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): October 17, 2019
Orchid Island Capital, Inc.
(Exact Name of Registrant as Specified in Charter)
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Maryland
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001-35236
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27-3269228
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class:
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Trading symbol:
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Name of each exchange on which registered:
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Common Stock, par value $0.01 per share
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ORC
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NYSE
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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. ☐
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ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 17, 2019, Orchid Island Capital, Inc. (the “Company”) announced its preliminary book value of $6.22 per share as of September 30,
2019, certain details of its RMBS portfolio as of September 30, 2019, and preliminary net loss of $0.14 per share and preliminary realized and unrealized losses of $0.32 per share for the quarter ended September 30, 2019. These figures and the
estimated net book value per share are preliminary, subject to change, and subject to review by the Company's independent registered public accounting firm. 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.
ITEM 8.01. OTHER EVENTS.
On October 17, 2019, the Company announced that the Board of Directors of the Company declared a dividend for the month of October 2019 of
$0.08 per share to be paid on November 29, 2019 to holders of record on October 31, 2019, with an ex-dividend date of October 30, 2019. In addition, the Company announced certain details of its RMBS portfolio as of September 30, 2019 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 Form 10-K for the year ended December 31, 2018. 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
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Exhibit No.
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Description
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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.
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Date: October 17, 2019
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ORCHID ISLAND CAPITAL, INC.
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By:
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/s/ Robert E. Cauley
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Robert E. Cauley
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Chairman and Chief Executive Officer
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EXHIBIT 99.1
ORCHID ISLAND CAPITAL ANNOUNCES
OCTOBER 2019 MONTHLY DIVIDEND AND
SEPTEMBER 30, 2019 RMBS PORTFOLIO CHARACTERISTICS
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·
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October 2019 Monthly Dividend of $0.08 Per Share
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·
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Estimated Book Value Per Share as of September 30, 2019 of $6.22
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·
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Estimated GAAP net loss of $0.14 per share for the quarter ended September 30, 2019, including an estimated $0.32 per share of net
realized and unrealized losses on RMBS and derivative instruments
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·
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Estimated (2.6)% total return on equity for the quarter
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·
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Estimated 1.5% total return for the nine months ended September 30, 2019, or 1.9% annualized
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·
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Estimated book value, net loss and total return on equity amounts are preliminary, subject to change, and subject to review by
the Company’s independent registered public accounting firm
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·
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RMBS Portfolio Characteristics as of September 30, 2019
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·
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Next Dividend Announcement Expected November 13, 2019
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Vero Beach, Fla., October 17, 2019 - Orchid Island Capital, Inc. (the “Company”) (NYSE:ORC) announced today that the Board of Directors
(the “Board”) declared a monthly cash dividend for the month of October 2019. The dividend of $0.08 per share will be paid November 29, 2019 to holders of record on October 31, 2019, with an ex-dividend date of October 30, 2019. The Company plans
on announcing its next dividend after the Board’s meeting on November 13, 2019.
The Company intends to make regular monthly cash distributions to its stockholders. 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 October 17, 2019, the Company had 63,058,449 shares outstanding. At June 30, 2019, the Company had 54,282,997 shares outstanding.
Estimated September 30, 2019 Book Value Per Share
The Company’s estimated book value per share as of September 30, 2019 was $6.22. The Company computes book value per share by dividing
total stockholders' equity by the total number of outstanding shares of common stock. At September 30, 2019, the Company's preliminary estimated total stockholders' equity was approximately $392.0 million with 63,058,449 shares of common stock
outstanding. These figures and the resulting estimated book value per share are preliminary, subject to change, and subject to review by the Company’s independent registered public accounting firm.
Estimated Net Income Per Share and Realized and Unrealized Gains and Losses on RMBS and Derivative Instruments
The Company estimates it generated net loss per share of $0.14, which includes $0.32 per share of net realized and unrealized losses on
RMBS and derivative instruments for the quarter ended September 30, 2019. These amounts compare to total dividends declared during the quarter of $0.24 per share. Net income per common share calculated under generally accepted accounting
principles can, and does, differ from our REIT taxable income. The Company views REIT taxable income as a better indication of income to be paid in the form of a dividend rather than net income. Many components of REIT taxable income can only be
estimated at this time and our monthly dividends declared are based on both estimates of REIT taxable income to be earned over the course of the current quarter and calendar year and a longer-term estimate of the REIT taxable income of the
Company. These figures are preliminary, subject to change, and subject to review by the Company’s independent registered public accounting firm.
Estimated Total Return on Equity
The Company’s estimated total return on equity for the quarter ended September 30, 2019 was (2.6)%. The Company calculates total return on
equity as the sum of dividends declared and paid during the quarter plus changes in book value during the quarter, divided by the Company’s stockholders’ equity at the beginning of the quarter. The total return was $(0.17) per share, comprised
of dividends per share of $0.24 and a decrease in book value per share of $0.41 from June 30, 2019.
RMBS Portfolio Characteristics
Details of the RMBS portfolio as of September 30, 2019 are presented below. These figures are preliminary and subject to change and, with
respect to figures that will appear in the Company’s financial statements and associated footnotes as of and for the quarter ended September 30, 2019, are subject to review by the Company’s independent registered public accounting firm.
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·
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RMBS Valuation Characteristics
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RMBS Assets by Agency
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·
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Investment Company Act of 1940 Whole Pool Test Results
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·
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Repurchase Agreement Exposure by Counterparty
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·
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RMBS Risk Measures
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About Orchid Island Capital, Inc.
Orchid Island Capital, Inc. is a specialty finance company that invests in Agency RMBS that are either traditional pass-through Agency RMBS
or structured Agency RMBS. Orchid Island Capital, Inc. has elected to be taxed as a REIT for federal income tax purposes.
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 Form
10-K for the year ended December 31, 2018.
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RMBS Valuation Characteristics
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||||||||||||||||||||||||||||||||||||||||||||||||
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($ in thousands)
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||||||||||||||||||||||||||||||||||||||||||||||||
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Realized
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Realized
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|||||||||||||||||||||||||||||||||||||||||||||||
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Sep 2019
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Jul - Sep
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Modeled
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Modeled
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|||||||||||||||||||||||||||||||||||||||||||||
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Net
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Weighted
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CPR
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2019 CPR
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Interest
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Interest
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|||||||||||||||||||||||||||||||||||||||||||
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%
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Weighted
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Average
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(1-Month)
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(3-Month)
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Rate
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Rate
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||||||||||||||||||||||||||||||||||||||||||
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Current
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Fair
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of
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Current
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Average
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Maturity
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(Reported
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(Reported
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Sensitivity
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Sensitivity
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|||||||||||||||||||||||||||||||||||||||
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Type
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Face
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Value
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Portfolio
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Price
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Coupon
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GWAC
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Age
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(Months)
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in Oct)
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in Oct)
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(-50 BPS)(1)
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(+50 BPS)(1)
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Pass Through RMBS
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Post Reset ARM
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$
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1,115
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$
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1,183
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0.03
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%
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$
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106.11
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4.52
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%
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4.91
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%
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181
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180
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-
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-
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$
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6
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$
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(6
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)
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|||||||||||||||||||||||||||
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Fixed Rate CMO
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584,756
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604,861
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15.83
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%
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103.44
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4.25
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%
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4.59
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%
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21
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336
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32.28
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%
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26.33
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%
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4
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(483
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)
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15yr 4.0
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375,996
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403,040
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10.55
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%
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107.19
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4.00
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%
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4.53
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%
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16
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160
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12.06
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%
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12.19
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%
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6,103
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(6,563
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)
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15yr Total
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375,996
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403,040
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10.55
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%
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107.19
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4.00
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%
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4.53
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%
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16
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160
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12.06
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%
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12.19
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%
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6,103
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(6,563
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)
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20yr 4.0
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83,006
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89,633
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2.35
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%
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107.98
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4.00
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%
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4.48
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%
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26
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210
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13.17
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%
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10.73
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%
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1,706
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(1,819
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)
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20yr Total
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83,006
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89,633
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2.35
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%
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107.98
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4.00
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%
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4.48
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%
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26
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210
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13.17
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%
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10.73
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%
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1,706
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(1,819
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)
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30yr 3.0
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161,459
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164,977
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4.32
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%
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102.18
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3.00
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%
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3.95
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%
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3
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356
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3.93
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%
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-
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2,733
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(3,755
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)
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|||||||||||||||||||||||||||||||
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30yr 3.5
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335,389
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348,499
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9.12
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%
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103.91
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3.50
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%
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4.33
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%
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7
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352
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6.80
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%
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5.22
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%
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3,763
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(5,649
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)
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||||||||||||||||||||||||||||||
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30yr 4.0
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786,933
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834,505
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21.84
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%
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106.05
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4.00
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%
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4.64
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%
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17
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341
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18.55
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%
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11.79
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%
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9,113
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(12,655
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)
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30yr 4.5
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425,777
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461,255
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12.07
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%
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108.33
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4.50
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%
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5.05
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%
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9
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350
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11.10
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%
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20.31
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%
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3,862
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(5,580
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)
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||||||||||||||||||||||||||||||
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30yr 5.0
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734,375
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808,738
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21.17
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%
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110.13
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5.00
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%
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5.52
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%
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16
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342
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16.08
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%
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16.65
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%
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7,023
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(9,300
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)
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||||||||||||||||||||||||||||||
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30yr Total
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2,443,933
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2,617,974
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68.52
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%
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107.12
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4.25
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%
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4.89
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%
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13
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345
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13.93
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%
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13.08
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%
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26,494
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(36,939
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)
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||||||||||||||||||||||||||||||
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Total Pass Through RMBS
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3,488,806
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3,716,691
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97.27
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%
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106.53
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4.22
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%
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4.79
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%
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15
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320
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16.78
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%
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15.51
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%
|
34,313
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(45,810
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)
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||||||||||||||||||||||||||||||
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Structured RMBS
|
||||||||||||||||||||||||||||||||||||||||||||||||
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Interest-Only Securities
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718,260
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79,034
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2.07
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%
|
11.00
|
3.76
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%
|
4.35
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%
|
69
|
248
|
21.38
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%
|
20.24
|
%
|
(9,325
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)
|
10,681
|
||||||||||||||||||||||||||||||
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Inverse Interest-Only Securities
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197,834
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25,193
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0.66
|
%
|
12.73
|
3.08
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%
|
4.86
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%
|
63
|
288
|
13.14
|
%
|
16.10
|
%
|
1,103
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(1,813
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)
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||||||||||||||||||||||||||||||
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Total Structured RMBS
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916,094
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104,227
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2.73
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%
|
11.38
|
3.61
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%
|
4.46
|
%
|
67
|
257
|
19.60
|
%
|
19.35
|
%
|
(8,222
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)
|
8,868
|
||||||||||||||||||||||||||||||
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Total Mortgage Assets
|
$
|
4,404,900
|
$
|
3,820,918
|
100.00
|
%
|
4.09
|
%
|
4.72
|
%
|
26
|
307
|
17.37
|
%
|
16.42
|
%
|
$
|
26,091
|
$
|
(36,942
|
)
|
|||||||||||||||||||||||||||
|
Interest
|
Interest
|
||||||||||||||||
|
Average
|
Hedge
|
Rate
|
Rate
|
||||||||||||||
|
Notional
|
Period
|
Sensitivity
|
Sensitivity
|
||||||||||||||
|
Hedge
|
Balance
|
End
|
(-50 BPS)(1)
|
(+50 BPS)(1)
|
|||||||||||||
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Eurodollar Futures
|
$
|
(500,000)
|
Jun-2020
|
$
|
(3,125)
|
$
|
3,125
|
||||||||||
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Fed Funds Futures
|
(400,000)
|
Dec-2019
|
(1,167)
|
1,167
|
|||||||||||||
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Swaps
|
(2,120,000)
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May-2022
|
(29,579)
|
29,579
|
|||||||||||||
|
5-Year Treasury Future
|
(140,000)
|
Dec-2019(2)
|
(4,438)
|
3,488
|
|||||||||||||
|
Hedge Total
|
$
|
(3,160,000)
|
$
|
(38,309)
|
$
|
37,359
|
|||||||||||
|
Rate Shock Grand Total
|
$
|
(12,218)
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$
|
417
|
|
(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.
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|
(2)
|
Five year treasury futures contracts were valued at prices of $119.1 at September 30, 2019. The notional contract value of the
short position was $166.7 million.
|
|
RMBS Assets by Agency
|
Investment Company Act of 1940 Whole Pool Test
|
||||||||||||||||
|
($ in thousands)
|
($ in thousands)
|
||||||||||||||||
|
Percentage
|
Percentage
|
||||||||||||||||
|
Fair
|
of
|
Fair
|
of
|
||||||||||||||
|
Asset Category
|
Value
|
Portfolio
|
Asset Category
|
Value
|
Portfolio
|
||||||||||||
|
As of September 30, 2019
|
As of September 30, 2019
|
||||||||||||||||
|
Fannie Mae
|
$
|
2,755,540
|
72.1
|
%
|
Non-Whole Pool Assets
|
$
|
882,455
|
23.1
|
%
|
||||||||
|
Freddie Mac
|
1,062,096
|
27.8
|
%
|
Whole Pool Assets
|
2,938,463
|
76.9
|
%
|
||||||||||
|
Ginnie Mae
|
2,482
|
0.1
|
%
|
Total Mortgage Assets
|
$
|
3,820,918
|
100.0
|
%
|
|||||||||
|
Total Mortgage Assets
|
$
|
3,820,918
|
100.0
|
%
|
|||||||||||||
|
Borrowings By Counterparty
|
||||||||
|
($ in thousands)
|
||||||||
|
Weighted
|
Weighted
|
|||||||
|
% of
|
Average
|
Average
|
||||||
|
Total
|
Total
|
Repo
|
Maturity
|
Longest
|
||||
|
As of September 30, 2019
|
Borrowings
|
Debt
|
Rate
|
in Days
|
Maturity
|
|||
|
J.P. Morgan Securities LLC
|
$
|
446,537
|
11.71%
|
2.41%
|
56
|
12/12/2019
|
||
|
RBC Capital Markets, LLC
|
423,714
|
11.11%
|
2.37%
|
34
|
12/12/2019
|
|||
|
Mirae Asset Securities (USA) Inc.
|
410,078
|
10.75%
|
2.45%
|
45
|
2/13/2020
|
|||
|
Wells Fargo Bank, N.A.
|
351,571
|
9.22%
|
2.31%
|
12
|
10/21/2019
|
|||
|
Citigroup Global Markets Inc
|
234,844
|
6.16%
|
2.29%
|
18
|
12/16/2019
|
|||
|
Mitsubishi UFJ Securities (USA), Inc
|
227,408
|
5.96%
|
2.46%
|
38
|
12/16/2019
|
|||
|
ASL Capital Markets Inc.
|
222,485
|
5.82%
|
2.37%
|
17
|
10/31/2019
|
|||
|
Cantor Fitzgerald & Co
|
211,276
|
5.54%
|
2.20%
|
36
|
11/18/2019
|
|||
|
ABN AMRO Bank N.V.
|
211,218
|
5.54%
|
2.35%
|
9
|
10/15/2019
|
|||
|
ED&F Man Capital Markets Inc
|
205,197
|
5.38%
|
2.28%
|
65
|
2/10/2020
|
|||
|
South Street Securities, LLC
|
175,095
|
4.59%
|
2.51%
|
135
|
4/9/2020
|
|||
|
ING Financial Markets LLC
|
162,442
|
4.26%
|
2.28%
|
20
|
10/30/2019
|
|||
|
ICBC Financial Services LLC
|
103,548
|
2.72%
|
2.32%
|
15
|
10/15/2019
|
|||
|
Guggenheim Securities, LLC
|
91,614
|
2.40%
|
2.30%
|
21
|
10/30/2019
|
|||
|
FHLB-Cincinnati
|
79,850
|
2.09%
|
2.55%
|
1
|
10/1/2019
|
|||
|
Nomura Securities International, Inc.
|
49,381
|
1.29%
|
2.28%
|
15
|
10/15/2019
|
|||
|
Daiwa Securities America Inc.
|
48,255
|
1.27%
|
2.28%
|
11
|
10/11/2019
|
|||
|
Lucid Cash Fund USG LLC
|
46,947
|
1.23%
|
2.31%
|
17
|
10/17/2019
|
|||
|
Bank of Montreal
|
40,897
|
1.07%
|
2.33%
|
17
|
10/28/2019
|
|||
|
J.V.B. Financial Group, LLC
|
28,515
|
0.75%
|
2.24%
|
39
|
12/17/2019
|
|||
|
Merrill Lynch, Pierce, Fenner & Smith
|
26,126
|
0.69%
|
2.40%
|
8
|
10/11/2019
|
|||
|
Lucid Prime Fund, LLC
|
13,421
|
0.35%
|
2.35%
|
17
|
10/17/2019
|
|||
|
Mizuho Securities USA, Inc
|
3,558
|
0.09%
|
2.58%
|
15
|
10/15/2019
|
|||
|
Total Borrowings
|
$
|
3,813,977
|
100.0%
|
2.36%
|
36
|
4/9/2020
|
Contact:
Orchid Island Capital, Inc.
Robert E. Cauley
3305 Flamingo Drive, Vero Beach, Florida 32963
Telephone: (772) 231-1400