8-K
Angel Oak Mortgage REIT, Inc. (AOMR)
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): June 26, 2023
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 |
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 7.01 Regulation FD Disclosure.
On June 27, 2023, Angel Oak Mortgage REIT, Inc. (the “Company”) issued a press release announcing that it had priced an approximately $284.5 million scheduled principal balance securitization transaction backed by a pool of residential mortgage loans. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K.
The information contained in this Item 7.01 and the attached Exhibit 99.1 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 7.01 and the attached Exhibit 99.1 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. Description
Exhibit 99.1 Press Release dated June27, 2023
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: June 27, 2023 | ANGEL OAK MORTGAGE REIT, INC. |
|---|---|
| By: /s/ Brandon Filson | |
| Name: Brandon Filson | |
| Title: Chief Financial Officer and Treasurer |
Document
Angel Oak Mortgage REIT, Inc. Prices $284.5 million Securitization, Accelerates Execution of Growth Strategy
Capital released from deal will enhance Company’s ability to purchase newly originated, high-coupon loans and grow earnings power of portfolio while continuing to manage liquidity
ATLANTA—June 27, 2023—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 announced the pricing of AOMT 2023-4, an approximately $284.5 million scheduled principal balance securitization backed by a pool of residential mortgage loans, all of which were contributed by the Company. The senior tranche received an AAA rating from Fitch Ratings.
“We believe that this securitization represents an inflection point in our business, as the approximately $30 million of capital that will be released through AOMT 2023-4 allows us to materially expand the loan acquisition activity that we began earlier this quarter,” said Sreeni Prabhu, Chief Executive Officer and President of Angel Oak Mortgage REIT, Inc. “By leveraging our affiliated loan origination platform to accelerate loan purchase activity, we can compound the impact of the de-risking actions we’ve taken over the previous quarters while driving meaningful net interest income growth.”
Key Highlights and Updates
•AOMT 2023-4 includes a portfolio of 606 non-QM loans with a scheduled principal balance of $284.5 million with a weighted average loan coupon of 4.5%, a weighted average original loan-to-value ratio of 71.3%, and a weighted average original FICO score 734.
•With the capital released from the securitization, AOMR intends to accelerate purchases of current market coupon loans.
•Prior to the announced transaction, AOMR had begun actively purchasing newly originated loans carrying a weighted average loan coupon of 8.2%, a weighted average original loan-to-value ratio of 72%, and a weighted average original FICO score of 749.
•The securitization will reduce the Company’s whole loan warehouse debt by approximately 45.6% versus Q1 2023, bringing the total reduction in the Company’s whole loan warehouse debt since the end of Q3 2022 to approximately 73.7%.
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, 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.
Contacts
Investors:
investorrelations@angeloakreit.com 855-502-3920
IR Agency Contact:
Alec Steinberg or Joseph Caminiti
Alpha IR Group
AOMR@alpha-ir.com
312-445-2870
Media:
Bernardo Soriano, Gregory FCA for Angel Oak Mortgage, Inc.
914-656-3880
bernardo@gregoryfca.com
Company Contact:
KC Kelleher, Angel Oak Mortgage REIT, Inc.
404-528-2684
kc.kelleher@angeloakcapital.com