Schedule of debt obligations and related hedges |
The following table presents certain information regarding Drive Shack Inc.'s debt obligations and related hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2016 |
December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt Obligation/Collateral |
Month Issued |
|
Outstanding Face Amount |
|
Carrying Value |
|
Final Stated Maturity |
|
Weighted Average Coupon (A) |
|
Weighted Average Funding Cost (B) |
|
Weighted Average Life (Years) |
|
Face Amount of Floating Rate Debt |
|
Outstanding Face Amount |
|
Carrying Value |
CDO Bonds Payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CDO VI |
Apr 2005 |
|
$ |
— |
|
|
$ |
— |
|
|
— |
|
—% |
|
— |
% |
|
0.0 |
|
$ |
— |
|
|
$ |
92,933 |
|
|
$ |
92,933 |
|
|
|
|
— |
|
|
— |
|
|
|
|
|
|
— |
% |
|
0.0 |
|
— |
|
|
92,933 |
|
|
92,933 |
|
Other Bonds & Notes Payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NCT 2013-VI IMM-1 |
Nov 2013 |
|
— |
|
|
— |
|
|
— |
|
—% |
|
— |
% |
|
0.0 |
|
— |
|
|
4,984 |
|
|
4,672 |
|
Mezzanine Note Payable |
Oct 2015 |
|
— |
|
|
— |
|
|
— |
|
—% |
|
— |
% |
|
0.0 |
|
— |
|
|
11,660 |
|
|
11,490 |
|
|
|
|
— |
|
|
— |
|
|
|
|
|
|
— |
% |
|
0.0 |
|
— |
|
|
16,644 |
|
|
16,162 |
|
Repurchase Agreements (C) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FNMA/FHLMC securities |
Dec 2016 |
|
600,964 |
|
|
600,964 |
|
|
Jan 2017 |
|
1.03% |
|
1.03 |
% |
|
0.1 |
|
— |
|
|
348,625 |
|
|
348,625 |
|
Golf Loans |
Aug 2015 |
|
— |
|
|
— |
|
|
— |
|
—% |
|
— |
% |
|
0.0 |
|
— |
|
|
70,000 |
|
|
69,833 |
|
|
|
|
600,964 |
|
|
600,964 |
|
|
|
|
|
|
— |
% |
|
0.0 |
|
— |
|
|
418,625 |
|
|
418,458 |
|
Golf Credit Facilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Golf Term Loan (D)(E) |
Jun 2016 |
|
102,000 |
|
|
98,680 |
|
|
Jul 2019 |
|
LIBOR + 4.70% |
|
7.92 |
% |
|
2.5 |
|
102,000 |
|
|
— |
|
|
— |
|
Vineyard II |
Dec 1993 |
|
200 |
|
|
200 |
|
|
Dec 2043 |
|
2.20% |
|
2.20 |
% |
|
26.9 |
|
200 |
|
|
200 |
|
|
200 |
|
Capital Leases (Equipment) |
May 2014 - Dec 2016 |
|
16,404 |
|
|
16,404 |
|
|
Sep 2018 - Jul 2022 |
|
3.00% to 16.16% |
|
6.56 |
% |
|
4.1 |
|
— |
|
|
11,058 |
|
|
11,058 |
|
|
|
|
118,604 |
|
|
115,284 |
|
|
|
|
|
|
7.72 |
% |
|
2.8 |
|
102,200 |
|
|
11,258 |
|
|
11,258 |
|
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Junior subordinated notes payable |
Mar 2006 |
|
51,004 |
|
|
51,217 |
|
|
Apr 2035 |
|
LIBOR + 2.25% |
|
3.11 |
% |
|
18.3 |
|
51,004 |
|
|
51,004 |
|
|
51,225 |
|
|
|
|
51,004 |
|
|
51,217 |
|
|
|
|
|
|
3.11 |
% |
|
18.3 |
|
51,004 |
|
|
51,004 |
|
|
51,225 |
|
Subtotal debt obligation |
|
|
770,572 |
|
|
767,465 |
|
|
|
|
|
|
2.17 |
% |
|
1.7 |
|
$ |
153,204 |
|
|
590,464 |
|
|
590,036 |
|
Financing on subprime mortgage loans subject to call option |
(F) |
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
380,806 |
|
|
380,806 |
|
Total debt obligation |
|
|
$ |
770,572 |
|
|
$ |
767,465 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
971,270 |
|
|
$ |
970,842 |
|
See notes on next page.
|
|
(A) |
Weighted average, including floating and fixed rate classes. |
|
|
(B) |
Including the effect of deferred financing cost. |
|
|
(C) |
These repurchase agreements had $0.3 million accrued interest payable at December 31, 2016. The counterparties on these repurchase agreements are Citi ($242.0 million) and Jeffries ($359.0 million). Drive Shack Inc. has margin exposure on $601.0 million of repurchase agreements related to the financing of FNMA/FHLMC securities. The underlying collateral of the repurchase agreements are fixed rate FNMA/FHLMC securities with the following value at December 31, 2016: $619.8 million outstanding face amount, $627.3 million amortized cost basis, $627.3 million carrying value and a weighted average life of 8.4 years. To the extent that the value of the collateral underlying these repurchase agreements declines, Drive Shack Inc. may be required to post margin, which could significantly impact its liquidity.
|
|
|
(D) |
The golf term loan is collateralized by 22 Traditional Golf properties. The carrying amount of the golf term loan is reported net of deferred financing costs of $3.3 million as of December 31, 2016.
|
|
|
(E) |
Interest rate based on 30 day LIBOR plus 4.70% with a LIBOR floor of 1.80%. At the time of closing, Drive Shack Inc. purchased a co-terminus LIBOR interest rate cap of 1.80%.
|
|
|
(F) |
See Note 6 regarding the securitizations of Subprime Portfolios I and II. |
|
Schedule of future minimum lease payments under capital leases |
The future minimum lease payments required under the capital leases and the present value of the net minimum lease payments as of December 31, 2016 are as follows:
|
|
|
|
|
2017 |
$ |
4,666 |
|
2018 |
4,662 |
|
2019 |
4,511 |
|
2020 |
3,203 |
|
2021 |
1,626 |
|
Thereafter |
157 |
|
Total minimum lease payments |
18,825 |
|
Less: imputed interest |
2,421 |
|
Present value of net minimum lease payments |
$ |
16,404 |
|
|
Schedule of contractual maturities of debt obligations |
Drive Shack Inc.’s debt obligations (gross of $3.1 million of discounts at December 31, 2016) have contractual maturities as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonrecourse |
|
Recourse |
|
Total |
2017 |
$ |
3,699 |
|
|
$ |
600,964 |
|
|
$ |
604,663 |
|
2018 |
3,945 |
|
|
— |
|
|
3,945 |
|
2019 |
4,058 |
|
|
— |
|
|
4,058 |
|
2020 |
104,984 |
|
|
— |
|
|
104,984 |
|
2021 |
1,564 |
|
|
— |
|
|
1,564 |
|
Thereafter |
354 |
|
|
51,004 |
|
|
51,358 |
|
Total |
$ |
118,604 |
|
|
$ |
651,968 |
|
|
$ |
770,572 |
|
|