Franklin BSP Realty Trust, Inc.
For the period ended Mar 31, 2025. Filed Apr 28, 2025.
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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, 2025 · Filed Apr 28, 2025
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Item 1. Consolidated Financial Statements and Notes (unaudited)
| March 31, 2025 | December 31, 2024 | |
|---|---|---|
| ASSETS | ||
| Cash and cash equivalents | $215,368 | $184,443 |
| Restricted cash | 8,736 | 12,421 |
| Commercial mortgage loans, held for investment, net of allowance for credit losses of $46,604 and $78,083 as of March 31, 2025 and December 31, 2024, respectively(1) | 4,739,876 | 4,908,667 |
| Commercial mortgage loans, held for sale, measured at fair value(2) | 4,992 | 87,270 |
| Real estate securities, available for sale, measured at fair value, amortized cost of $167,511 and $202,894 as of March 31, 2025 and December 31, 2024, respectively(3) | 167,192 | 202,973 |
| Receivable for loan repayment(4) | 54,297 | 157,582 |
| Accrued interest receivable | 36,834 | 42,225 |
| Prepaid expenses and other assets | 18,358 | 17,526 |
| Intangible lease asset, net of amortization | 39,114 | 39,834 |
| Real estate owned, net of depreciation | 112,499 | 113,160 |
| Real estate owned, held for sale | 243,390 | 222,890 |
| Equity method investment | 13,395 | 13,395 |
| Total assets | $5,654,051 | $6,002,386 |
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||
| Collateralized loan obligations | $3,226,710 | $3,628,270 |
| Repurchase agreements and revolving credit facilities - commercial mortgage loans | 429,314 | 329,811 |
| Repurchase agreements - real estate securities | 206,164 | 236,608 |
| Mortgage note payable | 23,998 | 23,998 |
| Other financings | 12,865 | 12,865 |
| Unsecured debt | 81,420 | 81,395 |
| Derivative instruments, measured at fair value | 88 | 713 |
| Interest payable | 11,386 | 12,844 |
| Distributions payable | 36,444 | 36,237 |
| Accounts payable and accrued expenses | 17,567 | 14,443 |
| Due to affiliates | 12,156 | 14,106 |
| Intangible lease liability, held for sale | 880 | 1,291 |
| Total liabilities | $4,058,992 | $4,392,581 |
| Commitments and Contingencies | ||
| Redeemable convertible preferred stock: | ||
| Redeemable convertible preferred stock Series H, $0.01 par value, 20,000 authorized and 17,950 issued and outstanding as of March 31, 2025 and December 31, 2024 | $89,748 | $89,748 |
| Total redeemable convertible preferred stock | $89,748 | $89,748 |
| Equity: | ||
| Preferred stock, $0.01 par value; 100,000,000 shares authorized, 7.5% Cumulative Redeemable Preferred Stock, Series E, 10,329,039 shares issued and outstanding as of March 31, 2025 and December 31, 2024 | $258,742 | $258,742 |
| Common stock, $0.01 par value, 900,000,000 shares authorized, 82,870,769 and 83,066,789 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively | 822 | 818 |
| Additional paid-in capital | 1,600,846 | 1,600,997 |
| Accumulated other comprehensive income/(loss) | (318) | 79 |
| Accumulated deficit | (360,456) | (348,074) |
| Total stockholders' equity | $1,499,636 | $1,512,562 |
| Non-controlling interest | 5,675 | 7,495 |
| Total equity | $1,505,311 | $1,520,057 |
| Total liabilities, redeemable convertible preferred stock and equity | $5,654,051 | $6,002,386 |
(1) Includes pledged assets of $429.3 million and $268.7 million as of March 31, 2025 and December 31, 2024, respectively.
(2) There wereno pledged assets of March 31, 2025 and $61.1 million pledged assets as of December 31, 2024.
(3) Includes pledged assets of $167.2 million and $180.7 million as of March 31, 2025 and December 31, 2024, respectively.
(4) Includes $54.0 million and $157.0 million of cash held by servicer related to the CLOs as of March 31, 2025 and December 31, 2024, respectively.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Income | ||
| Interest income | $113,908 | $130,558 |
| Less: Interest expense | 70,593 | 81,318 |
| Net interest income | 43,315 | 49,240 |
| Revenue from real estate owned | 6,797 | 4,712 |
| Total income | $50,112 | $53,952 |
| Expenses | ||
| Asset management and subordinated performance fee | $6,555 | $7,865 |
| Acquisition expenses | 299 | 238 |
| Administrative services expenses | 3,348 | 2,860 |
| Professional fees | 6,576 | 4,084 |
| Share-based compensation | 2,246 | 1,799 |
| Depreciation and amortization | 1,380 | 1,417 |
| Other expenses | 9,936 | 2,363 |
| Total expenses | $30,340 | $20,626 |
| Other income/(loss) | ||
| (Provision)/benefit for credit losses | $1,898 | $(2,880) |
| Realized gain/(loss) on real estate securities, available for sale | — | 88 |
| Realized gain/(loss) on sale of commercial mortgage loans, held for sale, measured at fair value | 5,039 | 5,513 |
| Unrealized gain/(loss) on commercial mortgage loans, held for sale, measured at fair value | — | 457 |
| Gain/(loss) on other real estate investments | (2,232) | 6 |
| Unrealized gain/(loss) on derivatives | (1,056) | (138) |
| Realized gain/(loss) on derivatives | 938 | 290 |
| Total other income/(loss) | $4,587 | $3,336 |
| Income/(loss) before taxes | 24,359 | 36,662 |
| (Provision)/benefit for income tax | (654) | (835) |
| Net income/(loss) | $23,705 | $35,827 |
| Net (income)/loss attributable to non-controlling interest | 353 | 93 |
| Net income/(loss) attributable to Franklin BSP Realty Trust, Inc. | $24,058 | $35,920 |
| Less: Preferred stock dividends | 6,748 | 6,748 |
| Net income/(loss) applicable to common stock | $17,310 | $29,172 |
| Basic earnings per share | $0.20 | $0.35 |
| Diluted earnings per share | $0.20 | $0.35 |
| Basic weighted average shares outstanding | 82,053,686 | 81,994,096 |
| Diluted weighted average shares outstanding | 82,053,686 | 81,994,096 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Net income/(loss) | $23,705 | $35,827 |
| Amounts related to available for sale real estate securities: | ||
| Change in net unrealized gain/(loss) | $(397) | $927 |
| Reclassification adjustment for amounts included in net income/(loss) | — | 306 |
| $(397) | $1,233 | |
| Comprehensive (income)/loss attributed to non-controlling interest | 353 | 93 |
| Comprehensive income/(loss) attributable to Franklin BSP Realty Trust, Inc. | $23,661 | $37,153 |
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(In thousands, except share data)
| Common Stock · Additional Paid-In Capital · Accumulated Other Comprehensive Income/(Loss) · Accumulated Deficit · Preferred E · Total Stockholders' Equity · Non-Controlling Interest · Total Equity | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Number of Shares · Par Value | |||||||||
| Balance, December 31, 2023 | 82,751,913 | $820 | $1,599,197 | $(703) | $(298,942) | $258,742 | $1,559,114 | $27,095 | $1,586,209 |
| Common stock repurchases | (151,123) | (2) | (1,875) | — | — | — | (1,877) | — | (1,877) |
| Share-based compensation | 766,664 | 2 | 1,797 | — | — | — | 1,799 | — | 1,799 |
| Shares canceled for tax withholding on vested equity rewards | (112,971) | — | (1,508) | — | — | — | (1,508) | — | (1,508) |
| Net income/(loss) attributable to Franklin BSP Realty Trust, Inc. | — | — | — | — | 35,920 | — | 35,920 | — | 35,920 |
| Net income/(loss) attributable to non-controlling interest | — | — | — | — | — | — | — | (93) | (93) |
| Distributions declared | — | — | — | — | (36,304) | — | (36,304) | — | (36,304) |
| Other comprehensive income/(loss) | — | — | — | 1,233 | — | — | 1,233 | — | 1,233 |
| Contributions/(distributions) in non-controlling interest, net | — | — | — | — | — | — | — | 4 | 4 |
| Balance, March 31, 2024 | 83,254,483 | $820 | $1,597,611 | $530 | $(299,326) | $258,742 | $1,558,377 | $27,006 | $1,585,383 |
| Common Stock · Additional Paid-In Capital · Accumulated Other Comprehensive Income/(Loss) · Accumulated Deficit · Preferred E · Total Stockholders' Equity · Non-Controlling Interest · Total Equity | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Number of Shares · Par Value | |||||||||
| Balance, December 31, 2024 | 83,066,789 | $818 | $1,600,997 | $79 | $(348,074) | $258,742 | $1,512,562 | $7,495 | $1,520,057 |
| Share-based compensation | — | 4 | 2,242 | — | — | — | 2,246 | — | 2,246 |
| Shares canceled for tax withholding on vested equity rewards | (196,020) | — | (2,393) | — | — | — | (2,393) | — | (2,393) |
| Net income/(loss) attributable to Franklin BSP Realty Trust, Inc. | — | — | — | — | 24,058 | — | 24,058 | — | 24,058 |
| Net income/(loss) attributable to non-controlling interest | — | — | — | — | — | — | — | (353) | (353) |
| Distributions declared | — | — | — | — | (36,440) | — | (36,440) | — | (36,440) |
| Other comprehensive income/(loss) | — | — | — | (397) | — | — | (397) | — | (397) |
| Contributions/(distributions) in non-controlling interest, net | — | — | — | — | — | — | — | (1,467) | (1,467) |
| Balance, March 31, 2025 | 82,870,769 | $822 | $1,600,846 | $(318) | $(360,456) | $258,742 | $1,499,636 | $5,675 | $1,505,311 |
CONSOLIDATED STATEMENTS OF CASH FLOWS
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Cash flows from operating activities: | ||
| Net income/(loss) | $23,705 | $35,827 |
| Adjustments to reconcile net income to net cash (used in)/provided by operating activities: | ||
| Premium amortization and (discount accretion), net | $(2,531) | $(2,453) |
| Accretion of deferred commitment fees | (2,324) | (1,513) |
| Amortization of deferred financing costs | 3,246 | 3,105 |
| Share-based compensation | 2,246 | 1,799 |
| Realized (gain)/loss on sale of available for sale securities, measured at fair value | — | (88) |
| Realized (gain)/loss on sale of commercial mortgage loans, held for sale, measured at fair value | (5,039) | (5,513) |
| Unrealized (gain)/loss from commercial mortgage loans, held for sale, measured at fair value | — | (457) |
| Unrealized (gain)/loss from derivative instruments | 1,056 | 138 |
| (Gain)/loss from other real estate investments | 2,232 | (6) |
| Depreciation and amortization | 1,380 | 1,417 |
| Straight line rental income | 288 | (1,559) |
| Provision/(benefit) for credit losses | (1,898) | 2,880 |
| Origination of commercial mortgage loans, held for sale, measured at fair value | (24,150) | (130,700) |
| Proceeds from sale or repayment of commercial mortgage loans, held for sale, measured at fair value | 111,467 | 106,213 |
| Changes in assets and liabilities: | ||
| Accrued interest receivable | 7,715 | 4,375 |
| Prepaid expenses and other assets | (2,587) | 940 |
| Accounts payable and accrued expenses | 4,840 | (2,757) |
| Due to affiliates | (1,950) | 1,653 |
| Interest payable | (1,458) | (331) |
| Net cash (used in)/provided by operating activities | $116,238 | $12,970 |
| Cash flows from investing activities: | ||
| Origination and purchase of commercial mortgage loans, held for investment | $(171,855) | $(488,291) |
| Principal repayments received on commercial mortgage loans, held for investment | 396,900 | 280,292 |
| Proceeds from sale of real estate owned, held for sale | 28,843 | 42,241 |
| Purchase of real estate owned and capital expenditures | (706) | — |
| Purchase of real estate securities, available for sale | — | (15,717) |
| Proceeds from sale or paydown of real estate securities | 35,442 | 41,755 |
| Proceeds from sale/(purchase) of derivative instruments | (1,681) | 386 |
| Net cash (used in)/provided by investing activities | $286,943 | $(139,334) |
| Cash flows from financing activities: | ||
| Payments for common stock repurchases | $— | $(1,877) |
| Shares cancelled for tax withholding on vested equity rewards | (2,393) | (1,508) |
| Borrowings on collateralized loan obligations | — | 27,949 |
| Repayments of collateralized loan obligations | (403,953) | (66,654) |
| Borrowings on repurchase agreements and revolving credit facilities - commercial mortgage loans | 234,794 | 151,013 |
| Repayments of repurchase agreements and revolving credit facilities - commercial mortgage loans | (135,291) | (38,164) |
CONSOLIDATED STATEMENTS OF CASH FLOWS
| Net borrowings (paydowns) on repurchase agreements - real estate securities, less than 90 days maturity | (30,444) | 20,714 |
|---|---|---|
| Repayments on other financings | — | (23,669) |
| Payments of deferred financing costs | (954) | (880) |
| Distributions to noncontrolling interest | (1,467) | — |
| Distributions paid | (36,233) | (36,125) |
| Net cash (used in)/provided by financing activities: | $(375,941) | $30,799 |
| Net change in cash, cash equivalents and restricted cash | 27,240 | (95,565) |
| Cash, cash equivalents and restricted cash, beginning of period | 196,864 | 343,687 |
| Cash, cash equivalents and restricted cash, end of period | $224,104 | $248,122 |
| Reconciliation of cash, cash equivalents and restricted cash: | ||
| Cash and cash equivalents, beginning of period | 184,443 | 337,595 |
| Restricted cash, beginning of period | 12,421 | 6,092 |
| Cash, cash equivalents and restricted cash, beginning of period | $196,864 | $343,687 |
| Cash and cash equivalents, end of period | 215,368 | 240,030 |
| Restricted cash, end of period | 8,736 | 8,092 |
| Cash, cash equivalents and restricted cash, end of period | $224,104 | $248,122 |
| Supplemental disclosures of cash flow information: | ||
| Cash payments for income taxes | $3,733 | $51 |
| Cash payments for interest | 68,275 | 77,589 |
| Supplemental disclosures of non - cash flow information: | ||
| Distribution payable | $36,444 | $36,308 |
| Loans transferred to real estate owned | 134,848 | 42,235 |
| Seller-based financing on sales of real estate owned, held for sale | 88,500 | — |
| Modification accounted for as repayment and new loan | 60,000 | 42,235 |
Note 1 - Organization and Business Operations
Franklin BSP Realty Trust, Inc., (the "Company") is a real estate finance company that primarily originates, acquires and manages a diversified portfolio of commercial real estate debt investments secured by properties located within and outside the United States. The Company is a Maryland corporation and has made tax elections to be treated as a real estate investment trust (a "REIT") for U.S. federal income tax purposes since 2013.
The Company believes that it has qualified as a REIT and intends to continue to meet the requirements for qualification and taxation as a REIT. Substantially all of the Company's business is conducted through Benefit Street Partners Realty Operating Partnership, L.P. (the “OP”), a Delaware limited partnership. The Company is the sole general partner and directly or indirectly holds all of the units of limited partner interests in the OP. In addition, the Company, through one or more subsidiaries which are treated as a taxable REIT subsidiary (a “TRS”), is indirectly subject to U.S. federal, state and local income taxes.
The Company hasno employees. Benefit Street Partners L.L.C. serves as the Company's advisor (the "Advisor") pursuant
to an advisory agreement, as amended on August 18, 2021 (the "Advisory Agreement"). The Advisor, an investment adviser registered with the SEC, is a credit-focused alternative asset management firm.
Established in 2008, the Advisor's credit platform manages funds for institutions and high-net-worth investors across various credit funds and complementary strategies including high yield, levered loans, private/opportunistic debt, liquid credit, structured credit and commercial real estate debt. These strategies complement each other as they all leverage the sourcing, analytical, compliance, and operational capabilities that encompass the platform. The Advisor manages the Company's affairs on a day-to-day basis. The Advisor receives compensation fees and reimbursements for services related to the investment and management of the Company's assets and the operations of the Company. The Advisor is a wholly-owned subsidiary of Franklin Resources, Inc., which together with its various subsidiaries operates as "Franklin Templeton”.
The Company primarily focuses on originating, acquiring and asset managing commercial real estate debt investments, including first mortgage loans, subordinated mortgage loans, mezzanine loans and participations in such loans. Secondarily, the Company's real estate securities business focuses on investing in and asset managing real estate securities. Historically this business has focused primarily on commercial mortgage-backed securities ("CMBS"), commercial real estate collateralized loan obligation bonds and single asset single borrower bonds (collectively "CMBS bonds"), collateralized debt obligations ("CDOs") and other securities. The Company also originates conduit loans which the Company intends to sell through its TRS into CMBS securitization transactions. The Company also owns real estate that was either acquired by the Company through foreclosure, deed-in-lieu of foreclosure or that was purchased for investment.
Note 2 - Summary of Significant Accounting Policies
Basis of Accounting
The Company's unaudited consolidated financial statements and related footnotes have been prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America ("GAAP") for interim financial statements and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X, as appropriate.
These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of, and for the year ended December 31, 2024, which are included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on February 26, 2025, as certain disclosures that would substantially duplicate those contained in the audited consolidated financial statements have not been included in this report.
Reclassifications
Certain prior year balances have been reclassified in order to conform to the current period presentation.
For the three months ended March 31, 2024, $57.3 million of Borrowings on repurchase agreements - real estate securitiesand $36.6 million of Repayments of repurchase agreements - real estate securities were combined to be presented as a net result in Net borrowings (paydowns) on repurchase agreements - real estate securities, less than 90 days maturity in the consolidated statements of cash flows.
Use of Estimates
GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reported periods. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ materially. In the opinion of management, the interim data includes all adjustments, of a normal and recurring nature, necessary for a fair statement of the results for the periods presented. The current period’s results of operations will not necessarily be indicative of results that ultimately may be achieved for the entire year or any subsequent interim periods.
Principles of Consolidation
The accompanying consolidated financial statements include the accounts of the Company, the OP and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. In determining whether the Company has a controlling financial interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the other partners or members, as well as whether the entity is a variable interest entity ("VIE") for which the Company is the primary beneficiary.
The Company has determined the OP is a VIE of which the Company is the primary beneficiary. Substantially all of the Company's assets and liabilities are held by the OP.
The Company consolidates all entities that it controls through either majority ownership or voting rights. In addition, the Company consolidates all VIEs of which the Company is considered the primary beneficiary. VIEs are entities in which equity investors (i) do not have the characteristics of a controlling financial interest and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly affect the VIE’s economic performance and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. Non-controlling interest represents the equity of consolidated joint ventures that are not owned by the Company.
The accompanying consolidated financial statements include the accounts of collateralized loan obligations ("CLOs") issued and securitized by wholly owned subsidiaries of the Company. The Company has determined the CLOs are VIEs of which the Company's subsidiary is the primary beneficiary. The assets and liabilities of the CLOs are consolidated in the accompanying consolidated balance sheets in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation.
Cash and Cash Equivalents
Cash consists of amounts deposited with high quality financial institutions. These deposits are guaranteed by the Federal Deposit Insurance Company up to an insurance limit. Cash equivalents include short-term, liquid investments in money market funds with original maturities of 90 days or less when purchased. Cash and cash equivalent balances may, at a limited number of banks and financial institutions, exceed insurable amounts. The Company believes it mitigates risk by investing in or through major financial institutions and primarily in funds that are currently U.S. federal government insured up to applicable account limits.
Recently Issued Accounting Pronouncements
In November 2023, the FASB issued ASU 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” or ASU 2023-07. ASU 2023-07 enhances the disclosures required for reportable segments on an annual and interim basis. The amendments require expanded disclosures around significant segment expenses and identification of the Company's chief operating decision maker. For the year ended December 31, 2024, the Company adopted and implemented the amendments and related disclosure requirements. Refer to Note 16 - Segment Reporting for details.
In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” or ASU 2023-09. ASU 2023-09 requires additional disaggregated disclosures on the entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2024 and early adoption is permitted. We do not expect the adoption of ASU 2023-09 to have a material impact on our consolidated financial statements.
In March 2024, the FASB issued ASU, 2024-01 “Compensation — Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards,” or ASU 2024-01. ASU 2024-01 improves clarity and operability without changing the guidance. ASU 2024-01 is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2024 and early adoption is permitted. We do not expect the adoption of ASU 2024-01 to have a material impact on our consolidated financial statements.
In March 2024, the FASB issued ASU 2024-02 “Codification Improvements — Amendments to Remove References to the Concepts Statements,” or ASU 2024-02. ASU 2024-02 amended certain definitions in the FASB guidance. ASU 2024-02 is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2024 and early adoption is permitted. We do not expect the adoption of ASU 2024-02 to have a material impact on our consolidated financial statements.
Note 3 - Commercial Mortgage Loans
Commercial Mortgage Loans, Held for Investment
The following table presents a summary of the Company's commercial mortgage loans, held for investment, carrying values by class (dollars in thousands):
| March 31, 2025 | December 31, 2024 | |
|---|---|---|
| Senior loans | $4,738,764 | $4,947,462 |
| Mezzanine loans | 47,716 | 39,288 |
| Total gross carrying value of loans | 4,786,480 | 4,986,750 |
| General allowance for credit losses | 45,581 | 46,865 |
| Specific allowance for credit losses | 1,023 | 31,218 |
| Less: Allowance for credit losses | 46,604 | 78,083 |
| Total commercial mortgage loans, held for investment, net | $4,739,876 | $4,908,667 |
For the three months ended March 31, 2025 and year ended December 31, 2024, the activity in the Company's commercial mortgage loans, held for investment carrying values, was as follows (dollars in thousands):
| Three months ended March 31, 2025 | Year EndedDecember 31, 2024 | |
|---|---|---|
| Amortized cost, beginning of period | $4,986,750 | $5,036,942 |
| Acquisitions and originations | 320,780 | 1,908,927 |
| Principal repayments | (353,364) | (1,607,977) |
| Dispositions | — | (33,203) |
| Principal charge-off | (29,892) | (4,801) |
| Deferred fees and other items(1) | (5,168) | (13,326) |
| Amortization/accretion of fees and other items(1) | 2,473 | 9,604 |
| Transfer to real estate owned(2) | (134,848) | (307,546) |
| Cost recovery | (251) | (1,870) |
| Amortized cost, end of period | $4,786,480 | $4,986,750 |
| Allowance for credit losses, beginning of period | $(78,083) | $(47,175) |
| General (provision)/benefit for credit losses | 1,284 | 310 |
| Specific (provision)/benefit for credit losses | 303 | (36,019) |
| Charge offs from specific allowance for credit losses | 29,892 | 4,801 |
| Allowance for credit losses, end of period | $(46,604) | $(78,083) |
| Total commercial mortgage loans, held for investment, net | $4,739,876 | $4,908,667 |
(1)Other items primarily consist of purchase discounts or premiums and deferred origination expenses.
(2) For additional details on properties obtained through foreclosure or deed-in-lieu of foreclosure see Note 5 - Real Estate Owned.
As of March 31, 2025 and December 31, 2024, the Company's total commercial mortgage loan, held for investment, portfolio was comprised of 152 and 155 loans, respectively.
Loan Portfolio by Collateral Type and Geographic Region
The following tables present the composition by loan collateral type and region of the Company's commercial mortgage loans, held for investment portfolio (dollars in thousands):
| March 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Loan Collateral Type | Par Value | Percentage | Par Value | Percentage |
| Multifamily | $3,422,698 | 71.3% | $3,574,267 | 71.5% |
| Hospitality | 713,740 | 14.9% | 730,590 | 14.6% |
| Industrial | 358,418 | 7.5% | 340,195 | 6.8% |
| Office | 138,004 | 2.9% | 185,303 | 3.7% |
| Retail | 45,571 | 0.9% | 45,613 | 0.9% |
| Other | 122,836 | 2.5% | 123,886 | 2.5% |
| Total | $4,801,267 | 100.0% | $4,999,854 | 100.0% |
| March 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Loan Region | Par Value | Percentage | Par Value | Percentage |
| Southeast | $1,932,671 | 40.2% | $1,945,668 | 38.9% |
| Southwest | 1,690,098 | 35.2% | 1,877,501 | 37.6% |
| Mideast | 370,511 | 7.7% | 304,522 | 6.1% |
| Far West | 187,481 | 3.9% | 171,775 | 3.4% |
| New England | 176,795 | 3.7% | 177,417 | 3.5% |
| Great Lakes | 119,031 | 2.5% | 118,882 | 2.4% |
| Rocky Mountain | 31,690 | 0.7% | 114,425 | 2.3% |
| Various(1) | 292,990 | 6.1% | 289,664 | 5.8% |
| Total | $4,801,267 | 100.0% | $4,999,854 | 100.0% |
(1) Represents loans secured by a portfolio of properties located in various parts of the United States.
Allowance for Credit Losses
The following table presents the quarterly changes in the Company's allowance for credit losses for the three months ended March 31, 2025 (dollars in thousands):
| General Allowance for Credit Losses | |||||
|---|---|---|---|---|---|
| Specific Allowance for Credit Losses | Funded | Unfunded | Total | Total Allowance for Credit Losses | |
| December 31, 2024 | $31,218 | $46,865 | $1,123 | $47,988 | $79,206 |
| Changes: | |||||
| Provision/(Benefit) | (303) | (1,284) | (311) | (1,595) | (1,898) |
| Charge offs | (29,892) | — | — | — | (29,892) |
| March 31, 2025 | $1,023 | $45,581 | $812 | $46,393 | $47,416 |
Specific Allowance for Credit Losses
The Company has elected to apply a practical expedient for collateral dependent assets in which the allowance for credit losses is calculated as the difference between the estimated fair value of the underlying collateral, less estimated cost to sell, and the amortized cost basis of the loan. As such, these loans receivable are measured at fair value on a nonrecurring basis using significant unobservable inputs and are classified as Level 3 assets in the fair value hierarchy. The fair value of the underlying collateral is determined using the market approach, the income approach, or a combination thereof. The significant unobservable input used for the income approach is the exit capitalization rate assumptions, which ranged from 5.25% to 9.00%. The significant unobservable input used for the market approach is the estimated fair value less cost to sell based on a negotiated price from an anticipated buyer.
In November 2021, the Company originated a first mortgage loan with a commitment of $66.7 million secured by a multifamily property in Texas. The loan was identified by management as non-performing and placed on cost recovery status, with an amortized cost of $66.7 million as of December 31, 2024. The Company recorded a specific allowance for credit losses of $3.2 million on this loan for the year ended December 31, 2024. In January 2025, the Company, through foreclosure, acquired the property which was subsequently sold in February 2025. See Note 5 - Real Estate Owned for additional details. The Company charged off the specific allowance for credit losses at the time of the foreclosure.
In March 2021, the Company originated a first mortgage loan with a commitment of $48.5 million secured by an office property in Colorado. The loan was identified by management as non-performing and placed on cost recovery status, with an amortized cost of $43.7 million as of December 31, 2024. The Company recorded a specific allowance for credit losses of $26.7 million on this loan for the year ended December 31, 2024. In February 2025, the Company, through deed-in-lieu of foreclosure, acquired the property which is recorded in Real estate owned, held for sale in the consolidated balance sheets. See Note 5 - Real Estate Owned for additional details. The Company charged off the specific allowance for credit losses at the time of the deed-in-lieu of foreclosure.
In May 2022, the Company originated a first mortgage loan with a commitment of $42.3 million secured by a multifamily property in Texas. The loan was identified by management as non-performing and placed on non-accrual status, with an amortized cost of $36.8 million as of March 31, 2025. The Company recorded a specific allowance for credit losses of $0.5 million on this loan as of March 31, 2025.
In December 2019, the Company originated a first mortgage loan with a commitment of $33.0 million secured by an office property in Georgia. The loan was identified by management as non-performing and placed on cost recovery status, with an amortized cost of $22.1 million as of March 31, 2025. The Company recorded a specific allowance for credit losses of $0.6 million on this loan as of March 31, 2025.
General Allowance for Credit Losses
The Company recorded a total decrease in its general allowance for credit losses during the three months ended March 31, 2025 of $1.6 million. The primary driver for the lower reserve balance is due to a decrease in the size of the overall portfolio of commercial mortgage loans, held for investment for the three months ended March 31, 2025. Changes in the provision for credit losses for the Company’s financial instruments are recorded in(Provision)/benefit for credit losses in the consolidated statements of operations with a corresponding offset to the financial instrument’s amortized cost recorded in the consolidated balance sheet, or as a component of Accounts payable and accrued expenses for unfunded loan commitments.
Past Due Status
The following table presents a summary of the loans amortized cost basis as of March 31, 2025 (dollars in thousands):
| Current | Less than 90 days past due | 90 or more days past due(1) | Total | |
|---|---|---|---|---|
| As of March 31, 2025 | $4,656,496 | $71,948 | $58,036 | $4,786,480 |
(1)Comprised of two mortgage loans, one of which was collateralized by an office property and the other by a multifamily property. The loan collateralized by the office property has been designated as non-performing and placed on cost recovery status.
Non-performing Status
The following table presents the amortized cost basis of our non-performing loans as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| March 31, 2025 | December 31, 2024 | |
|---|---|---|
| Non-performing loan amortized cost at beginning of year, January 1 | $133,230 | $78,185 |
| Addition of non-performing loan amortized cost | 91,407 | 561,144 |
| Less: Removal of non-performing loan amortized cost | 130,602 | 506,099 |
| Non-performing loan amortized cost end of period(1) | $94,035 | $133,230 |
(1)As of both March 31, 2025 and December 31, 2024, the Company hadthree loans designated as non-performing. As of March 31, 2025, one of the non-performing loans, collateralized by an office property, continues to be placed on cost recovery status with a specific allowance for credit losses of $0.6 million. The other two loans were collateralized by multifamily properties, of which one had a specific allowance for credit losses of $0.5 million. As of December 31, 2024, thethree non-performing loans were placed on cost recovery status, two of which were collateralized by office properties with a specific allowance for credit losses of $26.7 million and $1.3 million, and the other by a multifamily property with a specific allowance for credit losses of $3.2 million.
Loan Credit Characteristics, Quality and Vintage
As part of the Company's process for monitoring the credit quality of its commercial mortgage loans, excluding those held for sale, measured at fair value, it performs a quarterly loan portfolio assessment and assigns risk ratings to each of its loans. The loans are scored on a scale of 1 to 5 as follows:
| Investment Rating | Summary Description |
| 1 | Very Low Risk - Investment exceeding fundamental performance expectations and/or capital gain expected. Trends and risk factors since time of investment are favorable. |
| 2 | Low Risk - Performing consistent with expectations and a full return of principal and interest expected. Trends and risk factors are neutral to favorable. |
| 3 | Average Risk - Performing investments requiring closer monitoring. Trends and risk factors show some deterioration. |
| 4 | High Risk/Delinquent/Defaulted/Potential For Loss - Underperforming investment with the potential of some interest loss but still expecting a positive return on investment. Trends and risk factors are negative. |
| 5 | Impaired/Defaulted/Loss Likely - Underperforming investment with expected loss of interest and some principal. |
All commercial mortgage loans, excluding loans classified as Commercial mortgage loans, held for sale, measured at fair value within the consolidated balance sheets, are assigned an initial risk rating of 2. As of March 31, 2025 and December 31, 2024, the weighted average risk rating of loans was 2.2 and 2.3, respectively.
The following tables present the par value and amortized cost of our commercial mortgage loans, held for investment as of March 31, 2025 and December 31, 2024, by the Company’s internal risk rating and year of origination (dollars in thousands):
| March 31, 2025 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost by Year of Origination | ||||||||||||
| Risk Rating · Number of Loans · Total Par Value · 2025 · 2024 · 2023 · 2022 · 2021 · Prior · Total Amortized Cost · % of Portfolio | ||||||||||||
| 1 | — | $— | $— | $— | $— | $— | $— | $— | $— | —% | ||
| 2 | 126 | 3,837,736 | 256,726 | 1,608,587 | 446,365 | 754,497 | 645,066 | 112,938 | 3,824,179 | 79.9% | ||
| 3 | 20 | 772,969 | — | 79,270 | 167,791 | 207,249 | 260,836 | 57,461 | 772,607 | 16.1% | ||
| 4 | 5 | 167,618 | — | — | — | 110,332 | 57,276 | — | 167,608 | 3.5% | ||
| 5 | 1 | 22,944 | — | — | — | — | — | 22,086 | 22,086 | 0.5% | ||
| Total | 152 | $4,801,267 | $256,726 | $1,687,857 | $614,156 | $1,072,078 | $963,178 | $192,485 | $4,786,480 | 100.0% | ||
| Allowance for credit losses | (46,604) | |||||||||||
| Total carrying value, net | $4,739,876 | |||||||||||
| December 31, 2024 | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost by Year of Origination | |||||||||||||||||||
| Risk Rating · Number of Loans · Total Par Value · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Total Amortized Cost · % of Portfolio | |||||||||||||||||||
| 1 | — | $— | $— | $— | $— | $— | $— | $— | $— | —% | |||||||||
| 2 | 124 | 3,803,752 | 1,563,540 | 558,172 | 792,872 | 763,395 | 62,131 | 52,867 | 3,792,977 | 76.1% | |||||||||
| 3 | 27 | 1,004,387 | 79,210 | 88,821 | 262,228 | 515,065 | 42,263 | 16,378 | 1,003,965 | 20.1% | |||||||||
| 4 | 1 | 56,616 | — | — | 56,579 | — | — | — | 56,579 | 1.1% | |||||||||
| 5 | 3 | 135,099 | — | — | — | 110,392 | — | 22,837 | 133,229 | 2.7% | |||||||||
| Total | 155 | $4,999,854 | $1,642,750 | $646,993 | $1,111,679 | $1,388,852 | $104,394 | $92,082 | $4,986,750 | 100.0% | |||||||||
| Allowance for credit losses | (78,083) | ||||||||||||||||||
| Total carrying value, net | $4,908,667 | ||||||||||||||||||
Commercial Mortgage Loans, Held for Sale, Measured at Fair Value
As of March 31, 2025 and December 31, 2024, the contractual principal balance outstanding of commercial mortgage loans, held for sale, measured at fair value was $5.0 million and $87.3 million, respectively, which comprisedone andthree loans. As of March 31, 2025 and December 31, 2024, none of the Company's commercial mortgage loans, held for sale, measured at fair value were in default or greater than ninety days past due.
| March 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Loan Collateral Type | Par Value | Percentage | Par Value | Percentage |
| Multifamily | $4,992 | 100.0% | $17,270 | 19.8% |
| Mixed Use | — | —% | 70,000 | 80.2% |
| Total | $4,992 | 100.0% | $87,270 | 100.0% |
| March 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Loan Region | Par Value | Percentage | Par Value | Percentage |
| Mideast | $4,992 | 100.0% | $75,000 | 85.9% |
| Southwest | — | —% | 12,270 | 14.1% |
| Total | $4,992 | 100.0% | $87,270 | 100.0% |
Note 4 - Real Estate Securities
Real Estate Securities Classified As Available For Sale
The following is a summary of the Company's real estate securities, available for sale, measured at fair value, as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| CMBS Bonds | ||||||
|---|---|---|---|---|---|---|
| Number of Bonds | Benchmark Interest Rate | Weighted Average Interest Rate | Weighted Average Contractual Maturity (years) | Par Value | Fair Value | |
| March 31, 2025 | 10 | 1 Month SOFR | 7.00% | 8.9 | $167,565 | $167,192 |
| December 31, 2024 | 11 | 1 Month SOFR | 7.06% | 9.8 | $203,005 | $202,973 |
The Company classified its CMBS bonds as available for sale and reports them at fair value in the consolidated balance sheets with changes in fair value recorded in Accumulated other comprehensive income/(loss)in the consolidated balance sheets.
The following table shows the amortized cost, unrealized gain/(loss) and fair value of the Company's CMBS bonds as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Amortized Cost | Unrealized Gain | Unrealized (Loss) | Fair Value | |
|---|---|---|---|---|
| March 31, 2025 | $167,511 | $117 | $(436) | $167,192 |
| December 31, 2024 | $202,894 | $295 | $(216) | $202,973 |
As of March 31, 2025, the Company heldten CMBS bonds with an amortized cost basis of $167.5 million and a net unrealized loss of $0.3 million, six of which were held in a gross unrealized loss position of $0.4 million. As of December 31, 2024, the Company held 11 CMBS bonds with an amortized cost basis of $202.9 million and a net unrealized gain of $0.1 million, four of which were held in a gross unrealized loss position of $0.2 million. As of March 31, 2025, one position had an unrealized loss for a period greater than twelve months, with a fair value of $15.6 million. As of December 31, 2024, zero positions had an unrealized loss for a period greater than twelve months. As of March 31, 2025 and December 31, 2024, the fair value of the Company's CMBS bonds that were in an unrealized loss position for less than twelve months was $81.6 million and $50.3 million, respectively.
Note 5 - Real Estate Owned
Real Estate Owned, Held for Investment
The following table summarizes the Company's real estate owned, held for investment assets as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Acquisition Date | Property Type | Primary Location(s) | Land | Building and Improvements | Furniture, Fixtures and Equipment | Accumulated Depreciation | Real Estate Owned, net |
|---|---|---|---|---|---|---|---|
| September 2021(1) | Industrial | Jeffersonville, GA | $3,436 | $84,259 | $2,928 | $(8,056) | $82,567 |
| August 2023 | Office | Portland, OR | 16,479 | 2,065 | — | (82) | 18,462 |
| October 2023 | Multifamily | Lubbock, TX | 1,618 | 10,076 | 185 | (409) | 11,470 |
| Total | $21,533 | $96,400 | $3,113 | $(8,547) | 112,499 | ||
See note below.
| Acquisition Date | Property Type | Primary Location(s) | Land | Building and Improvements | Furniture, Fixtures and Equipment | Accumulated Depreciation | Real Estate Owned, net |
|---|---|---|---|---|---|---|---|
| September 2021(1) | Industrial | Jeffersonville, GA | $3,436 | $84,259 | $2,928 | $(7,481) | $83,142 |
| August 2023 | Office | Portland, OR | 16,479 | 2,065 | — | (69) | 18,475 |
| October 2023 | Multifamily | Lubbock, TX | 1,618 | 10,076 | 185 | (336) | 11,543 |
| Total | $21,533 | $96,400 | $3,113 | $(7,886) | $113,160 | ||
(1) The Company and an affiliate of the Company entered into a joint venture agreement and formed a joint venture entity, Jeffersonville Member, LLC (the “Jeffersonville JV”) to acquire a triple net lease property in Jeffersonville, GA. Refer to Note 11 - Related Party Transactions and Arrangements for details.
Depreciation expense for the three months ended March 31, 2025 and 2024 totaled $0.7 million and $0.7 million, respectively.
Real Estate Owned, Held for Sale
The following table summarizes the Company's Real estate owned, held for sale assets and liabilities as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Property Type | Primary Location(s) | Assets, Net | Liabilities, Net |
|---|---|---|---|
| Retail(1) | Various | $12,114 | $880 |
| Office(2) | Denver, CO | 17,344 | 2,134 |
| Multifamily(3) | Various | 218,601 | 3,196 |
| Total | $248,059 | $6,210 |
See notes below.
| Property Type | Primary Location(s) | Assets, Net | Liabilities, Net |
|---|---|---|---|
| Retail | Various | $14,472 | $1,291 |
| Multifamily | Various | 211,024 | 4,528 |
| Total | $225,496 | $5,819 |
(1)In November 2022, the Company and an affiliate of the Company entered into a joint venture agreement and formed a joint venture entity, BSPRT Walgreens Portfolio, LLC (the "Walgreens JV") to assume a group of 24 retail properties with various locations throughout the United States (the "Walgreens Portfolio"). Refer to Note 11 - Related Party Transactions and Arrangements. During the three months ended March 31, 2025, the Company recorded a loss of $0.3 million on the sale ofone property from the Walgreens Portfolio. As of March 31, 2025, the Company's real estate owned, held for sale assets includes three remaining retail properties in the Walgreens Portfolio. The loss on sale is recorded within Gain/(loss) on other real estate investments in the Company's consolidated financial statements of operations.
(2)During the three months ended March 31, 2025, the Company obtainedone office property, in Denver, CO, through deed-in-lieu of foreclosure. As of March 31, 2025, the Company recognized a net loss of $1.3 million included within Gain/(loss) on other real estate investments in the Company's consolidated financial statements of operations related to the foreclosure of this property.
(3)During the three months ended March 31, 2025, the Company obtained three multifamily properties in various locations throughout the United States, through foreclosure or deed-in-lieu of foreclosure, and subsequently soldtwo of the properties. In addition, during the quarter the Company soldone multi-family property within its existing portfolio. As of March 31, 2025, the Company's real estate owned held for sale assets includes eight multifamily properties that previously collateralizedsix commercial mortgage loans. As of March 31, 2025, the Company recognized a net loss of $0.6 million included within Gain/(loss) on other real estate investments in the Company's consolidated financial statements of operations related to the foreclosure and sale of these properties.
As of March 31, 2025, the Company has designated certain properties included within the real estate owned business segment as held for sale in accordance with ASC 360. The properties are currently being marketed and sales are probable to occur within one year.
Note 6 - Leases
Intangible Lease Assets, Held for Investment
The following table summarizes the Company's identified intangible lease assets (primarily in-place leases) recognized in the consolidated balance sheets as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Identified intangible assets: | March 31, 2025 | December 31, 2024 |
|---|---|---|
| Gross amount | $49,285 | $49,285 |
| Less: Accumulated amortization | (10,171) | (9,451) |
| Total, net | $39,114 | $39,834 |
Rental Income
Rental income for the three months ended March 31, 2025 and 2024 totaled $6.8 and $4.7 million, respectively. Rental income is included in Revenue from real estate owned in the consolidated statements of operations.
The following table summarizes the Company's schedule of future minimum rents on its real estate owned, held for investment properties, with a remaining lease term of approximately 13.5 years, to be received under the leases (dollars in thousands):
| Future Minimum Rents | March 31, 2025 |
|---|---|
| 2025 (April - December) | 8,024 |
| 2026 | 9,633 |
| 2027 | 9,248 |
| 2028 | 9,248 |
| 2029 | 9,248 |
| 2030 and beyond | 81,691 |
| Total future minimum rent | $127,092 |
Amortization Expense
Intangible lease assets are amortized using the straight-line method over the remaining term of the lease. The weighted average life of the intangible assets as of March 31, 2025 is approximately 13.6 years. Amortization expense for the three months ended March 31, 2025 and 2024 is $0.7 million and $0.8 million, respectively.
The following table summarizes the Company's expected other identified intangible assets, net amortization over the next five years, exclusive of intangible assets that are held for sale, assuming no further acquisitions or dispositions (dollars in thousands):
| Amortization Expense - Other identified intangible assets | March 31, 2025 |
|---|---|
| 2025 (April - December) | 2,160 |
| 2026 | 2,880 |
| 2027 | 2,880 |
| 2028 | 2,880 |
| 2029 | 2,880 |
Note 7 - Debt
Below is a summary of the Company's Repurchase facilities and revolving credit facilities - commercial mortgage loans ("Repo and Revolving Credit Facilities"), Mortgage note payable, Other financings and Unsecured debt as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Repo and revolving credit facilities - commercial mortgage loans(2): · Capacity · Amount Outstanding · Interest Expense(1) · Ending Weighted Average Interest Rate · Term Maturity | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| JPM Repo Facility(3) | $500,000 | $198,765 | $2,817 | 6.76% | 07/2026 | ||||
| Atlas Repo Facility(4) | 350,000 | 86,950 | 1,741 | 6.93% | 01/2026 | ||||
| WF Repo Facility(3) | 400,000 | — | 154 | N/A | 10/2025 | ||||
| Barclays Revolver Facility(4) | 100,000 | — | 267 | N/A | 09/2026 | ||||
| Barclays Repo Facility(8) | 500,000 | 130,452 | 1,954 | 6.15% | 03/2028 | ||||
| Churchill Repo Facility | 225,000 | 13,147 | 55 | 6.97% | N/A | ||||
| Total/Weighted average | $2,075,000 | $429,314 | $6,988 | 6.62% | |||||
| Mortgage note payable: | |||||||||
| Debt related to our REO(5) | N/A | $23,998 | $446 | 7.44% | 10/2025 | ||||
| Other financings: | |||||||||
| Other financings(6) | N/A | $12,865 | $193 | 6.00% | 07/2028 | ||||
| Unsecured debt(7): | |||||||||
| Junior Note I | N/A | $17,095 | $366 | 8.05% | 10/2035 | ||||
| Junior Note II | N/A | 39,597 | 800 | 7.86% | 12/2035 | ||||
| Junior Note III | N/A | 24,728 | 500 | 7.86% | 09/2036 | ||||
| Total/Weighted average | N/A | $81,420 | $1,666 | 7.90% | |||||
See notes below.
| Repo and revolving credit facilities - commercial mortgage loans(2): · Capacity · Amount Outstanding · Interest Expense(1) · Ending Weighted Average Interest Rate · Term Maturity | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| JPM Repo Facility(3) | $500,000 | $96,123 | $11,308 | 6.73% | 07/2026 | ||||
| Atlas Repo Facility(4) | 350,000 | 81,810 | 5,869 | 7.00% | 01/2026 | ||||
| WF Repo Facility(3) | 400,000 | — | 6,246 | N/A | 10/2025 | ||||
| Barclays Revolver Facility(4) | 100,000 | 75,805 | 965 | 9.25% | 09/2026 | ||||
| Barclays Repo Facility(8) | 500,000 | 76,073 | 13,642 | 6.28% | 03/2025 | ||||
| Churchill Repo Facility | 225,000 | — | 139 | N/A | N/A | ||||
| Total/Weighted average | $2,075,000 | $329,811 | $38,169 | 7.27% | |||||
| Mortgage note payable: | |||||||||
| Debt related to our REO(5) | N/A | $23,998 | $2,032 | 7.52% | 10/2025 | ||||
| Other financings: | |||||||||
| Other financings(6) | N/A | $12,865 | $1,070 | 6.00% | 07/2028 | ||||
| Unsecured debt(7): | |||||||||
| Junior Note I | N/A | $17,085 | $1,630 | 8.35% | 10/2035 | ||||
| Junior Note II | N/A | 39,588 | 3,602 | 7.92% | 12/2035 | ||||
| Junior Note III | N/A | 24,722 | 2,251 | 7.92% | 09/2036 | ||||
| Total/Weighted average | N/A | $81,395 | $7,483 | 8.01% | |||||
(1) Represents year to date expense and includes amortization of deferred financing costs.
(2)The Company may pledge one or more mortgage loans to the financing entity in exchange for funds typically at an advance rate of between 60% to 75% of the principal amount of the mortgage loan being pledged. These loans are all floating rate at the Secured Overnight Financing Rate ("SOFR") plus an applicable spread. Additionally, the Repo and Revolving Credit Facilities generally provide that in the event of a decrease in the value of the Company's collateral, the lenders can demand additional collateral. As of March 31, 2025 and December 31, 2024, the Company is in compliance with all debt covenants.
(3) There aretwo one-year extension options.
(4) There isone one-year extension option.
(5)Relates to a mortgage note payable in Jeffersonville JV, a consolidated joint venture. The loan has a principal amount of $112.7 million of which $88.7 million of the loan is owned by the Company and was eliminated in our consolidated financial statements (see Note 5 - Real Estate Owned). One one-year extension option remains.
(6)Comprised ofone note-on-note financing via a participation agreement. From inception of the loan, the Company's outstanding loans could increase as a result of future fundings, leading to an increase in amount outstanding via the participation agreement. The contractual maturity date of this loan is July 2028.
(7) The notes are currently redeemable, in whole or in part, without penalty, at the Company’s option. Interest paid on unsecured debt totaled $1.7 million for the three months ended March 31, 2025.
(8)On February 21, 2025, the Company extended the maturity date to March 14, 2028, with aone-year extension option remaining.
Repurchase Agreements - Real Estate Securities
The Company has entered into various Master Repurchase Agreements (the "MRAs") that allow the Company to sell real estate securities while providing a fixed repurchase price for the same real estate securities in the future. The repurchase contracts on each security under an MRA generally mature in 30-90 days and terms are adjusted for current market rates as necessary.
Below is a summary of the Company's MRAs which were included in Repurchase agreements - real estate securities in the Company's consolidated balance sheets as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Counterparty | Amount Outstanding | Interest Expense | Collateral Pledged(1) | Weighted Average Interest Rate | Weighted Average Days to Maturity |
|---|---|---|---|---|---|
| JP Morgan Securities LLC | $55,751 | $987 | $63,111 | 5.24% | 25 |
| Wells Fargo Securities, LLC | 64,822 | 860 | 81,878 | 5.29% | 14 |
| Barclays Capital Inc. | 40,320 | 691 | 44,679 | 5.04% | 19 |
| Lucid Prime Fund | 45,271 | 360 | 53,087 | 5.22% | 16 |
| Total/Weighted Average | $206,164 | $2,898 | $242,755 | 5.22% | 18 |
See note below
| Counterparty | Amount Outstanding | Interest Expense | Collateral Pledged(1) | Weighted Average Interest Rate | Weighted Average Days to Maturity |
|---|---|---|---|---|---|
| JP Morgan Securities LLC | $78,198 | $6,609 | $68,501 | 5.40% | 8 |
| Wells Fargo Securities, LLC | 65,388 | 960 | 82,644 | 5.41% | 14 |
| Barclays Capital Inc. | 66,057 | 4,452 | 74,042 | 5.10% | 21 |
| Lucid Prime Fund | 26,965 | 1,209 | 30,865 | 5.24% | 16 |
| Total/Weighted Average | $236,608 | $13,230 | $256,052 | 5.30% | 15 |
(1) Includes $75.6 million and $75.4 million of CMBS bonds, held by the Company, which is eliminated through consolidation of the related CLO's on the Company's consolidated balance sheets as of March 31, 2025 and December 31, 2024, respectively.
Collateralized Loan Obligation
The following table represents the terms of the notes issued by 2021-FL6 Issuer, 2021-FL7 Issuer, 2022-FL8 Issuer, 2022-FL9 Issuer, 2023-FL10 Issuer and 2024-FL11 Issuer (collectively the "CLOs"), as of March 31, 2025 and December 31, 2024:
| CLO Facility · Number of Loans in pool(1) · Benchmark interest rate(3) · Weighted Average Spread · Par Value · Par Value Outstanding(2) · Principal Balance of Collateralized Mortgage Assets · Maturity Dates | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021-FL6 Issuer | 34 | Term SOFR | 1.83% | $584,500 | $252,540 | $365,757 | 3/15/2036 | ||||
| 2021-FL7 Issuer | 30 | Term SOFR | 1.92% | 722,250 | 378,236 | 557,977 | 12/21/2038 | ||||
| 2022-FL8 Issuer | 31 | AVG SOFR | 1.87% | 960,000 | 577,460 | 815,715 | 2/15/2037 | ||||
| 2022-FL9 Issuer | 33 | Term SOFR | 3.06% | 670,637 | 441,510 | 522,073 | 5/15/2039 | ||||
| 2023-FL10 Issuer | 40 | Term SOFR | 2.59% | 717,243 | 717,243 | 895,563 | 9/15/2035 | ||||
| 2024-FL11 Issuer | 26 | Term SOFR | 1.99% | 886,176 | 886,176 | 991,365 | 7/15/2039 | ||||
| $4,540,806 | $3,253,165 | $4,148,450 | |||||||||
| CLO Facility | Number of Loans in pool(1) | Benchmark interest rate(3) | Weighted Average Spread | Par Value | Par Value Outstanding(2) | Principal Balance of Collateralized Mortgage Assets | Maturity Dates | ||||
| 2021-FL6 Issuer | 38 | Term SOFR | 1.64% | $584,500 | $344,411 | $454,686 | 3/15/2036 | ||||
| 2021-FL7 Issuer | 30 | Term SOFR | 1.90% | 722,250 | 392,826 | 563,852 | 12/21/2038 | ||||
| 2022-FL8 Issuer | 35 | AVG SOFR | 1.77% | 960,000 | 796,927 | 914,752 | 2/15/2037 | ||||
| 2022-FL9 Issuer | 38 | Term SOFR | 2.94% | 670,637 | 519,537 | 647,683 | 5/15/2039 | ||||
| 2023-FL10 Issuer | 41 | Term SOFR | 2.59% | 717,243 | 717,243 | 892,536 | 9/15/2035 | ||||
| 2024-FL11 Issuer | 27 | Term SOFR | 1.99% | 886,176 | 886,176 | 1,016,286 | 7/15/2039 | ||||
| $4,540,806 | $3,657,120 | $4,489,795 | |||||||||
(1) Loan assets may be pledged towards one or multiple CLO pool.
(2) Excludes $532.4 million and $532.4 million, respectively, of CLO notes, held by the Company, which are eliminated in Collateralized loan obligations in the consolidated balance sheet as of March 31, 2025 and December 31, 2024.
(3)On March 5, 2021, the Financial Conduct Authority of the U.K. (the “FCA”) announced that LIBOR tenors relevant to 2019-FL5 Issuer, 2021- FL6 Issuer, and 2021-FL7 Issuer would cease to be published or no longer be representative after June 30, 2023. The Alternative Reference Rates Committee (the “ARRC”) interpreted this announcement to constitute a benchmark transition event. The benchmark index of 1M LIBOR interest rate converted from LIBOR to compounded SOFR, plus a benchmark adjustment of 11.448 basis points with a lookback period equal to the number of calendar days in the applicable interest accrual period plus two SOFR business days, conforming with the indenture agreement and recommendations from the ARRC. Compounded SOFR for any interest accrual period shall be the “30-Day Average SOFR” as published by the Federal Reserve Bank of New York on each benchmark determination date. On July 13, 2023, the Company converted the indices for 2021-FL6 Issuer and 2021-FL7 Issuer to 1M Term SOFR +11.448 basis points and the applicable spreads remain unchanged.
The below table reflects the total assets and liabilities of the Company's outstanding CLOs. The CLOs are considered VIEs and are consolidated into the Company's consolidated financial statements as of March 31, 2025 and December 31, 2024 as the Company is the primary beneficiary of the VIE. The Company is the primary beneficiary of the CLOs because (i) the Company has the power to direct the activities that most significantly affect the VIE’s economic performance and (ii) the right to receive benefits from the VIEs or the obligation to absorb losses of the VIEs that could be significant to the VIE. The VIE's are non-recourse to the Company.
| March 31, 2025 | December 31, 2024 | |
|---|---|---|
| Assets (dollars in thousands) | ||
| Cash and cash equivalents(1) | $54,963 | $157,991 |
| Commercial mortgage loans, held for investment, net(2) | 3,987,069 | 4,378,427 |
| Accrued interest receivable | 18,437 | 21,580 |
| Total Assets | $4,060,469 | $4,557,998 |
| Liabilities (dollars in thousands) | ||
| Notes payable(3)(4) | $3,785,526 | $4,189,479 |
| Accrued interest payable | 11,397 | 13,194 |
| Total Liabilities | $3,796,923 | $4,202,673 |
(1) Includes $54.0 million and $157.0 million of cash held by the servicer related to CLO loan payoffs as of March 31, 2025 and December 31, 2024, respectively.
(2) The balance is presented net of allowance for credit losses of $33.7 million and $34.5 million as of March 31, 2025 and December 31, 2024, respectively.
(3) Includes $532.4 million and $532.4 million of CLO notes, held by the Company, which are eliminated in Collateralized loan obligations of the consolidated balance sheets as of March 31, 2025 and December 31, 2024, respectively.
(4) The balance is presented net of deferred financing cost and discount of $26.5 million and $28.8 million as of March 31, 2025 and December 31, 2024, respectively. The deferred financing costs are amortized over the expected lifetime of each CLO.
Note 8 - Earnings Per Share
The Company uses the two-class method in calculating basic and diluted earnings per share. Net income/(loss) is allocated between our common stock and other participating securities based on their participation rights. Diluted net income per share has been computed using the weighted average number of shares of common stock outstanding and other dilutive securities. The following table presents a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations and the calculation of basic and diluted earnings per share for the three months ended March 31, 2025 and 2024 (in thousands, except share and per share data):
| Three Months Ended March 31, | ||
|---|---|---|
| Numerator | 2025 | 2024 |
| Net income/(loss) | $23,705 | $35,827 |
| Net (income)/loss from non-controlling interest | 353 | 93 |
| Less: Preferred stock dividends | (6,748) | (6,748) |
| Net income/(loss) applicable to common stock | $17,310 | $29,172 |
| Less: Participating securities' share in earnings | (524) | (449) |
| Net income/(loss) applicable to common stockholders (for basic & diluted earnings per share) | $16,786 | $28,723 |
| Three Months Ended March 31, | ||
| Denominator | 2025 | 2024 |
| Weighted-average common shares outstanding for basic earnings per share | 82,053,686 | 81,994,096 |
| Weighted-average common shares outstanding for diluted earnings per share(1) | 82,053,686 | 81,994,096 |
| Basic earnings per share | $0.20 | $0.35 |
| Diluted earnings per share | $0.20 | $0.35 |
(1)The effect of the weighted average dilutive shares excluded restricted shares and stock units for the three months ended March 31, 2025 and 2024 of 221,663 and 210,665, respectively, as the effect was anti-dilutive. Additionally, the effect of the weighted average dilutive shares excluded the common equivalent of convertible preferred shares for the three months ended March 31, 2025 and 2024 of 5,370,498 shares, respectively, as the effect was anti-dilutive.
Note 9 - Redeemable Convertible Preferred Stock and Equity Transactions
The following table presents the summary of the Company's outstanding shares of redeemable convertible preferred stock, perpetual preferred stock, and common stock as of March 31, 2025 and December 31, 2024 (in thousands, except share and per share amounts):
| Balance as of · Shares Outstanding as of · First Quarter 2025 Dividend Per Share(1) | |||||
|---|---|---|---|---|---|
| March 31, 2025 · December 31, 2024 · March 31, 2025 · December 31, 2024 | |||||
| Redeemable Convertible Preferred Stock: | |||||
| Series H Preferred Stock(2) | $89,748 | $89,748 | 17,950 | 17,950 | $106.216 |
| Perpetual Preferred Stock: | |||||
| Series E Preferred Stock | $258,742 | $258,742 | 10,329,039 | 10,329,039 | $0.46875 |
| Common Stock: | |||||
| Common Stock - at par value(3) | $822 | $818 | 82,870,769 | 83,066,789 | $0.355 |
(1)As declared by the Company's board of directors.
(2) On January 16, 2025, the Series H Preferred Stock was amended such that the mandatory conversion date was extended byone year, to January 21, 2026. Unless earlier converted, the Series H Preferred Stock will automatically convert into common stock at a rate of 299.2 shares of common stock per share of Series H Preferred Stock (subject to adjustments as described in the Articles Supplementary for the Series H Preferred Stock) on January 21, 2026. The holder of the Series H Preferred Stock has the right to convert up to 4,487 shares of Series H Preferred Stock one time in each calendar month through December 2025, upon 10 business days’ advance notice to the Company.
(3)Common stock includes shares issued pursuant to the Company's DRIP and unvested restricted shares.
During the three months ended March 31, 2025 and 2024, the Company paid an aggregate of $29.5 million and $29.4 million, respectively, of common stock distributions comprised of quarterly common dividends of $0.355 per share.
Stock Repurchases
The Company’s board of directors has authorized a $65 million share repurchase program of the Company’s common stock. The Company’s share repurchase program authorizes share repurchases at prices below the most recently reported book value per share as determined in accordance with GAAP. Repurchases made under the program may be made through open market, block, and privately negotiated transactions, including Rule 10b5-1 plans, as permitted by securities laws and other legal requirements. The timing, manner, price and amount of any purchases by the Company will be determined by the Company in its reasonable business judgment and consistent with the exercise of its legal duties and will be subject to economic and market conditions, stock price, applicable legal requirements and other factors. The share repurchase program does not obligate the Company to acquire any particular amount of common stock. The Company share repurchase program will remain open until it expires or until the capital committed to the applicable repurchase program has been exhausted, whichever is sooner. Repurchases under the Company’s share repurchase program may be suspended from time to time at the Company’s discretion without prior notice. As of March 31, 2025, the Company had $31.1 million remaining under the share repurchase program. There wereno repurchases under the share repurchase program for the three months ended March 31, 2025.
Dividend Reinvestment and Direct Stock Purchase Plan
The Company has adopted a dividend reinvestment and direct stock purchase plan ("DRIP") under which we registered and reserved for issuance, in the aggregate, up to 63,000,000 shares of common stock. Under the dividend reinvestment component of this plan, the Company's common stockholders can designate all or a portion of their cash dividends to be reinvested in additional shares of common stock (which shares, at the Company's option, are either issued directly from the Company or purchased by the administrator on the open market). The direct stock purchase component allows stockholders, subject to the Company's approval, to purchase shares of common stock directly from us. During the three months ended March 31, 2025,0 shares common stock were issued by the Company, and 38,012 shares of common stock were purchased in the open market by the DRIP administrator and allocated to DRIP participants under the dividend reinvestment component of the DRIP.
At-the-Market Sales Agreement
Pursuant to the sales agreement dated April 14, 2023 (as amended the "Sales Agreement", the Company maintains a $200 million at-the-market offering program (the "ATM program") with a financial syndicate as sales agents (the "Agents"). Pursuant to the Sales Agreement, the Company may offer and sell shares of the Company's common stock, from time to time, and at various prices, through the Agents. Sales of the common stock, if any, made through the Agents may be made in "at the market" offerings (as defined in Rule 415 under the Securities Act of 1933, as amended), by means of ordinary brokers' transactions on the New York Stock Exchange or otherwise, at market prices prevailing at the time of sale, in block transactions, in negotiated transactions, in any manner permitted by applicable law or as otherwise as may be agreed by the Company and any Agent.
As of March 31, 2025, the Company has not sold any shares of common stock under the ATM program, and common stock with an aggregate sales price of $200 million remains available for issuance pursuant to the ATM program.
Accumulated Other Comprehensive Income/(Loss)
The following table sets forth the changes in accumulated other comprehensive income/(loss) related to the Company's real estate securities, available for sale, measured at fair value for the three months ended March 31, 2025 and 2024 (dollars in thousands):
| For the Three Months Ended | ||
|---|---|---|
| March 31, 2025 | March 31, 2024 | |
| Balance, Beginning of Period | $79 | $(703) |
| Other comprehensive income/(loss) | (397) | 927 |
| Reclassification adjustment for amounts included in net income/(loss) | — | 306 |
| Balance, End of Period | $(318) | $530 |
Note 10 - Commitments and Contingencies
Unfunded Commitments Under Commercial Mortgage Loans
As of March 31, 2025, the Company had the below unfunded commitments to the Company's borrowers (dollars in thousands):
| Funding Expiration | March 31, 2025 | December 31, 2024 |
|---|---|---|
| 2025 | $50,773 | $76,163 |
| 2026 | 125,284 | 156,907 |
| 2027 | 120,210 | 135,244 |
| 2028 | 84,330 | 3,195 |
| 2029 and beyond | — | — |
| Total | $380,597 | $371,509 |
The borrowers are generally required to meet or maintain certain metrics in order to qualify for the unfunded commitment amounts.
Litigation and Regulatory Proceedings
The Company is not presently named as a defendant in any material litigation arising outside the ordinary course of business. However, the Company is involved in routine litigation arising in the ordinary course of business, none of which the Company believes, individually or in the aggregate, will have a material impact on the Company’s financial condition, operating results or cash flows. Please refer to "Part II, Item 1. Legal Proceedings" for more details about the Company's ongoing litigation matters.
Entry into a Material Definitive Agreement
On March 9, 2025, the Company, along withtwo wholly owned subsidiaries, entered into a definitive purchase and sale agreement with NewPoint Holdings JV LLC (“NewPoint”); each of the holders of issued and outstanding membership interests of NewPoint (the “Existing Equityholders”); and Meridian Bravo Investment Company, LLC and BMC Holdings DE LLC, in their capacity as the joint representatives of the Existing Equityholders. The Company agreed to purchase all of NewPoint’s issued and outstanding membership interests and units (the “Purchased Interests”) in exchange for an aggregate amount of $318.8 million paid in cash (subject to the purchase price adjustment mechanism set forth in the purchase and sale agreement) and the issuance of 8,385,951 Class A Units of FBRT OP LLC, a wholly owned subsidiary, to the Existing Equityholders. The Company intends to finance the cash portion of the purchase price through a combination of existing cash and the issuance of new debt and/or equity.
Note 11 - Related Party Transactions and Arrangements
Advisory Agreement Fees and Reimbursements
Pursuant to the Advisory Agreement, the Company is required to make the following payments and reimbursements to the Advisor:
The Company reimburses the Advisor’s costs of providing services pursuant to the Advisory Agreement, except the salaries and benefits paid by the Advisor to the Company’s executive officers.
The Company pays the Advisor, or its affiliates, a monthly asset management fee equal to one-twelfth of 1.5% of stockholders' equity as calculated pursuant to the Advisory Agreement.
The Company will pay the Advisor an annual subordinated performance fee calculated on the basis of total return to stockholders, payable monthly in arrears, such that for any year in which total return on stockholders’ capital (as defined in the Advisory Agreement) exceeds 6.0% per annum, our Advisor will be entitled to 15.0% of the excess total return; provided that in no event will the annual subordinated performance fee payable to our Advisor exceed 10.0% of the aggregate total return for such year.
The Company reimburses the Advisor for insourced expenses incurred by the Advisor on the Company‘s behalf related to selecting, evaluating, originating and acquiring investments in an amount up to 0.5% of the principal amount funded by the Company to originate or acquire commercial mortgage loans and up to 0.5% of the anticipated net equity funded by the Company to acquire real estate securities investments.
The table below shows the costs incurred due to arrangements with our Advisor and its affiliates during the three months ended March 31, 2025 and 2024 and the associated payable as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Three Months Ended March 31, · Payable as of | ||||
|---|---|---|---|---|
| 2025 | 2024 | March 31, 2025 | December 31, 2024 | |
| Acquisition expenses(1) | $299 | $238 | $— | $— |
| Administrative services expenses | 3,348 | 2,860 | 3,348 | 2,342 |
| Asset management and subordinated performance fee | 6,555 | 7,865 | 7,636 | 9,417 |
| Other related party expenses(2)(3) | 494 | 343 | 1,172 | 2,347 |
| Total related party fees and reimbursements | $10,696 | $11,306 | $12,156 | $14,106 |
(1) Total acquisition expenses paid during the three months ended March 31, 2025 and 2024 were $1.6 million and$2.3 million, respectively, of which $1.3 million and $2.1 million, respectively, were capitalized within the Commercial mortgage loans, held for investmentand Real estate securities, available for sale, measured at fair value lines of the consolidated balance sheets.
(2) These are related to reimbursable costs incurred related to the increase in loan origination activities and are included in Other expenses in the Company's consolidated statements of operations.
(3) As of March 31, 2025 and December 31, 2024, the related party payables include $0.8 million and $2.3 million, respectively, of payments made by the Advisor to third party vendors on behalf of the Company.
The payables as of March 31, 2025 and December 31, 2024, in the table above are included in Due to affiliates on the Company's consolidated balance sheets.
Other Transactions
In the third quarter of 2021, the Company and an affiliate of the Company entered into the Jeffersonville JV to acquire a $139.5 million triple net lease property in Jeffersonville, GA. The Company has a 79% interest in the Jeffersonville JV, while the affiliate has a 21% interest. The Company invested a total of $109.8 million, made up of $88.7 million in debt and $21.1 million in equity, representing 79% of the ownership interest in the Jeffersonville JV. The affiliated fund made up the remaining $29.8 million composed of a $24.0 million mortgage note payable and $5.8 million in non-controlling interest. The Company has majority control of Jeffersonville JV and, therefore, consolidates the accounts of Jeffersonville JV into its consolidated financial statements. The Company's $88.7 million mortgage note payable to Jeffersonville JV is eliminated in consolidation (see Note 7 - Debt).
Pursuant to the Company's 2021 Incentive Plan, in the first quarter of 2025 the Company issued awards of restricted stock units to its officers and certain other personnel of the Advisor who provide services to the Company under the Advisory Agreement.
As of March 31, 2025 and December 31, 2024, our commercial mortgage loans, held for investment, includes an aggregate of $37.1 million and $39.6 million, respectively, carrying value of loans to affiliates of our Advisor. For the three months ended March 31, 2025 and 2024, the Company recognized $0.7 million and $2.6 million, respectively, of interest income from these loans in the Company's consolidated statement of operations.
In the second quarter of 2022, the Company fully funded a $149.7 million first mortgage consisting of the Walgreens Portfolio:24 retail properties with various locations throughout the United States. The Company entered into a joint venture agreement and formed the Walgreens JV to acquire 75.618% ownership interest in the Walgreens Portfolio, while the affiliated fund has 24.242% interest.
On December 20, 2024, the Company, three affiliates of the Company, and an unrelated third party entered into the 55 Riverwalk Aker/BSP Venture LLC (the "55 Riverwalk JV") to acquire a $158.5 million mixed use development property consisting of a multifamily apartment complex and retail shopping stores located in West New York, NJ. The Company has a 21.01% interest in the 55 Riverwalk JV while the affiliated funds and the unrelated third party have 73.99% and 5.00% interest, respectively.
Note 12 - Fair Value of Financial Instruments
GAAP establishes a hierarchy of valuation techniques based on the observability of inputs used in measuring financial instruments at fair values. GAAP establishes market-based or observable inputs as the preferred source of values, followed by valuation models using management assumptions in the absence of market inputs. The three levels of the hierarchy are described below:
Level I - Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.
Level II - Inputs (other than quoted prices included in Level I) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.
Level III - Unobservable inputs that reflect the entity's own assumptions about the assumptions that market participants would use in the pricing of the asset or liability and are consequently not based on market activity, but rather through particular valuation techniques.
The determination of where an asset or liability falls in the above hierarchy requires significant judgment and factors specific to the asset or liability. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company evaluates its hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter.
The Company has implemented valuation control processes to validate the fair value of the Company's financial instruments measured at fair value including those derived from pricing models. These control processes are designed to assure that the values used for financial reporting are based on observable inputs wherever possible. In the event that observable inputs are not available, the control processes are designed to assure that the valuation approach utilized is appropriate and consistently applied and the assumptions are reasonable.
Financial Instruments Measured at Fair Value on a Recurring Basis
CMBS bonds, recorded in Real estate securities, available for sale, measured at fair value in the consolidated balance sheets are valued utilizing both observable and unobservable market inputs. These factors include projected future cash flows, ratings, subordination levels, vintage, remaining lives, credit issues, and recent trades of similar real estate securities. Depending upon the significance of the fair value inputs used in determining these fair values, these real estate securities are classified in either Level II or Level III of the fair value hierarchy. The Company obtains third party pricing for determining the fair value of each CMBS investment, resulting in a Level II classification.
Commercial mortgage loans, held for sale, measured at fair value in the Company's TRS are initially recorded at transaction price, which are considered to be the best initial estimate of fair value. The Company engages the services of a third party independent valuation firm to determine fair value of certain investments held by the Company. Fair value is determined using a discounted cash flow model that primarily considers changes in interest rates and credit spreads, weighted average life and current performance of the underlying collateral. Commercial mortgage loans held for sale, measured at fair value that are originated in the last month of the reporting period are held and marked to the transaction price. The Company classified the commercial mortgage loans held for sale, measured at fair value as Level III.
Other real estate investments, measured at fair value on the consolidated balance sheets are valued using unobservable inputs. The Company engaged the services of a third party independent valuation firm to determine fair value of certain investments, including preferred equity investments, held by the Company. Fair value is determined using a discounted cash flow model that primarily considers changes in interest rates and credit spreads, weighted average life and current performance of the underlying collateral. The Company generally classifies its other real estate investments, measured at fair value as Level III.
Derivative instruments, measured at fair value
Treasury note futures trade on the Chicago Board of Trade (“CBOT”) and are made up of contracts of a variety of recently issued 5-year and 10-year U.S. Treasury notes. The future contracts are liquid and are centrally cleared through the CBOT and are valued using market prices. Treasury note futures are categorized as Level I.
Credit default swaps, interest rate swaps and options can be traded over the counter (“OTC”) or on an exchange. Exchange-traded derivatives are generally valued using market prices while OTC derivative transaction valuations are derived using pricing models that are widely accepted by marketplace participants. The pricing models take into account multiple inputs including specific contract terms, interest rate yield curves, interest rates, credit curves, recovery rates, and/or current credit spreads obtained from counterparties and other market participants. Most inputs into the models are not subjective as they are observable in the marketplace or set per the contract. The valuation is primarily determined by the difference between the contract spread and the current market spread. The contract spread (or rate) is generally fixed and the market spread is determined by the credit risk of the underlying debt or reference entity. If the underlying indices are liquid and the OTC market for the current spread is active, the derivatives are categorized in Level II of the fair value hierarchy. If the underlying indices are illiquid and the OTC market for the current spread is not active, the derivatives are categorized in Level III of the fair value hierarchy. The Company's option contracts are exchange-traded, and therefore categorized as Level I. The Company classified its credit default swaps as Level II.
A review of the fair value hierarchy classification is conducted on a quarterly basis. Changes in the type of inputs may result in a reclassification for certain assets or liabilities. The Company's policy with respect to transfers between levels of the fair value hierarchy is to recognize transfers into and out of each level as of the beginning of the reporting period. There were no material transfers between levels within the fair value hierarchy during the periods ended March 31, 2025 and December 31, 2024.
The following table presents the Company's financial instruments carried at fair value on a recurring basis in the consolidated balance sheets by its level in the fair value hierarchy as of March 31, 2025 and December 31, 2024 (dollars in thousands).
| Total | Level I | Level II | Level III | |
|---|---|---|---|---|
| Assets, at fair value | ||||
| Real estate securities, available for sale, measured at fair value | $167,192 | $— | $167,192 | $— |
| Commercial mortgage loans, held for sale, measured at fair value | 4,992 | — | — | 4,992 |
| Total assets, at fair value | $172,184 | $— | $167,192 | $4,992 |
| Liabilities, at fair value | ||||
| Treasury notes | $22 | $22 | $— | $— |
| Credit default swaps | 66 | — | 66 | — |
| Total liabilities, at fair value | $88 | $22 | $66 | $— |
| Total | Level I | Level II | Level III | |
| Assets, at fair value | ||||
| Real estate securities, available for sale, measured at fair value | $202,973 | $— | $202,973 | $— |
| Commercial mortgage loans, held for sale, measured at fair value | 87,270 | — | — | 87,270 |
| Options | 183 | 183 | — | — |
| Treasury notes | 891 | 891 | — | — |
| Total assets, at fair value | $291,317 | $1,074 | $202,973 | $87,270 |
| Liabilities, at fair value | ||||
| Credit default swaps | $1,787 | $— | $1,787 | $— |
| Total liabilities, at fair value | $1,787 | $— | $1,787 | $— |
Both observable and unobservable inputs may be used to determine the fair value of positions that the Company has classified within the Level III category. The following table summarizes the valuation method and significant unobservable inputs used for the Company’s financial instruments that are categorized within Level III of the fair value hierarchy as of March 31, 2025 and December 31, 2024 (dollars in thousands).
| Asset Category | Fair Value | Valuation Methodologies | Unobservable Inputs(1) | Weighted Average | Range |
|---|---|---|---|---|---|
| Commercial mortgage loans, held for sale, measured at fair value | $4,992 | Discounted Cash Flow | Yield | 7.58% | 7.58% |
| Asset Category | Fair Value | Valuation Methodologies | Unobservable Inputs(1) | Weighted Average | Range |
| Commercial mortgage loans, held for sale, measured at fair value | $87,270 | Discounted Cash Flow | Yield | 7.02% | 6.96% - 7.58% |
(1) In determining certain inputs, the Company evaluates a variety of factors including economic conditions, industry and market developments, market valuations of comparable companies and company specific developments including exit strategies and realization opportunities. The Company has determined that market participants would take these inputs into account when valuing the investments.
Increases or decreases in any of the above unobservable inputs in isolation would result in a lower or higher fair value measurement for such assets. The following table presents additional information about the Company’s financial instruments which are measured at fair value on a recurring basis as of March 31, 2025 and December 31, 2024 for which the Company has used Level III inputs to determine fair value (dollars in thousands):
| Commercial mortgage loans, held for sale, measured at fair value | |
|---|---|
| Beginning balance, January 1, 2025 | $87,270 |
| Transfers into Level III(1) | — |
| Originations | 24,150 |
| Sales/paydowns | (111,467) |
| Total realized and unrealized gain/(loss) included in earnings: | |
| Realized gain/(loss) on sale of commercial mortgage loans, held for sale | 5,039 |
| Unrealized gain/(loss) on commercial mortgage loans, held for sale and other real estate investments | — |
| Transfers out of Level III(1) | — |
| Ending Balance, March 31, 2025 | $4,992 |
(1) There were no transfers in or out of Level III as of March 31, 2025.
| Commercial mortgage loans, held for sale, measured at fair value | |
|---|---|
| Beginning balance, January 1, 2024 | $— |
| Transfers into Level III(1) | — |
| Originations | 358,445 |
| Sales / paydowns | (284,300) |
| Total realized and unrealized gain/(loss) included in earnings: | |
| Realized gain/(loss) on sale of commercial mortgage loan, held for sale | 13,125 |
| Unrealized gain/(loss) on commercial mortgage loans, held for sale and other real estate investments | — |
| Transfers out of Level III(1) | — |
| Ending Balance, December 31, 2024 | $87,270 |
(1) There were no transfers in or out of Level III as of December 31, 2024.
The fair value of cash and cash equivalents and restricted cash are measured using observable quoted market prices, or Level I inputs and their carrying value approximate their fair value. The fair value of borrowings under repurchase agreements approximate their carrying value on the consolidated balance sheets due to their short-term nature and are measured using Level III inputs.
Financial Instruments Measured at Fair Value on a Nonrecurring Basis
Real Estate Owned, held for sale, on the consolidated balance sheets are valued at fair value on a non-recurring basis in accordance with ASC 820 and are classified as Level III investments. At the time of acquisition, we determined the fair value of the net real estate assets, using either the market approach, the income approach, or a combination thereof.
The Company determined the fair value of itseight multifamily properties andone office property, obtained through foreclosure or deed-in-lieu of foreclosure, based on a combination of the market approach and the income approach.
The significant unobservable input used for the income approach is the exit capitalization rate assumptions, which ranged from 5.00% -7.88%. The significant unobservable input used for the market approach is the estimated fair value less cost to sell based on a negotiated price from an anticipated buyer.
As of March 31, 2025, the Company's Real estate owned, held for sale assets and liabilities, had a fair value of $242.5 million, net, that represented the remaining three retail properties in the Walgreens Portfolio, eight multifamily properties andone office property. As of December 31, 2024, the Company's real estate owned, held for sale assets and liabilities, had a fair value of $221.6 million, net, representing the remaining four retail properties in the Walgreens Portfolio and eight multifamily properties.
Financial Instruments Not Measured at Fair Value
The Company's financial assets and liabilities that are not reported at fair value in the consolidated balance sheets are reported below as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| March 31, 2025 · December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|
| Level · Carrying Amount · Fair Value · Level · Carrying Amount · Fair Value | |||||||
| Commercial mortgage loans, held for investment(1) | Asset | III | $4,786,480 | $4,766,223 | III | $4,986,750 | $4,935,380 |
| Collateralized loan obligations(2) | Liability | II | 3,226,710 | 3,247,608 | II | 3,628,270 | 3,645,330 |
| Mortgage note payable | Liability | III | 23,998 | 23,998 | III | 23,998 | 23,998 |
| Other financings | Liability | III | 12,865 | 12,865 | III | 12,865 | 12,865 |
| Unsecured debt | Liability | III | 81,420 | 70,000 | III | 81,395 | 69,800 |
(1) The carrying value is gross of $46.6 million and $78.1 million of allowance for credit losses as of March 31, 2025 and December 31, 2024, respectively.
(2) Depending upon the significance of the fair value inputs utilized in determining these fair values, our collateralized loan obligations are classified as either Level II or Level III of the fair value hierarchy.
Repurchase agreements - commercial mortgage loans of $429.3 million and $329.8 million as of March 31, 2025 and December 31, 2024, respectively, and repurchase agreements - real estate securities of $206.2 million and $236.6 million as of March 31, 2025 and December 31, 2024, respectively, are not carried at fair value and do not include accrued interest expense, which are presented in Note 7 – Debt. For these instruments, carrying value generally approximates fair value and are classified as Level III.
The fair value of the commercial mortgage loans, held for investment is estimated using a discounted cash flow analysis, based on the Advisor's experience with similar types of investments. The Company estimates the fair value of the collateralized loan obligations using external broker quotes. The mortgage note payable was recorded at transaction proceeds, which are considered to be the best initial estimate of fair value. The fair value of the other financings is generally estimated using a discounted cash flow analysis. The fair value of the unsecured debt is based on discounted cash flows using Company estimates for market yields on similarly structured debt instruments.
Note 13 - Derivative Instruments
The Company uses derivative instruments primarily to manage the fair value variability of fixed rate assets caused by interest rate fluctuations and overall portfolio market risk. The following derivative instruments were outstanding as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| March 31, 2025 · December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Fair Value | Fair Value | |||||
| Contract type | Notional | Assets | Liabilities | Notional | Assets | Liabilities |
| Credit default swaps | $3,500 | $— | $66 | $80,000 | $— | $1,787 |
| Options | — | — | — | — | 295 | 112 |
| Treasury note futures | 4,500 | — | 22 | 68,300 | 891 | — |
| Total | $8,000 | $— | $88 | $148,300 | $1,186 | $1,899 |
The following tables indicate the net realized and unrealized gains and losses on derivatives, by primary underlying risk exposure, as included in the consolidated statements of operations for the three months ended March 31, 2025 and 2024 (dollars in thousands):
| Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | |||
|---|---|---|---|---|
| Contract type | Unrealized Gain/(Loss) | Realized Gain/(Loss) | Unrealized Gain/(Loss) | Realized Gain/(Loss) |
| Credit default swaps | $(62) | $15 | $(43) | $(96) |
| Options | (83) | (100) | — | — |
| Treasury note futures | (911) | 1,023 | (95) | 386 |
| Total | $(1,056) | $938 | $(138) | $290 |
Interest rate swap agreements are measured at fair value on a recurring basis primarily using Level II Inputs in accordance with ASU 2010-06, Fair Value Measurements and Disclosures (Topic 820). In determining fair value estimates for swaps, the Company utilizes the standard methodology of netting the discounted future fixed cash payments and the discounted future variable cash receipts which are based on expected future interest rates derived from observable market interest rate curves. The Company also incorporates both its own nonperformance risk and its counterparties’ nonperformance risk in determining fair value. In considering the effect of nonperformance risk, the Company considered the impact of netting and credit enhancements, such as collateral postings and guarantees, and has concluded that counterparty risk is not significant to the overall valuation.
Note 14 - Offsetting Assets and Liabilities
The Company's consolidated balance sheets used a gross presentation of repurchase agreements and collateral pledged. The table below provides a gross presentation, the effects of offsetting, and a net presentation of the Company's derivative instruments and repurchase agreements as of March 31, 2025 and December 31, 2024 (dollars in thousands):
| Gross Amounts Not Offset on the Balance Sheet | ||||||
|---|---|---|---|---|---|---|
| Assets(1) | Gross Amounts of Recognized Assets | Gross Amounts Offset on the Balance Sheet | Net Amount of Assets Presented on the Balance Sheet | Financial Instruments | Cash Collateral(2) | Net Amount |
| Derivative instruments, at fair value | $1,186 | $1,186 | $— | $— | $— | $— |
| Gross Amounts Not Offset on the Balance Sheet | ||||||
|---|---|---|---|---|---|---|
| Liabilities | Gross Amounts of Recognized Liabilities | Gross Amounts Offset on the Balance Sheet | Net Amount of Liabilities Presented on the Balance Sheet | Financial Instruments | Cash Collateral(2) | Net Amount |
| Repurchase agreements - commercial mortgage loans | $429,314 | $— | $429,314 | $429,314 | $— | $— |
| Repurchase agreements - real estate securities | 206,164 | — | 206,164 | 206,164 | — | — |
| Derivative instruments, at fair value | 88 | — | 88 | — | 88 | — |
| Repurchase agreements - commercial mortgage loans | $329,811 | $— | $329,811 | $329,811 | $— | $— |
| Repurchase agreements - real estate securities | 236,608 | — | 236,608 | 236,608 | — | — |
| Derivative instruments, at fair value | 1,899 | 1,186 | 713 | — | 713 | — |
(1) As of March 31, 2025, there were no assets which were presented gross within the scope of ASC 210-20, Balance Sheet — Offsetting.
(2) Included in Restricted cash in the Company's consolidated balance sheets.
Note 15 - Segment Reporting
The Company conducts its business through the following segments:
The real estate debt business focuses on originating, acquiring and asset managing commercial real estate debt investments, including first mortgages, subordinate mortgages, mezzanine loans and participations in such loans.
The real estate securities business focuses on investing in and asset managing real estate securities. Historically this business has focused primarily on CMBS, CMBS bonds, CDO notes, and other securities.
The commercial real estate conduit business, operated through the Company's TRS, is focused on generating risk-adjusted returns by originating and subsequently selling fixed-rate commercial real estate loans into the CMBS securitization market at a profit. The TRS may also hold certain mezzanine loans that don't qualify as good REIT assets due to any potential loss from foreclosure.
The real estate owned business represents real estate acquired by the Company through foreclosure, deed-in-lieu of foreclosure, or purchase.
The segments are based on financial information presented to the President of Commercial Real Estate and the Chief Financial Officer / Chief Operating Officer of the Company, who are determined to jointly be the Chief Operating Decision Maker (“CODM”). The CODM oversees activities and operations of the business, which includes assessing performance, liquidity, and profit or loss on each operating segment. Profit or loss on segment operations is measured by net income/(loss) included in the consolidated statements of operations. The CODM uses net income/(loss) to measure return on equity to assess the liquidity associated with equity that is allocated to each business based on the Company’s investment objectives and strategies.
The following table represents the Company's operations by segment for the three months ended March 31, 2025 and 2024 (dollars in thousands):
| Three Months Ended March 31, 2025 | Total | Real Estate Debt and Other Real Estate Investments | Real Estate Securities | TRS | Real Estate Owned |
|---|---|---|---|---|---|
| Interest income | $113,908 | $108,405 | $3,360 | $1,542 | $601 |
| Revenue from real estate owned | 6,797 | — | — | — | 6,797 |
| Interest expense | (70,593) | (67,033) | (2,901) | (213) | (446) |
| Administrative services expenses | (3,348) | (2,119) | — | (1,229) | — |
| Depreciation and amortization | (1,380) | — | — | — | (1,380) |
| Operating expenses | (23,366) | (12,727) | (171) | (1,467) | (9,001) |
| Other segment items(1)(2) | 1,687 | 45 | (21) | 4,207 | (2,544) |
| Net income/(loss) | 23,705 | 26,571 | 267 | 2,840 | (5,973) |
| Total assets as of March 31, 2025 | 5,654,051 | 4,972,468 | 169,694 | 51,052 | 460,837 |
| Interest income | $130,558 | $123,765 | $4,601 | $1,946 | $246 |
| Revenue from real estate owned | 4,712 | — | — | — | 4,712 |
| Interest expense | (81,318) | (78,023) | (2,589) | (194) | (512) |
| Administrative services expenses | (2,860) | (1,485) | — | (1,375) | — |
| Depreciation and amortization | (1,417) | — | — | — | (1,417) |
| Operating expenses | (14,550) | (11,637) | (349) | (1,375) | (1,189) |
| Other segment items(1)(2) | 702 | (4,405) | 21 | 5,229 | (143) |
| Net income/(loss) | 35,827 | 28,214 | 1,684 | 4,232 | 1,697 |
| Total assets as of December 31, 2024 | 6,002,386 | 5,261,022 | 205,758 | 128,430 | 407,176 |
(1) For each reportable segment, other segment items category includes:
Real Estate Debt - specific and general allowance for credit losses, and gains/(losses) associated with debt extinguishment.
Real Estate Securities - gains/(losses) associated with sales of CMBS bonds and divestment of trading securities.
TRS - gains/(losses) associated with fair value measurements and securitizations or sales of held for sale loans, fair value measurements and terminations of derivative instruments, and (provisions)/benefits on taxable income.
Real Estate Owned - gains/(losses) associated with other real estate investments resulting from foreclosure or sale.
(2)Stock compensation expense is allocated to each segment based on total income per segment and included within other segment items.
For the purposes of the tables above, management fees have been allocated to the business segments using an agreed upon percentage of each respective segment's prior period equity. Administrative fees are derived from an agreed upon reimbursable amount based on employee time charged and allocated to the business segments.
Note 16 - Subsequent Events
The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q. The following activity took place subsequent to the quarter ended March 31, 2025:
Investment Activity: On April 1, 2025 we obtained, through foreclosure, a multifamily property located in Texas with an amortized cost basis of $36.8 million as of March 31, 2025.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.