FBR » Topics » Note 19. Subsequent Events:

These excerpts taken from the FBR 10-K filed Mar 16, 2009.

Note 19. Subsequent Events:

Subsequent to December 31, 2008, the Company extinguished an additional $201,689 of long-term debt at a gain of $131,540 and further reduced its MBS portfolio by $56,072 at a loss of $1,126. In addition, FBR Capital Markets also liquidated its remaining MBS portfolio of $454,339 and related interest rate caps and repurchase agreements, recognizing an aggregate net investment loss of $1,043. The Company also liquidated $550,000 of its U.S. Treasury bond holdings and related repurchase agreements recognizing no gain or loss from the transaction.

The Company has elected to revoke the Company’s status as a REIT effective as of January 1, 2009, in part to use the net operating losses carry-forwards and net capital losses carry-forward incurred at the parent level to offset anticipated taxable income of the Company’s former taxable REIT subsidiaries. As a result of revoking the REIT status, the Company will be subject to corporate income tax on the taxable income and gains that are not offset by net operating loss and net capital loss carry-forwards. The Company will file a consolidated federal income tax return with its former taxable REIT subsidiaries (other than FBR Capital Markets and its subsidiaries). The Company is prohibited from electing the REIT status again until 2014.

On February 23, 2009, the Company announced its intent to change its corporate name to Arlington Asset Investment Corporation. The Company will seek approval from shareholders to amend the Company’s charter to reflect the name change at its next annual shareholders meeting in June 2009. The Company has notified the New York Stock Exchange (NYSE) of the name change and received the approval from the NYSE to change the ticker symbol to “AI” from “FBR” on February 24, 2009. The Company will issue a press release when the symbol change becomes effective. The Company will continue to be led by its existing management team.

 

F-47

Note 19. Subsequent Events:

FACE="Times New Roman" SIZE="2">Subsequent to December 31, 2008, the Company extinguished an additional $201,689 of long-term debt at a gain of $131,540 and further reduced its MBS portfolio by $56,072 at a loss of $1,126. In addition, FBR
Capital Markets also liquidated its remaining MBS portfolio of $454,339 and related interest rate caps and repurchase agreements, recognizing an aggregate net investment loss of $1,043. The Company also liquidated $550,000 of its U.S. Treasury bond
holdings and related repurchase agreements recognizing no gain or loss from the transaction.

The Company has elected to revoke the
Company’s status as a REIT effective as of January 1, 2009, in part to use the net operating losses carry-forwards and net capital losses carry-forward incurred at the parent level to offset anticipated taxable income of the Company’s
former taxable REIT subsidiaries. As a result of revoking the REIT status, the Company will be subject to corporate income tax on the taxable income and gains that are not offset by net operating loss and net capital loss carry-forwards. The Company
will file a consolidated federal income tax return with its former taxable REIT subsidiaries (other than FBR Capital Markets and its subsidiaries). The Company is prohibited from electing the REIT status again until 2014.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">On February 23, 2009, the Company announced its intent to change its corporate name to Arlington Asset Investment Corporation. The Company will seek
approval from shareholders to amend the Company’s charter to reflect the name change at its next annual shareholders meeting in June 2009. The Company has notified the New York Stock Exchange (NYSE) of the name change and received the approval
from the NYSE to change the ticker symbol to “AI” from “FBR” on February 24, 2009. The Company will issue a press release when the symbol change becomes effective. The Company will continue to be led by its existing
management team.

 


F-47







EX-21.01
2
dex2101.htm
EXHIBIT 21.01


Exhibit 21.01



These excerpts taken from the FBR 10-K filed Feb 29, 2008.

Note 19. Subsequent Events:

On January 18, 2008, First NLC, the Company’s non-conforming residential mortgage loan origination subsidiary, filed a voluntary petition for bankruptcy protection under Chapter 11 of the United States Bankruptcy Code in order to effectuate an orderly liquidation of First NLC’s assets. The filing was made in the United States Bankruptcy Court for the Southern District of Florida, West Palm Beach Division.

In connection with the voluntary petition for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code filed by First NLC, beginning in the first quarter of 2008, the Company will deconsolidate First NLC for financial reporting purposes and use the cost method to account for its investment.

As a result of the First NLC bankruptcy proceedings pending in the United States Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, the recapitalization of First NLC discussed above in Note 11, “Commitments and Contingencies: First NLC Recapitalization,” will not close. Pursuant to the terms of a loan agreement entered into in connection with the recapitalization agreement, any recovery from First NLC or its assets in respect of the convertible debt investments in First NLC made by Sun Capital or the Company in the third quarter of 2007 will be shared 80% by Sun Capital and 20% by the Company, notwithstanding whether Sun Capital’s or the Company’s convertible debt investment has been converted into equity of First NLC.

 

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Note 19. Subsequent Events:

FACE="Times New Roman" SIZE="2">On January 18, 2008, First NLC, the Company’s non-conforming residential mortgage loan origination subsidiary, filed a voluntary petition for bankruptcy protection under Chapter 11 of the United States Bankruptcy
Code in order to effectuate an orderly liquidation of First NLC’s assets. The filing was made in the United States Bankruptcy Court for the Southern District of Florida, West Palm Beach Division.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">In connection with the voluntary petition for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code filed by First NLC, beginning in the
first quarter of 2008, the Company will deconsolidate First NLC for financial reporting purposes and use the cost method to account for its investment.

FACE="Times New Roman" SIZE="2">As a result of the First NLC bankruptcy proceedings pending in the United States Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, the recapitalization of First NLC discussed above in
Note 11, “Commitments and Contingencies: First NLC Recapitalization,” will not close. Pursuant to the terms of a loan agreement entered into in connection with the recapitalization agreement, any recovery from First NLC or its assets in
respect of the convertible debt investments in First NLC made by Sun Capital or the Company in the third quarter of 2007 will be shared 80% by Sun Capital and 20% by the Company, notwithstanding whether Sun Capital’s or the Company’s
convertible debt investment has been converted into equity of First NLC.

 


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EX-10.26
2
dex1026.htm
EXHIBIT 10.26


Exhibit 10.26



This excerpt taken from the FBR 10-K filed Mar 16, 2006.

Note 17. Subsequent Events:

 

In connection with the repositioning of its mortgage-backed securities portfolio, the Company sold approximately $6,700,000 of these securities during January and February of 2006 substantially completing the liquidation phase of the portfolio repositioning.

 

On March 15, 2006, the Company’s Board of Directors declared a dividend of $0.20 per share. The dividend will be payable on April 28, 2006 to shareholders of record on March 31, 2006.

 

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