Bimini Capital Management Declares Two Dividends and Announces Third Quarter 2009 Results
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VERO BEACH, Fla.--(Business Wire)--
Bimini Capital Management, Inc. (OTCBB: BMNM):
* Two Dividends Totaling $0.70 per Share
* Third Quarter Income from Continuing Operations of $2.3 Million (or $0.08 per
Class A Common Share)
* $0.21 Book Value per Share at Quarter End
Bimini Capital Management, Inc. (OTCBB: BMNM) ("Bimini Capital" or the
"Company"), a real estate investment trust ("REIT"), today announced income from
continuing operations of $2.3 million, or $0.08 per Class A Common Share, for
the three month period ended September 30, 2009, compared with a loss from
continuing operations of $2.3 million, or $(0.09) per Class A Common Share, for
the three month period ended September 30, 2008. On a consolidated basis, the
Company today reported net income of $2.5 million, or $0.09 per Class A Common
Share, for the three month period ended September 30, 2009, compared with a net
loss of $14.4 million, or $0.56 per Class A Common Share, for the three month
period ended September 30, 2008. Included in the Company's consolidated results
were income/(loss) from discontinued operations, net of tax, of $0.2 million and
$(12.1) million for the three month periods ended September 30, 2009 and
September 30, 2008, respectively.
Book Value per Share
The Company's book value per share at September 30, 2009, was $0.21. Book value
per share is a valuation metric regularly used by various equity analysts that
follow the Company and may be deemed a non-GAAP financial measure pursuant to
Regulation G. The Company computes book value per share by dividing total
shareholders' equity by the total number of shares outstanding of the Company's
Class A Common Stock. At September 30, 2009, the Company's consolidated
shareholders' equity was $5.8 million.
Details of Third Quarter 2009 Results of Operations
Included in the Company's $2.3 million income from continuing operations for the
three month period ended September 30, 2009 is interest income of $1.8 million,
a net increase in the fair value of mortgage-backed securities ("MBS") of $1.1
million, a realized gain on the sale of MBS of $0.2 million, and $0.7 million in
operating, general and administrative expenses. Such expenses include $0.2
million of compensation and related benefits.
REIT Taxable Income and Dividends
REIT taxable income for the nine-months ended September 30, 2009, is estimated
to be $11.0 million. This amount includes the $32.4 million gain on the Bimini
Capital Trust I debt extinguishment recorded in the second quarter, net of a tax
net operating loss carryforward of approximately $21.3 million. Further, Bimini
Capital expects to realize a gain of approximately $9.6 million from the Bimini
Capital Trust II debt extinguishment in the fourth quarter of 2009, and it
believes that it will earn additional GAAP net income from REIT operations in
the fourth quarter of 2009, which is expected to result in additional REIT
taxable income. As of September 30, 2009, the Company has approximately $62.8
million of REIT tax capital loss carryforwards. These tax capital loss
carryforwards can only be used to offset any future tax capital gains.
At a meeting of the Board of Directors of Bimini Capital on November 9, 2009,
the members of the Board declared two common stock dividends (as further
described below), necessitated by the expected REIT taxable income for the year
ending December 31, 2009. Because of cash flow considerations and liquidity
limitations, the Board will utilize IRS Revenue Procedure 2009-15 (see below)
for one of the dividend payments, and will distribute shares of the Class A
Common Stock of Bimini Capital as a qualifying dividend.
Revenue Procedure 2009-15 provides that the Internal Revenue Service ("IRS")
will treat a REIT`s distribution, payable at the election of its shareholders,
in common stock or cash that is declared with respect to a taxable year ending
on or before December 31, 2009, as a qualifying dividend for purposes of the 90
percent REIT distribution requirement so long as certain conditions are
satisfied, including a requirement that not less than 10% of the entire
distribution is paid in cash.
The dividends were declared by the Board of Directors as follows: (1) a regular
dividend on the common stock of Bimini Capital of $0.05 per share, to be paid in
cash on November 20, 2009, to shareholders of record on November 16, 2009 (the
"November Dividend"); and (2) a special dividend on the common stock of Bimini
Capital of $0.65 per share, payable in cash and/or shares of Class A Common
Stock at the election of the shareholder; however, Bimini Capital will limit the
amount of cash payable pursuant to the dividend to 10% of the aggregate value of
the dividend, or approximately $1.89 million (the "December Dividend"). The
December Dividend is payable on January 19, 2010, to shareholders of record on
December 9, 2009.
Subject to the aggregate cash limitation on the December Dividend, shareholders
will have the option to elect to receive payment of the December Dividend in
cash or Class A Common Shares. Shareholders who elect to receive payment in all
cash may receive up to $0.65 per share in cash, but will receive at least $0.065
per share in cash. If shareholders representing more than 10% of the outstanding
shares elect to receive cash, each shareholder making the cash election will
receive a prorated distribution of the available cash, and will require the
remainder of the $0.65 dividend in shares of Bimini Capital`s Class A Common
Stock. Shareholders who do not elect to receive the dividend in cash will
receive the dividend in shares of Class A Common Stock. The exact allocation of
cash and Class A Common Stock to be distributed to any given shareholder will be
dependent upon the elections of all of the shareholders. The December Dividend
is expected to be a fully-taxable dividend, without regard to whether a
particular shareholder receives cash or shares, or a combination of cash and
shares. Although the December Dividend will be paid on January 19, 2010, the
December Dividend will be treated as paid to shareholders on December 31, 2009,
for Federal income tax purposes and will be includible in a shareholder`s
taxable income as of that date.
The number of shares of Bimini Capital Class A common stock to be issued in the
December Dividend will be calculated based on the volume-weighted average price
per share on January 11, 12 and 13, 2010.
Appropriate shareholder notices regarding the December Dividend will be mailed
to the December 9, 2009, shareholders of record as soon as practical after that
date. The election form will describe in more detail the terms of the December
Dividend, including the actions needed to elect to receive the dividend in the
form of cash or shares of Class A Common Stock. The election must be received by
Bimini Capital`s transfer agent prior to 5:00 p.m. Eastern Time on January 8,
2010.
REIT taxable income or loss is a term that describes the Company's operating
results calculated in accordance with rules and regulations promulgated pursuant
to the Internal Revenue Code (IRC). The Company's REIT taxable income or loss is
computed differently from net income as computed in accordance with generally
accepted accounting principles ("GAAP net income or loss"), as reported in the
Company's consolidated financial statements. Depending on the number and size of
the various items or transactions being accounted for differently, the
differences between REIT taxable income or loss and GAAP net income or loss can
be substantial and each item can affect several reporting periods. Generally,
these items are timing or temporary differences between years; for example, an
item that may be a recorded under GAAP in the current year may not be included
in REIT taxable income until later years.
In order to maintain its qualification as a REIT, the Company is required (among
other provisions) to annually distribute dividends to its stockholders in an
amount at least equal to, generally, 90% of the Company's REIT taxable income.
Additionally, as a REIT, the Company may be subject to a federal excise tax if
it distributes less than 85% of its ordinary income by the end of the calendar
year. For purposes of that excise tax, the December Dividend will be treated as
paid by the Company on December 31, 2009. Accordingly, the Company's dividends
are largely based on REIT taxable income, as determined for federal income tax
purposes as opposed to its net income computed in accordance with GAAP (as
reported in the Company's consolidated financial statements), and are paid if
and when declared by the Company's Board of Directors.
Management Commentary
Commenting on the Company's third quarter results, Robert E. Cauley, Chairman
and Chief Executive Officer, said, "We are proud to announce not only our third
consecutive quarterly operating profit in the third quarter, but also our first
dividends since the first quarter of 2007. We have taken another large step to
turn the Company around with the recently completed debt extinguishment of more
of our trust preferred debt. After giving effect to our most recent
extinguishment of trust preferred debt, we have now restructured $74 million of
our original $100 million trust preferred obligation. We believe this is an
important step in positioning the Company for recovery. While the tenders for
the trust preferred debt required us to shrink our balance sheet and reduce our
borrowing capacity, it has also allowed the Company to eliminate the deficit in
shareholder`s equity that has burdened us for several quarters."
Mr. Cauley continued, "As with the second quarter, our profitability in the
third quarter was driven by two factors. Our funding rates remain well below one
half of one percent, and as a result, our net interest margins remain at very
wide levels. Our alternative investment strategy, implemented last year, has
enable us to supplement our net interest income without the need for additional
repurchase agreement funding, and helped us remain profitable in the face of
asset sales necessitated by the extinguishment of most of our trust preferred
debt. The combination of low levels of LIBOR and still modest prepayment speeds,
especially in the selected borrower and loan types we have traditionally
targeted, has resulted in gross interest income levels we would be unable to
obtain even if we were not forced to reduce our MBS pass-through portfolio to
fund the debt extinguishment. We intend to retain this strategy as a part of our
core business model even if we regain greater access to repo funding. The
strategy has allowed us to leverage our expertise in the analysis of borrower
and prepayment characteristics with assets neither exposed to the vagaries of
the funding market or having the same sensitivities to movements in interest
rates as our MBS pass through portfolio."
Conference Call and Webcast
The Company has scheduled an online Web simulcast and conference call to discuss
these announcements that will begin at 8:30 a.m. E.T., Tuesday, November 10,
2009. An online replay will be available approximately two hours following the
conclusion of the live broadcast and will continue for 48 hours. A link to these
events will be available at the Company's website www.biminicapital.com. Those
persons without Internet access may listen to the live call by dialing (800)
723-6751 or (785) 830-7980, Conference Code: 3326994.
About Bimini Capital Management
Bimini Capital Management, Inc. is a REIT that invests primarily in, but is not
limited to, residential mortgage-related securities issued by the Federal
National Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage
Corporation (Freddie Mac) and the Government National Mortgage Association
(Ginnie Mae). Its objective is to earn returns on the spread between the yield
on its assets and its costs, including the interest expense on the funds it
borrows.
Statements herein relating to matters that are not historical facts are
forward-looking statements as defined in the Private Securities Litigation
Reform Act of 1995, including but not limited to any financial or operating
results during the fourth quarter of 2009. The reader is cautioned that such
forward-looking statements are based on information available at the time and on
management's good faith belief with respect to future events, and are subject to
risks and uncertainties that could cause actual performance or results to differ
materially from those expressed in such forward-looking statements. Important
factors that could cause such differences are described in Bimini Capital
Management, Inc.'s filings with the Securities and Exchange Commission,
including Bimini Capital Management, Inc.'s most recent Annual Report on Form
10-K or Quarterly Report on Form 10-Q. Bimini Capital Management, Inc. assumes
no obligation to update forward-looking statements to reflect subsequent
results, changes in assumptions or changes in other factors affecting
forward-looking statements.
Bimini Capital Management, Inc.
Robert E. Cauley, 772-231-1400
Chairman and Chief Executive Officer
www.biminicapital.com
Copyright Business Wire 2009
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