MITT on NYSE
TPG Mortgage Investment Trust, Inc.
Real estate investment trust based in New York, listed on NYSE (MITT)1
In its 2026 annual report the company says: “We focus our investment activities primarily on acquiring and securitizing newly-originated residential mortgage loans within the non-agency segment of the housing market. We obtain our assets through Arc Home, LLC, our residential mortgage loan originator in which we own an approximate 66.0% interest, and through other third-party origination partners.”4
Price unavailable
Last updated Oct 21, 2026.
Overview
- TickerMITT on NYSE1
- IndustryReal Estate Investment Trusts1
- HeadquartersNew York, New York1
- Business address245 Park Avenue, 26Th Floor, New York, Ny 101672
- Filer categoryAccelerated filer, Smaller reporting company2
See how the biggest companies compare on our leaderboards
We focus our investment activities primarily on acquiring and securitizing newly-originated residential mortgage loans within the non-agency segment of the housing market. We obtain our assets through Arc Home, LLC ("Arc Home"), our residential mortgage loan originator in which we own an approximate 66.0% interest, and through other third-party origination partners. We finance our acquired loans through various financing lines on a short-term basis and utilize TPG Inc.'s ("TPG") proprietary securitization platform to secure long-term, non-recourse, non-mark-to-market financing as market conditions permit. Through our ownership in Arc Home, we also have exposure to mortgage banking activities. Arc Home is a multi-channel licensed mortgage originator and servicer primarily engaged in the business of originating and selling residential mortgage loans while retaining the mortgage servicing r…4 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.10
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Interest income | $480.3M | $408.5M |
| Interest expense | $403.8M | $342.6M |
| Total Net Interest Income | $76.5M | $65.9M |
| Net interest component of interest rate swaps | $3.4M | $7.6M |
| Net realized gain/(loss) | -$11.1M | -$2.9M |
| Net unrealized gain/(loss) | $20.9M | $17.0M |
| Total Other Income/(Loss) | $13.2M | $21.7M |
| Management fee to affiliate | $9.3M | $7.5M |
| Non-investment related expenses | $10.8M | $10.6M |
| Investment related expenses | $15.6M | $13.5M |
| Transaction related expenses | $7.3M | $3.2M |
| Total Expenses | $43.0M | $34.8M |
| Income/(loss) before equity in earnings/(loss) from affiliates | $46.7M | $52.7M |
| Equity in earnings/(loss) from affiliates | $2.8M | $3.1M |
| Net Income/(Loss) before Income Taxes | $49.6M | $55.8M |
| Income tax expense | $888.0K | $112.0K |
| Net Income/(Loss) | $48.7M | $55.7M |
| Dividends on preferred stock | $21.2M | $19.4M |
| Net Income/(Loss) Available to Common Stockholders | $27.4M | $36.4M |
| Basic (in dollars per share) | $0.90 | $1.23 |
| Diluted (in dollars per share) | $0.90 | $1.23 |
| Basic (in shares) | 30.5M shares | 29.5M shares |
| Diluted (in shares) | 30.6M shares | 29.5M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.10
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Real estate securities, at fair value - $231,894 and $165,393 pledged as collateral, respectively | $260.3M | $201.4M | |
| Investments in debt and equity of affiliates | $61.3M | $46.8M | |
| Cash and cash equivalents | $57.8M | $118.7M | |
| Restricted cash | $18.5M | $19.9M | |
| Total Assets | $8.7B | $6.9B | |
| Securitized debt, at fair value | $7.2B | $5.5B | |
| Financing arrangements | $826.4M | $742.1M | |
| Senior unsecured notes | $96.5M | $95.7M | |
| Dividend payable | $7.3M | $5.6M | |
| Other liabilities | $42.7M | $34.8M | |
| Total Liabilities | $8.2B | $6.4B | |
| Preferred stock - $227,991 aggregate liquidation preference | $220.5M | $220.5M | |
| Common stock, par value $0.01 per share; 450,000 shares of common stock authorized and 31,744 and 29,640 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively | $317.0K | $296.0K | |
| Additional paid-in capital | $840.4M | $824.4M | |
| Retained earnings/(deficit) | -$500.5M | -$501.7M | |
| Total Stockholders' Equity | $560.7M | $543.4M | $528.4M |
| Total Liabilities & Stockholders' Equity | $8.7B | $6.9B | |
| Other assets | $58.9M | $41.9M | |
| Preferred stock, liquidation preference | $228.0M | $228.0M | |
| Common stock, par value (in dollars per share) | $0.01 | $0.01 | |
| Common stock, shares authorized (in shares) | 450.0M shares | 450.0M shares | |
| Common stock, shares issued (in shares) | 31.7M shares | 29.6M shares | |
| Common stock, shares outstanding (in shares) | 31.7M shares | 29.6M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Real estate securities, at fair value - $231,894 and $165,393 pledged as collateral, respectively | $260.3M | $201.4M | |
| Investments in debt and equity of affiliates | $61.3M | $46.8M | |
| Cash and cash equivalents | $57.8M | $118.7M | |
| Restricted cash | $18.5M | $19.9M | |
| Total Assets | $8.7B | $6.9B | |
| Securitized debt, at fair value | $7.2B | $5.5B | |
| Financing arrangements | $826.4M | $742.1M | |
| Senior unsecured notes | $96.5M | $95.7M | |
| Dividend payable | $7.3M | $5.6M | |
| Other liabilities | $42.7M | $34.8M | |
| Total Liabilities | $8.2B | $6.4B | |
| Preferred stock - $227,991 aggregate liquidation preference | $220.5M | $220.5M | |
| Common stock, par value $0.01 per share; 450,000 shares of common stock authorized and 31,744 and 29,640 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively | $317.0K | $296.0K | |
| Additional paid-in capital | $840.4M | $824.4M | |
| Retained earnings/(deficit) | -$500.5M | -$501.7M | |
| Total Stockholders' Equity | $560.7M | $543.4M | $528.4M |
| Total Liabilities & Stockholders' Equity | $8.7B | $6.9B | |
| Other assets | $58.9M | $41.9M | |
| Preferred stock, liquidation preference | $228.0M | $228.0M | |
| Common stock, par value (in dollars per share) | $0.01 | $0.01 | |
| Common stock, shares authorized (in shares) | 450.0M shares | 450.0M shares | |
| Common stock, shares issued (in shares) | 31.7M shares | 29.6M shares | |
| Common stock, shares outstanding (in shares) | 31.7M shares | 29.6M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.10
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net Income/(Loss) | $48.7M | $55.7M |
| Net amortization of premium/(discount) | $23.0M | $10.7M |
| Net realized (gain)/loss | $11.1M | $2.9M |
| Net unrealized (gain)/loss | -$20.9M | -$17.0M |
| Grant of restricted stock and amortization of equity based compensation | $712.0K | $667.0K |
| Equity in (earnings)/loss from affiliates | -$2.8M | -$3.1M |
| Distributions of income from investments in debt and equity of affiliates | $0 | $1.5M |
| Other assets | $4.7M | $10.2M |
| Other liabilities | -$4.9M | -$5.8M |
| Net cash provided by (used in) operating activities | $59.6M | $55.8M |
| Purchases of residential mortgage loans | -$3.0B | -$1.8B |
| Purchases of real estate securities | -$81.2M | -$654.1M |
| Investments in debt and equity of affiliates | -$114.0K | $0 |
| Proceeds from sales of residential mortgage loans | $407.2M | $355.2M |
| Proceeds from sales of real estate securities | $6.8M | $607.1M |
| Principal repayments on residential mortgage loans | $1.0B | $711.2M |
| Principal repayments on real estate securities | $31.0M | $22.1M |
| Principal funding on residential mortgage loans | -$17.7M | -$2.1M |
| Distributions received in excess of income from investments in debt and equity of affiliates | $4.2M | $11.0M |
| Net settlement of interest rate swaps and other instruments | -$11.4M | -$12.4M |
| Net settlement of TBAs | -$2.7M | $24.0K |
| Cash flows provided by other investing activities | $6.0M | $4.2M |
| Net cash provided by (used in) investing activities | -$1.7B | -$713.1M |
| Net borrowings under (repayments of) financing arrangements | $134.4M | -$12.6M |
| Principal repayments on fixed-rate long-term financing arrangements | -$49.3M | -$11.2M |
| Proceeds from issuance of senior unsecured notes | $0 | $95.2M |
| Repurchases of convertible senior unsecured notes | $0 | -$7.1M |
| Principal repayments of convertible senior unsecured notes | $0 | -$79.1M |
| Deferred financing costs paid | -$345.0K | -$251.0K |
| Proceeds from issuance of securitized debt | $2.7B | $1.4B |
| Principal repayments on securitized debt | -$1.2B | -$657.8M |
| Dividends paid on common stock | -$24.5M | -$18.0M |
| Dividends paid on preferred stock | -$21.3M | -$19.2M |
| Net cash provided by (used in) financing activities | $1.5B | $670.3M |
| Net change in cash and cash equivalents and restricted cash | -$62.2M | $13.0M |
| Cash paid for interest | $374.4M | $308.3M |
| Cash paid for income taxes | $618.0K | $141.0K |
| Transfer from residential mortgage loans to securitized residential mortgage loans | $2.9B | $1.5B |
| Transfer from securitized residential mortgage loans to residential mortgage loans | $313.9M | $0 |
| Transfer from residential mortgage loans to other assets | $0 | $4.9M |
| Issuance of common stock (Note 10) | $15.3M | $0 |
| Investment in debt and equity of affiliates (Note 10) | $15.3M | $0 |
No quarter-by-quarter statement was filed.
Compare TPG Mortgage Investment Trust, Inc. with another company
Corporate structure
TPG Mortgage Investment Trust, Inc. sits at the top of its group. 6 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of TPG Mortgage Investment Trust, Inc.
- VANGUARD GROUP INC Filed SCHEDULE 13G/A on TPG Mortgage Investment Trust, Inc., latest Mar 27, 2026 (5 filings since Feb 9, 2022)
- TPG GP A, LLC Filed SCHEDULE 13D/A on TPG Mortgage Investment Trust, Inc., latest Feb 20, 2026 (2 filings since Aug 8, 2025)
- BlackRock Filed SCHEDULE 13G/A on TPG Mortgage Investment Trust, Inc., latest Feb 5, 2025 (3 filings since Oct 22, 2024)
- Beach Point Capital Management LP Filed SC 13G/A on TPG Mortgage Investment Trust, Inc., latest Feb 9, 2024 (4 filings since Feb 8, 2022)
- Terra Property Trust, Inc. Filed SC 13D/A on TPG Mortgage Investment Trust, Inc., latest Nov 24, 2023 (2 filings since Jul 25, 2023)
- Hill Country Asset Management, LP. Filed SC 13D/A on TPG Mortgage Investment Trust, Inc., latest Sep 12, 2022 (5 filings since Jan 31, 2022)
- EJF Capital LP Filed SC 13G/A on TPG Mortgage Investment Trust, Inc., latest Feb 11, 2022
- TPG Mortgage Investment Trust, Inc. New York, New York
- 10. Subsidiary · Delaware, United States
- 11. Subsidiary · Delaware, United States
- 12. Subsidiary · Delaware, United States
- 13. Subsidiary · Delaware, United States
- 14. Subsidiary · Delaware, United States
Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What TPG Mortgage Investment Trust, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $57.8M10 Dec 31, 2025 | $118.7M10 Dec 31, 2024 | −51.3% |
Properties, in its own words
As of December 31, 2025, we did not own any real estate or other physical property materially important to our operations. Our principal executive offices are located at 245 Park Avenue, 26th Floor, New York, New York 10167. Our telephone number is (212) 692-2000.
Item 2 of the 10-K filed Feb 25, 2026.4
Leadership
Who has led TPG Mortgage Investment Trust, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
- Chief executive officerDavid N. Roberts Jun 30, 2011 to Feb 2, 202213
- ChairDavid N. Roberts Jul 21, 2021 to Feb 2, 202214
- ChairJohn M. Angelo Jun 29, 2011 to Jul 6, 201115
- PresidentDavid N. Roberts Jul 3, 2018 to Jul 2, 202016
- PresidentJonathan Lieberman Jan 16, 2015 to Jul 5, 201717
- Chief financial officerAnthony William Rossiello Jan 6, 2021 to now18
- Chief financial officerBrian Chad Sigman Sep 13, 2013 to Jul 2, 202019
- Chief financial officerFrank Stadelmaier Jun 29, 2011 to Apr 16, 201220
Board members and other officers (20)
- Chief Accounting OfficerAlison Halpern Feb 8, 2021 to Feb 8, 202121
- Chief Investment OfficerNicholas P. Smith Apr 22, 2021 to Aug 2, 202122
- Chief Risk OfficerAndrew Parks Jun 29, 2011 to Jun 29, 201123
- Chief Investment OfficerJonathan Lieberman Jun 29, 2011 to Mar 6, 201424
- Board memberLisa Quateman Dec 6, 2023 to now25
- Board memberMatthew Jozoff May 12, 2022 to now26
- Board memberDianne Hurley Dec 11, 2020 to now27
- Board memberDebra Ann Hess Mar 5, 2018 to now28
- Board memberBrian Chad Sigman Jul 3, 2018 to Jul 2, 201929
- Board memberArthur S. Ainsberg May 13, 2013 to Apr 21, 202030
- Board memberJonathan Lieberman Jun 29, 2011 to Jul 5, 201724
- Board memberDavid N. Roberts Jun 30, 2011 to Jul 2, 202013
- Board memberAndrew L. Berger Jul 6, 2011 to Apr 21, 202031
- Board memberJames M. Voss Jul 6, 2011 to Apr 1, 201432
- Board memberJoseph Lamanna Jul 6, 2011 to Apr 4, 202233
- Board memberPeter Linneman Jul 6, 2011 to now34
- General counselJenny B. Neslin Apr 15, 2021 to now35
- General counselRaul Enrique Moreno Dec 3, 2015 to Jul 2, 202036
- General counselForest Wolfe Jun 29, 2011 to Jun 29, 201137
- General counselAllan N. Krinsman Sep 21, 2011 to Nov 20, 201238
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
Timeline
- Aug 10, 20268-K Entered a material agreement; Regulation FD disclosure39
- Aug 10, 20268-K Results of operations40
- Apr 29, 20268-K Results of operations41
- Feb 17, 20268-K Other events42
- Dec 16, 20258-K Bylaws or fiscal year changed; Regulation FD disclosure43
- Nov 4, 20258-K Results of operations44
- Aug 1, 20258-K Results of operations45
- May 6, 20258-K Results of operations46
- Mar 3, 20258-K Results of operations47
- Feb 18, 20258-K Other events48
- Nov 8, 20248-K Other events49
- Nov 6, 20248-K Entered a material agreement; Ended a material agreement50
- Jun 30, 2011New chief executive David N. Roberts becomes CEO13
Calendar
Coming up
- Nov 3, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.23 a share, on Nov 4, 2025.51
When it reported results
- Aug 10, 2026Reported quarterly or annual results40
- Apr 29, 2026Reported quarterly or annual results41
- Nov 4, 2025Reported quarterly or annual results44
- Aug 1, 2025Reported quarterly or annual results45
- May 6, 2025Reported quarterly or annual results46
- Mar 3, 2025Reported quarterly or annual results47
- Nov 5, 2024Reported quarterly or annual results52
- Aug 2, 2024Reported quarterly or annual results53
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
280 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 47 major events, 131 insider forms, 22 large holders, 60 other. The latest 20:
- Oct 8, 2026EFFECT EDGAR
- Oct 8, 2026424B3 EDGAR
- Oct 2, 2026S-4/A EDGAR
- Sep 15, 2026S-4 EDGAR
- Aug 10, 202610-Q EDGAR
- Aug 10, 20268-K EDGAR
- Aug 10, 20268-K EDGAR
- Aug 4, 20264 EDGAR
- May 1, 202610-Q EDGAR
- Apr 30, 20264 EDGAR
- Apr 30, 20264 EDGAR
- Apr 30, 20264 EDGAR
- Apr 30, 20264 EDGAR
- Apr 29, 20268-K EDGAR
- Apr 2, 20264 EDGAR
- Apr 2, 20264 EDGAR
- Apr 2, 20264 EDGAR
- Apr 2, 20264 EDGAR
- Mar 27, 2026SCHEDULE 13G/A EDGAR
- Mar 16, 2026ARS EDGAR
The 280 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
10 open-market trades by officers, directors and large owners since October 2021: 8 buys and 2 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 21, 2025 | Jozoff MatthewDirector | Buy | 34,000 | $7.31 | $248.5K | Form 4 |
| Aug 21, 2025 | Jozoff MatthewDirector | Sale | 34,000 | $7.30 | $248.2K | Form 4 |
| Aug 20, 2025 | Jozoff MatthewDirector | Buy | 4,000 | $7.35 | $29.4K | Form 4 |
| Aug 20, 2025 | Jozoff MatthewDirector | Sale | 4,000 | $7.33 | $29.3K | Form 4 |
| Feb 28, 2024 | Quateman Lisa GDirector | Buy | 4,000 | $6.03 | $24.1K | Form 4 |
| Feb 23, 2024 | Durkin ThomasCEO and President | Buy | 50,000 | $6.12 | $306.0K | Form 4 |
| Aug 5, 2022 | Jozoff MatthewDirector | Buy | 8,000 | $7.41 | $59.3K | Form 4 |
| May 10, 2022 | Jozoff MatthewDirector | Buy | 30,000 | $7.42 | $222.6K | Form 4 |
| Nov 29, 2021 | LaManna JosephDirector | Buy | 10,000 | $10.28 | $102.8K | Form 4 |
| Nov 22, 2021 | ROBERTS DAVID NChairman and CEO | Buy | 200,000 | $10.25 | $2.0M | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- VANGUARD GROUP INCSCHEDULE 13G/A, 5 filings Feb 9, 2022 to Mar 27, 202654
- TPG GP A, LLCSCHEDULE 13D/A, 2 filings Aug 8, 2025 to Feb 20, 202655
- BlackRockSCHEDULE 13G/A, 3 filings Oct 22, 2024 to Feb 5, 202556
- Beach Point Capital Management LPSC 13G/A, 4 filings Feb 8, 2022 to Feb 9, 202457
- Terra Property Trust, Inc.SC 13D/A, 2 filings Jul 25, 2023 to Nov 24, 202358
- Hill Country Asset Management, LP.SC 13D/A, 5 filings Jan 31, 2022 to Sep 12, 202259
- EJF Capital LPSC 13G/A, 1 filing Feb 11, 202260
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Anthony W. RossielloChief Financial Officer & Treasurer | $347.5K61 | ||
| 2024 | Jenny B. NeslinGeneral Counsel & Secretary | $347.5K61 |
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How TPG Mortgage Investment Trust, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARTPG Mortgage Investment Trust, Inc.1
- CIK0001514281
- Employer ID (EIN)27-52543824
- Filer statusAccelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
- Incorporated inMaryland4
- Fiscal year endsDecember 311
- Industry code (SIC)6798 Real Estate Investment Trusts1
- SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
- Business address245 Park Avenue, 26Th Floor, New York, NY 101671
- Phone212-692-20001
- Shares outstanding31,803,475 as of Aug 5, 202612
- Public float$214.4M as of Jun 30, 20254
- AuditorDELOITTE & TOUCHE LLP, New York, New York PCAOB ID 34; it also attests to the company’s internal control over financial reporting4
- On EDGAR sinceMar 7, 20111
- Filings843 in all: 4 (363), 8-K (150), 10-Q (46), SC 13G/A (35), 3 (24), 424B5 (23), CORRESP (16), 10-K (15)1
All 46 form types
DEF 14A (15), DEFA14A (15), 425 (14), SC 13G (14), UPLOAD (13), EFFECT (10), 4/A (8), S-11/A (8), 8-A12B (6), FWP (6), S-3 (6), ARS (5), 144 (4), SC 13D/A (4), CERT (3), CERTNYS (3), S-8 (3), SCHEDULE 13G/A (3), 10-Q/A (2), 3/A (2), 424B1 (2), 424B3 (2), 5 (2), 8-K/A (2), S-11 (2), S-4 (2), S-4/A (2), SC 13D (2), SC TO-I/A (2), 305B2 (1), 5/A (1), D (1), PRE 14A (1), S-11MEF (1), SC TO-I (1), SCHEDULE 13D (1), SCHEDULE 13D/A (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Feb 25, 2026
Quarterly report (10-Q) Aug 10, 2026
Proxy statement (DEF 14A) Mar 16, 2026
Latest 8-K (8-K) Aug 10, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.01 par value per share | MITT | New York Stock Exchange |
| 8.25% Series A Cumulative Redeemable Preferred Stock | MITT PrA | New York Stock Exchange |
| 8.00% Series B Cumulative Redeemable Preferred Stock | MITT PrB | New York Stock Exchange |
| 8.000% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock | MITT PrC | New York Stock Exchange |
| 9.500% Senior Notes due 2029 | MITN | New York Stock Exchange |
| 9.500% Senior Notes due 2029 | MITP | New York Stock Exchange |
From the cover page of the 10-K filed Feb 25, 2026 (Section 12(b) of the Exchange Act).4
Risk factors and legal proceedings
The risks TPG Mortgage Investment Trust, Inc. names in Item 1A of its 10-K filed Feb 25, 2026: 70 risks under these headings, as written.4
- Risks Related to our Company, Business, and Operations
- Risks Related to our Investments
- Risks Related to Legacy WMC Commercial Investments
- Risks Related to U.S. Government Programs
- Risks Related to Financing Activities
- Risks Related to our Management and our Relationships with our Manager and its Affiliates
- Risks Related to Taxation
- Risks Related to our Organization and Strategy
- Other Risks Related to Ownership of Our Common Stock
- Our ability to grow our business is dependent upon our Manager's ability to source, acquire and finance a large volume of desirable residential mortgage loans and other target assets on attractive terms.
- Disruptive, exogenous geopolitical or other macroeconomic events or large-scale conflicts, including warfare among countries could materially and adversely affect our business.
- The mortgage loans we acquire or that underlie our RMBS expose us to significant credit risk that could negatively affect the value of those investments.
The other 66 risks
- We engage in securitization transactions relating to residential mortgage loans which exposes us to potentially material risks.
- Our Manager’s due diligence of potential investments may be insufficient, which could lead to investment losses.
- Our Manager’s investment models may be incorrect either due to inaccurate models or incorrect third-party data, which could lead to investment losses.
- We operate in a highly competitive market.
- We may experience periods of significant illiquidity for our assets, which could adversely impact our business.
- Valuations of our investments may at times be unavailable or unreliable.
- The outbreak of highly infectious or contagious diseases could adversely impact or cause disruption to our financial condition and results of operations.
- Increases in interest rates could adversely affect the value of our investments and cause our interest expense to increase, which could negatively affect our profitability and our ability to make distributions.
- We may be adversely affected by risks affecting borrowers or the asset or property types in which our investments may be concentrated at any given time, as well as from climate change or other unfavorable changes in the related geographic regions.
- Climate change, climate change-related initiatives and regulation and sustainability-related issues, may adversely affect our business and financial results and damage our reputation.
- Cybersecurity risks may cause a disruption to our operations, a compromise or corruption of our confidential information, and/or damage to our business relationships, all of which could negatively impact our business.
- The failure of servicers to effectively service the mortgage loans in our portfolio may materially and adversely affect us, and market disruptions may make it more difficult for the loan servicers to perform a variety of services for us, which may adversely impact our business and financial results.
- If Arc Home’s ability to sell loans in the secondary market is impaired, it could affect its volume and margins, which could adversely affect its business and, in turn, would have a negative impact on our results.
- Arc Home is subject to extensive licensing requirements and regulation, which could materially and adversely affect us.
- An economic slowdown or a deterioration of the housing market could negatively impact Arc Home's lending and servicing businesses.
- Failure of the U.S. federal government to avoid a government shutdown may negatively impact the economic environment and adversely impact our results of operations.
- Future acquisitions or strategic investments could be difficult to identify and integrate with our business, disrupt our business, and adversely affect our financial condition and results of operations.
- We may utilize artificial intelligence, which could expose us to liability and affect our business.
- Our investments in non-agency residential mortgage loans, including Non-QM Loans in particular, subject us to legal, regulatory and other risks.
- We invest in Agency-Eligible Loans, which expose us to an increased risk of loss.
- We invest in Home Equity Loans and may invest in other second lien mortgage loans, which expose us to an increased risk of loss.
- Changes in prepayment rates may adversely affect the return on our investments.
- Prepayment rates are difficult to predict, and market conditions may disrupt the historical correlation between interest rate changes and prepayment trends.
- Any credit ratings assigned to our investments will be subject to ongoing evaluations and revisions and we cannot assure you that those ratings will not be downgraded.
- Our investment in lower rated Non-Agency RMBS resulting from the securitization of our assets or otherwise, exposes us to the first loss on the mortgage assets held by the securitization vehicle. Additionally, the principal and interest payments on Non-Agency RMBS are not guaranteed by any entity, including any government entity or GSE, and therefore are subject to increased risks, including credit risk.
- Commercial real estate-related investments that are secured by commercial real property, which were acquired by us in the WMC acquisition, are subject to delinquency, foreclosure and loss, which could result in losses to us.
- If our Manager overestimates the loss-adjusted yields of our CMBS investments, we may experience losses.
- If we do not control the special servicing of the mortgage loans included in the CMBS in which we invest and, in such cases, the special servicer may take actions that could adversely affect our interests.
- The federal conservatorship of Fannie Mae and Freddie Mac and related efforts, along with any changes in laws and regulations affecting the relationship between these agencies and the U.S. government, may adversely affect our business.
- We are subject to the risk that agencies of and entities sponsored by the U.S. government may not be able to fully satisfy their guarantees of Agency RMBS or that these guarantee obligations may be repudiated, which may adversely affect the value of our investment portfolio and our ability to sell or finance these securities.
- Mortgage loan modification and refinancing programs may adversely affect the value of, and our returns on, mortgage-backed securities and residential mortgage loans.
- We have a material amount of corporate indebtedness, which could have significant effects on our business.
- Our business strategy involves the use of leverage, and we may become overleveraged or not achieve what we believe is optimal leverage, which may materially adversely affect our liquidity, results of operations or financial condition.
- Market Volatility/Periods of Market Dislocation.
- The securitization process exposes us to risks, which could result in losses to us.
- Our financing arrangements contain restrictive operating covenants.
- If a counterparty to a repurchase agreement defaults on its obligation to resell or return the underlying loan or security back to us at the end of the transaction term, we may lose money on such financing arrangement.
- Our rights under our repurchase agreements may be subject to the effects of the bankruptcy laws in the event of the bankruptcy or insolvency of us or our lenders under the financing arrangements, which may allow our lenders to repudiate our financing arrangements.
- Pursuant to the terms of borrowings under our financing arrangements, we are subject to margin calls that could result in defaults or force us to sell assets under adverse market conditions or through foreclosure.
- The Federal Reserve’s actions and statements regarding monetary policy and the management of its balance sheet can affect the fixed income and mortgage finance markets in ways that could adversely affect our future business and financial results and the value of, and returns on, real estate-related investments and other assets we own or may acquire.
- Risks Related to our Management and our Relationship with our Manager and its Affiliates
- We are dependent upon our Manager, its affiliates and their key personnel and may not find a suitable replacement if the management agreement with our Manager is terminated or such key personnel are no longer available to us, which would materially and adversely affect us.
- The management agreement was not negotiated on an arm’s length basis and the terms, including the fees payable to our Manager, may not be as favorable to us as if the agreement was negotiated with unaffiliated third-parties.
- Our governance and operational structure could result in conflicts of interest.
- We may enter into transactions to purchase or sell investments with entities or accounts managed by our Manager or its affiliates.
- Our Board of Directors has approved very broad investment policies for our Manager, may change such policies without stockholder consent, and does not review or approve each investment or financing decision made by our Manager.
- Our Manager's fee structure may not create proper incentives or may induce our Manager and its affiliates to make riskier or more speculative investments, which increase the risk of our portfolio.
- Our Manager will not be liable to us for any acts or omissions performed in accordance with the management agreement, including with respect to the performance of our investments.
- Termination of our management agreement would be costly and, in certain cases, not permitted.
- Our Manager may terminate our management agreement, which could materially adversely affect our business.
- We have engaged Red Creek Asset Management LLC, an affiliate of our Manager (the "Asset Manager"), to manage certain of our residential mortgage loans. The terms of the asset management agreement with the Asset Manager may not be as favorable to us as if the agreement was negotiated with unaffiliated third-parties.
- Our failure to qualify as a REIT would result in higher taxes and reduced cash available for distribution to our stockholders.
- Complying with the REIT requirements can be difficult and may cause us to be forced to liquidate assets or to forego otherwise attractive opportunities.
- The REIT distribution requirements could adversely affect our ability to execute our business strategies.
- Even if we qualify as a REIT, we may face tax liabilities that reduce our cash flow.
- The failure of assets subject to repurchase agreements to be treated as owned by us for U.S. federal income tax purposes could adversely affect our ability to qualify as a REIT.
- Our ownership of and relationship with our TRSs will be limited, and a failure to comply with the limits would jeopardize our REIT status and may result in the application of a 100% excise tax.
- Uncertainty exists with respect to the treatment of TBAs for purposes of the REIT asset and income tests.
- New legislation or administrative or judicial action, in each instance potentially with retroactive effect, could make it more difficult or impossible for us to qualify as a REIT.
- Complying with the REIT requirements may limit our ability to hedge effectively.
- The tax on prohibited transactions will limit our ability to engage in transactions, including certain methods of securitizing mortgage loans, that would be treated as sales for U.S. federal income tax purposes.
- The share ownership limits applicable to us that are imposed by the Code for REITs and our charter may restrict our business combination opportunities.
- We could face adverse tax consequences if WMC failed to qualify as a REIT prior to the Merger.
- We or our TRS may not be able to fully utilize our respective net operating loss or net capital loss carryforwards.
- Risks Related to our Organization and Structure
- Loss of our exemption from regulation under the Investment Company Act would impose significant limits on our operations, which would negatively affect the value of shares of our common stock and our ability to distribute cash to our stockholders.
- If we were required to register with the CFTC as a Commodity Pool Operator, it could materially adversely affect our business, financial condition and results of operations.
- Certain provisions of Maryland law could inhibit a change in our control.
Legal proceedings
We are at times subject to various legal proceedings and claims arising in the ordinary course of our business. In addition, in the ordinary course of business, we can be and are involved in governmental and regulatory examinations, information gathering requests, investigations and proceedings. As of the date of this report, we are not party to any litigation or legal proceedings, or to our knowledge, any threatened litigation or legal proceedings, which we believe, individually or in the aggregate, would have a material adverse effect on our results of operations or financial condition.
The opening of Item 3, Legal Proceedings.4
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1
- 2
- 3
- 4
- 5
- 6
- 7
- 8
- 9
- 10
- 11
- 12
- 13
- 14SEC EDGARDavid N. Roberts, Chair
- 15SEC EDGARJohn M. Angelo, Chair
- 16SEC EDGARDavid N. Roberts, President
- 17SEC EDGARJonathan Lieberman, President
- 18
- 19
- 20
- 21
- 22
- 23SEC EDGARAndrew Parks, Chief Risk Officer
- 24
- 25SEC EDGARLisa Quateman, Board member
- 26SEC EDGARMatthew Jozoff, Board member
- 27SEC EDGARDianne Hurley, Board member
- 28SEC EDGARDebra Ann Hess, Board member
- 29SEC EDGARBrian Chad Sigman, Board member
- 30SEC EDGARArthur S. Ainsberg, Board member
- 31SEC EDGARAndrew L. Berger, Board member
- 32SEC EDGARJames M. Voss, Board member
- 33SEC EDGARJoseph Lamanna, Board member
- 34SEC EDGARPeter Linneman, Board member
- 35SEC EDGARJenny B. Neslin, General counsel
- 36SEC EDGARRaul Enrique Moreno, General counsel
- 37SEC EDGARForest Wolfe, General counsel
- 38SEC EDGARAllan N. Krinsman, General counsel
- 39
- 40SEC EDGARResults of operations
- 41SEC EDGARResults of operations
- 42SEC EDGAROther events
- 43
- 44SEC EDGARResults of operations
- 45SEC EDGARResults of operations
- 46SEC EDGARResults of operations
- 47SEC EDGARResults of operations
- 48SEC EDGAROther events
- 49SEC EDGAROther events
- 50
- 51NasdaqNasdaq calendar
- 52
- 53
- 54
- 55
- 56
- 57
- 58
- 59
- 60
- 61