8-K

Angel Oak Mortgage REIT, Inc. (AOMR)

8-K 2025-03-04 For: 2025-03-04
View Original
Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): March 4, 2025

Angel Oak Mortgage REIT, Inc.

(Exact name of registrant as specified in its charter)

Maryland 001-40495 37-1892154
(State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.)

3344 Peachtree Road Northeast, Suite 1725, Atlanta, Georgia 30326

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (404) 953-4900

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, $0.01 par value per share AOMR New York Stock Exchange
9.500% Senior Notes due 2029 AOMN New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.02.    Results of Operations and Financial Condition.

On March 4, 2025, Angel Oak Mortgage REIT, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K and incorporated herein by reference.

Also on March 4, 2025, the Company will hold a teleconference and audio webcast to discuss its financial results for the quarter ended December 31, 2024. A copy of the supplementary materials that will be referred to on the teleconference and webcast, and which will be posted to the Company’s website, is furnished as Exhibit 99.2 to this current report on Form 8-K and incorporated herein by reference.

The information contained in this Item 2.02 and the attached Exhibits 99.1 and 99.2 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 2.02 and the attached Exhibits 99.1 and 99.2 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.

Exhibit 99.1    Press Release dated March 4, 2025

Exhibit 99.2    Supplementary Materials to be used during the webcast conference call on March 4, 2025

Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 4, 2025 ANGEL OAK MORTGAGE REIT, INC.
By: /s/ Brandon Filson
Name: Brandon Filson
Title: Chief Financial Officer and Treasurer

Document

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Angel Oak Mortgage REIT, Inc. Reports Fourth Quarter and Fiscal Year 2024 Financial Results

ATLANTA – March 4, 2025 -- Angel Oak Mortgage REIT, Inc. (NYSE: AOMR) (the “Company,” “we,” and “our”), a leading real estate finance company focused on acquiring and investing in first lien non-QM loans and other mortgage-related assets in the U.S. mortgage market, today reported financial results for the quarter and year ended December 31, 2024.

Fourth Quarter 2024 Highlights

•Q4 2024 net interest income of $9.9 million demonstrates an increase of 20% versus Q4 2023 net interest income of $8.2 million.

•Q4 2024 GAAP net loss of $(15.1) million, or $(0.65) per diluted share of common stock.

•Q4 2024 Distributable Earnings of $9.9 million, or $0.42 per diluted share of common stock.

•Declared dividend of $0.32 per share of common stock, paid on February 28, 2025.

Fiscal Year 2024 Highlights

•FY 2024 net interest income of $36.9 million demonstrates an increase of 28% versus FY 2023 net interest income of $28.9 million.

•FY 2024 GAAP net income of $28.8 million, or $1.17 per diluted share of common stock.

•FY 2024 Distributable Earnings of $7.0 million, or $0.28 per diluted share of common stock.

•GAAP book value of $10.17 per share of common stock as of December 31, 2024.

•Economic book value of $13.10 per share of common stock as of December 31, 2024.

Sreeni Prabhu, Chief Executive Officer and President of Angel Oak Mortgage REIT, Inc., said "AOMR's growth in 2024 proves the strength and reliability of our distinctive operating model as well as that of the broader Angel Oak ecosystem. Net interest income increased consistently throughout the year, driven by efficient capital deployment into high-quality mortgage loans and methodical securitization activity, the latter of which exceeded our guidance of one securitization per quarter. Our net interest income growth was complemented by the maintenance of 2023's operating expense reductions, which decreased by 10% versus the prior year when excluding securitization expenses. Additionally, our senior unsecured notes issuance in July 2024 achieved earnings accretion within one quarter of issuance." He continued, "Looking to 2025, we expect continued growth in net interest margin and maintenance of reduced operating expense, supported by opportunistic capital markets participation. As always, we will remain committed to creating long-term shareholder value through disciplined risk management, securitization execution, and strategic capital deployment.”

Fiscal Year Portfolio and Investment Activity

•In 2024, the Company participated in five securitization transactions, contributing a total of $855 million in scheduled unpaid principal balance of loans. In the fourth quarter of 2024, the Company executed the AOMT 2024-10 securitization to which it was the sole contributor of loans with a scheduled unpaid principal balance of approximately $316.8 million and a 7.79% weighted average coupon. Additionally in the fourth quarter of 2024, the Company contributed loans with a scheduled unpaid principal balance of $167.2 million to AOMT 2024-13. AOMR participated in AOMT 2024-13 alongside other Angel Oak entities. In total, $288.9 million in scheduled unpaid principal balance of loans with a weighted average coupon of 7.37% were contributed to AOMT 2024-13 as of deal date.

•The Company purchased $683.7 million of newly-originated, market coupon non-QM residential mortgage loans in 2024 with a weighted average coupon of 7.64%, weighted average loan-to-value ratio of 70.2% and weighted average credit score of 749.

•As of December 31, 2024, the weighted average coupon of our residential whole loans portfolio was 7.39%, marking a 61 basis point increase compared to December 31, 2023.

Capital Markets Activity

•As of December 31, 2024, the Company was a party to three loan financing lines which permit borrowings in an aggregate amount of up to $1.1 billion, of which approximately $129 million is drawn, leaving capacity of approximately $921 million for new loan purchases.

Balance Sheet

•Target assets totaled $2.2 billion as of December 31, 2024.

•The Company held residential mortgage whole loans with fair value of $183.1 million as of December 31, 2024.

•As of December 31, 2024, the Company's recourse debt to equity ratio was approximately 1.0x.

oOur recourse debt to equity ratio is expected to remain below 2.5x going forward.

Dividend

On February 6, 2025, the Company declared a dividend of $0.32 per share of common stock, paid on February 28, 2025.

Conference Call and Webcast Information

The Company will host a live conference call and webcast today, March 4, 2025 at 8:30 a.m. Eastern time. To listen to the live webcast, go to the Investors section of the Company’s website at www.angeloakreit.com at least 15 minutes prior to the scheduled start time in order to register and install any necessary audio software.

To Participate in the Telephone Conference Call:

Dial in at least 15 minutes prior to start time.

Domestic: 1-844-826-3033

International: 1-412-317-5185

Conference Call Playback:

Domestic: 1-844-512-2921

International: 1-412-317-6671

Pass code: 10195829

The playback can be accessed through March 18, 2025.

Non-GAAP Metrics

Distributable Earnings is a non‑GAAP measure and is defined as net income (loss) allocable to common stockholders as calculated in accordance with generally accepted accounting principles in the United States of America (“GAAP”), excluding (1) unrealized gains and losses on our aggregate portfolio, (2) impairment losses, (3) extinguishment of debt, (4) non-cash equity compensation expense, (5) the incentive fee earned by Falcons I, LLC, our external manager (our “Manager”), (6) realized gains or losses on swap terminations and (7) certain other nonrecurring gains or losses. We believe that the presentation of Distributable Earnings provides investors with a useful measure to facilitate comparisons of financial performance among our real estate investment trust (“REIT”) peers, but has important limitations. We believe Distributable Earnings as described above helps evaluate our financial performance without the impact of certain transactions but is of limited usefulness as an analytical tool. Therefore, Distributable Earnings should not be viewed in isolation and is not a substitute for net income computed in accordance with GAAP. Our methodology for calculating

Distributable Earnings may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and as a result, our Distributable Earnings may not be comparable to similar measures presented by other REITs.

Distributable Earnings Return on Average Equity is a non-GAAP measure and is defined as annual or annualized Distributable Earnings divided by average total stockholders’ equity. We believe that the presentation of Distributable Earnings Return on Average Equity provides investors with a useful measure to facilitate comparisons of financial performance among our REIT peers, but has important limitations. Additionally, we believe Distributable Earnings Return on Average Equity provides investors with additional detail on the Distributable Earnings generated by our invested equity capital. We believe Distributable Earnings Return on Average Equity as described above helps evaluate our financial performance without the impact of certain transactions but is of limited usefulness as an analytical tool. Therefore, Distributable Earnings Return on Average Equity should not be viewed in isolation and is not a substitute for net income computed in accordance with GAAP. Our methodology for calculating Distributable Earnings Return on Average Equity may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and as a result, our Distributable Earnings Return on Average Equity may not be comparable to similar measures presented by other REITs.

Economic book value is a non-GAAP financial measure of our financial position. To calculate our economic book value, the portions of our non-recourse financing obligation held at amortized cost are adjusted to fair value. These adjustments are also reflected in our end of period total stockholders’ equity. Management considers economic book value to provide investors with a useful supplemental measure to evaluate our financial position as it reflects the impact of fair value changes for our legally held retained bonds, irrespective of the accounting model applied for GAAP reporting purposes. Economic book value does not represent and should not be considered as a substitute for book value per share of common stock or stockholders’ equity, as determined in accordance with GAAP, and our calculation of this measure may not be comparable to similarly titled measures reported by other companies.

Forward-Looking Statements

This press release contains certain forward-looking statements that are subject to various risks and uncertainties, including, without limitation, statements relating to the performance of the Company’s investments. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “endeavor,” “seek,” “anticipate,” “estimate,” “believe,” “could,” “project,” “predict,” “continue,” or by the negative of these words and phrases or other similar words or expressions. Forward-looking statements are based on certain assumptions, discuss future expectations, describe existing or future plans and strategies, contain projections of results of operations, liquidity and/or financial condition, or state other forward-looking information. The Company’s ability to predict future events or conditions or their impact or the actual effect of existing or future plans or strategies is inherently uncertain. Although the Company believes that such forward-looking statements are based on reasonable assumptions, actual results and performance in the future could differ materially from those set forth in or implied by such forward-looking statements. You are cautioned not to place undue reliance on these forward‐looking statements, which reflect the Company’s views only as of the date of this press release. Additional information concerning factors that could cause actual results and performance to differ materially from these forward-looking statements is contained from time to time in the Company’s filings with the Securities and Exchange Commission. Except as required by applicable law, neither the Company nor any other person assumes responsibility for the accuracy and completeness of the forward‐looking statements. The Company does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise.

About Angel Oak Mortgage REIT, Inc.

Angel Oak Mortgage REIT, Inc. is a real estate finance company focused on acquiring and investing in first lien non-QM loans and other mortgage-related assets in the U.S. mortgage market. The Company’s objective is to generate attractive risk-adjusted returns for its stockholders through cash distributions and capital appreciation across interest rate and credit cycles. The Company is externally managed and advised by an affiliate of Angel Oak Capital Advisors, LLC, which, collectively with its affiliates, is a leading

alternative credit manager with market leadership in mortgage credit that includes asset management, lending, and capital markets. Additional information about the Company is available at www.angeloakreit.com

Angel Oak Mortgage REIT, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

(Unaudited)

(in thousands, except for share and per share data)

Three Months Ended Twelve Months Ended
December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023
INTEREST INCOME, NET
Interest income $ 31,869 $ 24,550 $ 110,427 $ 95,953
Interest expense 22,007 16,310 73,502 67,052
NET INTEREST INCOME $ 9,862 $ 8,240 $ 36,925 $ 28,901
REALIZED AND UNREALIZED GAINS (LOSSES), NET
Net realized gain (loss) on mortgage loans, derivative contracts, RMBS, and CMBS $ 5,300 $ (10,470) $ (9,228) $ (37,526)
Net unrealized gain (loss) on mortgage loans, debt at fair value option, and derivative contracts (24,753) 35,621 23,761 63,489
TOTAL REALIZED AND UNREALIZED GAINS (LOSSES), NET $ (19,453) $ 25,151 $ 14,533 $ 25,963
EXPENSES
Operating expenses $ 1,385 $ 1,683 $ 6,004 $ 7,474
Operating expenses incurred with affiliate 402 433 1,845 2,105
Stock compensation 177 494 2,041 1,689
Due diligence and transaction costs 120 177 782 310
Securitization costs 2,215 158 3,799 2,484
Management fee incurred with affiliate 1,166 1,382 4,976 5,842
Total operating expenses $ 5,465 $ 4,327 $ 19,447 $ 19,904
INCOME (LOSS) BEFORE INCOME TAXES $ (15,056) $ 29,064 $ 32,011 $ 34,960
Income tax expense 465 3,261 1,246
NET INCOME (LOSS) ALLOCABLE TO COMMON STOCKHOLDERS $ (15,056) $ 28,599 $ 28,750 $ 33,714
Other comprehensive income (loss) (3,034) 3,197 1,500 16,152
TOTAL COMPREHENSIVE INCOME (LOSS) $ (18,090) $ 31,796 $ 30,250 $ 49,866
Basic earnings (loss) per common share $ (0.65) $ 1.15 $ 1.18 $ 1.36
Diluted earnings (loss) per common share $ (0.65) $ 1.15 $ 1.17 $ 1.35
Weighted average number of common shares outstanding:
Basic 23,390,029 24,768,921 24,179,039 24,722,285
Diluted 23,517,745 24,965,271 24,396,851 24,941,758

Angel Oak Mortgage REIT, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except for share and per share data)

As of:
December 31, 2024 December 31, 2023
ASSETS
Residential mortgage loans - at fair value $ 183,064 $ 380,040
Residential mortgage loans in securitization trusts - at fair value 1,696,995 1,221,067
RMBS - at fair value 300,243 472,058
U.S. Treasury securities - at fair value 149,927
Cash and cash equivalents 40,762 41,625
Restricted cash 2,131 2,871
Principal and interest receivable 8,141 7,501
Unrealized appreciation on TBAs and interest rate futures contracts - at fair value 1,515
Other assets 36,918 32,922
Total assets $ 2,269,769 $ 2,308,011
LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES
Notes payable $ 129,459 $ 290,610
Non-recourse securitization obligations, collateralized by residential mortgage loans in securitization trusts 1,593,612 1,169,154
Securities sold under agreements to repurchase 50,555 193,656
Senior unsecured notes 47,740
Unrealized depreciation on TBAs and interest rate futures contracts - at fair value 1,334
Due to broker 201,994 391,964
Accrued expenses 2,291 985
Accrued expenses payable to affiliate 766 748
Interest payable 934 820
Income taxes payable 2,785 1,241
Management fee payable to affiliate 666 1,393
Total liabilities $ 2,030,802 $ 2,051,905
STOCKHOLDERS’ EQUITY
Common stock, $0.01 par value. As of December 31, 2024: 350,000,000 shares authorized, 23,500,175 shares issued and outstanding. As of December 31, 2023: 350,000,000 shares authorized, 24,965,274 shares issued and outstanding. $ 234 $ 249
Additional paid-in capital 461,057 477,068
Accumulated other comprehensive income (loss) (3,475) (4,975)
Retained earnings (deficit) (218,849) (216,236)
Total stockholders’ equity $ 238,967 $ 256,106
Total liabilities and stockholders’ equity $ 2,269,769 $ 2,308,011

Angel Oak Mortgage REIT, Inc.

Reconciliation of Net Income (Loss) to Distributable Earnings

and Distributable Earnings Return on Average Equity

(Unaudited)

Three Months Ended Twelve Months Ended
December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023
(in thousands)
Net income (loss) allocable to common stockholders $ (15,055) $ 28,599 $ 28,750 $ 33,714
Adjustments:
Net unrealized (gains) losses on trading securities 196 (7,618) 1,026 (484)
Net unrealized (gains) losses on derivatives 136 9,191 (2,849) 16,985
Net unrealized (gains) losses on residential loans in securitization trusts and non-recourse securitization obligation 23,560 (21,674) (5,313) (15,890)
Net unrealized (gains) losses on residential loans 839 (15,511) (16,598) (64,009)
Net unrealized (gains) losses on commercial loans 21 (8) (27) (91)
Non-cash equity compensation expense 177 494 2,041 1,689
Distributable Earnings $ 9,874 $ (6,527) $ 7,030 $ (28,086)
Three Months Ended Twelve Months Ended
--- --- --- --- --- --- --- ---
December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023
( in thousands)
Annualized Distributable Earnings $ (26,107) $ 7,030 $ (28,086)
Average total stockholders’ equity $ 243,794 $ 255,860 $ 240,524
Distributable Earnings Return on Average Equity 15.7% (10.7)% 2.7% (11.7)%

All values are in US Dollars.

Angel Oak Mortgage REIT, Inc.

Reconciliation of Stockholders’ Equity to Stockholders’ Equity Including Economic Book Value Adjustments

and Economic Book Value per Share of Common Stock

(Unaudited)

December 31, 2024 September 30, 2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
(in thousands, except for share and per share data)
GAAP total stockholders’ equity $ 238,967 $ 265,098 $ 255,806 $ 263,324 $ 256,106
Adjustments:
Fair value adjustment for securitized debt held at amortized cost 68,784 64,522 73,053 80,599 81,942
Stockholders’ equity including economic book value adjustments $ 307,751 $ 329,620 $ 328,859 $ 343,923 $ 338,048
Number of shares of common stock outstanding at period end 23,500,175 23,511,272 24,998,549 24,965,274 24,965,274
Book value per share of common stock $ 10.17 $ 11.28 $ 10.23 $ 10.55 $ 10.26
Economic book value per share of common stock $ 13.10 $ 14.02 $ 13.16 $ 13.78 $ 13.54

Contacts

Investors:

investorrelations@angeloakreit.com

855-502-3920

IR Agency Contact:

Nick Teves or Joseph Caminiti, Alpha IR Group

312-445-2870

AOMR@alpha-ir.com

Company Contact:

KC Kelleher, Head of Corporate Finance & Investor Relations

404-528-2684

kc.kelleher@angeloakcapital.com

aomr4q24earningssuppleme



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0 40 80 120 # o f Lo an s Coupon Rate (%) 0 50 100 # o f Lo an s Credit Score Full Documentation and Other Loans, 11% Investor Loans, 24% Loans Made to Bank Statement Borrowers, 65% FL, 16% CA, 28% GA, 5% TX, 8% NY, 8%NJ, 4% Other, 35%


Investor Loans, 24% Just Missed Prime, 11% Loans Made to Bank Statement Borrowers, 65%


FL, 22% CA, 33% TX, 7% GA, 4% Other, 35%


FL, 21% CA, 35% TX, 8%GA, 4% Other, 32%




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