Rithm Property Trust Inc.
For the period ended Jun 30, 2025. Filed Jul 31, 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.
Jun 30, 2025 · Filed Jul 31, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 1. Consolidated Interim Financial Statements
PART I. FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
| ($ in thousands except per share data) | June 30, 2025(Unaudited) | December 31, 2024 |
|---|---|---|
| Assets | ||
| Cash and cash equivalents | $98,629 | $64,252 |
| Mortgage loans held-for-sale, net | 27,588 | 27,788 |
| Mortgage loans held-for-investment, net(1) | 378,894 | 396,052 |
| Commercial mortgage-backed securities, at fair value(2) | 275,204 | 246,614 |
| Residential mortgage-backed securities(3) | 184,065 | 197,916 |
| Other investments(4) | 39,154 | 30,454 |
| Other assets | 10,839 | 14,263 |
| Total Assets | $1,014,373 | $977,339 |
| Liabilities and Equity | ||
| Liabilities | ||
| Secured bonds payable, net | $241,764 | $258,353 |
| Repurchase financing agreements | 362,502 | 356,565 |
| Unsecured notes, net | 108,077 | 107,647 |
| Accrued expenses and other liabilities | 7,441 | 8,006 |
| Total Liabilities | 719,784 | 730,571 |
| Stockholders’ Equity | ||
| Preferred Stock, $0.01 par value, 25,000,000 shares authorized, 2,084,232 and 0 shares issued and outstanding, $52,106 and $— aggregate liquidation preference, respectively | 50,785 | — |
| Common Stock $0.01 par value, 125,000,000 shares authorized, 47,085,117 shares issued and 45,420,752 shares outstanding | 471 | 471 |
| Additional paid-in capital | 425,052 | 425,039 |
| Treasury stock | (11,594) | (11,594) |
| Accumulated deficit | (166,623) | (158,003) |
| Accumulated other comprehensive loss | (3,352) | (8,991) |
| Stockholders’ Equity in Rithm Property Trust Inc. | 294,739 | 246,922 |
| Noncontrolling interests | (150) | (154) |
| Total Stockholders’ Equity | 294,589 | 246,768 |
| Total Liabilities and Equity | $1,014,373 | $977,339 |
(1)Mortgage loans held-for-investment, net includes $377.6 million and $394.6 million of loans at June 30, 2025 and December 31, 2024, respectively, transferred to securitization trusts. These loans can only be used to settle obligations of the trusts. Secured bonds payable, net consist of notes issued by the trusts that can only be settled with the assets and cash flows of the specific trust. The creditors do not have recourse to Rithm Property Trust Inc. See Note 9 — Debt. Mortgage loans held-for-investment, net are net of an allowance ofzero at June 30, 2025 and December 31, 2024.
(2)Commercial mortgage-backed securities (“CMBS”) had amortized cost of $274.6 million and $245.5 million, at June 30, 2025 and December 31, 2024, respectively.
(3)Includes residential mortgage-backed securities (“RMBS”) available-for-sale (“AFS”), at fair value of $49.1 million and $62.2 million, which had amortized cost of $50.1 million and $68.2 million, at June 30, 2025 and December 31, 2024, respectively. RMBS investments in beneficial interests are net of an allowance of $9.1 million at June 30, 2025 and December 31, 2024.
(4)Includes investments at fair value of $21.6 million and $29.9 million, at June 30, 2025 and December 31, 2024, respectively.
CONSOLIDATED STATEMENTS OF OPERATIONS
| Three months ended | Six months ended | |||
|---|---|---|---|---|
| ($ in thousands except per share data) | June 30, 2025 | June 30, 2024 | June 30, 2025 | June 30, 2024 |
| Net Interest Income | ||||
| Interest income | $13,636 | $11,915 | $26,836 | $27,653 |
| Interest expense | (9,423) | (11,567) | (18,809) | (25,673) |
| Net interest income | 4,213 | 348 | 8,027 | 1,980 |
| Expenses | ||||
| Related party loan servicing fee | 493 | 1,324 | 1,003 | 3,058 |
| Related party management fee | 1,603 | 2,173 | 3,047 | 19,632 |
| Professional fees | 854 | 855 | 1,749 | 1,560 |
| General and administrative | 1,011 | 4,633 | 1,915 | 6,683 |
| Total expense | 3,961 | 8,985 | 7,714 | 30,933 |
| Other Income (Loss) | ||||
| Net change in the allowance for credit losses | — | — | — | (4,230) |
| Unrealized gain (loss) on mortgage loans held-for-sale, net | 2,519 | (6,488) | 3,488 | (53,795) |
| Fair value adjustment on mark-to-market liabilities | — | 4,430 | — | 3,077 |
| Other loss | (846) | (2,938) | (5,403) | (2,809) |
| Total other income (loss) | 1,673 | (4,996) | (1,915) | (57,757) |
| Income (Loss) Before Income Taxes | 1,925 | (13,633) | (1,602) | (86,710) |
| Income tax expense (benefit) | 26 | (772) | (109) | 143 |
| Net Income (Loss) | 1,899 | (12,861) | (1,493) | (86,853) |
| Net income (loss) attributable to the noncontrolling interests | 1 | (119) | 4 | (133) |
| Net Income (Loss) Attributable to Rithm Property Trust Inc. | 1,898 | (12,742) | (1,497) | (86,720) |
| Dividends on Preferred Stock | 1,286 | — | 1,636 | 341 |
| Net Income (Loss) Attributable to Common Stockholders | $612 | $(12,742) | $(3,133) | $(87,061) |
| Net Income (Loss) per Share of Common Stock | ||||
| Basic | $0.01 | $(0.32) | $(0.07) | $(2.47) |
| Diluted | $0.01 | $(0.32) | $(0.07) | $(2.47) |
| Weighted Average Number of Shares of Common Stock Outstanding | ||||
| Basic | 45,418,752 | 39,344,128 | 45,416,901 | 35,021,845 |
| Diluted | 45,420,364 | 39,344,128 | 45,416,901 | 35,021,845 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
| Three months ended | Six months ended | |||
|---|---|---|---|---|
| ($ in thousands) | June 30, 2025 | June 30, 2024 | June 30, 2025 | June 30, 2024 |
| Consolidated net income (loss) attributable to common stockholders | $612 | $(12,742) | $(3,133) | $(87,061) |
| Other comprehensive income (loss): | ||||
| Unrealized gain (loss) on available-for-sale securities | 640 | (1,807) | 5,064 | (1,433) |
| Reclassification to earnings of unrealized loss on debt securities available-for-sale transferred to held-to-maturity | 141 | 770 | 575 | 1,565 |
| Comprehensive Income (Loss) | $1,393 | $(13,779) | $2,506 | $(86,929) |
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| ($ in thousands, except per share data) | Preferred Stock - Series C Shares | Preferred Stock - Series C Amount | Common Stock Shares | Common Stock Amount | Treasury Stock Amount | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Stockholders’ Equity in Rithm Property Trust Inc. | Noncontrolling interest | Total Stockholders’ Equity |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2025 | 2,084,232 | $50,785 | 45,420,752 | $471 | $(11,594) | $425,052 | $(164,510) | $(4,133) | $296,071 | $(151) | $295,920 |
| Net income | — | — | — | — | — | — | 1,898 | — | 1,898 | 1 | 1,899 |
| Common dividend declared ($0.06 per share) | — | — | — | — | — | — | (2,725) | — | (2,725) | — | (2,725) |
| Preferred dividend accrued | — | — | — | — | — | — | (1,286) | — | (1,286) | — | (1,286) |
| Unrealized gains on available-for-sale securities | — | — | — | — | — | — | — | 640 | 640 | — | 640 |
| Reclassification to earnings of unrealized loss on debt securities available-for-sale transferred to held-to-maturity | — | — | — | — | — | — | — | 141 | 141 | — | 141 |
| June 30, 2025 | 2,084,232 | $50,785 | 45,420,752 | $471 | $(11,594) | $425,052 | $(166,623) | $(3,352) | $294,739 | $(150) | $294,589 |
| ($ in thousands, except per share data) | Common Stock Shares | Common Stock Amount | Treasury Stock Amount | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Stockholders’ Equity in Rithm Property Trust Inc. | Noncontrolling interest | Total Stockholders’ Equity |
|---|---|---|---|---|---|---|---|---|---|
| March 31, 2024 | 36,992,019 | $380 | $(9,557) | $408,732 | $(132,400) | $(12,858) | $254,297 | $1,939 | $256,236 |
| Net loss | — | — | — | — | (12,742) | — | (12,742) | (119) | (12,861) |
| Sale of shares | 2,874,744 | 29 | — | 14,000 | — | — | 14,029 | — | 14,029 |
| Exchange of preferred shares and warrants | 2,581,694 | 25 | — | 24 | — | — | 49 | — | 49 |
| Stock-based management termination fee expense | 3,174,645 | 32 | — | (32) | — | — | — | — | — |
| Stock-based compensation expense | (17,553) | — | — | 1,175 | — | — | 1,175 | — | 1,175 |
| Dividends declared ($0.06 per share) and distributions | — | — | — | — | (2,219) | — | (2,219) | (891) | (3,110) |
| Unrealized losses on available-for-sale securities | — | — | — | — | — | (1,807) | (1,807) | — | (1,807) |
| Reclassification to earnings of unrealized loss on debt securities available-for-sale transferred to held-to-maturity | — | — | — | — | — | 770 | 770 | — | 770 |
| June 30, 2024 | 45,605,549 | $466 | $(9,557) | $423,899 | $(147,361) | $(13,895) | $253,552 | $929 | $254,481 |
| ($ in thousands, except per share data) | Preferred Stock - Series C Shares | Preferred Stock - Series C Amount | Common Stock Shares | Common Stock Amount | Treasury Stock Amount | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Stockholders’ Equity in Rithm Property Trust Inc. | Noncontrolling interest | Total Stockholders’ Equity |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2024 | — | $— | 45,420,752 | $471 | $(11,594) | $425,039 | $(158,003) | $(8,991) | $246,922 | $(154) | $246,768 |
| Net loss | — | — | — | — | — | — | (1,497) | — | (1,497) | 4 | (1,493) |
| Issuance of Series C Preferred Stock | 2,084,232 | 50,785 | — | — | — | — | — | — | 50,785 | — | 50,785 |
| Stock-based compensation expense | — | — | — | — | — | 13 | — | — | 13 | — | 13 |
| Stock-based management fee to Manager | — | — | — | — | — | — | — | — | — | — | — |
| Common dividend declared ($0.12 per share) | — | — | — | — | — | — | (5,487) | — | (5,487) | — | (5,487) |
| Preferred dividend accrued | — | — | — | — | — | — | (1,636) | — | (1,636) | — | (1,636) |
| Unrealized gains on available-for-sale securities | — | — | — | — | — | — | — | 5,064 | 5,064 | — | 5,064 |
| Reclassification to earnings of unrealized loss on debt securities available-for-sale transferred to held-to-maturity | — | — | — | — | — | — | — | 575 | 575 | — | 575 |
| June 30, 2025 | 2,084,232 | $50,785 | 45,420,752 | $471 | $(11,594) | $425,052 | $(166,623) | $(3,352) | $294,739 | $(150) | $294,589 |
| ($ in thousands, except per share data) · Preferred Stock - Series A Shares · Preferred Stock - Series A Amount · Preferred Stock - Series B Shares · Preferred Stock - Series B Amount · Common Stock Shares · Common Stock Amount · Treasury Stock Amount · Additional Paid-in Capital · Accumulated Deficit · Accumulated Other Comprehensive Loss · Stockholders’ Equity in Rithm Property Trust Inc. · Noncontrolling interest · Total Stockholders’ Equity | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2023 | 424,949 | $9,411 | 1,135,590 | $25,143 | 27,460,161 | $285 | $(9,557) | $352,060 | $(54,382) | $(14,027) | $308,933 | $1,962 | $310,895 | |||||||||||
| Net loss | — | — | — | — | — | — | — | — | (86,720) | — | (86,720) | (133) | (86,853) | |||||||||||
| Sale of shares | — | — | — | — | 2,874,744 | 29 | — | 14,000 | — | — | 14,029 | — | 14,029 | |||||||||||
| Exchange of preferred shares and warrants | (424,949) | (9,411) | (1,135,590) | (25,143) | 12,046,218 | 120 | — | 40,919 | (341) | — | 6,144 | — | 6,144 | |||||||||||
| Stock-based management termination fee expense | — | — | — | — | 3,174,645 | 32 | — | 15,474 | — | — | 15,506 | — | 15,506 | |||||||||||
| Stock-based compensation expense | — | — | — | — | 49,781 | — | — | 1,446 | — | — | 1,446 | — | 1,446 | |||||||||||
| Dividends declared ($0.16 per share) and distributions | — | — | — | — | — | — | — | — | (5,918) | — | (5,918) | (900) | (6,818) | |||||||||||
| Unrealized losses on available-for-sale securities | — | — | — | — | — | — | — | (1,433) | (1,433) | — | (1,433) | |||||||||||||
| Reclassification to earnings of unrealized loss on debt securities available-for-sale transferred to held-to-maturity | — | — | — | — | — | — | — | — | — | 1,565 | 1,565 | — | 1,565 | |||||||||||
| June 30, 2024 | — | $— | — | $— | 45,605,549 | $466 | $(9,557) | $423,899 | $(147,361) | $(13,895) | $253,552 | $929 | $254,481 | |||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS
| Six months ended | ||
|---|---|---|
| ($ in thousands) | June 30, 2025 | June 30, 2024 |
| Cash Flows from Operating Activities | ||
| Net loss | $(1,493) | $(86,853) |
| Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
| Stock-based management termination fee and compensation expense | 13 | 16,952 |
| Mark-to-market on mortgage loans held-for-sale, net | (3,488) | 53,795 |
| Mark-to-market adjustment on securities carried at fair value | 4,771 | — |
| Discount accretion on mortgage loans | (471) | (2,367) |
| Interest and discount accretion on investment in debt securities | (569) | (2,745) |
| Discount accretion on investments in beneficial interests | (3,084) | (1,479) |
| (Gain) loss on sale of mortgage loans | (100) | 2,971 |
| Loss on sale of real estate owned properties | (355) | (454) |
| Gain on sale of residential mortgage-backed securities | 3,037 | — |
| Impairment of real estate owned | 171 | 516 |
| Credit loss expense on mortgage loans and beneficial interests | — | 53 |
| Net increase in the net present value of expected credit losses | — | 4,230 |
| Amortization of debt discount and prepaid financing costs | 775 | 4,615 |
| Undistributed (gain) loss from investment in affiliates | (550) | 453 |
| Fair value adjustment on mark-to-market liabilities | — | (3,077) |
| Net change in operating assets and liabilities: | ||
| Other assets | 1,913 | 25,911 |
| Accrued expenses and other liabilities | (2,200) | (4,502) |
| Net cash (used in) provided by operating activities | (1,630) | 8,019 |
| Cash Flows from Investing Activities | ||
| Principal paydowns on mortgage loans | 19,371 | 27,928 |
| Proceeds from sale of mortgage loans | 1,758 | 311,279 |
| Purchase of commercial mortgage-backed securities, at fair value | (49,075) | — |
| Principal and interest collection on residential mortgage-backed securities, available-for-sale and beneficial interests | 25,121 | 31,357 |
| Proceeds from sales of residential mortgage-backed securities, available-for-sale | 14,341 | — |
| Principal and interest collection on debt securities, held-to-maturity | — | 8,307 |
| Paydown on a credit risk transfer instrument | 5,527 | — |
| Proceeds from sale of real estate owned, held-for-sale | 1,164 | 1,456 |
| Investment in equity method investments | (17,500) | — |
| Distribution from affiliates | 999 | 2,776 |
| Net cash provided by investing activities | 1,706 | 383,103 |
| Cash Flows from Financing Activities | ||
| Proceeds from issuance of Series C Preferred Stock | 50,785 | — |
| Net change in repurchase financing agreements | 5,937 | (129,248) |
| Repayments on secured bonds payable | (16,934) | (136,204) |
| Redemption of senior convertible notes | — | (103,516) |
| Payment of transaction costs | — | (10,144) |
| Six months ended | ||
|---|---|---|
| ($ in thousands) | June 30, 2025 | June 30, 2024 |
| Sale of Common Stock, net of offering costs | — | 14,000 |
| Distribution to noncontrolling interests | — | (900) |
| Dividends paid on Common Stock and Preferred Stock | (5,487) | (5,918) |
| Net cash provided by (used in) financing activities | 34,301 | (371,930) |
| Net Change in Cash and Cash Equivalents | 34,377 | 19,192 |
| Cash and Cash Equivalents, Beginning of Period | 64,252 | 52,834 |
| Cash and Cash Equivalents, End of Period(1) | $98,629 | $72,026 |
| Supplemental Disclosure of Cash Flow Information: | ||
| Cash paid for interest | $18,142 | $20,096 |
| Cash paid for income taxes | 310 | 97 |
| Supplemental Disclosure of Noncash Investing and Financing Activities: | ||
| Net transfer of loans from mortgage held-for-investment, net to mortgage loans held-for-sale, net | $— | $428,029 |
| Preferred Stock and warrants redeemed for Common Stock | — | 58,031 |
| Conversion of 2020 Warrants for common shares | — | 18,677 |
| Common stock settled for management fee and compensation expense | — | 16,952 |
| Issuance of 2024 Warrants | — | 2,734 |
| Net transfer of loans to property held-for-sale | 92 | 2,041 |
| Reclassification to earnings of unrealized loss on debt securities available-for-sale transferred to held-to-maturity | 575 | 1,565 |
| Other non-cash loan charges | — | 671 |
(1)The Company heldno restricted cash as of June 30, 2025 and June 30, 2024.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 —Business and Organization
Rithm Property Trust Inc., a Maryland corporation (“Rithm Property Trust” or the “Company”), is an externally managed real estate investment trust (“REIT”) formed on January 30, 2014, and capitalized on March 28, 2014, by its then sole stockholder, Aspen Yo, an affiliate of the Aspen Capital group of companies. Historically, the Company primarily targeted acquisitions of (i) re-performing loans (“RPLs”), which are residential mortgage loans on which at least five of theseven most recent payments have been made, or the most recent payment has been made and accepted pursuant to an agreement, or the full dollar amount, to cover at least five payments has been paid in the last seven months and (ii) non-performing loans (“NPLs”), which are residential mortgage loans on which the most recent three payments have not been made. The Company acquired RPLs and NPLs either directly or in joint ventures with institutional accredited investors, which joint ventures were structured as securitization trusts, from which the Company acquired debt securities and beneficial interests.
On June 11, 2024, the Company completed a strategic transaction with Rithm Capital Corp. (together with its subsidiaries, “Rithm” and such transactions together, the “Strategic Transaction”). The Strategic Transaction included (i) the entry into a Securities Purchase Agreement, dated as of February 26, 2024, by and among the Company, the Operating Partnership (as defined herein), Thetis Asset Management LLC (the “Former Manager”) and Rithm (the “SPA”), which provided for, among other things, the sale of $14.0 million of the Company’s common stock, par value $0.01 (“Common Stock”), at a price of $4.87 per share (which represents the trailing five-day average closing price of the Company’s Common Stock on the New York Stock Exchange as of the date of the SPA and (ii) upon the approval of our stockholders on May 20, 2024, the entry into a new Management Agreement, dated as of June 11, 2024, (as amended by that First Amendment to the Management Agreement, dated as of October 18, 2024 (the “Amendment”), and as may be further amended, modified or supplemented from time to time, the “Management Agreement”), by and between RCM GA Manager LLC (“RCM GA” or the “Manager”) and the Company, under which, RCM GA became our new external manager. Additionally, on February 26, 2024, the Company entered into a term loan with a subsidiary of Rithm (the “Credit Agreement”), which has since terminated. Pursuant to the SPA, the entry into the Credit Agreement was accompanied by the entry into a Warrant Agreement, dated as of April 23, 2024, by and between the Company and Equiniti Trust Company, pursuant to which the Company would issue up to 6.5 million warrants, which amount was conditioned on certain terms, to purchase shares at an exercise price of $5.36 per share (the “2024 Warrants”). Pursuant to the terms of the SPA, the Company ultimately issued 2024 Warrants to Rithm to purchase 3.3 million shares. See Note 8 for additional details. In connection with the Strategic Transaction, on February 26, 2024, the Company issued a termination notice to its Former Manager, and, on June 11, 2024, the Company terminated its existing management contract with the Former Manager in exchange for approximately 3.2 million shares of Common Stock and $0.6 million in cash. For a full description of the components of the Strategic Transaction, see the Company’s Definitive Proxy Statement filed with the United States (“U.S.”) Securities and Exchange Commission (“SEC”) on April 10, 2024. In addition, in connection with the Strategic Transaction, the Company changed its principal place of business and corporate headquarters to 799 Broadway, 8th Floor, New York, NY 10003. On December 2, 2024, the Company rebranded and changed its name to Rithm Property Trust Inc. from Great Ajax Corp.
On October 18, 2024, the Company’s board of directors (“Board of Directors”) approved, and the Company and the Manager entered into the Amendment to provide that the base management fee and the incentive fee shall be payable in cash or, at the election of the Manager, in shares of Common Stock of the Company, subject to the terms and conditions of the Amendment.
The Company conducts substantially all of its business through its operating partnership, Great Ajax Operating Partnership L.P., a Delaware limited partnership (the “Operating Partnership”), and its subsidiaries. The Company, through a wholly-owned subsidiary, Great Ajax Operating LLC, is the sole general partner of the Operating Partnership. GA-TRS LLC (“GA-TRS”) is a wholly-owned subsidiary of the Operating Partnership that owns the equity interest in the Former Manager. GAJX Real Estate Corp. (“GAJX”) is a wholly owned subsidiary of the Operating Partnership formed to own, maintain, improve and sell real estate owned (“REO”) properties purchased by the Company. The Company elected to treat GA-TRS and GAJX as taxable REIT subsidiaries (“TRSs”) under the Internal Revenue Code. Great Ajax Funding LLC is a wholly owned subsidiary of the Operating Partnership formed to act as the depositor of mortgage loans into securitization trusts and to hold the subordinated securities issued by such trusts. AJX Mortgage Trust I and AJX Mortgage Trust II are wholly-owned subsidiaries of the Operating Partnership formed to hold mortgage loans used as collateral for financings under the Company’s repurchase agreements.
The Operating Partnership, through interests in certain entities, as of June 30, 2025 and 2024, held 99.9% of Great Ajax II REIT Inc. (“Great Ajax II REIT”), which owns Great Ajax II Depositor LLC (“Great Ajax II Depositor”), which was formed to act as the depositor of mortgage loans into securitization trusts and to hold the subordinated securities issued by such trusts. Similarly, as of June 30, 2025 and 2024, the Operating Partnership wholly owned Great Ajax III Depositor LLC, which was formed to act as the depositor for a single securitization transaction.
The consolidated interim financial statements should be read in conjunction with the Company’s consolidated financial statements and the notes thereto for the year ended December 31, 2024, included in the Company’s annual report on Form 10-K filed with the SEC on February 18, 2025 (the “Annual Report”).
Note 2 —Basis of Presentation and Significant Accounting Policies
Interim Financial Statements — The accompanying consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP” or “US GAAP”). In the opinion of management, all adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows have been included and are of a normal and recurring nature. The consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. All significant intercompany transactions and balances have been eliminated. The Company consolidates those entities in which it has control over significant operating, financing and investing decisions of the entity, as well as those entities classified as variable interest entities (each, a “VIE” and collectively, “VIEs”) in which the Company is determined to be the primary beneficiary. For entities over which the Company exercises significant influence, but which do not meet the requirements for consolidation, the Company applies the equity method of accounting whereby it records its share of the underlying income of such entities unless a fair value option is elected. Distributions from such investments are classified in the consolidated statements of cash flows based on the cumulative earnings approach, where all distributions up to cumulative earnings are classified as distributions of earnings.
The Company consolidates the results and balances oftwo subsidiaries with noncontrolling ownership interests held by third parties. The Company previously owned a 53.1% interest in AS Ajax E LLC II. The Company received a liquidating distribution from AS Ajax E LLC II in June 2024, and its investment has been terminated. Ajax Mortgage Loan Trust 2017-D (“2017-D”) is a securitization trust that holds mortgage loans, REO property and secured bonds payable; 2017-D is 50.0% owned by the Company as of June 30, 2025 and December 31, 2024. Great Ajax II REIT wholly owns Great Ajax II Depositor, which acts as the depositor of mortgage loans into securitization trusts and holds the subordinated securities issued by such trusts and certain additional trusts the Company may form for additional secured bonds payable and is 99.9% owned by the Company as of June 30, 2025 and December 31, 2024. The Company recognizes noncontrolling interests in its consolidated financial statements for the amounts of the investments and income due to the third party investors for its consolidated subsidiaries.
Reclassifications— In the second quarter of 2025, the Company made the following reclassifications:
Consolidated balance sheets: (i) reclassified its investments in RMBS AFS, at fair value, investments in securities, held-to-maturity (“HTM”), and investments in beneficial interests, net into a broader category of RMBS investments; (ii) reclassified other investments, at fair value and equity investments in affiliates into a broader category of other investments; (iii) renamed secured borrowings, net to secured bonds payable, net; (iv) renamed borrowings under repurchase transactions to repurchase financing agreements; and (v) renamed notes payable, net to unsecured notes, net.
Consolidated statements of operations: included under total income (loss) caption the following line items: net change in the allowance for credit losses, fair value adjustment on mortgage loans held-for-sale, net, impairment on REO, and fair value adjustment on mark-to-market liabilities.
Risks and Uncertainties — In the normal course of its business, the Company primarily encounters two significant types of economic risk: credit risk and market risk. Credit risk is the risk of default on the Company’s investments that results from a borrower’s inability or unwillingness to make contractually required payments. Market risk reflects changes in the value of investments due to changes in prepayment rates, interest rates, spreads or other market factors, including risks that impact the value of the collateral underlying the Company’s investments. Taking into consideration these risks along with estimated prepayments, financings, collateral values, payment histories and other information, the Company believes that the carrying values of its investments are reasonable. Furthermore, for each of the periods presented, a significant portion of the Company’s assets are dependent on its Servicer’s abilities to perform their servicing obligations with respect to the residential mortgage loans underlying loans and securities.
The Company is subject to significant tax risks. If the Company were to fail to qualify as a REIT in any taxable year, the Company would be subject to U.S. federal corporate income tax (including any applicable alternative minimum tax), which could be material. Unless entitled to relief under certain statutory provisions, the Company would also be disqualified from treatment as a REIT for the four taxable years following the year during which qualification is lost.
Use of Estimates — The preparation of the consolidated financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect reported amounts in the consolidated financial statements and accompanying notes. Management believes that estimates utilized in preparation of the consolidated financial statements are reasonable. The most critical estimates include those related to the estimated cash flows on its mortgage loans held-for-investment and investments in beneficial interests and fair value measurements of the Company’s instruments, including CMBS and RMBS AFS. Actual results could differ from those estimates, and such differences could be material.
Segment Information —Prior to the first quarter of 2025, the Company hadone reportable operating segment. In the first quarter of 2025, Rithm Property Trust reevaluated and revised the composition of its reportable segments, as a result of a recent shift in its investment strategy into commercial real estate (“CRE”) assets, as well as changes in management reporting structure and performance assessment. The reevaluation resulted in the identification oftwo operating and reportable segments: the residential segment (“Residential”) and the commercial segment (“Commercial”).
The Residential segment is focused on managing its portfolio of residential mortgage assets, including whole mortgage loans, RMBS and beneficial interests. The Commercial segment is focused on acquiring and managing portfolios of CMBS, commercial mortgage loans and other CRE investments. Activities that are not directly attributable, or not allocated to any of the reportable segments, are reported under corporate (“Corporate”) as a reconciling item to the Company’s consolidated financial statements.
The Company’s segment reporting is consistent with the reporting structure of the Company’s internal organization, as well as with the financial information used by the Company’s chief operating decision maker (“CODM”), which is the Company’s Chief Executive Officer. The Company presents all of its significant segment expenses and other metrics as used by the CODM to make decisions regarding the Company’s business, including resource allocation and performance assessment in the consolidated financial statements.
For the complete listing of the significant accounting policies, see Note 2 — Basis of Presentation and Significant Accounting Policies to the Company’s consolidated financial statements included in the Company’s Annual Report.
Recently Adopted Accounting Standards— No changes to GAAP that went into effect in the three months ended June 30, 2025, had a material effect on the Company’s consolidated financial statements.
Recently Issued Accounting Standards — In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement - Reporting Comprehensive Income Expense Disaggregation Disclosures (Subtopic 220-40), and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date.
This standard requires public companies to disclose additional information about specific expense categories in the notes to financial statements at interim and annual reporting periods. The new standard, as clarified by ASU 2025-01, is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the potential impact on its consolidated financial statements upon adoption.
Note 3 -Segment Reporting
As noted above, prior to the first quarter of 2025, the Company had onlyone reportable operating segment. Beginning with the first quarter of 2025, and as of June 30, 2025, the Company hadtwo reportable operating segments: Residential and Commercial. Activities that are not directly attributable or not allocated to any of the reportable segments are reported under Corporate as a reconciling item to the Company’s consolidated financial statements. The activities within Corporate primarily consist of general and administrative expenses, corporate cash, related interest income, and interest expense on corporate debt, which included the 2027 Notes (as defined below) and, prior to their settlement in 2024, the 2024 Notes (as defined below). See Note 2 for additional details on the Company’s segments.
The structure of the reportable segments is differentiated by the financial information used by the CODM and the nature of the Company’s business activities, which is consistent with the reporting structure of the Company’s internal organization. The Company conducts its business and generates substantially all of its revenues in the U.S.
Income before income taxes is the measure of segment profit and loss that is determined in accordance with the measurement principles used in measuring the corresponding amounts in the consolidated financial statements and used by the CODM to evaluate segment results. It is also one of the factors considered in determining capital allocation among the segments, assessing performance for each segment.
The following tables summarize segment financial information and financial information for the Corporate category, as applicable:
| Three months ended June 30, 2025 | ||||
|---|---|---|---|---|
| ($ in thousands) | Residential | Commercial | CorporateCategory | Total |
| Interest income | $7,909 | $4,485 | $1,242 | $13,636 |
| Interest expense | (3,630) | (2,946) | (2,847) | (9,423) |
| Net interest income (expense) | 4,279 | 1,539 | (1,605) | 4,213 |
| Related party loan servicing fee | 493 | — | — | 493 |
| Related party management fee | — | — | 1,603 | 1,603 |
| Professional fees | — | 9 | 845 | 854 |
| General and administrative | 86 | 43 | 882 | 1,011 |
| Total expense | 579 | 52 | 3,330 | 3,961 |
| Net change in the allowance for credit losses | — | — | — | — |
| Unrealized gain on mortgage loans held-for-sale, net | 2,519 | — | — | 2,519 |
| Other gain (loss) | 216 | (1,062) | — | (846) |
| Total other gain (loss) | 2,735 | (1,062) | — | 1,673 |
| Income (loss) before provision for income taxes | 6,435 | 425 | (4,935) | 1,925 |
| Income tax expense (benefit) | (33) | — | 59 | 26 |
| Net Income (Loss) | $6,468 | $425 | $(4,994) | $1,899 |
| Three months ended June 30, 2024 | ||||
|---|---|---|---|---|
| ($ in thousands) | Residential | Commercial | CorporateCategory | Total |
| Interest income | $10,987 | $— | $928 | $11,915 |
| Interest expense | (3,006) | — | (8,561) | (11,567) |
| Net interest income (expense) | 7,981 | — | (7,633) | 348 |
| Related party loan servicing fee | 1,324 | — | — | 1,324 |
| Related party management fee | — | — | 2,173 | 2,173 |
| Professional fees | — | — | 855 | 855 |
| General and administrative | — | — | 4,633 | 4,633 |
| Total expense | 1,324 | — | 7,661 | 8,985 |
| Net change in the allowance for credit losses | — | — | — | — |
| Unrealized loss on mortgage loans held-for-sale, net | (6,488) | — | — | (6,488) |
| Fair value adjustment on mark-to-market liabilities | — | — | 4,430 | 4,430 |
| Other loss | (222) | (107) | (2,609) | (2,938) |
| Total other gain (loss) | (6,710) | (107) | 1,821 | (4,996) |
| Loss before provision for income taxes | (53) | (107) | (13,473) | (13,633) |
| Income tax benefit | — | — | (772) | (772) |
| Net Loss | $(53) | $(107) | $(12,701) | $(12,861) |
| Six months ended June 30, 2025 | ||||
|---|---|---|---|---|
| ($ in thousands) | Residential | Commercial | CorporateCategory | Total |
| Interest income | $16,371 | $8,567 | $1,898 | $26,836 |
| Interest expense | (7,284) | (4,777) | (6,748) | (18,809) |
| Net interest income (expense) | 9,087 | 3,790 | (4,850) | 8,027 |
| Related party loan servicing fee | 1,003 | — | — | 1,003 |
| Related party management fee | — | — | 3,047 | 3,047 |
| Professional fees | — | 14 | 1,735 | 1,749 |
| General and administrative | 93 | 43 | 1,779 | 1,915 |
| Total expense | 1,096 | 57 | 6,561 | 7,714 |
| Net change in the allowance for credit losses | — | — | — | — |
| Unrealized gain on mortgage loans held-for-sale, net | 3,488 | — | — | 3,488 |
| Other loss | (1,965) | (3,034) | (404) | (5,403) |
| Total other gain (loss) | 1,523 | (3,034) | (404) | (1,915) |
| Income (loss) before provision for income taxes | 9,514 | 699 | (11,815) | (1,602) |
| Income tax expense (benefit) | (171) | — | 62 | (109) |
| Net Income (Loss) | $9,685 | $699 | $(11,877) | $(1,493) |
| Six months ended June 30, 2024 | ||||
|---|---|---|---|---|
| ($ in thousands) | Residential | Commercial | CorporateCategory | Total |
| Interest income | $25,517 | $— | $2,136 | $27,653 |
| Interest expense | (7,538) | — | (18,135) | (25,673) |
| Net interest income (expense) | 17,979 | — | (15,999) | 1,980 |
| Related party loan servicing fee | 3,058 | — | — | 3,058 |
| Related party management fee | — | — | 19,632 | 19,632 |
| Professional fees | — | — | 1,560 | 1,560 |
| General and administrative | — | — | 6,683 | 6,683 |
| Total expense | 3,058 | — | 27,875 | 30,933 |
| Net change in the allowance for credit losses | (4,230) | — | — | (4,230) |
| Unrealized loss on mortgage loans held-for-sale, net | (53,795) | — | — | (53,795) |
| Fair value adjustment on mark-to-market liabilities | — | — | 3,077 | 3,077 |
| Other gain (loss) | (3,184) | (132) | 507 | (2,809) |
| Total other gain (loss) | (61,209) | (132) | 3,584 | (57,757) |
| Loss before provision for income taxes | (46,288) | (132) | (40,290) | (86,710) |
| Income tax expense | — | — | 143 | 143 |
| Net Loss | $(46,288) | $(132) | $(40,433) | $(86,853) |
| ($ in thousands) | Residential | Commercial | CorporateCategory | Total |
|---|---|---|---|---|
| Total assets | $598,126 | $314,360 | $101,887 | $1,014,373 |
| Equity method investments | — | 17,590 | — | 17,590 |
| Total assets | $631,324 | $276,530 | $69,485 | $977,339 |
| Equity method investments | — | — | 538 | 538 |
Note 4 —Mortgage Loans
The activity in and the balances of the Company’s mortgage loan portfolio are presented in the tables below:
| For three months ended June 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| ($ in thousands) | Mortgage loans held-for-investment, net | Mortgage loans held-for-sale, net | Mortgage loans held-for-investment, net | Mortgage loans held-for-sale, net |
| Beginning carrying value | $386,997 | $27,469 | $438,698 | $368,288 |
| Accretion recognized | 4,562 | — | 8,227 | — |
| Payments received on loans, net | (12,618) | (745) | (16,768) | (5,467) |
| Net reclassifications (to) from mortgage loans held-for-sale, net | — | — | (16,215) | 16,215 |
| Unrealized gain (loss) on mortgage loans held-for-sale, net | — | 2,519 | — | (6,488) |
| Reclassifications to REO | (46) | — | (26) | — |
| Sale of mortgage loans | — | (1,658) | — | (263,679) |
| Net change in the allowance for credit losses | — | — | — | — |
| Other | (1) | 3 | — | (1) |
| Ending Carrying Value | $378,894 | $27,588 | $413,916 | $108,868 |
| For six months ended June 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| ($ in thousands) | Mortgage loans held-for-investment, net | Mortgage loans held-for-sale, net | Mortgage loans held-for-investment, net | Mortgage loans held-for-sale, net |
| Beginning carrying value | $396,052 | $27,788 | $864,551 | $55,718 |
| Accretion recognized | 9,454 | — | 20,050 | — |
| Payments received on loans, net | (26,320) | (1,838) | (39,617) | (6,050) |
| Net reclassifications (to) from mortgage loans held-for-sale, net | — | — | (428,029) | 428,029 |
| Unrealized gain (loss) on mortgage loans held-for-sale, net | — | 3,489 | — | (53,795) |
| Reclassifications to REO | (92) | (196) | (1,696) | (345) |
| Sale of mortgage loans | — | (1,658) | — | (314,249) |
| Net change in the allowance for credit losses | — | — | (1,112) | — |
| Other | (200) | 3 | (231) | (440) |
| Ending Carrying Value | $378,894 | $27,588 | $413,916 | $108,868 |
Effective June 30, 2024, all residential loans held at the Operating Partnership are designated as held-for-sale and accordingly no longer subject to ASU 2016-13, Financial Instruments - Credit Losses (known as “CECL”). These loans are measured at the lower of amortized cost or fair value on an aggregated basis for assets with similar risk characteristics. Conversely, all loans held at Great Ajax II REIT continue to be classified as held-for-investment and remain subject to CECL. Beginning with the quarter ended September 30, 2024, and in connection with the change in the Company’s strategy, the Company determined a legal entity approach was appropriate with the remaining loans held-for-investment based on the relatively homogeneous characteristics of the loans in each entity. Accordingly, the Company uses the following five pools:
Ajax Mortgage Trust 2019-D (“2019-D”);
Ajax Mortgage Trust 2019-F (“2019-F”);
Ajax Mortgage Trust 2020-B (“2020-B”);
Ajax Mortgage Trust 2021-A (“2021-A”); and
5.18-1 LLC.
The following table presents information regarding the year of origination of the Company’s mortgage loan portfolio by basis:
| June 30, 2025 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage loans, net | 2025 | 2024 | 2023 | 2022 | 2021 | 2020 | 2019-2010 | 2009-2007 | 2006 and prior | Total | ||||||
| ($ in thousands) | ||||||||||||||||
| 2019-D | $— | $— | $— | $— | $— | $— | $2,272 | $50,232 | $35,740 | $88,244 | ||||||
| 2019-F | — | — | — | — | — | — | 6,867 | 44,167 | 32,495 | 83,529 | ||||||
| 2020-B | — | — | — | — | — | — | 7,133 | 40,266 | 43,770 | 91,169 | ||||||
| 2021-A | — | — | — | — | — | 698 | 3,879 | 57,842 | 52,249 | 114,668 | ||||||
| 18-1 LLC | — | — | — | — | — | — | 1,252 | 27 | 5 | 1,284 | ||||||
| Held-for-investment | $— | $— | $— | $— | $— | $698 | $21,403 | $192,534 | $164,259 | $378,894 | ||||||
| Held-for-sale | $— | $— | $— | $632 | $324 | $— | $3,295 | $11,831 | $11,506 | $27,588 | ||||||
| December 31, 2024 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage loans, net | 2024 | 2023 | 2022 | 2021 | 2020 | 2019 | 2018-2009 | 2008-2006 | 2005 and prior | Total | ||||||
| ($ in thousands) | ||||||||||||||||
| 2019-D | $— | $— | $— | $— | $— | $— | $7,476 | $64,495 | $19,147 | $91,118 | ||||||
| 2019-F | — | — | — | — | — | — | 11,656 | 59,602 | 17,921 | 89,179 | ||||||
| 2020-B | — | — | — | — | — | — | 10,739 | 58,769 | 25,582 | 95,090 | ||||||
| 2021-A | — | — | — | — | 708 | 164 | 8,956 | 82,053 | 27,299 | 119,180 | ||||||
| 18-1 LLC | — | — | — | — | — | 398 | 1,082 | — | 5 | 1,485 | ||||||
| Held-for-investment | $— | $— | $— | $— | $708 | $562 | $39,909 | $264,919 | $89,954 | $396,052 | ||||||
| Held-for-sale | $— | $— | $702 | $415 | $— | $— | $4,280 | $17,049 | $5,342 | $27,788 | ||||||
The Company performs an analysis of its expectation of the amount of undiscounted cash flows expected to be collected from its mortgage loan pools at the end of each calendar quarter. Loss estimates are determined based on the net present value of the difference between the contractual cash flows and the expected cash flows over the expected life of the loans. Contractual cash flows are calculated based on the stated terms of the loans. Projected cash flows are determined by factoring prepayment and expected losses based on delinquency status, the value of the underlying collateral, borrower age, weighted average coupon and length of a positive pay history.
Under CECL, the Company adjusts its allowance for expected credit losses when there are changes in its expectation of future cash flows as compared to the amounts expected to be contractually received. An increase to the allowance for expected credit losses will occur when there is a reduction in the Company’s expected future cash flows as compared to its contractual amounts due. Reduction to the allowance, or recovery, may occur if there is an increase in expected future cash flows that were previously subject to an allowance for expected credit loss.
The following table presents activity in the allowance for expected credit losses on mortgage loans:
| ($ in thousands) | Three months ended June 30, | Six months ended June 30, | ||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Allowance for expected credit losses, beginning of period | $— | $(403) | $— | $(3,426) |
| Reclassification to (from) non-credit discount from (to) the allowance for changes in payment timing expectations | — | — | — | 310 |
| Credit loss expense on mortgage loans | — | (10) | — | (53) |
| Net change in the allowance for credit losses | — | — | — | (1,112) |
| Reversal of allowance upon reclass of mortgage loans held-for-sale, net | — | 413 | — | 4,281 |
| Allowance for Expected Credit Losses, End of Period | $— | $— | $— | $— |
The following tables set forth the carrying value of the Company’s mortgage loans by delinquency status as of June 30, 2025 and December 31, 2024. Each column indicates the number of days the borrower is past due on their mortgage payment or whether the Company has initiated foreclosure proceedings. A status of “Current” indicates the borrower is not delinquent.
| ($ in thousands) | June 30, 2025 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage loans held-for-investment, net | Current | 30 | 60 | 90 | Foreclosure | Total | ||||
| 2019-D | $81,290 | $3,328 | $821 | $1,434 | $1,371 | $88,244 | ||||
| 2019-F | 70,001 | 6,763 | 1,563 | 3,455 | 1,747 | 83,529 | ||||
| 2020-B | 70,110 | 10,233 | 2,523 | 2,696 | 5,607 | 91,169 | ||||
| 2021-A | 98,851 | 9,698 | 2,747 | 956 | 2,416 | 114,668 | ||||
| 18-1 LLC | 1,195 | 34 | 55 | — | — | 1,284 | ||||
| Total | $321,447 | $30,056 | $7,709 | $8,541 | $11,141 | $378,894 | ||||
| ($ in thousands) | June 30, 2025 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage loans held-for-sale, net | Current | 30 | 60 | 90 | Foreclosure | Total | ||||
| Held-for-sale | $14,334 | $4,583 | $2,084 | $712 | $5,875 | $27,588 | ||||
| Total | $14,334 | $4,583 | $2,084 | $712 | $5,875 | $27,588 | ||||
| ($ in thousands) | December 31, 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage loans held-for-investment, net | Current | 30 | 60 | 90 | Foreclosure | Total | ||||
| 2019-D | $80,761 | $5,649 | $216 | $3,151 | $1,341 | $91,118 | ||||
| 2019-F | 72,175 | 9,739 | — | 4,381 | 2,884 | 89,179 | ||||
| 2020-B | 68,917 | 14,851 | 93 | 8,053 | 3,176 | 95,090 | ||||
| 2021-A | 101,878 | 8,149 | 517 | 5,978 | 2,658 | 119,180 | ||||
| 18-1 LLC | 1,253 | 34 | — | 103 | 95 | 1,485 | ||||
| Total | $324,984 | $38,422 | $826 | $21,666 | $10,154 | $396,052 | ||||
| ($ in thousands) | December 31, 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Mortgage loans held-for-sale, net | Current | 30 | 60 | 90 | Foreclosure | Total | ||||
| Held-for-sale | $13,529 | $4,866 | $55 | $5,528 | $3,810 | $27,788 | ||||
| Total | $13,529 | $4,866 | $55 | $5,528 | $3,810 | $27,788 | ||||
The following table summarizes the geographic distribution of the Company’s mortgage loans for the top 10 states as of June 30, 2025 and December 31, 2024:
| ($ in thousands) | June 30, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| State Concentration | UPB | % UPB | UPB | % UPB |
| California | $122,103 | 28.2% | $127,133 | 27.9% |
| Florida | 52,356 | 12.1% | 55,550 | 12.2% |
| Texas | 12,728 | 2.9% | 13,487 | 3.0% |
| Georgia | 14,734 | 3.4% | 15,227 | 3.3% |
| New York | 38,847 | 9.0% | 41,757 | 9.2% |
| New Jersey | 25,701 | 5.9% | 27,374 | 6.0% |
| Maryland | 23,959 | 5.5% | 25,083 | 5.5% |
| Illinois | 16,023 | 3.7% | 16,741 | 3.7% |
| North Carolina | 10,859 | 2.5% | 11,567 | 2.5% |
| Virginia | 16,942 | 3.9% | 17,108 | 3.8% |
| Other | 98,122 | 22.9% | 103,866 | 22.9% |
| $432,374 | 100.0% | $454,893 | 100.0% | |
Note 5 —Debt Securities and Other Investments
The Company holds investments in various classes of non-agency RMBS, CMBS and other holdings. The Company designates its investments in RMBS as AFS, HTM and as RMBS investments in beneficial interests, based on the Company’s intent and ability to hold each security to maturity. Beneficial interests are the residual interest of the Company’s investments in securitization trusts holding pools of mortgage loans. The Company carries its RMBS AFS debt securities at fair value with changes in fair value recorded in other comprehensive income in the period in which they occur. The Company carries its RMBS HTM and beneficial interests at amortized cost, net of any required allowance for credit losses. Beneficial interests may be trust certificates and/or subordinated notes depending on the structure of the securitization.
The Company adopted the fair value option for its investments in CMBS and any changes in fair value are recorded in earnings in the period incurred. Interest income on CMBS is recognized using the effective interest method. The Company adopted the fair value option as its Manager believes it is the appropriate measure of accounting for securities as it transitions the balance sheet away from residential mortgage loans.
The Company’s investments in RMBS are investments in unconsolidated VIEs and the Company’s maximum exposure to loss is limited to the amount of its investment.
The Company’s investments in RMBS HTM represent the 5.01% the company is required to retain under the European risk retention rules for the Company’s secured bonds payable (the “EU Retained Interest”). Under the European risk retention rules, the Company must hold at least 5.01% of the nominal value of each class of securities offered or sold to investors and the Company is prohibited from selling, transferring or otherwise surrendering all or part of the EU Retained Interest until all such classes are paid in full or redeemed.
The Company’s RMBS AFS and HTM all have stated maturities of more than 10 years. The securities are subject to prepayments on the underlying collateral and varying call provisions held by the majority certificate holders. The Company is not a majority certificate holder and cannot influence the timing of any call provisions.
During the six months ended June 30, 2025 and 2024, the Company reported $(7.8) million and $0.5 million respectively, of fair value gains (losses) in current period earnings on securities carried at fair value of which $(3.6) million was reclassified from other comprehensive loss to realized loss due to the sale of RMBS AFS with par of $20.7 million in the six months ended June 30, 2025. The changes in unrealized gains and losses are recorded in other income (loss) in the consolidated statements of operations. In the second quarter of 2025 and in the three and six months ended June 30, 2024, the Company soldno RMBS.
During the three and six months ended June 30, 2025, the Company acquired $2.4 million and $49.1 million in par of CMBS. Comparatively, during the three and six months ended June 30, 2024, the Company purchasedno CMBS.
In the first quarter of 2025, the Company entered into a joint real estate venture with Rithm (the “Commercial Real Estate JV”) to fund a certain mortgage note receivable in the amount of $35.0 million with each contributing $17.5 million. The Company applies equity method accounting to the investment, which had a carrying book value of $17.6 million as of June 30, 2025.
The following table presents information regarding the Company’s investments in debt securities and other investments, at fair value:
| ($ in thousands) | As of June 30, 2025 | |||
|---|---|---|---|---|
| Basis(1) | Gross unrealized gains | Gross unrealized losses | Fair value | |
| Commercial mortgage-backed securities, at fair value | $274,563 | $840 | $(199) | $275,204 |
| RMBS available-for-sale, at fair value | 50,111 | 342 | (1,335) | 49,118 |
| Debt securities held-to-maturity at amortized cost, net of allowance for credit losses of zero | 43,673 | — | (1,863) | 41,810 |
| Investment in beneficial interests at amortized cost, net of allowance for credit losses of $9,082 | 91,274 | 9,677 | (34,832) | 66,119 |
| Residential mortgage-backed securities | 185,058 | 10,019 | (38,030) | 157,047 |
| Other investments, at fair value(2) | 23,899 | — | (2,334) | 21,565 |
| $483,520 | $10,859 | $(40,563) | $453,816 | |
(1)Basis amount is net of amortized discount, principal paydowns and interest receivable on CMBS, RMBS AFS and HTM before any fair value adjustment.
(2)Refer to Note 6 for additional details on other investments, at fair value.
| ($ in thousands) | As of December 31, 2024 | |||
|---|---|---|---|---|
| Basis(1) | Gross unrealized gains | Gross unrealized losses | Fair value | |
| Commercial mortgage-backed securities, at fair value | $245,540 | $1,074 | $— | $246,614 |
| RMBS available-for-sale, at fair value | 68,226 | 273 | (6,330) | 62,169 |
| Debt securities held-to-maturity at amortized cost, net of allowance for credit losses of zero | 46,043 | 8 | (2,104) | 43,947 |
| Investment in beneficial interests at amortized cost, net of allowance for credit losses of $9,082 | 89,704 | 1,001 | (23,661) | 67,044 |
| Residential mortgage-backed securities | 203,973 | 1,282 | (32,095) | 173,160 |
| Other investments, at fair value(2) | 29,916 | — | — | 29,916 |
| $479,429 | $2,356 | $(32,095) | $449,690 | |
(1)Basis amount is net of amortized discount, principal paydowns and interest receivable on CMBS, RMBS AFS and HTM before any fair value adjustment.
(2)Refer to Note 6 for additional details on other investments, at fair value.
The following table presents a breakdown of the Company’s gross unrealized gains and losses on its investments in RMBS AFS grouped by due date:
| ($ in thousands) | As of June 30, 2025 | |||||||
|---|---|---|---|---|---|---|---|---|
| Step-up date(s)(1) · Basis(2) · Gross unrealized gains · Gross unrealized losses · Fair value | ||||||||
| RMBS due March 2060(3) | n/a | $3,868 | $— | $(103) | $3,765 | |||
| RMBS due January 2061(3) | n/a | 5,351 | — | (193) | 5,158 | |||
| RMBS due June 2061(3) | n/a | 8,753 | — | (793) | 7,960 | |||
| RMBS due October 2061(3) | April 2029 | 5,694 | — | (136) | 5,558 | |||
| RMBS due March 2062(3) | May 2029 | 6,086 | — | (110) | 5,976 | |||
| RMBS due July 2062 | February 2030 | 9,229 | 168 | — | 9,397 | |||
| RMBS due October 2062 | October 2026 | 4,525 | 56 | — | 4,581 | |||
| RMBS due May 2063 | July 2030 | 6,605 | 118 | — | 6,723 | |||
| RMBS Available-for-Sale, at Fair Value | $50,111 | $342 | $(1,335) | $49,118 | ||||
(1)When applicable, the step-up date is the date at which the coupon interest rate on the security increases.
(2)Basis amount is net of any realized amortized costs, accrued interest and principal paydowns or additional investment into security.
(3)These securities have been in an unrealized loss position for 12 months or longer.
| ($ in thousands) | As of December 31, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Step-up date(s)(1) · Basis(2) · Gross unrealized gains · Gross unrealized losses · Fair value | |||||||||
| RMBS due March 2060(3) | February 2025 | $3,825 | $— | $(362) | $3,463 | ||||
| RMBS due December 2060(3) | July 2029 | 7,521 | — | (3,133) | 4,388 | ||||
| RMBS due January 2061(3) | September 2024 | 4,886 | — | (384) | 4,502 | ||||
| RMBS due June 2061(3) | January 2025/February 2025 | 8,674 | — | (762) | 7,912 | ||||
| RMBS due October 2061(3) | April 2029 | 6,015 | — | (371) | 5,644 | ||||
| RMBS due March 2062(3) | May 2029 | 9,397 | — | (585) | 8,812 | ||||
| RMBS due July 2062(3) | February 2030 | 12,081 | — | (733) | 11,348 | ||||
| RMBS due October 2062 | October 2026 | 4,673 | 221 | — | 4,894 | ||||
| RMBS due May 2063 | July 2030 | 11,154 | 52 | — | 11,206 | ||||
| RMBS Available-for-Sale, at Fair Value | $68,226 | $273 | $(6,330) | $62,169 | |||||
(1)When applicable, the step-up date is the date at which the coupon interest rate on the security increases.
(2)Basis amount is net of any realized amortized costs, accrued interest and principal paydowns or additional investment into security.
(3)These securities have been in an unrealized loss position for 12 months or longer.
The following table presents accretable interest income on debt securities and yield recognized on beneficial interests for the three and six months ended June 30, 2025 and 2024:
| ($ in thousands) | Three months ended June 30, | Six months ended June 30, | ||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Interest income on CMBS | $4,354 | $— | $8,436 | $— |
| Interest income on RMBS AFS and HTM | 1,486 | 2,095 | 2,903 | 4,315 |
| Accretable yield recognized on beneficial interests | 1,400 | 742 | 3,084 | 1,478 |
| $7,240 | $2,837 | $14,423 | $5,793 | |
The Company generally recognizes accretable yield on its beneficial interests and increases and decreases in the net present value of expected cash flows in earnings in the period in which they occur.
Under CECL, an expense is recorded to increase the allowance for expected credit losses when there is a reduction in the Company’s expected future cash flows compared to contractual amounts due. Income is recognized if there is an increase in expected future cash flows to the extent an allowance has been recorded against the beneficial interest or RMBS AFS and HTM. If there is no allowance for expected credit losses recorded against a beneficial interest or RMBS AFS and HTM, any increase in expected cash flows is recognized prospectively as a change in yield. A decrease in the allowance for expected credit losses is generally facilitated by reclassifying amounts to non-credit discount from the allowance and then recording the reduction to the allowance through the income statement. Management assesses the credit quality of the portfolio and the adequacy of loss reserves on a quarterly basis, or more frequently as necessary.
During the three and six months ended June 30, 2025 and 2024, the Company had no activity and no balance related to the allowance for expected credit losses for investments in RMBS AFS and HTM.
The following table presents the activity in the allowance for expected credit losses for beneficial interests:
| ($ in thousands) | Three months ended June 30, | Six months ended June 30, | ||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Allowance for expected credit losses, beginning balance | $(9,082) | $(9,082) | $(9,082) | $(6,880) |
| Reclassification to non-credit discount from the allowance for changes in payment expectations | — | — | — | 916 |
| Net change in the allowance for credit losses | — | — | — | (3,118) |
| $(9,082) | $(9,082) | $(9,082) | $(9,082) | |
Note 6 —Fair Value
The following tables present financial assets and liabilities recorded at fair value on a recurring basis by level within the fair value hierarchy as of June 30, 2025 and December 31, 2024:
| ($ in thousands) · Level 1 · Level 2 · Level 3 | ||||
|---|---|---|---|---|
| June 30, 2025 | Carrying value | Quoted prices in active markets | Observable inputs other than Level 1 prices | Unobservable inputs |
| Assets: | ||||
| CMBS, at fair value | $275,204 | $— | $275,204 | $— |
| RMBS available-for-sale, at fair value | 49,118 | — | 49,118 | — |
| Other investments | 21,565 | — | — | 21,565 |
| ($ in thousands) · Level 1 · Level 2 · Level 3 | ||||
|---|---|---|---|---|
| December 31, 2024 | Carrying value | Quoted prices in active markets | Observable inputs other than Level 1 prices | Unobservable inputs |
| Assets: | ||||
| CMBS, at fair value | $246,614 | $— | $246,614 | $— |
| RMBS available-for-sale, at fair value | 62,169 | — | 62,169 | — |
| Other investments | 29,916 | — | — | 29,916 |
Reconciliation of Fair Value Measurements Categorized within Level 3
Gains and losses on investments categorized within Level 3 are recorded in other income in the consolidated statements of operations. Gains and losses on warrant liability were recorded in fair value adjustment on mark-to market liabilities in the consolidated statements of operations.
The following tables summarize the changes in the Company’s Level 3 financial assets and liabilities measured at fair value on a recurring basis, for the six months ended June 30, 2025 and 2024:
| ($ in thousands) | 12/31/2024 | Transfers In / (Out) | Purchases / Issuances | Investment Sales / Settlements | Gains / (Losses) Included in Earnings | Gains / (Losses) Included in Other Comprehensive Income | 6/30/2025 |
|---|---|---|---|---|---|---|---|
| Assets: | |||||||
| Other investments | $29,916 | $— | $— | $(5,527) | $(2,824) | $— | $21,565 |
| ($ in thousands) · 12/31/2023 · Transfers In / (Out) · Purchases / Issuances · Investment Sales / Settlements · Gains / (Losses) Included in Earnings · Gains / (Losses) Included in Other Comprehensive Income · 6/30/2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||
| Other investments | $— | $21,918 | (1) | $— | $— | $— | $— | $21,918 |
| Liabilities: | ||||||||
| Warrant liability | 16,644 | (851) | (2) | 2,734 | (18,677) | (150) | — | — |
(1)Represents reclassification from equity method securities to other investments, at fair value.
(2)Represents reclassification from warrant liability, at fair value to equity. See Note 8 for additional details.
The Company holds an investment at fair value in a REIT, which is reported in other investments on the Company’s consolidated balance sheets with a carrying value of $19.1 million and $21.9 million as of June 30, 2025 and December 31, 2024, respectively. Prior to the second quarter of 2024, the investment was accounted for under the equity method investment. For the six months ended June 30, 2025, the fair value of investment was estimated using an implied capitalization rate applied to the trailing and forward 12 month net operating income for each property and for properties under contract or listed for sale, the contract or listing price was used. Other investments also include an investment, at fair value, in a credit risk transfer instrument (“CRT”) valued at $2.5 million and $8.0 million as of June 30, 2025 and December 31, 2024, respectively. The fair value for the instrument is calculated as the net present value of the expected cash flows on the CRT.
The following tables present financial assets and liabilities not carried at fair value, by level within the fair value hierarchy as of June 30, 2025 and December 31, 2024:
| ($ in thousands) · Level 1 · Level 2 · Level 3 | ||||
|---|---|---|---|---|
| June 30, 2025 | Carrying value | Quoted prices in active markets | Observable inputs other than Level 1 prices | Unobservable inputs |
| Assets: | ||||
| Mortgage loans held-for-investment, net | $378,894 | $— | $— | $335,143 |
| Mortgage loans held-for-sale, net | 27,588 | — | — | 27,588 |
| Investment in debt securities held-to-maturity | 43,673 | — | 41,810 | — |
| Investment in beneficial interests | 91,274 | — | — | 66,119 |
| Liabilities: | ||||
| Secured bonds payable, net | $241,764 | $— | $224,347 | $— |
| Repurchase financing agreements | 362,502 | — | 362,502 | — |
| Unsecured notes, net | 108,077 | — | 107,012 | — |
| ($ in thousands) · Level 1 · Level 2 · Level 3 | ||||
|---|---|---|---|---|
| December 31, 2024 | Carrying value | Quoted prices in active markets | Observable inputs other than Level 1 prices | Unobservable inputs |
| Assets: | ||||
| Mortgage loans held-for-investment, net | $396,052 | $— | $— | $357,119 |
| Mortgage loans held-for-sale, net | 27,788 | — | — | 27,788 |
| Investment in debt securities held-to-maturity | 46,043 | — | 43,947 | — |
| Investment in beneficial interests | 89,704 | — | — | 67,044 |
| Liabilities: | ||||
| Secured bonds payable, net | $258,353 | $— | $234,181 | $— |
| Repurchase financing agreements | 356,565 | — | 356,565 | — |
| Unsecured notes, net | 107,647 | — | 104,574 | — |
The fair value of mortgage loans is estimated using the valuation of financial instruments process of the Manager. The Company relies on the Manager’s pricing model, as well as vendor pricing, to estimate the underlying cash flows expected to be collected on the loans. Risks inherent in the Company’s mortgage loan portfolio affecting the valuation of its mortgage loans include the risk of default, delays and inconsistency in the frequency and amount of payments, risks affecting borrowers such as man-made or natural disasters, such as floods or wildfires, or a pandemic and damage to or delay in realizing the value of the underlying collateral. In addition, the Company assesses the expected cash flows from the mortgage loans, the fair value of the underlying collateral and other factors and evaluates whether and when it becomes probable that all amounts contractually due will not be collected.
The fair value of investments in CMBS, RMBS AFS and RMBS HTM is determined using estimates provided by the Company’s third-party pricing vendors which are then reviewed to ensure the resulting yield is comparable to market yields for similar securities.
The fair value of RMBS investments in beneficial interests is determined using prices provided by the Company’s third-party pricing vendors which are then reviewed and compared to the Manager’s pricing model to ensure the resulting yield is comparable to market yields for similar securities.
The fair value of secured bonds payable is estimated using prices provided by the Company’s third-party pricing vendors, which are then reviewed to ensure the resulting yield is comparable to market yields for similar securities.
The Company’s repurchase financing agreements are short-term in nature, and the Manager believes it can renew the current borrowing arrangements on similar terms in the future. Accordingly, the carrying value of these borrowings approximates fair value.
Fair value for unsecured notes, net is determined using indicative pricing available from an independent pricing source.
The estimated fair values are not necessarily indicative of the amounts the Company could realize on disposition of the financial instruments. The use of different market assumptions or estimation methodologies could have a material effect on the estimated fair value amounts.
Note 7 —Affiliates
Unconsolidated Affiliates
As of June 30, 2025 and December 31, 2024, the Company had ownership of approximately 19.8% in the Former Manager. The Company accounted for its ownership interest in the Former Manager using the equity method of accounting. The Company received its final distribution from the Former Manager in the second quarter of 2025, bringing the investment carrying value to zero.
In the first quarter of 2025, the Company entered into a joint venture with Rithm and holds a 50% interest in the Commercial Real Estate JV.
The table below shows the net income, and assets and liabilities for the Company’s unconsolidated affiliates at 100%, and at the Company’s share ownership:
Net income (loss), assets and liabilities of unconsolidated affiliates at 100%:
| ($ in thousands) | Three months ended June 30, | Six months ended June 30, | ||
|---|---|---|---|---|
| Net income (loss) at 100% | 2025 | 2024 | 2025 | 2024 |
| Thetis Asset Management LLC | $— | $(3,866) | $— | $11,856 |
| Commercial Real Estate JV | 1,091 | — | 1,908 | — |
| ($ in thousands) | June 30, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Assets and liabilities at 100% | Assets | Liabilities | Assets | Liabilities |
| Thetis Asset Management LLC | $— | $— | $2,682 | $84 |
| Commercial Real Estate JV | 35,180 | — | — | — |
Net income (loss), assets and liabilities of unconsolidated affiliates at the Company’s share ownership:
| ($ in thousands) | Three months ended June 30, | Six months ended June 30, | ||
|---|---|---|---|---|
| Net income (loss) at the Company’s share | 2025 | 2024 | 2025 | 2024 |
| Thetis Asset Management LLC | $— | $(765) | $— | $2,348 |
| Commercial Real Estate JV | 546 | — | 954 | — |
| ($ in thousands) | June 30, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Assets and liabilities at the Company's share | Assets | Liabilities | Assets | Liabilities |
| Thetis Asset Management LLC | $— | $— | $531 | $17 |
| Commercial Real Estate JV | 17,590 | — | — | — |
Consolidated Affiliates
The Company consolidates the results and balances of certain securitization trusts which were established to provide debt financing to the Company by securitizing pools of mortgage loans. These trusts are considered to be VIEs, and the Company has determined that it is the primary beneficiary of certain of these VIEs. See Note 9 for additional details.
The Company also consolidates the activities and balances of certain controlled affiliates, which it reports as noncontrolling interests, see Note 2 for additional details.
Note 8 —Commitments and Contingencies
In the first quarter of 2024, the Company issued the 2024 Warrants, which provide Rithm the right to purchase 3.3 million shares at an exercise price of $5.36 per share. The 2024 Warrants had a fair value of $2.7 million at issuance. Also, during the first quarter of 2024, the Company exchanged its warrants issued in 2020 that were exercisable at a price of $10.00 per share (the “2020 Warrants”) for shares of its Common Stock in connection with the Strategic Transaction. In the second quarter of 2024, the Company reclassified the 2024 Warrants into equity.
The following table sets forth the details of the Company’s warrant liabilities:
| ($ in thousands) | Three months ended June 30, | Six months ended June 30, | ||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Beginning balance | $— | $2,054 | $— | $16,644 |
| Issuance of 2024 Warrants | — | — | — | 2,734 |
| Fair value adjustment of 2020 Warrants | — | — | — | 2,033 |
| Fair value adjustment of 2024 Warrants | — | (1,203) | — | (1,883) |
| Redemption of 2020 Warrants | — | — | — | (18,677) |
| Reclassification of 2024 Warrants to equity | — | (851) | — | (851) |
| Ending Balance | $— | $— | $— | $— |
Litigation, Claims and Assessments
From time to time, the Company may be involved in various claims and legal actions arising in the ordinary course of business. As of June 30, 2025, the Company was not a party to, and its properties were not subject to any pending or threatened legal proceedings that individually or in the aggregate, are expected to have a material impact on its financial condition, results of operations or cash flows.
Note 9 —Debt
Repurchase Agreements
The Company has entered intotwo repurchase facilities whereby the Company, throughtwo wholly-owned Delaware trusts (the “Trusts”), acquires pools of mortgage loans which are then sold by the Trusts, as “seller” to a counterparty, the “buyer.” As of June 30, 2025, onlyone facility is outstanding. Upon the time of the initial sale to the buyer, the Trust, with a simultaneous agreement, also agrees to repurchase the pools of mortgage loans from the buyer. Mortgage loans sold under these facilities carry interest calculated based on a spread to one-month Secured Overnight Financing Rate, which is fixed for the term of the borrowing. The advance rate is between 75% and 90% of the asset’s acquisition price. The obligations of the Trust to repurchase these mortgage loans at a future date are guaranteed by the Operating Partnership.
The Company has also entered into five repurchase facilities as of June 30, 2025, substantially similar to the mortgage loan repurchase facilities, but where the pledged assets are the Company’s investments in bonds and bonds retained from the Company’s secured bonds payable. Each repurchase transaction represents its own borrowing. As such, the ceilings associated with these transactions are the amounts currently borrowed at any one time.
If the value of collateral underlying the repurchase financing agreements declines by more than a de minimis threshold, the counterparty could require the Company to post additional collateral, or margin, in the form of cash and cash equivalents.
The Company has effective control over the assets subject to all these transactions; therefore, the Company’s repurchase financing agreements are accounted for as financing arrangements. The Operating Partnership, as guarantor, will provide to the buyers a limited guaranty (“Guaranty”) of certain losses incurred by the buyers in connection with certain events and/or the seller’s obligations under the mortgage loan purchase agreement, following the breach of certain covenants by the seller, the occurrence of certain bad acts by the seller, the occurrence of certain insolvency events of the seller or other events specified in the Guaranty. As security for its obligations under the Guaranty, the guarantor will pledge the trust certificate representing the guarantor’s 100% beneficial interest in the seller.
The following tables set forth the details of the Company’s repurchase financing agreements and facilities:
| ($ in thousands) | June 30, 2025 | |||||||
|---|---|---|---|---|---|---|---|---|
| Maturity Date · Amount Outstanding · Amount of Collateral · Interest Rate | ||||||||
| Goldman Sachs - bonds(1) | $37,279 | $43,975 | 5.05% | |||||
| A Bonds | July 16, 2025 | 8,472 | 10,000 | 4.96% | ||||
| August 19, 2025 | 28,807 | 33,975 | 5.07% | |||||
| Lucid - bonds(1) | $50,977 | $60,000 | 4.97% | |||||
| A bonds | July 16, 2025 | 29,612 | 35,000 | 5.02% | ||||
| July 17, 2025 | 21,365 | 25,000 | 4.91% | |||||
| Barclays - bonds(1) | $85,335 | $111,036 | 5.20% | |||||
| A bonds | July 9, 2025 | 12,766 | 15,063 | 5.01% | ||||
| July 14, 2025 | 15,598 | 18,540 | 5.09% | |||||
| July 16, 2025 | 12,822 | 15,000 | 5.06% | |||||
| July 25, 2025 | 19,685 | 25,354 | 5.05% | |||||
| B bonds | September 19, 2025 | 15,479 | 21,755 | 5.44% | ||||
| July 25, 2025 | 4,047 | 6,311 | 5.77% | |||||
| M bonds | September 19, 2025 | 4,388 | 7,891 | 5.82% | ||||
| July 25, 2025 | 87 | 149 | 5.37% | |||||
| September 19, 2025 | 463 | 973 | 5.62% | |||||
| Nomura - bonds(1) | $64,942 | $111,075 | (3) | 5.63% | ||||
| A Bonds | September 30, 2025 | 9,713 | 14,236 | 5.85% | ||||
| B Bonds | September 30, 2025 | 37,645 | 70,820 | 5.63% | ||||
| M Bonds | September 30, 2025 | 17,584 | 26,019 | 5.50% | ||||
| Nomura - loans(2) | February 27, 2026 | $21,386 | $26,496 | 6.53% | ||||
| Santander bonds(1) | $102,583 | $120,093 | 4.97% | |||||
| A Bonds | July 8, 2025 | 21,250 | 25,000 | 4.97% | ||||
| July 16, 2025 | 21,264 | 25,000 | 4.96% | |||||
| July 18, 2025 | 60,069 | 70,093 | 4.97% | |||||
| Totals/Weighted Averages | $362,502 | $472,675 | 5.24% | |||||
(1)Maximum borrowing capacity subject to pledging sufficient collateral is the equivalent of the amount outstanding as of June 30, 2025.
(2)Maximum borrowing capacity subject to pledging sufficient collateral as of June 30, 2025 was $400.0 million.
(3)Includes bonds that are consolidated on the Company’s balance sheet as of June 30, 2025.
| ($ in thousands) | December 31, 2024 | |||
|---|---|---|---|---|
| Maturity Date | Amount Outstanding | Amount of Collateral | Interest Rate | |
| Goldman Sachs - bonds(1) | $59,548 | $110,000 | 5.18% | |
| A Bonds | January 16, 2025 | 29,759 | 75,000 | 5.08% |
| February 18, 2025 | 29,789 | 35,000 | 5.27% | |
| Lucid - bonds(1) | January 16, 2025 | $34,114 | $100,000 | 5.05% |
| A Bonds | January 16, 2025 | 34,114 | 100,000 | 5.05% |
| Barclays - bonds(1) | $86,956 | $113,276 | 5.41% | |
| A Bonds | January 10, 2025 | 17,065 | 20,000 | 5.20% |
| January 13, 2025 | 16,917 | 18,916 | 5.19% | |
| January 31, 2025 | 25,123 | 31,478 | 5.43% | |
| March 20, 2025 | 17,319 | 24,564 | 5.48% | |
| B Bonds | January 31, 2025 | 4,298 | 6,232 | 6.12% |
| March 20, 2025 | 5,003 | 9,631 | 5.86% | |
| ($ in thousands) | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| Maturity Date · Amount Outstanding · Amount of Collateral · Interest Rate | ||||||
| M Bonds | January 31, 2025 | 305 | 512 | 5.72% | ||
| March 20, 2025 | 926 | 1,943 | 5.65% | |||
| Nomura - bonds(1) | $66,445 | $39,358 | (3) | 5.67% | ||
| A Bonds | March 31, 2025 | 10,687 | 15,504 | 5.87% | ||
| B Bonds | March 31, 2025 | 35,563 | 13,224 | 5.66% | ||
| M Bonds | March 31, 2025 | 20,195 | 10,630 | 5.56% | ||
| Nomura - loans(2) | February 28, 2025 | $23,331 | $31,821 | 6.97% | ||
| Santander bonds(1) | $86,171 | $167,077 | 5.11% | |||
| A Bonds | January 6, 2025 | 21,685 | 25,000 | 5.18% | ||
| January 15, 2025 | 64,486 | 142,077 | 5.08% | |||
| Totals/Weighted Averages | $356,565 | $561,532 | 5.41% | |||
(1)Maximum borrowing capacity subject to pledging sufficient collateral is the equivalent of the amount outstanding as of December 31, 2024.
(2)Maximum borrowing capacity subject to pledging sufficient collateral as of December 31, 2024 was $400.0 million.
(3)Includes bonds that are consolidated on the Company’s balance sheet as of December 31, 2024.
The Guaranty establishes a master netting arrangement; however, the arrangement does not meet the criteria for offsetting within the Company’s consolidated balance sheets. A master netting arrangement derives from contractual agreements entered into by two parties to multiple contracts that provides for the net settlement of all contracts covered by the agreements in the event of default under any one contract.
The amount outstanding on the Company’s repurchase facilities and the carrying value of the Company’s loans pledged as collateral are presented as gross amounts on the Company’s consolidated balance sheets at June 30, 2025 and December 31, 2024, in the table below:
| ($ in thousands) | Gross amounts not offset on balance sheet | |
|---|---|---|
| June 30, 2025 | December 31, 2024 | |
| Gross amount of recognized liabilities | $362,502 | $356,565 |
| Gross amount of loans and securities pledged as collateral | 472,675 | 561,532 |
| Net Collateral Amount | $110,173 | $204,967 |
Secured Bonds Payable
The Company uses securitization as a primary financing structure and refers to the transactions as secured bonds payable. The bonds payable are generally structured as debt financings. The loans included in the secured bonds payable remain on the Company’s consolidated balance sheet as the Company is the primary beneficiary of the securitization trusts, which are VIEs. The securitization VIEs are structured as pass through entities that receive principal and interest on the underlying mortgages and distribute those payments to the holders of the notes. The Company’s exposure to the obligations of the VIEs is generally limited to its investments in the entities. The notes that are issued by the securitization trusts are secured solely by the mortgages held by the applicable trusts and not by any of the Company’s other assets. The mortgage loans of the applicable trusts are the only source of repayment and interest on the notes issued by such trusts. The Company does not guarantee any of the obligations of the trusts under the terms of the agreement governing the notes or otherwise.
The Company’s non-rated secured bonds payable are generally structured with Class A notes, subordinated notes and trust certificates, which have rights to the residual interests in the mortgages once the notes are repaid. The Company currently hasno non-rated secured bonds payable outstanding at June 30, 2025.
The Company’s rated secured bonds payable are generally structured as “REIT TMP” transactions which allow the Company to issue multiple classes of securities without using a real estate mortgage investment conduit structure or being subject to an entity level tax. The Company’s rated secured bonds payable generally issue classes of debt from AAA through mezzanine. The Company generally retains the mezzanine and residual certificates in the transactions. The Company has retained the applicable mezzanine and residual certificates from the other four rated secured bonds payable outstanding at June 30, 2025.
Servicing for the mortgage loans in the Company’s secured bonds payable is provided by Newrez LLC (“Newrez” or the “Servicer”) at a servicing fee of 0.42% of outstanding unpaid principal balance (“UPB”) and is paid monthly.
The following table sets forth the status of the notes held by others at June 30, 2025 and 2024, and the original balance at the securitization cutoff date:
| ($ in thousands) · Balances at June 30, 2025 · Balances at December 31, 2024 · Original balances atsecuritization cutoff date | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Class of Notes · Carrying value of mortgages · Bond principal balance · Percentage of collateral coverage · Carrying value of mortgages · Bond principal balance · Percentage of collateral coverage · Mortgage UPB · Bond principal balance | ||||||||||
| 2019-D | $88,244 | $55,665 | 159% | $91,118 | $58,942 | 155% | $193,301 | $156,670 | ||
| 2019-F | 83,529 | 44,332 | 188% | 89,179 | 50,028 | 178% | 170,876 | 127,673 | ||
| 2020-B | 91,169 | 53,797 | 169% | 95,090 | 57,277 | 166% | 156,468 | 114,534 | ||
| 2021-A | 114,668 | 88,930 | 129% | 119,180 | 93,412 | 128% | 206,506 | 175,116 | ||
| $377,610 | $242,724 | (1) | 156% | $394,567 | $259,659 | (1) | 152% | $727,151 | $573,993 | |
(1)This represents the gross amount of secured bonds payable and excludes the impact of deferred issuance costs of $1.0 million and $1.3 million as of June 30, 2025 and December 31, 2024, respectively.
Corporate Debt
Unsecured Notes, Net (2027 Notes)
In August 2022, the Operating Partnership issued $110.0 million aggregate principal amount of 8.875% senior unsecured notes due 2027 (the “2027 Notes”). The 2027 Notes have afive year term, were issued at 99.009% of par value and are fully and unconditionally guaranteed by the Company. The 2027 Notes are included in the Company’s liabilities in its consolidated balance sheet at June 30, 2025 and 2024. Interest on the 2027 Notes is payable semi-annually on March 1 and September 1. The 2027 Notes will mature on September 1, 2027. Net proceeds from the sale of the 2027 Notes totaled approximately $106.1 million, after deducting the discount, commissions, and offering expenses which will be amortized over the term of the 2027 Notes using the effective interest method. The Company used $90.0 million of the proceeds to repurchase and retire a portion of its outstanding Series A Preferred Stock and Series B Preferred Stock (each as defined in Note 13) at a discount and a proportionate amount of outstanding 2020 Warrants. The remainder of the proceeds were used for general corporate purposes.
On June 30, 2024, the Company received notification that the 2027 Notes were downgraded from BBB- to BB+. Under the terms of the indenture governing the 2027 Notes, the downgrade resulted in a 100 basis point increase in the interest rate from 8.875% to 9.875% beginning on September 1, 2024.
At June 30, 2025 and December 31, 2024, the outstanding aggregate principal amount of the 2027 Notes was $110.0 million, and discount and deferred expenses in aggregate were $1.9 million and $2.4 million, respectively.
The following table presents interest expense on the 2027 Notes for the three and six months ended June 30, 2025 and 2024:
| ($ in thousands) | Three months ended June 30, | Six months ended June 30, | ||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Interest expense | $2,716 | $2,441 | $5,431 | $4,881 |
| Amortization of discount and deferred expenses | 215 | 215 | 430 | 430 |
| Total Interest Expense on 2027 Notes | $2,931 | $2,656 | $5,861 | $5,311 |
The indenture governing the 2027 Notes restricts, among other things, the Company’s and certain of its subsidiaries’ ability to incur certain additional debt, make certain investments or acquisitions, sell certain assets, and merge, consolidate or transfer all or substantially all of its assets. Additionally, the indenture governing the 2027 Notes requires the Company to comply with certain maintenance requirements, including certain levels of cash and liquidity, such as: (i) Net Asset Value (as defined in the indenture agreement) as of the close of business on the last day of each of its fiscal quarters must be equal to or greater than $240.0 million, plus the greater of (x)zero dollars and (y)65% of the Company’s net equity capital activity; (ii) the ratio of the Adjusted Unencumbered Assets (as defined in the indenture agreement) as of the close of business on the last day of each of its fiscal quarters to the aggregate principal amount of the 2027 Notes outstanding as of each such date must be equal to or greater than 1.6:1.0; (iii) the ratio of the debt to equity as of the close of business on the last day of each of its fiscal quarters must be less than 4.0:1.0, (iv) a quarterly minimum liquidity covenant of $30.0 million. As of June 30, 2025, the Company is in compliance with all covenants.
Note 10 —Related Party Transactions
A party is considered to be related to the Company if the party, directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners, management and directors, as well as members of their immediate families or any other parties with which the Company may deal if one party to a transaction controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.
Management Agreement
New Management Agreement
On June 11, 2024, the Company entered into the Management Agreement. The Management Agreement shall be in effect until June 11, 2027 and shall be automatically renewed for a successivetwo-year term each anniversary date thereafter unless terminated by a party. Under the Management Agreement, RCM GA implements the Company’s business strategy and manages the Company’s business and investment activities and day-to-day operations subject to oversight by the Company’s Board of Directors. Among other services, RCM GA provides the Company with a management team and necessary administrative and support personnel. Additionally, the Company pays directly for the internal audit function that reports directly to the Audit Committee and the Board of Directors. The Company does not currently have any employees and does not expect to have any employees in the foreseeable future. Each of the Company’s executive officers is an employee, consultant, contractor, or officer of Rithm.
Under the Management Agreement, the Manager is entitled to a base management fee and an incentive fee to the Manager calculated and payable quarterly with respect to each calendar quarter (or partial quarter that the agreement is in effect) in cash or, at the election of the Manager, shares of the Company’s Common Stock. The base management fee equals 1.5% of the Company’s stockholders’ equity, including equity equivalents such as the Company’s issuance of convertible senior notes, per annum. Also, under the Management Agreement, which has an effective date of June 11, 2024, the Company’s quarterly base management fee includes, in its computation of equity managed, its unsecured debt securities to the extent the proceeds were used to repurchase the Company’s Series A Preferred Stock and Series B Preferred Stock.
The Manager is entitled an incentive fee, which is payable quarterly in arrears in cash or, at the election of the Manager, in shares of the Company’s Common Stock in an amount equal to 20% of the dollar amount by which (i) Earnings Available for Distribution (as defined below) exceeds the product of (A) the average common book value per share (excluding fair value marks, impairments, transaction/ deal expenses and associated tax impact and such other items that in the judgment of the Company officers should be excluded) of the Common Stock of the Company during such calendar quarter and (B)8%. Notwithstanding either of the foregoing, no incentive fee will be payable to the Manager with respect to any period unless the Company’s cumulative Earnings Available for Distribution is greater than zero for the most recently completed four calendar quarters (which cumulative Earnings Available for Distribution shall be reset at the completion of every fourth quarter following the date hereof and each subsequent fourth quarter thereafter (each, a “Reset Date”) so as not to take into account prior calendar quarters), or, if less, (i) the number of completed calendar quarters since the date hereof or (ii) the number of completed calendar quarters since the last Reset Date. “Earnings Available for Distribution” is a non-GAAP financial measure and is defined as net income (loss) as determined according to GAAP, excluding tax-effected, non-cash equity compensation expense and any unrealized gains or losses from mark-to-market valuation changes (including impairments) that are included in net income for the applicable period. The amount will be adjusted to exclude on a tax-effected basis (A) one-time events pursuant to changes in GAAP, (B) transaction and deal expenses that in the opinion of the Manager should be excluded for purposes of calculating Earnings Available for Distribution and be amortized over the life of the related investment / transaction, and (C) non-cash items (including depreciation and amortization) that in the judgment of the Company’s officers should not be included in Earnings Available for Distribution, which adjustments in clauses (A), (B) and (C) shall only be excluded after discussions between the Manager and the Company’s Independent Directors and after approval by a majority of the Company’s Independent Directors. Book value per share of Common Stock shall be as set forth in the consolidated financial statements of the Company prepared in accordance with GAAP.
In addition to the base management fee and the incentive fee described above, the Company pays all of its costs and expenses and reimburses the Manager (to the extent incurred by the Manager) on a monthly basis for the costs and expenses of providing services under the Management Agreement, including reimbursing the Manager or its affiliates, as applicable, for the Company’s allocable share of the compensation (whether paid in cash, stock or other forms), including annual base salary, bonus, any related withholding taxes and employee benefits, paid to (i) the Manager’s personnel serving as the Company’s chief financial officer based on the percentage of his or her time spent managing the Company’s affairs and (ii) other corporate finance, tax, accounting, middle office, internal audit, legal, risk management, operations, compliance and other non-investment personnel of the Manager and its affiliates who spend all or a portion of their time managing the Company’s affairs.
The Company will be required to pay the Manager a termination fee in the event that the Management Agreement is terminated as a result of (i) a termination by the Company without cause, (ii) its decision not to renew the Management Agreement upon the determination of at least two-thirds of the Company’s independent directors for reasons including the failure to agree on revised compensation, (iii) a termination by the Manager as a result of the Company becoming regulated as an “investment company” under the Investment Company Act of 1940, as amended, (other than as a result of the acts or omissions of the Manager in violation of investment guidelines approved by the Company’s Board of Directors), or (iv) a termination by the Manager if the Company defaults in the performance of any material term of the Management Agreement (subject to a notice and cure period). The termination fee will be equal to three times the combined base fee and incentive fees payable to the Manager during the 12-month period ended as of the end of the most recently completed fiscal quarter prior to the date of termination.
Former Management Agreement
The Company was a party to that certain Third Amended and Restated Management Agreement, dated as of April 28, 2020, (as amended by that First Amendment, dated as of March 1, 2023, the “Former Management Agreement”) by and between the Company and the Former Manager. Under the Former Management Agreement, the Former Manager implemented the Company’s business strategy and managed the Company’s business and investment activities and day-to-day operations subject to oversight by the Company’s Board of Directors. Among other services, the Former Manager provided the Company with a management team and necessary administrative and support personnel. Additionally, the Company paid directly for the internal audit function that reported directly to the Audit Committee and the Board of Directors.
Under the Former Management Agreement, the Company paid a quarterly base management fee based on its stockholders’ equity, including equity equivalents such as the Company’s issuance of convertible senior notes. Also, under the First Amendment to the Third Amended and Restated Management Agreement with the Former Manager, which had an effective date of March 1, 2023, the Company’s quarterly base management fee included, in its computation of equity managed, its unsecured debt securities to the extent the proceeds were used to repurchase the Company’s Series A Preferred Stock and Series B Preferred Stock. The Company was periodically required to pay a quarterly incentive management fee based on its cash distributions to its stockholders and the change in book value and had the option to pay up to 100% of the base and incentive fees in cash or in shares of the Company’s Common Stock. Management fees were expensed in the quarter incurred and the portion payable in common stock, if any, was accrued at quarter end. On February 26, 2024, the Company issued a termination notice to the Former Manager, in connection with the Strategic Transaction, and on June 11, 2024, the Company terminated the Former Management Agreement, entered into a termination and release agreement with the Former Manager and issued approximately 3.2 million shares of Common Stock and paid $0.6 million in cash to the Former Manager in connection with the termination.
Servicing Agreements
Until June 1, 2024, the Company and its affiliates were party to various servicing agreements with Gregory Funding LLC (“Gregory”). On June 1, 2024, Gregory transferred all of the servicing agreements for its mortgage loans and real property (the “Servicing Agreements”) to Newrez, an affiliate of Rithm through a Servicing Transfer Agreement by and between Gregory and Newrez. The terms of the Servicing Agreements remain substantially the same.
Servicing fees for mortgage loans range from 0.42% to 1.25% annually of UPB at acquisition (or the fair market value or purchase price of REO) and are paid monthly. The servicing fee is based upon the status of the loan at acquisition. A change in status from RPL to NPL does not cause a change in the servicing fee rate.
Servicing fees for the Company’s real property assets that are not held in joint ventures are the greater of (i) the servicing fee applicable to the underlying mortgage loan prior to foreclosure and (ii)1.00% annually of the fair market value of the REO or 1.00% annually of the purchase price of any REO otherwise purchased by the Company.
Newrez is reimbursed for all customary, reasonable and necessary out-of-pocket costs and expenses incurred in the performance of its obligations, including the actual cost of any repairs and renovations to foreclosed property undertaken on the Company’s behalf. The total fees incurred by the Company for these services are dependent upon the following: (i) for fees based on mortgage loans, the total fees will be dependent upon the UPB and the type of mortgage loans that the Servicer services; and (ii) for fees based on REO properties, property values, previous UPB of the relevant loan, and the number of REO properties.
If any Servicing Agreement has been terminated other than for cause and/or the Servicer terminates the Servicing Agreement, the Company will be required to pay a termination fee equal to the aggregate servicing fees payable under the applicable Servicing Agreement for the immediately preceding 12-month period.
Equity Holdings by Rithm and Its Affiliates in the Company
As of June 30, 2025 and December 31, 2024, the Manager of the Company held 3,316,527 of shares of its Common Stock, in addition to 3,264,926 exercisable 2024 Warrants, respectively.
As of June 30, 2025, an affiliate of the Manager held 400,000 of the Company’s Series C Preferred Stock (as defined in Note 13) issued in the first quarter of 2025. See Note 13 for additional details.
For information on investments in affiliates, see Note 7.
Note 11 —Income Taxes
The Company intends to continue to qualify as a REIT. A REIT is generally not subject to U.S. federal corporate income tax on that portion of its income that is distributed to stockholders if it distributes at least 90% of its REIT taxable income to its stockholders by prescribed dates and complies with various other requirements.
The Company’s consolidated financial statements include the operations of certain TRSs, which are subject to U.S. federal, state and local income taxes on their taxable income. As a result, the Company recorded nominal amounts of income tax for the three and six months ended June 30, 2025 and 2024.
Note 12 —Earnings per Share
The following tables set forth the components of basic and diluted earnings per share (“EPS”):
| ($ in thousands, except per share amounts) · Three months ended June 30, 2025 · Three months ended June 30, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Income (Numerator) · Weighted Average Shares(Denominator) · Per ShareAmount · Loss (Numerator) · Weighted Average Shares(Denominator) · Per ShareAmount | ||||||||
| Basic EPS | ||||||||
| Net income (loss) attributable to common stockholders | $612 | 45,418,752 | $(12,742) | 39,344,128 | ||||
| Allocation of income to participating restricted shares | — | — | 78 | — | ||||
| Net income (loss) attributable to unrestricted common stockholders | $612 | 45,418,752 | $0.01 | $(12,664) | 39,344,128 | $(0.32) | ||
| Diluted EPS(1,2,3) | ||||||||
| Restricted stock grants | — | 1,612 | — | — | ||||
| Net income (loss) attributable to common stockholders and dilutive securities | $612 | 45,420,364 | $0.01 | $(12,664) | 39,344,128 | $(0.32) | ||
| ($ in thousands, except per share amounts) · Six Months Ended June 30, 2025 · Six Months Ended June 30, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Loss (Numerator) · Weighted Average Shares(Denominator) · Per ShareAmount · Loss (Numerator) · Weighted Average Shares(Denominator) · Per ShareAmount | ||||||||
| Basic EPS | ||||||||
| Net loss attributable to common stockholders | $(3,133) | 45,416,901 | $(87,061) | 35,021,845 | ||||
| Allocation of income to participating restricted shares | — | — | 452 | — | ||||
| Net loss attributable to unrestricted common stockholders | $(3,133) | 45,416,901 | $(0.07) | $(86,609) | 35,021,845 | $(2.47) | ||
| Diluted EPS(1,2,3) | ||||||||
| Net loss attributable to common stockholders and dilutive securities | $(3,133) | 45,416,901 | $(0.07) | $(86,609) | 35,021,845 | $(2.47) | ||
(1)The Company’s 2020 Warrants and 2024 Warrants would have an anti-dilutive effect on diluted EPS for the three and six months ended June 30, 2025 and 2024 and have not been included in the calculation.
(2)The effect of interest expense and assumed conversion of shares from convertible notes on the Company’s diluted EPS calculation for the three and six months ended June 30, 2024, would have been anti-dilutive and have been removed from the calculation.
(3)The effect of restricted stock grants on the Company’s diluted EPS calculation for the three months ended June 30, 2024 and six months ended June 30, 2025 and 2024, would have been anti-dilutive and have been removed from the calculation.
Note 13 —Equity
Common Stock
As of June 30, 2025 and December 31, 2024, the Company had 45,420,752 shares of Common Stock outstanding, with 125,000,000 shares authorized at each period end.
Preferred Stock
The Company issued shares of preferred stock (“Preferred Stock”), which were issued to institutional accredited investors in a series of private placements in 2020. The Company issued 2,307,400 shares of 7.25% Series A Fixed-to-Floating Rate Preferred Stock (the “Series A Preferred Stock”) and 2,892,600 shares of 5.00% Series B Fixed-to-Floating Rate Preferred Stock (the “Series B Preferred Stock”). The shares of Series A Preferred Stock and Series B Preferred Stock had a liquidation preference of $25.00 per share.
During the six months ended June 30, 2024, the Company exchanged the remaining 424,949 shares of its outstanding Series A Preferred Stock and 1,135,590 shares of its outstanding Series B Preferred Stock and the associated 2020 Warrants for newly issued shares of its Common Stock. A total of 12,046,218 shares of Common Stock were issued, with 9,464,524 shares of Common Stock exchanged during the six months ended June 30, 2024, and 2,581,694 shares of Common Stock exchanged subsequent to the approval of the Company’s stockholders on May 20, 2024. As of June 30, 2025 and December 31, 2024, no Series A Preferred Stock or Series B Preferred Stock was outstanding.
During the six months ended June 30, 2025, the Company issued 2,084,232 shares of 9.875% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, $0.01 par value per share, with a liquidation preference of $25.00 per share (the “Series C Preferred Stock”), with 400,000 of such shares of Series C Preferred Stock sold to certain affiliates of the Manager at the public offering price of $25.00 per share.
Treasury Stock and Stock Repurchase Plan
On February 28, 2020, the Company’s Board of Directors approved a stock repurchase program of up to $25.0 million of its shares of Common Stock. The amount and timing of any repurchases depends on a number of factors, including, but not limited to, the price and availability of the Common Stock, the trading volume and general circumstances and market conditions. To date, the Company has repurchased 525,039 shares of Common Stock for an aggregate purchase price of $5.1 million. The Company didnot repurchase any shares during the three and six months ended June 30, 2025 and 2024.
As of June 30, 2025 and December 31, 2024, the Company held 1,664,365 shares of treasury stock.
Dividend Reinvestment Plan
The Company sponsors a dividend reinvestment plan through which stockholders may purchase additional shares of the Company’s Common Stock by reinvesting some or all of the cash dividends received on shares of the Company’s Common Stock. The Company issuedno shares of Common Stock under the plan during the three and six months ended June 30, 2025 and 2024.
At the Market Offering
The Company has entered into an equity distribution agreement under which the Company may sell shares of its Common Stock having an aggregate offering price of up to $100.0 million from time to time in any method permitted by law deemed to be an “At the Market” offering as defined in Rule 415 under the Securities Act of 1933, as amended (the “ATM Program”). During the three and six months ended June 30, 2025 and 2024, no shares of Common Stock were sold under the ATM Program.
Accumulated Other Comprehensive Loss
The Company recognizes unrealized gains or losses on its investment in RMBS AFS as components of other comprehensive loss. Additionally, other comprehensive loss includes unrealized gains or losses associated with the transfer of the Company’s investments in RMBS from AFS to HTM. These amounts are subsequently amortized from other comprehensive loss into earnings over the same period as the related unamortized discount.
Total accumulated other comprehensive loss on the Company’s balance sheets at June 30, 2025 and December 31, 2024, was as follows:
| ($ in thousands) | June 30, 2025 | December 31, 2024 |
|---|---|---|
| Unrealized gains on debt securities available-for-sale | $342 | $273 |
| Unrealized losses on debt securities available-for-sale | (1,335) | (6,330) |
| Unrealized losses on debt securities available-for-sale transferred to held-to-maturity | (2,359) | (2,934) |
| Accumulated Other Comprehensive Loss | $(3,352) | $(8,991) |
Refer to Note 2 for details on the Company’s noncontrolling interests.
Note 14 —Subsequent Events
On July 16, 2025, the Company’s Board of Directors declared a Series C Preferred Stock cash dividend of $0.6171875 per share to be paid on August 15, 2025, to stockholders of record as of August 1, 2025.
On July 16, 2025, the Company’s Board of Directors declared a Common Stock cash dividend of $0.06 per share to be paid on August 29, 2025, to stockholders of record as of August 15, 2025.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.