orc8k20221109
false 0001518621 0001518621 2022-11-09 2022-11-09
 
 
 
 
 
 
 
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):
November 9, 2022
Orchid Island Capital, Inc.
(Exact Name of Registrant as Specified in Charter)
Maryland
001-35236
27-3269228
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
3305 Flamingo Drive
,
Vero Beach
,
Florida
32963
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number,
 
including area code
(
772
)
231-1400
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended
 
to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
 
Written communications pursuant
 
to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a
 
-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b)
 
under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
 
Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
Trading symbol:
 
Name of each exchange
 
on which registered:
Common Stock, par value $0.01 per share
ORC
NYSE
Indicate by check mark whether the registrant is an emerging growth
 
company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
 
Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company
 
If an emerging growth company,
 
indicate by check mark if the registrant has elected not to use the extended transition
 
period
for complying with any new or revised financial accounting standards provided
 
pursuant to Section 13(a) of the Exchange
Act.
 
 
 
 
Item 8.01.
 
Other Events.
On November 9, 2022, Orchid Island Capital, Inc. (the “Company”) announced
 
that the Board of Directors of the Company
declared a dividend for the month of November 2022 of $0.16 per
 
share of the Company’s common stock, to be
 
paid on
December 28, 2022 to holders of record on November 30, 2022,
 
with an ex-dividend date of November 29, 2022. In addition,
the Company announced certain details of its RMBS portfolio as of October 31, 2022
 
as well as certain other information
regarding the Company.
 
A copy of the Company’s press release announcing
 
the dividend and the other information regarding
the Company is attached hereto as Exhibit 99.1 and incorporated herein by
 
this reference.
 
Caution About Forward-Looking Statements.
 
This Current Report on Form 8-K contains forward-looking statements within
 
the meaning of the Private Securities Litigation
Reform Act of 1995 and other federal securities laws, including, but not limited
 
to, statements about the Company’s
distributions.
 
These forward-looking statements are based upon the Company’s
 
present expectations, but the Company
cannot assure investors that actual results will not vary from the expectations
 
contained in the forward-looking statements.
Investors should not place undue reliance upon forward looking statements. For
 
further discussion of the factors that could
affect outcomes, please refer to the “Risk Factors” section of
 
the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 2021. All forward-looking statements speak
 
only as of the date on which they are made. New risks and
uncertainties arise over time, and it is not possible to predict those events or how they
 
may affect the Company.
 
Except as
required by law, the Company is not
 
obligated to, and does not intend to, update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
Item 9.01. Financial Statements and Exhibits.
(d)
 
Exhibits
Exhibit No.
Description
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL
document)
 
 
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.
Date: November 10, 2022
 
ORCHID ISLAND CAPITAL,
 
INC.
By:
/s/ Robert E. Cauley
Robert E. Cauley
Chairman and Chief Executive Officer
orc8k20221109x991
ORCHID ISLAND CAPITAL ANNOUNCES
NOVEMBER 2022 MONTHLY DIVIDEND AND OCTOBER 31, 2022 RMBS
PORTFOLIO CHARACTERISTICS
November 2022 Monthly Dividend of $0.16 Per Share of Common
 
Stock
RMBS Portfolio Characteristics as of October 31, 2022
Next Dividend Announcement Expected December 13, 2022
Vero
 
Beach, Fla., November 9, 2022 - Orchid Island Capital, Inc. (the “Company”)
 
(NYSE: ORC) announced today
 
that the Board of Directors of the Company declared a monthly cash dividend
 
for the month of November 2022. The dividend
of $0.16
 
per share
 
will be
 
paid December
 
28, 2022
 
to holders
 
of record
 
of the
 
Company’s
 
common stock
 
on November
 
30,
2022, with an ex-dividend date of November 29, 2022. The Company plans on announcing its next common stock
 
dividend on
December 13, 2022.
The Company intends to make
 
regular monthly cash distributions
 
to its holders of common stock.
 
In order to qualify as a
 
real
estate investment trust (“REIT”), the Company must distribute annually
 
to its stockholders an amount at least equal to 90% of
its REIT
 
taxable income,
 
determined without
 
regard to
 
the deduction
 
for dividends
 
paid and
 
excluding any
 
net capital
 
gain.
The Company
 
will be subject
 
to income
 
tax on taxable
 
income that is
 
not distributed
 
and to an
 
excise tax to
 
the extent that
 
a
certain percentage
 
of its
 
taxable income
 
is not
 
distributed by
 
specified dates.
 
The Company
 
has not
 
established a
 
minimum
distribution payment level and is not assured of its ability to make distributions
 
to stockholders in the future.
As of
 
November
 
9, 2022
 
and October
 
31, 2022,
 
the
 
Company had
 
33,422,207
 
shares of
 
common
 
stock outstanding.
 
As of
September 30, 2022, the Company had 35,066,251 shares of common stock outstanding
 
.
 
RMBS Portfolio Characteristics
Details of the RMBS
 
portfolio as of October
 
31, 2022 are presented
 
below. These figures are preliminary and
 
subject to change.
The information contained herein is an intra-quarter update created by the
 
Company based upon information that the Company
believes is accurate:
 
RMBS Valuation
 
Characteristics
RMBS Assets by Agency
Investment Company Act of 1940 (Whole Pool) Test
 
Results
Repurchase Agreement Exposure by Counterparty
RMBS Risk Measures
About Orchid Island Capital, Inc.
Orchid Island Capital, Inc. is a specialty finance company that invests on a leveraged
 
basis in Agency RMBS. Our investment
strategy focuses on, and
 
our portfolio consists of,
 
two categories of Agency
 
RMBS: (i) traditional pass-through
 
Agency RMBS,
such
 
as
 
mortgage
 
pass-through
 
certificates
 
and
 
collateralized
 
mortgage
 
obligations
 
issued
 
by
 
Fannie
 
Mae,
 
Freddie
 
Mac
 
or
Ginnie Mae, and (ii)
 
structured Agency RMBS. The
 
Company is managed by
 
Bimini Advisors, LLC, a
 
registered investment
adviser with the Securities and Exchange Commission.
 
Forward-Looking Statements
This press release contains
 
forward-looking statements within
 
the meaning of
 
the Private Securities Litigation
 
Reform Act of
1995 and other
 
federal securities laws. These
 
forward-looking statements
 
include, but are not
 
limited to, statements about
 
the
Company’s distributions
 
.
 
These forward-looking statements are based upon Orchid Island Capital, Inc.’s present expectations,
but these statements
 
are not guaranteed
 
to occur.
 
Investors should not place
 
undue reliance upon forward-looking
 
statements.
For further
 
discussion of
 
the factors
 
that could
 
affect outcomes,
 
please refer
 
to the
 
“Risk Factors”
 
section of
 
the Company’s
Annual Report on Form 10-K for the fiscal year ended December 31,
 
2021.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RMBS Valuation Characteristics
($ in thousands)
Realized
Realized
Oct 2022
Aug - Oct
Modeled
Modeled
Net
Weighted
CPR
2022 CPR
Interest
Interest
%
Weighted
Average
(1-Month)
(3-Month)
Rate
Rate
Current
Fair
of
Current
Average
Maturity
(Reported
(Reported
Sensitivity
Sensitivity
Type
Face
Value
Portfolio
Price
Coupon
GWAC
Age
(Months)
in Nov)
in Nov)
(-50 BPS)
(1)
(+50 BPS)
(1)
Pass Through RMBS
15yr 4.0
$
405
$
390
0.01%
$
96.25
4.00%
4.54%
 
54
 
 
125
 
0.8%
0.7%
$
7
$
(7)
15yr Total
405
390
0.01%
96.25
4.00%
4.54%
 
54
 
 
125
 
0.8%
0.7%
7
(7)
30yr 3.0
2,584,539
2,213,102
71.79%
85.63
3.00%
3.44%
 
18
 
 
338
 
4.9%
5.4%
70,275
(72,234)
30yr 3.5
217,939
194,697
6.32%
89.34
3.50%
4.03%
 
32
 
 
319
 
5.4%
7.4%
5,347
(5,469)
30yr 4.0
275,109
251,726
8.17%
91.50
4.00%
4.72%
 
16
 
 
342
 
7.1%
7.4%
6,265
(6,710)
30yr 4.5
370,457
348,462
11.30%
94.06
4.50%
5.45%
 
4
 
 
356
 
1.2%
n/a
7,203
(7,963)
30yr 5.0
54,638
52,785
1.71%
96.61
5.00%
5.92%
 
4
 
 
356
 
0.1%
4.9%
934
(1,065)
30yr Total
3,502,682
3,060,772
99.29%
87.38
3.30%
3.83%
 
17
 
 
340
 
4.7%
5.7%
90,024
(93,441)
Total Pass Through
 
RMBS
3,503,087
3,061,162
99.30%
87.38
3.30%
3.83%
 
17
 
 
340
 
4.7%
5.7%
90,031
(93,448)
Structured RMBS
IO 20yr 4.0
11,124
1,293
0.04%
11.62
4.00%
4.57%
 
130
 
 
103
 
7.9%
10.9%
6
(7)
IO 30yr 3.0
3,242
403
0.01%
12.42
3.00%
3.64%
 
93
 
 
257
 
0.8%
17.3%
(1)
-
IO 30yr 4.0
93,045
18,112
0.59%
19.47
4.00%
4.60%
 
98
 
 
253
 
5.8%
8.7%
(422)
307
IO 30yr 4.5
4,004
767
0.02%
19.15
4.50%
4.99%
 
148
 
 
199
 
6.6%
9.7%
(8)
4
IO 30yr 5.0
2,232
461
0.01%
20.64
5.00%
5.36%
 
148
 
 
200
 
4.8%
2.9%
(8)
6
IO Total
113,647
21,036
0.68%
18.51
4.01%
4.60%
 
104
 
 
235
 
5.9%
9.1%
(433)
310
IIO 30yr 4.0
32,399
454
0.01%
1.40
1.01%
4.40%
 
61
 
 
288
 
1.9%
9.2%
118
(99)
Total Structured
 
RMBS
146,046
21,490
0.70%
14.71
3.34%
4.55%
 
95
 
 
247
 
5.0%
9.1%
(315)
211
Total Mortgage Assets
$
3,649,133
$
3,082,652
100.00%
3.30%
3.86%
 
20
 
 
336
 
4.7%
5.8%
$
89,716
$
(93,237)
Interest
Interest
Average
Hedge
Rate
Rate
Notional
Period
Sensitivity
Sensitivity
Hedge
Balance
End
(-50 BPS)
(1)
(+50 BPS)
(1)
5-Year Treasury
 
Future
(2)
$
(750,500)
Dec-2022
$
(17,228)
$
16,777
10-Year Treasury
 
Ultra
(3)
(174,500)
Dec-2022
(10,037)
8,880
Swaps
(1,400,000)
Jul-2028
(32,381)
31,321
TBA
(675,000)
Nov-2022
(18,570)
19,335
Swaptions
(613,000)
Jan-2024
(10,424)
10,520
Hedge Total
$
(3,613,000)
$
(88,640)
$
86,833
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Rate Shock Grand Total
$
1,076
$
(6,404)
(1)
Modeled results from
 
Citigroup Global Markets
 
Inc. Yield
 
Book. Interest rate
 
shocks assume instantaneous
 
parallel shifts and
 
horizon prices are
 
calculated assuming
constant LIBOR option-adjusted spreads. These results are for illustrative purposes
 
only and actual results may differ materially.
(2)
Five-year Treasury futures contracts were valued
 
at prices of $106.59 at October 31, 2022.
 
The market value of the short position was $800.0 million.
(3)
Ten-year Treasury
 
Ultra futures contracts were valued at prices of $115.98
 
at October 31, 2022.
 
The market value of the short position was $202.4 million.
RMBS Assets by Agency
Investment Company Act of 1940 Whole Pool Test
($ in thousands)
($ in thousands)
Percentage
Percentage
Fair
of
Fair
of
Asset Category
Value
Portfolio
Asset Category
Value
Portfolio
As of October 31, 2022
As of October 31, 2022
Fannie Mae
$
2,168,149
70.3%
Non-Whole Pool Assets
$
108,419
3.5%
Freddie Mac
914,502
29.7%
Whole Pool Assets
2,974,232
96.5%
Total Mortgage Assets
$
3,082,651
100.0%
Total Mortgage Assets
$
3,082,651
100.0%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Borrowings By Counterparty
($ in thousands)
Weighted
Weighted
% of
Average
Average
Total
Total
Repo
Maturity
Longest
As of October 31, 2022
Borrowings
Debt
Rate
in Days
Maturity
Daiwa Capital Markets America Inc.
$
299,275
10.1%
3.28%
8
11/14/2022
Mirae Asset Securities (USA) Inc.
282,056
9.5%
3.26%
31
1/30/2023
Merrill Lynch, Pierce, Fenner & Smith
276,667
9.3%
3.33%
8
11/28/2022
Cantor Fitzgerald & Co
234,245
7.9%
3.04%
5
11/16/2022
J.P.
 
Morgan Securities LLC
211,828
7.1%
3.45%
11
11/23/2022
ABN AMRO Bank N.V.
194,818
6.5%
2.89%
13
11/15/2022
ED&F Man Capital Markets Inc
190,418
6.4%
3.33%
20
12/19/2022
Mitsubishi UFJ Securities (USA), Inc
179,723
6.0%
3.39%
19
11/30/2022
RBC Capital Markets, LLC
163,728
5.5%
3.27%
7
11/14/2022
ING Financial Markets LLC
149,958
5.0%
3.14%
3
11/3/2022
Goldman, Sachs & Co.
126,280
4.2%
3.33%
17
11/23/2022
Santander Bank, N.A.
113,142
3.8%
3.69%
24
11/28/2022
Citigroup Global Markets Inc
102,839
3.4%
3.43%
14
11/23/2022
Wells Fargo Bank, N.A.
100,591
3.4%
2.96%
11
11/14/2022
Nomura Securities International, Inc.
90,100
3.0%
3.14%
14
11/14/2022
BMO Capital Markets Corp.
74,900
2.5%
3.71%
23
11/23/2022
StoneX Financial Inc.
72,310
2.4%
3.14%
4
11/4/2022
ASL Capital Markets Inc.
62,041
2.1%
3.55%
21
11/21/2022
South Street Securities, LLC
35,829
1.2%
3.56%
18
11/18/2022
Lucid Cash Fund USG, LLC
21,069
0.7%
3.34%
10
11/10/2022
Total Borrowings
$
2,981,817
100.0%
3.28%
14
1/30/2023
Contact:
Orchid Island Capital, Inc.
Robert E. Cauley
3305 Flamingo Drive, Vero
 
Beach, Florida 32963
Telephone: (772)
 
231-1400