Arbor Realty Trust · NYSE:ABR

Arbor Realty Trust — Merger or Acquisition (April 2016)

20 slides from Arbor Realty Trust's merger presentation, Apr 7, 2016

  1. Slide 1: Disclaimer

    Disclaimer 2 Information in this presentation may be deemed forward-looking that are subject to risks and uncertainties, including information about possible or assumed future results of our business, the manager’s agency business, financial condition, liquidity, results of operations, plans and obj

  2. Slide 2: Overview of the business platforms

    Overview of the business platforms 3 Arbor Realty Trust, Inc. Specialized real estate finance company that invests in a diversified portfolio of structured finance assets in the multifamily and commercial real estate markets including bridge and mezzanine loans Primary focus is multifamily, senior l

  3. Slide 3: Agenda

    Arbor Realty Trust (ABR) 4 Agenda Arbor Realty Trust (ABR) Announced acquisition – Agency platform Appendix Page 4 11 18

  4. Slide 4: ABR overview

    ABR overview 5 Focus predominately on multifamily senior lending which generates superior leveraged returns in the most secure part of the capital stack 88% of investment portfolio in bridge loans, with 75% of bridge loans to multifamily properties¹ Borrowers seeking short-term financing to be used

  5. Slide 5: Our approach to business

    Our approach to business 6 Provide customized financing We target borrowers who have demonstrated a history of enhancing the value of the properties they operate, but whose options may be limited by conventional bank financing and who may benefit from the sophisticated structured finance products we

  6. Slide 6: Significant 2015 achievements

    Significant 2015 achievements 7 Deleveraged legacy securitization vehicles Substantially reduced debt costs Redeployed proceeds into higher yielding investments Continued focus on new and improved non-recourse financing structures Closed two new CLOs in 2015 with improved terms Currently ~ $800 mill

  7. Slide 7: Investment portfolio overview

    Investment portfolio overview 8 Focus predominantly on multifamily senior lending which generates superior leveraged returns in the most secure part of the capital stack 128 loans, average of $12 million per loan 6.32% run-rate yield at December 31, 2015 ~18 months weighted average maturity, without

  8. Slide 8: Capital structure

    Trust preferred (TruPS) Capital structure 9 Extensive experience with CRE CLOs Matched duration and locked-in spread Non-recourse, 75% advance rate with long replenishment features 75% of total financing (excluding TruPS) Capital structure ($mm) Notes: Amounts shown as of December 31, 2015 Debt show

  9. Slide 9: Financial performance

    Financial performance 10 Income statement summary Note: AFFO excludes the impact of certain non-cash and one time items 1 Based on weighted average diluted common shares of 50.4mm and 51.0mm for 2014 and 2015, respectively (Amounts in 000s except per share amounts) For the year ended December 31, 20

  10. Slide 10: Announced acquisition – Agency platform

    Announced acquisition – Agency platform 11 Agenda Arbor Realty Trust (ABR) Announced acquisition – Agency platform Appendix Page 4 11 18

  11. Slide 11: Transaction summary

    Transaction summary 12 Target Transaction Value Consideration Structure Required approvals Anticipated closing Agency platform of Arbor Commercial Mortgage, LLC Servicing platform including approximately $11bn in UPB as of January 31, 2016 (47 bps weighted average servicing fee, more than $350 milli

  12. Slide 12: Strategic benefits for ABR shareholders

    Strategic benefits for ABR shareholders 13 Immediately accretive to earnings and dividends Significantly increases core earnings on a run-rate basis Diversification and predictability of earnings streams The acquisition of a long dated prepayment protected servicing portfolio will result in a consis

  13. Slide 13: Acquisition of nationwide franchise

    14 Acquisition of nationwide franchise Acquired businesses geographic footprint Origination Servicing Servicing portfolio as of 1/31/16 (by state) Total UPB: $11bn 2015 Originations (by state) Total: $3,092mm Englewood Cliffs, NJ New York, NY Cleveland, OH Long Island, NY Detroit, MI Boston, MA Depe

  14. Slide 14: Leading origination platform

    15 Total Originations – Acquired Businesses ($mm) Leading origination platform 2015 Originations Note: 1 Includes FNMA DUS and Credit Facility origination volume; 2 By origination volume; Operating since 1995, originated nearly $20 billion since inception $10.4 billion in aggregate originations sinc

  15. Slide 15: Exposure to profitable servicing platform

    16 Exposure to profitable servicing platform Investor type Investor type 2,391 total loans; Average loan size of ~$5 million Focus on small balance ($1 - 5 million) 7 years weighted average remaining loan term Prepayment protection in commercial MSR has structural advantages compared to residential

  16. Slide 16: Preliminary financial impact to ABR

    Preliminary financial impact to ABR 17 Acquired businesses are less capital intensive and have an attractive return on equity profile Acquired businesses estimated to generate approximately $45-$50 million of GAAP pre-tax income and $30-$35 million pre-tax cash flow in 2016 $50 million annual servic

  17. Slide 17: Appendix

    Appendix 18 Agenda Arbor Realty Trust (ABR) Announced acquisition – Agency platform Appendix Page 4 11 18

  18. Slide 18: Historical Income Statement – Arbor Realty Trust

    Historical Income Statement – Arbor Realty Trust 19 (Amounts in thousands, except per share amounts) For the year ended December 31, 2013 2014 2015 Revenue: Interest income $99,032 $106,716 $106,769 Other interest income, net – – 7,884 Interest expense 42,065 47,903 49,720 Net interest income $56,96

  19. Slide 19: Historical Balance Sheet – Arbor Realty Trust

    Historical Balance Sheet – Arbor Realty Trust 20 (Amounts in thousands, except per share amounts) December 31, 2014 2015 Assets: Cash and cash equivalents $50,418 $188,709 Restricted cash 1 218,101 48,301 Loans and investments, net 2 1,459,476 1,450,334 Available-for-sale securities, at fair value 2

  20. Slide 20: Historical Balance Sheet — Arbor Realty Trust

    Historical Balance Sheet — Arbor Realty Trust (Cash and cash equivalents sso. $188,709 Pvalble-forsale securities, tor value 2.500 2022 Investments equ afilates ‘369 wan ea estate hel orale, net uae 8.669 ‘ue rom related party 37 8082 Other assets? 31787 29358 Total assets $1,866,498 $1427392 Labite

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