##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C.
 FORM 10-Q
 þ
    
    Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
 FOR THE QUARTERLY PERIOD ENDED March 31, 2006.
 OR
 o
    
    Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
 For the Transition Period From  to
 COMMISSION FILE NUMBER 000-50721
 Origen Financial, Inc.
  Delaware
    
    20-0145649(State of Incorporation)
    
    (I.R.S. Employer Identification No.)
 27777 Franklin Rd.Suite 1700Southfield, MI
    
    48034(Address of Principal Executive Offices)
    
    (Zip Code)
  þ o
  o þ o
 o þ




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##### 



Origen Financial, Inc.
 Index
 PagePart I Financial InformationItem 1. Financial Statements (Unaudited)Consolidated Balance Sheets  as of March 31, 2006 and December 31, 2005
    
    
    3Consolidated Statements of Earnings for the three months ended March 31, 2006 and 2005
    
    
    4Consolidated Statements of Comprehensive Income for the three months ended March 31, 2006 and 2005
    
    
    5Consolidated Statements of Cash Flows for the three months ended March 31, 2006 and 2005
    
    
    6Notes to Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    17Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    26Item 4. Controls and Procedures
    
    
    28Part II Other InformationItem 6. Exhibits and Reports on Form 8-K
    
    
    28Signatures
    
    
    29Certification of Chief Executive Officer Required By Rule 13a-14(a)Certification of Chief Financial Officer Required By Rule 13a-14(a)Certification of CEO and CFO Required by Rule 13a-14(b)
  2




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##### Table of Contents



Part I. Financial Information
 
 Item 1. Financial Statements
 Origen Financial, Inc.
 
 Consolidated Balance Sheets
 (In thousands, except share data)
 March 31, 2006 and December 31, 2005
 March 31,
    
    
    December 31,2006
    
    
    2005(Unaudited)ASSETSAssetsCash and cash equivalents
    
    $
    2,975
    
    
    $
    8,307Restricted cash
    
    
    14,926
    
    
    
    13,635Investments held to maturity
    
    
    41,675
    
    
    
    41,914Loans receivable, net of allowance for losses of
$9,670 and $10,017, respectively
    
    
    806,748
    
    
    
    768,410Furniture, fixtures and equipment, net
    
    
    3,454
    
    
    
    3,558Goodwill
    
    
    32,277
    
    
    
    32,277Other assets
    
    
    25,269
    
    
    
    24,902Total assets
    
    $
    927,324
    
    
    $
    893,003LIABILITIES AND STOCKHOLDERS EQUITYLiabilitiesWarehouse financing
    
    $
    119,640
    
    
    $
    65,411Securitization financing
    
    
    556,916
    
    
    
    578,503Repurchase agreements
    
    
    23,582
    
    
    
    23,582Notes payable  servicing advances
    
    
    875
    
    
    
    2,212Recourse liability
    
    
    292
    
    
    
    292Other liabilities
    
    
    23,030
    
    
    
    23,052Total liabilities
    
    
    724,335
    
    
    
    693,052Stockholders EquityPreferred stock, $.01 par value, 10,000,000 shares
authorized; 125 shares issued and outstanding at
March 31, 2006 and December 31, 2005
    
    
    125
    
    
    
    125Common stock, $.01 par value, 125,000,000 shares
authorized; 25,449,059 and 25,450,726 shares issued
and outstanding at March 31, 2006 and December 31,
2005, respectively
    
    
    254
    
    
    
    255Additional paid-in-capital
    
    
    218,899
    
    
    
    218,366Accumulated other comprehensive income
    
    
    2,233
    
    
    
    907Distributions in excess of earnings
    
    
    (18,522
    )
    
    
    (19,702
    )Total stockholders equity
    
    
    202,989
    
    
    
    199,951Total liabilities and stockholders equity
    
    $
    927,324
    
    
    $
    893,003
 The accompanying notes are an integral part of these financial statements.
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Origen Financial, Inc.
 
 Consolidated Statements of Operations (Unaudited)
 (In thousands, except share data)
 For the three months ended March 31
 2006
    
    
    2005Interest IncomeTotal interest income
    
    $
    17,208
    
    
    $
    13,166Total interest expense
    
    
    9,595
    
    
    
    5,410Net interest income before loan losses
    
    
    7,613
    
    
    
    7,756Provision for credit losses
    
    
    2,125
    
    
    
    2,030Net interest income after loan losses
    
    
    5,488
    
    
    
    5,726Non-interest income
    
    
    4,179
    
    
    
    3,280Non-interest ExpensesPersonnel
    
    
    5,967
    
    
    
    5,481Loan origination and servicing
    
    
    376
    
    
    
    414Provision for recourse liability
    
    
    
    
    
    
    50State business taxes
    
    
    98
    
    
    
    113Other operating
    
    
    2,092
    
    
    
    1,941Total non-interest expense
    
    
    8,533
    
    
    
    7,999Net income before cumulative effect of change in
accounting principle
    
    $
    1,134
    
    
    $
    1,007Cumulative effect of change in accounting principle
    
    
    46
    
    
    
    NET INCOME
    
    $
    1,180
    
    
    $
    1,007Weighted average common shares outstanding
    
    
    24,980,889
    
    
    
    24,726,729Weighted average common shares outstanding, diluted
    
    
    25,124,092
    
    
    
    25,016,254Earnings per common share before cumulative effect
of change in accounting principle:Basic
    
    $
    0.05
    
    
    $
    0.04Diluted
    
    $
    0.05
    
    
    $
    0.04Earnings per common share:Basic
    
    $
    0.05
    
    
    $
    0.04Diluted
    
    $
    0.05
    
    
    $
    0.04
 The accompanying notes are an integral part of these financial statements.
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Origen Financial, Inc.
 
 Consolidated Statements of Comprehensive Income (Unaudited)
 (In thousands)
 For the three months ended March 31
 2006
    
    
    2005Net income
    
    $
    1,180
    
    
    $
    1,007Other comprehensive income:Net unrealized gain on interest rate swaps
    
    
    1,321
    
    
    
    1,369Reclassification adjustment for net realized losses included in net income
    
    
    5
    
    
    
    68Total other comprehensive income
    
    
    1,326
    
    
    
    1,437Comprehensive income
    
    $
    2,506
    
    
    $
    2,444
 The accompanying notes are an integral part of these financial statements.
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Origen Financial, Inc.
 
 Consolidated Statements of Cash Flows (Unaudited)
 (In thousands)
 For the three months ended March 31
 2006
    
    
    2005Cash Flows From Operating ActivitiesNet income
    
    $
    1,180
    
    
    $
    1,007Adjustments to reconcile net income to cash provided by operating
activities:Provision for credit losses and recourse liability
    
    
    2,125
    
    
    
    2,080Depreciation and amortization
    
    
    1,571
    
    
    
    1,286Compensation expense recognized under share-based compensation plans
    
    
    578
    
    
    
    660Cumulative effect of change in accounting principal
    
    
    (46
    )
    
    
    (Increase) decrease in other assets
    
    
    430
    
    
    
    (1,493
    )Increase (decrease) in accounts payable and other liabilities
    
    
    (57
    )
    
    
    92Net cash provided by operating activities
    
    
    5,781
    
    
    
    3,632Cash Flows From Investing ActivitiesIncrease in restricted cash
    
    
    (1,291
    )
    
    
    (1,431
    )Purchase of investment securities
    
    
    
    
    
    
    (3,150
    )Origination and purchase of loans
    
    
    (63,405
    )
    
    
    (87,970
    )Principal collections on loans
    
    
    20,168
    
    
    
    16,308Proceeds from sale of repossessed houses
    
    
    2,304
    
    
    
    3,069Capital expenditures
    
    
    (151
    )
    
    
    (596
    )Net cash used in investing activities
    
    
    (42,375
    )
    
    
    (73,770
    )Cash Flows From Financing ActivitiesDividends paid
    
    
    
    
    
    
    (1,009
    )Repayment of notes payable  securitizations
    
    
    (21,630
    )
    
    
    (12,880
    )Proceeds from advances under repurchase agreements
    
    
    
    
    
    
    2,198Repayment of advances under repurchase agreements
    
    
    
    
    
    
    (210
    )Proceeds from warehouse financing
    
    
    55,360
    
    
    
    80,006Repayment of warehouse financing
    
    
    (1,131
    )
    
    
    (3,639
    )Change in servicing advances, net
    
    
    (1,337
    )
    
    
    1,977Net cash provided by financing activities
    
    
    31,262
    
    
    
    66,443NET DECREASE IN CASH AND CASH EQUIVALENTS
    
    
    (5,332
    )
    
    
    (3,695
    )Cash and cash equivalents, beginning of period
    
    
    8,307
    
    
    
    9,293Cash and cash equivalents, end of period
    
    $
    2,975
    
    
    $
    5,598Supplemental disclosures of cash flow information:Interest paid
    
    $
    9,319
    
    
    $
    5,011Non cash financing activities:Loans transferred to repossessed assets and held for sale
    
    $
    5,264
    
    
    $
    5,684
 The accompanying notes are an integral part of these financial statements.
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Origen Financial, Inc.
 
 Notes to Consolidated Financial Statements (Unaudited)
 Note 1  Basis of Presentation
    Note 2  Recent Accounting Pronouncements
  
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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 2  Recent Accounting Pronouncements (Continued)
       8




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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 3  Per Share Data
  2006
    
    
    2005Numerator:Net income
    
    $
    1,180
    
    
    $
    1,007Preferred stock dividends
    
    
    (4
    )
    
    
    (4
    )Income available to common shareholders
    
    $
    1,176
    
    
    $
    1,003Denominator:Weighted average common shares for basic EPS
    
    
    24,981
    
    
    
    24,727Effect of dilutive securities:Weighted avg. restricted stk. awards
    
    
    143
    
    
    
    289Weighted average common shares for diluted EPS
    
    
    25,124
    
    
    
    25,016Basic EPS
    
    $
    0.05
    
    
    $
    0.04Diluted EPS
    
    $
    0.05
    
    
    $
    0.04
 Note 4 Investments
  9




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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 5  Loans Receivable
  March 31, 2006
    
    
    December 31, 2005Manufactured housing loans  securitized
    
    $
    673,966
    
    
    $
    695,701Manufactured housing loans  unsecuritized
    
    
    144,376
    
    
    
    85,949Accrued interest receivable
    
    
    4,047
    
    
    
    4,078Deferred fees
    
    
    (1,570
    )
    
    
    (2,100
    )Discount on purchased loans
    
    
    (3,973
    )
    
    
    (4,773
    )Allowance for purchased loans
    
    
    (428
    )
    
    
    (428
    )Allowance for loan loss
    
    
    (9,670
    )
    
    
    (10,017
    )$
    806,748
    
    
    $
    768,410
   No. of
    
    Principal
    
    % ofDays delinquent
    
    Loans
    
    Balance
    
    Portfolio31-60
    
    
    91
    
    
    $
    3,531
    
    
    
    2.5
    %61-90
    
    
    20
    
    
    
    751
    
    
    
    0.5
    %Greater than 90
    
    
    128
    
    
    
    5,536
    
    
    
    3.9
    %
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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 6  Allowance for Credit Losses
  2006
    
    
    2005Balance at beginning of period
    
    $
    10,017
    
    
    $
    5,315Provision for loan losses
    
    
    2,125
    
    
    
    2,030Transfers from recourse liability
    
    
    
    
    
    
    988Gross charge-offs
    
    
    (4,456
    )
    
    
    (5,934
    )Recoveries
    
    
    1,984
    
    
    
    2,895Balance at end of period
    
    $
    9,670
    
    
    $
    5,294
  2006
    
    
    2005Balance at beginning of period
    
    $
    292
    
    
    $
    6,603Reimbursements for losses per recourse agreements
    
    
    
    
    
    
    Provision for recourse liabilities
    
    
    
    
    
    
    50Transfers to allowance for credit losses
    
    
    
    
    
    
    (988
    )Balance at end of period
    
    $
    292
    
    
    $
    5,665
 Note 7 Debt
  March 31,
    
    
    December 31,2006
    
    
    2005Warehouse financing
    
    $
    119,640
    
    
    $
    65,411Securitization financing
    
    
    556,916
    
    
    
    578,503Repurchase agreements
    
    
    23,582
    
    
    
    23,582Notes payable  servicing advances
    
    
    875
    
    
    
    2,212$
    701,013
    
    
    $
    669,708
 Warehouse Financing  Citigroup
 Securitization Financing  2004-A Securitization
 11




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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 7 Debt (Continued)
 Securitization Financing  2004-B Securitization
 Securitization Financing  2005-A Securitization
 Securitization Financing  2005-B Securitization
 Repurchase Agreements Citigroup
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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 7  Debt (Continued)
 Note Payable  Servicing Advances JPMorgan Chase Bank, N.A. 
  March 31, 2006
    
    December 31, 2005Average
    
    Average
    
    Average
    
    AverageBalance
    
    Rate
    
    Balance
    
    RateWarehouse financing  Citigroup
    
    $
    88,973
    
    
    
    7.2
    %
    
    $
    139,539
    
    
    
    5.2
    %Securitization financing  2004-A securitization
    
    
    136,295
    
    
    
    5.2
    %
    
    
    154,295
    
    
    
    4.9
    %Securitization financing  2004-B securitization
    
    
    134,545
    
    
    
    5.3
    %
    
    
    149,499
    
    
    
    5.1
    %Securitization financing  2005-A securitization
    
    
    148,612
    
    
    
    5.2
    %
    
    
    101,441
    
    
    
    5.1
    %Securitization financing  2005-B securitization
    
    
    152,290
    
    
    
    5.7
    %
    
    
    7,228
    
    
    
    5.5
    %Repurchase agreements  Citigroup
    
    
    23,582
    
    
    
    5.3
    %
    
    
    22,793
    
    
    
    4.2
    %Note payable  servicing advances  JPMorgan
Chase Bank, N.A.
    
    
    672
    
    
    
    8.3
    %
    
    
    710
    
    
    
    7.5
    %
 Note 8  Share-Based Compensation Plan
   13




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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 8  Share-Based Compensation Plan (Continued)
  Stock Options
   WeightedWeighted
    
    
    AverageAverage
    
    
    RemainingNumber of
    
    
    Exercise
    
    
    ContractualOptions
    
    
    Price
    
    
    TermOptions outstanding at January 1, 2006
    
    
    255,500
    
    
    $
    10.00
    
    
    
    8.0Granted
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    
    
    
    
    Forfeited
    
    
    (5,000
    )
    
    $
    10.00
    
    
    
    7.8Options outstanding at March 31, 2006
    
    
    250,500
    
    
    $
    10.00
    
    
    
    7.7Options exercisable at March 31, 2006
    
    
    170,333
    
    
    $
    10.00
    
    
    
    7.7
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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 8  Share-Based Compensation Plan (Continued)
  Three MonthsEndedMarch 31,2005Net income available to common shareholders
    
    $
    1,003Stock option compensation cost
    
    $
    (6
    )Pro forma net income available to common shareholders
    
    $
    997Basic income per share as reported
    
    $
    0.04Pro forma basic income per share
    
    $
    0.04Diluted income per share as reported
    
    $
    0.04Pro forma diluted income per share
    
    $
    0.04
 Non-Vested Stock Awards
     WeightedNumber of
    
    
    AverageNon-Vested
    
    
    Grant DateStock Awards
    
    
    Fair ValueNon-vested at January 1, 2006
    
    
    469,837
    
    
    $
    8.02Granted
    
    
    
    
    
    
    Vested
    
    
    
    
    
    
    Forfeited
    
    
    (1,667
    )
    
    $
    8.33Non-vested at March 31, 2006
    
    
    468,170
    
    
    $
    8.02
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Origen Financial, Inc.
Notes to Consolidated Financial Statements (Unaudited)
 Note 9  Derivative Instruments and Hedging Activity
       Note 10  Subsequent Events
  16




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Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
  
    
    the performance of our manufactured housing loans;
    
    our ability to borrow at favorable rates and terms;
    
    the supply of manufactured housing loans;
    
    interest rate levels and changes in the yield curve (which is formed by the
differing Treasury rates paid on one, two, three, five, ten and 30 year term debt);
    
    our ability to use hedging strategies to insulate our exposure to changing interest
rates;
    
    changes in, and the costs associated with complying with federal, state and local
regulations, including consumer finance and housing regulations;
    
    applicable laws, including federal income tax laws; and
    
    general economic conditions in the markets in which we operate.
   Overview
  17




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Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
 Critical Accounting Policies
    Results of Operations
 Comparison of the three months ended March 31, 2006 and 2005.
 Net Income
  Interest Income
  18




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Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
   2006
    
    
    2005Average
    
    
    
    
    
    
    Yield/
    
    
    Average
    
    
    
    
    
    
    Yield/Balance
    
    
    Interest
    
    
    Rate
    
    
    Balance
    
    
    Interest
    
    
    RateInterest earning assets:Manufactured housing loans
    
    $
    782,795
    
    
    $
    16,101
    
    
    
    8.23
    %
    
    $
    582,414
    
    
    $
    12,222
    
    
    
    8.39
    %Investment securities
    
    
    41,361
    
    
    
    951
    
    
    
    9.20
    %
    
    
    38,063
    
    
    
    869
    
    
    
    9.13
    %Other
    
    
    16,348
    
    
    
    156
    
    
    
    3.82
    %
    
    
    14,719
    
    
    
    75
    
    
    
    2.04
    %Total
    
    $
    840,504
    
    
    $
    17,208
    
    
    
    8.19
    %
    
    $
    635,196
    
    
    $
    13,166
    
    
    
    8.29
    %Interest bearing liabilities:Loan funding facilities
    
    $
    660,715
    
    
    $
    9,268
    
    
    
    5.61
    %
    
    $
    452,819
    
    
    $
    5,226
    
    
    
    4.62
    %Repurchase agreements
    
    
    23,582
    
    
    
    313
    
    
    
    5.31
    %
    
    
    20,616
    
    
    
    174
    
    
    
    3.38
    %Notes payable  servicing advance
    
    
    672
    
    
    
    14
    
    
    
    8.33
    %
    
    
    402
    
    
    
    10
    
    
    
    9.95
    %Total
    
    $
    684,969
    
    
    $
    9,595
    
    
    
    5.60
    %
    
    $
    473,837
    
    
    $
    5,410
    
    
    
    4.57
    %Net interest income and interest rate spread
    
    
    
    
    
    $
    7,613
    
    
    
    2.59
    %
    
    
    
    
    
    $
    7,756
    
    
    
    3.72
    %Net yield on average interest earning assets
    
    
    
    
    
    
    
    
    
    
    3.62
    %
    
    
    
    
    
    
    
    
    
    
    4.88
    %
  Volume
    
    
    Rate
    
    
    TotalInterest earning assets:Manufactured housing loans
    
    $
    16,820
    
    
    $
    (12,941
    )
    
    $
    3,879Investment securities
    
    
    301
    
    
    
    (219
    )
    
    
    82Other
    
    
    33
    
    
    
    48
    
    
    
    81Total interest income
    
    $
    17,154
    
    
    $
    (13,112
    )
    
    $
    4,042Interest bearing liabilities:Loan funding facilities
    
    $
    9,597
    
    
    $
    (5,555
    )
    
    $
    4,042Repurchase agreements
    
    
    100
    
    
    
    39
    
    
    
    139Notes payable  servicing advances
    
    
    27
    
    
    
    (23
    )
    
    
    4Total interest expense
    
    $
    9,724
    
    
    $
    (5,539
    )
    
    $
    4,185Decrease in net interest income
    
    
    
    
    
    
    
    
    
    $
    (143
    )
 Non-interest Income
  19




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##### Table of Contents



Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
 Provision for Losses
   Non-interest Expenses
    Receivable Portfolio and Asset Quality
   20




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##### Table of Contents



Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
  March 31, 2006
    
    December 31, 2005Principal balance of loan receivable
    
    $
    818,342
    
    
    $
    781,650Number of loans receivable
    
    
    17,847
    
    
    
    17,277Average loan balance
    
    $
    46
    
    
    $
    45Weighted average loan coupon1
    
    
    9.53
    %
    
    
    9.56
    %Weighted average initial term
    
    20 years
    
    
    20 years
  March 31, 2006
    
    December 31, 2005No. of
    
    Principal
    
    % of
    
    No. of
    
    Principal
    
    % ofDays delinquent
    
    Loans
    
    Balance
    
    Portfolio
    
    Loans
    
    Balance
    
    Portfolio31-60
    
    
    170
    
    
    $
    6,045
    
    
    
    0.7
    %
    
    
    215
    
    
    $
    8,182
    
    
    
    1.0
    %61-90
    
    
    52
    
    
    
    1,705
    
    
    
    0.2
    %
    
    
    68
    
    
    
    2,561
    
    
    
    0.3
    %Greater than 90
    
    
    141
    
    
    
    6,033
    
    
    
    0.7
    %
    
    
    192
    
    
    
    7,480
    
    
    
    1.0
    %
    
 1 The weighted average loan coupon includes an
imbedded servicing fee rate resulting from securitization or sale of the loan
but accounted for as a financing. 21




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##### Table of Contents



Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
     Loan Pool Unpaid Principle Balance (dollars in thousands) 1
 2002 and2001 and prior
    
    
    subsequentAt December 31, 2005Dollars
    
    $
    56,622
    
    
    $
    732,033Percentage of total
    
    
    7.2
    %
    
    
    92.8
    %At March 31, 2006Dollars
    
    $
    53,115
    
    
    $
    771,578Percentage of total
    
    
    6.4
    %
    
    
    93.6
    %
 Static Pool Performance (dollars in thousands) 1
 2002 and2001 and prior
    
    
    subsequentThree Months Ended March 31, 2006Dollars defaulted
    
    $
    1,823
    
    
    $
    3,399Net recovery percentage
    
    
    33.7
    %
    
    
    43.8
    %Net losses
    
    $
    1,699
    
    
    $
    1,954
  
 1
Includes owned portfolio, repossessed
inventory and loans sold with recourse 22




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##### Table of Contents



Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
  Liquidity and Capital Resources
     23




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##### Table of Contents



Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
      24




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##### Table of Contents



Item 2.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
   25




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##### Table of Contents



Item 3. Quantitative and Qualitative Disclosures About Market Risk
    Maturity0 to 3
    
    
    4 to 12
    
    
    1 to 5
    
    
    Over 5months
    
    
    months
    
    
    years
    
    
    years
    
    
    TotalAssetsCash and equivalents
    
    $
    2,975
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    2,975Restricted cash
    
    
    14,926
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,926Loans receivable, net
    
    
    27,942
    
    
    
    79,092
    
    
    
    317,167
    
    
    
    382,547
    
    
    
    806,748Investments held to maturity
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,675
    
    
    
    41,675Furniture, fixtures and equipment, net
    
    
    276
    
    
    
    864
    
    
    
    2,314
    
    
    
    
    
    
    
    3,454Goodwill
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32,277
    
    
    
    32,277Other assets
    
    
    13,318
    
    
    
    4,992
    
    
    
    4,396
    
    
    
    2,563
    
    
    
    25,269Total assets
    
    $
    59,437
    
    
    $
    84,948
    
    
    $
    323,877
    
    
    $
    459,062
    
    
    $
    927,324Liabilities and Stockholders EquityWarehouse financing
    
    $
    22,433
    
    
    $
    67,298
    
    
    $
    29,909
    
    
    $
    
    
    
    $
    119,640Securitization financing
    
    
    19,289
    
    
    
    54,599
    
    
    
    218,947
    
    
    
    264,081
    
    
    
    556,916Repurchase agreements
    
    
    23,582
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    23,582Notes payable  servicing advances
    
    
    875
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    875Recourse liability
    
    
    15
    
    
    
    40
    
    
    
    137
    
    
    
    100
    
    
    
    292Other liabilities
    
    
    21,633
    
    
    
    278
    
    
    
    
    
    
    
    1,119
    
    
    
    23,030Total liabilities
    
    
    87,827
    
    
    
    122,215
    
    
    
    248,993
    
    
    
    265,300
    
    
    
    724,335Preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    125
    
    
    
    125Common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    254
    
    
    
    254Additional paid-in-capital
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    218,899
    
    
    
    218,899Accumulated other comprehensive income
    
    
    12
    
    
    
    3
    
    
    
    158
    
    
    
    2,060
    
    
    
    2,233Distributions in excess of earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (18,522
    )
    
    
    (18,522
    )Total stockholders equity
    
    
    12
    
    
    
    3
    
    
    
    158
    
    
    
    202,816
    
    
    
    202,989Total liabilities and stockholders equity
    
    $
    87,839
    
    
    $
    122,218
    
    
    $
    249,151
    
    
    $
    468,116
    
    
    $
    927,324Interest sensitivity gap
    
    $
    (28,402
    )
    
    $
    (37,270
    )
    
    $
    74,726
    
    
    $
    (9,054
    )Cumulative interest sensitivity gap
    
    $
    (28,402
    )
    
    $
    (65,672
    )
    
    $
    9,054
    
    
    
    Cumulative interest sensitivity gap to
total assets
    
    
    (3.06
    )%
    
    
    (7.08
    )%
    
    
    0.98
    %
    
    
    
 26




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##### Table of Contents



Item 3. Quantitative and Qualitative Disclosures About Market Risk
    Contractual MaturityThere-2006
    
    
    2007
    
    
    2008
    
    
    2009
    
    
    2010
    
    
    after
    
    
    TotalInterest sensitive assetsLoans receivable
    
    $
    81,455
    
    
    $
    97,753
    
    
    $
    86,280
    
    
    $
    76,103
    
    
    $
    67,099
    
    
    $
    398,059
    
    
    $
    806,748Average interest rate
    
    
    9.53
    %
    
    
    9.53
    %
    
    
    9.53
    %
    
    
    9.53
    %
    
    
    9.53
    %
    
    
    9.53
    %
    
    
    9.53
    %Interest bearing deposits
    
    
    18,130
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    18,130Average interest rate
    
    
    3.82
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3.82
    %Investments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,675
    
    
    
    41,675Average interest rate
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9.20
    %
    
    
    9.20
    %Total interest sensitive
assets
    
    $
    99,585
    
    
    $
    97,753
    
    
    $
    86,280
    
    
    $
    76,103
    
    
    $
    67,099
    
    
    $
    439,734
    
    
    $
    866,553Interest sensitive
liabilitiesWarehouse financing
    
    $
    89,730
    
    
    $
    29,910
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    119,640Average interest rate
    
    
    7.21
    %
    
    
    7.21
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7.21
    %Securitization financing
    
    
    56,230
    
    
    
    67,481
    
    
    
    59,561
    
    
    
    52,535
    
    
    
    46,320
    
    
    
    274,789
    
    
    
    556,916Average interest rate
    
    
    5.36
    %
    
    
    5.36
    %
    
    
    5.36
    %
    
    
    5.36
    %
    
    
    5.36
    %
    
    
    5.36
    %
    
    
    5.36
    %Repurchase agreements
    
    
    23,582
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    23,582Average interest rate
    
    
    5.31
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5.31
    %Note payable  servicing
advance
    
    
    875
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    875Average interest rate
    
    
    8.33
    %
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8.33
    %Total interest sensitive
liabilities
    
    $
    170,417
    
    
    $
    97,391
    
    
    $
    59,561
    
    
    $
    52,535
    
    
    $
    46,320
    
    
    $
    274,789
    
    
    $
    701,013
 27




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##### Table of Contents



Item 4. Controls and Procedures
   
 PART II            OTHER INFORMATION
 
 ITEM 6. Exhibits and Reports on Form 8-K
  Exhibit No.
    
    Description
    
    Method of Filing31.1
    
    Certification of Chief Executive
Officer Required by Rule 13a-14(a) of
the Securities Exchange Act of 1934, as
amended.
    
    
    (1
    )31.2
    
    Certification of Chief Financial
Officer Required by Rule 13a-14(a) of
the Securities Exchange Act of 1934, as
amended.
    
    
    (1
    )32.1
    
    Certification of Chief Executive
Officer and Chief Financial Officer
Required by Rule 13a-14(b) of the
Securities Exchange Act of 1934, as
amended.
    
    
    (1
    )
 
 (1)
    
    Filed herewith.    28




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##### Table of Contents



SIGNATURES
   ORIGEN FINANCIAL, INC. (Registrant)BY:   /s/ W. Anderson Geater, Jr.W. Anderson Geater, Jr., ChiefFinancial Officer and Secretary
(Duly authorized officer and principal
financial officer) 29




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##### Table of Contents



ORIGEN FINANCIAL, INC.
 
 EXHIBIT INDEX
 Exhibit No.
    
    Description
    
    Method of Filing31.1
    
    Certification of Chief Executive
Officer Required by Rule 13a-14(a) of
the Securities Exchange Act of 1934, as
amended.
    
    
    (1
    )31.2
    
    Certification of Chief Financial
Officer Required by Rule 13a-14(a) of
the Securities Exchange Act of 1934, as
amended.
    
    
    (1
    )32.1
    
    Certification of Chief Executive
Officer and Chief Financial Officer
Required by Rule 13a-14(b) of the
Securities Exchange Act of 1934, as
amended.
    
    
    (1
    )
 
 (1)
    
    Filed herewith. 30