Document



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): August 2, 2016

Ellington Residential Mortgage REIT
(Exact name of registrant specified in its charter)

Maryland
 
001-35896
 
46-0687599
(State or Other Jurisdiction Of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
53 Forest Avenue
Old Greenwich, CT 06870
(Address of principal executive offices, zip code)

Registrant's telephone number, including area code: (203) 698-1200

Not applicable
(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02    Results of Operations and Financial Condition.
The information in this Item 2.02 and the disclosure incorporated by reference in Item 7.01 with respect to Exhibit 99.1 attached to this Current Report on Form 8-K are being furnished by Ellington Residential Mortgage REIT (the "Company") pursuant to Item 7.01 of Form 8-K in satisfaction of the public disclosure requirements of Regulation FD and Item 2.02 of Form 8-K, insofar as they disclose historical information regarding the Company’s results of operations or financial condition for the quarter ended June 30, 2016.
On August 2, 2016, the Company issued a press release announcing its financial results for the quarter ended June 30, 2016. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In accordance with General Instructions B.2 and B.6 of Form 8-K, the information included in Item 2.02 and the disclosure incorporated by reference in Item 7.01 shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01    Regulation FD Disclosure.
The disclosure contained in Item 2.02 is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is being furnished herewith this Current Report on Form 8-K.
99.1    Earnings Press Release dated August 2, 2016





SIGNATURES
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.
 
 
 
ELLINGTON RESIDENTIAL MORTGAGE REIT
 
 
 
 
Dated: August 2, 2016
 
By:
/s/ Lisa Mumford
 
 
 
Lisa Mumford
 
 
 
Chief Financial Officer





Exhibit Index

Exhibit            Description
99.1            Earnings Press Release dated August 2, 2016




Exhibit
Exhibit 99.1

Ellington Residential Mortgage REIT Reports Second Quarter 2016 Results
OLD GREENWICH, Connecticut—August 2, 2016
Ellington Residential Mortgage REIT (NYSE: EARN) today reported financial results for the quarter ended June 30, 2016.
Summary of Financial Results
Net income for the quarter was $3.5 million, or $0.38 per share, as compared to net loss of $(0.2) million, or $(0.03) per share, in the first quarter.
Core Earnings1 for the quarter was $2.9 million, or $0.32 per share, as compared to $4.9 million, or $0.53 per share, in the first quarter. Excluding "Catch-up Premium Amortization Adjustment," Core Earnings for the second quarter was $4.4 million, or $0.48 per share, as compared to $4.6 million, or $0.50 per share, in the first quarter.
Book value decreased slightly to $15.38 per share as of June 30, 2016 from $15.39 per share as of March 31, 2016, after giving effect to a second quarter dividend of $0.40 per share.
Net interest margin was 1.28%, as compared to 1.92% for the first quarter. Excluding Catch-up Premium Amortization Adjustment, net interest margin was 1.76% for the second quarter of 2016 as compared to 1.83% for the first quarter.
Weighted average prepayment speed for fixed rate Agency specified pools was 10.1% CPR for the quarter, as compared to 7.1% in the first quarter.
Dividend yield of 11.1% based on August 1, 2016 closing stock price of $14.43.
Debt-to-equity ratio was 8.6:1 as of June 30, 2016, as compared to 8.1:1 as of March 31, 2016. Adjusted for unsettled purchases and sales, the debt-to-equity ratio was 8.1:1 and 7.7:1 as of June 30, 2016 and March 31, 2016, respectively.
Second Quarter 2016 Results
"For the second quarter of 2016, EARN had net income of $0.38 per share and Core Earnings excluding Catch-up Premium Amortization Adjustment of $0.48 per share," said Laurence Penn, Chief Executive Officer and President. "Over the course of the second quarter, our Agency specified pools performed well against the backdrop of declining interest rates. The second quarter culminated in significant volatility following the June 23rd ‘Brexit’ vote, and resulted in substantially lower or even negative yields on the highest credit-quality sovereign debt. Consequently, investor demand for Agency RMBS, given their liquidity, credit quality, and higher yields, has been strong, particularly from foreign investors. This helped propel prices on our specified pools, as did the attractiveness of their inherent prepayment protection characteristics.
"With the significant decline in interest rates that occurred towards the end of the second quarter, our expectation is that prepayment activity will pick up in the coming months, and we believe that our portfolio is well positioned for such activity. We also believe that the Agency RMBS market remains an attractive alternative for investors seeking high credit-quality assets that still offer meaningfully positive yields. Still, the strength of the U.S. economy may lead the Federal Reserve to resume increasing interest rates, although both the timing and pace of any such increases have become more uncertain given the global macroeconomic environment. As always, we continue to actively hedge our portfolio against the risk of rising interest rates.
"During the second quarter, we also had strong results from our small non-Agency RMBS portfolio, which produced not only strong carry, but also had solid contributions from asset appreciation and trading."
As of June 30, 2016, our mortgage-backed securities portfolio consisted of $1.079 billion of fixed rate Agency "specified pools," $43.3 million of Agency RMBS backed by adjustable rate mortgages, or "Agency ARMs," $76.1 million of Agency reverse mortgage pools, $7.6 million of Agency interest only securities, or "Agency IOs," and $22.8 million of non-Agency RMBS. Specified pools are fixed rate Agency pools with special characteristics, such as pools comprised of low loan balance mortgages, pools comprised of mortgages backed by investor properties, pools containing mortgages originated through the government-sponsored "Making Homes Affordable" refinancing programs, and pools containing mortgages with various other characteristics. During the quarter, we modestly increased our holdings of pass-through pools backed by fixed rate as well as adjustable rate mortgages. Overall, the size of our RMBS portfolio increased to $1.229 billion as of June 30, 2016, from $1.174 billion as of March 31, 2016. In addition, separate and apart from the short TBA portfolio that we hold for hedging purposes, we held $63.8 million in notional amount of long TBA positions for investment purposes at June 30, 2016, as compared to $76.9 million at March 31, 2016. For financial reporting purposes, TBAs are considered derivative instruments.



1 Core Earnings is a non-GAAP financial measure. See "Reconciliation of Core Earnings to Net Income (Loss)" below for an explanation regarding the calculation of Core Earnings.


Market Overview
Over the first two months of the second quarter, interest rates generally trended slightly higher and volatility declined. However, during the month of June, as a result of the United Kingdom's vote to leave the European Union, or the "Brexit" vote, and the ensuing concerns around its ultimate impact on the global economy, interest rates sharply reversed course and dropped dramatically. Market participants were generally caught off guard with respect to the outcome of the vote which, in turn, fueled demand for U.S. Treasury and other safe haven securities, such as Agency RMBS. The relative yields and liquidity of these instruments increased what had been already high investor demand for them. For most credit sensitive assets, such as non-Agency RMBS and high-yield corporate credit, yield spreads initially widened in reaction to the Brexit vote. However, this widening was short-lived, as investors were emboldened by the quick response from a number of major central banks indicating that global central bank monetary policy would continue to be highly accommodative in the face of Brexit-related uncertainty. Sharply lower yields on safe haven securities also pushed many global investors to add to their credit-sensitive portfolios. As a result of these factors, credit spreads generally ended the quarter tighter than where they had begun the quarter, although some credit-sensitive sectors, such as CMBS, experienced some degree of net widening for the quarter.
Since its December 2015 initial increase in the target range for the federal funds rate, which followed a long period of monetary policy easing actions, the Federal Reserve has not announced any additional interest rate increases. Concerns around a global economic slowdown, as well as mixed data regarding the state of the U.S. economy, have led the Federal Reserve to delay the timing and expected pace of increases in the target range. However, as market developments occur, speculation about when the Federal Reserve will resume its plan to increase rates continues to be a significant factor in the volatility and direction of interest rates.
The yield curve flattened significantly over the course of the second quarter, as the 10-year U.S. Treasury yield fell 30 basis points to 1.47%, while the 2-year U.S. Treasury yield fell 14 basis points to 0.58%. All of the yield declines, and most of the yield curve flattening, were concentrated in last week of June following the Brexit vote. The average rate for a fixed rate 30-year conventional mortgage fell 23 basis points over the course of the quarter, and ended the quarter at 3.48%, its lowest level since May 2013. In addition, the Mortgage Bankers Association US Refinancing Index, a metric that tracks the volume of mortgage loan applications that have been submitted to lenders, increased sharply around quarter end, indicating an increase in refinancing activity.
Agency RMBS
Prices of Agency RMBS increased over the course of the second quarter, and yield spreads on Agency RMBS relative to interest rate swaps and U.S. Treasury securities were relatively stable. While the 10-year interest rate swap spread to U.S. Treasury securities continued to be negative at the end of the second quarter, it was negative 11 basis points, or 2 basis points less negative than at March 31, 2016, finally reversing its tightening trend of the last several quarters. Since a significant portion of our interest rate hedging portfolio is comprised of interest rate swaps, this positively impacted our results for the quarter. In addition, pay-ups on specified pools increased as prepayment protection became more valuable in light of lower interest rates and expected increases in prepayment rates. Performance of specified pools meaningfully augmented our results for the second quarter.
For the quarter ended June 30, 2016, we had total net realized and unrealized gains of $8.7 million, or $0.95 per share, on our aggregate Agency RMBS portfolio, while we had total net realized and unrealized losses of $9.6 million, or $1.05 per share, on our interest rate hedging portfolio, including U.S. Treasury securities. Over the course of the second quarter, average pay-ups on our specified pools increased to 1.03% as of June 30, 2016, from 0.88% as of March 31, 2016. Pay-ups are price premiums for specified pools relative to their TBA counterparts.
During the second quarter, we continued to use short positions in TBAs to hedge interest rate risk, and these positions generated net losses as interest rates fell. TBA dollar rolls materially weakened in response to both the increase in prepayment speeds and the slowly shrinking presence of the Federal Reserve in the market. In addition, TBAs materially underperformed specified pools as many investors sought out pools with better prepayment protection. Because we hold a net short position in TBAs against our long position in specified pools, this underperformance of TBAs relative to specified pools benefited our results for the quarter. As trading volumes for specified pools expand, and to the extent prepayments remain elevated, we believe that the underperformance of generic pools relative to specified pools will persist. During the quarter, we increased our net short TBAs and reduced our interest rate swaps.
We actively traded our Agency RMBS portfolio during the quarter in order to take advantage of volatility and to harvest modest gains. Our portfolio turnover for the quarter was 31% (as measured by sales and excluding paydowns), and we captured net realized gains of $2.5 million, excluding hedges.

2


During the second quarter, we continued to focus our Agency RMBS purchasing activity primarily on specified pools, especially those with higher coupons. As of June 30, 2016, the weighted average coupon on our fixed rate specified pools was 4.0%, relatively unchanged from March 31, 2016. During the second quarter, we increased our holdings of Agency pools following their significant yield spread widening during the first quarter of 2016. Our Agency RMBS portfolio also continues to include a small allocation to Agency IOs, which we increased slightly during the quarter. We continue to believe reverse mortgage pools represent an attractive asset class. Reverse mortgage pools tightened throughout the second quarter, largely in response to lower prepayment speeds, which were primarily the result of the anti-churning guidelines issued last October by the National Reverse Mortgage Lenders' Association. Overall, we believe that there remains a heightened risk of substantial interest rate and mortgage prepayment volatility in the near term, thus reinforcing the importance of our ability to hedge our Agency RMBS portfolio using a variety of tools, including TBAs.
We expect to continue to target specified pools that, taking into account their particular composition and based on our prepayment projections: (1) should generate attractive yields relative to other Agency RMBS and U.S. Treasury securities, (2) should have less prepayment sensitivity to government policy shocks, and/or (3) should create opportunities for trading gains once the market recognizes their value, which for newer pools may come only after several months, when actual prepayment experience can be observed. We believe that our research team, proprietary prepayment models, and extensive databases remain essential tools in our implementation of this strategy.
Our net Agency premium as a percentage of our long Agency RMBS holdings is one metric that we use to measure our overall prepayment risk. Net Agency premium represents the total premium (excess of market value over outstanding principal balance) on long Agency RMBS holdings less the total premium on related net short TBA positions. The lower our net Agency premium, the less we believe we are exposed to market-wide increases in Agency RMBS prepayments. As of June 30, 2016, our net Agency premium as a percentage of fair value on long Agency RMBS holdings was approximately 5.2% as compared to 5.6%, as of March 31, 2016. Excluding TBA positions used to hedge our long Agency RMBS portfolio, our Agency premium as a percentage of fair value was approximately 7.7% and 7.3% as of June 30, 2016 and March 31, 2016, respectively. These percentages may fluctuate from period to period based on market factors, including interest rates and mortgage rates, as well as with respect to the net percentages, the degree to which we hedge prepayment risk with short TBAs. We believe that our focus on purchasing pools with specific prepayment characteristics provides a measure of protection against prepayments.
We believe that with the recent drop in interest rates, prepayment concerns should continue to benefit the relative performance of specified pools, and could create more attractive opportunities in the IO markets. We believe that our adaptive and active style of portfolio management is well suited to the current MBS market environment, which continues to be shaped by shifting central bank policies, regulatory changes, and developing technologies.
Non-Agency RMBS
Non-Agency RMBS performed well during the second quarter, despite uncertainty and credit spread volatility brought on by the Brexit vote. As the case has been for some time, the fundamentals underlying non-Agency RMBS, led by a stable housing market, continue to be strong. Included in the quarter's return were strong carry, appreciation from our held positions, and net realized gains from positions sold. On a quarter-over-quarter basis, our non-Agency RMBS portfolio declined in size. As of June 30, 2016, our investment in non-Agency RMBS was $22.8 million as compared to $27.6 million as of March 31, 2016. The size of this portfolio may fluctuate on a quarter-over-quarter basis. Additionally, to the extent more attractive entry points develop in non-Agency RMBS, we may increase our capital allocation to this sector.
Financial Results
For the quarter ended June 30, 2016, the weighted average yield of our portfolio of Agency and non-Agency RMBS was 2.45%, while our average cost of funds including interest rate swaps and U.S. Treasuries was 1.17%, resulting in a net interest margin for the quarter of 1.28%. In comparison, for the quarter ended March 31, 2016, the annualized weighted average yield of our Agency and non-Agency RMBS was 3.13%, while the average cost of funds including interest rate swaps and U.S. Treasuries was 1.21%, resulting in a net interest margin of 1.92%. Our interest income is subject to fluctuations based on adjustments to premium amortization as a result of changes in prepayments of our Agency RMBS (accompanied by a corresponding offsetting adjustment to realized and unrealized gains and losses). We refer to this adjustment as a "Catch-up Premium Amortization Adjustment." The amount of this adjustment can vary significantly from quarter to quarter. During the second quarter, we had a negative Catch-up Premium Amortization Adjustment in the amount of approximately $1.5 million, which decreased our net interest income. Excluding the Catch-up Premium Amortization Adjustment, our weighted average yield on our portfolio was 2.93% and our net interest margin was 1.76%. During the quarter ended March 31, 2016, the Catch-up Premium Amortization Adjustment increased interest income by approximately $0.3 million. Excluding this Catch-up Premium Amortization

3


Adjustment, the weighted average yield on our portfolio for the quarter ended March 31, 2016 would have been 3.04% and our net interest margin would have been 1.83%.
On a quarter-over-quarter basis our annualized cost of funds, including interest rate swaps and short positions in U.S. Treasury securities, decreased to 1.17% from 1.21%. This net decrease was the result of largely offsetting factors. First, the average cost of our repo, which represents the largest component of our cost of funds, increased 8 basis points to 0.70%. However, the impact of this increase was offset by a combined decline in the average cost of our interest rate swaps and U.S. Treasury hedges, which decreased 12 basis points to 0.47%. While Agency repo rates declined slightly in the early part of the quarter, they reversed course and rose slightly as dealer balance sheets came under pressure as quarter end approached. In the final week of the quarter, uncertainty following the Brexit vote caused a spike in repo rates, although following quarter end repo rates have generally settled back to where they had been at the beginning of the second quarter. We have continued to find repo readily available. Over the course of the quarter, we reduced our interest rate swaps in favor of short TBAs, leading to a decline in our cost of funds. The relative make up of our interest rate hedging portfolio can change materially from quarter to quarter.
After giving effect to a second quarter dividend of $0.40 per share, our book value per share was $15.38 as of June 30, 2016, slightly below our book value per share as of March 31, 2016 of $15.39, and we had an economic return of 2.5% for the quarter. Economic return on book value is computed by adding back dividends to ending book value per share, and comparing that amount to book value per share as of the beginning of the quarter.
For the quarter ended June 30, 2016, Core Earnings was $2.9 million, or $0.32 per share, as compared to $4.9 million, or $0.53 per share for the quarter ended March 31, 2016. Core Earnings is a non-GAAP financial measure. The decrease in our Core Earnings quarter over quarter was primarily the result of the quarter-over-quarter change in the Catch-up Premium Amortization Adjustment. See "Reconciliation of Core Earnings to Net Income (Loss)" below for an explanation regarding the calculation of Core Earnings, and Core Earnings excluding Catch-up Premium Amortization Adjustment.
Securities Portfolio
The following table summarizes our portfolio of securities as of June 30, 2016 and March 31, 2016:
 
June 30, 2016
 
March 31, 2016
(In thousands)
Current Principal
 
Fair Value
 
Average Price(1)
 
Cost
 
Average Cost(1)
 
Current Principal
 
Fair Value
 
Average Price(1)
 
Cost
 
Average Cost(1)
Agency RMBS(2)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15-year fixed rate mortgages
$
133,590

 
$
142,365

 
$
106.57

 
$
140,303

 
$
105.03

 
$
143,705

 
$
152,536

 
$
106.15

 
$
150,945

 
$
105.04

20-year fixed rate mortgages
11,061

 
12,014

 
108.62

 
11,920

 
107.77

 
17,991

 
19,488

 
108.32

 
19,226

 
106.86

30-year fixed rate mortgages
851,353

 
924,824

 
108.63

 
908,300

 
106.69

 
788,135

 
852,326

 
108.14

 
840,998

 
106.71

ARMs
41,005

 
43,337

 
105.69

 
43,143

 
105.21

 
35,122

 
37,133

 
105.73

 
37,232

 
106.01

Reverse mortgages
68,858

 
76,056

 
110.45

 
74,869

 
108.73

 
70,867

 
77,548

 
109.43

 
77,179

 
108.91

Total Agency RMBS
1,105,867

 
1,198,596

 
108.39

 
1,178,535

 
106.57

 
1,055,820

 
1,139,031

 
107.88

 
1,125,580

 
106.61

Non-Agency RMBS
33,934

 
22,788

 
67.15

 
21,063

 
62.07

 
42,649

 
27,631

 
64.79

 
26,175

 
61.37

Total RMBS(2)
1,139,801

 
1,221,384

 
107.16

 
1,199,598

 
105.25

 
1,098,469

 
1,166,662

 
106.21

 
1,151,755

 
104.85

Agency IOs
 n/a
 
7,631

 
n/a
 
9,807

 
n/a
 
 n/a
 
6,931

 
n/a
 
8,660

 
n/a
Total mortgage-backed securities
 
 
1,229,015

 
 
 
1,209,405

 
 
 
 
 
1,173,593

 
 
 
1,160,415

 
 
U.S. Treasury securities sold short
(67,105
)
 
(68,528
)
 
102.12

 
(67,037
)
 
99.90

 
(68,781
)
 
(69,607
)
 
101.20

 
(68,669
)
 
99.84

Reverse repurchase agreements
68,862

 
68,862

 
100.00

 
68,862

 
100.00

 
69,575

 
69,575

 
100.00

 
69,575

 
100.00

Total
 
 
$
1,229,349

 
 
 
$
1,211,230

 
 
 
 
 
$
1,173,561

 
 
 
$
1,161,321

 
 
(1)
Represents the dollar amount (not shown in thousands) per $100 of current principal of the price or cost for the security.
(2)
Excludes Agency IOs.
Our weighted average holdings of RMBS based on amortized cost was $1.211 billion and $1.226 billion for the three month periods ended June 30, 2016 and March 31, 2016, respectively.

4


Financial Derivatives Portfolio
The following table summarizes fair value of our financial derivatives as of June 30, 2016 and March 31, 2016:
 
 
June 30, 2016
 
March 31, 2016
Financial derivatives–assets, at fair value:
 
(In thousands)
TBA securities purchase contracts
 
$
353

 
$
365

TBA securities sale contracts
 
22

 

Fixed payer interest rate swaps
 

 
4

Fixed receiver interest rate swaps
 
1,545

 
1,265

Futures
 

 
1

Total financial derivatives–assets, at fair value
 
1,920

 
1,635

Financial derivatives–liabilities, at fair value:
 
 
 
 
TBA securities purchase contracts
 
(1
)
 

TBA securities sale contracts
 
(1,328
)
 
(1,157
)
Fixed payer interest rate swaps
 
(12,039
)
 
(17,122
)
Futures
 
(11
)
 
(5
)
Total financial derivatives–liabilities, at fair value
 
(13,379
)
 
(18,284
)
Total
 
$
(11,459
)
 
$
(16,649
)
Interest Rate Swaps
The following tables provide details about our fixed payer interest rate swaps as of June 30, 2016 and March 31, 2016:
 
 
June 30, 2016
Maturity
 
Notional Amount
 
Fair Value
 
Weighted Average
Pay Rate
 
Weighted Average Receive Rate
 
Weighted Average Remaining Years to Maturity
 
 
(In thousands)
 
 
 
 
 
 
2016
 
$
48,000

 
$
(71
)
 
0.80
%
 
0.63
%
 
0.27
2017
 
74,750

 
(646
)
 
1.21

 
0.63

 
1.09
2018
 
65,990

 
(446
)
 
0.97

 
0.63

 
1.93
2020
 
79,500

 
(1,924
)
 
1.48

 
0.63

 
3.82
2022
 
13,044

 
(550
)
 
1.75

 
0.63

 
6.19
2023
 
65,000

 
(3,511
)
 
1.93

 
0.63

 
6.85
2024
 
8,900

 
(539
)
 
1.99

 
0.63

 
7.76
2025
 
15,322

 
(1,058
)
 
2.04

 
0.64

 
8.63
2043
 
12,380

 
(3,294
)
 
2.99

 
0.62

 
26.89
Total
 
$
382,886

 
$
(12,039
)
 
1.42
%
 
0.63
%
 
4.14

5


 
 
March 31, 2016
Maturity
 
Notional Amount
 
Fair Value
 
Weighted Average
Pay Rate
 
Weighted Average Receive Rate
 
Weighted Average Remaining Years to Maturity
 
 
(In thousands)
 
 
 
 
 
 
2016
 
$
48,000

 
$
(79
)
 
0.80
%
 
0.62
%
 
0.52
2017
 
74,750

 
(546
)
 
1.21

 
0.63

 
1.34
2018
 
71,529

 
(559
)
 
1.11

 
0.62

 
2.03
2020
 
107,461

 
(2,371
)
 
1.50

 
0.62

 
4.08
2021
 
10,400

 
1

 
1.15

 
0.62

 
4.87
2022
 
19,444

 
(587
)
 
1.76

 
0.62

 
6.26
2023
 
131,400

 
(7,080
)
 
2.10

 
0.63

 
7.14
2024
 
9,200

 
(428
)
 
1.99

 
0.61

 
8.01
2025
 
34,022

 
(1,503
)
 
2.05

 
0.62

 
8.86
2043
 
19,047

 
(3,966
)
 
3.02

 
0.62

 
27.14
Total
 
$
525,253

 
$
(17,118
)
 
1.59
%
 
0.62
%
 
5.16
The following tables provide details about our fixed receiver interest rate swaps as of June 30, 2016 and March 31, 2016:
 
 
June 30, 2016
Maturity
 
Notional Amount
 
Fair Value
 
Weighted Average
Pay Rate
 
Weighted Average Receive Rate
 
Weighted Average Remaining Years to Maturity
 
 
(In thousands)
 
 
 
 
 
 
2025
 
$
9,700

 
$
1,545

 
0.63
%
 
3.00
%
 
9.05
Total
 
$
9,700

 
$
1,545

 
0.63
%
 
3.00
%
 
9.05
 
 
March 31, 2016
Maturity
 
Notional Amount
 
Fair Value
 
Weighted Average
Pay Rate
 
Weighted Average Receive Rate
 
Weighted Average Remaining Years to Maturity
 
 
(In thousands)
 
 
 
 
 
 
2025
 
$
9,700

 
$
1,255

 
0.62
%
 
3.00
%
 
9.30
2026
 
3,000

 
10

 
0.63

 
1.68

 
10.01
Total
 
$
12,700

 
$
1,265

 
0.62
%
 
2.69
%
 
9.46
Eurodollar Futures
The following table provides information about our short positions in Eurodollar futures as of June 30, 2016 and March 31, 2016:
 
 
June 30, 2016
Remaining Maturity
 
Notional Amount
 
Fair Value
 
Remaining Months to Expiration
($ in thousands)
 
 
 
 
 
 
2016
 
$
(6,000
)
 
$
(2
)
 
4.22
2017
 
(9,000
)
 
(9
)
 
11.72
Total
 
$
(15,000
)
 
$
(11
)
 
8.72

6


 
 
March 31, 2016
Remaining Maturity
 
Notional Amount
 
Fair Value
 
Remaining Months to Expiration
($ in thousands)
 
 
 
 
 
 
2016
 
$
(9,000
)
 
$
1

 
5.66
2017
 
(9,000
)
 
(5
)
 
14.76
Total
 
$
(18,000
)
 
$
(4
)
 
10.21
TBAs
The following table provides information about our TBAs as of June 30, 2016 and March 31, 2016:
 
 
June 30, 2016
 
March 31, 2016
TBA Securities
 
Notional Amount (1)
 
Cost
Basis
(2)
 
Market Value (3)
 
Net Carrying Value (4)
 
Notional Amount (1)
 
Cost
Basis
(2)
 
Market Value (3)
 
Net Carrying Value (4)
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchase contracts:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 
$
61,493

 
$
64,299

 
$
64,652

 
$
353

 
$
76,904

 
$
79,928

 
$
80,293

 
$
365

Liabilities
 
2,300

 
2,510

 
2,509

 
(1
)
 

 

 

 

 
 
63,793


66,809


67,161


352


76,904


79,928


80,293


365

Sale contracts:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 
(65,849
)
 
(72,025
)
 
(72,003
)
 
22

 

 

 

 

Liabilities
 
(427,427
)
 
(454,191
)
 
(455,519
)
 
(1,328
)
 
(311,246
)
 
(332,743
)
 
(333,900
)
 
(1,157
)
 
 
(493,276
)

(526,216
)

(527,522
)

(1,306
)

(311,246
)

(332,743
)

(333,900
)

(1,157
)
Total TBA securities, net
 
$
(429,483
)
 
$
(459,407
)
 
$
(460,361
)
 
$
(954
)
 
$
(234,342
)
 
$
(252,815
)
 
$
(253,607
)
 
$
(792
)
(1)
Notional amount represents the principal balance of the underlying Agency RMBS.
(2)
Cost basis represents the forward price to be paid for the underlying Agency RMBS.
(3)
Market value represents the current market value of the underlying Agency RMBS (on a forward delivery basis) as of the respective period end.
(4)
Net carrying value represents the difference between the market value of the TBA contract as of the respective period end and the cost basis, and is reported in Financial derivatives-assets, at fair value and Financial derivatives-liabilities, at fair value on the Consolidated Balance Sheet, for each respective period end.
We primarily use TBAs to hedge interest rate risk, typically in the form of short positions. However, from time to time we also invest in TBAs as a means of acquiring exposure to Agency RMBS, or for speculative purposes, including holding long positions. Overall, we typically hold a net short position.
The following tables detail gains and losses on our financial derivatives for the three month periods ended June 30, 2016 and March 31, 2016:
 
 
Three Month Period Ended June 30, 2016
Derivative Type
 
Net Realized Gains (Losses) on Periodic Settlements of Interest Rate Swaps
 
Net Realized Gains (Losses) Other Than Periodic Settlements of Interest Rate Swaps
 
Net Realized Gains (Losses) on Financial Derivatives
 
Change in Net Unrealized Gains (Losses) on Accrued Periodic Settlements of Interest Rate Swaps
 
Change in Net Unrealized Gains (Losses) Other Than on Accrued Periodic Settlements of Interest Rate Swaps
 
Change in Net Unrealized Gains (Losses) on Financial Derivatives
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate swaps
 
$
(2,508
)
 
$
(7,725
)
 
$
(10,233
)
 
$
1,448

 
$
3,850

 
$
5,298

TBAs
 
 
 
(3,375
)
 
(3,375
)
 
 
 
(162
)
 
(162
)
Futures
 
 
 
1

 
1

 
 
 
(7
)
 
(7
)
Total
 
$
(2,508
)
 
$
(11,099
)
 
$
(13,607
)
 
$
1,448

 
$
3,681

 
$
5,129


7


 
 
Three Month Period Ended March 31, 2016
Derivative Type
 
Net Realized Gains (Losses) on Periodic Settlements of Interest Rate Swaps
 
Net Realized Gains (Losses) Other Than Periodic Settlements of Interest Rate Swaps
 
Net Realized Gains (Losses) on Financial Derivatives
 
Change in Net Unrealized Gains (Losses) on Accrued Periodic Settlements of Interest Rate Swaps
 
Change in Net Unrealized Gains (Losses) Other Than on Accrued Periodic Settlements of Interest Rate Swaps
 
Change in Net Unrealized Gains (Losses) on Financial Derivatives
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate swaps
 
$
(672
)
 
$
(1,226
)
 
$
(1,898
)
 
$
(726
)
 
$
(12,543
)
 
$
(13,269
)
TBAs
 
 
 
(2,099
)
 
(2,099
)
 
 
 
(844
)
 
(844
)
Futures
 
 
 
1

 
1

 
 
 
(22
)
 
(22
)
Total
 
$
(672
)
 
$
(3,324
)
 
$
(3,996
)
 
$
(726
)
 
$
(13,409
)
 
$
(14,135
)
Interest Rate Sensitivity
The following table summarizes, as of June 30, 2016, the estimated effects on the value of our portfolio, both overall and by category, of immediate downward and upward parallel shifts of 50 basis points in interest rates.
 
 
Estimated Change in Fair Value(1)
(In thousands)
 
50 Basis Point Decline
in Interest Rates
 
50 Basis Point Increase
in Interest Rates
Agency RMBS - ARM Pools
 
$
158

 
$
(246
)
Agency RMBS - Fixed Pools and IOs
 
11,208

 
(17,359
)
TBAs
 
(3,389
)
 
6,525

Non-Agency RMBS
 
208

 
(202
)
Interest Rate Swaps
 
(7,384
)
 
7,047

U.S. Treasury Securities
 
(1,707
)
 
1,639

Eurodollar Futures
 
(19
)
 
19

Repurchase and Reverse Repurchase Agreements
 
(705
)
 
705

Total
 
$
(1,630
)
 
$
(1,872
)
(1)
Based on the market environment as of June 30, 2016. Results are based on forward-looking models, which are inherently imperfect, and incorporate various simplifying assumptions. Therefore, the table above is for illustrative purposes only and actual changes in interest rates would likely cause changes in the actual value of the overall portfolio that would differ from those presented above and such differences might be significant and adverse.
Repo Borrowings
The following table details our outstanding borrowings under repo agreements as of June 30, 2016 and March 31, 2016:
 
 
June 30, 2016
 
March 31, 2016
 
 
 
 
Weighted Average
 
 
 
Weighted Average
Remaining Days to Maturity
 
Borrowings Outstanding
 
Interest Rate
 
Remaining Days to Maturity
 
Borrowings Outstanding
 
Interest Rate
 
Remaining Days to Maturity
 
 
(In thousands)
 
 
 
 
 
(In thousands)
 
 
 
 
30 days or less
 
$
557,934

 
0.69
%
 
18

 
$
537,508

 
0.63
%
 
15

31-60 days
 
305,648

 
0.67

 
44

 
268,670

 
0.67

 
43

61-90 days
 
342,405

 
0.71

 
77

 
292,395

 
0.71

 
74

91-150 days
 

 

 

 

 

 

151-180 days
 

 

 

 
35,268

 
0.82

 
167

Total
 
$
1,205,987

 
0.69
%
 
41

 
$
1,133,841

 
0.66
%
 
42


8


As of June 30, 2016, we had no outstanding borrowings other than under repo agreements. Our repo borrowings were with twelve counterparties as of June 30, 2016. The above figures are as of the respective quarter ends; over the course of the quarters ended June 30, 2016 and March 31, 2016 our average cost of repo was 0.70% and 0.62%, respectively.
Other
We incur an annual base management fee, payable quarterly in arrears, in an amount equal to 1.50% of shareholders' equity (as defined in our management agreement). For the quarter ended June 30, 2016, our expense ratio, defined as management fees and operating expenses as a percentage of average shareholders' equity, was 3.6% on an annualized basis as compared to 3.8% for the quarter ended March 31, 2016.
Dividends
On June 14, 2016, our Board of Trustees declared a second quarter dividend of $0.40 per share, or $3.6 million, which was paid on July 27, 2016 to shareholders of record on June 30, 2016.
Share Repurchase Program
On August 13, 2013, our Board of Trustees approved the adoption of a $10 million share repurchase program. The program, which is open-ended in duration, allows us to make repurchases from time to time on the open market or in negotiated transactions. Repurchases are at our discretion, subject to applicable law, share availability, price and our financial performance, among other considerations. We did not repurchase any shares during the second quarter.
Reconciliation of Core Earnings to Net Income (Loss)
Core Earnings consists of net income (loss), excluding realized and change in net unrealized gains and losses on securities and financial derivatives, and, if applicable, items of income or loss that are of a non-recurring nature. Core Earnings includes net realized and change in net unrealized gains (losses) associated with payments and accruals of periodic payments on interest rate swaps. Core Earnings excluding Catch-up Premium Amortization Adjustment consists of Core Earnings but excludes the effect of the Catch-up Premium Amortization Adjustment on interest income. Core Earnings and Core Earnings excluding Catch-up Premium Amortization Adjustment are supplemental non-GAAP financial measures. We believe that Core Earnings and Core Earnings excluding Catch-up Premium Amortization Adjustment provide information useful to investors because they are metrics that we use to assess our performance and to evaluate the effective net yield provided by the portfolio. Moreover, one of our objectives is to generate income from the net interest margin on the portfolio, and Core Earnings and Core Earnings excluding Catch-up Premium Amortization Adjustment are used to help measure the extent to which this objective is being achieved. However, because Core Earnings and Core Earnings excluding Catch-up Premium Amortization Adjustment are incomplete measures of our financial results and differ from net income (loss) computed in accordance with GAAP, they should be considered as supplementary to, and not as substitutes for, net income (loss) computed in accordance with GAAP.


9


The following table reconciles, for the three month periods ended June 30, 2016 and March 31, 2016, our Core Earnings and Core Earnings excluding Catch-up Premium Amortization Adjustment on a consolidated basis to the line on our Consolidated Statement of Operations entitled Net Income (Loss), which we believe is the most directly comparable GAAP measure on our Consolidated Statement of Operations to Core Earnings:
(In thousands except share amounts)
 
Three Month
Period Ended
June 30, 2016
 
Three Month
Period Ended
March 31, 2016
Net Income (Loss)
 
$
3,507

 
$
(239
)
Less:
 
 
 
 
Net realized gains (losses) on securities
 
2,100

 
3,010

Net realized gains (losses) on financial derivatives, excluding periodic payments(1)
 
(11,099
)
 
(3,324
)
Change in net unrealized gains (losses) on securities
 
5,879

 
8,633

Change in net unrealized gains (losses) on financial derivatives, excluding accrued periodic payments(2)
 
3,681

 
(13,409
)
Subtotal
 
561

 
(5,090
)
Core Earnings
 
$
2,946

 
$
4,851

Catch-up Premium Amortization Adjustment
 
(1,457
)
 
258

Core Earnings excluding Catch-up Premium Amortization Adjustment
 
$
4,403

 
$
4,593

Weighted Average Shares Outstanding
 
9,117,183

 
9,121,198

Core Earnings Per Share
 
$
0.32

 
$
0.53

Core Earnings Per Share excluding Catch-up Premium Amortization Adjustment
 
$
0.48

 
$
0.50

(1)
For the three month period ended June 30, 2016, represents Net realized gains (losses) on financial derivatives of $(13,607) less Net realized gains (losses) on periodic settlements of interest rate swaps of $(2,508). For the three month period ended March 31, 2016, represents Net realized gains (losses) on financial derivatives of $(3,996) less Net realized gains (losses) on periodic settlements of interest rate swaps of $(672).
(2)
For the three month period ended June 30, 2016, represents Change in net unrealized gains (losses) on financial derivatives of $5,129 less Change in net unrealized gains (losses) on accrued periodic settlements of interest rate swaps of $1,448. For the three month period ended March 31, 2016, represents Change in net unrealized gains (losses) on financial derivatives of $(14,135) less Change in net unrealized gains (losses) on accrued periodic settlements of interest rate swaps of $(726).
About Ellington Residential Mortgage REIT
Ellington Residential Mortgage REIT is a mortgage real estate investment trust that specializes in acquiring, investing in and managing residential mortgage- and real estate-related assets, with a primary focus on residential mortgage-backed securities, for which the principal and interest payments are guaranteed by a U.S. government agency or a U.S. government-sponsored enterprise. Ellington Residential Mortgage REIT is externally managed and advised by Ellington Residential Mortgage Management LLC, an affiliate of Ellington Management Group, L.L.C.
Conference Call
We will host a conference call at 11:00 a.m. Eastern Time on Wednesday, August 3, 2016, to discuss our financial results for the quarter ended June 30, 2016. To participate in the event by telephone, please dial (877) 437-3698 at least 10 minutes prior to the start time and reference the conference ID number 50709212. International callers should dial (810) 740-4679 and reference the same conference ID number. The conference call will also be webcast live over the Internet and can be accessed via the "For Our Shareholders" section of our web site at www.earnreit.com. To listen to the live webcast, please visit www.earnreit.com at least 15 minutes prior to the start of the call to register, download, and install necessary audio software. In connection with the release of these financial results, we also posted an investor presentation, that will accompany the conference call, on our website at www.earnreit.com under "For Our Shareholders—Presentations."
A dial-in replay of the conference call will be available on Wednesday, August 3, 2016, at approximately 2:00 p.m. Eastern Time through Wednesday, August 10, 2016 at approximately 11:59 p.m. Eastern Time. To access this replay, please dial (800) 585-8367 and enter the conference ID number 50709212. International callers should dial (404) 537-3406 and enter the same conference ID number. A replay of the conference call will also be archived on our web site at www.earnreit.com.

10


Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve numerous risks and uncertainties. Actual results may differ from our beliefs, expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements are not historical in nature and can be identified by words such as "believe," "expect," "anticipate," "estimate," "project," "plan," "continue," "intend," "should," "would," "could," "goal," "objective," "will," "may," "seek," or similar expressions or their negative forms, or by references to strategy, plans, or intentions. Examples of forward-looking statements in this press release include, without limitation, our beliefs regarding the current economic and investment environment, our ability to implement our investment and hedging strategies, our future prospects and the protection of our net interest margin from prepayments, volatility and its impact on us, the performance of our investment and hedging strategies, our exposure to prepayment risk in our Agency portfolio, estimated effects on the fair value of our RMBS and interest rate derivative holdings of a hypothetical change in interest rates, statements regarding our share repurchase program, and statements regarding the drivers of our returns. Our results can fluctuate from month to month and from quarter to quarter depending on a variety of factors, some of which are beyond our control and/or are difficult to predict, including, without limitation, changes in interest rates and the market value of our securities, changes in mortgage default rates and prepayment rates, our ability to borrow to finance our assets, changes in government regulations affecting our business, our ability to maintain our exclusion from registration under the Investment Company Act of 1940 and other changes in market conditions and economic trends. Furthermore, forward-looking statements are subject to risks and uncertainties, including, among other things, those described in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed on March 10, 2016 which can be accessed through the link to our SEC filings under "For Our Shareholders" on our website (www.earnreit.com) or at the SEC's website (www.sec.gov). Other risks, uncertainties, and factors that could cause actual results to differ materially from those projected may be described from time to time in reports we file with the SEC, including reports on Forms 10-Q, 10-K and 8-K. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

11


ELLINGTON RESIDENTIAL MORTGAGE REIT
CONSOLIDATED STATEMENT OF OPERATIONS
(UNAUDITED)
 
 
Three Month Period Ended
 
Six Month Period Ended
 
 
June 30, 2016
 
March 31, 2016
 
June 30, 2016
(In thousands except share amounts)
 
 
 
 
 
 
INTEREST INCOME (EXPENSE)
 
 
 
 
 
 
Interest income
 
$
7,538

 
$
9,651

 
$
17,188

Interest expense
 
(2,260
)
 
(2,051
)
 
(4,310
)
Total net interest income
 
5,278

 
7,600

 
12,878

EXPENSES
 
 
 
 
 
 
Management fees
 
528

 
528

 
1,056

Professional fees
 
161

 
218

 
378

Compensation expense
 
169

 
151

 
321

Other operating expenses
 
414

 
454

 
867

Total expenses
 
1,272

 
1,351

 
2,622

OTHER INCOME (LOSS)
 
 
 
 
 
 
Net realized gains (losses) on securities
 
2,100

 
3,010

 
5,111

Net realized gains (losses) on financial derivatives
 
(13,607
)
 
(3,996
)
 
(17,603
)
Change in net unrealized gains (losses) on securities
 
5,879

 
8,633

 
14,512

Change in net unrealized gains (losses) on financial derivatives
 
5,129

 
(14,135
)
 
(9,007
)
Total other income (loss)
 
(499
)
 
(6,488
)
 
(6,987
)
NET INCOME (LOSS)
 
$
3,507

 
$
(239
)
 
$
3,269

NET INCOME (LOSS) PER COMMON SHARE:
 
 
 
 
 
 
Basic and Diluted
 
$
0.38

 
$
(0.03
)
 
$
0.36

WEIGHTED AVERAGE SHARES OUTSTANDING
 
9,117,183

 
9,121,198

 
9,119,190

CASH DIVIDENDS PER SHARE:
 
 
 
 
 
 
Dividends declared
 
$
0.40

 
$
0.45

 
$
0.85


12


ELLINGTON RESIDENTIAL MORTGAGE REIT
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
 
 
As of
 
 
June 30,
2016
 
March 31, 2016
 
December 31, 2015(1)
(In thousands except share amounts)
 
 
 
 
 
 
ASSETS
 
 
 
 
 
 
Cash and cash equivalents
 
$
36,200

 
$
41,242

 
$
40,166

Mortgage-backed securities, at fair value
 
1,229,015

 
1,173,593

 
1,242,266

Due from brokers
 
34,380

 
30,206

 
33,297

Financial derivatives–assets, at fair value
 
1,920

 
1,635

 
2,183

Reverse repurchase agreements
 
68,862

 
69,575

 
78,632

Receivable for securities sold
 
98,328

 
64,243

 
155,526

Interest receivable
 
4,427

 
4,092

 
4,325

Other assets
 
454

 
523

 
289

Total Assets
 
$
1,473,586

 
$
1,385,109

 
$
1,556,684

LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
LIABILITIES
 
 
 
 
 
 
Repurchase agreements
 
$
1,205,987

 
$
1,133,841

 
$
1,222,719

Payable for securities purchased
 
33,457

 
16,433

 
98,949

Due to brokers
 
5,877

 
127

 
439

Financial derivatives–liabilities, at fair value
 
13,379

 
18,284

 
4,725

U.S. Treasury securities sold short, at fair value
 
68,528

 
69,607

 
78,447

Dividend payable
 
3,647

 
4,103

 
4,111

Accrued expenses
 
615

 
447

 
533

Management fee payable
 
528

 
528

 
545

Interest payable
 
1,310

 
1,382

 
1,361

Total Liabilities
 
1,333,328

 
1,244,752

 
1,411,829

SHAREHOLDERS' EQUITY
 
 
 
 
 
 
Preferred shares, par value $0.01 per share, 100,000,000 shares authorized; (0 shares issued and outstanding, respectively)
 

 

 

Common shares, par value $0.01 per share, 500,000,000 shares authorized; (9,117,183, 9,117,183, and 9,135,103 shares issued and outstanding, respectively)
 
92

 
92

 
92

Additional paid-in-capital
 
180,911

 
180,871

 
181,027

Accumulated deficit
 
(40,745
)
 
(40,606
)
 
(36,264
)
Total Shareholders' Equity
 
140,258

 
140,357

 
144,855

Total Liabilities and Shareholders' Equity
 
$
1,473,586

 
$
1,385,109

 
$
1,556,684

PER SHARE INFORMATION
 
 
 
 
 
 
Common shares, par value $0.01 per share
 
$
15.38

 
$
15.39

 
$
15.86

(1)
Derived from audited financial statements as of December 31, 2015.

13