grepcent public filings, reorganized for comparison

Orchid Island Capital, Inc. (ORC) FY 2021 MD&A

Verbatim Item 7 Management's Discussion and Analysis from Orchid Island Capital, Inc.'s 10-K for fiscal year 2021. Filing date: 2022-02-25. Report date: 2021-12-31. Accession: 0001518621-22-000023.

This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high.

Company profile: ORC · All MD&A years: index · Next year: FY 2022

ITEM 7. MANAGEMENT’S

DISCUSSION

AND ANALYSIS OF FINANCIAL

CONDITION

AND RESULTS OF

OPERATIONS

The following discussion of our financial condition and results of operations should

be read in conjunction with the financial

statements and notes to those statements included in Item 8 of this Form 10-K.

The discussion may contain certain forward-looking

statements that involve risks and uncertainties. Forward-looking statements

are those that are not historical in nature. As a result of

many factors, such as those set forth under “Risk Factors” in this Form 10-K,

our actual results may differ materially from those

anticipated in such forward-looking statements.

Overview

We are a specialty finance company that invests in residential mortgage-backed securities

(“RMBS”) which are issued and

guaranteed by a federally chartered corporation or agency (“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

issued by Fannie Mae, Freddie Mac or Ginnie Mae (the “GSEs”) and collateralized

mortgage obligations (“CMOs”) issued by the GSEs

(“PT RMBS”) and (ii) structured Agency RMBS, such as interest-only securities (“IOs”),

inverse interest-only securities (“IIOs”) and

principal only securities (“POs”), among other types of structured Agency RMBS.

We were formed by Bimini in August 2010,

commenced operations on November 24, 2010 and completed our initial public

offering (“IPO”) on February 20, 2013.

We are

externally managed by Bimini Advisors, an investment adviser registered with the Securities

and Exchange Commission (the “SEC”).

Our business objective is to provide attractive risk-adjusted total returns over the

long term through a combination of capital

appreciation and the payment of regular monthly distributions. We intend to achieve this objective

by investing in and strategically

allocating capital between the two categories of Agency RMBS described above.

We seek to generate income from (i) the net interest

margin on our leveraged PT RMBS portfolio and the leveraged portion of our

structured Agency RMBS portfolio, and (ii) the interest

income we generate from the unleveraged portion of our structured Agency RMBS

portfolio. We intend to fund our PT RMBS and

certain of our structured Agency RMBS through short-term borrowings structured

as repurchase agreements. PT RMBS and structured

Agency RMBS typically exhibit materially different sensitivities to movements in interest

rates. Declines in the value of one portfolio

may be offset by appreciation in the other. The percentage of capital that we allocate to our two Agency RMBS asset categories will

vary and will be actively managed in an effort to maintain the level of income generated by

the combined portfolios, the stability of that

income stream and the stability of the value of the combined portfolios. We believe that this

strategy will enhance our liquidity,

earnings, book value stability and asset selection opportunities in various interest

rate environments.

We operate so as to qualify to be taxed as a real estate investment trust (“REIT”) under the

Internal Revenue Code of 1986, as

amended (the “Code”).

We generally will not be subject to U.S. federal income tax to the extent that we

currently distribute all of our

REIT taxable income (as defined in the Code) to our stockholders and maintain

our REIT qualification.

The Company’s common stock trades on the New York Stock Exchange under the symbol “ORC”.

Capital Raising Activities

On August 2, 2017, we entered

into an equity distribution agreement (the “August 2017 Equity Distribution Agreement”)

with two

sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate

amount of $125,000,000 of shares of our

common stock in transactions that were deemed to be “at the market” offerings and privately

negotiated transactions. We issued a total

of 15,123,178 shares under the August 2017 Equity Distribution Agreement for

aggregate gross proceeds of $125.0 million, and net

proceeds of approximately $123.1 million, after commissions and fees,

prior to its termination in July 2019.

On July 30, 2019, we entered into an underwriting agreement (the “2019 Underwriting

Agreement”) with Morgan Stanley & Co.

LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC, as representatives of the underwriters named therein, relating to

the offer and sale of 7,000,000 shares of the Company’s common stock at a price to the public of

$6.55 per share. The underwriters

48

purchased the shares pursuant to the 2019 Underwriting Agreement at a price of

$6.3535 per share. The closing of the offering of

7,000,000 shares of common stock occurred on August 2, 2019, with net

proceeds to us of approximately $44.2 million after deduction

of underwriting discounts and commissions and other estimated offering expenses.

On January 23, 2020, we entered into an equity distribution agreement (the “January

2020 Equity Distribution Agreement”) with

three sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate amount

of $200,000,000 of shares

of our common stock in transactions that were deemed to be “at the market”

offerings and privately negotiated transactions.

We issued

a total of 3,170,727 shares under the January 2020 Equity Distribution Agreement for aggregate

gross proceeds of $19.8 million, and

net proceeds of approximately $19.4 million, after commissions and fees, prior to

its termination in August 2020.

On August 4, 2020, we entered into an equity distribution agreement (the “August

2020 Equity Distribution Agreement”) with four

sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate

amount of $150,000,000 of shares of our

common stock in transactions that were deemed to be “at the market” offerings and privately

negotiated transactions. We issued a total

of 27,493,650 shares under the August 2020 Equity Distribution Agreement for

aggregate gross proceeds of approximately $150.0

million, and net proceeds of approximately $147.4 million, after commissions

and fees, prior to its termination in June 2021.

On January 20, 2021, we entered into an underwriting agreement (the “January 2021

Underwriting Agreement”) with J.P. Morgan

Securities LLC (“J.P. Morgan”), relating to the offer and sale of 7,600,000 shares of our common stock. J.P.

Morgan purchased the

shares of our common stock from the Company pursuant to the January 2021

Underwriting Agreement at $5.20 per share. In addition,

we granted J.P.

Morgan a 30-day option to purchase up to an additional 1,140,000 shares

of our common stock on the same terms and

conditions, which J.P. Morgan exercised in full on January 21, 2021. The closing of the offering of 8,740,000 shares of our common

stock occurred on January 25, 2021, with proceeds to us of approximately $45.2

million, net of offering expenses.

On March 2, 2021, we entered into an underwriting agreement (the “March 2021 Underwriting

Agreement”) with J.P. Morgan,

relating to the offer and sale of 8,000,000 shares of our common stock. J.P. Morgan purchased the shares of our common stock from

the Company pursuant to the March 2021 Underwriting Agreement at $5.45 per share.

In addition, we granted J.P. Morgan a 30-day

option to purchase up to an additional 1,200,000 shares of our common stock

on the same terms and conditions, which J.P. Morgan

exercised in full on March 3, 2021. The closing of the offering of 9,200,000 shares of our common

stock occurred on March 5, 2021,

with proceeds to us of approximately $50.0 million, net of offering expenses.

On June 22, 2021, we entered into an equity distribution agreement (the “June 2021

Equity Distribution Agreement”) with four

sales agents pursuant to which we could offer and sell, from time to time, up to an aggregate

amount of $250,000,000 of shares of our

common stock in transactions that were deemed to be “at the market” offerings and privately

negotiated transactions. We issued a total

of 49,407,336 shares under the June 2021 Equity Distribution Agreement for aggregate

gross proceeds of approximately $250.0

million, and net proceeds of approximately $246.2 million, after commissions

and fees,

prior to its termination in October 2021.

On October 29, 2021, we entered into an equity distribution agreement (the “October

2021 Equity Distribution Agreement”) with

four sales agents pursuant to which we may offer and sell, from time to time, up to an aggregate

amount of $250,000,000 of shares of

our common stock in transactions that are deemed to be “at the market” offerings and privately negotiated

transactions. Through

December 31, 2021, we issued a total of 15,835,700 shares under the October 2021 Equity

Distribution Agreement for aggregate gross

proceeds of approximately $78.3 million, and net proceeds of approximately

$77.0 million, after commissions and fees.

Stock Repurchase Program

On July 29, 2015, the Company’s Board of Directors authorized the repurchase of up to 2,000,000

shares of our common stock.

The timing, manner, price and amount of any repurchases is determined by the Company in its discretion and is subject

to economic

and market conditions, stock price, applicable legal requirements and other factors.

The authorization does not obligate the Company

to acquire any particular amount of common stock and the program may

be suspended or discontinued at the Company’s discretion

49

without prior notice.

On February 8, 2018, the Board of Directors approved an increase

in the stock repurchase program for up to an

additional 4,522,822 shares of the Company’s common stock.

Coupled with the 783,757 shares remaining from the original 2,000,000

share authorization, the increased authorization brought the total authorization

to 5,306,579 shares, representing 10% of the then

outstanding share count. On December 9, 2021, the Board of Directors approved an

increase in the number of shares of the

Company’s common stock available in the stock repurchase program for up to an additional

16,861,994 shares, bringing the remaining

authorization under the stock repurchase program to 17,699,305 shares, representing

approximately 10% of the Company’s currently

outstanding shares of common stock. This stock repurchase program has no

termination date.

From the inception of the stock repurchase program through December 31, 2021,

the Company repurchased a total of 5,685,511

shares at an aggregate cost of approximately $40.4 million, including commissions

and fees, for a weighted average price of $7.10 per

share. During the year ended December 31, 2020, the Company repurchased a

total of 19,891 shares at an aggregate cost of

approximately

$0.1 million, including commissions and fees, for a weighted average

price of $3.42 per share. There were no shares

repurchased during the year ended December 31, 2021.

Factors that Affect our Results of Operations and Financial Condition

A variety of industry and economic factors may impact our results of operations and

financial condition. These factors include:

interest rate trends;

increases in our cost of funds resulting from increases in the Federal Funds rate that

are controlled by the Fed and are likely

to occur in 2022;

the difference between Agency RMBS yields and our funding and hedging costs;

competition for, and supply of, investments in Agency RMBS;

actions taken by the U.S. government, including the presidential administration, the

Fed,

the Federal Housing Financing

Agency (the “FHFA”), the Federal Housing Administration (the “FHA”), the Federal Open Market Committee (the

“FOMC”) and

the U.S. Treasury;

prepayment rates on mortgages underlying our Agency RMBS and credit

trends insofar as they affect prepayment rates; and

other market developments.

In addition, a variety of factors relating to our business may also impact our results

of operations and financial condition. These

factors include:

our degree of leverage;

our access to funding and borrowing capacity;

our borrowing costs;

our hedging activities;

the market value of our investments; and

the requirements to qualify as a REIT and the requirements to qualify for

a registration exemption under the Investment

Company Act.

Results

of Operations

Described

below are

the Company’s

results of

operations

for the

years ended

December

31, 2021,

as compared

to the Company’s

results of

operations

for the years

ended December

31, 2020

and 2019.

Net (Loss)

Income Summary

Net loss

for the year

ended December

31, 2021

was $64.8

million, or

$0.54 per

share. Net

income for

the year ended

December

31,

50

2020 was

$2.1 million,

or $0.03

per share.

Net income

for the year

ended December

31, 2019

was $24.3

million, or

$0.43 per

share. The

components

of net (loss)

income for

the years

ended December

31, 2021,

2020 and

2019 are

presented

in the table

below:

(in thousands)

2021

2020

2019

Interest income

$

134,700

$

116,045

$

142,324

Interest expense

(7,090)

(25,056)

(83,666)

Net interest income

127,610

90,989

58,658

Losses on RMBS and derivative contracts

(177,119)

(78,317)

(24,008)

Net portfolio (loss) income

(49,509)

12,672

34,650

Expenses

(15,251)

(10,544)

(10,385)

Net (loss) income

$

(64,760)

$

2,128

$

24,265

GAAP and

Non-GAAP

Reconciliations

In addition

to the results

presented

in accordance

with GAAP, our results

of operations

discussed

below include

certain non-GAAP

financial

information,

including

“Net Earnings

Excluding

Realized

and Unrealized

Gains and

Losses”,

“Economic

Interest

Expense”

and

“Economic

Net Interest

Income.”

Net Earnings

Excluding

Realized

and Unrealized

Gains and

Losses

We have elected

to account

for our

Agency RMBS

under the

fair value

option. Securities

held under

the fair

value option

are

recorded

at estimated

fair value,

with changes

in the fair

value recorded

as unrealized

gains or

losses through

the statements

of

operations.

In addition,

we have not

designated

our derivative

financial

instruments

used for

hedging purposes

as hedges

for accounting

purposes,

but rather

hold them

for economic

hedging purposes.

Changes in

fair value

of these

instruments

are presented

in a separate

line item

in the Company’s

statements

of operations

and are not

included in

interest

expense.

As such,

for financial

reporting

purposes,

interest

expense and

cost of funds

are not impacted

by the fluctuation

in value of

the derivative

instruments.

Presenting

net earnings

excluding

realized and

unrealized

gains and

losses allows

management

to: (i) isolate

the net interest

income

and other

expenses of

the Company

over time,

free of all

fair value

adjustments

and (ii)

assess the

effectiveness

of our funding

and

hedging strategies

on our capital

allocation

decisions

and our

asset allocation

performance.

Our funding

and hedging

strategies,

capital

allocation

and asset

selection

are integral

to our risk

management

strategy, and therefore

critical to

the management

of our portfolio.

We

believe that

the presentation

of our net

earnings

excluding

realized

and unrealized

gains is useful

to investors

because it

provides a

means

of comparing

our results

of operations

to those

of our peers

who have not

elected the

same accounting

treatment.

Our presentation

of net

earnings

excluding

realized and

unrealized

gains and

losses may

not be comparable

to similarly-titled

measures of

other companies,

who

may use different

calculations.

As a result,

net earnings

excluding

realized and

unrealized

gains and

losses should

not be considered

as a

substitute

for our GAAP

net income

(loss) as

a measure

of our financial

performance

or any measure

of our liquidity

under GAAP.

The

table below

presents

a reconciliation

of our net

income (loss)

determined

in accordance

with GAAP

and net earnings

excluding realized

and unrealized

gains and

losses.

51

Net Earnings Excluding Realized and Unrealized Gains and Losses

(in thousands, except per share data)

Per Share

Net Earnings

Net Earnings

Excluding

Excluding

Realized and

Realized and

Realized and

Realized and

Net

Unrealized

Unrealized

Net

Unrealized

Unrealized

Income

Gains and

Gains and

Income

Gains and

Gains and

(GAAP)

Losses

(1)

Losses

(GAAP)

Losses

Losses

Three Months Ended

December 31, 2021

$

(44,564)

$

(82,597)

$

38,033

$

(0.27)

$

(0.49)

$

0.22

September 30, 2021

26,038

(2,887)

28,925

0.20

(0.02)

0.22

June 30, 2021

(16,865)

(40,844)

23,979

(0.17)

(0.41)

0.24

March 31, 2021

(29,369)

(50,791)

21,422

(0.34)

(0.60)

0.26

December 31, 2020

16,479

(4,605)

21,084

0.23

(0.07)

0.30

September 30, 2020

28,076

5,745

22,331

0.42

0.09

0.33

June 30, 2020

48,772

28,749

20,023

0.74

0.43

0.31

March 31, 2020

(91,199)

(108,206)

17,007

(1.41)

(1.68)

0.27

December 31, 2019

18,612

3,840

14,772

0.29

0.06

0.23

September 30, 2019

(8,477)

(19,431)

10,954

(0.14)

(0.32)

0.18

June 30, 2019

3,533

(7,670)

11,203

0.07

(0.15)

0.22

March 31, 2019

10,597

(747)

11,344

0.22

(0.02)

0.24

Years Ended

December 31, 2021

$

(64,760)

$

(177,119)

$

112,359

$

(0.54)

$

(1.46)

$

0.92

December 31, 2020

2,128

(78,317)

80,445

0.03

(1.17)

1.20

December 31, 2019

24,265

(24,008)

48,273

0.43

(0.43)

0.86

(1)

Includes realized

and unrealized

gains (losses)

on RMBS and derivative

financial instruments,

including net

interest income

or expense on

interest

rate swaps.

Economic

Interest

Expense and

Economic

Net Interest

Income

We use derivative

and other

hedging instruments,

specifically

Eurodollar, Fed

Funds and

T-Note futures

contracts,

short positions

in

U.S. Treasury

securities,

interest

rate swaps

and swaptions,

to hedge

a portion

of the interest

rate risk

on repurchase

agreements

in a

rising rate

environment.

We have not

elected to

designate

our derivative

holdings for

hedge accounting

treatment.

Changes in

fair value

of these

instruments

are presented

in a separate

line item

in our statements

of operations

and not included

in interest

expense. As

such, for

financial

reporting

purposes,

interest

expense and

cost of funds

are not impacted

by the fluctuation

in value of

the derivative

instruments.

For the purpose

of computing

economic net

interest

income and

ratios relating

to cost of

funds measures,

GAAP interest

expense

has been

adjusted to

reflect the

realized and

unrealized

gains or

losses on

certain derivative

instruments

the Company

uses, specifically

Eurodollar, Fed

Funds and

U.S. Treasury

futures,

and interest

rate swaps

and swaptions,

that pertain

to each period

presented.

We

believe that

adjusting

our interest

expense for

the periods

presented

by the gains

or losses

on these

derivative

instruments

would not

accurately

reflect our

economic

interest

expense for

these periods.

The reason

is that these

derivative

instruments

may cover

periods that

extend into

the future,

not just the

current period.

Any realized

or unrealized

gains or

losses on

the instruments

reflect the

change in

market value

of the instrument

caused by

changes in

underlying

interest

rates applicable

to the term

covered by

the instrument,

not just

the current

period. For

each period

presented,

we have combined

the effects

of the derivative

financial

instruments

in place for

the

respective

period with

the actual

interest

expense incurred

on borrowings

to reflect

total economic

interest

expense for

the applicable

period. Interest

expense, including

the effect

of derivative

instruments

for the period,

is referred

to as economic

interest expense.

Net

interest income,

when calculated

to include

the effect

of derivative

instruments

for the period,

is referred

to as economic

net interest

52

income. This

presentation

includes

gains or

losses on

all contracts

in effect during

the reporting

period, covering

the current

period as

well

as periods

in the future.

The Company

may invest

in TBAs,

which are

forward contracts

for the purchase

or sale of

Agency RMBS

at a predetermined

price,

face amount,

issuer, coupon

and stated

maturity on

an agreed-upon

future date.

The specific

Agency RMBS

to be delivered

into the

contract

are not known

until shortly

before the

settlement

date. We may

choose, prior

to settlement,

to move the

settlement

of these

securities

out to a

later date

by entering

into a dollar

roll transaction.

The Agency

RMBS purchased

or sold for

a forward

settlement

date

are typically

priced at

a discount

to equivalent

securities

settling

in the current

month. Consequently,

forward

purchases

of Agency

RMBS

and dollar

roll transactions

represent

a form of

off-balance

sheet financing.

These TBAs

are accounted

for as derivatives

and marked

to

market through

the income

statement.

Gains or losses

on TBAs

are included

with gains

or losses

on other

derivative

contracts

and are not

included in

interest

income for

purposes of

the discussions

below.

We believe

that economic

interest

expense and

economic

net interest

income provide

meaningful

information

to consider, in

addition

to the respective

amounts prepared

in accordance

with GAAP. The non-GAAP

measures help

management

to evaluate

its financial

position and

performance

without the

effects of

certain transactions

and GAAP

adjustments

that are

not necessarily

indicative

of our

current investment

portfolio

or operations.

The unrealized

gains or

losses on

derivative

instruments

presented

in our statements

of

operations

are not necessarily

representative

of the total

interest

rate expense

that we will

ultimately

realize. This

is because

as interest

rates move

up or down

in the future,

the gains

or losses

we ultimately

realize, and

which will

affect our

total interest

rate expense

in future

periods,

may differ

from the

unrealized

gains or

losses recognized

as of the

reporting

date.

Our presentation

of the economic

value of our

hedging strategy

has important

limitations.

First, other

market participants

may

calculate

economic

interest

expense and

economic net

interest

income differently

than the

way we calculate

them. Second,

while we

believe that

the calculation

of the economic

value of our

hedging

strategy

described

above helps

to present

our financial

position

and

performance,

it may be

of limited

usefulness

as an analytical

tool. Therefore,

the economic

value of

our investment

strategy should

not be

viewed in

isolation

and is not

a substitute

for interest

expense and

net interest

income computed

in accordance

with GAAP.

The tables

below present

a reconciliation

of the adjustments

to interest

expense shown

for each

period relative

to our derivative

instruments,

and the income

statement

line item,

gains (losses)

on derivative

instruments,

calculated

in accordance

with GAAP

for the

years ended

December

31, 2021,

2020 and

2019 and

each quarter

during 2021,

2020 and

2019.

53

Gains (Losses) on Derivative Instruments

(in thousands)

Economic Hedges

Recognized in

Attributed to

Attributed to

Income

U.S. Treasury and TBA

Current

Future

Statement

Securities Gain (Loss)

Period

Periods

(GAAP)

(Short Positions)

(Long Positions)

(Non-GAAP)

(Non-GAAP)

Three Months Ended

December 31, 2021

$

10,945

$

2,568

$

-

$

(7,949)

$

16,326

September 30, 2021

5,375

(2,306)

-

(1,248)

8,929

June 30, 2021

(34,915)

(5,963)

-

(5,104)

(23,848)

March 31, 2021

45,472

9,133

(8,559)

(4,044)

48,942

December 31, 2020

8,538

(436)

5,480

(5,790)

9,284

September 30, 2020

4,079

131

3,336

(6,900)

7,512

June 30, 2020

(8,851)

582

1,133

(5,751)

(4,815)

March 31, 2020

(82,858)

(7,090)

-

(4,900)

(70,868)

December 31, 2019

10,792

(512)

-

3,823

7,481

September 30, 2019

(8,648)

572

1,907

1,244

(12,371)

June 30, 2019

(34,288)

(1,684)

-

1,464

(34,068)

March 31, 2019

(19,032)

(4,641)

-

2,427

(16,818)

Years Ended

December 31, 2021

$

26,877

$

3,432

$

(8,559)

$

(18,345)

$

50,349

December 31, 2020

(79,092)

(6,813)

9,949

(23,341)

(58,887)

December 31, 2019

(51,176)

(6,265)

1,907

8,958

(55,776)

Economic Interest Expense and Economic Net Interest Income

(in thousands)

Interest Expense on Borrowings

Gains

(Losses) on

Derivative

Instruments

Net Interest Income

GAAP

Attributed

Economic

GAAP

Economic

Interest

Interest

to Current

Interest

Net Interest

Net Interest

Income

Expense

Period

(1)

Expense

(2)

Income

Income

(3)

Three Months Ended

December 31, 2021

$

44,421

$

2,023

$

(7,949)

$

9,972

$

42,398

$

34,449

September 30, 2021

34,169

1,570

(1,248)

2,818

32,599

31,351

June 30, 2021

29,254

1,556

(5,104)

6,660

27,698

22,594

March 31, 2021

26,856

1,941

(4,044)

5,985

24,915

20,871

December 31, 2020

25,893

2,011

(5,790)

7,801

23,882

18,092

September 30, 2020

27,223

2,043

(6,900)

8,943

25,180

18,280

June 30, 2020

27,258

4,479

(5,751)

10,230

22,779

17,028

March 31, 2020

35,671

16,523

(4,900)

21,423

19,148

14,248

December 31, 2019

37,529

20,022

3,823

16,199

17,507

21,330

September 30, 2019

35,907

22,321

1,244

21,077

13,586

14,830

June 30, 2019

36,455

22,431

1,464

20,967

14,024

15,488

March 31, 2019

32,433

18,892

2,427

16,465

13,541

15,968

Years Ended

December 31, 2021

$

134,700

$

7,090

$

(18,345)

$

25,435

$

127,610

$

109,265

December 31, 2020

116,045

25,056

(23,341)

48,397

90,989

67,648

December 31, 2019

142,324

83,666

8,958

74,708

58,658

67,616

(1)

Reflects the effect of derivative instrument hedges for only the period

presented.

(2)

Calculated by adding the effect of derivative instrument hedges attributed

to the period presented to GAAP interest expense.

(3)

Calculated by adding the effect of derivative instrument hedges attributed

to the period presented to GAAP net interest income.

54

Net Interest Income

During the

year ended

December

31, 2021,

we generated

$127.6 million

of net interest

income, consisting

of $134.7

million of

interest

income from

RMBS assets

offset by $7.1

million of

interest

expense on

borrowings.

For the comparable

period ended

December

31,

2020, we

generated

$91.0 million

of net interest

income, consisting

of $116.0 million

of interest

income from

RMBS assets

offset by $25.1

million of

interest

expense on

borrowings.

The $18.7

million increase

in interest

income was

driven by

a $1,569.3

million increase

in

average RMBS

that was

partially offset

by a 72 basis

point ("bps")

decrease

in yield on

average

RMBS. The

$18.0 million

decrease

in

interest

expense for

the year

ended December

31, 2021

was driven

by a 63 bps

decrease

in the average

cost of funds,

offset by

a

$1,510.5

million increase

in average

borrowings.

For the year

ended December

31, 2019,

we generated

$58.7 million

of net interest

income, consisting

of $142.3

million of

interest

income from

RMBS assets

offset by $83.7

million of

interest

expense on

borrowings.

The $26.3

million decrease

in interest

income for

the

year ended

December

31, 2020,

compared

to the year

ended December

31, 2019,

was due to

a 69 bps

decrease in

yield on

average

RMBS,

combined with

a $71.6 million

decrease

in average

RMBS during

the period.

The $58.6

million decrease

in interest

expense for

the

year ended

December

31, 2020

was due to

a $114.7 million

decrease

in average

borrowings,

combined with

a 175 bps

decrease

in the

average cost

of funds.

On an economic

basis, our

interest

expense on

borrowings

for the years

ended December

31, 2021,

2020 and

2019 was

$25.4

million, $48.4

million and

$74.7 million,

respectively, resulting

in $109.3

million, $67.6

million and

$67.6 million

of economic

net interest

income, respectively.

The tables

below provide

information

on our portfolio

average balances,

interest

income, yield

on assets,

average borrowings,

interest

expense, cost

of funds,

net interest

income and

net interest

spread for

each quarter

in 2021, 2020

and 2019

and for the

years ended

December

31, 2021,

2020 and

2019 on both

a GAAP and

economic basis.

($ in thousands)

Average

Yield on

Interest Expense

Average Cost of Funds

RMBS

Interest

Average

Average

GAAP

Economic

GAAP

Economic

Held

(1)

Income

RMBS

Borrowings

(1)

Basis

Basis

(2)

Basis

Basis

(3)

Three Months Ended

December 31, 2021

$

6,056,259

$

44,421

2.93%

$

5,728,988

$

2,023

$

9,972

0.14%

0.70%

September 30, 2021

5,136,331

34,169

2.66%

4,864,287

1,570

2,818

0.13%

0.23%

June 30, 2021

4,504,887

29,254

2.60%

4,348,192

1,556

6,660

0.14%

0.61%

March 31, 2021

4,032,716

26,856

2.66%

3,888,633

1,941

5,985

0.20%

0.62%

December 31, 2020

3,633,631

25,893

2.85%

3,438,444

2,011

7,801

0.23%

0.91%

September 30, 2020

3,422,564

27,223

3.18%

3,228,021

2,043

8,943

0.25%

1.11%

June 30, 2020

3,126,779

27,258

3.49%

2,992,494

4,479

10,230

0.60%

1.37%

March 31, 2020

3,269,859

35,671

4.36%

3,129,178

16,523

21,423

2.11%

2.74%

December 31, 2019

3,705,920

37,529

4.05%

3,631,042

20,022

16,199

2.21%

1.78%

September 30, 2019

3,674,087

35,907

3.91%

3,571,752

22,321

21,077

2.50%

2.36%

June 30, 2019

3,307,885

36,455

4.41%

3,098,133

22,431

20,967

2.90%

2.71%

March 31, 2019

3,051,509

32,433

4.25%

2,945,895

18,892

16,465

2.57%

2.24%

Years Ended

December 31, 2021

$

4,932,548

$

134,700

2.73%

$

4,707,525

$

7,090

$

25,435

0.15%

0.54%

December 31, 2020

3,363,208

116,045

3.45%

3,197,034

25,056

48,397

0.78%

1.51%

December 31, 2019

3,434,850

142,324

4.14%

3,311,705

83,666

74,708

2.53%

2.26%

55

($ in thousands)

Net Interest Income

Net Interest Spread

GAAP

Economic

GAAP

Economic

Basis

Basis

(2)

Basis

Basis

(4)

Three Months Ended

December 31, 2021

$

42,398

$

34,449

2.79%

2.23%

September 30, 2021

32,599

31,351

2.53%

2.43%

June 30, 2021

27,698

22,594

2.46%

1.99%

March 31, 2021

24,915

20,871

2.46%

2.04%

December 31, 2020

23,882

18,093

2.62%

1.94%

September 30, 2020

25,180

18,280

2.93%

2.07%

June 30, 2020

22,779

17,028

2.89%

2.12%

March 31, 2020

19,148

14,248

2.25%

1.62%

December 31, 2019

17,507

21,330

1.84%

2.27%

September 30, 2019

13,586

14,830

1.41%

1.55%

June 30, 2019

14,024

15,488

1.51%

1.70%

March 31, 2019

13,541

15,968

1.68%

2.01%

Years Ended

December 31, 2021

$

127,610

$

109,265

2.58%

2.19%

December 31, 2020

90,989

67,649

2.67%

1.94%

December 31, 2019

58,658

67,616

1.61%

1.88%

(1)

Portfolio yields and costs of borrowings presented in the tables above and the

tables on pages 60 and 61 are calculated based on the

average balances of the underlying investment portfolio/borrowings balances

and are annualized for the periods presented. Average

balances for quarterly periods are calculated using two data points, the beginning

and ending balances.

(2)

Economic interest expense and economic net interest income

presented in the table above and the tables on page 61 includes the effect

of our derivative instrument hedges for only the periods presented.

(3)

Represents interest cost of our borrowings and the effect of derivative

instrument hedges attributed to the period divided by average

RMBS.

(4)

Economic net interest spread is calculated by subtracting average economic

cost of funds from realized yield on average RMBS.

Interest Income and Average Asset Yield

Our interest

income for

the years

ended December

31, 2021

and 2020

was $134.7

million and

$116.0 million,

respectively.

We had

average RMBS

holdings of

$4,932.5

million and

$3,363.2

million for

the years

ended December

31, 2021

and 2020,

respectively.

The

yield on our

portfolio

was 2.73%

and 3.45%

for the years

ended December

31, 2021

and 2020,

respectively. For

the year

ended

December

31, 2021

as compared

to the year

ended December

31, 2020,

there was

a $18.7 million

increase in

interest

income due

to a

$1,569.3

million increase

in average

RMBS, offset

by a 72 bps

decrease

in the yield

on average

RMBS.

For the year

ended December

31, 2019,

we had interest

income of

$142.3 million

and average

RMBS holdings

of $3,434.9

million,

resulting

in a yield

on our portfolio

of 4.14%.

For the year

ended December

31, 2020,

as compared

to the year

ended December

31, 2019,

there was

a $26.3 million

decrease

in interest

income due

to a $71.6

million decrease

in average

RMBS, combined

with a 69

bps decrease

in the yield

on average

RMBS.

The table

below presents

the average

portfolio

size, income

and yields

of our respective

sub-portfolios,

consisting

of structured

RMBS

and PT RMBS

for the years

ended December

31, 2021,

2020 and

2019 and

for each

quarter during

2021, 2020

and 2019.

56

($ in thousands)

Average RMBS Held

Interest Income

Realized Yield on Average RMBS

PT

Structured

PT

Structured

PT

Structured

RMBS

RMBS

Total

RMBS

RMBS

Total

RMBS

RMBS

Total

Three Months Ended

December 31, 2021

$

5,878,376

$

177,883

$

6,056,259

$

42,673

$

1,748

$

44,421

2.90%

3.93%

2.93%

September 30, 2021

5,016,550

119,781

5,136,331

33,111

1,058

34,169

2.64%

3.53%

2.66%

June 30, 2021

4,436,135

68,752

4,504,887

29,286

(32)

29,254

2.64%

(0.18)%

2.60%

March 31, 2021

3,997,965

34,751

4,032,716

26,869

(13)

26,856

2.69%

(0.15)%

2.66%

December 31, 2020

3,603,885

29,746

3,633,631

25,933

(40)

25,893

2.88%

(0.53)%

2.85%

September 30, 2020

3,389,037

33,527

3,422,564

27,021

202

27,223

3.19%

2.41%

3.18%

June 30, 2020

3,088,603

38,176

3,126,779

27,004

254

27,258

3.50%

2.67%

3.49%

March 31, 2020

3,207,467

62,392

3,269,859

35,286

385

35,671

4.40%

2.47%

4.36%

December 31, 2019

3,611,461

94,459

3,705,920

36,600

929

37,529

4.05%

3.93%

4.05%

September 30, 2019

3,558,075

116,012

3,674,087

36,332

(425)

35,907

4.08%

(1.47)%

3.91%

June 30, 2019

3,181,976

125,909

3,307,885

34,992

1,463

36,455

4.40%

4.65%

4.41%

March 31, 2019

2,919,415

132,094

3,051,509

30,328

2,105

32,433

4.16%

6.37%

4.25%

Years Ended

December 31, 2021

$

4,832,257

$

100,291

$

4,932,548

$

131,939

$

2,761

$

134,700

2.73%

2.75%

2.73%

December 31, 2020

3,322,248

40,960

3,363,208

115,244

801

116,045

3.47%

1.96%

3.45%

December 31, 2019

3,317,732

117,118

3,434,850

138,252

4,072

142,324

4.17%

3.48%

4.14%

Interest Expense and the Cost of Funds

We had average

outstanding

borrowings

of $4,707.5

million and

$3,197.0 million

and total

interest

expense of

$7.1 million

and $25.1

million for

the years

ended December

31, 2021

and 2020,

respectively. Our

average cost

of funds

was 0.15%

for the year

ended

December

31, 2021,

compared

to 0.78%

for the comparable

period in

2020.

There was

a $1,510.5

million increase

in average

outstanding

borrowings

during the

year ended

December

31, 2021

as compared

to the year

ended December

31, 2020.

For the year

ended December

31, 2019,

we had average

borrowings

of $3,311.7 million

and total

interest

expense of

$83.7 million,

resulting

in an average

cost of funds

of 2.53%.

There was

a 175 bps

decrease

in the average

cost of funds

and an $114.7 million

decrease

in average

outstanding

borrowings

during the

year ended

December

31, 2020

as compared

to the year

ended December

31,

2019.

Our economic

interest

expense

was $25.4

million, $48.4

million and

$74.7 million

for the years

ended December

31, 2021,

2020 and

2019, respectively.

There was

a 97 bps

decrease

in the average

economic cost

of funds to

0.54% for

the year

ended December

31, 2021

from 1.51%

for the year

ended December

31, 2020.

The reason

for the decrease

in economic

cost of funds

is primarily

due to the

lower

cost of our

borrowings

noted above,

offset by the

negative performance

of our hedging

activities

during the

period. There

was a 75 bps

decrease

in the average

economic

cost of funds

to 1.51%

for the year

ended December

31, 2020

from 2.26%

for the year

ended

December

31, 2019.

Since all

of our repurchase

agreements

are short-term,

changes in

market rates

directly affect

our interest

expense. Our

average

cost

of funds

calculated

on a GAAP

basis was

5 bps above

average

one-month

LIBOR and

9 bps below

average six-month

LIBOR for

the

quarter ended

December

31, 2021.

Our average

economic cost

of funds

was equal

to average

one-month

LIBOR and

47 bps above

average six-month

LIBOR for

the quarter

ended December

31, 2021.

The average

term to maturity

of the outstanding

repurchase

agreements

was 27 days

and 31 days

at December

31, 2021 and

2020, respectively.

The tables

below present

the average

balance of

borrowings

outstanding,

interest

expense and

average cost

of funds,

and average

one-month

and six-month

LIBOR rates

for each

quarter in

2021, 2020

and 2019

and for the

years ended

December

31, 2021,

2020 and

2019 on both

a GAAP and

economic basis.

57

($ in thousands)

Average

Interest Expense

Average Cost of Funds

Balance of

GAAP

Economic

GAAP

Economic

Borrowings

Basis

Basis

Basis

Basis

Three Months Ended

December 31, 2021

$

5,728,988

$

2,023

$

9,972

0.14%

0.70%

September 30, 2021

4,864,287

1,570

2,818

0.13%

0.23%

June 30, 2021

4,348,192

1,556

6,660

0.14%

0.61%

March 31, 2021

3,888,633

1,941

5,985

0.20%

0.62%

December 31, 2020

3,438,444

2,011

7,801

0.23%

0.91%

September 30, 2020

3,228,021

2,043

8,943

0.25%

1.11%

June 30, 2020

2,992,494

4,479

10,230

0.60%

1.37%

March 31, 2020

3,129,178

16,523

21,423

2.11%

2.74%

December 31, 2019

3,631,042

20,022

16,199

2.21%

1.78%

September 30, 2019

3,571,752

22,321

21,077

2.50%

2.36%

June 30, 2019

3,098,133

22,431

20,967

2.90%

2.71%

March 31, 2019

2,945,895

18,892

16,465

2.57%

2.24%

Years Ended

December 31, 2021

$

4,707,525

$

7,090

$

25,435

0.15%

0.54%

December 31, 2020

3,197,034

25,056

48,397

0.78%

1.51%

December 31, 2019

3,311,705

83,666

74,708

2.53%

2.26%

Average GAAP Cost of Funds

Average Economic Cost of Funds

Relative to Average

Relative to Average

Average LIBOR

One-Month

Six-Month

One-Month

Six-Month

One-Month

Six-Month

LIBOR

LIBOR

LIBOR

LIBOR

Three Months Ended

December 31, 2021

0.09%

0.23%

0.05%

(0.09)%

0.61%

0.47%

September 30, 2021

0.09%

0.16%

0.04%

(0.03)%

0.14%

0.07%

June 30, 2021

0.10%

0.18%

0.04%

(0.04)%

0.51%

0.43%

March 31, 2021

0.13%

0.23%

0.07%

(0.03)%

0.49%

0.39%

December 31, 2020

0.15%

0.27%

0.08%

(0.04)%

0.76%

0.64%

September 30, 2020

0.17%

0.35%

0.08%

(0.10)%

0.94%

0.76%

June 30, 2020

0.55%

0.70%

0.05%

(0.10)%

0.82%

0.67%

March 31, 2020

1.34%

1.43%

0.77%

0.68%

1.40%

1.31%

December 31, 2019

1.90%

1.98%

0.31%

0.23%

(0.12)%

(0.20)%

September 30, 2019

2.22%

2.18%

0.28%

0.32%

0.14%

0.18%

June 30, 2019

2.45%

2.49%

0.45%

0.41%

0.26%

0.22%

March 31, 2019

2.51%

2.77%

0.06%

(0.20)%

(0.27)%

(0.53)%

Years Ended

December 31, 2021

0.10%

0.20%

0.05%

(0.05)%

0.44%

0.34%

December 31, 2020

0.55%

0.69%

0.23%

0.09%

0.96%

0.82%

December 31, 2019

2.27%

2.35%

0.26%

0.18%

(0.01)%

(0.09)%

58

Gains or Losses

The table

below presents

our gains

or losses

for the years

ended December

31, 2021,

2020 and

2019.

(in thousands)

2021

2020

2019

Realized losses on sales of RMBS

$

(5,542)

$

(24,986)

$

(10,877)

Unrealized (losses) gains on RMBS

(198,454)

25,761

38,045

Total (losses)

gains on RMBS

(203,996)

775

27,168

Losses on interest rate futures

(856)

(13,044)

(18,858)

Gains (losses) on interest rate swaps

23,613

(66,212)

(26,582)

Gains (losses) on payer swaptions (short positions)

9,062

(3,070)

(1,379)

(Losses) gains on payer swaptions (long positions)

(2,580)

98

-

Gains on interest rate floors

2,765

-

-

Gains (losses) on TBA securities (short positions)

3,432

(6,719)

(6,264)

(Losses) gains on TBA securities (long positions)

(8,559)

9,950

1,907

Losses on U.S. Treasury securities

-

(95)

-

Total

$

(177,119)

$

(78,317)

$

(24,008)

We invest in

RMBS with

the intent

to earn net

income from

the realized

yield on those

assets over

their related

funding and

hedging

costs, and

not for the

purpose of

making short

term gains

from sales.

However, we

have sold,

and may continue

to sell,

existing

assets to

acquire new

assets, which

our management

believes might

have higher

risk-adjusted

returns in

light of current

or anticipated

interest

rates,

federal government

programs

or general

economic conditions

or to manage

our balance

sheet as part

of our asset/liability

management

strategy. During

the years

ended December

31, 2021,

2020 and

2019, the

Company received

proceeds

of $2,851.7

million, $4,200.5

million and

$3,321.2

million,

respectively, from

the sales

of RMBS.

Approximately

$1.1 billion

of the sales

during the

year ended

December

31,

2020 occurred

during the

second half

of March

2020 as we

sold assets

in order

to maintain

sufficient

cash and liquidity

and reduce

risk

associated

with the

market turmoil

brought about

by COVID-19.

Realized and

unrealized

gains and

losses on

RMBS are

driven in

part by changes

in yields

and interest

rates, which

affect the

pricing

of the securities

in our portfolio.

Gains and

losses on

interest

rate futures

contracts

are affected

by changes

in implied

forward

rates during

the reporting

period.

The table

below presents

historical

interest

rate data

for each

quarter end

during 2021,

2020 and

2019.

5 Year

10 Year

15 Year

30 Year

Three

U.S. Treasury

U.S. Treasury

Fixed-Rate

Fixed-Rate

Month

Rate

(1)

Rate

(1)

Mortgage Rate

(2)

Mortgage Rate

(2)

LIBOR

(3)

December 31, 2021

1.26%

1.51%

2.35%

3.10%

0.21%

September 30, 2021

1.00%

1.53%

2.18%

2.90%

0.12%

June 30, 2021

0.87%

1.44%

2.27%

2.98%

0.13%

March 31, 2021

0.94%

1.75%

2.39%

3.08%

0.19%

December 31, 2020

0.36%

0.92%

2.22%

2.68%

0.23%

September 30, 2020

0.27%

0.68%

2.39%

2.89%

0.24%

June 30, 2020

0.29%

0.65%

2.60%

3.16%

0.31%

March 31, 2020

0.38%

0.70%

2.89%

3.45%

1.10%

December 31, 2019

1.69%

1.92%

3.18%

3.72%

1.91%

September 30, 2019

1.55%

1.68%

3.12%

3.61%

2.13%

June 30, 2019

1.76%

2.00%

3.24%

3.80%

2.40%

March 31, 2019

2.24%

2.41%

3.72%

4.27%

2.61%

(1)

Historical 5 and 10 Year

U.S. Treasury Rates are obtained from quoted end

of day prices on the Chicago Board Options Exchange.

(2)

Historical 30 Year and

15 Year Fixed

Rate Mortgage Rates are obtained from Freddie Mac’s Primary

Mortgage Market Survey.

(3)

Historical LIBOR is obtained from the Intercontinental Exchange Benchmark

Administration Ltd.

59

Expenses

Total operating expenses

were $15.3

million, $10.5

million and

$10.4 million

for the years

ended December

31, 2021,

2020 and 2019,

respectively.

The table

below provides

a breakdown

of operating

expenses for

the years

ended December

31, 2021,

2020 and

2019.

(in thousands)

2021

2020

2019

Management fees

$

8,156

$

5,281

$

5,528

Overhead allocation

1,632

1,514

1,380

Accrued incentive compensation

1,132

38

115

Directors fees and liability insurance

1,169

998

998

Audit, legal and other professional fees

1,112

1,045

1,105

Direct REIT operating expenses

1,475

1,057

997

Other administrative

575

611

262

Total expenses

$

15,251

$

10,544

$

10,385

We are externally managed and advised by Bimini Advisors, LLC (the “Manager”) pursuant

to the terms of a management

agreement. The management agreement has been renewed through February

20, 2023 and provides for automatic one-year extension

options thereafter and is subject to certain termination rights.

Under the terms of the management agreement, the Manager is

responsible for administering the business activities and day-to-day operations of

the Company.

The Manager receives a monthly

management fee in the amount of:

One-twelfth of 1.5% of the first $250 million of the Company’s month end equity, as defined in the management agreement,

One-twelfth of 1.25% of the Company’s month end equity that is greater than $250

million and less than or equal to $500

million, and

One-twelfth of 1.00% of the Company’s month end equity that is greater than $500

million.

The Company is obligated to reimburse the Manager for any direct expenses

incurred on its behalf and to pay the Manager the

Company’s pro rata portion of certain overhead costs set forth in the management

agreement.

The Company has contracted with AVM, L.P.

(“AVM”) to provide repurchase agreement trading, clearing and administrative

services to the Company. Commencing in 2022, the Manager will begin performing these functions and the contracted relationship

with

AVM may be reduced or eliminated. Following the termination of the arrangements with AVM, the Company will pay the Manager

additional fees for its performance of repurchase agreement funding transaction

services and related clearing and operational services

as set forth in the management agreement, as amended.

Should the Company terminate the management agreement without cause,

it will pay the Manager a termination fee equal to three

times the average annual management fee, as defined in the management

agreement, before or on the last day of the term of the

agreement.

The following table summarizes the management fee and overhead allocation

expenses for each quarter in 2021, 2020 and 2019

and for the years ended December 31, 2021, 2020 and 2019.

60

($ in thousands)

Average

Average

Advisory Services

Orchid

Orchid

Management

Overhead

Three Months Ended

MBS

Equity

Fee

Allocation

Total

December 31, 2021

$

6,056,259

$

806,382

$

2,587

$

443

$

3,030

September 30, 2021

5,136,331

672,384

2,156

390

2,546

June 30, 2021

4,504,887

542,679

1,792

395

2,187

March 31, 2021

4,032,716

456,687

1,621

404

2,025

December 31, 2020

3,633,631

387,503

1,384

442

1,826

September 30, 2020

3,422,564

368,588

1,252

377

1,629

June 30, 2020

3,126,779

361,093

1,268

348

1,616

March 31, 2020

3,269,859

376,673

1,377

347

1,724

December 31, 2019

3,705,920

414,018

1,477

379

1,856

September 30, 2019

3,674,087

394,788

1,440

351

1,791

June 30, 2019

3,307,885

363,961

1,326

327

1,653

March 31, 2019

3,051,509

363,204

1,285

323

1,608

Years Ended

December 31, 2021

$

4,932,548

$

619,533

$

8,156

$

1,632

$

9,788

December 31, 2020

3,363,208

373,464

5,281

1,514

6,795

December 31, 2019

3,434,850

383,993

5,528

1,380

6,908

Financial

Condition:

Mortgage-Backed Securities

As of December

31, 2021,

our RMBS

portfolio

consisted

of $6,511.1 million

of Agency

RMBS at

fair value

and had a

weighted

average coupon

on assets

of 3.03%.

During the

year ended

December

31, 2021,

we received

principal

repayments

of $591.1

million

compared

to $523.7

million for

the year

ended December

31, 2020.

The average

three month

prepayment

speeds for

the quarters

ended

December

31, 2021

and 2020

were 11.4% and

20.1%, respectively.

The following

table presents

the 3-month

constant prepayment

rate (“CPR”)

experienced

on our structured

and PT RMBS

sub-

portfolios,

on an annualized

basis, for

the quarterly

periods presented.

CPR is a

method of

expressing

the prepayment

rate for

a mortgage

pool that

assumes that

a constant

fraction

of the remaining

principal

is prepaid

each month

or year. Specifically,

the CPR

in the chart

below represents

the three

month prepayment

rate of the

securities

in the respective

asset

category.

Structured

PT RMBS

RMBS

Total

Three Months Ended

Portfolio (%)

Portfolio (%)

Portfolio (%)

December 31, 2021

9.0

24.6

11.4

September 30, 2021

9.8

25.1

12.4

June 30, 2021

10.9

29.9

12.9

March 31, 2021

9.9

40.3

12.0

December 31, 2020

16.7

44.3

20.1

September 30, 2020

14.3

40.4

17.0

June 30, 2020

13.9

35.3

16.3

March 31, 2020

9.8

22.9

11.9

61

The following

tables summarize

certain characteristics

of the Company’s

PT RMBS

and structured

RMBS as of

December 31,

2021

and 2020:

($ in thousands)

Weighted

Percentage

Average

of

Weighted

Maturity

Fair

Entire

Average

in

Longest

Asset Category

Value

Portfolio

Coupon

Months

Maturity

December 31, 2021

Fixed Rate RMBS

$

6,298,189

96.7%

2.93%

342

1-Dec-51

Total Mortgage-backed Pass-through

6,298,189

96.7%

2.93%

342

1-Dec-51

Interest-Only Securities

210,382

3.2%

3.40%

263

25-Jan-52

Inverse Interest-Only Securities

2,524

0.1%

3.75%

300

15-Jun-42

Total Structured RMBS

212,906

3.3%

3.41%

264

25-Jan-52

Total Mortgage Assets

$

6,511,095

100.0%

3.03%

325

25-Jan-52

December 31, 2020

Fixed Rate RMBS

$

3,560,746

95.5%

3.09%

339

1-Jan-51

Fixed Rate CMOs

137,453

3.7%

4.00%

312

15-Dec-42

Total Mortgage-backed Pass-through

3,698,199

99.2%

3.13%

338

1-Jan-51

Interest-Only Securities

28,696

0.8%

3.98%

268

25-May-50

Total Structured RMBS

28,696

0.8%

3.98%

268

25-May-50

Total Mortgage Assets

$

3,726,895

100.0%

3.19%

333

1-Jan-51

($ in thousands)

December 31, 2021

December 31, 2020

Percentage of

Percentage of

Agency

Fair Value

Entire Portfolio

Fair Value

Entire Portfolio

Fannie Mae

$

4,719,349

72.5%

$

2,733,960

73.4%

Freddie Mac

1,791,746

27.5%

992,935

26.6%

Total Portfolio

$

6,511,095

100.0%

$

3,726,895

100.0%

December 31, 2021

December 31, 2020

Weighted Average Pass-through Purchase Price

$

107.19

$

107.43

Weighted Average Structured Purchase Price

$

15.21

$

20.06

Weighted Average Pass-through Current Price

$

105.31

$

108.94

Weighted Average Structured Current Price

$

14.08

$

10.87

Effective Duration

(1)

3.390

2.360

(1)

Effective duration is the approximate percentage change in price

for a 100 bps change in rates.

An effective duration of 3.390 indicates that an

interest rate increase of 1.0% would be expected to cause a 3.390% decrease in the value

of the RMBS in the Company’s investment portfolio

at December 31, 2021.

An effective duration of 2.360 indicates that an interest rate increase

of 1.0% would be expected to cause a 2.360%

decrease in the value of the RMBS in the Company’s investment portfolio

at December 31, 2020. These figures include the structured securities

in the portfolio, but do not include the effect of the Company’s funding

cost hedges.

Effective duration quotes for individual investments are

obtained from The Yield Book, Inc.

62

The following

table presents

a summary

of portfolio

assets acquired

during the

years ended

December

31, 2021

and 2020.

($ in thousands)

2021

2020

Total Cost

Average

Price

Weighted

Average

Yield

Total Cost

Average

Price

Weighted

Average

Yield

Pass-through RMBS

$

6,224,819

$

106.68

1.63%

$

4,858,602

$

107.71

1.38%

Structured RMBS

205,906

13.61

3.88%

832

12.96

2.80%

Borrowings

As of December

31, 2021,

we had established

borrowing

facilities

in the repurchase

agreement

market with

a number

of commercial

banks and

other financial

institutions

and had borrowings

in place with

23 of these

counterparties.

None of these

lenders are

affiliated

with

the Company. These

borrowings

are secured

by the Company’s

RMBS and

cash, and

bear interest

at prevailing

market rates.

We believe

our established

repurchase

agreement

borrowing

facilities

provide borrowing

capacity in

excess of

our needs.

As of December

31, 2021,

we had obligations

outstanding

under the

repurchase

agreements

of approximately

$6,244.1

million with

a

net weighted

average borrowing

cost of 0.15%.

The remaining

maturity of

our outstanding

repurchase

agreement

obligations

ranged from

5 to 257

days, with

a weighted

average remaining

maturity of

27 days.

Securing

the repurchase

agreement

obligations

as of December

31, 2021

are RMBS

with an estimated

fair value,

including

accrued

interest,

of approximately

$6,525.2

million and

a weighted

average

maturity of

345 months,

and cash

pledged to

counterparties

of approximately

$57.3 million.

Through

February

25, 2022,

we have been

able to maintain

our repurchase

facilities

with comparable

terms to

those that

existed at

December

31, 2021

with maturities

extending

to

various dates

through September

14, 2022.

The table below presents information about our period end,

maximum and average balances of borrowings for each quarter in

2021 and 2020.

($ in thousands)

Difference Between Ending

Ending

Maximum

Average

Borrowings and

Balance of

Balance of

Balance of

Average Borrowings

Three Months Ended

Borrowings

Borrowings

Borrowings

Amount

Percent

December 31, 2021

$

6,244,106

$

6,419,689

$

5,728,988

$

515,118

8.99%

September 30, 2021

5,213,869

5,214,254

4,864,287

349,582

7.19%

June 30, 2021

4,514,704

4,517,953

4,348,192

166,512

3.83%

March 31, 2021

4,181,680

4,204,935

3,888,633

293,047

7.54%

December 31, 2020

3,595,586

3,597,313

3,438,444

157,142

4.57%

September 30, 2020

3,281,303

3,286,454

3,228,021

53,282

1.65%

June 30, 2020

3,174,739

3,235,370

2,992,494

182,245

6.09%

March 31, 2020

2,810,250

4,297,621

3,129,178

(318,928)

(10.19)%

(1)

(1)

The lower ending balance relative to the average balance during the quarter

ended March 31, 2020 reflects the sale of RMBS pledged as

collateral in order to maintain cash and liquidity in response to the dislocations in the financial

and mortgage markets resulting from the

economic impacts of COVID-19.

During the quarter ended March 31, 2020, the Company’s investment

in RMBS decreased $642.1 million.

Liquidity and Capital Resources

Liquidity

is our ability

to turn non-cash

assets into

cash, purchase

additional

investments,

repay principal

and interest

on borrowings,

fund overhead,

fulfill margin

calls and

pay dividends.

We have both

internal

and external

sources of

liquidity. However,

our material

unused sources

of liquidity

include cash

balances,

unencumbered

assets and

our ability

to sell encumbered

assets to

raise cash.

At the

63

onset of

the COVID-19

pandemic in

the spring

of 2020,

the markets

the Company

operates

in were severely

disrupted

and the Company

was forced

to rely on

these sources

of liquidity. Our

balance sheet

also generates

liquidity

on an on-going

basis through

payments

of

principal

and interest

we receive

on our RMBS

portfolio.

Management

believes that

we currently

have sufficient

liquidity

and capital

resources

available

for (a) the

acquisition

of additional

investments

consistent

with the

size and

nature of

our existing

RMBS portfolio,

(b)

the repayments

on borrowings

and (c) the

payment of

dividends

to the extent

required

for our continued

qualification

as a REIT.

We may

also generate

liquidity

from time

to time by

selling our

equity or

debt securities

in public

offerings

or private

placements.

Internal

Sources of

Liquidity

Our internal

sources of

liquidity

include our

cash balances,

unencumbered

assets and

our ability

to liquidate

our encumbered

security

holdings.

Our balance

sheet also

generates

liquidity

on an on-going

basis through

payments

of principal

and interest

we receive

on our

RMBS portfolio.

Because our

PT RMBS portfolio

consists entirely

of government

and agency

securities,

we do not

anticipate

having

difficulty converting

our assets

to cash should

our liquidity

needs ever

exceed our

immediately

available

sources of

cash.

Our structured

RMBS portfolio

also consists

entirely of

governmental

agency securities,

although

they typically

do not trade

with comparable

bid / ask

spreads as

PT RMBS.

However, we anticipate

that we would

be able to

liquidate

such securities

readily, even in

distressed

markets,

although

we would

likely do

so at prices

below where

such securities

could be sold

in a more

stable market.

To enhance our liquidity

even

further, we may

pledge a

portion of

our structured

RMBS as

part of a

repurchase

agreement

funding,

but retain

the cash in

lieu of acquiring

additional

assets.

In this way

we can, at

a modest

cost, retain

higher levels

of cash on

hand and

decrease

the likelihood

we will

have to

sell assets

in a distressed

market in

order to

raise cash.

Our strategy

for hedging

our funding

costs typically

involves

taking short

positions

in interest

rate futures,

treasury

futures,

interest

rate

swaps, interest

rate swaptions

or other

instruments.

When the

market causes

these short

positions

to decline

in value we

are required

to

meet margin

calls with

cash.

This can

reduce our

liquidity

position

to the extent

other securities

in our portfolio

move in price

in such a

way

that we do

not receive

enough cash

via margin

calls to

offset the

derivative

related margin

calls. If

this were

to occur

in sufficient

magnitude,

the loss of

liquidity

might force

us to reduce

the size

of the levered

portfolio,

pledge additional

structured

securities

to raise

funds or

risk operating

the portfolio

with less

liquidity.

External

Sources of

Liquidity

Our primary

external

sources of

liquidity

are our ability

to (i) borrow

under master

repurchase

agreements,

(ii) use

the TBA

security

market and

(iii) sell

our equity

or debt

securities

in public

offerings

or private

placements.

Our borrowing

capacity will

vary over

time as the

market value

of our interest

earning assets

varies.

Our master

repurchase

agreements

have no

stated expiration,

but can be

terminated

at

any time at

our option

or at the

option of

the counterparty.

However, once

a definitive

repurchase

agreement

under a master

repurchase

agreement

has been

entered into,

it generally

may not be

terminated

by either

party.

A negotiated

termination

can occur, but

may involve

a fee to

be paid by

the party

seeking to

terminate

the repurchase

agreement

transaction.

Under our

repurchase

agreement

funding arrangements,

we are required

to post margin

at the initiation

of the borrowing.

The margin

posted represents

the haircut,

which is a

percentage

of the market

value of the

collateral

pledged.

To the extent the

market value

of the

asset collateralizing

the financing

transaction

declines,

the market

value of our

posted margin

will be insufficient

and we will

be required

to

post additional

collateral.

Conversely, if

the market

value of the

asset pledged

increases

in value,

we would

be over collateralized

and we

would be

entitled to

have excess

margin returned

to us by the

counterparty.

Our lenders

typically

value our

pledged securities

daily to

ensure the

adequacy of

our margin

and make margin

calls as

needed, as

do we.

Typically, but not

always, the

parties agree

to a minimum

threshold

amount for

margin calls

so as to avoid

the need

for nuisance

margin calls

on a daily

basis.

Our master

repurchase

agreements

do not specify

the haircut;

rather haircuts

are determined

on an individual

repurchase

transaction

basis. Throughout

the year

ended

December

31, 2021,

haircuts on

our pledged

collateral

remained

stable and

as of December

31, 2021,

our weighted

average haircut

was

approximately

4.9% of the

value of

our collateral.

TBAs

represent

a form of

off-balance

sheet financing

and are

accounted

for as derivative

instruments.

(See Note

4 to our

Financial

64

Statements

in this Form

10-K for

additional

details on

of our TBAs).

Under certain

market conditions,

it may be

uneconomical

for us to

roll

our TBAs

into future

months and

we may need

to take or

make physical

delivery

of the underlying

securities.

If we were

required

to take

physical delivery

to settle

a long TBA,

we would

have to fund

our total

purchase

commitment

with cash

or other

financing

sources and

our

liquidity

position could

be negatively

impacted.

Our TBAs

are also

subject to

margin requirements

governed

by the Mortgage-Backed

Securities

Division ("MBSD")

of the FICC

and

by our master

securities

forward

transaction

agreements,

which may

establish

margin levels

in excess

of the MBSD.

Such provisions

require that

we establish

an initial

margin based

on the notional

value of the

TBA, which

is subject

to increase

if the estimated

fair value

of

our TBAs

or the estimated

fair value

of our pledged

collateral

declines.

The MBSD

has the sole

discretion

to determine

the value

of our

TBAs

and of the

pledged collateral

securing such

contracts.

In the event

of a margin

call, we

must generally

provide additional

collateral

on

the same

business day.

Settlement

of our TBA

obligations

by taking

delivery of

the underlying

securities

as well as

satisfying

margin requirements

could

negatively

impact our

liquidity

position.

However, since

we do not

use TBA dollar

roll transactions

as our primary

source of

financing,

we

believe that

we will have

adequate

sources of

liquidity

to meet

such obligations.

As discussed

earlier, we invest

a portion

of our capital

in structured

Agency RMBS.

We generally

do not apply

leverage

to this portion

of our portfolio.

The leverage

inherent

in structured

securities

replaces the

leverage

obtained

by acquiring

PT securities

and funding

them

in the repurchase

market.

This structured

RMBS strategy

has been a

core element

of the Company’s

overall investment

strategy

since

inception.

However, we

have and may

continue to

pledge a

portion

of our structured

RMBS in order

to raise our

cash levels,

but generally

will not

pledge these

securities

in order

to acquire

additional

assets.

In future

periods,

we expect

to continue

to finance

our activities

in a manner

that is consistent

with our

current operations

through

repurchase

agreements.

As of December

31, 2021,

we had cash

and cash equivalents

of $385.1

million.

We generated

cash flows

of

$716.5 million

from principal

and interest

payments on

our RMBS

and had average

repurchase

agreements

outstanding

of $4,707.5

million

during the

year ended

December

31, 2021.

As described more fully below, we may also access liquidity by selling our equity or debt securities in public offerings or private

placements.

Stockholders’

Equity

On August 2, 2017, we entered into the August 2017 Equity Distribution Agreement

with two sales agents pursuant to which we

could offer and sell, from time to time, up to an aggregate amount of $125,000,000 of

shares of our common stock in transactions that

were deemed to be “at the market” offerings and privately negotiated transactions. We issued

a total of 15,123,178 shares under the

August 2017 Equity Distribution Agreement for aggregate gross proceeds of $125.0

million, and net proceeds of approximately $123.1

million, after commissions and fees, prior to its termination in July 2019.

On July 30, 2019, we entered into the 2019 Underwriting Agreement with Morgan

Stanley & Co. LLC, Citigroup Global Markets Inc.

and J.P.

Morgan Securities LLC, as representatives of the underwriters named

therein, relating to the offer and sale of 7,000,000

shares of the Company’s common stock at a price to the public of $6.55 per share. The underwriters

purchased the shares pursuant to

the 2019 Underwriting Agreement at a price of $6.3535 per share. The closing

of the offering of 7,000,000 shares of common stock

occurred on August 2, 2019, with net proceeds to us of approximately $44.2

million after deduction of underwriting discounts and

commissions and other estimated offering expenses.

On January 23, 2020, we entered into the January 2020 Equity Distribution

Agreement with three sales agents pursuant to which

we could offer and sell, from time to time, up to an aggregate amount of $200,000,000 of

shares of our common stock in transactions

that were deemed to be “at the market” offerings and privately negotiated transactions.

We issued a total of 3,170,727 shares under

65

the January 2020 Equity Distribution Agreement for aggregate gross proceeds

of $19.8 million, and net proceeds of approximately

$19.4 million, after commissions and fees, prior to its termination in August

2020.

On August 4, 2020, we entered into the August 2020 Equity Distribution Agreement

with four sales agents pursuant to which we

could offer and sell, from time to time, up to an aggregate amount of $150,000,000

of shares of our common stock in transactions that

were deemed to be “at the market” offerings and privately negotiated transactions. We issued a total

of 27,493,650 shares under the

August 2020 Equity Distribution Agreement for aggregate gross proceeds

of approximately $150.0 million, and net proceeds of

approximately $147.4 million, after commissions and fees,

prior to its termination in June 2021.

On January 20, 2021, we entered into the January 2021 Underwriting Agreement

with J.P. Morgan Securities LLC (“J.P.

Morgan”),

relating to the offer and sale of 7,600,000 shares of our common stock. J.P. Morgan purchased the shares of our common stock from

the Company pursuant to the January 2021 Underwriting Agreement at $5.20

per share. In addition, we granted J.P. Morgan a 30-day

option to purchase up to an additional 1,140,000 shares of our common stock

on the same terms and conditions, which J.P. Morgan

exercised in full on January 21, 2021. The closing of the offering of 8,740,000 shares of our

common stock occurred on January 25,

2021, with proceeds to us of approximately $45.2 million, net of offering expenses.

On March 2, 2021, we entered into the March 2021 Underwriting Agreement

with J.P. Morgan, relating to the offer and sale of

8,000,000 shares of our common stock. J.P. Morgan purchased the shares of our common stock from the Company pursuant to the

March 2021 Underwriting Agreement at $5.45 per share. In addition, we

granted J.P. Morgan a 30-day option to purchase up to an

additional 1,200,000 shares of our common stock on the same terms

and conditions, which J.P. Morgan exercised in full on March 3,

2021. The closing of the offering of 9,200,000 shares of our common stock occurred on

March 5, 2021, with proceeds to us of

approximately $50.0 million, net of offering expenses.

On June 22, 2021, we entered into the June 2021 Equity Distribution Agreement with four

sales agents pursuant to which we could

offer and sell, from time to time, up to an aggregate amount of $250,000,000 of shares

of our common stock in transactions that were

deemed to be “at the market” offerings and privately negotiated transactions. We issued a

total of 49,407,336 shares under the June

2021 Equity Distribution Agreement for aggregate gross proceeds of

approximately $250.0 million, and net proceeds of approximately

$246.2 million, after commissions and fees, prior to its termination in October

2021.

On October 29, 2021, we entered into the October 2021 Equity Distribution

Agreement with four sales agents pursuant to which

we may offer and sell, from time to time, up to an aggregate amount of $250,000,000 of

shares of our common stock in transactions

that are deemed to be “at the market” offerings and privately negotiated transactions. Through

December 31, 2021, we issued a total of

15,835,700 shares under the October 2021 Equity Distribution Agreement for aggregate

gross proceeds of approximately $78.3 million,

and net proceeds of approximately $77.0

million, after commissions and fees.

Outlook

Economic Summary

COVID-19 continued to impact the United States and the rest of the world during the fourth

quarter of 2021 and into the first

quarter of 2022.

The most recent variant, Omicron, spreads much more readily

than past variants, but also tends to be much less

severe.

Instances of new cases spiked rapidly, starting in December of 2021 and peaked, in the U.S., the week ended January 16,

2022 at 5.58 million.

Since then cases have declined fairly rapidly, as have hospitalizations, which have also tended to involve much

shorter stays in the hospital, especially in comparison to the Delta variant.

Despite the Omicron wave, the economy added 467,000

jobs in January 2022 and retail sales also rose well above estimates at 3.8%,

causing the markets and the Fed to meaningfully revise

expectations for the path of monetary policy in 2022 and beyond.

66

The rationale for the shift in expectations for monetary policy was found in the

economic data that was released during the fourth

quarter of 2021.

There were several economic indicators that reached milestone

levels and made it clear the economy had more than

recovered from the pandemic.

The Fed focuses on two areas of economic performance – inflation and the labor

market – tied to their

dual mandates of stable prices and maximum employment.

With respect to inflation, the year-over-year consumer price index reading

increased from the 4% increase reported in September of 2021

to 5.43% in December of 2021. Core personal consumption

expenditures – the Fed’s preferred inflation measure – increased from 3.7% year-over-year

to 4.85% between September and

December of 2021.

In the latter case, this was the highest reading since the early 1980s.

The producer price index was also increasing

rapidly – approaching 7% year over year in December of 2021.

This led the Fed to formally declare that their assessment of inflation

as “transitory” was no longer the case.

Labor market indicators

also reached new milestones. Initial claims for unemployment insurance

breached the 200,000 level

during the fourth quarter of 2021–

the first time this happened since the late 1960s.

Continuing claims for unemployment insurance

reached levels even lower than the lows reached prior to the pandemic, and the

unemployment rate reached 3.9% in December, still

0.4% above the lowest level reached prior to the pandemic but below the Fed’s long-term target

level and their proxy for full

employment.

The final piece of information was gross domestic product growth of 6.9%

for the fourth quarter, released in January of

2022.

The Fed’s outlook for monetary policy pivoted materially beginning in November

of 2021.

The economic data has strengthened further in early 2022.

In particular, measures of inflation have accelerated from the trend of

late 2021 and are very broad based, as prices for essentially every category

of goods and services are accelerating.

The employment

data has also been very strong, exhibiting little effect from the Omicron variant. The combination

of accelerating inflation well above the

Fed’s target level and a very tight labor market have led the market to anticipate the Fed will

react aggressively soon. The Fed has

signaled they are about to start an accelerated removal of the extreme monetary accommodation

necessitated by the pandemic.

In

January of 2022 the FOMC announced they would end their asset purchases

in March of 2022 and were likely to start decreasing the

reinvestment of their U.S. Treasury and RMBS assets as they matured or were repaid starting shortly

after their first rate hike.

The first

rate hike is likely to be in March as well. Current pricing in the futures

market indicates

the Fed will increase the Fed Funds rate at least

six times by January of 2023 and by approximately 75 basis points more in 2023.

There is a potentially significant geo-political development in the outlook as well.

Russia appears to be threatening to take military

action in the Ukraine.

They have moved over 100,000 troops and significant other military assets

such as tanks, combat aircraft,

missile systems, naval forces and medical personnel into areas on the

north, east and south of Ukraine. The situation has been

developing since late 2021 and diplomatic efforts to ease tensions in the area do not appear

to be working.

The United States and

several NATO allies have sent troops to the region and military supplies to Ukraine.

There is also the possibility hostilities may not be

limited to direct military confrontation.

This may have begun already as reports of cyber attacks throughout Ukraine

and other forms of

non-military intervention have occurred. Should the situation deteriorate further

and military action lead to a protracted war, there would

likely be an economic impact on Europe and therefore indirectly in the U.S., potentially

slowing economic activity at the margin and

possibly lessening the need for the Fed to remove monetary policy as

aggressively as expected otherwise.

Legislative Response and the Federal Reserve

Congress passed the CARES Act (described below) quickly in response to

the pandemic’s emergence during the spring of 2020.

As provisions of the CARES Act expired and the effects of the pandemic continued

to adversely impact the country, the federal

government passed an additional stimulus package in late December of 2020.

Further, on March 11, 2021, President Biden signed into

law an additional $1.9 trillion coronavirus aid package as part of the American

Rescue Plan Act of 2021.

This law provided for, among

other things, direct payments to most Americans with a gross income of

less than $75,000 a year, expansion of the child tax credit,

extension of expanded unemployment benefits through September 6, 2021, funding

for procurement of vaccines and health providers,

loans to qualified businesses, funding for rental and mortgage assistance and

funding for schools. The expanded federal

unemployment benefits expired on September 6, 2021.

In addition, the Fed provided as much support to the markets and the economy

as it could within the constraints of its mandate.

67

During the third quarter of 2020, the Fed unveiled a new monetary policy framework

focused on average inflation rate targeting

that allows the Fed Funds rate to remain quite low, even if inflation is expected to temporarily surpass the 2% target

level. Further, the

Fed stated they would look past the presence of very tight labor markets,

should they be present at the time.

This marks a significant

shift from their prior policy framework, which was focused on the unemployment

rate as a key indicator of impending inflation.

Adherence to this policy could steepen the U.S. Treasury curve as short-term rates could remain low for a

considerable period but

longer-term rates could rise given the Fed’s intention to let inflation potentially run above

2% in the future as the economy more fully

recovers.

As mentioned above, this policy shift will not likely have an effect on current

monetary policy as inflation is now running

considerably higher than the Fed’s 2% target level and the Fed appears likely to move

quickly to remove the extreme monetary

accommodation they provided as the pandemic emerged in the U.S. in the

spring of 2020.

Interest Rates

At the beginning of 2021,

interest rates were still close to the lowest levels ever observed

in 2020.

As the country and economy

emerged from the effects of the pandemic and the federal government and the Fed took unprecedented

actions to buttress the

economy from the effects of the pandemic, interest rates increased over the course of

the year.

Increases in interest rates were not

uniform over the year as shorter maturity rates, typically more sensitive to anticipated

increases in short term rates controlled by the

Fed, increased more than longer term rates.

As inflation accelerated in the fourth quarter of 2021, and even more so

in early 2022, this

trend intensified and currently the spread between certain intermediate rates

– such as 5-year and 7-year maturities – trade at yields

only marginally below longer-term rates such as 10-year U.S. Treasuries.

This flattening of the rates curve is typical as the economy

strengthens and the market anticipates increases in short-term rates by the Fed. As

economic and/or inflation data strengthen and the

market anticipates progressively more increases in short-term rates, this flattening

effect intensifies as well. Eventually the rates curve

could actually invert, whereby the intermediate rates mentioned above actually yield

more than longer-term rates.

This would occur

when the market anticipates the increases to short-term rates by the Fed will actually

slow the economy too much in the future and a

possible recession is on the horizon.

Given the unprecedented nature of the monetary and fiscal stimulus

needed to combat the

pandemic and the related supercharged effect on the economy, the current recovery and pending rate increase cycle will be difficult to

manage by the Fed and we expect that such an outcome is more likely to occur

than in past cycles.

The Agency RMBS Market

As was anticipated,

the Fed announced a tapering of their U.S. Treasury and Agency RMBS

asset purchases at their November

2021 meeting.

As described above, the forthcoming data was likely to necessitate an accelerated

pace of accommodation removal

and in December of 2021,

and again in January of 2022, the Fed announced revised schedules

for tapering.

This means a material

source of demand for Agency RMBS is about to leave the market.

Given Fed purchases are a source of reserves into the banking

system, this also means banks, which have also been a material source

for Agency RMBS, may also be buying fewer securities.

However, the securities that were the focus of the Fed and bank buying, namely production coupon securities, performed

relatively well

during the fourth quarter of 2021.

Total

returns for Agency RMBS for the fourth quarter and full year of 2021 were -0.4%

and -1.2%, respectively.

Agency RMBS

returns generally trailed other major domestic fixed income categories.

High yield debt returned 0.7% and 5.4% for the fourth quarter

and full year of 2021, respectively.

Investment grade returns for the same two periods were 0.2% and -1.0%.

Legacy non-Agency

RMBS returns were equal to or exceeded high yield returns.

Relative to comparable duration U.S. Treasuries Agency RMBS returns

were -1.0% and -1.6%, respectively for the same two periods.

Again, these returns trailed the same other major domestic fixed-income

categories and by comparable amounts.

Within the Agency RMBS 30-year coupons, production coupons – 2.0%

and 2.5% -

outperformed higher, liquid securities – 3.0% and 3.5%, both on an absolute and relative to comparable duration U.S.

Treasury basis

for the fourth quarter of 2021.

Recent Legislative and Regulatory Developments

68

The Fed conducted large scale overnight repo operations from late 2019 until

July 2020 to address disruptions in the U.S.

Treasury, Agency debt and Agency MBS financing markets. These operations ceased in July 2020 after the central bank successfully

tamed volatile funding costs that had threatened to cause disruption across the

financial system.

The Fed has taken a number of other actions to stabilize markets as a result

of the impacts of the COVID-19 pandemic. On

Sunday, March 15, 2020, the Fed announced a $700 billion asset purchase program to provide liquidity to the U.S. Treasury and

Agency MBS markets. Specifically, the Fed announced that it would purchase at least $500 billion of U.S. Treasuries and at least $200

billion of Agency MBS. The Fed also lowered the Fed Funds rate to a range

of 0.0% – 0.25%, after having already lowered the Fed

Funds rate by 50 bps on March 3, 2020. On June 30, 2020, Fed Chairman Powell

announced expectations to maintain interest rates at

this level until the Fed is confident that the economy has weathered recent events

and is on track to achieve maximum employment

and price stability goals. The Federal Open Market Committee (“FOMC”) continued

to reaffirm this commitment at all subsequent

meetings through December of 2021, as well as an intention to allow inflation to

climb modestly above their 2% target and maintain that

level for a period sufficient for inflation to average 2% long term.

On January 26, 2022, the FOMC reiterated its goals of maximum

employment and a 2% long-run inflation rate and stated that, with a strong labor market

and inflation well above 2%, it expected it

would soon be appropriate to raise the target federal funds rate.

In response to the deterioration in the markets for U.S. Treasuries, Agency MBS and other mortgage

and fixed income markets as

investors liquidated investments in response to the economic crisis resulting from

the actions to contain and minimize the impacts of

the COVID-19 pandemic, on the morning of Monday, March 23, 2020, the Fed announced a program to acquire U.S. Treasuries and

Agency MBS in the amounts needed to support smooth market functioning. With

these purchases, market conditions improved

substantially, and in early April, the Fed began to gradually reduce the pace of these purchases. Through November of 2021, the Fed

was committed to purchasing $80 billion of U.S. Treasuries and $40 billion of Agency MBS each month. In November

of 2021, it began

tapering its net asset purchases each month, reducing them to $70 billion,

$60 billion and $40 billion of U.S. Treasuries and $35 billion,

$30 billion and $20 billion of Agency MBS in November of 2021, December of

2021 and January of 2022, respectively.

On January 26,

2022, the FOMC announced that it would continue to increase its holdings of U.S. Treasuries by $20 billion per

month and its holdings

of Agency RMBS by $10 billion per month for February of 2022 and would end

its net asset purchases entirely by early March of 2022.

The CARES Act was passed by Congress and signed into law by President Trump on March 27, 2020.

The CARES Act provided

many forms of direct support to individuals and small businesses in order to stem the

steep decline in economic activity.

This over $2

trillion COVID-19 relief bill, among other things, provided for direct payments to each

American making up to $75,000 a year, increased

unemployment benefits for up to four months (on top of state benefits), funding

to hospitals and health providers, loans and

investments to businesses, states and municipalities and grants to the airline industry. On April 24, 2020, President Trump signed an

additional funding bill into law that provides an additional $484 billion of funding

to individuals, small businesses, hospitals, health care

providers and additional coronavirus testing efforts. Various provisions of the CARES Act began to expire in July 2020, including a

moratorium on evictions (July 25, 2020), expanded unemployment benefits (July

31, 2020), and a moratorium on foreclosures (August

31, 2020). On August 8, 2020, President Trump issued Executive Order 13945, directing the

Department of Health and Human

Services, the Centers for Disease Control and Prevention (“CDC”),

the Department of Housing and Urban Development, and

Department of the Treasury to take measures to temporarily halt residential evictions and foreclosures,

including through temporary

financial assistance.

On December 27, 2020, President Trump signed into law an additional $900 billion coronavirus aid package

as part of the

Consolidated Appropriations Act, 2021, providing for extensions of many

of the CARES Act policies and programs as well as additional

relief. The package provided for, among other things, direct payments to most Americans with a gross income of less

than $75,000 a

year, extension of unemployment benefits through March 14, 2021, funding for procurement of vaccines and health

providers, loans to

qualified businesses, funding for rental assistance and funding for schools.

On January 29, 2021, the CDC issued guidance extending

eviction moratoriums for covered persons through March 31, 2021. The FHFA subsequently extended the foreclosure

moratorium

begun under the CARES Act for loans backed by Fannie Mae and Freddie

Mac and the eviction moratorium for real estate owned by

69

Fannie Mae and Freddie Mac until July 31, 2021 and September 30, 2021, respectively. The U.S. Housing and Urban Development

Department subsequently extended the FHA foreclosure and eviction moratoria to

July 31, 2021 and September 30, 2021, respectively.

Despite the expirations of these foreclosure moratoria, a final rule adopted

by the CFPB on June 28, 2021 effectively prohibited

servicers from initiating a foreclosure before January 1, 2022 in most instances.

On March 11, 2021, President Biden signed into law an additional $1.9 trillion coronavirus aid package as part of the

American

Rescue Plan Act of 2021.

This law provided for, among other things, direct payments to most Americans with a gross income of less

than $75,000 a year, expansion of the child tax credit, extension of expanded unemployment benefits through September

6, 2021,

funding for procurement of vaccines and health providers, loans to qualified businesses,

funding for rental and mortgage assistance

and funding for schools. The expanded federal unemployment benefits expired on September

6, 2021.

In January 2019, the Trump administration made statements of its plans to work with Congress

to overhaul Fannie Mae and

Freddie Mac and expectations to announce a framework for the development of

a policy for comprehensive housing finance reform

soon. On September 30, 2019, the FHFA announced that Fannie Mae and Freddie Mac were allowed

to increase their capital buffers

to $25 billion and $20 billion, respectively, from the prior limit of $3 billion each. This step could ultimately lead to Fannie Mae and

Freddie Mac being privatized and represents the first concrete step on the road to

GSE reform.

On June 30, 2020, the FHFA released

a proposed rule on a new regulatory framework for the GSEs which seeks to implement

both a risk-based capital framework and

minimum leverage capital requirements. The final rule on the new capital framework

for the GSEs was published in the federal register

in December 2020.

On January 14, 2021, the U.S. Treasury and the FHFA executed letter agreements allowing the GSEs to continue

to retain capital up to their regulatory minimums, including buffers, as prescribed in the December

rule.

These letter agreements

provide, in part, (i) there will be no exit from conservatorship until all

material litigation is settled and the GSE has common equity Tier 1

capital of at least 3% of its assets, (ii) the GSEs will comply with

the FHFA’s

regulatory capital framework, (iii) higher-risk single-family

mortgage acquisitions will be restricted to current levels, and (iv) the U.S. Treasury and the FHFA will establish a timeline and process

for future GSE reform. However, no definitive proposals or legislation have been released or enacted with respect

to ending the

conservatorship, unwinding the GSEs, or materially reducing the roles of the GSEs

in the U.S. mortgage market.

On September 14,

2021, the U.S. Treasury and the FHFA suspended certain policy provisions in the January agreement, including limits on loans

acquired for cash consideration, multifamily loans, loans with higher risk

characteristics and second homes and investment properties.

On September 15, 2021, the FHFA announced a notice of proposed rulemaking for the purpose of amending the December

rule to,

among other things, reduce the Tier 1 capital and risk-weight floor requirements.

In 2017, policymakers announced that LIBOR will be replaced by December

31, 2021. The directive was spurred by the fact that

banks are uncomfortable contributing to the LIBOR panel given the shortage of underlying

transactions on which to base levels and the

liability associated with submitting an unfounded level. However, the ICE Benchmark Administration, in its

capacity as administrator of

USD LIBOR, has announced that it intends to extend publication of USD LIBOR (other

than one-week and two-month tenors) by 18

months to June 2023.

Notwithstanding this possible extension, a joint statement by key regulatory

authorities calls on banks to cease

entering into new contracts that use USD LIBOR as a reference rate by no

later than December 31, 2021. The ARRC,

a steering

committee comprised of large U.S. financial institutions, has proposed replacing

USD-LIBOR with a new SOFR, a rate based on U.S.

repo trading. Many banks believe that it may take four to five years to complete

the transition to SOFR, despite the December 31, 2021

deadline. We will monitor the emergence of SOFR carefully as it appears likely to become

the new benchmark for hedges and a range

of interest rate investments. At this time, however, no consensus exists as to what rate or rates may become accepted alternatives

to

LIBOR.

On December 7, 2021, the CFPB released a final rule that amends Regulation

Z, which implemented the Truth in Lending Act,

aimed at addressing cessation of LIBOR for both closed-end (e.g., home mortgage) and

open-end (e.g., home equity line of credit)

products. The rule, which mostly becomes effective in April of 2022, establishes requirements

for the selection of replacement indices

for existing LIBOR-linked consumer loans. Although the rule does not mandate

the use of SOFR as the alternative rate, it identifies

SOFR as a comparable rate for closed-end products and states that for open-end products,

the CFPB has determined that ARRC’s

recommended spread-adjusted indices based on SOFR for consumer products

to replace the one-month, three-month, or six-month

70

USD LIBOR index “have historical fluctuations that are substantially similar to

those of the LIBOR indices that they are intended to

replace.” The CFPB reserved judgment, however, on a SOFR-based spread-adjusted replacement

index to replace the one-year USD

LIBOR until it obtained additional information.

On December 8, 2021, the House of Representatives passed the Adjustable Interest

Rate (LIBOR) Act of 2021 (H.R. 4616) (the

“LIBOR Act”), which provides for a statutory replacement benchmark rate for contracts

that use LIBOR as a benchmark and do not

contain any fallback mechanism independent of LIBOR. Pursuant to the LIBOR

Act, SOFR becomes the new benchmark rate by

operation of law for any such contract. The LIBOR Act establishes a safe harbor from

litigation for claims arising out of or related to the

use of SOFR as the recommended benchmark replacement. The LIBOR Act

makes clear that it should not be construed to disfavor the

use of any benchmark on a prospective basis.

The LIBOR Act also attempts to forestall challenges that it is impairing

contracts. It provides that the discontinuance of LIBOR and

the automatic statutory transition to a replacement rate neither impairs or

affects the rights of a party to receive payment under such

contracts, nor allows a party to discharge their performance obligations or to declare

a breach of contract. It amends the Trust

Indenture Act of 1939 to state that the “the right of any holder of any

indenture security to receive payment of the principal of and

interest on such indenture security shall not be deemed to be impaired or

affected” by application of the LIBOR Act to any indenture

security.

On December 9, 2021, the United States Senate referred the LIBOR Act to

the Committee on Banking, Housing and Urban

Affairs.

One-week and two-month U.S. dollar LIBOR rates phased out on December 31,

2021, but other U.S. dollar tenors may continue

until June 30, 2023. We will monitor the emergence of SOFR carefully as it appears likely

to become the new benchmark for hedges

and a range of interest rate investments. At this time, however, no consensus exists as to what rate or rates may

become accepted

alternatives to LIBOR.

Effective January 1, 2021, Fannie Mae, in alignment with Freddie Mac, extended the timeframe for

its delinquent loan buyout

policy for Single-Family Uniform Mortgage-Backed Securities (UMBS)

and Mortgage-Backed Securities (MBS) from four consecutively

missed monthly payments to twenty-four consecutively missed monthly payments (i.e.,

24 months past due). This new timeframe

applied to outstanding single-family pools and newly issued single-family pools and was

first reflected when January 2021 factors were

released on the fourth business day in February 2021.

For Agency RMBS investors, when a delinquent loan is bought out of a pool of

mortgage loans, the removal of the loan from the

pool is the same as a total prepayment of the loan.

The respective GSEs anticipated, however, that delinquent loans will be

repurchased in most cases before the 24-month deadline under one of the following

exceptions listed below.

a loan that is paid in full, or where the related lien is released and/or the

note debt is satisfied or forgiven;

a loan repurchased by a seller/servicer under applicable selling and servicing

requirements;

a loan entering a permanent modification, which generally requires it to

be removed from the MBS. During any modification

trial period, the loan will remain in the MBS until the trial period ends;

a loan subject to a short sale or deed-in-lieu of foreclosure; or

a loan referred to foreclosure.

Because of these exceptions, the GSEs believe based on prevailing assumptions

and market conditions this change will have only

a marginal impact on prepayment speeds, in aggregate. Cohort level impacts

may vary. For example, more than half of loans referred

to foreclosure are historically referred within six months of delinquency. The degree to which speeds are affected depends on

delinquency levels, borrower response, and referral to foreclosure timelines.

The scope and nature of the actions the U.S. government or the Fed will

ultimately undertake are unknown and will continue to

evolve.

71

Effect on Us

Regulatory developments, movements in interest rates and prepayment rates

affect us in many ways, including the following:

Effects on our Assets

A change in or elimination of the guarantee structure of Agency RMBS may increase

our costs (if, for example, guarantee fees

increase) or require us to change our investment strategy altogether. For example, the elimination of the guarantee

structure of Agency

RMBS may cause us to change our investment strategy to focus on

non-Agency RMBS, which in turn would require us to significantly

increase our monitoring of the credit risks of our investments in addition to interest

rate and prepayment risks.

Lower long-term interest rates can affect the value of our Agency RMBS in a number of ways.

If prepayment rates are relatively

low (due, in part, to the refinancing problems described above), lower long-term interest

rates can increase the value of higher-coupon

Agency RMBS. This is because investors typically place a premium on assets

with yields that are higher than market yields. Although

lower long-term interest rates may increase asset values in our portfolio, we

may not be able to invest new funds in similarly-yielding

assets.

If prepayment levels increase, the value of our Agency RMBS affected by such prepayments may decline.

This is because a

principal prepayment accelerates the effective term of an Agency RMBS, which would shorten

the period during which an investor

would receive above-market returns (assuming the yield on the prepaid asset

is higher than market yields). Also, prepayment proceeds

may not be able to be reinvested in similar-yielding assets. Agency RMBS

backed by mortgages with high interest rates are more

susceptible to prepayment risk because holders of those mortgages

are most likely to refinance to a lower rate. IOs and IIOs, however,

may be the types of Agency RMBS most sensitive to increased prepayment

rates. Because the holder of an IO or IIO receives no

principal payments, the values of IOs and IIOs are entirely dependent

on the existence of a principal balance on the underlying

mortgages. If the principal balance is eliminated due to prepayment, IOs

and IIOs essentially become worthless. Although increased

prepayment rates can negatively affect the value of our IOs and IIOs, they have the opposite

effect on POs. Because POs act like zero-

coupon bonds, meaning they are purchased at a discount to their par value

and have an effective interest rate based on the discount

and the term of the underlying loan, an increase in prepayment rates would reduce

the effective term of our POs and accelerate the

yields earned on those assets, which would increase our net income.

Higher long-term rates can also affect the value of our Agency RMBS.

As long-term rates rise, rates available to borrowers also

rise.

This tends to cause prepayment activity to slow and extend the expected

average life of mortgage cash flows.

As the expected

average life of the mortgage cash flows increases, coupled with higher discount

rates, the value of Agency RMBS declines.

Some of

the instruments the Company uses to hedge our Agency RMBS assets,

such as interest rate futures, swaps and swaptions, are stable

average life instruments.

This means that to the extent we use such instruments to hedge

our Agency RMBS assets, our hedges may

not adequately protect us from price declines, and therefore may negatively impact our

book value.

It is for this reason we use interest

only securities in our portfolio. As interest rates rise, the expected average

life of these securities increases, causing generally positive

price movements as the number and size of the cash flows increase the

longer the underlying mortgages remain outstanding. This

makes interest only securities desirable hedge instruments for pass-through

Agency RMBS.

As described above, the Agency RMBS market began to experience severe dislocations

in mid-March 2020 as a result of the

economic, health and market turmoil brought about by COVID-19. On March 23, 2020,

the Fed announced that it would purchase

Agency RMBS and U.S. Treasuries in the amounts needed to support smooth market functioning, which

largely stabilized the Agency

RMBS market, but announced a tapering of these purchases in November 2021.

The Fed’s reduction of these purchases could

negatively impact our investment portfolio. Further, the moratoriums on foreclosures and evictions

described above will likely delay

potential defaults on loans that would otherwise be bought out of Agency MBS pools

as described above.

Depending on the ultimate

resolution of the foreclosure or evictions, when and if it occurs, these loans

may be removed from the pool into which they were

72

securitized. If this were to occur, it would have the effect of delaying a prepayment on the Company’s securities until such time. As the

majority of the Company’s Agency RMBS assets were acquired at a premium to par, this will tend to increase the realized

yield on the

asset in question.

Because we base our investment decisions on risk management principles

rather than anticipated movements in interest rates, in

a volatile interest rate environment we may allocate more capital to structured Agency

RMBS with shorter durations. We believe these

securities have a lower sensitivity to changes in long-term interest rates than other

asset classes. We may attempt to mitigate our

exposure to changes in long-term interest rates by investing in IOs and

IIOs, which typically have different sensitivities to changes in

long-term interest rates than PT RMBS, particularly PT RMBS backed by fixed-rate

mortgages.

Effects on our borrowing costs

We leverage our PT RMBS portfolio and a portion of our structured Agency RMBS

with principal balances through the use of short-

term repurchase agreement transactions. The interest rates on our debt

are determined by the short term interest rate markets. An

increase in the Fed Funds rate or LIBOR would increase our borrowing costs,

which could affect our interest rate spread if there is no

corresponding increase in the interest we earn on our assets. This would be

most prevalent with respect to our Agency RMBS backed

by fixed rate mortgage loans because the interest rate on a fixed-rate mortgage loan

does not change even though market rates may

change.

In order to protect our net interest margin against increases in short-term interest rates, we

may enter into interest rate swaps,

which economically convert our floating-rate repurchase agreement debt to fixed-rate

debt, or utilize other hedging instruments such as

Eurodollar, Fed Funds and T-Note futures contracts or interest rate swaptions.

Summary

The country and economy currently appear to be on the verge of recovering from

the COVID-19 pandemic.

While the virus

continues to infect people and often results in hospitalizations and deaths,

the effect on economic activity has decreased materially.

Coupled with unprecedented monetary and fiscal policy, the most significant combination of the two since the Second World War, the

fading effect of the pandemic is clearly causing the economy to run at unsustainable

levels, resulting in very tight labor markets and the

highest levels of inflation in decades. The Fed has begun the rapid transformation

from accommodation to constraint and will likely

begin raising short-term rates at their meeting in March of 2022.

Currently the market anticipates the Fed will continue to raise rates

throughout the year and into 2023, possibly by as much as 200 basis points.

Further, they are rapidly winding down their asset

purchases and will likely stop asset purchases altogether – possibly by the

end of the year – as they begin the process of “normalizing”

the size of their balance sheet.

Market experts estimate the Fed may have to shrink the size of their balance

sheet by up to $4 trillion,

and over a much shorter time frame than the last time they did so over the

period from 2017 to 2019.

The effect of these developments

on the level of interest rates has been a material flattening of the U.S. Treasury curve, whereby

short and intermediate term rates rise

and more so relative to longer maturity U.S. Treasuries.

For the Company,

this means our funding costs are likely to rise materially over the course

of 2022 and possibly into 2023.

While

longer-term maturities have not risen as much as short and intermediate term rates,

they have risen and refinancing and purchase

activity in the residential housing market is likely to slow. If this occurs, it would slow premium amortization on the Company’s Agency

RMBS securities. The net effect of higher funding costs and slower premium amortization

will depend on the extent and timing of both,

but may reduce the Company’s net interest income, and perhaps meaningfully so, over this period.

To the

extent geo-political events unfold, such as the current crisis in

Ukraine, the Fed may have to alter their monetary policy

decisions over the course of 2022 and beyond.

However, given the level of inflation and strength of the economy at present, such

developments would likely have to be severe in order to meaningfully

impact the path of monetary policy over the near-term.

Critical Accounting Estimates

73

Our financial statements are prepared in accordance with GAAP. GAAP requires our management to make some complex and

subjective decisions and assessments. Our most critical accounting policies involve

decisions and assessments which could

significantly affect reported assets, liabilities, revenues and expenses. Management has

identified its most critical accounting

estimates:

Mortgage-Backed Securities

Our investments in Agency RMBS are accounted for at fair value. We acquire our Agency

RMBS for the purpose of generating

long-term returns, and not for the short-term investment of idle capital.

As discussed in Note 12 to the financial statements, our Agency RMBS are valued using

Level 2 valuations, and such valuations

currently are determined by our manager based on independent pricing sources and/or

third party broker quotes, when available.

Because the price estimates may vary, our Manager must make certain judgments and assumptions about the appropriate

price to use

to calculate the fair values. Alternatively, our Manager could opt to have the value of all of our positions in Agency RMBS

determined

by either an independent third-party or do so internally.

In managing our portfolio, Bimini Advisors employs the following four-step process at

each valuation date to determine the fair

value of our Agency RMBS:

First, our Manager obtains fair values from subscription-based independent pricing

sources. These prices are used by both

our Manager as well as many of our repurchase agreement counterparty on

a daily basis to establish margin requirements for our

borrowings.

Second, our Manager requests non-binding quotes from one to four broker-dealers

for certain Agency RMBS in order to

validate the values obtained by the pricing service. Our Manager requests these

quotes from broker-dealers that actively trade and

make markets in the respective asset class for which the quote is requested.

Third, our Manager reviews the values obtained by the pricing source and the broker-dealers

for consistency across similar

assets.

Finally, if the data from the pricing services and broker-dealers is not homogenous or if the data obtained is inconsistent with

our Manager’s market observations, our Manager makes a judgment

to determine which price appears the most consistent with

observed prices from similar assets and selects that price. To the extent our Manager believes that none of the prices are consistent

with observed prices for similar assets, which is typically the case for only an

immaterial portion of our portfolio each quarter, our

Manager may use a third price that is consistent with observed prices for

identical or similar assets. In the case of assets that have

quoted prices such as Agency RMBS backed by fixed-rate mortgages, our Manager

generally uses the quoted or observed market

price. For assets such as Agency RMBS backed by ARMs or structured Agency

RMBS, our Manager may determine the price based

on the yield or spread that is identical to an observed transaction or a similar

asset for which a dealer mark or subscription-based price

has been obtained.

Management believes its pricing methodology to be consistent with the

definition of fair value described in Financial Accounting

Standards Board (the “FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements.

Derivative Financial Instruments

We use derivative instruments to manage interest rate risk, facilitate asset/liability strategies

and manage other exposures, and we

may continue to do so in the future. The principal instruments that we have

used to date are Fed Funds, T-Note and Eurodollar futures

contracts, interest rate swaps, interest rate swaptions and TBA securities,

but we may enter into other derivatives in the future.

74

We account for TBA securities as derivative instruments. Gains and losses associated

with TBA securities transactions are

reported in gain (loss) on derivative instruments in the accompanying

statements of operations.

We have elected not to treat any of our derivative financial instruments as hedges in

order to align the accounting treatment of its

derivative instruments with the treatment of our portfolio assets under the fair

value option election. All derivative instruments are

carried at fair value, and changes in fair value are recorded in earnings for

each period.

Our futures contracts are Level 1 valuations, as

they are exchange-traded instruments and quoted market prices are readily available.

Our interest rate swaps,

interest rate swaptions

and TBA securities are Level 2 valuations. The fair value of interest rate swaps

is determined using a discounted cash flow approach

using forward market interest rates and discount rates, which are observable

inputs. The fair value of interest rate swaptions is

determined using an option pricing model. The fair value of our TBA

securities are determined by the Company based on independent

pricing sources and/or third party broker quotes, similar to how

the fair value of our Agency RMBS is derived, as discussed above.

Income Recognition

Since we commenced operations, we have elected to account for all of our Agency

RMBS under the fair value option.

All of our Agency RMBS are either pass-through securities or structured Agency

RMBS, including CMOs, IOs, IIOs or POs. Income

on pass-through securities, POs and CMOs that contain principal balances is

based on the stated interest rate of the security. As a

result of accounting for our RMBS under the fair value option, premium or

discount present at the date of purchase is not amortized.

For IOs, IIOs and CMOs that do not contain principal balances, income is accrued

based on the carrying value and the effective yield.

The difference between income accrued and the interest received on the security is

characterized as a return of investment and serves

to reduce the asset’s carrying value. At each reporting date, the effective yield is adjusted

prospectively for future reporting periods

based on the new estimate of prepayments, current interest rates and current

asset prices. The new effective yield is calculated based

on the carrying value at the end of the previous reporting period, the new prepayment

estimates and the contractual terms of the

security. Changes in fair value of all of our Agency RMBS during the period are recorded in earnings and reported as unrealized

gains

(losses) on mortgage-backed securities in the accompanying statements of operations.

For IIO securities, effective yield and income

recognition calculations also take into account the index value applicable to

the security.

Capital Expenditures

At December 31, 2021,

we had no material commitments for capital expenditures.

Dividends

In addition to other requirements that must be satisfied to continue to qualify as a REIT, we must pay annual dividends to our

stockholders of at least 90% of our REIT taxable income, determined without regard

to the deductions for dividends paid and excluding

any net capital gains. REIT taxable income (loss) is computed in accordance with

the Code, and can be greater than or less than our

financial statement net income (loss) computed in accordance with GAAP. These book to tax differences primarily relate to the

recognition of interest income on RMBS, unrealized gains and losses on

RMBS, and the amortization of losses on derivative

instruments that are treated as funding hedges for tax purposes.

We intend to pay regular monthly dividends to our stockholders and have declared the

following dividends since the completion of

our IPO.

(in thousands, except per share amounts)

Year

Per Share

Amount

Total

2013

$

1.395

$

4,662

2014

2.160

22,643

75

2015

1.920

38,748

2016

1.680

41,388

2017

1.680

70,717

2018

1.070

55,814

2019

0.960

54,421

2020

0.790

53,570

2021

0.780

97,601

2022 YTD

(1)

0.110

19,502

Totals

$

12.545

$

459,066

(1)

On January 13, 2022, the Company declared a dividend of $0.055 per

share to be paid on February 24, 2022. On February 16, 2022, the

Company declared a dividend of $0.055 per share to be paid on March 29,

2022. The dollar amount of the dividend declared in February 2022

is estimated based on the number of shares outstanding at February

25, 2022. The effects of these dividends are included in the table

above

but are not reflected in the Company’s financial statements as of December

31, 2021.

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