false0001518621 0001518621 2020-09-16 2020-09-16

 

 

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): September 16, 2020

 

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 September 16, 2020, Orchid Island Capital, Inc. (the “Company”) announced that the Board of Directors of the Company declared a dividend for the month of September 2020 of $0.065 per share to be paid on October 28, 2020 to holders of record on September 30, 2020, with an ex-dividend date of September 29, 2020. In addition, the Company announced certain details of its RMBS portfolio as of August 31, 2020 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 most recent Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and Quarterly Report on Form 10-Q for the three months ended March 31, 2020. 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

 

Press Release dated September 16, 2020

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: September 16, 2020

ORCHID ISLAND CAPITAL, INC.

 

 

 

 

 

By:

/s/ Robert E. Cauley

 

 

 

Robert E. Cauley

 

 

Chairman and Chief Executive Officer

 

 

 

 

 

 

 

 

ORCHID ISLAND CAPITAL ANNOUNCES

SEPTEMBER 2020 MONTHLY DIVIDEND AND

AUGUST 31, 2020 RMBS PORTFOLIO CHARACTERISTICS

 

·        September 2020 Monthly Dividend of $0.065 Per Share of Common Stock

·        RMBS Portfolio Characteristics as of August 31, 2020

·        Next Dividend Announcement Expected October 14, 2020

 

Vero Beach, Fla., September 16, 2020 - 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 September 2020. The dividend of $0.065 per share will be paid October 28, 2020, to holders of record of the Company’s common stock on September 30, 2020, with an ex-dividend date of September 29, 2020.  The Company plans on announcing its next common stock dividend after the Board’s meeting on October 14, 2020.

 

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 September 16, 2020, the Company had 68,906,465 shares of common stock outstanding. As of August 31, 2020, the Company had 68,214,819 shares of common stock outstanding. As of June 30, 2020, the Company had 66,220,664 shares of common stock outstanding.

 

RMBS Portfolio Characteristics

 

Details of the RMBS portfolio as of August 31, 2020 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, 2019 and Quarterly Report on Form 10-Q for the three months ended March 31, 2020.

 


 

 

RMBS Valuation Characteristics

($ in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized

Realized

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aug 2020

Jun - Aug

 

Modeled

 

Modeled

 

 

 

 

 

 

 

 

Net

 

 

Weighted

CPR

2020 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 Sep)

in Sep)

 

(-50 BPS)(1)

 

(+50 BPS)(1)

Pass Through RMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Post Reset ARM

$

932

$

964

0.02%

$

103.43

4.30%

4.09%

 193  

 168  

0.00%

0.00%

$

4

$

(3)

Fixed Rate CMO

 

145,144

 

155,431

4.02%

 

107.09

4.00%

4.40%

 38  

 317  

20.53%

19.18%

 

324

 

(302)

15yr 4.0

 

1,228

 

1,319

0.03%

 

107.39

4.00%

4.49%

 28  

 138  

3.58%

2.59%

 

17

 

(17)

15yr Total

 

1,228

 

1,319

0.03%

 

107.39

4.00%

4.49%

 28  

 138  

3.58%

2.59%

 

17

 

(17)

20yr 2.5

 

149,402

 

157,549

4.08%

 

105.45

2.50%

3.34%

 2  

 238  

3.45%

n/a

 

(211)

 

30

20yr Total

 

149,402

 

157,549

4.08%

 

105.45

2.50%

3.34%

 2  

 238  

3.45%

n/a

 

(211)

 

30

30yr 2.5

 

250,000

 

264,317

6.84%

 

105.73

2.50%

3.36%

 1  

 359  

0.00%

n/a

 

2,350

 

(3,756)

30yr 3.0

 

181,932

 

194,067

5.02%

 

106.67

3.00%

3.84%

 9  

 349  

14.21%

10.17%

 

927

 

(1,304)

30yr 3.5

 

1,408,624

 

1,551,560

40.13%

 

110.15

3.50%

3.99%

 10  

 346  

11.48%

10.03%

 

15,968

 

(21,146)

30yr 4.0

 

469,162

 

524,607

13.57%

 

111.82

4.00%

4.52%

 18  

 337  

13.89%

13.82%

 

6,940

 

(8,134)

30yr 4.5

 

296,626

 

335,290

8.67%

 

113.03

4.50%

5.01%

 17  

 341  

20.30%

19.60%

 

3,054

 

(3,399)

30yr 5.0

 

152,723

 

173,899

4.50%

 

113.87

5.00%

5.56%

 26  

 329  

19.98%

20.88%

 

1,916

 

(2,012)

30yr Total

 

2,759,067

 

3,043,740

78.73%

 

110.32

3.65%

4.21%

 12  

 345  

12.39%

12.97%

 

31,155

 

(39,751)

Total Pass Through RMBS

 

3,055,773

 

3,359,003

86.88%

 

109.92

3.61%

4.18%

 13  

 338  

12.33%

13.35%

 

31,289

 

(40,043)

Structured RMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-Only Securities

 

314,354

 

31,349

0.81%

 

9.97

4.00%

4.59%

 75  

 272  

39.64%

39.27%

 

(1,212)

 

2,400

Total Structured RMBS

 

314,354

 

31,349

0.81%

 

9.97

4.00%

4.59%

 75  

 272  

39.64%

39.27%

 

(1,212)

 

2,400

Long TBA Positions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FNCI 2.0 TBA

 

175,000

 

181,918

4.71%

 

103.95

2.00%

 

 

 

 

 

 

1,856

 

(2,301)

FNCL 2.5 TBA

 

279,000

 

293,865

7.60%

 

105.33

2.50%

 

 

 

 

 

 

2,912

 

(4,196)

Total Long TBA

 

454,000

 

475,783

12.31%

 

104.80

2.31%

 

 

 

 

 

 

4,768

 

(6,497)

Total Mortgage Assets

$

3,824,127

$

3,866,135

100.00%

 

 

3.49%

4.22%

 18  

 332  

14.88%

16.48%

$

34,845

$

(44,140)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

Interest

 

 

Average

 

Hedge

 

 

 

 

 

 

 

 

 

 

Rate

 

Rate

 

 

Notional

 

Period

 

 

 

 

 

 

 

 

 

 

Sensitivity

 

Sensitivity

Hedge

 

Balance

 

End

 

 

 

 

 

 

 

 

 

 

(-50 BPS)(1)

 

(+50 BPS)(1)

Eurodollar Futures

$

(50,000)

 

Dec-2021

 

 

 

 

 

 

 

 

 

 

(375)

 

375

Swaps

 

(820,000)

 

Apr-2025

 

 

 

 

 

 

 

 

 

 

(10,824)

 

19,590

5-Year Treasury Futures

 

(69,000)

 

Dec-2020(2)

 

 

 

 

 

 

 

 

 

 

(2,263)

 

2,188

Swaptions

 

(667,300)

 

May-2021

 

 

 

 

 

 

 

 

 

 

(3,278)

 

4,680

Hedge Total

$

(1,606,300)

 

 

 

 

 

 

 

 

 

 

 

$

(16,740)

$

26,833

Rate Shock Grand Total

 

 

 

 

 

 

 

 

 

 

 

 

 

$

18,105

$

(17,307)

 


 

 

(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 $126.03 at August 31, 2020.  The market value of the short position was $87.0 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(1)

Portfolio

 

Asset Category

 

Value(1)

Portfolio

As of August 31, 2020

 

 

 

 

As of August 31, 2020

 

 

 

Fannie Mae

$

1,984,995

58.5%

 

Non-Whole Pool Assets

$

698,379

20.6%

Freddie Mac

 

1,405,357

41.5%

 

Whole Pool Assets

 

2,691,973

79.4%

Total Mortgage Assets

$

3,390,352

100.0%

 

Total Mortgage Assets

$

3,390,352

100.0%

 

(1)    Amounts in the tables above exclude long TBA positions with a market value of approximately $475.8 million.

 

 


 

 

Borrowings By Counterparty

 

 

 

 

 

 

 

 

($ in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

Weighted

 

 

 

 

 

% of

 

Average

Average

 

 

 

Total

 

Total

 

Repo

Maturity

Longest

As of August 31, 2020

 

Borrowings

 

Debt

 

Rate

in Days

Maturity

Mirae Asset Securities (USA) Inc.

$

373,441

 

11.6%

 

0.25%

109

2/11/2021

Wells Fargo Bank, N.A.

 

313,490

 

9.7%

 

0.23%

11

9/18/2020

Mitsubishi UFJ Securities (USA), Inc

 

292,156

 

9.0%

 

0.24%

20

9/28/2020

Merrill Lynch, Pierce, Fenner & Smith

 

284,184

 

8.8%

 

0.25%

14

9/30/2020

J.P. Morgan Securities LLC

 

266,174

 

8.2%

 

0.28%

13

10/1/2020

Cantor Fitzgerald & Co

 

231,199

 

7.1%

 

0.25%

11

9/15/2020

RBC Capital Markets, LLC

 

214,643

 

6.6%

 

0.23%

40

11/24/2020

ASL Capital Markets Inc.

 

205,964

 

6.4%

 

0.23%

46

10/28/2020

Citigroup Global Markets Inc

 

205,375

 

6.3%

 

0.25%

15

9/21/2020

ABN AMRO Bank N.V.

 

199,067

 

6.2%

 

0.24%

27

10/23/2020

ING Financial Markets LLC

 

140,669

 

4.3%

 

0.26%

38

10/19/2020

Daiwa Securities America Inc.

 

127,730

 

3.9%

 

0.24%

35

11/10/2020

ED&F Man Capital Markets Inc

 

112,371

 

3.5%

 

0.21%

58

11/30/2020

South Street Securities, LLC

 

77,304

 

2.4%

 

0.28%

185

5/13/2021

Bank of Montreal

 

73,195

 

2.3%

 

0.25%

14

9/14/2020

Lucid Cash Fund USG LLC

 

57,076

 

1.8%

 

0.27%

10

9/10/2020

J.V.B. Financial Group, LLC

 

26,270

 

0.8%

 

0.30%

45

10/15/2020

Barclays Capital Inc

 

25,142

 

0.8%

 

0.29%

71

11/10/2020

Austin Atlantic Asset Management Co.

 

10,072

 

0.3%

 

0.30%

2

9/2/2020

Total Borrowings

$

3,235,522

 

100.0%

 

0.25%

38

5/13/2021

 

Contact:

 

Orchid Island Capital, Inc.

Robert E. Cauley

3305 Flamingo Drive, Vero Beach, Florida 32963

Telephone: (772) 231-1400