ACRES Commercial Realty Corp.
For the period ended Mar 31, 2026. Filed May 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001193125-25-269208
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0001193125-26-209358
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 339 previous paragraphs and 345 current paragraphs.
163 unchanged; 114 reworded; 66 added; 53 removed; 9 previous and 2 current paragraphs rearranged.
Tables are not compared: 37 previous and 32 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (66)
Current report
• changes in our industry, interest rates, the debt securities markets, real estate markets or the general economy;
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• increased rates of default and/or decreased recovery rates on our investments;
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• the performance and financial condition of our borrowers;
Current report
• our ability to consummate the proposed Merger (as defined below) and achieve the expected cost savings or other benefits therefrom;
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•if we fail to consummate the proposed Merger, our dependence on our Manager and ability to find a suitable replacement in a timely manner, or at all, if our Manager or we were to terminate the management agreement;
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• the cost and availability of our financings, which depend in part on our asset quality, the nature of our relationships with our lenders and other capital providers, our business prospects and outlook and general market conditions;
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• the availability and attractiveness of terms of additional debt repurchases;
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• availability, terms and deployment of short-term and long-term capital;
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• events giving rise to increases in our current expected credit loss reserve, including the impact of the current economic environment;
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• availability of, and ability to retain, qualified personnel;
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• changes in our business strategy;
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• the degree and nature of our competition;
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• the resolution of our non-performing and sub-performing assets;
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• our ability to comply with financial covenants in our debt instruments;
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• the adequacy of our cash reserves and working capital;
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• the timing of cash flows, if any, from our investments;
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• unanticipated increases in financial and other costs, including a rise in interest rates;
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• our ability to maintain compliance with over-collateralization and interest coverage tests in our collateralized loan obligations (“CLOs”);
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• environmental and/or safety requirements;
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• our ability to satisfy complex rules in order for us to qualify as a real estate investment trust (“REIT”), for federal income tax purposes and qualify for our exemption under the Investment Company Act of 1940, as amended, and our ability and the ability of our subsidiaries to operate effectively within the limitations imposed by these rules;
Current report
• legislative and regulatory changes (including changes to laws governing the taxation of REITs or the exemptions from registration as an investment company); and
Current report
• the factors described in this report and the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, including those set forth under the sections captioned “Risk Factors,” “Business” and “Management’s Discussion and Analysis of Financial Conditions and Results of Operations,” as applicable.
Current report
We caution you not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except to the extent required by applicable law or regulation, we undertake no obligation to update these forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events.
Current report
As previously reported, on April 29, 2026, we entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which we will acquire ACC in an all-stock transaction (the “Merger”). As a result of the Merger, among other things, we will acquire our Manager, and transition from an externally-managed REIT to an internally-managed REIT (the “Internalization”).
Current report
Our net loss allocable to common shares for the three months ended March 31, 2026 was $1.0 million or $(0.16) per share-basic ($(0.16) per share-diluted) as compared to net loss allocable to common shares for the three months ended March 31, 2025 of $5.9 million or $(0.80) per share-basic ($0.80) per share-diluted.
Current report
Net decrease is due to a portion of the terminated swaps fully amortizing as of December 31, 2025.
Current report
Aggregate interest income increased by $5.6 million for the comparative three months ended March 31, 2026 and 2025. We attribute the change to the following:
Current report
CRE mezzanine loans. The decrease of $63,000 for the comparative three months ended March 31, 2026 and 2025 was primarily attributable to the origination and payoff of a mezzanine loan during fiscal year 2025.
Current report
Aggregate interest expense increased by $2.0 million for the comparative three months ended March 31, 2026 and 2025. We attribute the change to the following:
Current report
CRE - term warehouse financing facilities. The increase of $1.5 million for the comparative three months ended March 31, 2026 and 2025, was primarily attributable to an increase in the average daily borrowings balance, offset by a decrease in the benchmark rate over the comparative periods.
Current report
Includes amortization expense of $186,000 and $175,000 for the three months ended March 31, 2026 and 2025, respectively.
Current report
The decrease in general and administrative expense for the comparative three months ended March 31, 2026 and 2025 was primarily attributable to decreased professional services related to consulting fees being paid in the first quarter of 2025 that related to prior year services.
Current report
Real estate expenses. The decrease of $3.6 million for the comparative three months ended March 31, 2026 was primarily related to (i) a decrease in expenses related to a student housing property that was sold in September 2025, (ii) a decrease in expenses at an office property that was sold in December 2025, and (iii) a decrease in expenses at a student housing property related to a decrease in marketing and other operating expenses in the comparative periods.
Current report
Equity compensation - related party. The decrease in equity compensation - related party of $275,000 is related to the amortization of unvested shares. The unvested share balance decreased period over period due to a portion of shares vesting in May 2025, thus decreasing amortization related to unvested shares in the comparable periods.
Current report
Aggregate other income (expense) increased $4.0 million for the comparative three months ended March 31, 2026 and 2025. We attribute the change to the following:
Current report
Equity in income (losses) of unconsolidated subsidiaries. The increase of $737,000 for the comparative three months ended March 31, 2026 and 2025 was primarily related to recognizing income at one unconsolidated entity, which is partially offset by loss recognition at two other unconsolidated entities. The two unconsolidated entities with losses are off-balance sheet and losses are only recognized when contributions are made.
Current report
Includes real estate related right of use assets of $18.9 million and $19.0 million, intangible assets of $6.0 million and $6.2 million and lease liabilities of $45.5 million and $45.3 million at March 31, 2026 and December 31, 2025, respectively.
Current report
Includes four mezzanine loans, with total amortized costs of $20.0 million and $17.8 million, with three having fixed interest rates of 15.0% and one having a fixed interest rate of 20.0% at March 31, 2026 and December 31, 2025, respectively. Because we are also the first mortgage lender on these loans, we consider the first mortgage and mezzanine loans together as one whole loan.
Current report
Investments in unconsolidated entities.
Current report
The following table summarizes our investments in unconsolidated entities at March 31, 2026 and December 31, 2025 and equity in earnings (losses) of unconsolidated entities for the three months ended March 31, 2026 and 2025 (dollars in thousands, except in the footnotes):
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Removed paragraphs (53)
Previous report
Our net income allocable to common shares for the three months ended September 30, 2025 was $9.8 million, or $1.38 per share-basic ($1.34 per share-diluted), as compared to net income allocable to common shares for the three months ended September 30, 2024 of $2.8 million, or $0.37 per share-basic ($0.36 per share-diluted). Our net income allocable to common shares for the nine months ended September 30, 2025 was $3.2 million, or $0.44 per share-basic ($0.42 per share-diluted), as compared to net income allocable to common shares for the nine months ended September 30, 2024 of $5.0 million, or $0.65 per share-basic ($0.63 per share-diluted).
Previous report
Aggregate interest income decreased by $11.0 million and $37.1 million for the comparative three and nine months ended September 30, 2025 and 2024. We attribute the change to the following:
Previous report
Net Change in Interest Expense for the Comparative three and nine months ended September 30, 2025 and 2024:
Previous report
Aggregate interest expense decreased by $8.9 million and $27.1 million for the comparative three and nine months ended September 30, 2025 and 2024. We attribute the change to the following:
Previous report
CRE - term warehouse financing facilities. The decrease of $2.4 million and $6.3 million for the comparative three and nine months ended September 30, 2025 and 2024, was primarily attributable to paydowns on our borrowings and a decrease in the benchmark rate over the comparative periods.
Previous report
Includes amortization expense of $180,000 and $170,000 for the three months ended September 30, 2025 and 2024, respectively.
Previous report
Includes fee income of $2.6 million and $5.1 million on our floating-rate CRE whole loans for the nine months ended September 30, 2025 and 2024, respectively.
Previous report
Includes amortization expense of $533,000 and $501,000 for the nine months ended September 30, 2025 and 2024, respectively.
Previous report
The increase in general and administrative expense for the comparative three and nine months ended September 30, 2025 and 2024 was primarily attributable to increased professional services related to (i) audit expenses being accrued monthly, (ii) consent fees paid to prior auditors to reissue their prior year opinion and (iii) an increase in construction consulting fees paid to third parties. Additionally, there was an increase in operating expenses related to initial set-up costs associated with the new financing facility.
Previous report
Real estate expenses. The increase of $2.9 million for the three months ended September 30, 2025 and $10.4 million for the nine months ended September 30, 2025 was primarily related to (i) an increase in expenses related to a student housing property that completed construction and became operational in August 2024 and an increase in expenses related to the sale of a portion of the property, (ii) asset acquisitions in the third quarter of 2024 of a multifamily property and an office property through deed-in-lieu of foreclosure and (iii) increased expenses at two hotel properties related to higher occupancy rates and other operational expenses.
Previous report
Equity compensation - related party. The decrease of $459,000 and $350,000 for the comparative three and nine months ended September 30, 2025 and 2024 was primarily related to the vesting of additional shares, which decreased the monthly equity compensation expense.
Previous report
Aggregate other income increased $10.1 million and $2.3 million for the comparative three and nine months ended September 30, 2025 and 2024. We attribute the change to the following:
Previous report
Equity in losses of unconsolidated subsidiaries. The decrease of $659,000 and $1.8 million for the comparative three and nine months ended September 30, 2025 and 2024, respectively, was primarily related to two unconsolidated entity formations after June 30, 2024. These unconsolidated entities had losses for both the three and nine months ended September 30, 2025.
Previous report
Gain on conversion of real estate. The decrease of $8.6 million during the comparative nine months ended September 30, 2025, was primarily attributed to the completion of deed-in-lieu of foreclosures that generated a non-recurring gain of $5.8 million and $2.8 million, in the first and third quarters of 2024, as the fair value of the property exceeded the amortized cost basis of the loans.
Previous report
Other income. The increase of $370,000 during the comparative three months ended September 30, 2025 was primarily related to a one time payment under a guarantee related to a loan. The decrease of $458,000 during the comparative nine months ended September 30, 2025 was primarily attributed to the reversal of representation and warranty reserves related to a discontinued residential lending business in 2024 that did not occur in 2025.
Previous report
Includes one mezzanine loan with a coupon rate of 15% at September 30, 2025 and one mezzanine loan with a coupon rate of 10% that is non-accrual at September 30, 2025 and December 31, 2024.
Previous report
Includes three mezzanine loans of $14.7 million, at amortized cost, with two having fixed interest rates of 15.0% and one having a fixed interest rate of 20.0% at September 30, 2025. Includes two mezzanine loans of $3.5 million, at amortized cost, that have fixed interest rates of 15.0% at December 31, 2024.
Previous report
Investments in unconsolidated entities. Our investments in unconsolidated entities at September 30, 2025 comprised a 100% interest in the common shares of Resource Capital Trust I ("RCT I") and RCC Trust II ("RCT II"), with a carrying value of $1.5 million in the aggregate, or 3.0% of each trust, our investment in 65 E. Wacker Joint Venture, LLC (the " Wacker JV"), representing a 90% interest in a joint venture formed for the purpose of converting an office property in the East North Central region to multifamily units with a carrying value of $27.2 million, our investment in 7720 McCallum JV, LLC (the "McCallum JV"), representing a 50% interest in a joint venture for a multifamily unit property in the Southwest region with no carrying value, and our investment in Pacmulti Affiliates, LLC (the "Pacmulti JV"), representing a 50% interest in a joint venture for a multifamily unit property in the Mid Atlantic region with no carrying value. Our investments in unconsolidated entities at December 31, 2024 comprised our investments in RCT I and RCT II, the Wacker JV and the McCallum JV.
Previous report
At both September 30, 2025 and December 31, 2024, we individually evaluated one mezzanine loan for impairment. The loan was collateralized by an office building in the Northeast region and had a principal balance of $4.7 million at both September 30, 2025 and December 31, 2024. We fully reserved this loan in the fourth quarter of 2022, and it continues to be fully reserved at September 30, 2025. The loan entered payment default in February 2023 and has been placed on nonaccrual status.
Previous report
The total amortized cost of CRE loans excluded accrued interest receivable of $22.0 million and $14.6 million at September 30, 2025 and December 31, 2024, respectively.
Previous report
The total amortized cost of CRE loans excluded accrued interest receivable of $22.0 million and $14.6 million at September 30, 2025 and December 31, 2024, respectively.
Previous report
The total amortized cost of CRE whole loans excluded accrued interest receivable of $22.0 million and $14.6 million at September 30, 2025 and December 31, 2024, respectively.
Previous report
Includes one loan, with a total amortized cost of $4.7 million, that was fully reserved at both September 30, 2025 and December 31, 2024.
Previous report
During the nine months ended September 30, 2024, we entered into the following three loan modifications that required disclosure:
Previous report
A multifamily loan with an amortized cost of $54.3 million, representing 3.9% of the total amortized cost of the portfolio, was modified to: (i) extend its maturity from June 2025 to June 2026, (ii) reduce its current pay interest rate from one-month Term SOFR plus a spread of 3.70% to one-month Term SOFR plus a spread of 1.70%, and (iii) defer interest of 2.00% that will be due at payoff. In connection with the modification, the borrower funded additional capital into the project for interest reserves to cover debt service. In October 2025, the loan was novated and replaced with a new obligor.
Previous report
A multifamily loan with an amortized cost of $45.5 million, representing 3.3% of the total amortized cost of the portfolio, was modified to: (i) reduce its current pay interest rate from one-month Term SOFR plus a spread of 3.31% to a 5.00% fixed rate and (ii) defer the unpaid interest that will be due at loan payoff. In connection with the modification, the borrower funded additional capital into the project for interest reserves to cover debt service.
Previous report
A multifamily loan with an amortized cost of $70.7 million, representing 5.1% of the total amortized cost of the portfolio, was modified to: (i) extend its maturity from January 2025 to January 2026 and (ii) provide for 2.00% per annum of the interest rate to be deferred until payoff. We also entered into a mezzanine loan with a total commitment of $6.0 million. The loan has a fixed rate of 15.00% that accrues and will be due at payoff in January 2026. In connection with the modification, the borrower renewed the interest rate cap. In March 2025, the loan was novated when we foreclosed on the mezzanine loan. In connection with the novation, the new loan pays a current pay fixed rate of 5.00% and has a mezzanine loan commitment of up to $13.5 million, of which $10.1 million was funded at September 30, 2025.
Previous report
These loans were performing in accordance with the modified contractual terms as of September 30, 2025. At September 30, 2025, two of these loans, with a total amortized cost of $125.0 million, had a risk rating of "4" and the other loan, with an amortized cost of $45.5 million, had a risk rating of "3". Loans with a risk rating of "3" and "4" are included in the determination of our general CECL reserves.
Previous report
At September 30, 2025, we had restricted cash of $1.8 million held in escrow for deposits or tax payments at our real estate properties or pledged with minimum reserve balance requirements. At December 31, 2024, we had restricted cash of $890,000 held in escrow for deposits or tax payments at our real estate properties or pledged with minimum reserve balance requirements. The increase of $865,000 was primarily attributable to an increase in restricted cash held in escrow for tax payments.
Previous report
Includes $3.0 million of deferred debt issuance costs at September 30, 2025.
Previous report
Includes $1.6 million and $2.2 million of deferred debt issuance costs at September 30, 2025 and December 31, 2024, respectively.
Previous report
Outstanding borrowings include accrued interest payable at December 31, 2024.
Previous report
Includes $988,000 of deferred debt issuance costs at December 31, 2024.
Previous report
There were no deferred debt issuance costs at September 30, 2025. Includes $52,000 of deferred debt issuance costs at December 31, 2024.
Previous report
Outstanding borrowings are collateralized by a student housing construction project. Value of collateral and number of positions as collateral related to Oceanview Life and Annuity Company also applies to Florida Pace Funding Agency.
Previous report
Includes $101,000 of deferred debt issuance costs at December 31, 2024.
Previous report
Includes $405,000 of deferred debt issuance costs at December 31, 2024.
Previous report
Mortgages Payable
Previous report
In November 2021, our Board authorized and approved the continued use of our existing share repurchase program to repurchase up to $20.0 million of our outstanding common stock. From November 2023 through April 2025, our Board authorized and approved the repurchase of an additional $25.0 million of outstanding shares of both common and preferred stock. In October 2025, our Board authorized and approved the repurchase of an additional $7.5 million of outstanding shares of both common and preferred stock. We purchased 3.2 million common shares for $40.4 million and 100,000 preferred shares for $2.2 million through September 30, 2025. Because we repurchased our common stock at significant discounts to book value, these repurchases were accretive to per share book value since the inception of the program.
Previous report
In March 2025, we amended and restated our loan to ACRES Capital Corp. to: (i) be issued by ACRES Holdings, LLC, (ii) provide for a six month option for ACRES Holdings, LLC to draw an additional balance of $7.0 million, and (iii) if such option is exercised, (a) to extend the maturity to July 31, 2031, (b) increase the interest rate to 5% and (c) increase the monthly amortization to $50,000. The option was not exercised and expired as of September 30, 2025.
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Reworded paragraphs (114)
Previous wording
This report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as "may," "will," "continue," "expect," "intend," "anticipate," "estimate," "believe," "look forward" or other similar words or terms. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, including, without limitation, factors impacting whether we will be able to maintain our sources of liquidity and whether we will be able to identify sufficient suitable investments to increase our originations, please refer to the Risk Factors section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission (the "SEC"). Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Current wording
This report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as "may," "will," "continue," "expect," "intend," "anticipate," "estimate," "believe," "look forward" or other similar words or terms. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those anticipated in the forward-looking statements include:
Previous wording
We are a Maryland corporation and an externally-managed real estate investment trust ("REIT") that is primarily focused on originating, holding and managing commercial real estate ("CRE") mortgage loans and equity investments in commercial real estate properties through direct ownership and joint ventures. Our manager is ACRES Capital, LLC (our "Manager"), a subsidiary of ACRES Capital Corp. (collectively, "ACRES"), a private commercial real estate lender exclusively dedicated to nationwide middle market CRE lending with a focus on multifamily, student housing, hospitality, office and industrial properties in top United States ("U.S.") markets. Our Manager draws upon the management team of ACRES and its collective investment experience to provide its services. Our longer-term objective is to provide our stockholders with total returns over time, including quarterly distributions and capital appreciation, while seeking to manage the risks associated with our investment strategies as well as to maximize long-term stockholder value by maintaining stability through our available liquidity and diversified CRE loan portfolio. Our short-term strategy is to drive book value ("BV") growth by utilizing both our NOL carryforwards of $32.1 million, which may be used over the coming years, and a portion of our net capital loss carryforwards of $115.9 million, which expire on December 31, 2025 (each balance as of September 30, 2025). By retaining future earnings, we can grow our investable base and selectively deploy the anticipated capital growth into new whole loan originations at attractive yields, which we expect will grow our earnings available for distribution.
Current wording
We are a Maryland corporation and an externally-managed real estate investment trust ("REIT") that is primarily focused on originating, holding and managing commercial real estate ("CRE") mortgage loans and equity investments in commercial real estate properties through direct ownership and joint ventures. Our manager is ACRES Capital, LLC (our "Manager"), a subsidiary of ACRES Capital Corp. ("ACC," and collectively with our Manager, "ACRES"), a private commercial real estate lender exclusively dedicated to nationwide middle market CRE lending with a focus on multifamily, student housing, hospitality, office and industrial properties in top United States ("U.S.") markets. Our Manager draws upon the management team of ACRES and its collective investment experience to provide its services. Our longer-term objective is to provide our stockholders with total returns over time, including quarterly distributions and capital appreciation, while seeking to manage the risks associated with our investment strategies, as well as to maximize long-term stockholder value by maintaining stability through our available liquidity and diversified CRE loan portfolio.
Previous wording
Currently, markets are grappling with trade tensions, geopolitical tensions, the risk of increased tariffs, inflation and elevated interest rates. These market pressures have caused continued disruption in many market segments, including the financial services, real estate and credit markets and these disruptions have affected the availability and the cost of capital. The increase in the cost of capital is expected to cause dislocations in various investment and financing markets in which we participate as we and other market participants adjust to the new financing environment.
Current wording
Currently, markets are grappling with trade tensions, geopolitical tensions, the risk of increased tariffs, inflation and labor volatility. These market pressures have caused continued disruption in many market segments, including the financial services, real estate and credit markets and these disruptions have affected the availability and the cost of capital. The increase in the cost of capital is expected to cause dislocations in various investment and financing markets in which we participate as we and other market participants adjust to the new financing environment.
Previous wording
Since September 2024, the U.S. Federal Reserve lowered the Federal Funds rate by 1.50% in five rate cuts reaching its lowest levels since 2022. Lowering rates and decreasing costs may encourage consumer spending and accelerate corporate profit growth, which may positively impact the credit profile of the collateral underlying our loans and positively impact our borrowers' ability to sell or refinance in the current market; however, lower rates would also correlate to decreases in our net income. There is also no certainty with respect to the timing and pace of potential future decreases or if such decreases will continue to occur.
Current wording
Since September 2024, the U.S. Federal Reserve lowered the Federal Funds rate by 1.75% in six rate cuts reaching its lowest levels since 2022. Lowering rates and decreasing costs may encourage consumer spending and accelerate corporate profit growth, which may positively impact the credit profile of the collateral underlying our loans and positively impact our borrowers' ability to sell or refinance in the current market; however, lower rates would also correlate to decreases in our net income. There is also no certainty with respect to the direction, timing, or pace of change for future interest rates.
Previous wording
The multifamily real estate market continues to be a competitive market, and as a result of investors' continued confidence in that asset class, the market for those assets continues to experience spread compression on newly originated deals. Furthermore, the office property market continues to experience high vacancies, slower leasing activity and current tenants reevaluate their needs for physical office space due to remote-work trends across the country. These factors, coupled with inflation, historically higher interest rates and dislocations in market liquidity, have converged to create higher levels of uncertainty surrounding property values, which in turn, also negatively impact borrowers' ability and willingness to financially support and standby their investments in their office properties, their abilities to sell or refinance their positions in the current market and ultimately our financial results.
Current wording
The multifamily real estate market continues to be a competitive market, and as a result of investors' continued confidence in that asset class, the market for those assets continues to experience spread compression on newly originated deals. Furthermore, the office property market continues to experience high vacancies, slower leasing activity and current tenants reevaluating their needs for physical office space due to remote-work trends across the country. These factors, coupled with inflation, higher interest rates and dislocations in market liquidity, have converged to create higher levels of uncertainty surrounding property values, which in turn, also negatively impact borrowers' ability and willingness to financially support and standby their investments in their office properties, their abilities to sell or refinance their positions in the current market and ultimately our financial results.
Previous wording
We originate transitional floating-rate CRE loans with a target size between $10.0 million and $100.0 million. During the nine months ended September 30, 2025, we originated two new CRE floating-rate whole loans, with total commitments of $162.0 million, one new $15.0 million CRE mezzanine loan, one new $9.3 million CRE preferred equity investment and funded $25.2 million of previously unfunded loan commitments. Loan payoffs and sales during the nine months ended September 30, 2025 were $318.6 million, producing a net decrease to the portfolio of $107.1 million. During the year ended December 31, 2024, we selectively originated one floating-rate CRE loan, with a total commitment of $47.9 million. Loan payoffs during the year ended December 31, 2024 were $377.6 million, along with loan foreclosures of $37.7 million, partially offset by net funded commitments of $5.9 million, producing a net decrease to the portfolio of $361.5 million.
Current wording
We originate transitional floating-rate CRE loans with a target size between $10.0 million and $100.0 million. During the three months ended March 31, 2026, we originated nine new CRE floating-rate whole loans, purchased one new CRE floating-rate whole loan and purchased a participation in an existing CRE floating-rate whole loan, with total commitments of $495.6 million and funded $13.6 million of loan commitments. These increases were offset by loan payoffs and sales during the three months ended March 31, 2026 in the amount of $110.6 million and unfunded commitments of $24.2 million, producing a net increase to the portfolio of $374.4 million. During the year ended December 31, 2025, we originated 14 new CRE floating-rate whole loans, with total commitments of $733.0 million, one new $15.0 million CRE mezzanine loan, one new $9.3 million CRE preferred equity investment and net funded commitments of $3.1 million. Loan payoffs and sales during the year ended December 31, 2025 were $418.9 million, producing a net increase to the portfolio of $341.5 million.
Previous wording
Our CRE loan portfolio, which had carrying values of $1.4 billion and $1.5 billion at September 30, 2025 and December 31, 2024, respectively, comprised:
Current wording
Our CRE loan portfolio, which had carrying values of $2.2 billion and $1.8 billion at March 31, 2026 and December 31, 2025, respectively, comprised:
Previous wording
Mezzanine debt that is senior to borrower’s equity but is subordinated to other third-party debt. These loans are subordinated CRE loans, usually secured by a pledge of the borrower’s equity ownership in the entity that owns the property or by a second lien mortgage on the property. At September 30, 2025, we had two mezzanine loans included in CRE loans held for investment with a carrying value of $14.6 million. At December 31, 2024, we had one mezzanine loan included in CRE loans held for investment that had no carrying value. This mezzanine loan was not current on contractual payments at both September 30, 2025 and December 31, 2024.
Current wording
Mezzanine debt that is senior to borrower’s equity but is subordinated to other third-party debt. These loans are subordinated CRE loans, usually secured by a pledge of the borrower’s equity ownership in the entity that owns the property or by a second lien mortgage on the property. At both March 31, 2026 and December 31, 2025, no individual mezzanine loans were included in CRE loans held for investment on our consolidated balance sheet.
Previous wording
Preferred equity investments that are subordinate to first mortgage loans and mezzanine debt. These investments may be subject to more credit risk than subordinated debt but provide the potential for higher returns upon a liquidation of the underlying property and are typically structured to provide some credit enhancement differentiating it from the common equity in such investments. At September 30, 2025, we had one preferred equity investment included in CRE loans held for investment with a carrying value of $8.9 million. At December 31, 2024, we had no preferred equity investments included in CRE loans held for investment.
Current wording
Preferred equity investments that are subordinate to first mortgage loans and mezzanine debt. These investments may be subject to more credit risk than subordinated debt but provide the potential for higher returns upon a liquidation of the underlying property and are typically structured to provide some credit enhancement differentiating it from the common equity in such investments. At March 31, 2026 and December 31, 2025, we had one preferred equity investment included in CRE loans held for investment with a carrying value of $9.5 million and $9.2 million, respectively. We also hold the first mortgage CRE whole loan on the underlying collateral for this investment.
Previous wording
In a business environment where benchmark rates are increasing significantly, cash flows of the CRE assets underlying our loans may not be sufficient to pay debt service on our loans, which could result in non-performance or default. We partially mitigate this risk by generally requiring our borrowers to purchase interest rate cap agreements with non-affiliated, well-capitalized third parties and by selectively requiring our borrowers to have and maintain debt service reserves. These interest rate caps generally mature prior to the maturity date of the loan and the borrowers are required to pay to extend them. In certain cases, the sponsors will need to fund additional equity into the properties to cover these costs as the property may not generate sufficient cash flow to pay these costs. At September 30, 2025, 63% of the par value of our CRE loan portfolio had interest rate caps or funded debt service reserves in place with a weighted-average maturity of six months.
Current wording
In a business environment where benchmark rates are increasing significantly, cash flows of the CRE assets underlying our loans may not be sufficient to pay debt service on our loans, which could result in non-performance or default. We partially mitigate this risk by generally requiring our borrowers to purchase interest rate cap agreements with non-affiliated, well-capitalized third parties and by selectively requiring our borrowers to have and maintain debt service reserves. These interest rate caps generally mature prior to the maturity date of the loan and the borrowers are required to pay to extend them. In certain cases, the sponsors will need to fund additional equity into the properties to cover these costs as the property may not generate sufficient cash flow to pay these costs. At March 31, 2026, 74% of the par value of our CRE loan portfolio had interest rate caps or funded debt service reserves in place. Our interest rate caps have a weighted-average maturity of 15 months.
Previous wording
At September 30, 2025, our par value $1.4 billion floating-rate CRE loan portfolio had a weighted average benchmark floor of 1.25%. At December 31, 2024, our par value $1.5 billion floating rate CRE loan portfolio had a weighted average benchmark floor of 0.97%. With the historical trend of rising benchmark rates, we have seen the coupons on all of our floating-rate assets and debt rise accordingly. Because we have equity invested in each floating-rate loan, and because in all instances the benchmark interest rates are above our loan floors, the rise in interest rates resulted in an increase in our net interest income, which was offset due to the decrease in our floating-rate CRE loan portfolio. See "Interest Rate Risk" in "Item 3: Quantitative and Qualitative Disclosures About Market Risk."
Current wording
At March 31, 2026, our par-value $2.2 billion floating-rate CRE loan portfolio had a weighted average benchmark floor of 2.13%. At December 31, 2025, our par value $1.8 billion floating rate CRE loan portfolio had a weighted average benchmark floor of 1.78%. With the current trend of decreasing benchmark rates, we have seen the coupons on all of our floating-rate assets and debt decrease accordingly. Because we have equity invested in each floating-rate loan, and because in all instances the benchmark interest rates are above our loan floors, the decrease in interest rates resulted in a decrease in our net interest income. See "Interest Rate Risk" in "Item 3: Quantitative and Qualitative Disclosures About Market Risk."
Previous wording
Our portfolio comprises loans with a diverse array of collateral types and locations. Multifamily continues to comprise the majority of our portfolio, with 74.6% of our portfolio allocated to multifamily at September 30, 2025 and 77.4% at December 31, 2024. The following charts show our portfolio allocation at carrying value by property type at September 30, 2025 and December 31, 2024:
Current wording
Our portfolio comprises loans with a diverse array of collateral types and locations. Multifamily continues to comprise the majority of our portfolio, with 81.5% of our portfolio allocated to multifamily at March 31, 2026 and 81.9% at December 31, 2025. The following charts show our portfolio allocation at carrying value by property type at March 31, 2026 and December 31, 2025:
Previous wording
At September 30, 2025, the net carrying value of our net real estate-related assets and liabilities was $143.0 million on seven properties owned, three of which are included in investments in real estate and four of which are included in properties held for sale on our consolidated balance sheets. The existence of net capital loss carryforwards available until December 31, 2025 allows for potential future capital gains on certain of these investments to be shielded from income taxes or a requirement to distribute under the REIT tax regulations. To that end, we closed on two real estate sale transactions in the past twelve months, one this quarter and one in the fourth quarter of 2024, with total proceeds of $126.8 million and generating total net gains of $20.6 million. The capital generated by these gains will be protected by our net capital loss carryforwards and will be redeployed into our CRE loan portfolio.
Current wording
At March 31, 2026, the net carrying value of our net real estate-related assets and liabilities was $106.3 million on five properties owned, two of which are included in investments in real estate and three of which are included in properties held for sale on our consolidated balance sheets.
Previous wording
Each of our CRE debt securitizations initially provided for a two-year reinvestment period that allowed us to reinvest CRE loan payoffs and principal paydown proceeds into the securitizations, pending certain eligibility criteria are met and rating agency approval is obtained. The reinvestment periods on both our securitizations ended in May 2023 and December 2023, respectively.
Current wording
Our CRE debt securitization provides a 30 month reinvestment period that allows us to reinvest CRE loan payoffs and principal paydown proceeds into the securitization, pending certain eligibility criteria are met and rating agency approval is obtained. The reinvestment period expires in August 2028.
Previous wording
Our CRE - term reinvestment financing facility provides for a two-year reinvestment period that allows us to reinvest CRE loan payoffs and principal paydown proceeds into the reinvestment facility and pending certain eligibility criteria are met.
Current wording
Our CRE - term reinvestment financing facility provides for a two-year reinvestment period that allows us to reinvest CRE loan payoffs and principal paydown proceeds into the reinvestment facility, pending certain eligibility criteria are met.
Previous wording
We reevaluate our current expected credit losses ("CECL") allowance quarterly, incorporating our current expectations of macroeconomic factors considered in the determination of our CECL reserves. At September 30, 2025, the CECL allowance on our CRE loan portfolio was $26.4 million, or 1.9% of our $1.4 billion loan portfolio. During the nine months ended September 30, 2025, we recorded a reversal of credit losses primarily attributable to improvements in the modeled credit risk of our loan portfolio and expected macroeconomic factors during the quarter.
Current wording
We reevaluate our current expected credit losses ("CECL") allowance quarterly, incorporating our current expectations of macroeconomic factors considered in the determination of our CECL reserves. At March 31, 2026, the CECL allowance on our CRE loan portfolio was $19.4 million, or 0.9% of our $2.2 billion loan portfolio. During the three months ended March 31, 2026, we recorded a reversal of credit losses primarily attributable to improvements in projected macroeconomic factors during the quarter, offset by an increase in the modeled credit risk of our loan portfolio.
Previous wording
At December 31, 2024, the CECL allowance on our CRE loan portfolio was $32.8 million, or 2.2% of our $1.5 billion loan portfolio. During the year ended December 31, 2024, we recorded a net provision for credit losses primarily driven by a general worsening of macroeconomic factors over the year as well as an increase in modeled credit risk in our portfolio offset by loan payoffs. We also recorded a charge-off of $700,000 for one CRE whole loan held for sale.
Current wording
At December 31, 2025, the CECL allowance on our CRE loan portfolio was $20.4 million, or 1.1% of our $1.8 billion loan portfolio. During the year ended December 31, 2025, we recorded a reversal of credit losses primarily driven by net improvements in the modeled credit risk of our loan portfolio as well as loan payoffs. These reversals were offset by a general decline in projected macroeconomic factors. We also recorded a charge-off of $4.7 million for one mezzanine loan that was fully reserved for in 2022.
Previous wording
Additionally, the decline in our CECL reserves from our highest reserve balance at June 30, 2020 of $61.1 million, or 3.4% of the par balance of our CRE loan portfolio, to our current reserve balance at September 30, 2025 of $26.4 million, or 1.9% of the par balance of our CRE loan portfolio, has been due to the following: the successful resolution of our individually evaluated loans with specific reserves, the overall newer vintage of our CRE loan portfolio (with only 5.7% of the portfolio, at September 30, 2025, being originated prior to the fourth quarter of 2020) as well as the increased percentage allocation of our CRE loan portfolio to multifamily loans over time. Multifamily loans have historically had the lowest credit losses of any asset class, and our percentage allocation of our CRE loan portfolio to multifamily at carrying value has grown from 58.4% at June 30, 2020 to 74.6% at September 30, 2025.
Current wording
Additionally, the decline in our CECL reserves from our highest reserve balance at June 30, 2020 of $61.1 million, or 3.4% of the par balance of our CRE loan portfolio, to our current reserve balance at March 31, 2026 of $19.4 million, or 0.9% of the par balance of our CRE loan portfolio, has been due to the following: the successful resolution of our individually evaluated loans with specific reserves, except for the charge-off noted above, the overall newer vintage of our CRE loan portfolio (with only 6.3% of the portfolio, at March 31, 2026, being originated prior to the fourth quarter of 2020) as well as the increased percentage allocation of our CRE loan portfolio to multifamily loans over time. Multifamily loans have historically had the lowest credit losses of any asset class, and our percentage allocation of our CRE loan portfolio to multifamily at carrying value has grown from 58.4% at June 30, 2020 to 81.5% at March 31, 2026.
Previous wording
Common stock book value was $29.63 per share at September 30, 2025, a $0.76 per share increase from December 31, 2024.
Current wording
Common stock book value was $29.98 per share at March 31, 2026, a $0.03 per share decrease from December 31, 2025.
Previous wording
The following tables analyze the change in interest income and interest expense for the comparative three and nine months ended September 30, 2025 and 2024 by changes in volume and changes in rates. The changes attributable to the combined changes in volume and rate have been allocated proportionately, based on absolute values, to the changes due to volume and changes due to rates (dollars in thousands, except amounts in footnotes):
Current wording
The following table analyzes the change in interest income and interest expense for the comparative three months ended March 31, 2026 and 2025 by changes in volume and changes in rates. The changes attributable to the combined changes in volume and rate have been allocated proportionately, based on absolute values, to the changes due to volume and changes due to rates (dollars in thousands, except amounts in footnotes):
Previous wording
Includes a decrease in fee income of $990,000 recognized on our CRE whole loans that was due to changes in volume.
Current wording
Includes a decrease in fee income of $390,000 recognized on our CRE whole loans that was due to changes in volume.
Previous wording
Net Change in Interest Income for the Comparative three and nine months ended September 30, 2025 and 2024:
Current wording
Net Change in Interest Income for the Comparative three months ended March 31, 2026 and 2025:
Previous wording
CRE whole loans. The decrease of $11.3 million and $37.3 million for the comparative three and nine months ended September 30, 2025 and 2024 was primarily attributable to a decrease in (i) total par value of our CRE portfolio resulting from loan payoffs and foreclosures and (ii) the benchmark rate over the comparative period.
Current wording
CRE whole loans. The increase of $4.3 million for the comparative three months ended March 31, 2026 and 2025 was primarily attributable to an increase in the daily average par value of our CRE portfolio resulting from loan production, offset by a decrease in the benchmark rate over the comparative period.
Previous wording
CRE mezzanine loan. The increase of $687,000 and $1.4 million for the comparative three and nine months ended September 30, 2025 and 2024 was attributable to the origination of a mezzanine loan in March 2025.
Current wording
CRE preferred equity loan. The increase of $247,000 for the comparative three months ended March 31, 2026 and 2025 was primarily attributable to the origination of a preferred equity loan in September 2025.
Previous wording
Other. The decrease of $356,000 and $1.2 million for the comparative three and nine months ended September 30, 2025 and 2024, was primarily attributable to a decrease in (i) restricted cash in our CRE securitizations and (ii) yields on our interest earning money market accounts.
Current wording
Other. The increase of $1.2 million for the comparative three months ended March 31, 2026 and 2025, was primarily attributable to an increase in restricted cash from the close of our new CRE securitization, ACRES Commercial Realty 2026-FL4 Issuer, LLC ("ACR 2026-FL4"), and increase in yields on our interest earning money market accounts.
Previous wording
Securitized borrowings. The net decrease of $19.5 million and $49.1 million for the comparative three and nine months ended September 30, 2025 and 2024, was primarily attributable to the redemptions of our ACR 2021-FL1 and ACR 2021-FL2 securitizations and a decrease in the benchmark rate over the comparative periods.
Current wording
Securitized borrowings. The net decrease of $6.8 million for the comparative three months ended March 31, 2026 and 2025, was primarily attributable to the issuance of our ACR 2026-FL4 securitization, offset by the redemptions of our ACR 2021-FL1 and ACR 2021-FL2 securitizations and a decrease in the benchmark rate over the comparative periods.
Previous wording
Senior secured financing facility. The decrease of $158,000 and $532,000 for the comparative three and nine months ended September 30, 2025 and 2024, was primarily attributable to a decrease in the benchmark rate over the comparative periods.
Current wording
Senior secured financing facility. The decrease of $167,000 for the comparative three months ended March 31, 2026 and 2025, was primarily attributable to a decrease in borrowings and benchmark rate over the comparative periods.
Previous wording
CRE - term reinvestment financing facility. The increase of $13.3 million and $29.2 million for the comparative three and nine months ended September 30, 2025 and 2024 was attributable to the close of our new CRE term reinvestment financing facility.
Current wording
CRE - term reinvestment financing facility. The increase of $7.6 million was attributable to the close of our new CRE term reinvestment financing facility in March 2025.
Previous wording
Unsecured junior subordinated debentures. The decrease of $133,000 and $406,000 for the comparative three and nine months ended September 30, 2025 and 2024, was primarily attributable to a decrease in the benchmark rate over the comparative periods.
Current wording
Unsecured junior subordinated debentures. The decrease of $84,000 for the comparative three months ended March 31, 2026 and 2025, was primarily attributable to a decrease in the benchmark rate over the comparative periods.
Previous wording
The following tables present the average net yield and average cost of funds for the three and nine months ended September 30, 2025 and 2024 (dollars in thousands, except amounts in footnotes):
Current wording
The following table presents the average net yield and average cost of funds for the three months ended March 31, 2026 and 2025 (dollars in thousands, except amounts in footnotes):
Previous wording
Includes fee income of $908,000 and $1.9 million recognized on our floating-rate CRE whole loans for the three months ended September 30, 2025 and 2024, respectively.
Current wording
Includes fee income of $1.2 million and $777,000 recognized on our floating-rate CRE whole loans for the three months ended March 31, 2026 and 2025, respectively.
Previous wording
Includes amortization expense of $677,000 and $1.3 million for the three months ended September 30, 2025 and 2024, respectively, on our interest-bearing liabilities collateralized by CRE whole loans.
Current wording
Includes amortization expense of $837,000 and $2.8 million for the three months ended March 31, 2026 and 2025, respectively, on our interest-bearing liabilities collateralized by CRE whole loans.
Previous wording
Includes net amortization expense of $402,000 for both the three months ended September 30, 2025 and 2024, respectively, on 20 terminated interest rate swap agreements that were in net loss positions at the time of termination. The remaining net losses, reported in accumulated other comprehensive loss on the consolidated balance sheets, will be accreted over the remaining life of the debt.
Current wording
Includes net amortization expense of $326,000 and $393,000 for the three months ended March 31, 2026 and 2025, respectively, on 17 and 20 terminated interest rate swap agreements, respectively, that were in net loss positions at the time of termination. The remaining net losses, reported in accumulated other comprehensive loss on the consolidated balance sheets, will be accreted over the remaining life of the debt.
Previous wording
Aggregate real estate income and other revenue increased by $772,000 and $7.9 million for the comparative three and nine months ended September 30, 2025 and 2024. The increase in the comparative three and nine months was attributed to: (i) an increase in revenues related to a student housing property that completed construction and became operational in August 2024, (ii) an increase in revenues in the comparative nine month period at two properties that we obtained in the third quarter of 2024 and (iii) an incremental increase in revenues at a hotel property due to an increase in occupancy and revenue rates for the comparative nine month period.
Current wording
Aggregate real estate income and other revenue decreased by $2.8 million for the comparative three months ended March 31, 2026 and 2025. The decrease in the comparative three months was attributed to: (i) a decrease in revenue related to a student housing property that was sold in September 2025, and (ii) a decrease in revenue at an office property that was sold in December 2025, partially offset by an increase in revenues at a hotel property in the northeast region that had increased occupancy and rates in the comparative period.
Previous wording
The following tables set forth information relating to our operating expenses for the periods presented (dollars in thousands):
Current wording
The following table sets forth information relating to our operating expenses for the periods presented (dollars in thousands):
Previous wording
Aggregate operating expenses decreased by $1.2 million for the comparative three months ended September 30, 2025 and 2024 and decreased by $2.1 million for the comparative nine months ended September 30, 2025 and 2024. We attribute the changes to the following:
Current wording
Aggregate operating expenses decreased by $3.3 million for the comparative three months ended March 31, 2026 and 2025. We attribute the changes to the following:
Previous wording
General and administrative. General and administrative expenses increased by $60,000 and $344,000 for the comparative three and nine months ended September 30, 2025 and 2024. The following table summarizes the information relating to our general and administrative expenses for the periods presented (dollars in thousands):
Current wording
General and administrative. General and administrative expenses decreased by $123,000 for the comparative three months ended March 31, 2026 and 2025. The following table summarizes the information relating to our general and administrative expenses for the periods presented (dollars in thousands):
Previous wording
Provision for credit losses. The decrease in the provision for credit losses of $3.7 million and $12.4 million for the comparative three and nine months ended September 30, 2025 and 2024 was primarily driven by net improvements in the modeled credit risk of our CRE loan portfolio compounded by a general improvement in macroeconomic factors during the quarters. Please refer to the "Financing Receivables" section for more information on our provision for credit losses.
Current wording
Reversal of credit losses. The decrease in the reversal for credit losses of $750,000 for the comparative three months ended March 31, 2026 was primarily driven by improvements in projected macroeconomic factors during the quarter, offset by an increase in the modeled credit risk of our loan portfolio.
Previous wording
Gain on sale of real estate. The increase of $13.1 million during the comparative three and nine months ended September 30, 2025 on the sale of real estate was attributed to the sale of a property generating a one time gain of $13.1 million. There were no sales of real estate in the three and nine months ended September 30, 2024.
Current wording
Gain on sale of investment in real estate. The increase of $3.3 million for the comparative three months ended March 31, 2026 and 2025 was primarily attributed to the sale of a property generating a gain of $3.3 million in the first quarter of 2026 compared to no sales on real estate in the first quarter of 2025.
Previous wording
Our total assets were $1.7 billion and $1.9 billion at September 30, 2025 and December 31, 2024, respectively.
Current wording
Our total assets were $2.5 billion and $2.2 billion at March 31, 2026 and December 31, 2025, respectively.
Showing the first 40 of 114 pairs. Open the source sections for the rest.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Net Change in Interest Expense for the Comparative three months ended March 31, 2026 and 2025:
Current report — wording carried from elsewhere
Overcollateralization cushion represents the amount by which the collateral held by the securitization issuer exceeds the minimum amount required.
Rearranged previous paragraphs (9)
Previous report — wording carried elsewhere
Percent change is calculated as the net change divided by the respective interest income or interest expense for the nine months ended September 30, 2024.
Previous report — wording carried elsewhere
Includes a decrease in fee income of $2.5 million recognized on our CRE whole loans that was due to changes in volume.
Previous report — wording carried elsewhere
Net change pertains to amortization expense and is reflected in the change in volume.
Previous report — wording carried elsewhere
Average net yield includes net amortization/accretion and fee income and is computed based on average amortized cost.
Previous report — wording carried elsewhere
Includes amortization expense of $4.1 million and $4.0 million for the nine months ended September 30, 2025 and 2024, respectively, on our interest-bearing liabilities collateralized by CRE whole loans.
Previous report — wording carried elsewhere
Includes net amortization expense of $1.2 million for the nine months ended September 30, 2025 and 2024, respectively, on 20 terminated interest rate swap agreements that were in net loss positions at the time of termination. The remaining net losses, reported in accumulated other comprehensive loss on the consolidated balance sheets, will be accreted over the remaining life of the debt.
Previous report — wording carried elsewhere
Includes properties held for sale-related liabilities of $3.2 million at both September 30, 2025 and December 31, 2024.
Previous report — wording carried elsewhere
In November 2024, the FASB issued guidance to improve transparency on certain costs and expenses. This guidance is effective for fiscal years beginning after December 15, 2026 and is to be adopted on a prospective basis with the option to apply retrospectively.
Previous report — wording carried elsewhere
We are in the process of evaluating the impact of this guidance, however, we do not expect a material impact to our consolidated financial statements.