Ready Capital Corporation · NYSE:RC
Ready Capital — Merger or Acquisition (November 2021)
20 slides from Ready Capital's merger presentation, Nov 4, 2021
Slide 1: Ready Capital Corporation to Acquire Mosaic Real Estate Credit
READY CAPITAL CORPORATION TO ACQUIRE MOSAIC REAL ESTATE CREDIT November 4, 2021
Slide 2: Disclaimer
Disclaimer These materials and any presentation of which they form a part are neither an offer to sell, nor a solicitation of an offer to purchase, an interest in Ready Capital Corporation (“Ready Capital,” “RC,” or the “Company”). Neither the Company nor any of its representatives or affiliates mak
Slide 3: Agenda
Agenda I. Ready Capital & Waterfall Asset Management Overview II. Mosaic Real Estate Credit Overview III. Transaction Summary and Benefits to RC Shareholders and Mosaic Investors 3
Slide 4: Ready Capital and Waterfall Asset Management Overview
Ready Capital and Waterfall Asset Management Overview
Slide 5: Ready Capital Corporation
Ready Capital Corporation Overview of Ready Capital Key Statistics (1) • Ready Capital Corporation (NYSE: RC) (“Ready Capital”) is a multi- strategy real estate finance company that acquires, originates and $8,977 million $1,105 million services commercial real estate loans (“CRE”) and securities an
Slide 6: Proven Track Record of Successful Transactions
Proven Track Record of Successful Transactions Ready Capital is one of the most active and successful acquirers in the mortgage REIT sector, having completed five transactions since 2016, including three public company mergers Date / Structure October 31, 2016 November 8, 2018 October 31, 2019 Decem
Slide 7: Track Record of Value Creation
Track Record of Value Creation 3-Year Total Return (1) $875 million of Debt and Equity Capital 157.6% Growth in Distributable Earnings 184.7% Growth in Quarterly Origination Raised and 12 Securitizations between 3Q18 and 2Q21 Volume between 3Q18 and 2Q21 Completed(2) The contemplated transaction wou
Slide 8: Waterfall – A Successful & Proven Asset Manager
Waterfall – A Successful & Proven Asset Manager Waterfall consists of a dedicated team of 71 investment professionals who have extensive experience in SBC distressed asset acquisition, loan origination, asset management and capital markets RC Permanent 35% Capital KEY MANAGEMENT PE 1% Total GAV Loan
Slide 9: Mosaic Real Estate Credit Overview
Mosaic Real Estate Credit Overview
Slide 10: An Introduction to Mosaic Real Estate Credit
An Introduction to Mosaic Real Estate Credit Investment Portfolio Highlights (1) 32 $565 million (2) Overview of Mosaic Total Number of Investments Total Funded Commitments • Co-founded in 2015 by Ethan Penner, Mosaic Real Estate Credit is a privately held, U.S. real estate structured finance opport
Slide 11: Mosaic Portfolio Summary as of June 30, 2021
Mosaic Portfolio Summary as of June 30, 2021 Investment Portfolio Breakdown by Loan Type (1) Investment Type Use of Proceeds 1.9% Construction 3.2% 0.4% Funded Commitment: $565M Acquisition Reposition 7.4% 18.4% Const. Financing Pre-Development 7.6% Pre-Development Land Preferred Equity 8.4% 56.9% L
Slide 12: Transaction Summary and Benefits to RC Shareholders & Mosaic Investors
Transaction Summary and Benefits to RC Shareholders & Mosaic Investors
Slide 13: Transaction Summary
Transaction Summary • Stock-for-stock merger between Ready Capital Corporation (NYSE: RC) and Mosaic Real Estate Credit, LLC and Transaction certain parallel investment vehicles, including Mosaic Real Estate Credit TE, LLC and MREC International Incentive Summary Split LP (a subsidiary of Mosaic Rea
Slide 14: Strategic Investment Opportunity
Strategic Investment Opportunity Opportunity to acquire market leading commercial real estate investment platform focused on providing differentiated capital solutions across the middle market sector with an emphasis on construction lending Diverse portfolio of construction loans, preferred equity a
Slide 15: Compelling and Attractive Combination
Compelling and Attractive Combination Pro-Forma Combined Company ($ in Millions) Invested $5,705 $565 ~$6,270 Assets (1) 4.9% 1.9% 4.5% SBC Loan Originations and Const. Financing SBC Loan Originations 10.3% 11.4% Investment Acquisitions ($4,778M) ($321M) 18.4% and Acquisitions ($5,343M) Portfolio Pr
Slide 16: Differentiated, Multi-Channel Mortgage REIT
Differentiated, Multi-Channel Mortgage REIT The combination of Ready Capital and Mosaic would position the combined company as the 7th largest commercial mortgage REIT and establishes a unique platform poised for long-term, organic growth across diversified origination channels The combined comp
Slide 17: Strategic Combination Overview
Strategic Combination Overview Pro-Forma Equity Base ($ in billions) Pro-Forma Entity Highlights $4.5 $4.2 1. Significant capital base to fund cycle-proven, diversified investment strategy 2. Strong balance sheet and abundant liquidity 3. Highly scalable business model $2.4 ~$440 million of equity $
Slide 18: Benefits to Ready Capital Stockholders
Benefits to Ready Capital Stockholders • Expands Ready Capital’s existing transitional lending into middle-market construction lending, Growth Opportunities which exhibits a complementary risk / return profile to the Company’s existing strategies and is from Diversified attractive to borrowers in th
Slide 19: Benefits to Mosaic Investors
Benefits to Mosaic Investors Increased Return • Anticipated increase in dividend yield and reduction in expenses Profile • Diversified investment strategy provides differentiated ability to generate assets with attractive risk Enhanced Scale and adjusted returns across cycles More Diversified Busine
Slide 20: CHES READY
CHES READY RC LISTED NYSE SEES. CAPITAL.
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