SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
Form
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of
Report (Date of earliest event reported): March 13, 2008
Bimini
Capital Management, Inc.
(Exact
Name of Registrant as Specified in Charter)
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Maryland
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001-32171
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72-1571637
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(State
or Other Jurisdiction of Incorporation)
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(Commission File
Number)
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(IRS
Employer Identification No.)
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3305
Flamingo Drive, Vero Beach, Florida 32963
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code: (772) 231-1400
N/A
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
2.02.
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RESULTS
OF OPERATIONS AND FINANCIAL
CONDITION
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On March
13, 2008, Bimini Capital Management, Inc. (the “Company”) issued the press
release attached hereto as Exhibit 99.1 announcing the Company’s
consolidated results of operations for the period ended December 31,
2007. The information furnished under this “Item 2.02 Results of
Operations and Financial Condition,” including the exhibit related hereto, shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, nor shall it be deemed incorporated by reference in any disclosure
document of the Company, except as shall be expressly set forth by specific
reference in such document.
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ITEM
9.01.
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EXHIBITS.
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(d)
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Exhibits
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Exhibit
99.1 – Press Release of Bimini Capital Management, Inc. dated March 13,
2008
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Date:
March 14, 2008
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BIMINI
CAPITAL MANAGEMENT, INC.
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By:
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/s/
Jeffrey J. Zimmer
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Jeffrey
J. Zimmer
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Chairman,
President and Chief Executive
Officer
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Exhibit 99.1
[Bimini
Capital Management, Inc. Logo]
BIMINI
CAPITAL MANAGEMENT REPORTS
FOURTH
QUARTER 2007 RESULTS
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·
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Fourth
Quarter Income from Continuing Operations of $0.93
Million
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·
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$0.92
Book Value Per Share at Year End
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·
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MBS
Portfolio Remains 100% Invested in Agency
MBS
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·
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Exit
from Mortgage Origination Business
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Continues
to Drive Improvement in Quarterly Results
VERO BEACH, FL (March 13,
2008) — Bimini Capital Management, Inc. (BMNM.PK) (“Bimini Capital” or
the “Company”), a real estate investment trust (“REIT”), today announced income
from continuing operations of $0.93 million, or $0.04 per Class A Common Share,
for the three month period ended December 31, 2007, compared with a loss from
continuing operations of $3.2 million, or $(0.13) per Class A Common Share, for
the three month period ended September 30, 2007. On a
consolidated basis, the Company today reported a net loss of $2.4 million, or
$(0.09) per Class A Common Share, for the three month period ended December 31,
2007, compared with a net loss of $4.7 million, or $(0.19) per Class A Common
Share, for the three month period ended September 30, 2007. Included
in the Company’s consolidated results were losses from discontinued operations,
net of tax, of $3.3 million and $1.5 million for the three month periods ended
December 31, 2007 and September 30, 2007, respectively.
Book
Value Per Share
The
Company’s Book Value Per Share at December 31, 2007, was $0.92. Book
Value Per Share is regularly used as a valuation metric by various equity
analysts that follow the Company and may be deemed a non-GAAP financial measure
pursuant to Regulation G. The Company computes Book Value Per Share
by dividing total stockholders’ equity by the total number of shares outstanding
of the Company’s Class A Common Stock. At December 31, 2007, the
Company’s consolidated stockholders’ equity was $22.9 million and the Company
had $36.1 million in cash and cash equivalents, including $8.8 million in
restricted cash.
Details
of Fourth Quarter 2007 Results of Operations
The
Company’s fourth quarter income from continuing operations was composed of net
interest expense of $1.0 million, a realized gain on the sale of mortgage-backed
securities (“MBS”) of $3.2 million, a net increase in the fair value of MBS of
$0.9 million, and $2.2 million in operating, general and administrative
expenses, which expenses include $0.5 million in amortization expense associated
with phantom shares previously granted as compensation and $0.3 million in
audit, legal and other professional fees. During the fourth quarter,
the Company sold MBS with a market value at the time of sale of $0.6 billion,
resulting in the realized gain of $3.2 million on the sale of
MBS.
-MORE-
Bimini
Capital Reports Fourth Quarter Results
March 13,
2008
Page
2
REIT Taxable
Income
For the
twelve month period ended December 31, 2007, the Company estimates its REIT
taxable income at negative $7.0 million, resulting in a tax loss
carryforward. REIT taxable income is a term that describes the
Company’s operating results calculated in accordance with rules and regulations
promulgated pursuant to the Internal Revenue Code. The Company’s REIT
taxable income is computed differently from net income as computed in accordance
with generally accepted accounting principles ("GAAP net income"), as reported
in the Company’s consolidated financial statements. Depending on the
number and size of the various items or transactions being accounted for
differently, the differences between REIT taxable income and GAAP net income can
be substantial and each item can affect several reporting
periods. Generally, these items are timing or temporary differences
between years; for example, an item that may be a deduction for GAAP net income
in the current year may not be a deduction for REIT taxable income until a later
year.
In order
to maintain its qualification as a REIT, the Company is required (among other
provisions) to annually distribute dividends to its stockholders in an amount at
least equal to, generally, 90% of the Company’s REIT taxable
income. Additionally, as a REIT, the Company may be subject to a
federal excise tax if it distributes less than 85% of its REIT taxable income by
the end of the calendar year. Accordingly, the Company’s dividends are largely
based on REIT taxable income, as determined for federal income tax purposes as
opposed to its net income computed in accordance with GAAP (as reported in the
Company’s consolidated financial statements), and are paid if, when and as
declared by the Company’s Board of Directors.
Management
Commentary
Commenting
on the Company’s fourth quarter results, Jeffrey J. Zimmer, Chairman, President
and Chief Executive Officer, said, “Without question, 2007 was the most
challenging year in our short operating history. Having taken punches
squarely on the chin in the first half of the year, we kept fighting our way
through the unprecedented turmoil in the secondary market for mortgage loans and
the general upheaval in global credit markets. The aggressive actions
we took in early 2007 allowed us to survive the widespread dislocations in the
global credit markets and, although we are not pleased with our 2007 operating
performance, we are proud of the tireless efforts of our employees that were
instrumental in keeping us from being knocked out of the
fight. Today, we still have our fighting legs beneath us and, as I
stated the last two quarters, we remain optimistic about our future
prospects.”
Mr.
Zimmer continued, “As an investor in mortgage backed securities, we are
positioned to capitalize on today’s lower funding rates. Since the
end of the year, short-term funding rates have declined markedly and this has
increased net interest margin investment opportunities. Further, as has always
been the case, our REIT MBS portfolio continues to be 100% invested in Fannie
Mae, Freddie Mac and Ginnie Mae agency securities. Finally, because
we own various interest-rate-sensitive assets, we stand to benefit further from
any additional monetary policy easing by the Federal Reserve and, as again
illustrated by our fourth quarter results, we expect to no longer incur the
substantial operating losses experienced in the first half of 2007 that were
attributable to the discontinued mortgage loan origination
business.”
-MORE-
Bimini
Capital Reports Fourth Quarter Results
March 13,
2008
Page
3
The
Company has scheduled an online Web simulcast and conference call to discuss
these announcements that will begin at 8:45 a.m. E.T. tomorrow, Friday,
March 14, 2008. An online replay will be available approximately two
hours following the conclusion of the live broadcast and will continue for 48
hours. A link to these events will be available at the Company's
website www.biminicapital.com. Those
persons without Internet access may listen to the live call by dialing (800)
218-8862 or (303) 262-2131, confirmation code: 11110693.
About
Bimini Capital Management
Bimini
Capital Management, Inc. is a REIT that invests primarily in, but is not limited
to, residential mortgage-related securities issued by the Federal National
Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation
(Freddie Mac) and the Government National Mortgage Association (Ginnie
Mae). Its objective is to earn returns on the spread between the
yield on its assets and its costs, including the interest expense on the funds
it borrows.
Statements
herein relating to matters that are not historical facts are forward-looking
statements as defined in the Private Securities Litigation Reform Act of 1995.
The reader is cautioned that such forward-looking statements are based on
information available at the time and on management's good faith belief with
respect to future events, and are subject to risks and uncertainties that could
cause actual performance or results to differ materially from those expressed in
such forward-looking statements. Important factors that could cause such
differences are described in Bimini Capital Management, Inc.'s filings with the
Securities and Exchange Commission, including Bimini Capital Management, Inc.'s
most recent Annual Report on Form 10-K or Quarterly Report on Form
10-Q. Bimini Capital Management, Inc. assumes no obligation to update
forward-looking statements to reflect subsequent results, changes in assumptions
or changes in other factors affecting forward-looking statements.
Contact: Robert
E. Cauley
Chief Financial Officer
(772) 231-1400
HUwww.biminicapital.comU
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