The"largest mortgage REIT M&A deal ever" between andHatteras FinancialCorp. will create a "leading" hybrid mortgage REIT,Annaly President and CEO Kevin Keyes said during an April 11 merger conferencecall.
Illustratinghow large the combined company will be, the CEO pointed out that his company's proforma market cap is equivalent to the combined total of 65% of the industry'sparticipants.
"Annaly'smarket cap now is approximately 17x the size of a median mortgage REIT in theindustry," he said.
Keyessaid it is important to note the size of the combined company because size andscale matter in the current mortgage REIT operating environment.
Mostof the industry's "underdeveloped or monoline strategies" are beinghampered by high fixed-operating costs, lack liquidity and are struggling withlower financing capacity, according to Keyes. "These limited platforms arenow exposed more than ever to the daily risks in this challenging and volatilemarket environment," he said.
Thecombined company, about 9% of which will be owned by Hatteras shareholders,will have more than $13 billion in equity capital, according to an investorpresentation.
DavidFinkelstein, Annaly's chief investment officer for agency and residentialmortgage-backed securities, said there is "very little" overlapbetween the portfolios and business lines of Annaly and Hatteras.
Discussingthe two companies' adjustable-rate mortgage portfolios, Finkelstein said Annalymainly invests in longer-duration 30-year mortgage-backed securities, whileHatteras' portfolio is largely short duration or floating rate.Talking aboutresidential whole loans, he said the "clear" synergy is Annaly'sability to finance the existing portfolio with the Federal Home Loan Banks atvery attractive rates.
"Regardingsecuritizations of whole loans, our view is in line with Hatteras' insofar asmarket pricing is not currently conducive to securitizations and whole loanpricing remains competitive given bank demand to loans. Nonetheless, thisremains an option for us, and favorable financing provides us the flexibilityto remain patient," he said.
Finkelsteinalso said Hatteras' mortgage servicing rights is complementary to Annaly'sinterest-only mortgage portfolio.
"Weare confident that our higher capital base and strong relationships withexisting counterparties will lead to a very smooth onboarding of the Hatterasassets," Finkelstein said. "And the diversification of Annaly'sfunding alternatives will significantly help the transition over the nextseveral months."
Healso disclosed that Annaly is banking on the FHLB to provide an alternative tofinancing residential credits and its own broker/dealer to serve as anadditional source of financing capacity.