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United States securities and exchange commission logo
June 28, 2023
JR Herlihy
Chief Financial Officer
Ellington Financial Inc.
53 Forest Avenue
Old Greenwich, CT 06870
Re: Ellington Financial
Inc.
Form 10-K for the
Fiscal Year Ending December 31, 2022
Filed March 1, 2023
File No. 001-34569
Dear JR Herlihy:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments. In some of our comments, we
may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year Ending December 31, 2022
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Adjusted Distributable Earnings, page 97
1. Please tell us and
enhance your disclosure to clarify the nature of the adjustment titled
"Non-capitalized
transaction costs and other expense adjustments." Provide us with the
various components of
this adjustment for the year ended December 31, 2022 and the
three months ended
March 31, 2023. To the extent you believe any of these individual
items are
quantitatively significant, please consider separately quantifying such items
in
future filings and in
your earnings press release.
Liquidity and Capital Resources, page 98
2. It appears that your
dividends exceed your net cash provided by operating activities for
the years ended
December 31, 2022 and 2021 and for the three months ended March 31,
JR Herlihy
Ellington Financial Inc.
June 28, 2023
Page 2
2023. Please tell us what consideration you gave to disclosing the
specific sources of cash
used to make dividend payments and the amount from each source
including cash from
operations.
Notes to Consolidated Financial Statements
2. Significant Accounting Policies, page 121
3. We note your disclosure on page 175 that the weighted average interest
rate on
the Company's HMBS-related obligations was 5.23 % as of December 31,
2022. Please
tell us your accounting policy for recording and presenting such
interest expense in the
financial statements. Further, please tell us what consideration you
gave to disclosing this
accounting policy or tell us where such information is disclosed.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Babette Cooper at 202-551-3396 or Jennifer Monick at
202-551-
3295 with any questions.
FirstName LastNameJR Herlihy Sincerely,
Comapany NameEllington Financial Inc.
Division of
Corporation Finance
June 28, 2023 Page 2 Office of Real
Estate & Construction
FirstName LastName