BrightSpire Capital Inc
For the period ended Dec 31, 2023. Filed Feb 21, 2024.
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FY2023 · Filed Feb 21, 2024
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11. Stockholders’ Equity
- Stockholders’ Equity
Authorized Capital
As of December 31, 2023, the Company had the authority to issue up to 1.0 billion shares of stock, at $0.01 par value per share, consisting of 950.0 million shares of Class A common stock and 50.0 million shares of preferred stock.
The Company hadno shares of preferred stock issued and outstanding as of December 31, 2023 and December 31, 2022.
Dividends
During the year ended December 31, 2023, the Company declared the following dividends on its common stock:
| Declaration Date | Record Date | Payment Date | Per Share |
|---|---|---|---|
| March 16, 2023 | March 31, 2023 | April 17, 2023 | $0.20 |
| June 16, 2023 | June 30, 2023 | July 14, 2023 | $0.20 |
| September 14, 2023 | September 29, 2023 | October 13, 2023 | $0.20 |
| December 14, 2023 | December 31, 2023 | January 12, 2024 | $0.20 |
Share Repurchases
In April 2023, the Company’s board of directors authorized a stock repurchase program (“Stock Repurchase Program”) under which the Company may repurchase up to $50.0 million of its outstanding Class A common stock until April 30, 2024. The Stock Repurchase Program replaces the prior repurchase program authorization which expired on April 30, 2023. Under the Stock Repurchase Program, the Company may repurchase shares in open market purchases, in privately negotiated transactions or otherwise. The Company has a written trading plan as part of the Share Repurchase Program that provides for share repurchases in open market transactions that is intended to comply with Rule 10b-18 under the Exchange Act. The Stock Repurchase Program will be utilized at management’s discretion and in accordance with the requirements of the SEC. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate requirements and other conditions.
The Company didnot repurchase any shares of its Class A common stock during the year ended December 31, 2023. As of December 31, 2023, there was $50.0 million remaining available to make repurchases under the Stock Repurchase Program.
Under the prior repurchase program, during the year ended December 31, 2022, the Company repurchased 2.2 million shares of Class A common stock at a weighted average price of $8.40 per share for an aggregate cost of $18.3 million.
As of December 31, 2022, there was $81.7 million remaining available to make repurchases under the Stock Repurchase Plan. Additionally, and separate from the Stock Repurchase Program, the Company redeemed the 3.1 million total outstanding membership units in the OP held by a third-party representing noncontrolling interests at a price of $8.25 per unit for a total cost of $25.4 million during the year ended December 31, 2022.
Accumulated Other Comprehensive Income (Loss)
The following tables present the changes in each component of Accumulated Other Comprehensive Income (Loss) (“AOCI”) attributable to stockholders and noncontrolling interests in the OP, net of immaterial tax effect.
Changes in Components of AOCI - Stockholders
| (dollars in thousands) | Unrealized gain (loss) on real estate securities, available for sale | Unrealized gain (loss) on net investment hedges | Foreign currency translation gain (loss) | Total |
|---|---|---|---|---|
| AOCI at December 31, 2020 | $275 | $47,127 | $7,186 | $54,588 |
| Other comprehensive income (loss) before reclassification | 137 | — | (10,905) | (10,768) |
| Amounts reclassified from AOCI | (412) | (29,234) | (5,468) | (35,114) |
| Net current period OCI | (275) | (29,234) | (16,293) | (45,802) |
| AOCI at December 31, 2021 | $— | $17,893 | $(9,107) | $8,786 |
| Other comprehensive income (loss) before reclassification | — | — | (9,316) | (9,316) |
| Amounts reclassified from OP | — | 710 | (856) | (146) |
| Net current period OCI | — | 710 | (10,172) | (9,462) |
| AOCI at December 31, 2022 | $— | $18,603 | $(19,279) | $(676) |
| Other comprehensive income (loss) | — | — | (1,880) | (1,880) |
| AOCI at December 31, 2023 | $— | $18,603 | $(21,159) | $(2,556) |
Changes in Components of AOCI - Noncontrolling Interests in the OP
| (dollars in thousands) | Unrealized gain (loss) on real estate securities, available for sale | Unrealized gain (loss) on net investment hedges | Foreign currency translation gain (loss) | Total |
|---|---|---|---|---|
| AOCI at December 31, 2020 | $(73) | $1,403 | $(272) | $1,058 |
| Other comprehensive income (loss) before reclassification | 98 | — | (473) | (375) |
| Amounts reclassified from AOCI | (25) | (693) | (127) | (845) |
| Net current period OCI | 73 | (693) | (600) | (1,220) |
| AOCI at December 31, 2021 | $— | $710 | $(872) | $(162) |
| Other comprehensive income (loss) before reclassification | — | — | 16 | 16 |
| Amounts reclassified from AOCI | — | (710) | 856 | 146 |
| Net current period OCI | — | (710) | 872 | 162 |
| AOCI at December 31, 2022 | $— | $— | $— | $— |
Changes in Components of AOCI - Noncontrolling Interests in investment entities
| (dollars in thousands) | Foreign currency translation gain (loss) | Total |
|---|---|---|
| AOCI at December 31, 2020 | $2,193 | $2,193 |
| Other comprehensive income before reclassification | (321) | (321) |
| Amounts reclassified from AOCI | — | — |
| Net current period OCI | (321) | (321) |
| AOCI at December 31, 2021 | $1,872 | $1,872 |
| Other comprehensive income before reclassification | — | — |
| Amounts reclassified from AOCI | (1,872) | (1,872) |
| Net current period OCI | (1,872) | (1,872) |
| AOCI at December 31, 2022 | $— | $— |
The following table presents the details of the reclassifications from AOCI for the year ended December 31, 2021:
| (dollars in thousands) | ||
|---|---|---|
| Component of AOCI reclassified into earnings | Year Ended December 31, 2021 | Affected Line Item in the Consolidated Statements of Operations |
| Realized gain on sale of real estate securities | $1,276 | Other gain, net |
| Impairment of real estate securities | (967) | Other gain, net |
| Foreign currency translation gain (loss) | 5,468 | Other gain, net |
| Realized gain (loss) on net investment hedges | 29,234 | Other gain, net |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.