Ready Capital Corp
For the period ended Dec 31, 2025. Filed Mar 2, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 2, 2026
RC$0.85-20.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-03.
0001628280-25-009464
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-03-02.
0001628280-26-013256
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 590 previous paragraphs and 629 current paragraphs.
402 unchanged; 101 reworded; 110 added; 75 removed; 12 previous and 16 current paragraphs rearranged.
Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (110)
Current report
We completed the disposition of our Residential Mortgage Banking segment effective on June 30, 2025. In connection
Current report
with this sale, we classified our Residential Mortgage Banking segment as a discontinued operation. For all periods
Current report
operating segments:
Current report
LLC.
Current report
dated as of November 29, 2024, by and among the Company, UDF IV, and RC Merger Sub IV, LLC, a wholly owned
Current report
subsidiary of the Company (“RC Merger Sub IV”), the Company acquired UDF IV, a real estate investment trust
Current report
the effective time of the UDF IV Merger (the “Effective Time”), each outstanding common share of beneficial interest,
Current report
par value $0.01 per share, of UDF IV (“UDF IV Common Shares”), excluding any UDF IV Common Shares held by
Current report
UDF IV, the Company, RC Merger Sub IV or their subsidiaries, was automatically cancelled and retired and converted
Current report
into the right to receive (i) 0.416 shares of Company common stock, (ii) 0.416 contingent value rights (“CVRs”)
Current report
representing the potential right to receive additional shares of Company common stock after the end of each of (1) the
Current report
period beginning on October 1, 2024, and ending on December 31, 2025 and (2) the three subsequent calendar years,
Current report
based, in part, upon cash proceeds received by the Company and its subsidiaries in respect of a portfolio of five UDF IV
Current report
loans and (iii) cash consideration in lieu of any fractional shares of Company common stock. Refer to Notes 1 and 5,
Current report
results may also be impacted by changes in our provision for loan losses. Increases in the provision for loan loss are
Current report
primarily driven by a deterioration in the contractual performance of a loan. Macroeconomic factors including interest
Current report
rates and inflation, as well as supply absorption and cap rate movements, may contribute to a deterioration in a loan’s
Current report
contractual performance. In certain circumstances, the Company may choose to modify a loan which had experienced
Current report
financial difficulty due to the factors previously described. Our operating results may also be impacted by our available
Current report
19% were fixed rate loans, based on carrying value.
Current report
volatility, uncertainty about trade policies, geopolitical tensions, inflationary pressures and interest rates. The U.S.
Current report
Federal Reserve delivered an additional interest rate cut, but there is uncertainty regarding if and when further decreases
Current report
estate owned and Loans, held for sale. Assets of consolidated VIEs decreased $3.2 billion, primarily due to thecollapse
Current report
of RCMF 2021-FL5, RCMF 2021-FL6, RCMF 2022-FL8, RCMF 2022-FL9 and RCMF 2022-FL10 and paydowns on
Current report
securitized loans. Real estate owned increased $0.4 billion, due to the settlement of the Portland, mixed-use asset loan
Current report
obligation via a consensual deed-in-lieu arrangement, partially offset by sales. Loans, held for sale increased $0.3 billion,
Current report
primarily due to loans transferred from Loans, net, partially offset by loans sold.
Current report
partially offset by an increase in Secured borrowings. Securitized debt obligations of consolidated VIEs, netdecreased
Current report
2022-FL8, RCMF 2022-FL9 and RCMF 2022-FL10. Secured borrowings increased$0.8 billion due to the collapse of
Current report
RCMF 2021-FL5, RCMF 2021-FL6, RCMF 2022-FL8, RCMF 2022-FL9 and RCMF 2022-FL10, partially offset by
Current report
payoffs.
Current report
dividends paid, partially offset by shares issued in connection with the acquisition of UDF IV.
Current report
•Real estate owned includes assets of consolidated VIEs.
Current report
to an increase in non-accrual loans, a decrease in loan balances and interest rates. Interest expense of$434.7 million
Current report
losses of$61.7 million representeda decrease of$222.1 million, primarily due to loans transferred from Loans, net to
Current report
Loans, held for sale and loan sales. Non-interest loss of$150.7 million represented a decrease of$88.3 million, primarily
Current report
due to a decrease in the valuation allowance, partially offset by an increase in realized losses on financial instruments
Current report
related to loan sales. Non-interest expense of$138.1 million representeda decrease of$10.2 million, due to a decrease in
Current report
primarily driven by operating costs and depreciation related to the Portland mixed-use asset.
Current report
a decrease in interest rates. Interest expense of$79.4 million representeda decrease of$18.2 million, driven by a
Showing the first 40 of 110 passages. Open the source sections for the rest.
Removed paragraphs (75)
Previous report
primarily through dividends, as well as through capital appreciation. In order to achieve this objective, we continue to
Previous report
returns.
Previous report
Our Residential Mortgage Banking segment meets the criteria to be classified as held for sale and presented as a
Previous report
Funding LLC.
Previous report
homebuilders. Upon completion of the merger, the Company is expected to have a pro forma equity capital base in
Previous report
excess of $2.2 billion. Under the terms of the merger agreement, UDF IV will be permitted to distribute the Pre-Closing
Previous report
Distribution, representing value distributed by UDF IV to its shareholders of up to $2.44 per share. Following such
Previous report
distribution, as part of the merger consideration, each UDF IV share will then be converted into a number of shares of
Previous report
Ready Capital common stock equal to the Exchange Ratio, with UDF IV shareholders receiving a total of approximately
Previous report
12.8 million shares of Ready Capital common stock. The Exchange Ratio was negotiated to reflect an adjustment for the
Previous report
expected Pre-Closing Distribution, as well as other valuation adjustments. Based on Ready Capital’s closing share price
Previous report
on November 29, 2024, the implied value of the Ready Capital shares expected to be issued in connection with this
Previous report
closing is approximately $94 million or $3.07 per UDF IV share. At closing, UDF IV shareholders are expected to own
Previous report
approximately 7%of Ready Capital’s outstanding shares. In addition, as part of the merger consideration, UDF IV
Previous report
shareholders will be entitled to receive a number of CVRs equal to the Exchange Ratio per UDF IV share, representing
Previous report
the potential right to receive additional stock consideration after closing. The transaction is expected to close in the first
Previous report
half of 2025, subject to the approval of UDF IV shareholders and other customary closing conditions.
Previous report
Broadmark. On May 31, 2023, the Company, Broadmark, a Maryland corporation, and RCC Merger Sub, LLC, a
Previous report
the number of directors on the Company's board of directors (the “Board”) increased by three members, from nine to
Previous report
twelve, with the three additional directors each having served on the board of directors of Broadmark immediately prior
Previous report
to the effective time of the Broadmark Merger. The Broadmark Merger further diversified our business by expanding on
Previous report
our residential and commercial construction lending platforms. Refer to Notes 1 and 5, included in Part II, Item 8,
Previous report
“Financial Statements and Supplementary Data,”of this Form 10-K, for more information about the Broadmark Merger
Previous report
our portfolio were floating rate mortgages, and 16% were fixed rate mortgages, based on UPB.
Previous report
commercial real estate sector, inflationary pressures, elevated interest rates, and geopolitical tensions. In aneffort to ease
Previous report
borrowing costs and restore price stability, there has been a shift towards a less aggressive monetary policy by the U.S.
Previous report
consolidated VIEs decreased $1.7 billion, due to paydowns on securitized loans. Loans, netdecreased $642.0 million,
Previous report
primarily due to an increase in CECL reserves and loans transferred to Loans, held for sale.
Previous report
repurchase program.
Previous report
decreased loan balances, partially offset by increases in interest rates. Interest expense of$598.8 million representeda
Previous report
loan losses of$283.8 million representedan increase of$282.4 million, primarily due to an increase in CECL reserves,
Previous report
partially offset by loans transferred to Loans, held for sale in the first half of 2024. Non-interest loss of$239.0 million
Previous report
representedan increase of$324.9 million, primarily due to net realized losses on financial instruments and real estate
Previous report
owned and the valuation allowance related to the transfer of Loans, net to Loans, held for sale in the first half of 2024.
Previous report
Non-interest expense of$148.2 million representedan increase of$44.5 million, due to increases in charge-offs of real
Previous report
compensation and benefits.
Previous report
to increases in interest rates and increased loan balances. Interest expense of$97.6 million representedan increase of
Previous report
$31.8 million, driven by increases in interest rates and increased debt balances. Provision for loan losses of$9.0 million
Previous report
partially offset by a decrease in specific loan reserves. Non-interest income of$118.6 million representedan increase of
Previous report
$6.5 million, primarily dueto decreases in ERC income, partially offset by increases in gains on sale of agency loans,
Showing the first 40 of 75 passages. Open the source sections for the rest.
Reworded paragraphs (101)
Previous wording
included in our Annual Report on Form 10-K for the year ended December 31, 2023, which was filed with the Securities
Current wording
included in our Annual Report on Form 10-K/A for the year ended December 31, 2024, which was filed with the
Previous wording
and Exchange Commission on February 28, 2024.
Current wording
Securities and Exchange Commission on September 30, 2025.
Previous wording
mixed use or warehouse properties. Our objective is to provide attractive risk-adjusted returns to our stockholders
Current wording
mixed use or warehouse properties. Our objective is to provide attractive risk-adjusted returns to our stockholders. In
Previous wording
grow our investment portfolio and believe that the breadth of our full-service real estate finance platform will allow us to
Current wording
order to achieve this objective, we intend to grow our investment portfolio and believe that the breadth of our full-service
Previous wording
adapt to market conditions and deploy capital in our asset classes and segments with the most attractive risk-adjusted
Current wording
real estate finance platform will allow us to adapt to market conditions and deploy capital in our asset classes and
Previous wording
discontinued operation. For all periods presented, the operating results for these operations have been removed from
Current wording
presented, the operating results for these operations have been removed from continuing operations. Our MD&A has
Previous wording
continuing operations. The MD&A has been adjusted to exclude discontinued operations unless otherwise noted. We
Current wording
been adjusted to exclude discontinued operations unless otherwise noted. We report our activities in the following two
Previous wording
ReadyCap Commercial. These originated loans are generally held-for-investment or placed into
Current wording
ReadyCap Commercial, LLC. These originated loans are generally held-for-investment or placed into
Previous wording
housing, primarily utilizing tax-exempt bonds through Red Stone, a subsidiary. In addition, we acquire
Current wording
housing, primarily utilizing tax-exempt bonds through Ready Capital Affordable, a subsidiary. In addition,
Previous wording
LMM loans as part of our business strategy. We hold performing LMM loans to term and seek to maximize
Current wording
we acquire LMM loans as part of our business strategy. We hold performing LMM loans to term and seek
Previous wording
the value of the non-performing LMM loans acquired by us through borrower-based resolution strategies.
Current wording
to maximize the value of the non-performing LMM loans acquired by us through borrower-based resolution
Previous wording
We typically acquire non-performing loans at a discount to their unpaid principal balance when we believe
Current wording
strategies. We typically acquire non-performing loans at a discount to their unpaid principal balance when
Previous wording
that resolution of the loans will provide attractive risk-adjusted returns.
Current wording
we believe that resolution of the loans will provide attractive risk-adjusted returns.
Previous wording
under the SBA Section 7(a) Program through our subsidiary, ReadyCap Lending. We hold an SBA license
Current wording
under the SBA Section 7(a) Program through our subsidiary, ReadyCap Lending, LLC. We hold an SBA
Previous wording
as one of only 20 non-bank Small Business Lending Companiesand have been granted preferred lender
Current wording
license as one of only 16 non-bank Small Business Lending Companiesand have been granted preferred
Previous wording
status by the SBA. These originated loans are either held-for-investment, placed into securitization
Current wording
lender status by the SBA. These originated loans are either held-for-investment, placed into securitization
Previous wording
structures, orsold. In addition, we acquire, originate and service USDA loans through our subsidiary,
Current wording
structures, orsold. In addition, we originate and service USDA loans through our subsidiary, ReadyCap
Previous wording
Madison One, as well as originate and service small business loans through our subsidiary iBusiness
Current wording
Commercial, as well as originate and service small business loans through our subsidiary iBusiness Funding
Previous wording
We are organized and conduct our operations to qualify as a REIT under the Code. To qualify as a REIT, we are required
Current wording
We are organized and conduct our operations to qualify as a REIT under the Internal Revenue Code of 1986, as
Previous wording
to annually distribute substantially all of our net taxable income, excluding capital gain, to stockholders. To the extent
Current wording
excluding capital gain, to stockholders. To the extent that we do not distribute all of our net capital gain, or distribute at
Previous wording
income, as adjusted, we will be required to pay U.S. federal corporate income tax on the undistributed income. We are
Current wording
least 90%, but less than 100%, of our REIT taxable income, as adjusted, we will be required to pay U.S. federal
Previous wording
organized in a traditional UpREIT format pursuant to which we serve as the general partner of, and conduct substantially
Current wording
(UpREIT) format pursuant to which we serve as the general partner of, and conduct substantially all of our business
Previous wording
all of our business through, our operating partnership. We also intend to operate our business in a manner that will
Current wording
through, Sutherland Partners, LP (our “operating partnership”). We also intend to operate our business in a manner that
Previous wording
permit us to be excluded from registration as an investment company under the 1940 Act.
Current wording
will permit us to be excluded from registration as an investment company under the 1940 Act.
Previous wording
United Development Funding IV. On November 29, 2024, the Company entered into a definitive merger agreement
Current wording
United Development Funding IV. On March 13, 2025, pursuant to the terms of the Agreement and Plan of Merger,
Previous wording
with UDF IV, a real estate investment trust providing capital solutions to residential real estate developers and regional
Current wording
providing capital solutions to residential real estate developers and regional homebuilders, (the “UDF IV Merger”). At
Previous wording
and the assets acquired and liabilities assumed as a result of the Broadmark Merger.
Current wording
about the UDF IV Merger and the assets acquired and liabilities assumed as a result of the UDF IV Merger.
Previous wording
("LaaS") and LenderAI product offerings. Refer to Notes 1 and 5, included in Part II, Item 8, “Financial Statements and
Current wording
and LenderAI product offerings. Refer to Notes 1 and 5, included in Part II, Item 8, “Financial Statements and
Previous wording
results may also be impacted by our available borrowing capacity, conditions in the financial markets, credit losses in
Current wording
borrowing capacity, conditions in the financial markets, credit losses in excess of initial estimates or unanticipated credit
Previous wording
excess of initial estimates or unanticipated credit events experienced by borrowers whose loans are held directly by us or
Current wording
events experienced by borrowers whose loans are held directly by us or are included in our MBS. Difficult market
Previous wording
are included in our MBS. Difficult market conditions as well as inflation, energy costs, geopolitical issues, health
Current wording
conditions as well as inflation, energy costs, geopolitical issues, health epidemics and outbreaks of contagious diseases,
Previous wording
epidemics and outbreaks of contagious diseases, unemployment and the availability and cost of credit are factors which
Current wording
unemployment and the availability and cost of credit are factors which could also impact our operating results.
Previous wording
Changes in Market Interest Rates. We own and expect to acquire or originate fixed rate mortgages and floating rate
Current wording
Changes in Market Interest Rates. We own and expect to acquire or originate fixed rate and floating rate loans with
Previous wording
mortgages with maturities ranging from two to 30 years. Our loans typically have amortization periods of 15 to 30 years
Current wording
maturities ranging from two to 30 years. Our loans typically have amortization periods of 15 to 30 years or balloon
Previous wording
or balloon payments due in two to 10 years. Fixed rate mortgage loans bear interest that is fixed for the term of the loan
Current wording
payments due in two to 10 years. Fixed rate loans bear interest that is fixed for the term of the loan and we typically
Previous wording
and we typically utilize derivative financial and hedging instruments in an effort to hedge the interest rate risk associated
Current wording
utilize derivative financial and hedging instruments in an effort to hedge the interest rate risk associated with such fixed
Previous wording
with such fixed rate mortgages. As of December 31, 2024, all fixed rate loans are match funded in securitization.
Current wording
rate loans. As of December 31, 2025, all fixed rate loans are match funded in securitization. Floating rate loans generally
Previous wording
Floating rate mortgage loans generally have an adjustable interest rate equal to the sum of a fixed spread plus an index
Current wording
have an adjustable interest rate equal to the sum of a fixed spread plus an index rate, such as SOFR, which typically
Previous wording
rate, such as the SOFR, which typically resets monthly. As of December 31, 2024, approximately 84% of the loans in
Current wording
resets monthly. As of December 31, 2025, approximately 81% of the loans in our portfolio were floating rate loans, and
Previous wording
Current market conditions. During thefourth quarter, macroeconomic concerns persisted including uncertainty about the
Current wording
Current market conditions. During thefourth quarter, macroeconomic concerns persisted including global market
Showing the first 40 of 101 pairs. Open the source sections for the rest.
Rearranged current paragraphs (16)
Current report — wording carried from elsewhere
segments with the most attractive risk-adjusted returns.
Current report — wording carried from elsewhere
amended. To qualify as a REIT, we are required to annually distribute substantially all of our net taxable income,
Current report — wording carried from elsewhere
corporate income tax on the undistributed income. We are organized in a traditional umbrella partnership REIT
Current report — wording carried from elsewhere
included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Form 10-K, for more information
Current report — wording carried from elsewhere
December 31, 2024. Thedecrease in the distributable earnings reconciling items is primarily due to a decrease in the
Current report — wording carried from elsewhere
$249.5 million from December 31, 2024, primarily due to net cash provided by investing and operating activities,
Current report — wording carried from elsewhere
(2)Interest on the senior secured notes is payable semiannually on March 1 and September 1 of each year.
Current report — wording carried from elsewhere
event of a change in control and a downgrade of the rating on the 2026 Senior Secured Notes in connection therewith, as
Current report — wording carried from elsewhere
Guarantors, including maintenance of minimum liquidity, minimum tangible net worth, maximum debt to net worth ratio
Current report — wording carried from elsewhere
expenses. The 2028 Senior Secured Notes are fully and unconditionally guaranteed by the Company and other direct or
Current report — wording carried from elsewhere
The 2028 Senior Secured Notes are redeemable by ReadyCap Holdings following a non-call period, through the
Current report — wording carried from elsewhere
that decreases the closer the 2028 Senior Secured Notes are to maturity. ReadyCap Holdings is required to offer to
Current report — wording carried from elsewhere
event of a change in control and a downgrade of the rating on the 2028 Senior Secured Notes in connection therewith, as
Current report — wording carried from elsewhere
set forth more fully in the note purchase agreement governing the 2028 Senior Secured Notes.
Current report — wording carried from elsewhere
The 2028 Senior Secured Notes were issued pursuant to a note purchase agreement, which contains certain customary
Current report — wording carried from elsewhere
Guarantors, including maintenance of minimum tangible net worth, maximum debt to net worth ratio and limitations on
Rearranged previous paragraphs (12)
Previous report — wording carried elsewhere
report our activities in the following two operating segments:
Previous report — wording carried elsewhere
that we do not distribute all of our net capital gain, or distribute at least 90%, but less than 100%, of our REIT taxable
Previous report — wording carried elsewhere
Merger Sub remaining as a wholly owned subsidiary of the operating partnership. As a result of the Broadmark Merger,
Previous report — wording carried elsewhere
could also impact our operating results.
Previous report — wording carried elsewhere
•Real estate owned, held for sale includes assets of consolidated VIEs.
Previous report — wording carried elsewhere
certain charge-offs and losses realized on sales of real estate owned assets and LMM loans.
Previous report — wording carried elsewhere
certain charge-offs and losses realized on sales of real estate owned assets and LMM loans.
Previous report — wording carried elsewhere
$182.8 million from December 31, 2023, primarily due to netcash used for financing activities, partially offset by net
Previous report — wording carried elsewhere
cash provided by investing and operating activities. The net cash used for financing activities primarily reflected the
Previous report — wording carried elsewhere
(4)Non-USD denominated repurchase agreements have been converted into USD for purposes of this disclosure.
Previous report — wording carried elsewhere
(3)Interest on the corporate debt is payable semiannually on June 30 and December 30 of each year.
Previous report — wording carried elsewhere
including maintenance of minimum liquidity, minimum tangible net worth, maximum debt to net worth ratio and