8-K

STARWOOD PROPERTY TRUST, INC. (STWD)

8-K 2022-02-25 For: 2022-02-25
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 25, 2022

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 25, 2022, Starwood Property Trust, Inc. issued a press release announcing its financial results for the year ended December 31, 2021. 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 25, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

EXHIBIT INDEX

Exhibit<br>Number Description
99.1 Press Release, dated February 25, 2022

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 25, 2022 STARWOOD PROPERTY TRUST, INC.
By: /s/ ANDREW J. SOSSEN
Name: Andrew J. Sossen
Title: Chief Operating Officer

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Exhibit 99.1

For Immediate Release

Starwood Property Trust Reports Results for the

Quarter and Year Ended December 31, 2021

– Quarterly GAAP Earnings of $0.31 and Distributable Earnings of $1.10 per Diluted Share –

– Record $7.1 Billion of Investment Activity in Fourth Quarter, Including $4.4 Billion in CRE Lending –

–Record $16.7 Billion of Investment Activity in 2021, Including $10.0 Billion in CRE Lending –

– Established Affordable Housing Investment Fund, Selling a 20.6% Interest for $216.0 Million –

– Raised $393 Million of Common Equity and Issued $400 Million 3.75% Notes due 2024 –

– Largest Non-Bank CMBS Loan Contributor for Second Year in a Row –

– Paid Dividend of $0.48 per Share –

GREENWICH, Conn., February 25, 2022 /PRNewswire/ -- Starwood Property Trust, Inc. (NYSE: STWD) today announced operating results for the fiscal quarter and year ended December 31, 2021. The Company’s fourth quarter 2021 GAAP net income was $91.4 million, or $0.31 per diluted share, and Distributable Earnings (a non-GAAP financial measure) was $335.0 million, or $1.10 per diluted share. The Company's full year 2021 GAAP net income was $447.7 million, or $1.52 per diluted share, and Distributable Earnings was $794.1 million, or $2.63 per diluted share. Distributable Earnings in both periods includes a $191.3 million gain related to the sale of a 20.6% interest in the new affordable housing investment fund during the fourth quarter of 2021, or $0.62 and $0.63 per diluted share for the quarter and full year, respectively. For GAAP purposes, the establishment of the fund resulted in a $1.2 billion positive mark-to-market adjustment directly to equity which did not impact earnings.

“2021 was a record investment year at Starwood Property Trust. We leveraged our global multi-cylinder platform to invest $16.7 billion, over 50% more than any previous year. In the fourth quarter alone, we invested $7.1 billion, and closed or committed to close over $3.0 billion after quarter end. With $24.1 billion of predominately floating rate assets, we remain very well positioned to navigate the current environment," commented Barry Sternlicht, Chairman and CEO of Starwood Property Trust.

“To fund our record pace of investments and our pipeline, we recently raised $1.7 billion from debt and equity. With $9.0 billion of available secured financing and corporate debt capacity, we have ample liquidity to take advantage of the significant opportunities we see in the market,” 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 Friday, February 25, 2022, 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: 13726790

The playback can be accessed through March 4, 2022.

About Starwood Property Trust, Inc.

Starwood Property Trust (NYSE: STWD) is a leading diversified finance company with a core focus on the real estate and infrastructure sectors. An affiliate of global private investment firm Starwood Capital Group, the Company has successfully deployed over $83 billion of capital since inception and manages a portfolio of over $24 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, the severity and duration of economic disruption caused by the COVID-19 global pandemic (including the emergence of new strains of the virus), 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 our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, 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, 2021

(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 $ 189,723 $ 23,512 $ $ 3,957 $ $ 217,192 $ $ 217,192
Interest income from investment securities 15,971 531 25,023 41,525 (29,312) 12,213
Servicing fees 120 14,628 14,748 (5,748) 9,000
Rental income 1,370 37,653 8,839 47,862 47,862
Other revenues 71 65 60 3,246 3,442 (4) 3,438
Total revenues 207,255 24,108 37,713 55,693 324,769 (35,064) 289,705
Costs and expenses:
Management fees 47 76,010 76,057 3 76,060
Interest expense 61,636 9,755 10,273 5,653 29,432 116,749 (220) 116,529
General and administrative 11,078 4,276 5,103 23,697 4,300 48,454 83 48,537
Acquisition and investment pursuit costs 371 1 (60) 66 378 378
Costs of rental operations 421 15,674 4,580 20,675 20,675
Depreciation and amortization 313 101 11,950 3,645 16,009 16,009
Credit loss provision, net 9,397 11,301 20,698 20,698
Other expense
Total costs and expenses 83,263 25,434 42,940 37,641 109,742 299,020 (134) 298,886
Other income (loss):
Change in net assets related to consolidated VIEs 82,030 82,030
Change in fair value of servicing rights 3,524 3,524 (2,686) 838
Change in fair value of investment securities, net 11,857 30,766 42,623 (43,913) (1,290)
Change in fair value of mortgage loans, net (10,243) 11,177 934 934
Income from affordable housing fund investments 6,425 6,425 6,425
Earnings (loss) from unconsolidated entities 1,569 1,085 580 3,234 (484) 2,750
(Loss) gain on sale of investments and other assets, net (43) 162 12,488 12,607 12,607
Gain (loss) on derivative financial instruments, net 13,997 370 6,121 744 (4,661) 16,571 16,571
Foreign currency (loss) gain, net (346) 96 16 (1) (235) (235)
Loss on extinguishment of debt (5,140) (91) (5,231) (5,231)
Other (loss) income, net (939) 41 (898) (898)
Total other income (loss) 15,852 1,713 7,422 59,228 (4,661) 79,554 34,947 114,501
Income (loss) before income taxes 139,844 387 2,195 77,280 (114,403) 105,303 17 105,320
Income tax (provision) benefit (2,087) (32) (173) 1 (2,291) (2,291)
Net income (loss) 137,757 355 2,195 77,107 (114,402) 103,012 17 103,029
Net income attributable to non-controlling interests (4) (5,439) (6,120) (11,563) (17) (11,580)
Net income (loss) attributable to Starwood Property Trust, Inc. $ 137,753 $ 355 $ (3,244) $ 70,987 $ (114,402) $ 91,449 $ $ 91,449

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 from successful acquisitions, depreciation and amortization of real estate and associated intangibles and any unrealized gains, losses or other non-cash items recorded in net income for the period, regardless of whether such items are included in other comprehensive income or loss, or in net income 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.

Reconciliation of Net Income to Distributable Earnings

For the three months ended December 31, 2021

(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. 137,753 355 (3,244) 70,987 (114,402) 91,449
Add / (Deduct):
Non-controlling interests attributable to Woodstar II Class A Units 4,691 4,691
Non-cash equity compensation expense 1,783 1,054 55 950 6,086 9,928
Management incentive fee 51,163 51,163
Acquisition and investment pursuit costs (97) (89) (108) (294)
Depreciation and amortization 253 91 12,021 3,779 16,144
Credit loss provision, net 9,397 11,301 20,698
Interest income adjustment for securities 895 5,896 6,791
Extinguishment of debt, net (247) (247)
Other non-cash items 2 110 (2,020) 2 (1,906)
Reversal of GAAP unrealized (gains) / losses on:
Loans 10,243 (11,177) (934)
Securities (11,857) (30,766) (42,623)
Woodstar Fund investments (6,425) (6,425)
Derivatives (16,690) (429) (7,927) (1,514) 7,095 (19,465)
Foreign currency 346 (96) (16) 1 235
(Earnings) loss from unconsolidated entities (1,569) (1,085) (580) (3,234)
Sales of properties (12,487) (12,487)
Recognition of Distributable realized gains / (losses) on:
Loans 996 13,287 14,283
Realized credit loss (7,050) (7,050)
Securities (6,138) (594) (6,732)
Woodstar Fund investments 7,027 7,027
Sale of interest in Woodstar Fund 196,410 196,410
Derivatives 3,718 217 (34) 503 4,404
Foreign currency 2,340 (91) 16 (1) 2,264
Earnings (loss) from unconsolidated entities 1,888 1,085 455 3,428
Sales of properties 7,508 7,508
Distributable Earnings (Loss) $ 126,213 $ 12,402 $ 202,595 $ 44,119 $ (50,303) $ 335,026
Distributable Earnings (Loss) per Weighted Average Diluted Share $ 0.41 $ 0.04 $ 0.67 $ 0.15 $ (0.17) $ 1.10

Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations by Segment

For the year ended December 31, 2021

(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 $ 705,499 $ 85,057 $ $ 9,735 $ $ 800,291 $ $ 800,291
Interest income from investment securities 67,589 2,190 96,771 166,550 (121,382) 45,168
Servicing fees 453 58,896 59,349 (20,610) 38,739
Rental income 5,486 234,840 38,505 278,831 278,831
Other revenues 294 293 198 6,278 7,063 (4) 7,059
Total revenues 779,321 87,540 235,038 210,185 1,312,084 (141,996) 1,170,088
Costs and expenses:
Management fees 948 (793) 167,594 167,749 24 167,773
Interest expense 206,353 37,671 59,970 22,543 119,402 445,939 (852) 445,087
General and administrative 42,000 14,557 8,067 88,879 17,472 170,975 327 171,302
Acquisition and investment pursuit costs 893 250 (60) 101 1,184 1,184
Costs of rental operations 1,769 92,190 17,708 111,667 111,667
Depreciation and amortization 1,243 402 65,833 15,523 83,001 83,001
Credit loss (reversal) provision, net (3,560) 11,895 8,335 8,335
Other expense 31 583 94 708 708
Total costs and expenses 249,677 64,775 226,583 144,055 304,468 989,558 (501) 989,057
Other income (loss):
Change in net assets related to consolidated VIEs 162,333 162,333
Change in fair value of servicing rights 4,319 4,319 (741) 3,578
Change in fair value of investment securities, net (8,277) 28,221 19,944 (20,331) (387)
Change in fair value of mortgage loans, net 13,836 55,214 69,050 69,050
Income from affordable housing fund investments 6,425 6,425 6,425
Earnings (loss) from unconsolidated entities 6,984 1,160 815 8,959 (207) 8,752
Gain on sale of investments and other assets, net 16,584 189 22,211 38,984 38,984
Gain (loss) on derivative financial instruments, net 73,209 1,253 10,155 8,288 (10,542) 82,363 82,363
Foreign currency loss, net (36,045) (183) (64) (36,292) (36,292)
Loss on extinguishment of debt (289) (1,264) (5,281) (113) (481) (7,428) (7,428)
Other (loss) income, net (7,407) 23 70 (7,314) (7,314)
Total other income (loss) 58,595 1,178 11,299 118,961 (11,023) 179,010 141,054 320,064
Income (loss) before income taxes 588,239 23,943 19,754 185,091 (315,491) 501,536 (441) 501,095
Income tax (provision) benefit (1,201) 306 (7,775) 1 (8,669) (8,669)
Net income (loss) 587,038 24,249 19,754 177,316 (315,490) 492,867 (441) 492,426
Net (income) loss attributable to non-controlling interests (14) (20,121) (24,993) (45,128) 441 (44,687)
Net income (loss) attributable to Starwood Property Trust, Inc. $ 587,024 $ 24,249 $ (367) $ 152,323 $ (315,490) $ 447,739 $ $ 447,739

Reconciliation of Net Income to Distributable Earnings

For the year ended December 31, 2021

(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. 587,024 24,249 (367) 152,323 (315,490) 447,739
Add / (Deduct):
Non-controlling interests attributable to Woodstar II Class A Units 19,373 19,373
Non-cash equity compensation expense 7,210 2,217 197 4,129 25,534 39,287
Management incentive fee 70,270 70,270
Acquisition and investment pursuit costs (555) (355) (166) (1,076)
Depreciation and amortization 1,003 363 66,101 15,078 82,545
Credit loss (reversal) provision, net (3,560) 11,895 8,335
Interest income adjustment for securities (1,437) 17,301 15,864
Extinguishment of debt, net (986) (986)
Income tax (provision) benefit associated with realized (gains) losses (6,495) 405 (6,090)
Other non-cash items 14 (771) (1,435) 415 (1,777)
Reversal of GAAP unrealized (gains) / losses on:
Loans (13,836) (55,214) (69,050)
Securities 8,277 (28,221) (19,944)
Woodstar Fund investments (6,425) (6,425)
Derivatives (80,740) (1,497) (17,269) (10,966) 20,346 (90,126)
Foreign currency 36,045 183 64 36,292
(Earnings) loss from unconsolidated entities (6,984) (1,160) (815) (8,959)
Sales of properties (17,693) (22,210) (39,903)
Recognition of Distributable realized gains / (losses) on:
Loans 45,621 57,723 103,344
Realized credit loss (14,807) (14,807)
Securities (38,180) 2,045 (36,135)
Woodstar Fund investments 7,027 7,027
Sale of interest in Woodstar Fund 196,410 196,410
Derivatives 9,251 217 (138) 5,563 14,893
Foreign currency 12,471 (145) (64) 12,262
Earnings (loss) from unconsolidated entities 11,356 1,160 2,456 14,972
Sales of properties 8,298 12,483 20,781
Distributable Earnings (Loss) $ 542,283 $ 37,482 $ 263,783 $ 150,479 $ (199,911) $ 794,116
Distributable Earnings (Loss) per Weighted Average Diluted Share $ 1.80 $ 0.12 $ 0.87 $ 0.50 $ (0.66) $ 2.63

Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet by Segment

As of December 31, 2021

(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
Assets:
Cash and cash equivalents $ 65,064 $ 17,011 $ 14,136 $ 26,700 $ 93,861 $ 216,772 $ 590 $ 217,362
Restricted cash 39,853 43,408 954 20,337 104,552 104,552
Loans held-for-investment, net 13,499,520 2,027,426 9,903 15,536,849 15,536,849
Loans held-for-sale 2,590,005 286,795 2,876,800 2,876,800
Investment securities 1,155,452 31,923 1,165,395 2,352,770 (1,491,786) 860,984
Properties, net 124,503 887,553 154,331 1,166,387 1,166,387
Investments of consolidated affordable housing fund 1,040,309 1,040,309 1,040,309
Investments in unconsolidated entities 44,938 26,255 34,160 105,353 (15,256) 90,097
Goodwill 119,409 140,437 259,846 259,846
Intangible assets 34,619 71,064 105,683 (42,119) 63,564
Derivative assets 34,265 128 8 391 13,424 48,216 48,216
Accrued interest receivable 106,251 3,207 947 5,988 116,393 (131) 116,262
Other assets 68,908 14,265 43,420 40,395 21,800 188,788 (162) 188,626
VIE assets, at fair value 61,280,543 61,280,543
Total Assets $ 17,728,759 $ 2,283,032 $ 2,020,999 $ 1,950,855 $ 135,073 $ 24,118,718 $ 59,731,679 $ 83,850,397
Liabilities and Equity
Liabilities:
Accounts payable, accrued expenses and other liabilities $ 57,267 $ 8,917 $ 14,757 $ 58,920 $ 49,779 $ 189,640 $ 56 $ 189,696
Related-party payable 76,371 76,371 76,371
Dividends payable 147,624 147,624 147,624
Derivative liabilities 12,870 260 291 13,421 13,421
Secured financing agreements, net 9,097,985 1,225,548 787,396 714,237 773,244 12,598,410 (21,560) 12,576,850
Collateralized loan obligations and single asset securitization, net 2,210,798 405,318 2,616,116 2,616,116
Unsecured senior notes, net 1,828,590 1,828,590 1,828,590
VIE liabilities, at fair value 59,752,922 59,752,922
Total Liabilities 11,378,920 1,640,043 802,153 773,448 2,875,608 17,470,172 59,731,418 77,201,590
Temporary Equity: Redeemable non-controlling interests 214,915 214,915 214,915
Permanent Equity:
Starwood Property Trust, Inc. Stockholders’ Equity:
Common stock 3,123 3,123 3,123
Additional paid-in capital 1,735,397 600,412 (365,922) (388,196) 4,091,685 5,673,376 5,673,376
Treasury stock (138,022) (138,022) (138,022)
Accumulated other comprehensive income 40,953 40,953 40,953
Retained earnings (accumulated deficit) 4,573,374 42,577 1,161,334 1,413,142 (6,697,321) 493,106 493,106
Total Starwood Property Trust, Inc. Stockholders’ Equity 6,349,724 642,989 795,412 1,024,946 (2,740,535) 6,072,536 6,072,536
Non-controlling interests in consolidated subsidiaries 115 208,519 152,461 361,095 261 361,356
Total Permanent Equity 6,349,839 642,989 1,003,931 1,177,407 (2,740,535) 6,433,631 261 6,433,892
Total Liabilities and Equity $ 17,728,759 $ 2,283,032 $ 2,020,999 $ 1,950,855 $ 135,073 $ 24,118,718 $ 59,731,679 $ 83,850,397

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