 2023 and 1.86% at 31 March 2023. Lastly, we believe it's important to continue to emphasize some of the significant advantage of our business model, which gives us comfort in our ability to continue to generate high-quality, long-dated, recurring earnings.

We have several diverse and countercyclical income streams that allow us to produce strong earnings in all cycles. The most significant of which is our agency platform, which is capital light and generates very high ROEs through strong gain on sale margins, long-dated service and annuity income, and increased escrow balances that earn significantly more income in today's higher interest rate environment. Additionally, we are multifamily centric and have a substantial amount of our non-mark-to-market, non-recourse CLO debt outstanding, with pricing that is well below the current market. We're also well capitalized with significant, significant liquidity and have a best-in-class asset management and senior management team that have tremendous experience and expertise in operating through multiple cycles. We believe these features are unique to our platform, giving us confidence in the ability to continue to outperform our peers. That completes our prepared remarks for this morning.

I'll now turn it back to the operator to take any questions you may have at this time. Todd?

Operator (participant)

Thank you, sir. As a reminder, to ask a question, please press star one on your telephone keypad. To withdraw your question, press star two. That others can hear your questions clearly, we ask that you pick up your handset for best sound quality. We'll take our first question from Steve Delaney with JMP Securities. Please go ahead.

Steve Delaney (Managing Director and Senior Equity Analyst)

Sure. Hey, good morning, Ivan and Paul. Congrats on another strong quarter. Maybe I'll start off with something that, you know, was not the highlight of the quarter, but I think important to discuss. You had the three new NPLs, all multifamily. I'm curious whether those were, were they three loans to three distinct borrowers? Is there a common, any common theme leading to the, to the downgrades? Thank you.

Speaker 10

Well, why don't you take those?

Paul Elenio (CFO)

Yeah. Hey, Steve, it's Paul. thanks

Steve Delaney (Managing Director and Senior Equity Analyst)

Hey, Paul. Sure.

Paul Elenio (CFO)

Yeah. We did three new Non-Performing Loans during the quarter on our balance sheet, totaling about $116 million. They were all to different borrowers. Two of the properties were in the Houston, Texas, area. The other was in the Atlanta, Georgia, area. You know, the deals had gone 60 days delinquent this quarter. That's kind of the geographics and, you know, the borrowers were all different borrowers.

Steve Delaney (Managing Director and Senior Equity Analyst)

Yeah, I mean, the geo sounds good. Is it a interest rate problem? I mean, are these people just behind there? Is it cash flow, or just, you know?

Ivan Kaufman (President and CEO)

Let me give you-

Steve Delaney (Managing Director and Senior Equity Analyst)

A leasing, leasing problem. Yeah.

Ivan Kaufman (President and CEO)

Give you a little bit of a view on it.

Steve Delaney (Managing Director and Senior Equity Analyst)

Thank you, Ivan.

Ivan Kaufman (President and CEO)

I think generally, and in particular with.

... the assets we're talking about is, you often have underperforming sponsors.

Steve Delaney (Managing Director and Senior Equity Analyst)

Okay.

Ivan Kaufman (President and CEO)

The underperforming sponsors, you know, it catches up to them a little bit. When you see stress in, in the portfolio, like we're seeing, it's a fact that the sponsors are not executing along their plan, and that's one part. The second part is that, you know, we are in this cycle a long period of time, and as elevated interest rates do put stress on these assets, in many cases, the rates are up, you know, anywhere between, you know, 10% to 100%. They run into payment issues, and often they're late in their payment, trying to raise additional capital and trying to get them in a proper position. What we're seeing most of all, where there's stress, on, on some of these loans, a lot of it is execution.

I mean, there are other factors as well, you know, elevated interest rates, increased insurance costs, and increased taxes, and increased labor costs.

Steve Delaney (Managing Director and Senior Equity Analyst)

Sure.

Ivan Kaufman (President and CEO)

It's a combination of all, but generally, if you have good operators, they're able to manage effectively. The poor operator catches up with them a little bit.

Steve Delaney (Managing Director and Senior Equity Analyst)

Okay, great. Paul, did I understand that on-- when you put these in as non-performing, that you added $5 million into your reserve for these, these three loans? Is that correct?

Paul Elenio (CFO)

That's correct, Steve. We did record a specific CECL reserve of $5 million related to one of the loans.

Steve Delaney (Managing Director and Senior Equity Analyst)

Okay.

Paul Elenio (CFO)

that went non-performing. The other two, we believe the values are fine. The borrowers are just seeing a little stressed, as Ivan mentioned, and we're working hard with those borrowers to get those deals to perform. We don't see right now any need for reserves on the other two. We did take a $5 million reserve related to one of the assets.

Ivan Kaufman (President and CEO)

Yeah, I will really make a note. As of yesterday, the borrower made, you know, has made one of his payments, so he is behind. He's making efforts to make it. He still remains a little bit behind, but he's made progress, and, you know, he's, he's getting there. It's just a very slow process.

Steve Delaney (Managing Director and Senior Equity Analyst)

Great. Well, I appreciate the color on that. I'll, I'll leave it there. I'm sure the other guys have questions for you, too. Have a good weekend. Thanks.

Paul Elenio (CFO)

Thanks, Steve.

Operator (participant)

Thank you. We'll take our next question from Stephen Moss with Raymond James.

Stephen Moss (Managing Director)

Hi, good morning. First off, congrats, another strong quarter, another dividend increase, a lot of those in the past couple of years. You know, a lot of pauses in the quarter. Ivan, I wanted to follow up on your comment. You started with talking about the next two to three quarters being the most challenging, and I think it's likely due to the issues you just mentioned in your answer to Steve Delaney. You know, is it interest rate caps rolling off? I mean, can you talk of it as a behind business plans, you know, the good, good operators, bad operators? You know, do we think about this being really a wave of stress from origination, say, 2 years ago, or is it a bigger sample size given the differing maturity dates?

Ivan Kaufman (President and CEO)

Let me give you a little bit of our macro view, and it's one that we've had for quite some time, and one that has obviously put us in a very favorable position in terms of liquidity and strategy and personnel and resources. It's been our view that, you know, generally, these downturns last, you know, 18 to 24 months, and on the outside of it, and if it's a downturn that's short term, it's 15 months. We, we've been at this already for at least five quarters, and that's why we think that there could be another two to three quarters left. Having been through multiple cycles, we feel now we're, we're, we're pretty much on the bottom of the cycle, and that we're going to work our way out of it shortly, but the bottom is the most difficult period of time.

Our borrowers are working really, really hard, you know, to manage their loans and their portfolios. This is the peak of their stress right now. We feel it. They're working hard to raise capital, get their assets in a good position. We're just thinking and planning for a little bit more elevated than it's been in the last quarter, and we think the next two quarters, given where we are in the cycle and what our outlook is, is, is going to be a little bit tougher. The borrowers are, you know, put a lot of resources in, are stretched on their resources. Interest rates have remained elevated. The cost of labor, even though it's coming down, put a lot of stress on people's portfolios.

The other aspect, which is beginning to fade a little bit, which people don't talk about, but I've talked about on our prior calls, is the economic vacancy, specifically in areas like New York and New Jersey and other areas like that, where the economic vacancy, the ability to get rid of non-paying tenants, has been extremely elevated, and it is going to begin to come down. You know, in certain markets, we have physical occupancy of 97% to 98%. You have economic vacancy of 10% to 12%, and that's been putting a lot of stress. We think the economic vacancy is going to begin to come down. Our outlook in terms of interest rates is, at this point, a little bit more favorable than it was six months ago or nine months ago.

The ability for people now to really put their time and attention to managing their assets have become much more focused. We, we do think that, the next two quarters will be the worst of the quarters, and that's what we're seeing. Economic vacancy has played a pretty significant part, in terms of, making, you know, having these borrowers struggle.

Stephen Moss (Managing Director)

Thanks, Ivan. To follow up, Paul, can you, you know, given the outlook for kind of a couple of challenging quarters, to continue through this, you know, what gives you confidence that the current reserves are appropriate? You know, how are you looking at the losses? What's the risk that those reserve levels need to increase, you know, possibly materially in the next couple of quarters?

Paul Elenio (CFO)

Sure, Steve. Thanks. We do look at this in a very detailed level. A lot of the reserve building you're seeing is from stress in the portfolio, as Ivan said, and what we think, you know, could happen over the next couple of quarters. A lot of it's the macroeconomic view out there on commercial real estate. We obviously think we have adequate reserves today. We built $48 million in reserves across our platform, both on the agency and the balance sheet side the last two quarters.

I, but I think it's a great question, and I think, I don't know what others are saying out there in our space, but I do expect over the next couple of quarters to continue to see reserve building, maybe similar to where we were this quarter, maybe a little higher, maybe a little lower. That's my expectation. Obviously, we'll see where rates go and what happens in the market. My expectation is that there will be some reserve building over the next two to three quarters, probably consistent or slightly consistent to where we were the last couple of quarters. Ivan, would you agree with that?

Ivan Kaufman (President and CEO)

Yeah, and I think it's extraordinarily important to focus on the fact that as we've, as we've, put reserves on the books, we've maintained our book value, and we haven't had our book value and our cushion between our dividend and our earnings is so large. As I mentioned in my comments, that's always been very critical to us and the board to make sure that, that we have that. Knowing we're going into a recession, and knowing we're going into a difficult environment, it's normal to have reserves. I think, you know, the fact that we're able to create these reserves, which are against future losses, and not decrease our book value and maintain it, is, is remarkable and a real testament to how we've, you know, managed through this cycle. I, I do agree with Paul.

I do think that what we've seen this quarter could continue for another quarter or two, and our balance sheet is well positioned to handle it.

Stephen Moss (Managing Director)

Great. Thanks for the comments as well.

Ivan Kaufman (President and CEO)

Thanks, Steve.

Operator (participant)

Thank you. We'll take our next question from Crispin Love with Piper Sandler.

Crispin Love (Director of Equity Research)

Thanks, good morning. Appreciate you taking my questions. First, can you speak to your ability to roll your repo facilities that are coming up? Then, just what percent of your loans have interest rate caps right now?

Ivan Kaufman (President and CEO)

Yeah, I mean, the repo facilities are not of major concern with us. It's very diversified, they've come down dramatically. You know, we've continued to renew them. In fact, the banks are more aggressive to want to do business with them as the outstandings keep coming down. As you're watching the securitization market, the securitization market is returning, the CLO market is returning. We're not far from, you know, readdressing some of that and even bringing our outstandings at our bank down. I continue to meet with management and treasury with the different institutions, and, you know, they're aggressive to continue to have more outstanding. That's the least of our issues. If we look at our outstandings, our repo and our ratios are extremely healthy.

We, we feel really good about it, and we feel really good about accessing the CLO market and actually creating greater efficiencies than, than we have today, and we're pretty efficient. That's our view on that. With respect to caps and everything, Paul, you can address that, and I can give you some commentary as well.

Paul Elenio (CFO)

Yeah, I, I think, Crispin, just to add on to Ivan's comments on the repos. I mean, I think we've done a great job of continuing to delever the balance sheet from natural runoff in the portfolio. Obviously, there's no balance sheet lending going on right now that makes any sense. As loans run off, we're naturally delevering the balance sheet, and I think we've done a great job of managing the efficiency in our CLO vehicles to help do that. I think currently today, we stand with 70% of our secured indebtedness in non-recourse, non-mark-to-market vehicles. As you look, those leverage numbers continue to come down quarter-over-quarter.

While we- we're very confident that our repo lines are healthy and we'll have no issue rolling them as we've never had, and as Ivan said, the banks are getting more aggressive, just prudently, we're delevering the balance sheet and putting us in a much better spot. I think we've, we've, we've been focusing on that for a while and knowing, you know, how you go through these cycles. As far as the rate caps in our book, it's always been a big part of our strategy to have certain structural efficiencies in our loans, and a good portion of our loan book have rate caps. I think it's somewhere in the high 60s to low 70s, but also a good portion of our loans have interest reserves and interest reserve replenishment guarantees, probably in the same range, probably about 60%.

There's a crossover. There's certain loans that have rate caps and interest rate, reserves. I don't have that percentage handy, but a good portion of our book has rate caps and interest reserves.

Crispin Love (Director of Equity Research)

Thanks. I appreciate that. Just during the quarter, did you buy any loans added to your CLOs? If so, are you able to size that?

Paul Elenio (CFO)

I don't recall doing that during the quarter. I have to look. We do have similar amount of credit risk assets designated in our CLOs as we did last quarter, $114 million. Ivan, do you know if we purchased anything back? I'm not aware. If we did, it was 1 loan, but I'd have to look.

Ivan Kaufman (President and CEO)

Yeah, I don't recall offhand.

Crispin Love (Director of Equity Research)

All right. Thanks. I appreciate you taking my questions.

Paul Elenio (CFO)

Thanks, Crispin.

Operator (participant)

Thank you. We'll take our next question from Jay McCanless with Wedbush.

Jay McCanless (Equity Research Analyst)

Hey, good morning, everyone. It looks like Special Mention loans in the multifamily portfolio went up about $500 million from the Q1 to the Q2. Could you maybe talk about what, what drove that decision? Is there any type of geographic or vintage risk we need to be mindful of with that book and, and the loans that move to Special Mention?

Paul Elenio (CFO)

Yeah, sure. Yeah, so it, it's a natural progression as loans get closer to maturity and move on to have your ratings move all around. I, I will, I will preface this, that we originate loans that are Special Mention. Special Mention is not a category that gives us a concern that there's a pending loss or a delinquency or non-performance coming. It's just one of the tools we use as a management tool to focus more on a loan if we think certain things are changing or certain things in the market are changing. I have the numbers going up from 32% last quarter to 37% this quarter in Special Mention, but there's nothing specific I can say related to a group of loans, a geographic location. It's just the natural progression, you know, of our loans.

We, we did have, as you saw, a little bit of a move, but not much, in the Substandard and Doubtful, which is related to the non-performing loans we put on the books this quarter and a little more stress. The Special Mention doesn't give us a level of concern that there's going to be a loss or a default. It's just things we look at when we look at the loans to, to highlight, more of a focus on the loan.

Jay McCanless (Equity Research Analyst)

Okay. Sounds great. Thank you. The second question, could you please repeat the comments you made about moving bridge loans into agency volume? I guess, how much of that are you doing? What type of mezzanine financing would Arbor be putting in to make those deals happen?

Ivan Kaufman (President and CEO)

Sure. We had a fairly effective, you know, reduction in our, in our balance sheet and a conversion into, into fixed-rate loans with the agencies. A lot of that is the loans, the properties get in condition, they got out of breach, they get stabilized. And with the tenure being so volatile, the, the, the lower, the lower the tenure, the greater the opportunity there is. And with an inverted yield curve, it's a natural shift from floating-rate loans into fixed-rate loans, and that's something we've been doing consistently. From time to time, and I don't have the numbers, Paul may have it, we will be put-- we do put some mezzanine lending on, on some of those loans, not that much. A lot of those loans are, you know, 65% loan-to-value and have a certain coverage.

Sometimes when the borrower is paying down those loans, put in more equity, we'll also put some mezzanine lending into that to facilitate those transactions. We like that kind of lending. We think the returns are extraordinarily healthy, and it's a good part of our business, but it's not a very big part of our business. Paul, maybe you can comment on how much money we put out in the quarter for that kind of business.

Paul Elenio (CFO)

Yeah, I think it's, I think it's exactly what Ivan said. It's not a big part of our business, but it is some of our business, and it was pretty, pretty benign this quarter. We had $685 million of balance sheet runoff. We recaptured $435 million of that into the agencies, which was 64% recapture rate, very high. We only gave $1.5 million of mezz behind one of those agency loans. In the Q1, we had, like, $1.2 billion of runoff. We recaptured just under 50% of that, and we put $5 million in mezz behind the agency. It's not been a very big part of our business.

It's helpful, but we've seen a really, really nice recapture rate, almost about 50% for the first two quarters here in runoff that we've brought over to our agency book, which is, which is the way we model our business.

Ivan Kaufman (President and CEO)

We happen to like that mezzanine lending. We know the collateral, we know the cash flow, the yields, we generally run, you know, 13%, and it's long-dated, so it's a good part of our book. At the end of the day, even though it's something that borrowers look into, sometimes they just change their mind and say it's better to raise the equity and pay down the loan themselves. We're not putting out as much as we thought we would.

Jay McCanless (Equity Research Analyst)

Okay, that sounds great. Thanks. Thanks for taking the questions.

Operator (participant)

Thank you. We'll take our next question from Jay Ramani with KBW.

Jay Ramani (Research Analyst)

Thank you very much. A follow-up to the last question from Jay. You said, the better for the borrowers to raise equity. I assume that means they're raising preferred equity because in a refi, the GSE or another lender would consider the preferred equity as equity. Is Arbor providing any preferred equity, and is that an attractive opportunity? You all have had these loans on your balance sheet, so would know the credit pretty well.

Ivan Kaufman (President and CEO)

Yeah. When, when he mentioned mezz, I, I also looked at the same as preferred. For us, it's structural. We always like mezz better. It has better remedies. I think it's one and the same for us, whether we talk about preferred or mezz. We're open to doing both, depending on whether it's Fannie or Freddie or what the structural enhancements are. And we think since we know the assets, we know the borrowers, it's often very good opportunities. What we're uniquely positioned for is that often small pieces, they can run anywhere from $500,000 to $5 million. And for them to bring in an outside provider, the costs and inefficiencies are really, really, really high.

With us having full knowledge of the borrower and the collateral and being able to implement those, in a very cost-effective way, it puts us in a strategic position to be the provider.

Jay Ramani (Research Analyst)

Thank you very much. Are you surprised there hasn't been more, more of that? Or is it that the borrowers are raising pref equity from someone else?

Ivan Kaufman (President and CEO)

We thought, we thought there'd be more, but there isn't. I think we had forecast, I think, in our numbers, that we would probably put out between pref and mezz about $10 million a month. That's what was in our cash projections, and we're not hitting those numbers by any means, so we're well behind what our own views were. How they're getting the capital, where they're getting the capital, I don't get that involved in. I'm just happy with the conversion, from, you know, the balance sheet into, you know, an agency loan that provides us, you know, a long-dated income stream and fits our business model. I'm not always familiar with how they achieve their goal.

Jay Ramani (Research Analyst)

Thanks very much. On modifications, is it reasonable to assume that you will be modifying about 15% of the portfolio?

Ivan Kaufman (President and CEO)

I think it's very fluid. It's just consistently different, and I don't have a particular number. It all is just a point in time. I don't have a stat on that.

Jay Ramani (Research Analyst)

Thanks. This last question would be, when you think the right time would be to ramp up originations, considering the strong liquidity. Are you hoarding liquidity just to get through these next two to three quarters in which you think the stress will play out and originate afterwards? Clearly, you know, post this, the yields will probably be lower than where they are today.

Ivan Kaufman (President and CEO)

That's a great question, and in my, my comments, we talk about our single-family business in terms of the build-to-rent business. In that business, we are extremely aggressive. We have ramped that up, and we want to continue to grow that. We, we like that business, and we are ramped up, and we want to dominate that business, and we will be one of the bigger lenders. I think on the multifamily side, I do believe, I do believe that business will return. We've talked about it. We've put together programs, and I do believe the H2 of 2024 will be a very, very good year for the multifamily bridge loan business. We will get aggressive, and we'll start to get aggressive at the end of the Q4, maybe Q1.

We have the liquidity for it, and we also have the outlook that. It will come down. That multifamily transactions will start to occur. People will want to borrow flow business. It will be a great opportunity. We want to be a leader on that side, too. It's early right now. I think you're one quarter early, for that business. I think Q4, it'll start to pick up, and definitely in the Q1, we, we aim to be extraordinarily aggressive in that business.

Jay Ramani (Research Analyst)

Thanks for taking the questions.

Operator (participant)

Thank you. We'll take our next question from Rick Shane with JPMorgan.

Rick Shane (Managing Director and Senior Equity Research Analyst)

Thanks for taking my questions this morning, guys. Most have been asked and answered, but did want to ask, the restricted cash on the balance sheet came down sharply. What drives that, just so, so we understand it?

Paul Elenio (CFO)

Sure. Hey, Rick, it's Paul. A couple of things. One, we had one vehicle we were delevering, and as you may have seen, we, we pulled one of the vehicles during the quarter, and, and took out one of our CLOs. As runoff is, is occurring in certain vehicles that have maybe passed their replenishment period, you can, that restricted cash goes down to pay debt. That happened during the quarter in the vehicle that we retired and one of the vehicles with delevering. Just generally, when there's loan runoff, if you can put loans in from your, from your balance sheet book that are on your repo lines into the CLOs, then you're chewing up restricted cash.

We've seen a little bit of more efficiency this quarter in moving loans off our balance sheet, delevering and putting them into vehicles. You've got the natural wind down of 2 vehicles that, that starts to reduce restricted cash. That restricted cash ends up coming into corporate cash. That's the natural progression of why that number has changed this quarter.

Rick Shane (Managing Director and Senior Equity Research Analyst)

Got it. Okay, that's very helpful. Thank you. I'd love to circle back on Jay's question about the mods and extensions. He cited a 15% number, and Ivan, understandably, you kind of said that number moves around. Can we just get some context of sort of during the Q2, the value, the notional value of loans that were modified and extended, both on the balance sheet and within the CLOs?

Ivan Kaufman (President and CEO)

Yeah, I don't have that offhand. You know, it is a fluid process between extensions and modifications, and that's something that, you know, we could take a look at the data. It's just something that's constantly changing.

Paul Elenio (CFO)

Yeah, I, I don't have it in front of me, Rick, but my, my recollection is it wasn't very significant at all this quarter. You know, that could change. It all depends on the cycle and where we are, but we, we haven't seen significant modifications that I'm aware of in either of those vehicles to date.

Rick Shane (Managing Director and Senior Equity Research Analyst)

Got it. Then last question for me. Ivan, you've talked about the next two to three quarters being the most challenging. You've also spoken of sort of the fluidity of what's going on. I'm just curious what you're seeing in terms of loan performance in July.

Ivan Kaufman (President and CEO)

I think, you know, when we're talking about it, you know, we're, we're not even talking about June. We're talking about where we are today. I don't really reflect on that as a June conversation. I reflect on it as of timing, as of the moment, and what we're in the middle of. It's pretty much along my comments, and, you know, our outlook is that we should have somewhat of, as Paul mentioned, a continuation in terms of, you know, reserves and outlook for the Q3 and Q4, similar to what we had in the Q2.

Rick Shane (Managing Director and Senior Equity Research Analyst)

Thank you guys very much. I appreciate it.

Paul Elenio (CFO)

Thanks, Rick.

Operator (participant)

Thank you. We'll take our next question from Lee Cooperman with Omega Family Office.

Lee Cooperman (Chairman and CEO)

Let me just first say, I congratulate you on your performance. I've been invested in the company for about a decade. In the last couple of years, you know, you've spoken to me very conservatively assessing the outlook, and I think the company's performance is not an accident. It's the result of your positioning them, and I congratulate you on your correct reading of the environment.

Ivan Kaufman (President and CEO)

Thank you, Lee.

Lee Cooperman (Chairman and CEO)

Now, if I can get on to some other questions. You distribute, earnings of $0.57. Do you think there's a lot of push and pulls? Do you think that's close to recurring earnings, or do you think you overearned in this quarter?

Paul Elenio (CFO)

Yeah, I think we, we don't give a, a financial outlook, Lee, but I would say that, you know, we're expecting that those numbers will be, you know, not that strong in the third and Q4, but I don't know how much different. We've had a couple of things during the quarter. I'll give you an example. We had $1.3 billion of loan sales in our GSE agency business. We have excessively high Q2 volume. Given that rates rose to about 4% for a short period of time and have come back down, you know, we see a little backlog in, in that business.

We expect that business to be strong for the balance of the year. I'm projecting $1.1 billion versus $1.4 billion in agency business in the Q3, and probably something stronger than that in the Q4. I expect our agency business to come in for the year higher than we did last year, but I do expect a dip down in the Q3 and then a big rise in the Q4. That gain on sale associated with those sales will change and likely end up with, you know, a reduction in gain on sale and a slightly less distributable earnings. Also, we are expecting the portfolio to continue to run down as there is no balance sheet lending, and run-off has been naturally blown over to our agency business.

I don't know if it's easy for us to say that that's a recurring number. I can't tell you what the number is going to be, but those are a couple of items that I think could make it slightly less going forward. Having said that, we still think the number is substantially higher going forward than where our dividend is today. Right, Ivan?

Lee Cooperman (Chairman and CEO)

Yeah, that's what I was going to get to. I think that the $0.57 is probably higher now than it'll be in another couple of quarters, but I suspect that the earnings will be above the dividend.

Ivan Kaufman (President and CEO)

We feel very confident about that, Lee.

Lee Cooperman (Chairman and CEO)

Right. Yeah, I figured that. Okay.

Ivan Kaufman (President and CEO)

We don't like to comment on the distributable earnings, because if we did, we'd be wrong every time. We've exceeded everybody's expectations, including ours.

Lee Cooperman (Chairman and CEO)

On the three loans that were highlighted as being issues, what is the loan-to-value ratio on average for those three loans?

Ivan Kaufman (President and CEO)

I don't have them offhand, but one we took a reserve against, and we didn't expect payment, but we got payment. We got our June payment. The other one is a great asset, just poorly managed. We have to take a look at what the stabilized value of that asset is. You have to also keep in mind, on a lot of these loans, we have a lot of recourse on these loans with substantial sponsors. We look at a combination of not just the asset, but the sponsor and the recourse liability that we have. It's a combination of multiple factors on each of these, different assets.

Lee Cooperman (Chairman and CEO)

Last question is, is just an observation. What do you think the shorts are thinking about? The fully diluted share count is 187 million shares. If I take what you own, what the employees own, what BlackRock owns and Blackstone owns, and what I own, these guys are short of a meaningful percentage of the float. What do you think they're thinking? They're not thinking.

Ivan Kaufman (President and CEO)

All I can say is they didn't properly understand the company when they shorted the stock. The information, as we've talked about on the calls before was inaccurate, and on the face of it, as all of the analysts and everybody know, made no sense. I think whatever they did, they've made a tremendous error in their analysis. I mean, our performance has certainly been contrary to all their comments, and more significantly, you know, they just didn't understand the fundamentals of our company relative to our peers. Paul, would you have any comment on that?

Paul Elenio (CFO)

I think that's it. I mean, you know, I, I don't know who's shorting the stock, Lee. I, I'm not involved in, in who's shorting it, but, you know, I don't know what their thinking is, but a lot of times these are just, financial arb plays, and, you know, they either work or they don't. But we just continue to do what we do, continue to, to perform really well, and the results of our performance will be what they are for those people.

Lee Cooperman (Chairman and CEO)

Well, congratulations on your performance. I'm a pleased shareholder. Thank you very much, and good luck.

Paul Elenio (CFO)

Thanks, Lee.

Operator (participant)

Thank you. At this time, I would like to turn the call back to Ivan Kaufman for any closing remarks.

Ivan Kaufman (President and CEO)

Sure. Well, thank you, everybody, for participating on the call and, you know, being shareholders of the company. We once again had an extraordinary quarter, raising our dividend, having great great earnings, and I'm very prepared to manage through the rest of the year. Everybody, have a great weekend. Take care.

Paul Elenio (CFO)

Thanks, everyone.

Operator (participant)

Thank you. This does conclude the Q2 2023 Arbor Realty Trust earnings conference call. You may disconnect at this time. Have a wonderful day.