8-K

STARWOOD PROPERTY TRUST, INC. (STWD)

8-K 2024-02-22 For: 2024-02-22
View Original
Added on April 06, 2026

UNITED STATESSECURITIES 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): February 22, 2024

Starwood Property Trust, Inc.

(Exact name of registrant as specified in its charter)

Maryland 001-34436 27-0247747
(State or other jurisdiction <br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)
591 West Putnam Avenue<br><br>Greenwich, CT 06830
--- ---
(Address of principal (Zip Code)
executive offices)

Registrant’s telephone number,including area code:(203) 422-7700

(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:

☐    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 STWD 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 February 22, 2024, Starwood Property Trust, Inc. issued a press release announcing its financial results for the year ended December 31, 2023. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

Exhibit<br><br>Number Description
99.1 Press Release, dated February 22, 2024
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

EXHIBIT INDEX

Exhibit<br>Number Description
99.1 Press Release, dated February 22, 2024

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.

Dated: February 22, 2024 STARWOOD PROPERTY TRUST, INC.
By: /s/ RINA PANIRY
Name: Rina Paniry
Title: Chief Financial Officer, Treasurer, Chief Accounting Officer and Principal Financial Officer

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Document

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Exhibit 99.1

For Immediate Release

Starwood Property Trust Reports Results for the

Quarter and Year Ended December 31, 2023

– Quarterly GAAP Earnings of $0.22 and Distributable Earnings (DE) of $0.58 per Diluted Share –

– Originated or Acquired $1.6 Billion of Assets in the Quarter and $3.1 Billion for the Year –

– Received Repayments of $1.1 Billion in the Quarter and $4.0 Billion for the Year –

– Liquidity Increased to $1.2 Billion –

– Undepreciated Book Value Per Share of $20.93 –

– Paid Dividend of $0.48 per Share –

GREENWICH, Conn., February 22, 2024 /PRNewswire/ -- Starwood Property Trust, Inc. (NYSE: STWD) today announced operating results for the fiscal quarter and year ended December 31, 2023. The Company’s fourth quarter 2023 GAAP net income was $71.0 million, or $0.22 per diluted share. Distributable Earnings (a non-GAAP financial measure) was $189.4 million, or $0.58 per diluted share. The Company's full year 2023 GAAP net income was $339.2 million, or $1.07 per diluted share, and Distributable Earnings was $662.6 million, or $2.05 per diluted share.

“When we created STWD more than 14 years ago, we set out to build an enterprise that would be durable and so we diversified into multiple business lines to raise our return on equity, provide some consistency to our cash flows, and enable us to selectively deploy capital as risk and reward in the markets changed. The commercial real estate industry faces a balance sheet issue that was not created by a lack of discipline per se. Rather, the issue arose from a rapid and unprecedented increase in interest rates meant to halt inflation that was largely caused by multiple COVID stimulus packages followed by the American Rescue Plan Act of 2021. These well-intended programs hit a tattered supply chain which caused prices to increase. We will continue to face headwinds in real estate both in the U.S. and abroad until the central banks lower short-term rates to more accurately reflect spreading weakness in the private economy.

However, with our strong balance sheet and multiple investment cylinders, we are able to allocate capital to our highest returning verticals like energy infrastructure lending, and we are well positioned to navigate the challenging environment,” commented Barry Sternlicht, Chairman and CEO of Starwood Property Trust. “We are not out of the woods, particularly in domestic office markets, but there is light at the end of the tunnel as inevitably the Fed’s data catches up with the realities of declining housing costs which represent almost one-third of CPI.”

“Our full year results demonstrated the strength of our diversified platform, which has allowed us to maintain low leverage and strong access to liquidity,” added Jeffrey DiModica, President of Starwood Property Trust.

Supplemental Schedules

The Company has published supplemental earnings schedules on its website in order to provide additional disclosure and financial information for the benefit of the Company’s stakeholders. Specifically, these materials can be found on the Company’s website in the Investor Relations section under “Quarterly Results” at www.starwoodpropertytrust.com.

Webcast and Conference Call Information

The Company will host a live webcast and conference call on Thursday, February 22, 2024, at 10:00 a.m. Eastern Time.  To listen to a live broadcast, access the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary audio software. The webcast is available at www.starwoodpropertytrust.com in the Investor Relations section of the website. The Company encourages use of the webcast due to potential extended wait times to access the conference call via dial-in.

To Participate via Telephone Conference Call:

Dial in at least 15 minutes prior to start time.

Domestic: 1-877-407-9039

International: 1-201-689-8470

Conference Call Playback:

Domestic: 1-844-512-2921

International: 1-412-317-6671

Passcode: 13740779

The playback can be accessed through March 7, 2024

About Starwood Property Trust, Inc.

Starwood Property Trust (NYSE: STWD), an affiliate of global private investment firm Starwood Capital Group, is a leading diversified finance company with a core focus on the real estate and infrastructure sectors. As of December 31, 2023, the Company has successfully deployed over $97 billion of capital since inception and manages a portfolio of over $27 billion across debt and equity investments. Starwood Property Trust’s investment objective is to generate attractive and stable returns for shareholders, primarily through dividends, by leveraging a premiere global organization to identify and execute on the best risk adjusted returning investments across its target assets. Additional information can be found at www.starwoodpropertytrust.com.

Forward-Looking Statements

Statements in this press release which are not historical fact may be deemed forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  Forward-looking statements are developed by combining currently available information with our beliefs and assumptions and are generally identified by the words “believe,” “expect,” “anticipate” and other similar expressions.  Although Starwood Property Trust, Inc. believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained.  Factors that could cause actual results to differ materially from the Company’s expectations include, but are not limited to, completion of pending investments and financings, continued ability to acquire additional investments, competition within the finance and real estate industries, availability of financing, and other risks detailed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as well as other risks and uncertainties set forth from time to time in the Company's reports filed with the SEC.

In light of these risks and uncertainties, there can be no assurances that the results referred to in the forward-looking statements contained herein will in fact occur. Except to the extent required by applicable law or regulation, we undertake no obligation to, and expressly disclaim any such obligation to, update or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, changes to future results over time or otherwise.

Additional information can be found on the Company’s website at www.starwoodpropertytrust.com.

Contact: Zachary Tanenbaum

Starwood Property Trust

Phone: 203-422-7788

Email: ztanenbaum@starwood.com

Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations by Segment

For the three months ended December 31, 2023

(Amounts in thousands)

Commercial and<br>Residential<br>Lending<br>Segment Infrastructure<br>Lending<br>Segment Property<br>Segment Investing<br>and Servicing<br>Segment Corporate Subtotal Securitization<br>VIEs Total
Revenues:
Interest income from loans $ 390,873 $ 63,915 $ $ 5,260 $ $ 460,048 $ $ 460,048
Interest income from investment securities 32,668 147 22,626 55,441 (36,606) 18,835
Servicing fees 112 14,423 14,535 (3,642) 10,893
Rental income 1,959 22,872 5,148 29,979 29,979
Other revenues 520 301 219 1,033 450 2,523 2,523
Total revenues 426,132 64,363 23,091 48,490 450 562,526 (40,248) 522,278
Costs and expenses:
Management fees (133) 44,015 43,882 43,882
Interest expense 246,576 37,828 14,293 9,859 60,774 369,330 (213) 369,117
General and administrative 13,665 4,049 1,189 25,567 3,787 48,257 48,257
Acquisition and investment pursuit costs 463 (5) (158) 300 300
Costs of rental operations 1,272 5,772 2,888 9,932 9,932
Depreciation and amortization 1,944 19 7,899 2,185 84 12,131 12,131
Credit loss provision, net 25,281 694 25,975 25,975
Other expense 279 51 330 330
Total costs and expenses 289,347 42,590 29,148 40,392 108,660 510,137 (213) 509,924
Other income (loss):
Change in net assets related to consolidated VIEs 42,664 42,664
Change in fair value of servicing rights 3,085 3,085 (1,889) 1,196
Change in fair value of investment securities, net 6,493 (5,676) 817 (403) 414
Change in fair value of mortgage loans, net 151,264 22,685 173,949 173,949
Income from affordable housing fund investments 37,548 37,548 37,548
Earnings (loss) from unconsolidated entities 847 4,378 456 5,681 (337) 5,344
Gain on sale of investments and other assets, net 28 10,215 10,243 10,243
(Loss) gain on derivative financial instruments, net (157,892) (121) (2,337) (8,817) 12,131 (157,036) (157,036)
Foreign currency gain (loss), net 78,762 426 (61) 79,127 79,127
Gain on extinguishment of debt 1,018 1,018 1,018
Other loss, net (103,883) 17 (103,866) (103,866)
Total other income (loss) (23,363) 4,683 35,150 21,965 12,131 50,566 40,035 90,601
Income (loss) before income taxes 113,422 26,456 29,093 30,063 (96,079) 102,955 102,955
Income tax (provision) benefit (14,991) 9 (3,333) (18,315) (18,315)
Net income (loss) 98,431 26,465 29,093 26,730 (96,079) 84,640 84,640
Net income attributable to non-controlling interests (4) (12,007) (1,668) (13,679) (13,679)
Net income (loss) attributable to Starwood Property Trust, Inc. $ 98,427 $ 26,465 $ 17,086 $ 25,062 $ (96,079) $ 70,961 $ $ 70,961

Definition of Distributable Earnings

Distributable Earnings, a non-GAAP financial measure, is used to compute the Company’s incentive fees to its external manager and is an appropriate supplemental disclosure for a mortgage REIT. For the Company’s purposes, Distributable Earnings is defined as GAAP net income (loss) excluding non-cash equity compensation expense, the incentive fee due to the Company’s external manager, acquisition costs for successful acquisitions, depreciation and amortization of real estate and associated intangibles, any unrealized gains, losses or other non-cash items recorded in net income (loss) for the period and, to the extent deducted from net income (loss), distributions payable with respect to equity securities of subsidiaries issued in exchange for properties or interests therein. The amount is adjusted to exclude one-time events pursuant to changes in GAAP and certain other non-cash adjustments as determined by the Company’s external manager and approved by a majority of the Company’s independent directors. Refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2023 for additional information regarding Distributable Earnings.

Reconciliation of Net Income to Distributable Earnings

For the three months ended December 31, 2023

(Amounts in thousands except per share data)

Commercial and<br>Residential<br>Lending<br>Segment Infrastructure<br>Lending<br>Segment Property<br>Segment Investing<br>and Servicing<br>Segment Corporate Total
Net income (loss) attributable to Starwood Property Trust, Inc. $ 98,427 $ 26,465 $ 17,086 $ 25,062 $ (96,079) $ 70,961
Add / (Deduct):
Non-controlling interests attributable to Woodstar II Class A Units 4,659 4,659
Non-controlling interests attributable to unrealized gains/losses 4,558 (2,546) 2,012
Non-cash equity compensation expense 2,237 387 79 1,601 3,888 8,192
Management incentive fee 19,530 19,530
Acquisition and investment pursuit costs (82) (261) (343)
Depreciation and amortization 2,114 9 7,979 2,298 84 12,484
Interest income adjustment for securities 5,743 8,125 13,868
Consolidated income tax provision (benefit) associated with fair value adjustments 14,991 (9) 3,333 18,315
Other non-cash items 5 351 63 419
Reversal of GAAP unrealized and realized (gains) / losses on:
Loans (151,264) (22,685) (173,949)
Credit loss provision, net 25,281 694 25,975
Securities (6,493) 5,676 (817)
Woodstar Fund investments (37,548) (37,548)
Derivatives 157,892 121 2,337 8,817 (12,131) 157,036
Foreign currency (78,762) (426) 61 (79,127)
Earnings from unconsolidated entities (847) (4,378) (456) (5,681)
Sales of properties (10,215) (10,215)
Impairment of properties 101,069 101,069
Recognition of Distributable realized gains / (losses) on:
Loans (541) 21,326 20,785
Realized credit loss recovery 2,370 311 2,681
Securities 54 (3,432) (3,378)
Woodstar Fund investments 16,115 16,115
Derivatives 34,120 102 6,619 (4,297) (9,222) 27,322
Foreign currency (2,084) 53 (60) (2,091)
Earnings from unconsolidated entities 847 93 427 1,367
Sales of properties (198) (198)
Distributable Earnings (Loss) $ 205,159 $ 23,422 $ 22,154 $ 32,638 $ (93,930) $ 189,443
Distributable Earnings (Loss) per Weighted Average Diluted Share $ 0.63 $ 0.07 $ 0.07 $ 0.10 $ (0.29) $ 0.58

Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations by Segment

For the year ended December 31, 2023

(Amounts in thousands)

Commercial and<br>Residential<br>Lending<br>Segment Infrastructure<br>Lending<br>Segment Property<br>Segment Investing<br>and Servicing<br>Segment Corporate Subtotal Securitization<br>VIEs Total
Revenues:
Interest income from loans $ 1,557,631 $ 236,884 $ $ 9,589 $ $ 1,804,104 $ $ 1,804,104
Interest income from investment securities 135,130 1,805 92,147 229,082 (152,558) 76,524
Servicing fees 553 44,895 45,448 (12,327) 33,121
Rental income 8,369 93,459 25,838 127,666 127,666
Other revenues 2,527 1,296 713 2,335 1,622 8,493 8,493
Total revenues 1,704,210 239,985 94,172 174,804 1,622 2,214,793 (164,885) 2,049,908
Costs and expenses:
Management fees 496 141,047 141,543 $ 141,543
Interest expense 971,028 141,016 54,522 34,611 235,776 1,436,953 (846) 1,436,107
General and administrative 55,782 15,569 4,155 87,619 17,087 180,212 180,212
Acquisition and investment pursuit costs 1,128 17 (5) (215) 925 925
Costs of rental operations 8,777 22,806 13,259 44,842 44,842
Depreciation and amortization 7,206 103 31,960 9,788 84 49,141 49,141
Credit loss provision, net 225,720 18,008 243,728 243,728
Other expense 1,730 23 67 1,820 1,820
Total costs and expenses 1,271,867 174,713 113,461 145,129 393,994 2,099,164 (846) 2,098,318
Other income (loss):
Change in net assets related to consolidated VIEs 181,688 181,688
Change in fair value of servicing rights 401 401 1,193 1,594
Change in fair value of investment securities, net 69,259 (51,889) 17,370 (16,603) 767
Change in fair value of mortgage loans, net 25,874 36,828 62,702 62,702
Income from affordable housing fund investments 291,244 291,244 291,244
Earnings (loss) from unconsolidated entities 4,410 5,702 8,849 18,961 (2,239) 16,722
(Loss) gain on sale of investments and other assets, net (112) 25,841 25,729 25,729
(Loss) gain on derivative financial instruments, net (25,206) 123 2,111 (4,348) (11,285) (38,605) (38,605)
Foreign currency gain (loss), net 60,644 201 (11) 60,834 60,834
Loss on extinguishment of debt (804) (434) (1,238) (1,238)
Other (loss) income, net (135,576) (5) 29 (135,552) (135,552)
Total other income (loss) (1,511) 6,026 293,339 15,277 (11,285) 301,846 164,039 465,885
Income (loss) before income taxes 430,832 71,298 274,050 44,952 (403,657) 417,475 417,475
Income tax benefit (provision) 990 590 (898) 682 682
Net income (loss) 431,822 71,888 274,050 44,054 (403,657) 418,157 418,157
Net income attributable to non-controlling interests (14) (77,156) (1,774) (78,944) (78,944)
Net income (loss) attributable to Starwood Property Trust, Inc. $ 431,808 $ 71,888 $ 196,894 $ 42,280 $ (403,657) $ 339,213 $ $ 339,213

Reconciliation of Net Income to Distributable Earnings

For the year ended December 31, 2023

(Amounts in thousands except per share data)

Commercial and<br>Residential<br>Lending<br>Segment Infrastructure<br>Lending<br>Segment Property<br>Segment Investing<br>and Servicing<br>Segment Corporate Total
Net income (loss) attributable to Starwood Property Trust, Inc. $ 431,808 $ 71,888 $ 196,894 $ 42,280 $ (403,657) $ 339,213
Add / (Deduct):
Non-controlling interests attributable to Woodstar II Class A Units 18,732 18,732
Non-controlling interests attributable to unrealized gains/losses 47,249 (13,885) 33,364
Non-cash equity compensation expense 8,755 1,469 310 6,372 22,341 39,247
Management incentive fee 35,709 35,709
Acquisition and investment pursuit costs (81) (328) (555) (964)
Depreciation and amortization 7,810 64 32,257 10,263 84 50,478
Interest income adjustment for securities 22,404 28,368 50,772
Extinguishment of debt, net (246) (246)
Consolidated income tax (benefit) provision associated with fair value adjustments (990) (590) 898 (682)
Other non-cash items 15 1,468 285 1,768
Reversal of GAAP unrealized and realized (gains) / losses on:
Loans (25,874) (36,828) (62,702)
Credit loss provision, net 225,720 18,008 243,728
Securities (69,259) 51,889 (17,370)
Woodstar Fund investments (291,244) (291,244)
Derivatives 25,206 (123) (2,111) 4,348 11,285 38,605
Foreign currency (60,644) (201) 11 (60,834)
Earnings from unconsolidated entities (4,410) (5,702) (8,849) (18,961)
Sales of properties (25,841) (25,841)
Impairment of properties 124,902 124,902
Recognition of Distributable realized gains / (losses) on:
Loans (4,072) 36,375 32,303
Realized credit loss (12,292) (10,795) (23,087)
Securities 105 (22,475) (22,370)
Woodstar Fund investments 61,513 61,513
Derivatives 119,917 397 22,851 (2,493) (32,659) 108,013
Foreign currency (7,250) 13 (11) (7,248)
Earnings (loss) from unconsolidated entities 4,410 (1,908) 7,020 9,522
Sales of properties 6,246 6,246
Distributable Earnings (Loss) $ 786,180 $ 72,520 $ 87,591 $ 83,418 $ (367,143) $ 662,566
Distributable Earnings (Loss) per Weighted Average Diluted Share $ 2.43 $ 0.22 $ 0.27 $ 0.26 $ (1.13) $ 2.05

Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet by Segment

As of December 31, 2023

(Amounts in thousands)

Commercial and<br><br>Residential Lending<br><br>Segment Infrastructure<br>Lending<br>Segment Property<br>Segment Investing<br>and Servicing<br>Segment Corporate Subtotal Securitization<br>VIEs Total
Assets:
Cash and cash equivalents $ 8,823 $ 56,300 $ 19,957 $ 22,011 $ 87,569 $ 194,660 $ $ 194,660
Restricted cash 23,902 28,693 1,016 5,175 58,526 117,312 117,312
Loans held-for-investment, net 15,069,389 2,495,660 9,200 17,574,249 17,574,249
Loans held-for-sale 2,604,594 41,043 2,645,637 2,645,637
Investment securities 1,147,829 19,042 1,147,550 2,314,421 (1,578,859) 735,562
Properties, net 431,155 555,455 59,774 1,046,384 1,046,384
Properties held-for-sale 290,937 290,937 290,937
Investments of consolidated affordable housing fund 2,012,833 2,012,833 2,012,833
Investments in unconsolidated entities 19,151 52,691 33,134 104,976 (14,600) 90,376
Goodwill 119,409 140,437 259,846 259,846
Intangible assets 13,415 25,432 63,985 102,832 (37,865) 64,967
Derivative assets 55,559 84 5,638 2,156 63,437 63,437
Accrued interest receivable 180,441 12,485 1,502 1,369 5,070 200,867 200,867
Other assets 301,436 3,486 50,459 15,828 49,564 420,773 420,773
VIE assets, at fair value 43,786,356 43,786,356
Total Assets $ 19,855,694 $ 2,787,850 $ 2,963,229 $ 1,541,662 $ 200,729 $ 27,349,164 $ 42,155,032 $ 69,504,196
Liabilities and Equity
Liabilities:
Accounts payable, accrued expenses and other liabilities $ 106,236 $ 45,232 $ 12,225 $ 44,452 $ 85,297 $ 293,442 $ $ 293,442
Related-party payable 44,816 44,816 44,816
Dividends payable 152,888 152,888 152,888
Derivative liabilities 54,066 48,401 102,467 102,467
Secured financing agreements, net 10,368,668 1,088,965 598,350 495,857 1,336,913 13,888,753 (20,757) 13,867,996
Collateralized loan obligations and single asset securitization, net 2,674,938 816,354 3,491,292 3,491,292
Unsecured senior notes, net 2,158,888 2,158,888 2,158,888
Debt related to properties held-for-sale 193,691 193,691 193,691
VIE liabilities, at fair value 42,175,734 42,175,734
Total Liabilities 13,203,908 1,950,551 804,266 540,309 3,827,203 20,326,237 42,154,977 62,481,214
Temporary Equity: Redeemable non-controlling interests 414,348 414,348 414,348
Permanent Equity:
Starwood Property Trust, Inc. Stockholders’ Equity:
Common stock 3,208 3,208 3,208
Additional paid-in capital 1,121,413 664,621 (437,169) (705,176) 5,220,981 5,864,670 5,864,670
Treasury stock (138,022) (138,022) (138,022)
Retained earnings (accumulated deficit) 5,514,906 172,678 1,974,539 1,556,399 (8,712,641) 505,881 505,881
Accumulated other comprehensive income 15,352 15,352 15,352
Total Starwood Property Trust, Inc. Stockholders’ Equity 6,651,671 837,299 1,537,370 851,223 (3,626,474) 6,251,089 6,251,089
Non-controlling interests in consolidated subsidiaries 115 207,245 150,130 357,490 55 357,545
Total Permanent Equity 6,651,786 837,299 1,744,615 1,001,353 (3,626,474) 6,608,579 55 6,608,634
Total Liabilities and Equity $ 19,855,694 $ 2,787,850 $ 2,963,229 $ 1,541,662 $ 200,729 $ 27,349,164 $ 42,155,032 $ 69,504,196

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