Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ~~YES~~Yes ☒ NONo ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ~~YES~~Yes ☒ NONo ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) ~~YES~~. Yes ☐ NONo ☒

As of ~~May 7, 2020,~~April 30, 2021, there were ~~76,650,996~~76,897,102 shares of the registrant’s common stock, $0.001 par value per share, ~~and 0 shares of the registrant’s Class A common stock, $0.001 par value per share,~~ outstanding.

This Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which reflect our current views with respect to, among other things, our operations and financial performance. You can identify these forward-looking statements by the use of words such as “outlook,” “believe,” “expect,” “potential,” “continue,” “may,” “should,” “seek,” “approximately,” “predict,” “intend,” “will,” “plan,” “estimate,” “anticipate,” the negative version of these words, other comparable words or other statements that do not relate strictly to historical or factual matters. By their nature, forward-looking statements speak only as of the date they are made, are not statements of historical fact or guarantees of future performance and are subject to risks, uncertainties, assumptions or changes in circumstances that are difficult to predict or quantify. Our expectations, beliefs and projections are expressed in good faith, and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs and projections will occur or be achieved, and actual results may vary materially from what is expressed in or indicated by the forward-looking statements.

There are a number of risks, uncertainties and other important factors that could cause our actual results to differ materially from the forward-looking statements contained in this Form 10-Q. Such risks, uncertainties and other important factors include, among others, the risks, uncertainties and factors set forth under the heading “Risk Factors” in this Form 10-Q and in our Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February ~~19, 2020,~~24, 2021, as such risk factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. Such risks, uncertainties and other factors include, but are not limited to, the following:

There may be other risks, uncertainties or factors that may cause our actual results to differ materially from the forward-looking statements, including risks, uncertainties, and factors disclosed under the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Form 10-Q. You should evaluate all forward-looking statements made in this Form 10-Q in the context of these risks, uncertainties and other factors.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. We caution you that the risks, uncertainties and other factors referenced above may not contain all of the risks, uncertainties and other factors that are important to you. In addition, we cannot assure you that we will realize the results, benefits or developments that we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our business in the way expected. All forward-looking statements in this Form 10-Q apply only as of the date made and are expressly qualified in their entirety by the cautionary statements included in this Form 10-Q and in other filings we make with the SEC. We undertake no obligation to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances, except as required by law.

Except where the context requires otherwise, the terms “Company,” “we,” “us,” and “our” refer to TPG RE Finance Trust, Inc., a Maryland corporation, and its subsidiaries; the term “Manager” refers to our external manager, TPG RE Finance Trust Management, L.P., a Delaware limited partnership; and the term “TPG” refers to TPG Global, LLC, a Delaware limited liability company, and its affiliates.

	March 31, 2020			December 31, 2019			March 31, 2021			December 31, 2020
ASSETS⁽¹⁾
Cash and Cash Equivalents	$	103,622		$	79,182		$	301,607		$	319,669
Restricted Cash		910			484			813			—
Accounts Receivable		6			2,344			755			785
Collateralized Loan Obligation Proceeds Held at Trustee								310,070			174
Accounts Receivable from Servicer/Trustee		35,448			13,741			177			418
Accrued Interest and Fees Receivable		28,213			28,107			29,229			27,391
Loans Held for Investment		5,096,353			4,980,389			4,580,179			4,516,400
Allowance for Credit Losses		(75,658	)		—			(56,641	)		(59,940	)
Loans Held for Investment, net (includes $2,687,849 and $2,585,030, respectively, pledged as collateral under secured revolving repurchase and secured credit agreements)		5,020,695			4,980,389
Investment in Available-for-Sale CRE Debt Securities, net (includes $603,605 and $786,408, respectively, pledged as collateral under secured revolving repurchase agreements)		604,801			787,552
Other Assets, Net		32,606			1,071
Loans Held for Investment, Net (includes $1,305,947 and $2,259,467, respectively, pledged as collateral under secured credit facilities)								4,523,538			4,456,460
Real Estate Owned								99,200			99,200
Other Assets								3,871			4,646
Total Assets	$	5,826,301		$	5,892,870			5,269,260		$	4,908,743
LIABILITIES AND STOCKHOLDERS’ EQUITY⁽¹⁾
LIABILITIES AND EQUITY⁽¹⁾
Liabilities
Accrued Interest Payable	$	5,173		$	6,665		$	2,379		$	2,630
Accrued Expenses and Other Liabilities		17,834			8,176			10,440			14,450
Secured Revolving Repurchase, Senior Secured, and Secured Credit Agreements (net of deferred financing costs of $9,545 and $11,632, respectively)		2,641,548			2,448,422
Collateralized Loan Obligations (net of deferred financing costs of $12,469 and $13,632, respectively)		1,812,052			1,806,428
Asset-Specific Financings (net of deferred financing costs of $200 and $294, respectively)		76,800			76,706
Secured Credit Agreements (net of deferred financing costs of $5,869 and $8,831, respectively)								854,998			1,514,028
Collateralized Loan Obligations (net of deferred financing costs of $16,338 and $9,192, respectively)								2,851,709			1,825,568
Mortgage Loan Payable (net of deferred financing costs of $783 and $853)								49,217			49,147
Payable to Affiliates		7,970			9,520			5,094			5,570
Deferred Revenue		289			164			1,682			1,418
Dividends Payable		33,222			32,835			15,510			29,481
Total Liabilities		4,594,888			4,388,916			3,791,029			3,442,292
Commitments and Contingencies—See Note 14
Stockholders’ Equity:
Preferred Stock ($0.001 par value per share; 100,000,000 shares authorized; 125 and 125 shares issued and outstanding, respectively)		—			—
Common Stock ($0.001 par value per share; 302,500,000 and 300,000,000 shares authorized, respectively; 76,650,996 and 74,886,113 shares issued and outstanding, respectively)		77			75
Class A Common Stock ($0.001 par value per share; 0 and 2,500,000 shares authorized, respectively; 0 and 1,136,665 shares issued and outstanding)		—			1
Commitments and Contingencies—See Note 15
Temporary Equity
Series B Cumulative Redeemable Preferred Stock ($0.001 par value per share; 13,000,000 and 13,000,000 shares authorized, respectively; 9,000,000 and 9,000,000 shares issued and outstanding, respectively)								201,003			199,551
Permanent Equity
Series A Preferred Stock ($0.001 par value per share; 100,000,000 shares authorized; 125 and 125 shares issued and outstanding, respectively)								—			—
Common Stock ($0.001 par value per share; 302,500,000 and 302,500,000 shares authorized, respectively; 76,897,102 and 76,787,006 shares issued and outstanding, respectively)								77			77
Additional Paid-in-Capital		1,545,024			1,530,935			1,559,685			1,559,681
Accumulated Deficit		(313,765	)		(28,108	)		(282,534	)		(292,858	)
Accumulated Other Comprehensive Income		77			1,051
Total Stockholders' Equity		1,231,413			1,503,954		$	1,277,228		$	1,266,900
Total Liabilities and Stockholders' Equity	$	5,826,301		$	5,892,870
Total Permanent Equity							$	1,277,228		$	1,266,900
Total Liabilities and Equity							$	5,269,260		$	4,908,743

	Three Months Ended March 31,						Three Months Ended March 31,
	2020			2019			2021			2020
INTEREST INCOME
Interest Income	$	81,749		$	76,601		$	58,148		$	81,749
Interest Expense		(38,457	)		(39,367	)		(20,290	)		(38,457	)
Net Interest Income		43,292			37,234			37,858			43,292
OTHER REVENUE
Other Income, net		328			422			96			328
Total Other Revenue		328			422			96			328
OTHER EXPENSES
Professional Fees		1,819			679			1,198			1,819
General and Administrative		980			692			1,030			980
Stock Compensation Expense		1,401			633			1,456			1,401
Servicing and Asset Management Fees		276			513			328			276
Management Fee		5,000			5,143			5,094			5,000
Incentive Management Fee		—			1,365
Total Other Expenses		9,476			9,025			9,106			9,476
Securities Impairments		(203,493	)		—			—			(203,493	)
Credit Loss Expense		(63,348	)		—
Credit Loss Benefit (Expense)								4,038			(63,348	)
Income (Loss) Before Income Taxes		(232,697	)		28,631			32,886			(232,697	)
Income Tax Expense, net		(93	)		(219	)		(931	)		(93	)
Net Income (Loss)	$	(232,790	)	$	28,412		$	31,955		$	(232,790	)
Preferred Stock Dividends		(3	)		(3	)
Series A Preferred Stock Dividends								(4	)		(3	)
Series B Cumulative Redeemable Preferred Stock Dividends								(6,120	)		—
Net Income (Loss) Attributable to TPG RE Finance Trust, Inc.	$	(232,793	)	$	28,409		$	25,831		$	(232,793	)
Basic Earnings (Loss) per Common Share	$	(3.05	)	$	0.42
Diluted Earnings (Loss) per Common Share	$	(3.05	)	$	0.42
Earnings (Loss) per Common Share, Basic							$	0.32		$	(3.05	)
Earnings (Loss) per Common Share, Diluted							$	0.30		$	(3.05	)
Weighted Average Number of Common Shares Outstanding
Basic:		76,465,322			68,294,736			76,895,615			76,465,322
Diluted:		76,465,322			68,294,736			80,673,236			76,465,322
OTHER COMPREHENSIVE INCOME (LOSS)
Net Income (Loss)	$	(232,790	)	$	28,412		$	31,955		$	(232,790	)
Unrealized Gain (Loss) on Available-for-Sale Debt Securities		(974	)		106
Unrealized Loss on Available-for-Sale Debt Securities								—			(974	)
Comprehensive Net Income (Loss)	$	(233,764	)	$	28,518		$	31,955		$	(233,764	)

																												Permanent Equity																										Temporary Equity
																												Series A Preferred Stock				Common Stock				Class A Common Stock
																												Shares		Par Value		Shares		Par Value		Shares			Par Value			Additional Paid- in-Capital			Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Total Stockholders' Equity			Series B Preferred Stock
January 1, 2021																													125	$	—		76,787,006	$	77		—		$	—		$	1,559,681		$	(292,858	)	$	—		$	1,266,900		$	199,551
Issuance of Common Stock																													—		—		110,096		—		—			—			—			—			—			—			—
Amortization of Share-Based Compensation																													—		—		—		—		—			—			1,456			—			—			1,456			—
Net Income																													—		—		—		—		—			—			—			31,955			—			31,955			—
Dividends on Preferred Stock																													—		—		—		—		—			—			—			(6,124	)		—			(6,124	)		—
Accretion of Discount on Series B Cumulative Redeemable Preferred Stock																													—		—		—		—		—			—			(1,452	)		—			—			(1,452	)		1,452
Dividends on Common Stock (Dividends Declared per Share of $0.20)																													—		—				—		—			—			—			(15,507	)		—			(15,507	)		—
March 31, 2021																													125	$	—		76,897,102	$	77		—		$	—		$	1,559,685		$	(282,534	)	$	—		$	1,277,228		$	201,003

																												Permanent Equity																										Temporary Equity
	Preferred Stock				Common Stock					Class A Common Stock						Additional						Accumulated Other						Series A Preferred Stock				Common Stock				Class A Common Stock
	Shares		Par Value		Shares			Par Value		Shares			Par Value			Paid- in-Capital			Accumulated Deficit			Comprehensive Income (Loss)			Total Equity			Shares		Par Value		Shares		Par Value		Shares			Par Value			Additional Paid- in-Capital			Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Total Stockholders' Equity			Series B Preferred Stock
January 1, 2020		125	$	—		74,886,113		$	75		1,136,665		$	1		$	1,530,935		$	(28,108	)	$	1,051		$	1,503,954			125	$	—		74,886,113	$	75		1,136,665		$	1		$	1,530,935		$	(28,108	)	$	1,051		$	1,503,954		$	—
Issuance of Common Stock		—		—		628,218			1		—			—			12,894			—			—			12,895			—		—		628,218		1		—			—			12,894			—			—			12,895			—
Conversions of Class A Common Stock to Common Stock		—		—		1,136,665			1		(1,136,665	)		(1	)		—			—			—			—			—		—		1,136,665		1		(1,136,665	)		(1	)		—			—			—			—			—
Equity Issuance, Shelf Registration, and Equity Distribution Agreement Transaction Costs		—		—		—			—		—			—			(206	)		—			—			(206	)		—		—		—		—		—			—			(206	)		—			—			(206	)		—
Amortization of Share Based Compensation		—		—		—			—		—			—			1,401			—			—			1,401
Amortization of Share-Based Compensation																													—		—		—		—		—			—			1,401			—			—			1,401			—
Cumulative Effect of Adoption of ASU 2016-13 (See Note 2)		—		—		—			—		—			—			—			(19,645	)		—			(19,645	)		—		—		—		—		—			—			—			(19,645	)		—			(19,645	)		—
Net Loss		—		—		—			—		—			—			—			(232,790	)		—			(232,790	)		—		—		—		—		—			—			—			(232,790	)		—			(232,790	)		—
Other Comprehensive Loss		—		—		—			—		—			—			—			—			(974	)		(974	)		—		—		—		—		—			—			—			—			(974	)		(974	)		—
Dividends on Preferred Stock		—		—		—			—		—			—			—			(3	)		—			(3	)		—		—		—		—		—			—			—			(3	)		—			(3	)		—
Dividends on Common Stock (Dividends Declared per Share of $0.43)		—		—		—			—		—			—			—			(33,219	)		—			(33,219	)		—		—		—		—		—			—			—			(33,219	)		—			(33,219	)		—
March 31, 2020		125	$	—		76,650,996		$	77		—		$	—		$	1,545,024		$	(313,765	)	$	77		$	1,231,413			125	$	—		76,650,996	$	77		—		$	—		$	1,545,024		$	(313,765	)	$	77		$	1,231,413		$	—

	Preferred Stock				Common Stock					Class A Common Stock						Additional						Accumulated Other
	Shares		Par Value		Shares			Par Value		Shares			Par Value			Paid- in-Capital			Accumulated Deficit			Comprehensive Income (Loss)			Total Equity
January 1, 2019		—	$	—		66,020,387		$	67		1,143,313		$	1		$	1,355,002		$	(25,915	)	$	(1,985	)	$	1,327,170
Issuance of Common Stock		—		—		6,000,000			6		—			—			119,094			—			—			119,100
Repurchases of Common Stock		—		—		(2,324	)		—		—			—			—			(42	)		—			(42	)
Issuance of Series A Preferred Stock		125		—		—			—		—			—			125			—			—			125
Equity Issuance, Shelf Registration, and Equity Distribution Agreement Transaction Costs		—		—		—			—		—			—			(300	)		—			—			(300	)
Amortization of Share Based Compensation		—		—		—			—		—			—			633			—			—			633
Net Income		—		—		—			—		—			—			—			28,412			—			28,412
Other Comprehensive Income		—		—		—			—		—			—			—			—			106			106
Dividends on Preferred Stock		—		—		—			—		—			—			—			(3	)		—			(3	)
Dividends on Common Stock (Dividends Declared per Share of $0.43)		—		—		—			—		—			—			—			(31,160	)		—			(31,160	)
Dividends on Class A Common Stock (Dividends declared per Share of $0.43)		—		—		—			—		—			—			—			(492	)		—			(492	)
March 31, 2019		125	$	—		72,018,063		$	73		1,143,313		$	1		$	1,474,554		$	(29,200	)	$	(1,879	)	$	1,443,549

	Three Months Ended March 31,						Three Months Ended March 31,
	2020			2019			2021			2020
Cash Flows from Operating Activities:
Net Income (Loss)	$	(232,790	)	$	28,412		$	31,955		$	(232,790	)
Adjustment to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities:
Amortization and Accretion of Premiums, Discounts and Loan Origination Fees, net		(3,194	)		(3,627	)
Amortization and Accretion of Premiums, Discounts and Loan Origination Fees, Net								(1,600	)		(3,194	)
Amortization of Deferred Financing Costs		3,340			4,698			3,818			3,340
Securities Impairments		203,493			—
Increase in Capitalized Accrued Interest								(816	)		—
Loss on Sales of Loans Held for Investment and CRE Debt Securities, Net								—			203,493
Stock Compensation Expense		1,401			633			1,456			1,401
Allowance for Credit Loss Expense		63,348			—
(Benefit) Allowance for Credit Loss Expense								(4,038	)		63,348
Cash Flows Due to Changes in Operating Assets and Liabilities:
Accounts Receivable		2,338			25			30			2,338
Accrued Interest Receivable		102			(3,143	)		(1,447	)		102
Accrued Expenses and Other Liabilities		2,748			(3,616	)		(3,329	)		2,748
Accrued Interest Payable		(1,533	)		1,818			(250	)		(1,533	)
Payable to Affiliates		(1,550	)		490			(478	)		(1,550	)
Deferred Fee Income		125			151			264			125
Other Assets		(302	)		192			775			(302	)
Net Cash Provided by Operating Activities		37,526			26,033			26,340			37,526
Cash Flows from Investing Activities:
Origination of Loans Held for Investment		(351,650	)		(628,460	)		(37,091	)		(351,650	)
Advances on Loans Held for Investment		(61,720	)		(57,394	)		(29,566	)		(61,720	)
Principal Repayments of Loans Held for Investment		312,687			359,065			4,314			312,687
Purchase of Available-for-Sale CRE Debt Securities		(168,888	)		(263,868	)		—			(168,888	)
Sales and Principal Repayments of Available-for-Sale CRE Debt Securities		86,439			586			—			86,439
Net Cash Used in Investing Activities		(183,132	)		(590,071	)		(62,343	)		(183,132	)
Cash Flows from Financing Activities:
Payments on Collateralized Loan Obligations		—			(233,557	)		(4,212	)		—
Payments on Secured Financing Agreements - Loan Investments		(337,306	)		(264,615	)
Proceeds from Secured Financing Agreements - Loan Investments		612,861			760,878
Payments on Secured Financing Agreements - CRE Debt Securities		(216,638	)		(387	)
Proceeds from Secured Financing Agreements - CRE Debt Securities		132,122			227,861
Proceeds from Collateralized Loan Obligation								728,434			—
Payments on Secured Credit Agreements - Loan Investments								(661,991	)		(337,306	)
Proceeds from Secured Credit Agreements - Loan Investments								—			612,861
Payments on Secured Credit Agreements - CRE Debt Securities								—			(216,638	)
Proceeds from Secured Credit Agreements - CRE Debt Securities								—			132,122
Payment of Deferred Financing Costs		(421	)		(1,176	)		(7,875	)		(421	)
Payments to Repurchase Common Stock		—			(42	)
Proceeds from Issuance of Preferred Stock		—			125
Proceeds from Issuance of Common Stock		12,895			119,100			—			12,895
Dividends Paid on Common Stock		(32,551	)		(28,546	)		(29,482	)		(32,551	)
Dividends Paid on Class A Common Stock		(284	)		(492	)		—			(284	)
Dividends Paid on Series B Cumulative Redeemable Preferred Stock								(6,120	)		—
Payment of Equity Issuance and Equity Distribution Agreement Transaction Costs		(206	)		—			—			(206	)
Net Cash Provided by Financing Activities		170,472			579,149			18,754			170,472
Net Change in Cash, Cash Equivalents, and Restricted Cash		24,866			15,111			(17,249	)		24,866
Cash, Cash Equivalents and Restricted Cash at Beginning of Period		79,666			40,720			319,669			79,666
Cash, Cash Equivalents and Restricted Cash at End of Period	$	104,532		$	55,831		$	302,420		$	104,532
Supplemental Disclosure of Cash Flow Information:
Interest Paid	$	36,090		$	34,567		$	16,723		$	36,090
Taxes Paid		4			10		$	852		$	4
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Principal Repayments of Loans Held for Investment Held by Servicer/Trustee, net	$	881		$	6,562
Sales and Principal Repayments of Available-for-Sale CRE Debt Securities Held by Servicer/Trustee, net		33,983			47
Collateralized Loan Obligation Proceeds Held at Trustee							$	308,916		$	—
Dividends Declared, not paid		33,222			31,598		$	15,510		$	33,222
Accrued Equity Issuance and Transaction Costs		—			300
Principal Repayments of Loans Held for Investment Held by Servicer/Trustee, Net							$	1,154		$	881
Change in Accrued Deferred Financing Costs		484			532		$	58		$	484
Unrealized Gain (Loss) on Available-for-Sale CRE Debt Securities		(974	)		106
Sales and Principal Repayments of Available-for-Sale CRE Debt Securities Held by Servicer/Trustee, Net							$	—		$	33,983
Unrealized Loss on Available-for-Sale CRE Debt Securities							$	—		$	(974	)

TPG RE Finance Trust, Inc. (together with its consolidated subsidiaries, “we,” “us,” “our” or the “Company”) is ~~a Maryland corporation that was incorporated on October 24, 2014 and commenced operations on December 18, 2014 (“Inception”). We are~~ organized as a holding company and ~~conduct our~~conducts its operations primarily through TPG RE Finance Trust Holdco, LLC (“Holdco”), a Delaware limited liability company that is wholly owned by the Company, and Holdco’s direct and indirect subsidiaries. ~~We conduct our~~The Company conducts its operations as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. WeThe Company is generally ~~will~~ not be subject to U.S. federal income taxes on ~~our~~its REIT taxable income to the extent that weit annually ~~distribute~~distributes all of ~~our~~its REIT taxable income to stockholders and maintain ~~our~~its qualification as a REIT. WeThe Company also ~~operate our~~operates its business in a manner that permits usit to maintain an exclusion from registration under the Investment Company Act of 1940, as amended.

The Company’s principal business activity is to directly originate and acquire a diversified portfolio of commercial real estate related assets, consisting primarily of first mortgage loans and senior participation interests in first mortgage loans secured by institutional-quality properties in primary and select secondary markets in the United States. The Company ~~also invests~~has in the past invested in commercial real estate debt securities (“CRE debt securities”) ~~including~~, primarily investment-grade commercial mortgage-backed securities (“CMBS”) and commercial real estate collateralized loan obligation securities (“CRE CLOs”).

The interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The interim consolidated financial statements include the Company’s accounts, consolidated variable interest entities for which the Company is the primary beneficiary, and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated. The Company believes it has made all necessary adjustments, consisting of only normal recurring items, so that the consolidated financial statements are presented fairly and that estimates made in preparing the consolidated financial statements are reasonable and prudent. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These interim consolidated financial statements should be read in conjunction with the Company’s Form 10-K filed with the SEC on February 24, 2021.

The ~~recent outbreak of the~~ coronavirus pandemic (“COVID-19”) ~~around the globe continues to adversely impact global commercial activity and~~resulted in broad challenges globally, has contributed to significant volatility in financial ~~markets.~~markets and continues to adversely impact global commercial activity. The impact of the outbreak has ~~been~~evolved rapidly ~~evolving~~ around the globe, with ~~several~~many countries taking drastic measures to limit the spread of the virus by instituting quarantines or lockdowns and imposing travel restrictions. Such actions ~~are creating~~have created significant disruptions to global supply chains, and adversely ~~impacting~~impacted several industries, including but not limited to, airlines, hospitality, retail and the broader real estate industry.

~~The major disruption caused by~~ COVID-19 brought to a halt most economic activity in most of the United States resulting in a significant increase in unemployment claims and will likely result in a significant decline in the U.S. Gross Domestic Product.

~~COVID-19 could have~~has had a continued and prolonged adverse impact on economic and market conditions and ~~trigger~~triggered a period of global economic slowdown which has and could continue to have a material adverse effect on the Company’s results and financial condition. Many jurisdictions have re-opened with social distancing measures implemented to curtail the spread of COVID-19, and multiple vaccines have been approved for use in the United States. Although the Company has observed preliminary signs of economic recovery, the Company cannot predict the time required for a meaningful economic recovery to take place. Additional surges in new cases of COVID-19 and mutated strains of the virus have caused additional quarantines and lockdowns, which could delay any economic recovery. The nationwide vaccination program is ongoing and its effectiveness remains uncertain. These factors could further materially and adversely affect the Company’s results and financial condition.

The full impact of COVID-19 on the real estate industry, the credit markets and consequently on the Company’s financial condition and results of operations is uncertain and cannot be predicted ~~at the current time as~~currently since it depends on several factors beyond the control of the Company including, but not limited to (i) the uncertainty ~~around~~surrounding the severity and duration of the outbreak, including possible recurrences and differing economic and social impacts of the outbreak in various regions of the United States, (ii) the effectiveness of the United States public health response, (iii) the pandemic’s impact on the ~~U.S.~~United States and global economies, (iv) the timing, scope and effectiveness of additional governmental responses to the pandemic, (v) the timing and speed of economic recovery, including the availability of a treatment ~~or vaccination~~and effectiveness of vaccines approved for COVID-19, (vi) changes in how certain

types of commercial property are used while maintaining social distancing and ~~(vi)~~other techniques intended to control the impact of COVID-19, and (vii) the negative impact on the Company’s borrowers, real estate values and cost of capital.

Certain amounts in the Company’s prior period consolidated financial statements have been reclassified to conform to the presentation of the Company’s current period consolidated financial statements. These reclassifications had no effect on the Company’s previously reported net income. ~~These reclassifications include the separate presentation of stock compensation on the consolidated statements of income and comprehensive income, and~~Amounts related to Collateralized Loan Obligation Proceeds Held at Trustee were reclassified from ~~the disaggregation of proceeds and payments~~Accounts Receivable from ~~secured financing agreements secured by loans and secured financing agreements secured by CRE debt securities on the consolidated statements of cash flows.~~Servicer/Trustee balance in prior period balance sheet to conform to current period presentation.

The preparation of the interim consolidated financial statements in conformity with GAAP requires estimates of assets, liabilities, revenues, expenses and disclosure of contingent assets and liabilities at the date of the interim consolidated financial statements. Actual results could differ from management’s estimates, and such differences could be material. Significant estimates made in the interim consolidated financial statements include, but are not limited ~~to: impairment;~~to, the adequacy of ~~provisions~~our allowance for credit ~~losses;~~losses and the valuation inputs related thereto and the valuation of financial instruments. Actual amounts and values as of the balance sheet dates may be materially different than the amounts and values reported due to the inherent uncertainty in the estimation process and the limited availability of observable pricing inputs due to market dislocation resulting from the COVID-19 pandemic. Also, future amounts and values could differ materially from those estimates due to changes in values and circumstances after the balance sheet date and the limited availability of observable prices.

Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810—Consolidation (“ASC 810”) provides guidance on the identification of a ~~VIE (a~~ variable interest entity (“VIE”), for which control is achieved through means other than voting ~~rights)~~rights, and the determination of which business enterprise, if any, should consolidate the VIE. An entity is considered a VIE if any of the following applies: (1) the equity investors (if any) lack one or more of the essential characteristics of a controlling financial interest; (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support; or (3) the equity investors have voting rights that are not proportionate to their economic interests and the activities of the entity involve or are conducted on behalf of an investor with a disproportionately small voting interest. The Company consolidates VIEs in which itthe Company is considered to be the primary beneficiary. The primary beneficiary is defined as the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the VIE’s performance; and (2) the obligation to absorb losses and right to receive the returns from the VIE that would be significant to the VIE. The Company determined that TRTX 2021-FL4, a collateralized loan obligation issued on March 31, 2021, is a VIE and is consolidated in accordance with GAAP. See Note 6 for details regarding issuance of TRTX 2021-FL4.

At each reporting date, the Company reconsiders its primary beneficiary ~~conclusion~~conclusions for all its VIEs to determine if its obligation to absorb losses of, or its rights to receive benefits from, the VIE could potentially be more than insignificant, and will consolidate or not consolidate ~~accordingly (see~~in accordance with GAAP. See Note 56 for ~~details).~~details.

Interest income on loans is accrued using the interest method based on the contractual terms of the loan, adjusted for expected or realized credit ~~impairment,~~losses, if any. The objective of the interest method is to arrive at periodic interest income, including recognition of fees and costs, at a constant effective yield. Premiums, discounts, and origination fees are amortized or accreted into interest income over the lives of the loans using the interest method, or on a straight-line basis when it approximates the interest method. Extension and modification fees are accreted into income on a straight-line basis, when it approximates the interest method, over the related extension or modification period. Exit fees are accreted into interest income on a straight-line basis, when it approximates the interest method, over the lives of the loans to which they relate unless they can be waived by the Company or a co-lender in connection with a loan ~~refinancing.~~refinancing, or if timely collection of principal and interest is doubtful. Prepayment penalties from borrowers are recognized as interest income when received. Certain of the Company’s loan investments have in the past, and ~~will likely~~may in the future, provide for additional interest based on the borrower’s operating cash flow or appreciation of the underlying collateral. Such amounts are considered contingent interest and are reflected as interest income only upon certainty of collection. Certain of the Company’s loan investments have in the past, and ~~will likely~~may in the future, provide for the accrual of interest (in part, or in whole) instead of its current payment in cash, with the accrued interest (“PIK interest”) added to the unpaid principal balance of the loan. Such PIK interest is recognized currently as interest income unless the Company concludes eventual collection is unlikely, in which case ~~a collection reserve is recorded or~~ the PIK interest is written off.

All interest accrued but not received for loans placed on non-accrual status is subtracted from interest income at the time the loan is placed on non-accrual status. Based on the Company’s judgment as to the collectability of principal, a loan on non-accrual status is either accounted for on a cash basis, where interest income is recognized only upon receipt of cash for interest payments, or on a cost-recovery basis, where all cash receipts reduce the loan’s carrying value, and interest income is only recorded when such carrying value has been fully recovered.

Loans that the Company has the intent and ability to hold for the foreseeable future, or until maturity or repayment, are reported at their outstanding principal balances net of ~~any~~ cumulative charge-offs, interest applied to principal (for loans accounted for using the cost recovery method), unamortized premiums, discounts, ~~unamortized net~~ loan origination fees and costs. Loan origination fees and direct loan origination costs are deferred and recognized in interest income over the estimated life of the loans using the interest method, or on a straight-line basis when it approximates the interest method, adjusted for actual prepayments.Accrued but not yet collected interest is separately reported as accrued interest and fees receivable on the Company’s consolidated balance sheets.

When loans are designated as held for investment, the Company’s intent is to hold the loans for the foreseeable future or until maturity or repayment. If subsequent changes in real estate or capital markets occur, the Company may change its intent or its assessment of its ability to hold these loans. Once a determination has been made to sell such loans, they are immediately transferred to loans held for sale and carried at the lower of cost or fair ~~value.~~value in accordance with GAAP.

Loans are placed on non-accrual status when the full and timely collection of principal and interest is doubtful, generally ~~when~~when: management determines that the borrower is incapable of, or has ceased efforts toward, curing the cause of a default; the loan becomes 90 days or more past due for principal and ~~interest.~~interest; or the loan experiences a maturity default. The Company considers an account past due when an obligor fails to pay substantially all (defined as 90%) of the scheduled ~~payment~~contractual payments by the due date. In each case, the period of delinquency is based on the number of days payments are contractually past due. All interest accrued but not received for loans placed on non-accrual status is subtracted from interest income at the time the loan is placed on non-accrual. Payments received on non-accrual loans are accounted for using either the cash method, or the cost recovery method which applies any cash collected to first reduce the principal balance. A loan may be returned to accrual status if all delinquent principal and interest payments are brought current, and collectability of the remaining principal and interest payments in accordance with the loan agreement is reasonably assured. Loans that in the judgment of the Company’s external manager, TPG RE Finance Trust Management, L.P., a Delaware limited partnership (the “Manager”), are adequately secured and in the process of collection are maintained on accrual status, even if they are 90 days or more past due.

A loan is accounted for and reported as a troubled debt restructuring (“TDR”) when, for economic or legal reasons, the Company grants a concession to a borrower experiencing financial difficulty that wethe Company would not otherwise consider. The Company does not consider ~~as a concession~~ a restructuring that includes an insignificant delay in ~~payment.~~payment as a concession. A delay may be considered insignificant if the payments subject to the delay are insignificant relative to the unpaid principal balance of the loan or collateral value, and the contractual amount due, or the delay in timing of the restructured payment period, is insignificant relative to the frequency of payments, the debt’s original contractual maturity or original expected duration.

TDRs that are performing and on accrual status as of the date of the modification remain on accrual status. TDRs that are ~~nonperforming~~non-performing as of the date of modification usually remain on non-accrual status until the prospect of future payments in accordance with the modified loan agreement is reasonably assured, which is generally demonstrated when the borrower maintains compliance with the restructured terms for a predetermined ~~period, normally at least six months.~~period. TDRs with temporary below-market concessions remain designated as a TDR regardless of the accrual or performance status until the loan is paid off. However, if the TDR loan has been modified in a subsequent restructure with market terms and the borrower is not currently experiencing financial difficulty, then the loan may be de-designated as a TDR.

~~The allowance for credit losses is measured under~~On January 1, 2020, the Company adopted Accounting Standard Update (“ASU”) 2016-13, Financial Instruments-Credit Losses, and subsequent amendments, which replaced the incurred loss methodology with an expected loss model known as the Current Expected Credit Loss ~~(“CECL”~~("CECL") model. The initial CECL reserve recorded on January 1, 2020 is reflected as a direct charge to retained earnings on the Company’s consolidated statements of changes in equity. Subsequent changes to the CECL reserve are recognized through net income on the Company’s consolidated statements of income (loss) and comprehensive income (loss). The

allowance for credit losses measured under the CECL accounting framework represents an estimate of current expected losses for the Company’s existing portfolio of loans held for investment, and is presented as a valuation reserve on the Company’s consolidated balance sheets. Expected credit losses inherent in non-cancelable unfunded loan commitments are accounted for as separate liabilities included in accrued expenses and other liabilities on the consolidated balance sheets. The allowance for credit losses for loans held for investment, as reported in the Company’s consolidated balance sheets, is adjusted by a credit loss ~~expense,~~benefit (expense), which is reported in earnings in the consolidated statements of income (loss) and comprehensive income (loss) and reduced by the charge-off of loan amounts, net of recoveries and additions related to purchased credit-deteriorated (“PCD”) assets, if relevant. The allowance for credit losses includes a modeled component and an individually-assessed component. The Company has elected to not measure an allowance for credit losses on accrued interest receivables related to all of its loans held for investment because it writes off uncollectable accrued interest receivable in a timely manner pursuant to its non-accrual policy, described above.

The Company considers key credit quality indicators in underwriting loans and estimating credit losses, including but not limited to: the capitalization of borrowers and sponsors; the expertise of the borrowers and sponsors in a particular real estate sector and geographic market; collateral type; geographic region; use and occupancy of the property; property market value; loan-to-value (“LTV”) ratio; loan amount and lien position; debt service and coverage ratio; the Company’s risk rating for the same and similar loans; and prior experience with the borrower and sponsor. This information is used to assess the financial and operating capability, experience and profitability of the sponsor/borrower. Ultimate repayment of the Company’s loans is sensitive to interest rate changes, general economic conditions, liquidity, LTV ratio, existence of a liquid investment sales market for commercial properties, and availability of replacement short-term or long-term financing. The loans in the Company’s commercial mortgage loan portfolio are secured by collateral in the following property types: office; multifamily; hotel; mixed-use; condominium; ~~retail;~~ and ~~land.~~retail.

The Company’s loans are typically collateralized by real estate, or in the case of mezzanine loans, by a partnership interest or similar equity interest in an entity that owns real estate. As a result, the Company regularly evaluates on a loan-by-loan basis, typically no less frequently than quarterly, the extent and impact of any credit deterioration associated with the performance and/or value of the underlying collateral property, and the financial and operating capability of the borrower/sponsor. The Company also evaluates the financial strength of loan guarantors, if any, and the borrower’s competency in managing and operating the property or properties. In addition, the Company considers the overall economic environment, real estate sector, and geographic sub-market in which the borrower operates. Such analyses are completed and reviewed by asset management personnel and evaluated by senior management, who utilize various data sources, including, to the extent available (i) periodic financial data such as property occupancy, tenant profile, rental rates, operating expenses, the borrower’s exit plan, and capitalization and discount rates, (ii) site inspections, (iii) sales and financing comparables, (iv) current credit spreads for refinancing and (v) other market data.

Quarterly, the Company evaluates the risk of all loans and assigns a risk rating based on a variety of factors, grouped as follows: (i) loan and credit structure, including the as-is LTV ~~and~~ structural features; (ii) quality and stability of real estate value and operating cash flow, including debt yield, property type, dynamics of the geography, property type and local market, physical condition, stability of cash flow, leasing velocity and quality and diversity of tenancy; (iii) performance against underwritten business plan; and (iv) quality, experience and financial condition of sponsor, borrower and guarantor(s). Based on a 5-point scale, the Company’s loans are rated “1” through “5,” from least risk to greatest risk, respectively, which ratings are defined as follows:

The Company generally assigns a risk rating of “3” to all ~~newly originated~~ loan investments originated during athe most recent quarter, except in the case of specific circumstances warranting an exception.

The Company’s ~~loans are typically collateralized by~~CECL reserve reflects its estimation of the current and future economic conditions that impact the performance of the commercial real estate orassets securing the Company’s loans. These estimations include unemployment rates, interest rates, price indices for commercial property, and other macroeconomic factors that may influence the likelihood and magnitude of potential credit losses for the Company’s loans during their anticipated term. The Company licenses certain macroeconomic financial forecasts to inform its view of the potential future impact that broader economic conditions may have on its loan portfolio’s performance. The forecasts are embedded in the ~~case of mezzanine loans, by a partnership interest or similar equity interest in an entity~~licensed model that ~~owns real estate. As a result,~~ the Company ~~regularly evaluates~~uses to estimate its CECL reserve as discussed below. Selection of these economic forecasts requires significant judgment about future events that, while based on ~~a loan-by-loan basis~~ the ~~extent and impact of any credit deterioration associated with~~information available to the ~~performance and/or value~~Company as of the ~~underlying collateral property,~~balance sheet date, are ultimately unknowable with certainty, and the ~~financial and operating capability of~~actual economic conditions impacting the ~~borrower and its sponsor. The Company also evaluates~~Company’s portfolio could vary significantly from the ~~financial strength of loan guarantors, if any, and the borrower’s competency in managing and operating the property or properties. In addition,~~estimates the Company ~~considers~~made for the overall economic environment, real estate sector, and geographic sub-market in which the borrower operates. Such analyses are completed and reviewed by asset management personnel and evaluated by senior management, who utilize various data sources, including, to the extent available (i) periodic financial data such as property occupancy, tenant profile, rental rates, operating expenses, the borrower’s exit plan, and capitalization and discount rates, (ii) site inspections, (iii) sales and financing comparables, (iv) current credit spreads for refinancing and (v) other market data.periods presented.

Due to the COVID-19 pandemic and the dislocation it has caused to the national economy, the commercial real estate markets, and the capital markets, the Company’s ability to estimate key inputs for estimating the allowance for credit losses has been materially and adversely impacted. Key inputs to the estimate include, but are not limited to, LTV, debt service coverage ratio, current and future operating cash flow and performance of collateral properties, the financial strength and liquidity of borrowers and sponsors, capitalization rates and discount rates used to value commercial real estate properties, and market liquidity based on market indices or observable transactions involving the sale or financing of commercial properties. Estimates made by management are necessarily subject to change due to the lack or sharply limited number of observable inputs and uncertainty regarding the duration of the COVID-19 pandemic and its aftereffects.

The Company’s CECL reserve reflects its estimation of the current and future economic conditions that impact the performance of the commercial real estate assets securing the Company’s loans. These estimations include unemployment rates, interest rates, price indices for commercial property, and other macroeconomic factors impacting the likelihood and magnitude of potential credit losses for the Company’s loans during their anticipated term. The Company licenses certain macroeconomic financial forecasts to inform its view of the potential future impact that broader economic conditions may have on its loan portfolio’s performance. The forecasts are embedded in the licensed model that the Company uses to estimate its CECL reserve. Selection of these economic forecasts requires significant judgment about future events that, while based on the information available to the Company as of the balance sheet date, are ultimately unknowable with certainty, and the actual economic conditions impacting the Company’s portfolio could vary significantly from the estimates the Company made for the periods presented.

The amount of allowance for credit losses is influenced by the size of the Company’s loan portfolio, loan asset quality, risk rating, delinquency status, historic loss experience and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. The Company employs two methods to estimate credit losses in its loan portfolio: a loss-given-default (“LGD”) model-based approach utilized for substantially all of its ~~loans,~~loans; and an individually-assessed approach for loans that the Company concludes are ill-suited for use in the model-based approach, or are ~~individually-assessed.~~individually-assessed based on accounting guidance contained in the CECL framework.

Once the expected credit loss amount is determined, an allowance for credit losses equal to the calculated expected credit loss is established. Consistent with ASC 326, a loan will be charged off through the allowance for credit losses when it is deemed non-recoverable upon a realization event. This is generally at the time the loan receivable is settled, transferred or exchanged, but non-recoverability may also be concluded by the Company if, in its determination, it is nearly certain that all amounts due will not be collected. This loss shall equal the difference between the cash received, or expected to be received, and the book value of the asset. Factors considered by management in determining if the expected credit loss is permanent or not recoverable include whether management judges the loan to be uncollectible; that is, repayment is deemed to be delayed beyond reasonable time frames, or the loss becomes evident due to the borrower’s lack of assets and liquidity, or the borrower’s sponsor is unwilling or unable to support the loan. This policy is reflective of the investor’s economics as it relates to the ultimate realization of the loan.

Allowance for Credit Losses for Loans Held for Investment – Model-Based Approach

The model-based approach to measure the allowance for credit losses relates to loans which are not individually-assessed.

The Company licenses from Trepp, LLC historical loss information, incorporating loan performance data for over 100,000 commercial real estate loans dating back to 1998, in an analytical model to compute statistical credit loss factors (i.e., probability-of-default and loss-given-default). These statistical credit loss factors are utilized together with individual loan information to ~~generate future expected cash flows which are used to~~ estimate the allowance for credit losses. This methodology ~~appropriately~~ considers the unique characteristics of the Company’s commercial mortgage loan portfolio and individual assets within the portfolio by considering individual loan risk ratings, delinquency statuses and other credit trends and risk characteristics. Further, the Company incorporates its expectations about the impact of current conditions and reasonable and supportable forecasts on expected future credit losses in deriving its estimate. For the period beyond which the Company is able to make reasonable and supportable forecasts, the Company ~~will revert~~reverts to unadjusted historical loan loss information based on systematic methodology determined at the input level. Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. In future periods, evaluations of the overall loan portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense.

Allowance for Credit Losses for Loans Held for Investment – Individually-Assessed Approach

In instances where the unique attributes of a loan investment render it ill-suited for the model-based approach because it no longer shares risk characteristics with other loans, or because the Company concludes repayment of the loan is entirely collateral-dependent, or when it is deemed probable that the Company will not be able to collect all amounts due according to the contractual terms of the loan, the Company separately evaluates the amount of expected credit loss using ~~a tailored discounted cash flow method,~~other real estate valuation techniques, considering substantially the same credit factors as utilized in the model-dependent method. In these cases, expected credit loss is measured as the difference between the amortized cost basis of the loan and the fair value of the collateral, if repayment is expected solely from the collateral, as determined by management using ~~standard discount~~valuation techniques, frequently discounted cash ~~flow valuation techniques.~~flow. The fair value of the collateral is adjusted for the estimated cost to sell if repayment or satisfaction of a loan is dependent on the sale (rather than the operation) of the collateral.

Once the expected credit loss amount is determined, an allowance for credit losses equal to the calculated expected credit loss is established. If the calculated expected credit loss is determined to be permanent or not recoverable, the amount of expected credit loss will be charged-off through the allowance for credit losses. Factors considered by management in determining if the expected credit loss is permanent or not recoverable include whether management judges the loan to be uncollectible; that is, repayment is deemed to be delayed beyond reasonable time frames, or the loss becomes evident due to the borrower’s lack of assets and liquidity, or the borrower’s sponsor is unwilling or unable to support the loan.

The Company’s first mortgage loans often contain provisions for future funding conditioned upon the borrower’s execution of its business plan with respect to the underlying collateral property securing the loan. These deferred fundings are typically for base building work, tenant improvement costs and leasing commissions, and occasionally to fund forecasted operating deficits during lease-up, or for interest reserves. These deferred funding commitments may be for specific periods, often require satisfaction by the borrower of conditions precedent, and may contain termination clauses at the option of the borrower or, more rarely, at the Company’s option. The total amount of unfunded commitments does not necessarily represent actual amounts that may be funded in cash in the future, since commitments may expire without being drawn, may be cancelled if certain conditions are not satisfied by the borrower, or borrowers may elect not to borrow some or all of the unused commitment. The Company does not recognize these unfunded loan commitments in its consolidated financial statements.

The Company applies its expected credit loss estimates to all future funding commitments that cannot be contractually terminated at the Company’s option. The Company maintains a separate allowance for credit losses from unfunded loan commitments, which is included in accrued expenses and other liabilities on the consolidated balance sheets. The Company estimates the amount of expected losses by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by the Company and applies the loss factors used in the allowance for credit loss methodology described above to the results of the usage calculation to estimate the liability for credit losses related to unfunded commitments for each loan. ~~No credit loss estimate is reported for unfunded loan commitments that are unconditionally cancellable by the Company.~~

~~The Company has in~~In the past, the Company acquired CRE debt securities for ~~short-term~~ investment purposes. The Company ~~designates~~designated CRE debt securities as available-for-sale (“AFS”) on the acquisition date. CRE debt securities that ~~are~~were classified as AFS ~~are~~were recorded at fair value through other comprehensive income or loss in the Company’s consolidated financial statements. The Company ~~recognizes~~recognized interest income on its CRE debt securities using the interest method, or on a straight-line basis when it ~~approximates~~approximated the effective interest method, with any premium or discount amortized or accreted into interest income based on the respective outstanding principal balance and corresponding contractual term of the CRE debt security. Accrued but not yet collected interest iswas separately reported as accrued interest receivable on the Company’s consolidated balance sheets. The Company ~~uses~~used a specific identification method when determining the cost of a CRE debt security sold and the amount of unrealized gain or loss reclassified from accumulated other comprehensive income or loss into earnings on the trade date.

AFS debt securities in unrealized loss positions ~~are~~were evaluated for impairment related to credit losses at least quarterly. For the purpose of identifying and measuring impairment, any applicable accrued interest iswas excluded from both the fair value and the amortized cost basis. The Company ~~has~~had elected to write off accrued interest by reversing interest income in the event the accrued interest is deemed uncollectible, generally when the security ~~becomes~~became 90 days or more past due for principal and interest.

The Company first ~~assesses~~assessed whether it ~~intends~~intended to sell the debt security or more likely than not ~~will be~~was required to sell the debt security before recovery of its amortized cost basis. If either criterion regarding intent or requirement to sell iswas met, the debt security’s amortized cost basis iswas written down to its fair value and the write down iswas charged against the allowance for credit losses, with any incremental impairment reported in earnings as a loss in the consolidated statements of income (loss) and comprehensive ~~income.~~income (loss).

Any AFS debt security in an unrealized loss position which the Company ~~does~~did not intend to sell or iswas not more likely than not required to sell before recovery of the amortized cost basis iswas assessed for expected credit losses. The performance indicators considered for CRE debt securities ~~relate~~related to the underlying assets and ~~include~~included default rates, delinquency rates, percentage of nonperforming assets, debt-to-collateral ratios, third-party guarantees, current levels of subordination, vintage, geographic concentration, analyst reports and forecasts, credit ratings and other market data. In assessing whether a credit loss exists, the Company ~~compares~~compared the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected iswas less than the amortized cost basis for the security, a credit loss ~~exists~~existed and an allowance for credit losses iswas recorded, limited by the amount the fair value iswas less than amortized cost basis.

Declines in fair value of AFS debt securities in an unrealized loss position that ~~are~~were not due to credit losses, such as declines due to changes in market interest rates, ~~are~~were recorded through other comprehensive income. Any impairment that ~~has~~had not been recorded through an allowance for credit losses iswas recognized in other comprehensive income. Unrealized gains and losses on ~~available-for-sale~~AFS debt securities presented in the consolidated ~~statement~~statements of income (loss) and comprehensive income ~~includes~~(loss) included the reversal of unrealized gains and losses at the time gains or losses ~~are~~were realized.

Real estate acquired as a result of foreclosure or by deed-in-lieu of foreclosure is classified as real estate owned (REO) held for investment until the Company makes a determination to sell. The Company's cost basis in REO is equal to the estimated fair value of the collateral at the date of acquisition, less estimated costs to sell. The estimated fair value of the REO is determined using a discounted cash flow model using inputs inthat include the highest and best use for each asset, estimated future values based on extensive discussions with local brokers, investors and other market participants, the estimated holding period for the asset, and discount rates that reflect estimated investor return requirements for the risks associated with the expected use of each asset. If the fair value ~~hierarchy~~of the REO is lower than the carrying value of the loan, the difference, along with any previously recorded specific CECL reserve, is recorded as ~~described below under “Fair Value Measurements”~~a realized loss in the consolidated statements of income (loss) and comprehensive income (loss). Thereafter, events or circumstances may occur that result in a material and sustained decrease in the cash flows generated from the assets, potentially leading to impairment. REO is not measured at fair value on an ongoing basis but subject to fair value adjustments only in certain circumstances, such as when there is evidence of impairment. Any impairment loss, revenue and expenses from operations of the properties and resulting gains or losses on sale are ~~Level I as~~included within the consolidated statements of ~~March 31, 2020~~income (loss) and ~~Level II as of December 31, 2019.~~comprehensive income (loss) in Other Income, net.

The Company finances ~~certain~~its portfolio of ~~its~~ loans, or participation interests therein, and REO using ~~secured revolving repurchase agreements, senior secured and~~ secured credit agreements, ~~asset-specific financing arrangements,~~including secured credit facilities, mortgage loans payable, and collateralized loan obligations. The related borrowings are recorded as separate liabilities on the Company’s consolidated balance sheets. Interest income earned on the investments and interest expense incurred on the related borrowings are reported separately on the Company’s consolidated statements of income (loss) and comprehensive ~~income.~~income (loss).

In certain instances, the Company creates structural leverage through the co-origination or non-recourse syndication of a senior loan interest to a third party. For all such syndications the Company has completed through March 31, ~~2020,~~2021, the Company transferred, on a non-recourse basis, 100% of the senior mortgage loan that the Company originated ~~or co-originated~~ to a third-party lender, and retained as a loan investment a separate mezzanine loan investment secured by a pledge of the equity in the mortgage borrower. With respect to the senior mortgage loan so transferred, the Company retains: no control over the mortgage loan; no economic interest in the mortgage loan; and no recourse to the purchaser or the borrower. Consequently, based on these circumstances and because the Company does not have any continuing involvement with the transferred senior mortgage loan, these syndications are accounted for as sales under GAAP and are removed from the Company’s consolidated financial statements at the time of transfer. The Company’s consolidated balance sheets only include the separate mezzanine loan remaining after the transfer.

The Company finances its CRE debt securities using secured revolving repurchase agreements with daily mark-to-market features and contract maturities of typically 30 days. The related borrowings are recorded as liabilities on the Company’s consolidated balance sheets. Interest income earned on the CRE debt securities and interest expense incurred on the related borrowings are reported in interest income and interest expense, respectively, on the Company’s consolidated statements of income and comprehensive income.

For more information regarding the Company’s portfolio financing arrangements, see Note 6.7.

The Company follows ASC 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”), for its holdings of financial instruments. ASC 820-10 defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosure of fair value measurements. ASC 820-10 determines fair value to be the price that would be received for a financial instrument in a current sale, which assumes an orderly transaction between market participants on the measurement date. The Company determines the estimated fair value of financial assets and liabilities using the three-tier fair value hierarchy established by GAAP, which prioritizes the inputs used in measuring fair value. GAAP establishes market-based or observable inputs as the preferred source of values followed by valuation models using management assumptions in the absence of market inputs. The financial instruments recorded at fair value on a recurring basis in the Company’s consolidated financial statements are cash and cash equivalents and restricted ~~cash and available-for-sale CRE debt securities.~~cash. The three levels of inputs that may be used to measure fair value are as follows:

Level I—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

Level II—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level III—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

For certain financial instruments, the various inputs that management uses to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for such financial instrument is based on the lowest level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. The Company may use valuation techniques consistent with the market and income approaches to measure the fair value of its assets and liabilities. The market approach uses third-party valuations and information obtained from market transactions involving identical or similar assets or liabilities. The income approach uses projections of the future economic benefits of an instrument to determine its fair value, such as in the discounted cash flow methodology. The inputs or methodology used for valuing financial instruments are not necessarily an indication of the risk associated with investing in these financial instruments. Transfers between levels of the fair value hierarchy are assumed to occur at the end of the reporting period.

The following methods and assumptions are used by our Manager to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

As discussed above, market-based or observable inputs are generally the preferred source of values for purposes of measuring the fair value of the Company’s assets under GAAP. The commercial property investment sales ~~market,~~ and ~~the~~ commercial mortgage loan ~~and CRE debt securities~~ markets have and continue to experience extreme volatility, sharply reduced transaction volume, ~~and~~reduced liquidity, and disruption as a result of COVID-19, which has made it more difficult to rely on market-based inputs in connection with the valuation of the Company’s assets under GAAP. Key valuation inputs include, but are not limited to, future operating cash flow and performance of collateral properties, the financial strength and liquidity of borrowers and sponsors, capitalization rates and discount rates used to value commercial real estate properties, and observable transactions involving the sale or financing of commercial properties. In the

absence of market inputs, GAAP permits the use of management assumptions to measure fair value. However, the considerable market volatility and disruption caused by COVID-19 and the considerable uncertainty regarding the ultimate impact and duration of the pandemic have made it more difficult for the Company’s management to formulate assumptions to measure the fair value of the Company’s assets.

The Company qualifies and has elected to be taxed as a REIT for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended, commencing with its initial taxable year ended December 31, 2014. To the extent that it annually distributes at least 90% of its REIT taxable income to stockholders and complies with various other requirements as a REIT, the Company generally will not be subject to U.S. federal income taxes on its distributed REIT taxable income. In 2017, the Internal Revenue Service issued a revenue procedure permitting “publicly offered” REITs to make elective stock dividends (i.e. dividends paid in a mixture of stock and cash), with at least 20% of the total distribution being paid in cash, to satisfy their REIT distribution requirements. ~~On May 4, 2020, the Internal Revenue Service issued a~~Pursuant to this revenue procedure, ~~that temporarily reduces (through the end of 2020) the minimum amount of the total distribution that must be paid in cash to 10%. Pursuant to these revenue procedures,~~ the Company may elect to make future distributions of its taxable income in a mixture of stock and cash. If the Company fails to continue to qualify as a REIT in any taxable year and does not qualify for certain statutory relief provisions, the Company will be subject to U.S. federal and state income taxes at regular corporate rates beginning with the year in which it fails to qualify and may be precluded from being able to elect to be treated as a REIT for the Company’s four subsequent taxable years. Even though the Company currently qualifies for taxation as a REIT, the Company may be subject to certain U.S. federal, state, local and foreign taxes on the Company’s income and property and to U.S. federal income and excise taxes on the Company’s undistributed REIT taxable income.

Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period in which the enactment date occurs. Under ASC Topic 740, Income Taxes (“ASC 740”), a valuation allowance is established when management believes it is more likely than not that a deferred tax asset will not be realized. The Company intends to continue to operate in a manner consistent with, and to continue to meet the requirements to be treated as, a REIT for tax purposes and to distribute all of its REIT taxable income. Accordingly, the Company does not expect to pay corporate level federal taxes.

The Company utilizes the two-class method when assessing participating securities to calculate earnings per common share. Basic ~~and diluted~~ earnings per common share is computed by dividing net income attributable to common stockholders (i.e., holders of common stock and, when it was outstanding, Class A common stock), by the weighted-average number of common shares (both common stock and, when it was outstanding, Class A common stock) outstanding during the period. The preferences, rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of the Class A common stock ~~are~~were identical to the common stock, except (1) the Class A common stock iswas not a “margin security” as defined in Regulation U of the Board of Governors of the U.S. Federal Reserve System (and rulings and interpretations thereunder) and ~~may~~could not be listed on a national securities exchange or a national market system and (2) each share of Class A common stock iswas convertible at any time or from time to time, at the option of the holder, for one fully paid and non-assessable share of common stock.

~~Between January 22, 2020 and January 24, 2020,~~ See Note 13 for details regarding the Company received requests to convert all outstanding shares of its Class A common stock into shares of the Company’s common stock. Accordingly, all of the outstanding shares of the Company’s Class A common stock were retired and returned to the authorized but unissued sharesconversion of Class A common ~~stock of the Company, and the holders of the shares of Class A common stock were issued an aggregate of 1,136,665 shares of the Company’s common~~ stock. On February 14, 2020, the Company filed Articles Supplementary with the State Department of Assessments and Taxation of Maryland to reclassify and designate all 2,500,000 authorized but unissued shares of the Company’s Class A common stock as additional shares of undesignated common stock of the Company. The Articles Supplementary became effective upon filing on February 14, 2020. As a result, as of March 31, 2020, there are 0 shares of the Company’s Class A common stock authorized or outstanding.

Diluted earnings per ~~common~~ share is computed under the more dilutive of the treasury stock method or the two-class method. The computation of diluted earnings per share is based on the weighted average number of participating securities outstanding plus the incremental shares that would be outstanding assuming exercise of warrants (the “Warrants”, see Note 13) issued in connection with the Company’s Series B Cumulative Redeemable Preferred Stock (“Series B Preferred”), which are exercisable only on a net-share settlement basis. The number of incremental shares is calculated ~~by including~~utilizing the ~~effect of dilutive securities.~~treasury stock method. The Company accounts for unvested share-based payment awards that contain non-forfeitable dividend rights or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share pursuant to the two-class method. The Company excludes participating securities and warrants from the calculation of diluted weighted average shares outstanding in periods of net losses since their effect would be anti-dilutive.

Share-based compensation consists of awards issued by the Company to certain employees of affiliates of the Manager and certain members of ~~our~~the Company’s Board of Directors. These share-based awards generally vest in installments over a fixed period of time. Deferred stock units granted to the Company’s Board of Directors fully vest on the grant date and accrue dividends that are ~~paid-in~~paid-

in kind through additional deferred stock units on a quarterly basis. Compensation expense is recognized in net income on a straight-line basis over the applicable award’s vesting period. Forfeitures of share-based awards are recognized as they occur.

Deferred financing costs are reflected net of the collateralized loan obligations, secured credit arrangements, and ~~secured financing arrangements~~mortgage loan payable on the Company’s consolidated balance sheets. These costs are amortized in interest expense using the interest method, or on a straight-line basis when it approximates the interest method, as follows: (a) for secured ~~financing~~credit arrangements other than our CRE CLOs, the initial term of the financing ~~arrangement;~~arrangement, or in case of costs directly associated with the loan, over the life of the facility or the loan, whichever is shorter; (b) for deferred financing costs related to ~~specific borrowings under secured financing arrangements other than CRE CLOs,~~mortgage loan payable, the initial maturities of the underlying loan(s) pledged to support the specific borrowing; and (c), for CRE CLOs issued by ~~Company~~the Company’s subsidiaries, over the estimated life of the liabilities issued based on the initial maturity dates of the underlying loans currently held by each trust based upon the expected repayment behavior of the ~~underlying~~ loans ~~in each CRE CLO, taking into account~~collateralizing the ~~two- year~~notes after giving effect to the reinvestment ~~periods (measured from~~period, all as of the ~~issuance date) of each CRE CLO.~~closing date.

Cash and cash equivalents include cash held in banks or invested in money market funds with original maturities of less than 90 days. The Company deposits its cash and cash equivalents with high credit quality institutions to minimize credit risk exposure. The Company maintains cash accounts at several financial institutions, which are insured up to a maximum of $250,000 per account as of March 31, ~~2020~~2021 and December 31, 2019. The balances in these accounts may exceed the insured limits.

Pursuant to financial covenants applicable to Holdco, which is the guarantor of the Company’s recourse indebtedness, the Company is required to maintain minimum cash equal to the greater of (i) $10 million or (ii) the product of 5% and the aggregate recourse indebtedness of the Company. To comply with this covenant, the Company held as part of its total cash balances ~~$58.4~~$10.8 million and ~~$56.9~~$19.1 million, respectively, at March 31, ~~2020~~2021 and December 31, ~~2019.~~2020.

Restricted cash primarily represents deposit proceeds from potential borrowers which may be returned to borrowers, after deducting transaction costs paid by the Company for the benefit of the borrowers, upon the closing of a loan transaction.

Collateralized Loan Obligation Proceeds Held at Trustee represent the TRTX 2021-FL4 Ramp-Up Account in an amount of approximately $308.9 million available to purchase eligible collateral interests from the Company during a ramp-up period of approximately six months following the FL4 Closing Date. See Note 6 for details of the TRTX 2021-FL4 issuance. Also included is cash held by the Company’s CRE CLOs pending reinvestment in eligible collateral.

Accounts receivable from Servicer/Trustee represents cash proceeds from loan ~~and CRE debt securities~~ activities that have not been remitted to the Company based on established servicing and borrowing procedures. ~~Amounts~~Such amounts are generally held by the Servicer/Trustee for less than 30 days before being remitted to the Company.

Equity instruments that are redeemable for cash or other assets are classified as temporary equity if the instrument is redeemable, at the option of the holder, at a fixed or determinable price on a fixed or determinable date or upon the occurrence of an event that is not solely within the control of the issuer. Redeemable equity instruments are initially carried at the relative fair value of the equity instrument at the issuance date, which is subsequently adjusted at each balance sheet date if the instrument is currently redeemable or probable of becoming redeemable. The Series B Preferred Stock issued in connection with the Investment Agreement described in Note 13 is classified as temporary equity in the accompanying financial statements. The Company elected the accreted redemption value method under which it accretes changes in the redemption value over the period from the date of issuance of the Series B Preferred Stock to the earliest costless redemption date (the fourth anniversary) using the effective interest method, as described in Note 13. Such adjustments are included in Accretion of Discount on Series B Cumulative Redeemable Preferred Stock on the Company’s Consolidated Statements of Changes in Equity and treated similarly to a dividend on preferred stock for GAAP purposes.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04"). ASU 2020-04 provides optional expedients and exceptions to GAAP requirements for modifications to debt agreements, leases, derivatives, and other contracts, related to the expected market transition from LIBOR, and certain other floating rate benchmark indices, or collectively, IBORs, to alternative reference rates. ASU 2020-04 generally considers contract modifications related to reference rate reform to be an event that does not require contract remeasurement at the modification date nor a reassessment of a previous accounting determination. In January 2021, the FASB clarified the scope of that guidance with the issuance of ASU 2021-01, “Reference Rate Reform: Scope.” This ASU provides optional guidance for a limited period of time to ease the burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. This would apply to companies meeting certain criteria that have contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. This standard is effective for the Company immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company continues to evaluate the documentation and control processes associated with its assets and liabilities to manage the transition away from LIBOR to an alternative rate endorsed by the Alternative Reference Rates Committee of the Federal Reserve System, and continues to utilize required resources to revise its control and risk management systems to ensure there is no disruption to our day-to-day operations from the transition, when it does occur. The Company will continue to employ prudent risk management as it relates to the potential financial, operational and legal risks associated with the expected cessation of LIBOR, and to ensure that its assets and liabilities generally remain match-indexed following this event. The Company is currently evaluating the impact of ASU 2020-04 on its consolidated financial ~~statements are prepared~~statements.

In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in ~~accordance~~Entity’s Own Equity (Subtopic 815 – 40) (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for certain financial instruments with ~~generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction~~characteristics of liabilities ~~in the normal course of business.~~

and equity, including convertible instruments and contracts on an entity’s own equity. The ~~Company’s primary sources of liquidity include cash, availability under secured borrowing arrangements, net proceeds from loan repayments in excess~~ASU is part of the ~~Company’s borrowings secured by loans so repaid, net proceeds from~~FASB’s simplification initiative, which aims to reduce unnecessary complexity in GAAP. The ASU’s amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. The Company is currently evaluating the ~~sale~~impact of ~~CRE CLO investments, and net proceeds from loan sales. During the quarter ended March 31,~~ASU 2020-06 on its consolidated financial statements.

In October 2020, the ~~COVID-19 pandemic caused significant disruption~~FASB issued ASU 2020-10, Codification Improvements, which updates various codification topics by clarifying or improving disclosure requirements to the US and global economies, contributing to significant and ongoing volatility, widening credit spreads and sharp declines in liquidity in the commercial real estate capital markets, and disruption of the banking sector. These factors in combination have caused the Company to experience a reduction in available liquidity due to margin calls paid related to daily mark-to-market borrowing against its investment portfolio of CRE CLO debt securities, incur losses due to the sale of its entire investment portfolio of CRE CLO securities, experience a slowdown in the pace and volume of loan repayments by its borrowers, and forecast the need to reduce the advance rate of its borrowings under its secured revolving repurchase agreements, and senior secured and secured credit facilities.

~~The Company has undertaken a plan to support its operations and meet its liquidity needs:~~

However, with consideration of the above actions taken, Management projects that the Company will not have sufficient liquidity to repay maturing debt balances of $432.2 million and meet its obligations as they become due to sustain operations through at least one year following the date the consolidated financial statements are issued. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

~~In response to these conditions, Management’s plans include the intention to execute extensions~~align with the ~~Company’s lenders during 2020, and believes that such extensions~~SEC’s regulations. The ASU’s amendments are probable of occurring, which is expected to extend the maturity dates until May 2022 or after. The Company has a history of successfully executing extensions with these lenders. As a result, the Company has concluded that management’s plans are probable of being achieved to alleviate substantial doubt about the Company’s ability to continue as a going concern.

On January 1, 2020, the Company adopted Accounting Standards Update (“ASU”) 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the incurred loss methodology with an expected loss method that is referred to as the CECL method. The measurement of expected credit losses under the CECL method is applicable to the Company’s mortgage loan investment portfolio measured at amortized cost, unfunded loan commitments and AFS debt securities measured at fair value. Also on January 1, 2020, the Company adopted the following ASUs issued subsequent to ASU 2016-13 which amended Topic 326:

~~The Company adopted ASU 2016-13 and other related ASUs listed above using the modified retrospective method~~effective for ~~all mortgage loans measured at amortized cost and unfunded noncancelable loan commitments. Results for reporting~~annual periods beginning after ~~January 1, 2020 are presented under ASU 2016-13 and other related ASUs while prior period amounts continue to be reported in accordance with previously applicable GAAP.~~

December 15, 2021. The ~~following table presents~~Company is currently evaluating the ~~January 1, 2020 cumulative~~ impact of ~~the adoption of~~ ASU ~~2016-13~~2020-04 on ~~the indicated line items of the Company’s~~its consolidated ~~balance sheet as of January 1, 2020:~~financial statements.

~~The adoption of ASU 2016-13 did not have a material impact on the Company’s portfolio of AFS debt securities at January 1, 2020.~~

The Company originates and acquires first mortgage and mezzanine loans secured by commercial properties. The Company considers these loans to belong to a single portfolio ~~segment, Mortgage Loans, because this is the level at which~~of mortgage loans, and the Company has developed its systematic methodology to determine the ~~Allowance~~allowance for ~~Credit Losses.~~credit losses based on a single portfolio. For purposes of certain disclosures herein, the Company disaggregates this portfolio segment into the following classes of finance receivables: Senior ~~loans~~loans; and Subordinated and Mezzanine loans. These loans can potentially subject the Company to concentrations of credit risk as measured by various metrics, including, without limitation, property type collateralizing the loan, loan size, loans to a single sponsor and loans in a single geographic area. The Company’s loans held for investment are accounted for at amortized cost. ~~Accrued~~Interest accrued but not yet collected ~~interest~~ is separately reported as accrued interest and fees receivable on the Company’s consolidated balance sheets. Amounts within that caption relating to ~~Loans Held~~loans held for ~~Investment~~investment were ~~$15.4~~$14.3 million and $14.0 million as of March 31, 2021 and December 31, 2020.

During the three months ended March 31, ~~2020,~~2021, the Company originated 51 mortgage ~~loans~~loan, with a total commitment of ~~$437.4~~$45.4 million, an initial unpaid principal balance of ~~$353.5~~$37.5 million, and unfunded ~~commitments~~commitment at closing of ~~$83.9~~$7.9 million.

The following table details overall statistics for the Company’s loan portfolio as of March 31, ~~2020~~2021 (dollars in thousands):

The following tables present an overview of the mortgage loan investment portfolio by loan seniority as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 (dollars in thousands):

	March 31, 2020										March 31, 2021
Loans Receivable	Outstanding Principal		Unamortized Premium (Discount), Loan Origination Fees, net			Allowance for Credit Losses			Carrying Amount
Loans Held for Investment, Net											Outstanding Principal		Unamortized Premium (Discount), Loan Origination Fees, net			Amortized Cost
Senior loans	$	5,092,808	$	(16,199	)	$	(73,620	)	$	5,002,989	$	4,553,826	$	(7,046	)	$	4,546,780
Subordinated and mezzanine loans		20,000		(256	)		(2,038	)		17,706		33,532		(133	)		33,399
Total	$	5,112,808	$	(16,455	)	$	(75,658	)	$	5,020,695	$	4,587,358	$	(7,179	)	$	4,580,179
Allowance for credit losses																	(56,641	)
Loans Held for Investment, Net																$	4,523,538

	December 31, 2019									December 31, 2020
Loans Receivable	Outstanding Principal		Unamortized Premium (Discount), Loan Origination Fees, net			Allowance for Credit Losses		Carrying Amount
Loans Held for Investment, Net										Outstanding Principal		Unamortized Premium (Discount), Loan Origination Fees, net			Amortized Cost
Senior loans	$	4,978,176	$	(17,500	)	$	—	$	4,960,676	$	4,492,209	$	(8,161	)	$	4,484,048
Subordinated and mezzanine loans		20,000		(287	)		—		19,713		32,516		(164	)		32,352
Total	$	4,998,176	$	(17,787	)	$	—	$	4,980,389	$	4,524,725	$	(8,325	)	$	4,516,400
Allowance for credit losses																(59,940	)
Loans Held for Investment, Net															$	4,456,460

For the three months ended March 31, ~~2020,~~2021, loan portfolio activity was as follows (dollars in thousands):

	Carrying Value			Carrying Value
Balance at December 31, 2019	$	4,980,389
Balance at December 31, 2020				$	4,456,460
Additions during the period:
Loans originated and acquired		351,650			37,091
Additional fundings		61,720			30,382
Amortization of origination fees		3,213			1,600
Deductions during the period:
Collection of principal		(300,619	)		(5,294	)
Change in allowance for credit losses		(75,658	)		3,299
Balance at March 31, 2020	$	5,020,695
Balance at March 31, 2021				$	4,523,538

At March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, there were no0 unamortized loan purchase discounts or premiums included in loans held for investment at amortized cost on the consolidated balance sheets.

At March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, there was ~~$16.5~~$7.2 million and ~~$17.8~~$8.3 million, respectively, of unamortized loan fees and discounts included in ~~Loans Held~~loans held for ~~Investment,~~investment, net in the consolidated balance sheets. The Company ~~recognized the~~did 0t recognize any accelerated fee component of prepayment fees ~~(yield maintenance payments) of~~during the three months ended March 31, 2021 and 2020, and recognized $0 million and $0.3 million ~~and $0.6 million,~~of such payments, respectively, during the three months ended March 31, ~~2020~~2021 and ~~2019.~~2020.

The Company categorizes loans into risk categories based on relevant information about the ability of the borrowers to service their debt such as current operating performance for the property or properties securing the Company’s loans, borrower and guarantor financial information, historical payment experience, credit documentation, public information and current economic trends, market data for the property types and geographic markets applicable to the Company’s loans, among other factors. On a quarterly basis,As discussed in Note 2, the Company evaluates all of its loans to assign risk ~~ratings.~~ratings on a quarterly basis. Based on a 5-point scale, the Company’s loans are rated “1” through “5,” from least risk to greatest risk, respectively, which ratings are ~~defined as follows:~~

described in Note 2. The Company generally assigns a risk rating of “3” to all ~~newly originated~~ loan investments originated during the most recent quarter, except in the case of specific circumstances warranting an exception.

The following ~~table presents~~tables present amortized cost basis by origination year, grouped by risk rating, as of March 31, ~~2020~~2021 (dollars in thousands):

	March 31, 2020												March 31, 2021
	Amortized Cost Basis of Loans by Origination Year												Amortized Cost by Origination Year
	2020		2019		2018		2017		2016		Total		2021		2020		2019		2018		2017		Prior		Total
Senior loans by internal risk ratings:
1	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
2		—		—		344,297		85,254		—		429,551		—		—		31,863		337,382		—		—		369,245
3		353,127		1,766,882		1,116,492		278,684		—		3,515,185		37,098		251,019		1,696,788		1,102,412		255,407		—		3,342,724
4		—		530,000		158,532		315,820		28,057		1,032,409		—		—		434,291		46,910		297,382		25,049		803,632
5		—		—		—		99,464		—		99,464		—		—		—		31,179		—		—		31,179
Total mortgage loans		353,127		2,296,882		1,619,321		779,222		28,057		5,076,609	$	37,098	$	251,019	$	2,162,942	$	1,517,883	$	552,789	$	25,049	$	4,546,780
Subordinated and mezzanine loans by internal risk ratings:
1	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
2		—		—		—		—		—		—		—		—		—		—		—		—		—
3		—		19,744		—		—		—		19,744		—		—		33,399		—		—		—		33,399
4		—		—		—		—		—		—		—		—		—		—		—		—		—
5		—		—		—		—		—		—		—		—		—		—		—		—		—
Total subordinated and mezzanine loans		—		19,744		—		—		—		19,744		—		—		33,399		—		—		—		33,399
Total	$	353,127	$	2,316,626	$	1,619,321	$	779,222	$	28,057	$	5,096,353	$	37,098	$	251,019	$	2,196,341	$	1,517,883	$	552,789	$	25,049	$	4,580,179

Loans acquired rather than originated are presented in the table above in the column corresponding to the year of origination, not acquisition.

The table below summarizes the ~~carrying values, net of allowance for credit loss,~~amortized cost, and results of the Company’s internal risk rating review performed as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 (dollars in thousands):

Rating	March 31, 2020		December 31, 2019		March 31, 2021			December 31, 2020
1	$	—	$	—	$	—		$	—
2		426,306		903,393		369,245			337,738
3		3,502,269		3,868,696		3,376,123			3,340,663
4		1,017,414		208,300		803,632			806,893
5		74,706		—		31,179			31,106
Total	$	5,020,695	$	4,980,389	$	4,580,179		$	4,516,400

Allowance for Credit Losses						(56,641	)		(59,940	)
Carrying Value					$	4,523,538		$	4,456,460
Weighted Average Risk Rating⁽¹⁾		3.1		2.9		3.1			3.1

The weighted average risk ~~rating calculated~~ratings of the Company’s loans remain unchanged at 3.1 as of March 31, ~~2020 was 3.1, an increase from the 2.9 weighted average risk rating at~~2021 and December 31, ~~2019.~~

2020. During the three months ended March 31, ~~2020:~~2021, the Company upgraded 1 loan from risk category “3” to “2” because the collateral property achieved lease occupancy at rents in excess of underwriting.

The Company’s reserve developed pursuant to ASC 326 reflects its current estimate of potential credit losses related to its loan portfolio as of March 31, ~~2020. In addition to the~~2021. As part of its allowance for credit losses, the Company maintains a separate allowance for credit losses related to unfunded loan commitments, and this amount is included in accrued expenses and other liabilities on the consolidated balance sheets. For further information on the policies that govern the estimation of the allowances for credit loss levels, see Note 2, ~~Summary of Significant Accounting Policies~~.2.

The following ~~table presents~~tables present activity in the allowance for credit losses for the mortgage loan investment portfolio by class of finance receivable for the three ~~month period~~months ended March 31, 2021 and 2020 (dollars in thousands):

During the three months ended March 31, 2021, the Company recorded a decrease of $4.0 million in the allowance for credit losses, thus reducing the total CECL reserve to $58.8 million as of March 31, 2021. This decline was primarilydue to expectations of improving macroeconomic conditions and actual improvements in operating results for many collateral properties adversely affected by COVID-19. For the three months ended March 31, 2020, the allowance for credit losses increased to $83.0 million, comprised of $19.6 million in connection with the adoption of ASC 326 on January 1, 2020, and ~~the~~$63.3 million increase ~~of the~~in provision during the three months ended March 31, 2020. Upon the adoption of ASC 326, the allowance for credit losses increased by $19.6 million due to the application of the Current Expected Credit Loss methodology (as described in Note 2) over performing loans on which the Company had previously not carried an allowance for credit losses. Subsequent to adoption, the Company’s estimate of expected credit losses further increased primarily due to changes in economic outlook ~~stemming~~resulting from the impact of the COVID-19 pandemic. The ~~impact~~average risk ratings of ~~reduced~~the Company’s loans remain unchanged at 3.1 as of March 31, 2021 and December 31, 2020. The overall economic ~~activity~~slowdown due to the COVID-19 pandemic ~~will likely result~~has caused reduced investment sales and financing activity in ~~reduced activity in~~most sectors of the commercial real estate capital markets, which may ~~slow~~moderate the pace of loan repayments and ~~will~~ likely impact commercial property values and valuation inputs. While the ultimate impact isof these trends remains uncertain, the Company has made certain ~~forward looking~~forward-looking adjustments to the inputs of its calculation of the allowance for credit losses to reflect uncertainty regarding the ~~change in its expectations, including downgrading nine operating hotel loans to risk rating Category 4, as described above.~~timing, strength and distribution of the economic recovery, and the post-COVID levels of economic activity that may result.

~~The increase in expected credit losses~~ NaN loan secured by a retail property was on non-accrual statusas of March 31, 2021 and December 31, 2020 ~~as compared~~due to ~~expected credit losses as~~a default caused by non-payment of interest in December 2020. The amortized cost of the ~~adoption date of ASU 326 resulted in the recognition of a credit loss expense of $63.3~~loan was $31.2 million (including for unfunded loan commitments.) This increase was caused primarily by the significant adverse change in the macroeconomic forecast utilized in the Company’s loss estimation model due to the COVID-19 pandemic. Additionally, the average risk ratings of the Company’s loans increased from 2.9 as of December 31, 2019 to 3.1and $31.1 million as of March 31, 2021 and December 31, 2020, ~~due primarily to downgrades~~respectively. In accordance with the Company’s revenue recognition policy on loans placed on non-accrual status, the Company suspended accrual of ~~nine~~interest income on this first mortgage loan. At March 31, 2021 and December 31, 2020, the Company determined that this first mortgage loan met the CECL framework’s criteria for individual assessment. Accordingly, the Company utilized the estimated fair value of the collateral on March 31, 2021 and December 31, 2020 to estimate a loan loss reserve of $10.0 million, which is included in the CECL reserve. The Company’s ~~operating hotel loans in response to~~estimate of the collateral’s fair market value was determined using a discounted cash flow model and Level 3 inputs, which include estimates of property-specific cash flows over a specific holding period, a discount rate of 12.5%, and a terminal capitalization rate of 7.5%. These inputs are based on the location, type and nature of the property, current and anticipated market conditions, and management’s knowledge, experience, and judgment. With the passage of time and continuation of the COVID-19 ~~pandemic.~~pandemic, certain borrowers may fail to pay interest which may result in additional loans being placed on non-accrual status during later periods.

During the three months ended March 31, ~~2020~~2021, the Company executed 5 loan modifications with borrowers. As of March 31, 2021, these loans had an aggregate commitment amount of $397.7 million and an aggregate unpaid principal balance of $393.5 million. None of these loan modifications trigger the year ended December 31, 2019, no loans were placed on non-accrual status, although the passage of time and the continuing failure by certain borrowers to pay interest due to the continuing COVID-19 pandemic will likely result in certain loans being placed on non-accrual status during the second quarter of 2020 and later periods.

~~The Company currently has no loans accounted~~requirements for accounting as TDRs. If in the future the Company grants short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, the affected loans will not be accounted for as TDRs. This includes short-term (e.g., six months) modifications such as payment deferrals, fee waivers, extensions of repayment terms, or delays in payment that are insignificant. Nonetheless, the Company may enter intoThe Company’s loan modifications ~~that~~typically temporarily reduce the amount of cash interest collected, ~~on certain loans,~~ permit the accrual of a portion (typically not more than 50%) of the interest due, ~~during~~to be repaid at a later date by the ~~modification period,~~borrower, and/or permit the use of existing ~~cash loan~~ reserves to pay interest ~~expense~~ and other property-level ~~expenses.~~

Atexpenses, as well as providing accommodations on conditions for extension, such as waiving debt yield tests, and/or modifying the conditions upon which the underlying borrower may extend the maturity date. In exchange, borrowers and sponsors have made partial principal repayments and/or provided additional cash for payment of interest, operating expenses, and replenishment of interest reserves or capital reserves in amounts and combinations acceptable to the Company. All of the modified loans are performing as of March 31, ~~2020~~2021. As of March 31, 2021, the aggregate number of modified loans outstanding was 11 with an unpaid principal balance of $943.5 million. Total PIK interest of $0.8 million on two loans was deferred and added to the outstanding loan principal during the three months ended March 31, 2021. During the three months ended March 31, 2021, the Company collected 99.4% of interest collections, including PIK interest of 1.2%, compared to 96.7% of interest collections, including PIK interest of 1.7% during the three months ended December 31, ~~2019,~~2020. The Company collected 99.1% of interest collections during the three months ended March 31, 2020. The Company ~~had not written off~~did 0t defer any ~~expected credit losses.~~PIK interest during the three months ended March 31, 2020. The following table presents the activity in the PIK balance during the three months ended March 31, 2021 (dollars in thousands):

The following table presents the aging analysis on an amortized cost basis of mortgage loans by class of loans as of March 31, ~~2020~~2021 (dollars in thousands):

	Days Outstanding														Days Outstanding
	30-59 Days		60-89 Days		90 Days or More		Total Loans Past Due		Current		Total Loans		90 Days or More Past Due and Accruing		30-59 Days		60-89 Days		90 Days or More		Total Loans Past Due		Current		Total Loans		90 Days or More Past Due and Accruing
Loans Receivable:
Senior loans	$	28,057	$	—	$	—	$	—	$	5,048,552	$	5,076,609	$	—	$	—	$	—	$	31,179	$	31,179	$	4,515,601	$	4,546,780	$	—
Subordinated and mezzanine loans		—		—		—		—		19,744		19,744		—		—		—		—		—		33,399		33,399		—
Total	$	28,057	$	—	$	—	$	—	$	5,068,296	$	5,096,353	$	—	$	—	$	—	$	31,179	$	31,179	$	4,549,000	$	4,580,179	$	—

In December 2020, the Company acquired 2 undeveloped commercially-zoned land parcels on the Las Vegas Strip comprising 27 acres (the “Property”) pursuant to a negotiated deed-in-lieu of foreclosure. At September 30, 2020, this property served as collateral for a first mortgage loan receivable held for investment with an unpaid principal balance of $112.0 million, an independently-assessed credit loss reserve of $12.8 million, and a net carrying value of $99.2 million. On October 9, 2020, the first mortgage loan reached final maturity without repayment or satisfaction of extension conditions, which triggered a maturity default. On December 31, 2020, the Company took ownership of the Property, extinguished the first mortgage loan receivable, and realized a loss of $12.8 million, equal to the previously recorded specific CECL reserve on the first mortgage loan. At March 31, 2021, the Company continued to hold the Property at its estimated fair value at the time of acquisition, net of estimated selling costs, of $99.2 million. The Company’s estimate of the Property’s fair value was determined using a discounted cash flow model and Level 3 inputs, which include estimates of parcel-specific cash flows over a specific holding period, at a discount rate that ranges between 8.0% - 17.5% based on the risk profile of estimated cash flows associated with each respective parcel, and an estimated capitalization rate of 6.25%, where applicable. These inputs are based on the highest and best use for each parcel, estimated future values for the parcels based on extensive discussions with local brokers, investors and other market participants, the estimated holding period for the parcels, and discount rates that reflect estimated investor return requirements for the risks associated with the expected use of each sub-parcel. The Company ~~designates its CRE debt securities~~obtained from a third party a $50.0 million non-recourse first mortgage loan secured by the Property, which is classified as ~~AFS upon acquisition. During~~Mortgage Loan Payable on the Company’s consolidated balance sheets. See Note 7 for details of the Mortgage Loan Payable.

For the three months ended March 31, ~~2020,~~2021, operating revenues from the ~~Company purchased 10 CRE CLO investments for an aggregate purchase price~~REO asset were sufficient to cover the operating expenses and were immaterial to the financial results of ~~$169.0 million. The purchased CRE CLO investments consist of floating rate, investment grade rated debt securities which, in~~ the aggregate, had a weighted average coupon of LIBOR plus 2.1%. Accrued but not yet collected interest is separately reported as accrued interest receivable on the Company’s consolidated balance sheets. Amounts within that caption relating to AFSCompany.

(5) Available-for-Sale Debt Securities ~~was $1.7 million as of March 31, 2020.~~

As of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, the Company ~~had 37 and 38~~did 0t own any CRE debt securities. The Company did 0t acquire any CRE debt securities ~~respectively, designated as AFS debt securities.~~ during the three months ended March 31, 2021.

During the three months ended March 31, 2020, the Company sold 11 of its CRE CLO investments for total net proceeds of $151.6 million, recognizing a loss on sale of $36.2 million in Securities Impairments on the consolidated ~~statement~~statements of income (loss) and comprehensive ~~income.~~income (loss).

During the quarter ended March 31, 2020, all but one of the Company’s CRE debt securities portfolio was pledged as collateral under daily mark-to-market secured ~~revolving repurchase~~credit facilities. Fluctuations in the value of the Company’s CRE debt securities portfolio resulted in the Company being required to post cash collateral with the Company’s lenders under these facilities. To mitigate the impact to the Company’s business from these developments, the Company decided to sell substantially all of the Company’s CRE debt securities portfolio. Accordingly, at March 31, 2020, the Company determined it no longer had the intent and ability to retain its investment portfolio of CRE debt securities, wrote down the entire portfolio to its estimated fair value (on securities where amortized cost basis exceeded fair value), and recorded an impairment charge of $167.3 million, which is recognized as expense in Securities Impairments on the consolidated ~~statement~~statements of income (loss) and comprehensive ~~income. Refer to Note 16 for additional information regarding sales of CRE debt securities after March 31, 2020. Because~~income (loss). During the ~~Company recognized the entire impairment as an expense, the allowance for credit losses related to CRE debt securities is 0 as of~~three months ended March 31, 2020, the Company recorded a total loss of $203.5 million recognized as expense in Securities Impairments on the consolidated statements of income (loss) and ~~NaN of the securities are in an unrealized loss position.~~

~~The following table summarizes the amortized cost, fair value, and unrealized gain of the Company’s CRE debt securities at March 31, 2020 (dollars in thousands):~~comprehensive income (loss), offset by a small realized gain.

~~The amount of relevant accrued interest excluded from the amortized cost basis balances presented in the table above is $1.7 million.~~

The Company’s CRE debt securities have a weighted average expected life, based on estimated fair value, of 3.0 years. The amortized cost and estimated fair value of the Company’s CRE debt securities by contractual maturity, not expected life, as of March 31, 2020 and December 31, 2019, respectively, are shown in the following table (dollars in thousands):

Subsidiaries of the Company have outstanding at March 31, 2020 3 collateralized loan obligations to finance approximately $3.2 billion or 69.0% of the Company’s loan investment portfolio, measured by unpaid principal balance.

On ~~October 25, 2019~~March 31, 2021 (the ~~“FL3~~“FL4 Closing Date”), TPG RE Finance Trust CLO Sub-REIT (“Sub-REIT”), a subsidiary of the Company, ~~(“Sub-REIT”),~~ entered into a collateralized loan obligation (“TRTX ~~2019-FL3”~~2021-FL4” or ~~“FL3”~~“FL4”) through its wholly-owned subsidiaries TRTX ~~2019-FL3~~2021-FL4 Issuer, Ltd., an exempted company incorporated in the Cayman Islands with limited liability, as issuer (the ~~“FL3~~“FL4 Issuer”), and TRTX ~~2019-FL3~~2021-FL4 Co-Issuer, LLC, a Delaware limited liability company, as co-issuer (the ~~“FL3~~“FL4 Co-Issuer” and together with the ~~FL3~~FL4 Issuer, the ~~“FL3~~“FL4 Issuers”). On the ~~FL3~~FL4 Closing Date, ~~FL3~~FL4 Issuer issued ~~$1,230.3 million~~$1.25 billion principal amount of notes (the ~~“FL3~~“FL4 Notes”). The ~~FL3~~FL4 Co-Issuer co-issued ~~$1,039.6 million~~$1.04 billion principal amount of investment grade-rated notes which were purchased by third party investors. Concurrently with the issuance of the ~~FL3~~FL4 Notes, the ~~FL3 Issuers~~FL4 Issuer also issued 112,500 preferred shares, par value $0.001 per share and with an aggregate liquidation preference and notional amount equal to $1,000 per share (the ~~“FL3~~“FL4 Preferred Shares” and, together with the ~~FL3~~FL4 Notes, the ~~“FL3~~“FL4 Securities”), to TRTX Master Retention Holder, LLC, a Delaware limited liability company and indirect wholly-owned subsidiary of the ~~Sub-REIT~~Company (“~~FL3~~FL4 Retention Holder”). ~~Through FL3 Retention Holder, the Sub-REIT retained ownership of $190.7 million of FL3 Notes issued and FL3 Preferred Shares.~~

Proceeds from the issuance of the ~~FL3~~FL4 Securities were used ~~by the FL3 Issuers~~ to (i) purchase ~~two~~1 commercial real estate whole loan (the “FL4 Closing Date Whole Loan”) and 17 pari passu participations in 17 separate commercial real estate whole loans (the ~~“FL3 Whole Loans”) and 20 fully-funded pari passu participations in mortgage loans (the “FL3~~“FL4 Closing Date Pari Passu ~~Participations,~~Participations” and, together with the FL4 Closing Date Whole Loan, the “FL4 Closing Date Collateral Interests”), (ii) fund an account (the “FL4 Ramp-Up Account”) in an amount of approximately $308.9 million to be used to purchase eligible collateral interests during a ramp-up period of approximately six months following the Closing Date (the “FL4 Ramp-Up Collateral Interests,” and, together with the ~~FL3~~FL4 Whole Loans, the “FL4 Initial Collateral Interests”) and (iii) to distribute to the ~~FL3 Additional~~Company $104.8 million of cash for investment or other corporate uses. The FL4 Closing Date Collateral Interests ~~(as defined below), the “FL3 Mortgage Assets”) in certain commercial real estate mortgage loans. The FL3 Mortgage Assets~~ were purchased by the ~~FL3~~FL4 Issuer from ~~TRTX Master CLO Loan~~the FL4 Seller, ~~LLC, a Delaware limited liability company,~~ a wholly-owned subsidiary of the Company and an affiliate of the ~~FL3~~FL4 Issuers.

The FL4 Ramp-Up Account represents cash held at the trustee and is included in Collateralized Loan Obligation Proceeds Held at Trustee on the Company’s consolidated balance sheets. The FL4 Ramp-Up Account is available to purchase eligible collateral interests from the Company during the six-month ramp-up period. In the event the FL4 Ramp-Up Account is not fully utilized within six months of the FL4 Closing Date, amounts up to and including $5.0 million shall be deposited into the FL4 reinvestment account. Any amounts in excess of $5.0 million shall be applied to retire FL4 bonds payable on the first payment date after the ramp-up period in accordance with the priority of payments.

TRTX 2019-FL3 indenture permits the FL3 Issuer to modify certain economic terms, including without limitation, the interest rate and maturity date of FL3 Mortgage Assets, and subject to certain limitations, to provide additional flexibility with respect to the underlying collateral where appropriate to do so. TRTX 2019-FL32021-FL4 permits the Company, during the 24 months after closing, ~~of FL3,~~ to contribute eligible new loans or participation interests (the ~~“FL3~~“FL4 Additional Interests”) in loans to TRTX ~~2019-FL3~~2021-FL4 in exchange for cash, which provides additional liquidity to the Company to originate new loan investments as underlying loans repay. FL4 Closing Date Collateral Interests represented 20.5% of the aggregate unpaid principal balance of the Company’s loan investment portfolio and had an aggregate principal balance of approximately $0.9 billion as of March 31, 2021, and $308.9 million in the FL4 Ramp-Up Account to be used for purchase of certain other collateral interests during the ramp-up period.

In connection with TRTX 2021-FL4, the Company incurred $8.3 million of issuance costs which are amortized on an effective yield basis over the expected life of the investment-grade notes issued based upon the expected repayment behavior of the loans collateralizing the notes after giving effect to the reinvestment period, both as of the FL4 Closing Date. As of March 31, 2021, the Company’s unamortized issuance costs related to TRTX 2021-FL4 were $8.3 million.

Interest expense on the outstanding FL4 Notes is payable monthly. For the three months ended March 31, 2021, interest expense on the outstanding FL4 Notes (excluding amortization of deferred financing costs) of $0.04 million is included in the Company’s consolidated statements of income (loss) and comprehensive income (loss).

On October 25, 2019 (the “FL3 Closing Date”), Sub-REIT entered into a collateralized loan obligation (“TRTX 2019-FL3” or “FL3”). TRTX 2019-FL3 provides for reinvestment, during the 24 months after closing of FL3, whereby eligible new loans or participation interests (the “FL3 Additional Interests”) in loans may be contributed to TRTX 2019-FL3 in exchange for cash, which provides liquidity to the Company to originate new loan investments as underlying loans repay.

For the three months ended March 31, 2021, the Company did not utilize the reinvestment feature. For the three months ended March 31, 2020, the Company utilized the reinvestment feature four times, contributing $157.3 million of new loans or participating interests in loans, and receiving $47.3 million of cash, after the repayment of $110.0 million of existing borrowings, including accrued interest.

As of March 31, 2021 FL3 Mortgage Assets represented ~~24.1%~~26.8% of the aggregate unpaid principal balance of the Company’s loan investment portfolio and had an aggregate principal balance of approximately $1.2 ~~billion, as of March 31, 2020.~~billion.

At March 31, ~~2020,~~2021, TRTX 2019-FL3 had ~~approximately $0.0~~$1.2 million of cash available to acquire eligible ~~assets.~~assets which is included in Collateralized Loan Obligation Proceeds Held at Trustee on the Company’s consolidated balance sheets.

In connection with TRTX 2019-FL3, the Company incurred $7.8 million of issuance costs which are amortized on an effective yield basis over the expected life of the investment-grade notes issued based upon the expected repayment behavior of the loans collateralizing the notes after giving effect to the reinvestment period, both as of the FL3 Closing Date. As of March 31, ~~2020,~~2021, the Company’s unamortized issuance costs related to TRTX 2019-FL3 were ~~$6.8~~$4.5 million.

Interest expense on the outstanding FL3 Notes is payable monthly. For the three months ended March 31, ~~2020~~2021, interest expense on the outstanding FL3 Notes (excluding amortization of deferred financing costs) of ~~$7.3~~$3.8 millionis included in the Company’s consolidated statements of income (loss) and comprehensive ~~income.~~income (loss).

On November 29, 2018 (the “FL2 Closing Date”), Sub-REIT entered into a collateralized loan obligation (“TRTX 2018-FL2” or “FL2”) ~~The~~. TRTX 2018-FL2 ~~indenture permits~~provides for reinvestment, during the ~~Company to contribute~~24 months after closing of FL2, whereby eligible new loans or

participation interests in loans may be contributed to TRTX 2018-FL2 in exchange for cash, which ~~provides~~provided additional liquidity to the Company to originate new loan investments as underlying loans repay. The reinvestment period for TRTX 2018-FL2 ended on December 11, 2020. At March 31, 2021, TRTX 2018-FL2 had 0 cash available to acquire eligible assets. For the ~~year~~ three months ended March 31, 2020, the Company utilized the reinvestment feature three times, contributing $74.3 million of new loans or participation interests in loans, and receiving net cash proceeds of $45.1 million, after the repayment of $29.2 million of existing borrowings, including accrued interest.

AtAs of March 31, ~~2020, TRTX 2018-FL2~~2021, FL2 Mortgage Assets represented 21.7% of the aggregate unpaid principal balance of the Company’s loan investment portfolio and had an aggregate principal balance of approximately ~~$0.2 million in cash available to acquire eligible assets.~~ $1.0 billion.

In connection with TRTX 2018-FL2, the Company incurred $8.7 million of issuance costs which are amortized on an effective yield basis over the expected life of the investment-grade notes (the “FL2 Notes”) issued based upon the expected repayment behavior of the loans collateralizing the notes and the reinvestment period, both as of the FL2 Closing Date. As of March 31, ~~2020,~~2021, the Company’s unamortized issuance costs related to TRTX 2018-FL2 were ~~$5.6~~$3.2 million.

Interest expense on the outstanding FL2 Notes is payable monthly. For the three months ended March 31, ~~2020,~~2021, interest expense on the outstanding FL2 Notes (excluding amortization of deferred financing costs) of ~~$6.0~~$3.1 million is included in the Company’s consolidated statements of income (loss) and comprehensive ~~income.~~income (loss).

In accordance with ASC 810, the Company evaluated the key attributes of the issuers of the FL4 Notes (the “FL4 Issuers”), FL3 ~~Issuers~~Notes (the “FL3 Issuers”) and the issuers of the FL2 Notes (the “FL2 Issuers”) to determine if they were VIEs and, if so, whether the Company was the primary beneficiary of their operating activities. This analysis caused the Company to conclude that the FL4 Issuers, FL3 Issuers and the FL2 Issuers were VIEs and that the Company was the primary beneficiary. The Company is the primary beneficiary ~~of the VIEs~~ because it has the ability to control the most significant activities of the FL4 Issuers, FL3 Issuers and the FL2 Issuers, the obligation to absorb losses to the extent of its equity investments, and the right to receive benefits, that could potentially be significant to these entities. ~~As a result,~~Accordingly, the Company consolidates the FL4 Issuers, FL3 Issuers and the FL2 Issuers.

The Company’s total assets and total liabilities as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 included the following VIE assets and liabilities of TRTX 2021-FL4, TRTX 2019-FL3 and TRTX 2018-FL2 (dollars in thousands):

	March 31, 2020		December 31, 2019		March 31, 2021		December 31, 2020
ASSETS
Cash and Cash Equivalents	$	19,683	$	17,075	$	47,383	$	78,350
Collateralized Loan Obligation Proceeds Held at Trustee						310,070		174
Accounts Receivable from Servicer/Trustee		407		1,464		202		—
Accrued Interest and Fees Receivable		1,648		2,178
Accrued Interest Receivable						1,029		740
Loans Held for Investment		2,230,345		2,229,034		3,141,155		2,199,666
Total Assets	$	2,252,083	$	2,249,751	$	3,499,839	$	2,278,930
LIABILITIES
Accrued Interest Payable	$	1,802	$	2,512	$	1,395	$	1,311
Accrued Expenses and Other Liabilities		376		732
Accrued Expenses						988		630
Collateralized Loan Obligations		1,822,291		1,821,128		2,851,709		1,825,569
Payable to Affiliates		4,620		4,620		13,986		14,016
Deferred Revenue		155		—
Total Liabilities	$	1,829,244	$	1,828,992	$	2,868,078	$	1,841,526

The following tables outline TRTX 2021-FL4, TRTX 2019-FL3 and TRTX 2018-FL2 loan collateral and borrowings under the TRTX 2021-FL4, TRTX 2019-FL3 and TRTX 2018-FL2 collateralized loan obligations as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 (dollars in thousands):

March 31, 2020
March 31, 2021								March 31, 2021
Collateral (loan investments)	Collateral (loan investments)			Debt (notes issued)				Collateral (loan investments)			Debt (notes issued)
Outstanding Principal	Outstanding Principal	Carrying Value		Face Value		Carrying Value		Outstanding Principal	Carrying Value		Face Value		Carrying Value
$	2,230,345	$	2,230,345	$	1,834,760	$	1,822,291	3,141,155	$	3,141,155	$	2,868,047	$	2,851,709

December 31, 2019
December 31, 2020								December 31, 2020
Collateral (loan investments)	Collateral (loan investments)			Debt (notes issued)				Collateral (loan investments)			Debt (notes issued)
Outstanding Principal	Outstanding Principal	Carrying Value		Face Value		Carrying Value		Outstanding Principal	Carrying Value		Face Value		Carrying Value
$	2,229,034	$	2,229,034	$	1,834,761	$	1,821,128	2,230,276	$	2,230,276	$	1,834,760	$	1,825,568

Assets held by the FL4 Issuers, FL3 Issuers and the FL2 Issuers are restricted and can only be used to settle obligations of the related VIE. The liabilities of the FL4 Issuers, FL3 Issuers and the FL2 Issuers are non-recourse to the Company and can only be satisfied from the then-current assets of the related VIE.

The following table outlines the weighted average spreads and maturities for TRTX 2021-FL4, TRTX 2019-FL3 and TRTX 2018-FL2 loan collateral and borrowings under the TRTX 2021-FL4, TRTX 2019-FL3 and TRTX 2018-FL2 collateralized loan obligations as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 (dollars in thousands):

	March 31, 2020					December 31, 2019					March 31, 2021					December 31, 2020
	Weighted Average Spread (%)⁽¹⁾			Weighted Average Maturity (Years)⁽²⁾		Weighted Average Spread (%)⁽¹⁾			Weighted Average Maturity (Years)⁽²⁾		Weighted Average Spread (%)⁽¹⁾			Weighted Average Maturity (Years)⁽²⁾		Weighted Average Spread (%)⁽¹⁾			Weighted Average Maturity (Years)⁽²⁾
Collateral (loan investments)
TRTX 2018-FL2		3.74	%		4.5		3.82	%		4.2		3.34	%		2.6		3.33	%		4.9
TRTX 2019-FL3		3.18	%		4.2		3.33	%		4.1		3.20	%		2.7		3.20	%		4.1
TRTX 2021-FL4												3.04	%		2.9		—			—

Debt (notes issued)
TRTX 2018-FL2		1.72	%		17.6		1.72	%		17.9		1.45	%		16.6		1.45	%		16.9
TRTX 2019-FL3		1.63	%		14.5		1.63	%		14.8		1.44	%		13.5		1.44	%		13.8
TRTX 2021-FL4												1.60	%		16.9		—			—

~~(6) Secured Revolving Repurchase Agreements, Senior Secured and~~(7) Secured Credit Agreements and ~~Asset-Specific Financing~~Mortgage Loan Payable

At March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, the Company had secured ~~revolving repurchase agreements, senior secured~~credit facilities and ~~secured credit agreements and an asset-specific financing,~~a mortgage loan payable, all of which were used to finance certain of the Company’s ~~originated loans.~~loan investments. These financing arrangements bear interest at rates equal to LIBOR plus a credit spread negotiated between the Company and each lender, ~~typically~~often a separate credit spread for each pledge of collateral, which is primarily based on property type and advance rate against the unpaid principal balance of the pledged loan. Except for the ~~asset-specific financing,~~mortgage loan payable, these borrowing arrangements contain defined mark-to-market provisions that permit ~~the~~our lenders to issue margin calls to the Company in the event that the collateral properties underlying the Company’s loans pledged to the Company’s lenders experience a non-temporary decline in value (“credit marks”) due to reasons other than capital markets events that result in changing credit spreads for similar borrowing obligations. In connection with one of these borrowing arrangements, the lender is also permitted to issue margin calls to the Company in the event the lender determines capital markets events have caused credit spreads ~~have changed~~to change for similar borrowing ~~obligations.~~obligations (“spread marks”).

At March 31, 2020 and December 2019, the Company had 4 secured revolving repurchase agreements which were used to finance its CRE CLO debt investments. These financing arrangements bear interest at a rate equal to LIBOR plus a credit spread negotiated between the Company and its lenders, which is determined primarily by the haircut amount (inverse of the advance rate) and the rating of the bonds so financed. These borrowing arrangements contain daily mark-to-market provisions that permit the lenders to issue margin calls to the Company in response to changing interest rates and credit spreads on the CRE debt securities so financed. Additionally, these borrowing arrangements typically have tenors limited to 30, 60 or 90 days subject to renewal at the lenders’ option.

The following table presents certain information regarding the Company’s secured ~~revolving repurchase agreements, senior secured and secured~~ credit agreements ~~and asset-specific financings~~ as of March 31, ~~2020~~2021 and December 31, ~~2019.~~2020. Except as otherwise noted, all agreements are on a ~~full or~~ partial recourse basis (dollars in thousands):

March 31, 2020

Financing Arrangement
Secured Revolving
Repurchase Agreements

Maturity
Date

Index
Rate

Weighted
Average
Credit
Spread

Interest
Rate

Commitment
Amount

Maximum
Current
Availability

Balance
Outstanding

Principal
Balance of
Collateral⁽¹⁾

Carrying
Value of
Collateral

Goldman Sachs⁽²⁾

08/19/20

1 Month LIBOR

2.1
%

3.1
%

$
750,000

$
602,992

$
147,008

$
221,728

$
220,151

Wells Fargo⁽²⁾

04/18/22

1 Month LIBOR

1.7
%

2.7
%

750,000

389,462

360,538

494,959

492,972

Barclays⁽²⁾

08/13/22

1 Month LIBOR

1.5
%

2.5
%

750,000

160,474

589,526

742,729

740,584

Morgan Stanley^(2),(5)

05/04/20

1 Month LIBOR

1.8
%

2.8
%

500,000

58,641

441,359

578,177

575,025

JP Morgan⁽²⁾

08/20/21

1 Month LIBOR

1.6
%

2.6
%

400,000

179,378

220,622

294,041

288,654

US Bank⁽²⁾

07/09/22

1 Month LIBOR

1.5
%

2.5
%

189,490

114,011

75,479

98,272

97,821

Subtotal - Loan
   Investments

3,339,490

1,504,958

1,834,532

2,429,906

2,415,207

Goldman Sachs⁽³⁾

04/10/20

1 Month LIBOR

1.1
%

2.0
%

73,366

—

73,366

59,687

59,756

JP Morgan⁽³⁾

04/08/20

1 Month LIBOR

1.1
%

2.1
%

437,323

—

437,323

438,297

438,420

Wells Fargo⁽³⁾

04/19/20

1 Month LIBOR

1.3
%

2.2
%

97,592

—

97,592

115,585

115,668

Royal Bank of Canada⁽³⁾

N/A

N/A

N/A

N/A

—

—

—

—

—

Subtotal - CRE Debt
   Securities

608,281

—

608,281

613,569

613,844

Subtotal

3,947,771

1,504,958

2,442,813

3,043,475

3,029,051

Senior Secured and
   Secured Credit
   Agreements

Bank of America⁽²⁾

09/29/20

1 Month LIBOR

1.8
%

2.7
%

500,000

354,363

145,637

183,411

183,411

Citibank⁽⁴⁾

07/12/20

1 Month LIBOR

2.3
%

3.2
%

160,000

97,357

62,643

90,160

89,231

Subtotal

660,000

451,720

208,280

273,571

272,642

Asset-specific Financing

Institutional Lender

10/09/20

1 Month LIBOR

4.2
%

5.1
%

77,000

—

77,000

112,000

109,463

Subtotal

77,000

—

77,000

112,000

109,463

Total

$
4,684,771

$
1,956,678

$
2,728,093

$
3,429,046

$
3,411,156

	March 31, 2021
Secured Credit Agreements and Mortgage Loan Payable:	Initial Maturity Date	Extended Maturity Date	Index Rate	Weighted Average Credit Spread			Interest Rate			Commitment Amount		Maximum Current Availability		Balance Outstanding		Principal Balance of Collateral			Amortized Cost of Collateral
Secured Credit Facilities
Goldman Sachs⁽¹⁾	08/19/21	08/19/22	1 Month LIBOR		2.3	%		2.6	%	$	250,000	$	248,333	$	1,667	$	37,940		$	37,826
Wells Fargo⁽¹⁾	04/18/22	04/18/22	1 Month LIBOR		1.9	%		2.0	%		750,000		747,909		2,091		3,776			2,466
Barclays⁽¹⁾	08/13/22	08/13/22	1 Month LIBOR		1.5	%		1.7	%		750,000		502,718		247,282		350,488			349,635
Morgan Stanley⁽¹⁾	05/04/22	05/04/22	1 Month LIBOR		1.8	%		1.9	%		500,000		343,825		156,175		212,883			211,525
JP Morgan⁽¹⁾	10/30/23	10/30/25	1 Month LIBOR		1.7	%		1.8	%		400,000		275,542		124,458		207,618			205,047
US Bank⁽¹⁾	07/09/22	07/09/24	1 Month LIBOR		1.5	%		1.8	%		139,960		70,376		69,584		101,759			101,714
Bank of America⁽¹⁾	09/29/21	09/29/22	1 Month LIBOR		1.8	%		1.9	%		200,000		168,336		31,664		42,813			42,813
Institutional Financing⁽¹⁾	10/30/23	10/30/25	1 Month LIBOR		4.5	%		4.8	%		249,546		21,600		227,946		392,148			391,877
Subtotal										$	3,239,506	$	2,378,639	$	860,867	$	1,349,425		$	1,342,903

Mortgage Loan Payable
Institutional Lender	12/15/21	12/15/22	1 Month LIBOR		4.5	%		5.0	%		50,000		—		50,000		99,200	⁽²⁾		—
Subtotal										$	50,000	$	—	$	50,000	$	99,200		$	—

Total										$	3,289,506	$	2,378,639	$	910,867	$	1,448,625		$	1,342,903

	December 31, 2019																		December 31, 2020
Financing Arrangement Secured Revolving Repurchase Agreements	Maturity Date	Index Rate	Weighted Average Credit Spread			Interest Rate			Commitment Amount		Maximum Current Availability		Balance Outstanding		Principal Balance of Collateral		Carrying Value of Collateral
Secured Credit Agreements and Mortgage Loan Payable:																			Initial Maturity Date	Extended Maturity Date	Index Rate	Weighted Average Credit Spread			Interest Rate			Commitment Amount		Maximum Current Availability		Balance Outstanding		Principal Balance of Collateral			Amortized Cost of Collateral
Secured Credit Facilities
Goldman Sachs⁽¹⁾	08/19/20	1 Month LIBOR		1.8	%		3.5	%	$	750,000	$	704,563	$	45,437	$	288,032	$	285,962	08/19/21	08/19/22	1 Month LIBOR		2.7	%		2.9	%	$	250,000	$	199,113	$	50,887	$	96,381		$	94,971
Wells Fargo⁽¹⁾	04/18/22	1 Month LIBOR		1.8	%		3.6	%		750,000		355,372		394,628		593,742		591,238	04/18/22	04/18/22	1 Month LIBOR		1.7	%		1.9	%		750,000		533,601		216,399		290,237			288,696
Barclays⁽¹⁾	08/13/22	1 Month LIBOR		1.5	%		3.3	%		750,000		318,240		431,760		542,927		540,725	08/13/22	08/13/22	1 Month LIBOR		1.5	%		1.7	%		750,000		433,739		316,261		443,845			442,757
Morgan Stanley⁽¹⁾	05/04/20	1 Month LIBOR		1.9	%		3.6	%		500,000		105,253		394,747		519,638		515,984
Morgan Stanley⁽¹⁾⁽³⁾																			05/04/21	05/04/22	1 Month LIBOR		1.8	%		2.0	%		500,000		174,045		325,955		434,630			433,031
JP Morgan⁽¹⁾	08/20/21	1 Month LIBOR		1.6	%		3.3	%		400,000		181,552		218,448		300,677		295,341	10/30/23	10/30/25	1 Month LIBOR		1.6	%		1.8	%		400,000		192,906		207,094		351,123			347,852
US Bank⁽¹⁾	07/09/22	1 Month LIBOR		1.8	%		3.6	%		152,240		15,641		136,599		173,253		172,898	07/09/22	07/09/24	1 Month LIBOR		1.5	%		1.8	%		139,960		70,376		69,584		101,372			101,287
Subtotal - Loan Investments										3,302,240		1,680,621		1,621,619		2,418,269		2,402,148
Goldman Sachs⁽²⁾	01/12/20	1 Month LIBOR		0.9	%		2.7	%		81,143		—		81,143		94,629		94,644
JP Morgan⁽²⁾	01/17/20	1 Month LIBOR		0.9	%		2.6	%		475,881		—		475,881		544,105		545,080
Wells Fargo⁽²⁾	01/16/20	1 Month LIBOR		1.0	%		2.7	%		135,774		—		135,774		161,153		161,384
Royal Bank of Canada⁽²⁾	N/A	N/A	N/A			N/A				—		—		—		—		—
Subtotal - CRE Debt Securities										692,798		—		692,798		799,887		801,108
Bank of America⁽¹⁾																			09/29/21	09/29/22	1 Month LIBOR		1.8	%		1.9	%		200,000		112,867		87,133		117,393			117,393
Institutional Financing⁽¹⁾																			10/30/23	10/30/25	1 Month LIBOR		4.5	%		4.8	%		249,546		—		249,546		427,330			426,984
Subtotal										3,995,038		1,680,621		2,314,417		3,218,156		3,203,256										$	3,239,506	$	1,716,647	$	1,522,859	$	2,262,311		$	2,252,971

Senior Secured and Secured Credit Agreements
Bank of America⁽¹⁾	09/29/20	1 Month LIBOR		1.8			3.8			500,000		354,363		145,637		182,882		182,882
Citibank⁽³⁾	07/12/20	1 Month LIBOR		2.3			4.1			160,000		160,000		—		—		—
Subtotal										660,000		514,363		145,637		182,882		182,882

Asset-specific Financing
Mortgage Loan Payable
Institutional Lender	10/09/20	1 Month LIBOR		4.2	%		5.9	%		77,000		—		77,000		112,000		111,436	12/15/21	12/15/22	1 Month LIBOR		4.5	%		5.0	%		50,000		—		50,000		99,200	⁽²⁾		—
Subtotal										77,000		—		77,000		112,000		111,436										$	50,000	$	—	$	50,000	$	99,200		$	—

Total									$	4,732,038	$	2,194,984	$	2,537,054	$	3,513,038	$	3,497,574										$	3,289,506	$	1,716,647	$	1,572,859	$	2,361,511		$	2,252,971

The Company’s secured credit facilities contain defined mark-to-market provisions that permit the lenders to issue margin calls in the event that the collateral properties underlying the Company’s loans pledged to its lenders experience a non-temporary decline in value or net cash flow (“credit marks”) due to reasons other than capital markets events that result in changing credit spreads for similar borrowing obligations. In connection with one of these borrowing arrangements, the lender is also permitted to issue margin calls to the Company in the event the lender determines capital markets events have caused credit spreads to change for similar borrowing obligations (“spread marks”). Furthermore, in connection with one of these borrowing arrangements, the lender has the right to re-margin the secured credit facility based solely on appraised loan-to-values in the third year of the facility. The following table presents the recourse and mark-to-market provisions for the Company’s ~~financing arrangements~~secured credit agreements as of March 31, ~~2020:~~2021:

The following table presents the recourse and mark-to-market provisions for the Company’s ~~financing arrangements~~secured credit agreements as of December 31, ~~2019:~~2020:

At March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, the Company had 67 secured ~~revolving repurchase agreements~~credit facilities to finance its loan investing activities. Credit spreads vary depending upon the collateral type, advance rate and ~~advance rate.~~other factors. Assets pledged at March 31, ~~2020~~2021 and December 31, ~~2019~~2020 consisted of 6037 and 6055 mortgage loans, or participation interests therein, respectively. Under these secured ~~revolving repurchase~~credit agreements, the Company transfers all of its rights, title and interest in the loans to the repurchase counterparty in exchange for cash, and simultaneously agrees to reacquire the asset at a future date for an amount equal to the cash exchanged plus an interest factor. The repurchase counterparty (lender) collects all principal and interest on related loans and remits to the Company the net amount after the lender collects its interest and other fees. For the seventh credit facility, which is a mortgage warehouse facility, the lender receives a security interest (pledge) in the loans financed under the arrangement. The secured ~~revolving repurchase agreements~~credit facilities used to finance loan investments are 25% recourse to Holdco.

At March 31, 2020 and December 31, 2019, the Company had 4 secured revolving repurchase agreements to finance its CRE debt securities. The facility commitment amounts are based on the carrying value of the assets pledged. Credit spreads vary depending upon the collateral type and advance rate. At March 31, 2020, CRE debt securities pledged consisted of 37 CRE CLO investments and 2 CMBS investments, which included three positions with an impaired face value of $31.2 million that were sold on March 31, 2020 but did not settle until April 2, 2020, and are included in Other Assets at the consolidated balance sheet as of March 31, 2020. At December 31, 2019, CRE debt securities pledged consisted of 35 CRE CLO investments and 2 CMBS investments. The secured revolving repurchase agreements used to finance CRE debt securities are 100% recourse to Holdco and are considered short-term borrowings.

~~Each~~Under each of the Company’s secured ~~revolving repurchase agreements has “margin maintenance” provisions, which are designed~~credit facilities, including the mortgage warehouse facility, the Company is required to ~~allow the repurchase lender~~post margin for changes in conditions to ~~maintain a certain margin of credit enhancement against the assets which~~specific loans that serve as ~~collateral.~~collateral for those secured credit facilities. The lender’s margin amount is ~~typically~~in all but one instance limited to collateral-specific credit marks based on ~~a percentage of~~other-than-temporary declines in the ~~market~~ value of the asset and/or mortgaged property collateral; however, certain secured revolving repurchase agreements may also involve margin maintenance based on maintenance of a minimum debt yield with respect to the cash flow fromproperties securing the underlying ~~real estate~~loan collateral. Market value determinations and redeterminations may be made by the repurchase lender in its sole discretion subject to certain specified ~~parameters, which may involve the limitation or enumeration of factors which the repurchase lender may consider when determining market value.~~parameters. In the case of assets that serve as collateral under the Company’s secured ~~revolving repurchase agreements~~credit facilities secured by loans, these considerations ~~may~~ include credit-based factors (which are generally based on factors other than those related to the capital markets) ~~and spread-based factors (which are generally based on~~. In only one instance do the considerations include changes in observable credit spreads in the market for these ~~assets) as~~assets. These factors are described ~~more specifically~~ in the immediately preceding table. The market value of the assets that serve as collateral under the Company’s secured revolving repurchase agreements secured by CRE debt securities is redetermined on a daily basis. As a result, extreme short-term volatility and negative pressure in the financial markets has, and may in the future, result in the Company being required to post cash collateral with the Company’s lenders under these agreements.

During the period from March 1, 2020 to March 31, 2020, the Company received margin call notices with respect to borrowings against its CRE CLO investment portfolio aggregating $170.9 million, which were satisfied with a combination of $89.8 million of cash, cash proceeds from bond sales, and increases in market values prior to quarter-end. At March 31, 2020, unpaid margin calls totaled $19.0 million, which were satisfied in April though cash proceeds from bond sales and increases in market values.

The following table summarizes certain characteristics of the Company’s secured ~~revolving repurchase~~credit agreements secured by commercial mortgage loans, ~~and CRE debt securities,~~ including counterparty concentration risks, at March 31, ~~2020~~2021 (dollars in thousands):

	March 31, 2020															March 31, 2021
Loan Financings	Commitment Amount		UPB of Collateral		Carrying Value of Collateral⁽¹⁾		Amounts Payable⁽²⁾		Net Counterparty Exposure⁽³⁾		Percent of Stockholders' Equity			Days to Extended Maturity⁽⁴⁾
Secured Credit Facilities																Commitment Amount		UPB of Collateral		Amortized Cost of Collateral(1)		Amount Payable(2)		Net Counterparty Exposure(3)		Percent of Stockholders' Equity			Days to Extended Maturity
Goldman Sachs Bank	$	750,000	$	221,728	$	222,930	$	147,590	$	75,340		6.1	%		871	$	250,000	$	37,940	$	39,710	$	1,628	$	38,082		3.0	%		506
Wells Fargo		750,000		494,959		496,228		360,718		135,510		11.0	%		748		750,000		3,776		4,169		2,365		1,804		0.1	%		383
Barclays		750,000		742,729		742,062		589,911		152,151		12.4	%		865		750,000		350,488		350,497		247,484		103,013		8.1	%		500
Morgan Stanley Bank⁽⁴⁾		500,000		578,177		576,930		441,432		135,498		11.0	%	N/A			500,000		212,883		212,469		156,256		56,213		4.4	%		399
JP Morgan Chase Bank		400,000		294,041		290,813		220,725		70,088		5.7	%		1,237		649,546		599,766		599,894		352,702		247,192		19.4	%		1,674
US Bank		189,490		98,272		98,230		75,531		22,699		1.8	%		1,561		139,960		101,759		102,029		69,649		32,380		2.5	%		1,196
Subtotal / Weighted Average	$	3,339,490	$	2,429,906	$	2,427,193	$	1,835,907	$	591,286					932

CRE Debt Securities Financings	Commitment Amount		Impaired Face Value		Carrying Value of Collateral⁽¹⁾		Amounts Payable⁽²⁾		Net Counterparty Exposure⁽³⁾		Percent of Stockholders' Equity			Days to Extended Maturity⁽⁴⁾
Goldman Sachs Bank	$	73,366	$	59,687	$	73,667	$	73,497	$	170		0.0	%		10
JP Morgan		437,323		438,297		438,819		437,495		1,324		0.1	%		8
Wells Fargo		97,592		115,585		103,028		97,782		5,246		0.4	%		19
Royal Bank of Canada		—		—		—		—		—		—			—
Subtotal / Weighted Average	$	608,281	$	613,569	$	615,514	$	608,774	$	6,740					10

Total / Weighted Average - Loans and CRE Debt Securities	$	3,947,771	$	3,043,475	$	3,042,707	$	2,444,681	$	598,026					652
Bank of America																	200,000		42,813		43,050		31,646		11,404		0.9	%		547
Total / Weighted Average																$	3,239,506	$	1,349,425	$	1,351,818	$	861,730	$	490,088					1,020

The Company’s financial covenants and guarantees for outstanding borrowings related to our secured credit agreements and secured revolving credit agreements require Holdco to maintain compliance with the following financial covenants (among others), which were revised on May 28, 2020 as follows:

The ~~agreements include various financial covenants covering~~amendments as of May 28, 2020 revised the definition of tangible net worth ~~liquidity, recourse limitations,~~such that the baseline amount for testing was reset as of April 1, 2020 to $1.1 billion plus 75% of future equity issuances after April 1, 2020. The definition of equity for purposes of calculating the debt-to-equity covenant was revised to include: common equity; preferred equity; and an adjustment equal to the sum of the Current Expected Credit Loss reserve, write-downs, impairments or realized losses recorded against the value of any assets of Holdco or its subsidiaries from and after April 1, 2020; provided, however, that the equity adjustment may not exceed the amount of (a) Holdco’s total equity less (b) the product of Holdco’s total indebtedness multiplied by 25%.

For long as the Series B Preferred Stock is outstanding, the Company is required to maintain a debt-to-equity ratio not greater than 3.0 to 1.0. For the purpose of determining this ratio, the aggregate liquidation preference of the outstanding shares of Series B Preferred Stock is excluded from the calculation of total indebtedness of the Company and ~~interest coverage.~~ its subsidiaries, and is included in the calculation of total equity.

The Company was in compliance with all financial covenants to the extent that balances were outstanding as of March 31, ~~2020~~2021 and December 31, 2019, except that, as of March 31, 2020, the Company was not in compliance with respect to the debt-to-equity ratio covenant included in certain of these agreements. This non-compliance was cured on April 2, 2020 when the Company utilized proceeds from sales of certain CRE debt securities to repay outstanding borrowings under the related secured revolving repurchase agreements. The Company received waivers from the lender under each of the applicable agreements on May 8, 2020.

The agreements also include a covenant that obligates the Company to deliver certain audited financial statements for Holdco to the lenders within 90 days, or 120 days, after each December 31. The Company was not in compliance with respect to this covenant as of March 31, 2020. This non-compliance was cured on May 6, 2020. The Company received waivers from the lender under each of the applicable agreements on May 11, 2020.

Negative impacts on the Company’s business caused by COVID-19 have and ~~will likely~~may continue to make it more difficult to meet or satisfy these covenants, and there can be no assurance that the Company will remain in compliance with these covenants in the future.

The Company ~~has~~through a ~~senior~~special purpose entity subsidiary is a borrower under a $50.0 million mortgage loan secured ~~credit agreement with Bank~~by a first deed of ~~America N.A. with a maximum commitment amount of $500 million.~~trust against the Property. Refer to Note 4 for additional information. The ~~senior secured agreement has~~first mortgage loan was provided by an initial maturity of September 29, 2020 and borrowings bear interest at LIBOR plus 1.75%. At March 31, 2020, $145.6 million was outstanding under the secured credit agreement. This agreement is 25% recourse to Holdco.

The Company has a secured revolving credit agreement (the “Credit Agreement”), with Citibank, N.A. with aggregate secured borrowing capacity of up to $160.0 million, subject to borrowing base availability and certain other conditions, which the Company occasionally uses to finance originations or acquisitions of eligible loans on an interim basis until permanent financing is arranged. The Credit Agreementinstitutional lender, has an initial maturity date of ~~July~~December 15, 2021, and includes an option to extend the maturity for 12 ~~2020,~~months subject to the satisfaction of customary extension conditions, including (i) the purchase of a new interest rate cap for the extension term, (ii) replenishment of the interest reserve with an amount equal to 12 months of debt service, (iii) payment of a 0.25% extension fee on the outstanding principal balance, and ~~borrowings bear~~(iv) no event of default. The first mortgage loan permits partial releases of collateral in exchange for payment of a minimum release price equal to the greater of 100% of net sales proceeds (after reasonable transaction expenses) or 115% of the allocated loan amount. The loan bears interest at ana rate of LIBOR plus 4.50% subject to a LIBOR interest rate ~~per annum equal to one-month LIBOR or the applicable base~~floor of 0.50% and a rate ~~plus a margin~~cap of ~~2.25%~~0.50%. The ~~initial advance rate on borrowings~~Company has posted cash of $2.4 million to pre-fund interest payments due under the ~~Credit Agreement with respect to individual pledged assets is 70% and declines over the borrowing term of up to 90 days, after which borrowings against an asset must be repaid.~~note during its initial term. At March 31, ~~2020, $62.6 million in connection with two pledged loans~~2021, the remaining reserve balance was ~~outstanding on the Credit Agreement. This agreement is 100% recourse to Holdco.~~

The agreements include various financial covenants covering net worth, liquidity, recourse limitations, debt-to-equity ratio and interest coverage. The Company was in compliance with all covenants to the extent that balances were outstanding as of March 31, 2020 and December 31, 2019, except that, as of March 31, 2020, the Company was not in compliance with respect to the debt-to-equity ratio covenant included in certain of these agreements. This non-compliance was cured on April 2, 2020 when the Company utilized proceeds from sales of certain CRE debt securities to repay outstanding borrowings under the related secured revolving repurchase agreements. The Company received waivers from the lender under each of the applicable agreements on May 8, 2020.

Negative impacts on the Company’s business caused by COVID-19 have and will likely continue to make it more difficult to meet or satisfy these covenants, and there can be no assurance that the Company will remain in compliance with these covenants in the future.

~~As of March 31, 2020 and December 31, 2019, the Company had one asset-specific financing arrangement to finance one of its loan investments.~~

On April 2, 2019, the Company entered into an asset-specific financing with an institutional lender that is secured by one loan held for investment. The asset-specific financing does not provide for additional advances. The current initial maturity of this agreement is October 9, 2020. As of March 31, 2020, the asset-specific financing principal balance is $77.0 million and bears interest at LIBOR plus 4.2%.$2.0 million.

The future principal payments for the five years subsequent to March 31, ~~2020~~2021 and thereafter are as follows (in thousands):

	Secured revolving repurchase agreements			Collateralized loan obligations		Senior secured and secured credit agreements		Asset-specific financing		Collateralized loan obligations⁽¹⁾		Secured credit facilities⁽²⁾		Mortgage Loan Payable⁽³⁾
2020	$	1,357,747	⁽¹⁾	$	452,481	$	208,280	$	77,000
2021		422,933			745,896		—		—	$	48,566	$	1,667	$	—
2022		662,133			563,845		—		—		344,814		506,796		50,000
2023		—			62,299		—		—		657,140		352,404		—
2024		—			—		—		—		1,470,523		—		—
2025											347,004		—		—
Thereafter		—			—		—		—		—		—		—
Total	$	2,442,813		$	1,824,521	$	208,280	$	77,000	$	2,868,047	$	860,867	$	50,000

The scheduled maturities for the investment grade bonds issued by TRTX 2018-FL2 and TRTX-2019 FL3 are based upon the initial maturity dates of the underlying loans contributed to the issuer and co-issuer on the closing date of each issuance, without giving effect to replacement loans contributed to either trust during the two-year reinvestment period of each CRE CLO.

The Company’s consolidated balance sheet includes Level I fair value measurements related to cash equivalents, restricted cash, accounts receivable, and accrued liabilities. At March 31, ~~2020,~~2021, the Company had ~~$97.4~~$291.8 million invested in money market funds with original maturities of less than 90 days. The carrying values of these financial assets and liabilities are reasonable estimates of fair value because of the short-term maturities of these instruments. The consolidated balance sheet also includes ~~Loans Held~~loans held for ~~Investment,~~investment, the assets and liabilities of TRTX 2018-FL2, TRTX 2019-FL3 and TRTX ~~2019-FL3~~2021-FL4 (as of March 31, ~~2020 and December 31, 2019)~~2021), and secured ~~financing arrangements~~debt agreements that are considered Level III fair value measurements that are not measured at fair value on a recurring basis but are subject to fair value adjustments utilizing the fair value of the underlying collateral when there is evidence of impairment and when the loan is dependent solely on the collateral for payment of principal and interest. ~~The Company had no non-recurring fair value items as of December 31, 2019.~~

The following tables provide information about the fair value of the Company’s financial assets and liabilities on the Company’s consolidated balance sheets as of March 31, 2021 and December 31, 2020 (dollars in thousands):

	March 31, 2020								March 31, 2021
			Fair Value								Fair Value
	Carrying Value		Level I		Level II		Level III		Carrying Value		Level I		Level II		Level III
Financial Assets
Available for sale CRE Debt Securities	$	604,801	$	604,801	$	—	$	—
Loans Held for Investment		5,020,695		—		—		4,983,304	$	4,523,538	$	—	$	—	$	4,571,875
Financial Liabilities
Collateralized Loan Obligations		1,812,052		—		—		1,778,165		2,851,709		—		—		2,855,190
Secured Financing Arrangements		2,718,348		—		—		2,652,964
Secured Financing Agreements										854,998		—		—		848,765
Mortgage Loan Payable										49,217		—		—		49,217

	December 31, 2019								December 31, 2020
			Fair Value								Fair Value
	Carrying Value		Level I		Level II		Level III		Carrying Value		Level I		Level II		Level III
Financial Assets
Available for sale CRE Debt Securities	$	787,552	$	—	$	787,552	$	—
Loans Held for Investment		4,980,389		—		—		5,004,379	$	4,456,460	$	—	$	—	$	4,472,984
Financial Liabilities
Collateralized Loan Obligations		1,806,428		—		—		1,806,428		1,825,568		—		—		1,834,760
Secured Financing Arrangements		2,525,128		—		—		2,525,128
Secured Financing Agreements										1,514,028		—		—		1,532,910
Mortgage Loan Payable										49,147		—		—		49,147

Loans Held for Investment, Collateralized Loan Obligations, and Secured Financing Arrangements are not carried at fair value on a recurring basis. See additional disclosure related to the fair value of AFS Debt Securities in Note 4. Level III fair values were determined based on standardized valuation models and significant unobservable market inputs, including holding period, discount rates based on LTV, property type and loan pricing expectations developed by the Manager that were corroborated with other institutional lenders to determine a market spread that was added to the one-month LIBOR forward curve. CRE debt securities fair values within the fair value hierarchy of ASC 820-10 were Level I at March 31, 2020 and Level II at December 31, 2019. At March 31, ~~2020, the CRE debt securities fair values on which the impairment charge was determined were the actual prices at which securities owned as of March 31, 2020 were sold in April 2020. At~~2021 and December 31, 2019, the CRE debt securities fair values were based upon multiple market, broker, counterparty or pricing services quotations, which provide valuation estimates based upon reasonable market order indications. The Company reviews for reasonableness and consistency the fair value quotations, which are subject to significant variability based on market conditions, such as interest rates, credit spreads and market liquidity. There were 0 transfers of financial assets or liabilities within the fair value hierarchy during the year ended December 31, 2019.

~~At March~~ 31, 2020, the estimated fair value of Loans Held for Investment was ~~$5.0~~$4.6 billion or $37.4 million less than carrying value, due to an increase during March 2020 in credit spreads on transitional first mortgage loans due primarily to the COVID-19 pandemic. At December 31, 2019, the estimated fair value of Loans Held for Investment was $5.0and $4.5 billion, respectively, which approximated carrying ~~value, because contractual loan credit spreads reflected then-current market terms.~~value. The weighted average gross credit spread at March 31, ~~2020~~2021 and December 31, ~~2019~~2020 was ~~3.41%~~3.19% and ~~3.48%~~3.18%, respectively. The weighted average years to maturity at March 31, ~~2020~~2021 and December 31, ~~2019~~2020 was ~~3.7~~2.9 years and ~~3.8~~3.1 years, respectively, assuming full extension of all loans.

At March 31, 2021 and December 31, 2020, the estimated fair value of the secured ~~financing agreements was $1.8 billion, or $33.9 million less than carrying value, due to an increase during March 2020 in~~ credit ~~spreads on similar financing arrangements due to the COVID-19 pandemic. At December 31, 2019, the carrying value of the secured financing~~ agreements approximated fair value as ~~the then-current~~current borrowing spreads ~~reflected~~reflect market terms. At March 31, 2021 and December 31, 2020, the estimated fair value of the Collateralized Loan Obligation liabilities ~~was $2.7 billion, or $65.4 million less than~~approximated carrying value ~~due to an increase during March 2020~~as current borrowing spreads reflect market terms.

Changes in ~~credit spreads on these bonds observed in limited secondary trading activity in TRTX-issued CRE CLO bonds due to the COVID-19 pandemic. At December 31, 2019, the carrying value of the~~ assets and liabilities with Level III fair values for the three months ended March 31, 2021 are as follows:

There were 0 transfers of ~~TRTX 2019-FL3 and TRTX 2018-FL2 approximated~~financial assets or liabilities within the levels of the fair value ~~as then-current lending and borrowing spreads reflected market terms.~~hierarchy during the three months ended March 31, 2021.

The Company indirectly owns 100% of the equity of multiple taxable REIT subsidiaries (collectively “TRSs”)~~, including certain of its TRTX 2018-FL2 and TRTX 2019-FL3 subsidiaries.~~. TRSs are subject to applicable U.S. federal, state, local and foreign income tax on their taxable income. In addition, as a REIT, the Company also may be subject to a 100% excise tax on certain transactions between it and its TRSs that are not conducted on an arm’s-length basis. The Company files income tax returns in the United States federal jurisdiction as well as various state and local jurisdictions. The filings are subject to normal reviews by tax authorities until the related statute of limitations expires. The years open to examination generally range from ~~2016~~2017 to present.

ASC 740 also prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company has analyzed its various federal and state filing positions and believes that its income tax filing positions and deductions are well documented and supported. As of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, based on the Company’s evaluation, ~~there is 0 reserve for~~the Company did 0t have any material uncertain income tax positions.

The Company’s policy is to classify interest and penalties associated with underpayment of U.S. federal and state income taxes, if any, as a component of general and administrative expense on its consolidated statements of income (loss) and comprehensive ~~income.~~income (loss). For the three months ended March 31, ~~2020,~~2021, the Company did 0t have interest or penalties associated with the underpayment of any income taxes.

The Company owns, through a tax partnership (“Parent LLC”), 100% of the common equity in Sub-REIT, which qualifies as a REIT for U.S. federal income tax purposes and is a separate taxpayer from both the Company and Parent LLC. Parent LLC is owned by the Company both directly and through a TRS. The Company, through Sub-REIT, issues CRE CLO liabilities (“CLOs”) to finance on a non-recourse, non-mark-to-market basis a large proportion of its loan investment portfolio. Due to unusually low LIBOR rates beginning in March 2020 coupled with the benefit of LIBOR floors relating to the various loans and participation interests pledged to Sub-REIT’s CLOs, certain of Sub-REIT‘s CLOs currently generate excess inclusion income (“EII”), which is treated as unrelated business taxable income (“UBTI”). Published IRS guidance requires that Sub-REIT allocate its EII in accordance with its dividends paid. Accordingly, EII generated by Sub-REIT‘s CLOs is allocated to Parent LLC. Pursuant to the Parent LLC operating agreement, any EII allocated from Sub-REIT to Parent LLC is allocated further to the TRS. Consequently, no EII is allocated to the Company and, as a result, the Company’s shareholders will not be allocated any EII or UBTI by the Company. The tax liability borne by the TRS on the EII is at the highest U.S. federal corporate tax rate (currently 21%). This tax liability is included in the consolidated statements of income (loss) and comprehensive income (loss) and balance sheets of the Company.

For the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, the Company incurred 0 federal, state or local tax relating to its TRSs. For the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, the Company recognized ~~$0.1~~$0.9 million and ~~$0.2~~$0.1 million, respectively, of federal, state and local tax expense. At March 31, ~~2020~~2021 and ~~2019,~~2020, the Company’s effective tax rate was ~~0.0%~~2.8% and ~~0.8%~~0.5%, respectively.

As of ~~March~~December 31, 2020, ~~and December 31, 2019,~~ 0 deferred income tax assets or liabilities were recorded for the operating activities of the Company’s TRSs.

From March 23, 2020 ~~to March 31,~~through April 2020, the Company sold ~~10 separate~~all its CRE debt securities with an aggregate face value of ~~$179.3~~$969.8 million, generating gross sales proceeds of ~~$143.1~~$766.4 million. ~~After retiring $141.0 million of repurchase financing and generating net cash proceeds of $2.2 million, the~~The Company recorded ~~aggregate~~ losses from these sales of ~~$36.2 million. These losses~~$203.4 million recognized as expense in Securities Impairments on the consolidated statements of income (loss) and comprehensive income (loss), which are expected to be available to offset any capital gains of the Company in 2020 and, to the extent those capital losses exceed the Company’s capital gains for 2020, such losses would be available to be carried forward to offset capital gains in future years. The Company does not expect these losses to reduce the amount that the Company will be required to distribute under the requirement that the Company distribute to the Company’s stockholders at least 90% of the Company’s REIT taxable income (computed without regard to the deduction for dividends paid and excluding net capital gain) each year in order to continue to qualify as a REIT. ~~For information regarding the tax consequences of certain sales of CRE securities subsequent to March 31, 2020, see Note 16~~.

The Company is externally managed and advised by the Manager pursuant to the terms of a management agreement between the Company and the Manager (as amended, the “Management Agreement”). Pursuant to the Management Agreement, the Company pays the Manager a base management fee equal to the greater of $250,000 per annum ($62,500 per quarter) or 1.50% per annum (0.375% per quarter) of the Company’s “Equity” as defined in the Management Agreement. Proceeds from the issuance of Series B Preferred Stock is included in the Company’s Equity for purposes of determining the base management fee. The base management fee is payable in cash, quarterly in arrears. The Manager is also entitled to incentive compensation which is calculated and payable in cash with respect to each calendar quarter in arrears in an amount, not less than zero, equal to the difference between: (1) the product of (a) 20% and (b) the difference between (i) the Company’s Core Earnings for the most recent 12-month period, including the calendar quarter (or part thereof) for which the calculation of incentive compensation is being made (the “applicable period”), and (ii) the product of (A) the Company’s Equity in the most recent 12-month period, including the applicable period, and (B) 7% per annum; and (2) the sum of any incentive compensation paid to the Manager with respect to the first three calendar quarters of the most recent 12-month period. No incentive compensation is payable to the Manager with respect to any calendar quarter unless Core Earnings for the 12 most recently completed calendar quarters is greater than zero. For purposes of calculating the Manager’s incentive compensation, the Management Agreement, as amended, specifies that equity securities of the Company or any of the Company’s subsidiaries that are entitled to a specified periodic distribution or have other debt characteristics will not constitute equity securities and will not be included in “Equity” for the purpose of calculating incentive compensation. Instead, the aggregate distribution amount that accrues to such equity securities during the calendar quarter of such calculation will be subtracted from Core Earnings, before incentive compensation for purposes of calculating incentive compensation, unless such distribution is otherwise excluded from Core Earnings.

“Core ~~Earnings”~~Earnings, as defined in the Management Agreement, means the net income (loss) attributable to the holders of the Company’s common stock and Class A common stock and, without duplication, the holders of the Company’s subsidiaries’ equity securities (other than the Company or any of the Company’s subsidiaries), computed in accordance with GAAP, including realized gains and losses not otherwise included in net income (loss), and excluding (i) non-cash equity compensation expense, (ii) the incentive compensation, (iii) depreciation and amortization, (iv) any unrealized gains or losses, including an allowance for credit losses, or other similar non-cash items that are included in net income for the applicable period, ~~including the allowance for credit losses,~~ regardless of whether such items are included in other comprehensive income or loss or in net income and (v) one-time events pursuant to changes in GAAP and certain material non-cash income or expense items, in each case after discussions between the Manager and the Company’s independent directors and approved by a majority of the Company’s independent directors.

For long as any shares of Series B Preferred Stock remain issued and outstanding, the Manager has agreed to reduce by 50% the base management fee attributable to the inclusion of the Series B Preferred Stock in the Company’s Equity, such that the base management fee rate applicable to the Series B Preferred Stock included in the equity base will equal 0.75% per annum, instead of 1.50% per annum as provided in the Management Agreement.

Management Fees Incurred and Paid for the ~~Three Months~~three months ended March 31, ~~2020~~2021 and ~~2019~~2020

For the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, the Company incurred and paid the following management fees and incentive management fees pursuant to the Management Agreement (dollars in thousands):

Management fees and incentive management fees included in payable to affiliates on the consolidated balance sheets at March 31, ~~2020~~2021 and December 31, ~~2019~~2020 are ~~$5.0~~$5.1 million and ~~$7.3~~$5.4 million, respectively. ~~The Manager has agreed to defer payment of the base management fee and~~NaN incentive management fee ~~due as of~~was earned during the three months ended March 31, ~~2020, which aggregates approximately $5.0 million, to July 6, 2020.~~2021.

A termination fee would be due to the Manager upon termination of the Management Agreement by the Company absent a cause event. The termination fee would also be payable to the Manager upon termination of the Management Agreement by the Manager if the Company materially breaches the Management Agreement. The termination fee is equal to three times the sum of (x) the average annual base management fee and (y) the average annual incentive compensation earned by the Manager, in each case during the 24-month period immediately preceding the most recently completed calendar quarter prior to the date of termination.

The Manager or its affiliates is responsible for the expenses related to the personnel of the Manager and its affiliates who provide services to the Company. However, the Company does reimburse the Manager for agreed-upon amounts based upon the Company’s allocable share of the compensation (including, without limitation, annual base salary, bonus, any related withholding taxes and employee benefits) paid to (1) 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 (2) other corporate finance, tax, accounting, internal audit, legal risk management, operations, compliance and other non-investment personnel of the Manager or its affiliates who spend all or a portion of their time managing the Company’s affairs, based on the percentage of time devoted by such personnel to the Company’s and the Company’s subsidiaries’ affairs. For the three months ended March 31, 2021 and March 31, 2020, the Manager incurred $0.3 million and $0.3 million, respectively, of expenses that were subject to reimbursement by the Company for services rendered on its behalf by the Manager and its affiliates.

For as long as any shares of Series B Preferred Stock (hereafter defined) remain issued and outstanding, the Manager has agreed that it will not seek reimbursement for reimbursable expenses in excess of the greater of (x) $1.0 million per fiscal year and (y) twenty percent (20%) of the Company’s allocable share of such reimbursable expenses pursuant to the Management Agreement per fiscal year. For the quarter ended March 31, 2021, the Company reimbursed to the Manager $250,000 of reimbursable expenses, and the Manager elected not to seek reimbursement for reimbursable amounts in excess thereof. There can be no assurance that the Manager will not seek reimbursement of such expenses in future quarters. If the product of 20% multiplied by eligible reimbursable expenses is expected to exceed $1.0 million annually, the Manager is obligated to inform and review with the Company’s board of directors, the methodology and rationale for such an increase in advance of the delivery to the Company of a written request for reimbursement reflecting such increase. No such notice has been received by the Company as of March 31, 2021.

The Company is required to pay the Manager or its affiliates for documented costs and expenses incurred with third parties by the Manager or its affiliates on behalf of the Company, subject to the Company’s review and approval of such costs and expenses. The Company’s obligation to pay for costs and expenses incurred on its behalf is not subject to a dollar limitation.

As of March 31, 2021 and December 31, 2020, ~~$2.3~~$0.0 million and $0.2 million, respectively, remained outstanding and payable to the Manager or its affiliates for third party expenses that were incurred on behalf of the Company. ~~As of March 31, 2019, there were 0 amounts outstanding that were reimbursable by the Company to the Manager.~~

All expenses due and payable to the Manager are reflected in the respective expense category of the consolidated statements of income (loss) and comprehensive income (loss) or consolidated balance sheets based on the nature of the item.

The Company calculates its basic and diluted earnings (loss) per share using the two-class method for all periods presented, assince the unvested restricted shares of its common stock granted to certain current and former employees and affiliates of the Manager qualify as participating securities. These restricted shares have the same rights as the Company’s other shares of common stock and Class A common stock (which Class A shares were converted to common shares in February 2020), including participating in any dividends, and therefore ~~have been~~are included in the Company’s basic and diluted earnings per share calculation. For the three months ended March 31, 2021 and 2020, ~~and 2019, $0.3~~$0.1 million and ~~$0.1~~$0.3 million, respectively, of common stock dividends declared and undistributed net income attributable to common stockholders were allocated to unvested shares of our common stock pursuant to stock grants made under the Company’s Incentive ~~Plan (see~~Plan. See Note 14 for details.

In connection with the issuance of Series B Preferred Stock and the Warrants described in Note 13, the Company elected the accreted redemption value method whereby the discount created based on the relative fair value of the Warrants to the fair value of the Series B Preferred Stock and the related issuance costs will be accreted as a non-cash dividend on preferred stock over four years using the effective interest method. Such adjustments are included in Accretion of Discount on Series B Cumulative Redeemable Preferred Stock on our Consolidated Statements of Changes in Equity and treated similarly to a dividend on preferred stock for ~~details).~~GAAP purposes. For the three months ended March 31, 2021, this adjustment totaled $1.5 million.

The computation of diluted earnings per share is based on the weighted average number of participating securities outstanding plus the incremental shares that would be outstanding assuming exercise of warrants issued pursuant to the Company’s issuance of Series B Preferred Stock. The number of incremental shares is calculated utilizing the treasury stock method. For the three months ended March 31, 2021, the Warrants are included in the calculation of diluted earnings per share because the average market price of the Company’s common stock during the three months ended March 31, 2021 was $10.95, which exceeds the strike price of $7.50 per common share for warrants currently outstanding.

The following table sets forth the calculation of basic and diluted earnings per common share ~~(common stock and Class A common stock)~~ based on the weighted-average number of shares of common stock ~~and Class A common stock~~ outstanding for the three months ended March 31, 2021 (in thousands, except share and per share data):

	Three Months Ended March 31,						Three Months Ended March 31,
	2020			2019			2021			2020
Net Income (Loss) Attributable to TPG RE Finance Trust, Inc.	$	(232,793	)	$	28,409		$	25,831		$	(232,793	)
Participating Securities' Share in Earnings (Loss)		(268	)		(141	)		(146	)		(268	)
Accretion of Discount on Series B Preferred Stock								(1,452	)		—
Net Income (Loss) Attributable to Common Stockholders	$	(233,061	)	$	28,268		$	24,233		$	(233,061	)
Weighted Average Common Shares Outstanding, Basic and Diluted		76,465,322			68,294,736
Per Common Share Amount, Basic and Diluted	$	(3.05	)	$	0.42
Weighted Average Common Shares Outstanding, Basic								76,895,615			76,465,322
Incremental units from assumed exercise of warrants								3,777,621			—
Weighted Average Common Shares Outstanding, Diluted								80,673,236			76,465,322
Earnings (Loss) Per Common Share, Basic							$	0.32		$	(3.05	)
Earnings (Loss) Per Common Share, Diluted							$	0.30		$	(3.05	)

On May 28, 2020, the Company entered into an Investment Agreement (the “Investment Agreement”) with PE Holder L.L.C., a Delaware limited liability company (the “Purchaser”), an affiliate of Starwood Capital Group Global II, L.P., under which the Company agreed to issue and sell to the Purchaser up to 13,000,000 shares of 11.0% Series B Preferred Stock, par value $0.001 per share (plus any additional such shares paid as dividends pursuant to the Articles Supplementary, the “Series B Preferred Stock”), and Warrants to purchase, in the aggregate, up to 15,000,000 shares (subject to adjustment) of the Company’s Common Stock, for an aggregate cash purchase price of up to $325,000,000. Such purchases may occur in up to three tranches. The Investment Agreement contains market standard provisions regarding board representation, voting agreements, rights to information, and a standstill agreement and registration rights agreement regarding common stock acquired via exercise of Warrants.

~~(12) Stockholders’~~On May 28, 2020, the Purchaser acquired the initial tranche, consisting of 9,000,000 shares of Series B Preferred Stock and Warrants to purchase up to 12,000,000 shares of Common Stock, for an aggregate price of $225.0 million. The Company retained an option to sell to the Purchaser the second and third tranches on or prior to December 31, 2020, provided notice of intent to sell is delivered to the Purchaser not later than December 11, 2020. Each of the second and third tranches consisted of 2,000,000 shares of Series B Preferred Stock and Warrants to purchase up to 1,500,000 shares of Common Stock, for an aggregate purchase price of $50.0 million per tranche. The Company allowed the option to issue additional shares of Series B Preferred Stock to expire unused.

The Company’s Series B Preferred Stock has a liquidation preference over all other classes of the Company’s equity other than Series A Preferred Stock, which has liquidation preference over the Series B Preferred Stock.

Series B Preferred Stock bears a dividend at 11% per annum, accrued daily and compounded semi-annually, which is payable quarterly in cash; provided that up to 2.0% per annum of the liquidation preference may be paid, at the option of the Company, in the form of additional shares of Series B Preferred Stock.

The Warrants have an initial exercise price of $7.50 per share. The exercise price of the Warrants and shares of Common Stock issuable upon exercise of the Warrants are subject to customary adjustments. The Warrants are exercisable on a net settlement basis and expire on May 28, 2025. The Warrants are classified as equity and were initially recorded at their estimated fair value of $14.4 million with no subsequent remeasurement. NaN of the Warrants have been exercised as of March 31, 2021.

On the issuance date, the Company retained third party valuation experts to assist with estimating the fair value of the Series B Preferred Stock and the Warrants using the binomial lattice model. Based on the Warrants’ relative fair value to the fair value of the Series B Preferred Stock, approximately $14.4 million of the $225.0 million proceeds was allocated to the Warrants, creating a corresponding preferred stock discount in the same amount. The Company elected the accreted redemption value method whereby this discount will be accreted over four years using the effective interest method, resulting in an increase in the carrying value of the Series B Preferred Stock. Additionally, $14.2 million of costs directly related to the issuance will be accreted using the effective interest method. Such adjustments are included in Accretion of Discount on Series B Cumulative Redeemable Preferred Stock on our Consolidated Statements of Changes in Equity and treated similarly to a dividend on preferred stock for GAAP purposes.

Between January 22, 2020 and January 24, 2020, the Company received requests to convert all of the outstanding shares of the Company’s Class A common stock into shares of the Company’s common stock. Accordingly, all of the outstanding shares of the Company’s Class A common stock were retired and returned to the authorized but unissued shares of Class A common stock of the Company, and the holders of shares of the Class A common stock were issued an aggregate of 1,136,665 shares of the Company’s common stock. On February 14, 2020, the Company filed Articles Supplementary with the State Department of Assessments and Taxation of Maryland to reclassify and designate all 2,500,000 authorized but unissued shares of the Company’s Class A common stock as additional shares of undesignated common stock of the Company. The Articles Supplementary became effective upon filing on February 14, 2020. As a result, as of March 31, ~~2020,~~2021, there are 0 shares of the Company’s Class A common stock authorized or outstanding.

On March 7, 2019, the Company and the Manager entered into an equity distribution agreement with each of Citigroup Global Markets Inc., J.P. Morgan Securities LLC, JMP Securities LLC, Wells Fargo Securities, LLC and TPG Capital BD, LLC (each a “Sales Agent” and, collectively, the “Sales Agents”) relating to the issuance and sale by the Company of shares of its common stock pursuant to a continuous offering program. In accordance with the terms of the equity distribution agreement, the Company may, at its discretion and from time to time, offer and sell shares of its common stock having an aggregate gross sales price of up to $125.0 million through the Sales Agents, each acting as the Company’s agent. The offering of shares of the Company’s common stock pursuant to the equity distribution agreement will terminate upon the earlier of (1) the sale of shares of the Company’s common stock subject to the equity distribution agreement having an aggregate gross sales price of $125.0 million and (2) the termination of the equity distribution agreement by the Sales Agents or the Company at any time as set forth in the equity distribution agreement. At March 31, 2021, cumulative gross proceeds issued under the equity distribution agreement totaled $50.9 million, leaving $74.1 million available for future issuance subject to the direction of management, and market conditions.

Each Sales Agent will be entitled to commissions in an amount not to exceed 1.75% of the gross sales prices of shares of the Company’s common stock sold through it, as the Company’s agent. For the three months ended March 31, 2021, the Company sold 0 shares of common stock under this arrangement. For the three months ended March 31, 2020, the Company sold ~~0.6~~$0.6 million shares of common stock at a weighted average price per share of $20.53 and gross proceeds of $12.9 ~~million. The Company~~million, and paid commissions totaling $0.2 million. The Company used the proceeds from the offering to originate commercial real estate loans, ~~and~~ acquire CRE debt ~~securities. For the three months ended March 31, 2019, 0 shares of common stock were sold pursuant to the equity distribution agreement.~~

In March 2019, the Company completed a common stock offering of 6.0 million shares at a price to the underwriters of $19.80 per share, generating net proceeds of $118.8 million, after underwriting discounts. Pursuant to the terms of the underwriting agreement that the Company entered into with Morgan Stanley & Co. LLC, as representative of the underwriters, on April 12, 2019, the underwriters exercised in full their option to purchase 900,000 additional shares of common stock (the “Option Shares”). As a result, the Company issuedsecurities and sold 900,000 Option Shares to the underwriters on April 16, 2019 and generated additional net proceeds, before transaction expenses, of approximately $17.4 million. The Manager reimbursed offering costs of $0.3 million. The Company used net proceeds from the offering to originate commercial real estate loans and acquire CRE debt securities.

The Company entered into an agreement and related amendments (the “10b5-1 Purchase Plan”) with Goldman Sachs & Co. LLC, as the Company’s agent, to buy in the open market up to $35.0 million in shares of the Company’s common stock in the aggregate during the period beginning on or about August 21, 2017. On August 1, 2018, the Company’s Board of Directors authorized the Company to extend the repurchase period for ~~the remaining capital committed to the 10b5-1 Purchase Plan to February 28, 2019. No other changes to the terms of the 10b5-1 Purchase Plan were authorized.~~

The 10b5-1 Purchase Plan required Goldman Sachs & Co. LLC to purchase for the Company shares of the Company’s common stock when the market price per share is below the threshold price specified in the 10b5-1 Purchase Plan which is based on the Company’s book value per common share. During the three months ended March 31, 2019, the Company repurchased 2,324 shares of common stock, at a weighted average price of $18.27 per share, for total consideration (including commissions and related fees) of $0.4 million. The 10b5-1 Purchase Plan expired by its terms on February 28, 2019.

In January 2019, a subsidiary of the Company issued 625 shares of Series A preferred stock of which 500 shares were retained by the Company and 125 shares were sold to third party investors for proceeds of $0.1 million. The 500 preferred shares of Series A preferred stock retained by the Company are eliminated in the Company’s consolidated statements of changes in equity.

Upon the approval of the Company’s Board of Directors, ~~dividends are accrued by~~ the ~~Company.~~Company accrues dividends. Dividends are paid first to the holders of the Company’s Series A preferred stock at the rate of 12.5% of the total $0.001 million liquidation preference per annum plus all accumulated and unpaid dividends thereon, then to holders of the Company’s Series B Preferred Stock at the rate of 11.0% per annum of the $25.00 per share liquidation preference, and then to the holders of the Company’s ~~common stock and Class A~~ common stock. The Company intends to distribute each year substantially all of its taxable income to its stockholders to comply with the REIT provisions of the Internal Revenue Code of 1986, as amended. The Board of Directors will determine whether to pay future dividends, entirely in cash, or in a combination of stock and cash based on facts and circumstances at the time such decisions are made.

On March 15, 2021, the Company’s Board of Directors declared and approved a cash dividend for the first quarter of 2021 in the amount of $0.20 per share of common stock, or $15.5 million in the aggregate, which was paid on April 23, 2021 to holders of record of the Company’s common stock as of March 26, 2021.

On March 15, 2021, the Company’s Board of Directors declared a cash dividend for the first quarter of 2021 in the amount of $0.68 per share of Series B Preferred Stock, or $6.1 million in the aggregate, which dividend was paid on March 31, 2021 to the holder of record of our Series B Preferred Stock as of March 15, 2021.

On March 17, 2020, the Company’s Board of Directors declared ~~and approved~~ a dividend for the first quarter of 2020 in the amount of $0.43 per share of common stock, or $33.2 million in the aggregate, which ~~dividend~~ was payable on April 24, 2020 to holders of record of the Company’s common stock as of March 27, 2020.On March 23, 2020, the Company announced the deferral until July 14, 2020 of the payment of its declared first quarter dividend to stockholders of record as of June 15, 2020. ~~The Board of Directors will determine whether to pay dividends, including the~~This dividend ~~declared in the first quarter of 2020, entirely in cash, or in a combination of stock and cash based on facts and circumstances at the time such decisions are made.~~

On March 19, 2019, the Company declared and approved a dividend for the first quarter of 2019 in the amount of $0.43 per share of common stock and Class A common stock, or $31.6 million in the aggregate, which was paid on ~~April 25, 2019 to holders of record of our common stock and Class A common stock as of March 29, 2019.~~ July 14, 2020.

As of March 31, ~~2020~~2021 and December 31, ~~2019, $33.2~~2020, $15.5 million and ~~$32.8~~$29.5 million, respectively, remain unpaid and are reflected in dividends payable on the Company’s consolidated balance sheets.

The Company does not have any ~~employees as it is externally managed by the Manager. However, as~~employees. As of March 31, ~~2020,~~2021, certain individuals employed by an affiliate of the Manager and certain members of the Company’s Board of Directors were compensated, in part, through the issuance of share-based instruments.

The Company’s Board of Directors has adopted, and the Company’s stockholders have approved, the TPG RE Finance Trust, Inc. 2017 Equity Incentive Plan (the “Incentive Plan”). The Incentive Plan provides for the grant of equity-based awards to the Company’s, and its affiliates’, directors, officers, employees (if any) and consultants, and the members, officers, directors, employees and consultants of our Manager or its affiliates, as well as to our Manager and other entities that provide services to us and our affiliates and the employees of such entities. The total number of shares of common stock or ~~long term~~long-term incentive plan (“LTIP”) units that may be awarded under the Incentive Plan is 4,600,463. The Incentive Plan will automatically expire on the tenth anniversary of its effective date, unless terminated earlier by the Company’s Board of Directors.

Generally, the shares vest in installments over a four-year period, pursuant to the terms of the award and the Incentive Plan. The following table presents the number of shares associated with outstanding awards that will vest over the next four years. Shares presented for the current year, ~~2020, include~~2021, includes 108,503 shares which have vested during the period from January 1, ~~2020~~2021 to March 31, ~~2020.~~2021.

Vesting Year	Shares of Common Stock		Shares of Common Stock
2020		229,521
2021		229,522		418,345
2022		102,389		183,030
2023		62,574		145,873
		624,006
2024				89,548
Total				836,796

As of March 31, ~~2020,~~2021, total unrecognized compensation cost relating to unvested share-based compensation arrangements was ~~$10.3~~$8.6 million. This cost is expected to be recognized over a weighted average period of ~~1.4~~1.1 years from March 31, ~~2020.~~2021. For the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, the Company recognized ~~$1.4~~$1.5 million and ~~$0.6~~$1.4 million, respectively, of share-based compensation expense.

Due to the current COVID-19 pandemic in the United States and globally, the Company’s borrowers and their tenants, the properties securing the Company’s investments, and the economy as a whole have been, and will continue to be, adversely impacted. The magnitude and duration of COVID-19 and its impact on the Company’s borrowers and their tenants, cash flows and future results of operations could be significant and will largely depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity and mutated strains of COVID-19, the ~~success~~availability of ~~actions taken to contain~~a treatment or ~~treat the pandemic,~~effectiveness of vaccines approved for COVID-19, and reactions by consumers, companies, governmental entities and capital markets. The prolonged duration and impact of COVID-19 has and could further materially disrupt the Company’s business operations and impact its financial performance.

As part of its lending activities, the Company commits to certain funding obligations which are not advanced at closing and that have not been recognized in the Company’s consolidated financial statements. These commitments to extend credit are made as part of the Company’s ~~lending activities on loans the Company intends to hold in its~~ portfolio of loans held for investment. The aggregate amount of ~~these~~ unrecognized unfunded loan commitments existing at March 31, ~~2020~~2021 and December 31, ~~2019~~2020 was ~~$650.9~~$401.7 million and ~~$630.6~~$423.5 million, respectively.

The Company recorded an allowance for credit losses on loan commitments that are not unconditionally cancellable by the Company of ~~$7.3~~$2.1 million and $2.9 million at March 31, 2021 and December 31, 2020 which is included in accrued expenses and other liabilities on the Company’s consolidated balance ~~sheets at March 31, 2020.~~ sheets.

From time to time, the Company may be involved in various claims and legal actions arising in the ordinary course of business. The Company establishes an accrued liability for loss contingencies when a settlement arising from a legal proceeding is both probable and reasonably estimable. If a legal matter is not probable and reasonably estimable, no such liability is recorded. Examples of this include (i) early stages of a legal proceeding, (ii) damages that are unspecified or cannot be determined, (iii) discovery has not started or is incomplete or (iv) there is uncertainty as to the outcome of pending appeals or motions. If these items exist, an estimated range of potential loss cannot be determined and as such the Company does not record an accrued liability.

As of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, the Company was not involved in any material legal proceedings and has not recorded an accrued liability for loss contingencies.

A summary of the loan portfolio by property type as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 based on total loan commitment and current unpaid principal balance (“UPB”) is as follows (dollars in thousands):

	March 31, 2020
Property Type	Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB
Office	$	2,808,164	$	452,385		48.7	%	$	2,355,779		46.1	%
Multifamily		1,361,596		89,834		23.6			1,271,762		24.8
Hotel		752,293		33,390		13.1			718,903		14.1
Mixed Use		604,993		71,475		10.5			533,518		10.4
Condominium		91,651		1,524		1.6			90,127		1.8
Retail		33,000		2,281		0.6			30,719		0.6
Other		112,000		—		1.9			112,000		2.2
Total	$	5,763,697	$	650,889		100.0	%	$	5,112,808		100.0	%

	December 31, 2019												March 31, 2021
Property Type	Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB			Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB
Office	$	2,925,749	$	438,800		52.0	%	$	2,486,949		49.9	%	$	2,755,294	$	332,468		55.2	%	$	2,422,826		52.8	%
Multifamily		1,104,946		69,061		19.6			1,035,885		20.7			850,188		28,883		17.1			821,604		17.9
Hotel		752,293		40,088		13.4			712,205		14.2			733,221		8,847		14.7			729,071		15.9
Mixed-Use		604,993		78,835		10.7			526,158		10.5			586,993		29,385		11.8			557,608		12.2
Condominium		95,784		1,524		1.7			94,260		1.9			25,049		—		0.5			25,049		0.5
Retail		33,000		2,281		0.6			30,719		0.6			33,000		2,143		0.7			31,200		0.7
Other		112,000		—		2.0			112,000		2.2
Total	$	5,628,765	$	630,589		100.0	%	$	4,998,176		100.0	%	$	4,983,745	$	401,726		100.0	%	$	4,587,358		100.0	%

Loan commitments represent principal commitments made by the Company, and do not include capitalized interest resulting from certain loan modifications of $5.5 million and $4.7 million at March 31, 2021 and December 31, 2020, respectively.

All of the Company’s loans held for investment are secured by properties within the United States. The geographic composition of loans held for investment based on total loan commitment and current UPB as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 is as follows (dollars in thousands):

	March 31, 2020												March 31, 2021
Geographic Region	Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB			Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB
East	$	2,474,224	$	260,332		42.9	%	$	2,213,892		43.2	%	$	2,009,200	$	143,155		40.3	%	$	1,866,243		40.6	%
South		1,452,199		134,718		25.3			1,317,481		25.8			1,284,891		90,675		25.8			1,195,331		26.1
West		1,320,823		184,484		22.9			1,136,339		22.2			1,127,853		109,478		22.6			1,020,800		22.3
Midwest		428,351		67,810		7.4			360,541		7.1			473,701		56,039		9.5			417,962		9.1
Various		88,100		3,545		1.5			84,555		1.7			88,100		2,379		1.8			87,022		1.9
Total	$	5,763,697	$	650,889		100.0	%	$	5,112,808		100.0	%	$	4,983,745	$	401,726		100.0	%	$	4,587,358		100.0	%

	December 31, 2019												December 31, 2020
Geographic Region	Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB			Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB
East	$	2,182,659	$	214,938		38.7	%	$	1,967,721		39.4	%	$	2,009,022	$	152,487		40.6	%	$	1,856,535		41.0	%
South		1,342,794		124,939		23.9			1,217,855		24.4			1,289,141		97,405		26.1			1,192,852		26.4
West		1,397,431		201,690		24.8			1,195,741		23.9			1,128,897		121,738		22.8			1,009,589		22.3
Midwest		482,804		83,178		8.6			399,626		8.0			428,351		49,478		8.7			379,173		8.4
Various		223,077		5,844		4.0			217,233		4.3			88,100		2,379		1.8			86,576		1.9
Total	$	5,628,765	$	630,589		100.0	%	$	4,998,176		100.0	%	$	4,943,511	$	423,487		100.0	%	$	4,524,725		100.0	%

A summary of the loan portfolio by category as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 based on total loan commitment and current UPB is as follows (dollars in thousands):

	March 31, 2020												March 31, 2021
Loan Category	Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB			Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB
Bridge	$	1,974,017	$	56,756		34.2	%	$	1,917,261		37.5	%
Light Transitional		1,962,801		219,359		34.1			1,743,442		34.1		$	1,932,437	$	160,166		38.8	%	$	1,772,271		38.7	%
Moderate Transitional		1,791,879		359,774		31.1			1,432,105		2.8			1,678,660		218,112		33.7			1,462,737		31.9
Bridge														1,337,648		21,980		26.8			1,318,818		28.7
Construction		35,000		15,000		0.6			20,000		0.4			35,000		1,468		0.7			33,532		0.7
Total	$	5,763,697	$	650,889		100.0	%	$	5,112,808		100.0	%	$	4,983,745	$	401,726		100.0	%	$	4,587,358		100.0	%

	December 31, 2019												December 31, 2020
Loan Category	Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB			Loan Commitment		Unfunded Commitment		% of Loan Commitment			Loan UPB		% of Loan UPB
Bridge	$	2,001,962	$	49,057		35.6	%	$	1,952,905		39.1	%
Light Transitional		1,890,762		219,138		33.6			1,671,624		33.4		$	1,937,644	$	173,518		39.2	%	$	1,764,126		39.0	%
Moderate Transitional		1,701,041		347,394		30.2			1,353,647		27.1			1,633,131		224,532		33.0			1,410,145		31.2
Bridge														1,337,736		22,953		27.1			1,317,938		29.1
Construction		35,000		15,000		0.6			20,000		0.4			35,000		2,484		0.7			32,516		0.7
Total	$	5,628,765	$	630,589		100.0	%	$	4,998,176		100.0	%	$	4,943,511	$	423,487		100.0	%	$	4,524,725		100.0	%

The potential negative impacts on the Company’s business caused by COVID-19 may be heightened by the fact that the Company is not required to observe specific diversification criteria, which means that the Company’s investments may be concentrated in certain property types, geographical areas or loan categories that are more adversely affected by COVID-19 than other property types, geographical areas or loan categories. For example, certain of the loans in the Company’s loan portfolio are secured by office buildings, hotels and retail properties. Federal and state mandates implemented to control the spread of COVID-19, including restrictions on freedom of movement and business operations such as travel bans, border closings, business closures, quarantines and shelter-in-place orders, have and are likely to continue to negatively impact the hotel and retail industries, which could adversely affect the Company’s investments in assets secured by properties that operate in these industries. Also, changes in how certain types of commercial properties are used while maintaining social distancing and other techniques intended to control the impact of COVID-19 (for example, office buildings may be adversely impacted by a possible reversal in the recent trend toward increased densification of office space, or a preference by office users for suburban properties less reliant on public transportation to safely deliver their employees to and from the workplace) have and are likely to impact our investments secured by these properties. Additional regional surges in infection rates due to COVID-19 variants, reversed re-openings, uncertainty regarding the effectiveness of vaccines approved for COVID-19, or high proportions of vaccine hesitancy in certain regions, could adversely affect the Company’s loan investments secured by properties in these regions so impacted.

~~Subsequent to March 31, 2020, the Company originated 0 new loans and received 0 full loan repayments.~~

From April 1, 2020 to April 29, 2020, the Company sold 39 separate CRE debt securities with an aggregate face value of $782.0 million generating gross sales proceeds of $614.8 million. After retiring $581.7 million of repurchase financing and generating net cash proceeds of $33.1 million, the Company recorded aggregate losses from these sales of $167.3 million, equal to the impairment charge described herein. Because the Company determined prior to March 31, 2020 that it intended to sell these investments, the Company recorded an impairment charge at March 31, 2020 of $167.3 million, offset by a small gain on one bond sold, based on the actual prices at which the investments were sold during April 2020. These losses are expected to be available to offset any capital gains of the Company in 2020 and, to the extent those capital losses exceed the Company’s capital gains for 2020, such losses would be available to be carried forward to offset capital gains in future years. The Company does not expect these losses to reduce the amount that the Company will be required to distribute under the requirement that the Company distribute to the Company’s stockholders at least 90% of the Company’s REIT taxable income (computed without regard to the deduction for dividends paid and excluding net capital gain) each year in order to continue to qualify as a REIT.2021:

As discussed in Note 6, certain of the Company’s outstanding borrowings are subject to certain financial covenants, including covenants governing the Company’s debt-to-equity ratio. As of March 31, 2020, the Company was not in compliance with respect to the debt-to-equity ratio covenant included in certain of these agreements. This non-compliance was cured on April 2, 2020 when the Company utilized proceeds from sales of certain CRE debt securities to repay outstanding borrowings under the related secured revolving repurchase agreements. The Company received waivers from the lender under each of the applicable agreements on May 8, 2020.

On April 7, 2020, the Manager agreed to extend to July 6, 2020 the Company’s obligation to pay the $5.0 million base management fee accrued and payable to the Manager for the quarter ended March 31, 2020. The Company was not subject to, and did not accrue, an incentive fee for the quarter ended March 31, 2020.

On April 29, 2020, the borrower under a first mortgage loan with a commitment amount of $90.0 million and an unpaid principal balance of $81.4 million, both as of March 31, 2020, informed the Company that it intended to negotiate with the Company an agreement under which it would convey the property securing the Company’s loan to the Company in order to satisfy the loan and avoid foreclosure proceedings. The Company is currently evaluating its rights, remedies and avenues of enforcement. The loan has been paid current through April 1, 2020 with a funded interest reserve sufficient to pay interest through June 2020. At this time, no reliable estimate can be made of the impact of this event on the results of operations, liquidity, or consolidated financial statements of the Company. Although an allowance for credit losses from this loan is included in the consolidated financial statements included in this Form 10-Q, the Company may be adversely affected by this and other similar events in the future.

On May 4, 2020, the Company and Morgan Stanley extended for a term of one year, through May 4, 2021, the existing secured revolving repurchase agreement. This facility has no limit on the maximum number of permitted extensions, subject to the satisfaction of certain conditions and approvals.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the unaudited and audited consolidated financial statements and the accompanying notes included elsewhere in this Form 10-Q and in our Form 10-K filed with the SEC on February ~~19, 2020.~~24, 2021. In addition to historical data, this discussion contains forward-looking statements about our business, results of operations, cash flows, and financial condition based on current expectations that involve risks, uncertainties and assumptions. See “Cautionary Note Regarding Forward-Looking ~~Statements”.~~Statements.” Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed under the heading “Risk Factors” in this Form 10-Q and in our Form 10-K filed with the SEC on February ~~19, 2020.~~24, 2021.

We are a commercial real estate finance company externally managed by TPG RE Finance Trust Management, L.P. and sponsored by TPG. We directly originate, acquire and manage commercial mortgage loans and other commercial real estate-related ~~investments~~debt instruments in North America for our balance sheet. Our objective is to provide attractive risk-adjusted returns to our stockholders over time through cash distributions and capital appreciation. To meet our objective, we focus primarily on directly originating and selectively acquiring floating rate first mortgage loans that are secured by high quality commercial real estate properties undergoing some form of transition and value creation, such as retenanting, refurbishment or other form of repositioning. The collateral underlying our loans is located in primary and select secondary markets in the U.S. that we believe have attractive economic conditions and commercial real estate fundamentals. We operate our business as one segment.

As of March 31, ~~2020,~~2021, our loan investment portfolio consisted of 6557 first mortgage loans (or interests therein) and one mezzanine loan with total loan commitments of ~~$5.8~~$5.0 billion, an aggregate unpaid principal balance of ~~$5.1~~$4.6 billion, a weighted average credit spread of ~~3.4%~~3.2%, a weighted average all-in yield of ~~5.4%~~5.2%, a weighted average term to extended maturity (assuming all extension options have been exercised by borrowers) of ~~3.7~~2.9 years, and a weighted average LTV of ~~65.7%~~65.9%. As of March 31, ~~2020, 100.0%~~2021, 100% of the loan commitments in our portfolio consisted of floating rate loans, of which ~~99.6%~~99.3% were first mortgage loans or, in one instance a first mortgage loan and ~~0.4%~~contiguous mezzanine loan both owned by us, and 0.7% was a mezzanine loan. As of March 31, ~~2020,~~2021, we had ~~$650.9~~$401.7 million of unfunded loan commitments, our funding of which is subject to borrower satisfaction of certain milestones.

~~In addition, as~~As of March 31, ~~2020,~~2021, we had $99.2 million of real estate owned comprising 27 acres across two undeveloped commercially-zoned land parcels on the Las Vegas Strip (the “Property”) acquired pursuant to a negotiated deed-in-lieu of foreclosure. This Property is held for investment ~~purposes commercial real estate debt securities (“CRE debt securities”) investments, with an aggregate bond face amount~~and reflected on our consolidated balance sheets at its estimate of ~~$767.3 million, an impaired face~~fair value at the time of ~~$604.5 million, and a weighted average coupon, including LIBOR, of 1.9%.~~acquisition.

We have made an election to be taxed as a REIT for U.S. federal income tax purposes, commencing with our initial taxable year ended December 31, 2014. We believe we have been organized and have operated in conformity with the requirements for qualification and taxation as a REIT under the Internal Revenue Code and we believe that our organization and current and intended manner of operation will enable us to continue to meet the requirements for qualification and taxation as a REIT. As a REIT, we generally are not subject to U.S. federal income tax on our REIT taxable income that we distribute currently to our stockholders. We operate our business in a manner that permits us to maintain an exclusion or exemption from registration under the Investment Company Act.

During ~~the quarter ended March 31,~~ 2020, the ~~novel coronavirus (“COVID-19”)~~COVID-19 pandemic caused significant disruptions to the U.S. and global economies. These disruptions ~~have~~ contributed to significant and ongoing volatility, widening credit spreads and sharp declines in liquidity in the real estate securities and whole loan financing markets ~~which have negatively impacted our CRE debt securities portfolio.~~at points during 2020. The pace of recovery following this disruption remains uncertain, as do the longer-term economic effects and shifts in behavior. As a result of the impact of COVID-19, many commercial real estate finance and financial services industry participants, including us, ~~have~~ reduced new investment activity until the capital markets ~~become~~became more stable, the macroeconomic outlook ~~becomes~~became clearer, ~~and~~ market liquidity ~~increases. In this environment,~~improved, and transaction volumes increased. For most of 2020, we ~~are~~ focused on actively managing portfolio credit, generating and recycling liquidity from existing assets, extending the maturities and further reducing the mark-to-market exposure of our liabilities and controlling corporate overhead as a percentage of our total assets and total revenues. Although market conditions remain uncertain due to COVID-19, the credit performance of our portfolio, loan repayments that have allowed us to retire certain borrowings and increase our liquidity, extended maturity dates for many of our secured credit agreements, the introduction of a new secured credit agreement limiting mark-to-market risk relating to hotel loans in our portfolio, and the increase in non-mark-to-market liabilities to 84% of total borrowings have positioned us to resume the origination of first mortgage transitional loans in the first quarter of 2021. For more information regarding the impact that COVID-19 has had and may have on our business, see ~~“Risk Factors.”~~risk factors set forth in our Form 10-K filed with the SEC on February 24, 2021.

We are externally managed by our Manager, TPG RE Finance Trust Management, L.P., an affiliate of TPG. TPG manages investments across multiple asset classes, including private equity, real estate, energy, infrastructure, ~~credit~~ and hedge funds. Our Manager

manages our investments and our day-to-day business and affairs in conformity with our investment guidelines and other policies that are approved and monitored by our board of directors. Our Manager is responsible for, among other matters, ~~(A)~~ the selection, origination or purchase and sale of our portfolio investments, ~~(B)~~ our financing activities and ~~(C)~~ providing us with investment advisory services. Our Manager is also responsible for our day-to-day operations and performs (or causes to be performed) such services and activities relating to our investments and business and affairs as may be appropriate. Our investment decisions are

approved by an investment committee of our Manager that is comprised of senior investment professionals of TPG, including a senior investment ~~professional~~professionals of TPG's real estate equity ~~group.~~group and TPG’s executive committee. For a summary of certain terms of the management agreement between us and our Manager (the “Management Agreement”), see Note 1011 to our Consolidated Financial Statements included in this Form 10-Q.

The accompanying consolidated financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

Our primary sources of liquidity include cash, availability under secured borrowing arrangements, net proceeds from loan repayments in excess of our borrowings secured by loans so repaid, net proceeds from the sale of CRE CLO investments, and net proceeds from loan sales. During the quarter ended March 31, 2020, the COVID-19 pandemic caused significant disruption to the US and global economies, contributing to significant and ongoing volatility, widening credit spreads and sharp declines in liquidity in the commercial real estate capital markets, and disruption of the banking sector. These factors in combination have caused us to experience a reduction in available liquidity due to margin calls paid related to daily mark-to-market borrowing against our investment portfolio of CRE CLO debt securities, incur losses due to the sale of our entire investment portfolio of CRE CLO securities, experience a slowdown in the pace and volume of loan repayments by our borrowers, and forecast the need to reduce the advance rate of our borrowings under our secured revolving repurchase agreements, and senior secured and secured credit facilities.

~~We have undertaken a plan to support our operations and meet our liquidity needs:~~Operating Results:

Available liquidity at March 31, 2021 of ~~the above actions taken, we project that we will not have sufficient liquidity to repay maturing debt balances~~$632.9 million was comprised of:

Financing capacity for our secured credit agreements at March 31, 2021 was comprised of $432.2 million and meet our obligations as they become due to sustain operations through at least one year following the date the consolidated financial statements are issued. These conditions raise substantial doubt about our$3.2 billion of loan financing capacity under secured credit agreements provided by seven lenders. Our ability to ~~continue~~draw on this capacity is dependent upon our lenders’ willingness to accept as collateral loan investments we pledge to them to secure additional borrowings. These financing arrangements have credit spreads based upon the LTV and other risk characteristics of collateral pledged, and provide stable financing with mark-to-market provisions generally limited to collateral-specific events and, in only one instance, to capital markets-specific events. As of March 31, 2021, borrowings under these financing arrangements had a ~~going concern.~~

~~In response~~weighted average credit spread of 2.4% and a weighted average term to ~~these conditions, our plans include the intention to execute extensions with our lenders during 2020, and we believe that such extensions are probable of occurring, which is expected to extend the~~extended maturity ~~dates until May 2022 or after. We have a history of successfully executing extensions with these lenders. As a result,~~(assuming we have ~~concluded that our plans~~exercised all extension options and term-out provisions) of 2.8 years. These financing arrangements are ~~probable of being achieved~~generally 25% recourse to ~~alleviate substantial doubt about our ability to continue as a going concern.~~Holdco.

As a commercial real estate finance company, we believe the key financial measures and indicators for our business are earnings per share, dividends declared per common share, ~~Core~~Distributable Earnings, and book value per share. For the three months ended March 31, ~~2020,~~2021, we recorded ~~loss~~earnings per diluted common share of ~~$3.05, a decrease~~$0.30, an increase of ~~$3.49 of earnings~~$0.21 per diluted common share ~~as of~~from the three months ended December 31, ~~2019,~~2020, primarily due to ~~realized~~a reduction in credit loss ~~on our CRE debt securities. Core~~expense of $4.0 million during the three months ended March 31, 2021, compared to a $16.3 million credit loss expense during the preceding quarter. Distributable Earnings per diluted common share was ~~$(2.20)~~$0.27 for the three months ended March 31, ~~2020, a decrease~~2021, an increase of ~~$2.65~~$0.12 from the ~~quarter~~three months ended December 31, ~~2019.~~2020, mainly due to an increase in our net income.

For the three months ended March 31, ~~2020,~~2021, we declared a cash dividend of ~~$0.43~~$0.20 per ~~share. On March~~common share, which was paid on April 23, 2020, we announced that our previously authorized cash dividend for the first quarter of 2020 of $0.43 per share of common stock would now be deferred and payable on July 14, 2020 to stockholders of record as of June 15, 2020.2021.

Our book value per common share as of March 31, ~~2020~~2021 was ~~$16.06,~~$16.61, a ~~$3.72 decrease~~$0.11 increase from our book value per common share as ~~compared to~~of December 31, ~~2019,~~2020, primarily due to ~~a decrease~~retained earnings in ~~GAAP net income during~~excess of the ~~current period due to losses of $36.2 million incurred~~dividends declared on ~~the sale during the quarter of CRE debt securities with a bond face amount of $187.8 million,~~our Series A and an impairment charge of $167.3 million recorded against CRE debt securities with a bond face amount of $782.0 million held at March 31, 2020, inclusive of two holdings of TRTX 2018-FL2 notes with a bond face amount of $14.7 million which are eliminated in consolidation,Series B preferred stock and ~~sold during April 2020, offset in part by net income from~~ our ~~whole loan lending business.~~common stock. As further described below, ~~Core~~Distributable Earnings is a measure that is not prepared in accordance with GAAP. We use ~~Core~~Distributable Earnings to evaluate our performance excluding the effects of certain transactions and GAAP adjustments that we believe are not necessarily indicative of our current loan activity and operations.

The computation of diluted earnings per share is based on the weighted average number of participating securities outstanding plus the incremental shares that would be outstanding assuming exercise of warrants, which are exercisable on a net-settlement basis. The number of incremental shares is calculated by applying the treasury stock method. We exclude participating securities and warrants from the calculation of basic earnings (loss) per share in periods of net losses since their effect would be anti-dilutive. For the three months ended March 31, 2021, we present diluted earnings per share because the average market price of the Company’s common stock during the three months ended March 31, 2021 was $10.95, which exceeds the strike price of $7.50 per common share for warrants currently outstanding.

The following table sets forth the calculation of basic and diluted net income per share and dividends declared per share (in thousands, except share and per share data):

	Three Months Ended					Three Months Ended
	March 31, 2020			December 31, 2019		March 31, 2021			December 31, 2020
Net Income (Loss) Attributable to TPG RE Finance Trust, Inc.⁽¹⁾	$	(232,793	)	$	32,902	$	25,831		$	8,375
Weighted Average Number of Common Shares Outstanding, Basic and Diluted⁽²⁾		76,465,322			74,504,278
Basic and Diluted Earnings (Loss) per Common Share⁽²⁾	$	(3.05	)	$	0.44
Participating Securities' Share in Earnings							(146	)		(338	)
Deemed Dividends on Series B Preferred Shares							(1,452	)		(1,399	)
Net Income (Loss) Attributable to Common Stockholders						$	24,233		$	6,638
Weighted Average Number of Common Shares Outstanding, Basic⁽²⁾							76,895,615			76,759,033
Weighted Average Number of Common Shares Outstanding, Diluted⁽²⁾							80,673,236			79,257,062
Earnings (Loss) per Common Share, Basic⁽²⁾						$	0.32		$	0.09
Earnings (Loss) per Common Share, Diluted⁽²⁾						$	0.30		$	0.09
Dividends Declared per Common Share⁽²⁾	$	0.43		$	0.43	$	0.20		$	0.38

We use ~~Core~~Distributable Earnings to evaluate our performance excluding the effects of certain transactions and GAAP adjustments we believe are not necessarily indicative of our current loan activity and operations. ~~Core~~Distributable Earnings is a non-GAAP measure, which we define as GAAP net income (loss) attributable to our stockholders, including realized gains and losses not otherwise included in GAAP net income (loss), and excluding (i) non-cash equity compensation expense, (ii) depreciation and amortization, (iii) unrealized gains (losses), ~~including an allowance for credit losses,~~ and (iv) certain non-cash items. ~~Core~~Distributable Earnings may also be adjusted from time to time to exclude one-time events pursuant to changes in GAAP and certain other non-cash charges as determined by our Manager, subject to approval by a majority of our independent directors. The exclusion of depreciation and amortization from the calculation of ~~Core~~Distributable Earnings only applies to debt investments related to real estate to the extent we foreclose upon the property or properties underlying such debt investments. Distributable Earnings is substantially the same as Core Earnings, as defined in our Management Agreement, for the three months ended March 31, 2021.

We believe that ~~Core~~Distributable Earnings provides meaningful information for our investors to consider in addition to our net income and cash flow from operating activities determined in accordance with GAAP. ~~Although pursuant~~We made an election to be taxed as a REIT for U.S. federal income tax purposes, commencing with our initial taxable year ended December 31, 2014. We generally must distribute annually at least 90% of our net taxable income, subject to certain adjustments and excluding any net capital gain, in order for us to qualify as a REIT for U.S. federal income tax purposes. To the extent that we satisfy this distribution requirement but distribute less than 100% of our net taxable income, we will be subject to U.S. federal income tax on our undistributed taxable income. Dividends are one of the principal reasons investors invest in our common stock and over time Distributable Earnings has been a useful indicator of our dividends per share. As such, Distributable Earnings is a measure considered by us in determining dividends.

In assessing the impact of the new credit loss accounting guidance on our Distributable Earnings, we determined that, consistent with our policy on credit loss measurement and our stakeholders’ view of realized loan losses, the credit loss provision or reversal as computed under Accounting Standards Update (“ASU”) 2016-13, Financial Instruments – Credit Losses, should be included within unrealized gains, losses or other non-cash items as referenced above, but only to the extent that it exceeds any realized credit losses during the period. See Note 2 to our ~~Management Agreement we calculate the incentive and base management fees due~~Consolidated Financial Statements included in this Form 10-Q for details related to our ~~Manager using Core Earnings before incentive fee expense, we report Core Earnings after incentive fee expense, because we believe this~~accounting policy on credit loss measurement. Consistent with Accounting Standards Codification (“ASC”) 326, a loan will be charged off as a realized loss when it is deemed non-recoverable upon a ~~more meaningful presentation~~realization event. This is generally at the time the loan receivable is settled, transferred or exchanged, or in the case of foreclosure, when the underlying property is sold, but non-recoverability may also be concluded by us if, in our determination, it is nearly certain that all amounts due will not be collected. The realized loss shall equal the difference between the cash received, or expected to be received, and the book value of the ~~economic performance~~asset. This policy is reflective of our ~~common stock.~~economics as it relates to the ultimate realization of the loan.

~~Core~~Distributable Earnings does not represent net income or cash generated from operating activities and should not be considered as an alternative to GAAP net income, or an indication of our GAAP cash flows from operations, a measure of our liquidity, or an indication of funds available for our cash needs. In addition, our methodology for calculating ~~Core~~Distributable Earnings may differ from the methodologies employed by other companies to calculate the same or similar supplemental performance measures, and accordingly, our reported ~~Core~~Distributable Earnings may not be comparable to the ~~Core~~Distributable Earnings reported by other companies.

~~For additional information on the fees we pay our Manager, see Note 10 to our Consolidated Financial Statements included in this Form 10-Q.~~

The following tables provide a reconciliation of GAAP net income attributable to common stockholders to ~~Core~~Distributable Earnings (in thousands, except share and per share data):

The following table sets forth the calculation of our book value per share (in thousands, except share and per share data):

The Company’s interest-earning assets include its portfolio of floating rate mortgage ~~loans and CRE debt securities.~~loans. At March 31, ~~2020,~~2021, our loan portfolio was comprised of 6658 loans totaling ~~$5.8~~$5.0 billion of commitments with an unpaid principal balance of ~~$5.1~~$4.6 billion, as compared to 6557 loans with ~~$5.6~~$4.9 billion of commitments and an unpaid principal balance ~~$5.0~~of $4.5 billion at December 31, ~~2019.~~ 2020.

At March 31, ~~2020, our portfolio of CRE debt securities was comprised of 37 investments~~2021, we owned real estate with ~~an aggregate bond face amount of $767.3 million, an impaired face value of $604.5 million, and an aggregate~~a carrying value of ~~$604.8~~$99.2 million ~~as compared~~comprising 27 acres across two undeveloped commercially-zoned land parcels on the Las Vegas Strip acquired pursuant to ~~38 investments with an aggregate bond face amount~~a negotiated deed-in-lieu of ~~$786.3 million~~foreclosure. This Property is held for investment and reflected on our consolidated balance sheets at ~~December 31, 2019.~~its estimate of fair value at the time of acquisition.

During the three months ended March 31, ~~2020,~~2021, we originated ~~five loans~~one loan, with a total loan commitment amount of ~~$437.4~~$45.4 million, of which ~~$353.5~~$37.5 million was funded at ~~closing. Other loan~~origination. Loan fundings included ~~$61.7~~$30.4 million of deferred fundings related to previously originated loan commitments. Proceeds from loan repayments totaled ~~$300.6 million.~~$5.3 million, representing partial repayments from four loans. We generated interest income of ~~$81.7~~$58.1 million and incurred interest expense of ~~$38.4~~$20.2 million, which resulted in net interest income of ~~$43.3~~$37.9 million.

The following table details our loan activity by unpaid principal balance for the three months ended March 31, 2021 and December 31, 2020 (dollars in thousands):

	Three Months Ended			Three Months Ended			Three Months Ended
	March 31, 2020			December 31, 2019			March 31, 2021			December 31, 2020
Loan originations and acquisitions — initial funding	$	353,532		$	561,081		$	37,545		$	—
Other loan fundings⁽¹⁾		61,720			105,975			30,382			62,451
Loan repayments		(300,619	)		(645,950	)		(5,294	)		(365,096	)
Loan sale		—			(59,569	)
Total loan fundings, net	$	114,633		$	(38,463	)
Loan extinguishment on conversion to REO⁽²⁾								—			(112,000	)
Total loan activity, net							$	62,633		$	(414,645	)

The following table details overall statistics for our loan portfolio as of March 31, ~~2020~~2021 (dollars in thousands):

	Balance Sheet Portfolio			Total Loan Portfolio			Balance Sheet Portfolio			Total Loan Portfolio
Number of loans		66			67			58			59
Floating rate loans (by unpaid principal balance)		100.0	%		100.0	%		100.0	%		100.0	%
Total loan commitments⁽¹⁾	$	5,763,697		$	5,895,697		$	4,983,745		$	5,115,745
Unpaid principal balance(2)	$	5,112,808		$	5,112,808		$	4,587,358		$	4,587,358
Unfunded loan commitments⁽²⁾⁽³⁾	$	650,889		$	650,889		$	401,726		$	401,726
Carrying value	$	5,020,695		$	5,020,695
Amortized cost							$	4,580,179		$	4,580,179
Weighted average credit spread⁽³⁾⁽⁴⁾		3.4	%		3.4	%		3.2	%		3.2	%
Weighted average all-in yield⁽³⁾⁽⁴⁾		5.4	%		5.4	%		5.2	%		5.2	%
Weighted average term to extended maturity (in years)⁽⁴⁾⁽⁵⁾		3.7			3.7			2.9			2.9
Weighted average LTV⁽⁵⁾⁽⁶⁾		65.7	%		65.7	%		65.9	%		65.9	%

For information regarding the financing of our loan portfolio, see the section entitled “Investment Portfolio Financing.”

~~We invest from time~~In December 2020, we acquired the Property pursuant to ~~time in CRE debt securities~~a negotiated deed-in-lieu of foreclosure. At September 30, 2020, this property served as ~~part~~collateral for a first mortgage loan receivable held for investment with an unpaid principal balance of ~~our investment strategy. As~~$112.0 million, an independently-assessed credit loss reserve of $12.8 million, and a net carrying value of $99.2 million. On October 9, 2020, the first mortgage loan reached final maturity without repayment or satisfaction of extension conditions, which triggered a maturity default. On December 31, 2020, we took ownership of the Property, extinguished the first mortgage loan receivable, and realized a loss of $12.8 million, equal to the previously recorded specific CECL reserve on the first mortgage loan. At March 31, ~~2020, our CRE debt securities portfolio consisted~~2021, we continued to hold the Property at its estimated fair value at the time of ~~one fixed~~acquisition, net of estimated selling costs, of $99.2 million. Our estimate of the Property’s fair value was determined using a discounted cash flow model and Level 3 inputs, which include estimates of parcel-specific cash flows over a specific holding period, at a discount rate that ranges between 8.0% - 17.5% based on the risk profile of estimated cash flows associated with each respective parcel, and ~~36 floating~~an estimated capitalization rate ~~securities,~~of 6.25%, where applicable. These inputs are based on the ~~underlying collateral~~highest and best use for each parcel, estimated future values for the parcels based on extensive discussions with local brokers, investors and other market participants, the estimated holding period for the parcels, and discount rates that reflect estimated investor return requirements for the risks associated with the expected use of ~~which consists of~~each sub-parcel. We obtained from a third party a $50.0 million non-recourse first mortgage ~~loans~~loan secured by ~~commercial real estate properties. The underlying real estate collateral~~the Property, which is ~~located across~~classified as Mortgage Loan Payable on our consolidated balance sheets. See Note 7 to our Consolidated Financial Statements included in this Form 10-Q for details of the United States, primarily in Texas and California, with no state representing more than 13.5% of an investment’s current face amount. Our CRE debt securities carry ratings of BBB- to AAA; our sole unrated CRE debt security has a GSE guarantee with respect to payment of interest and principal. Our CRE debt securities have an expected weighted average life of 3.0 years.Mortgage Loan Payable.

~~The following table provides selected statistics for our CRE debt securities portfolio as of March 31, 2020 (dollars in thousands):~~

~~For information regarding the financing of our CRE debt securities portfolio, see the section entitled “Investment Portfolio Financing.”~~

We actively manage the assets in our portfolio from closing to final repayment. We are party to an agreement with Situs Asset Management, LLC (“~~Situs”~~SitusAMC”), one of the largest commercial mortgage loan servicers, pursuant to which ~~Situs~~SitusAMC provides us with dedicated asset management employees for performing asset management services pursuant to our proprietary guidelines. Following the closing of an investment, this dedicated asset management team rigorously monitors the investment under our Manager’s oversight, with an emphasis on ongoing financial, legal and quantitative analyses. Through the final repayment of an investment, the asset management team maintains regular contact with borrowers, servicers and local market experts monitoring performance of the collateral, anticipating borrower, property and market issues, and enforcing our rights and remedies when appropriate.

Our Manager reviews our entire loan portfolio quarterly, undertakes an assessment of the performance of each loan, and assigns it a risk rating between “1” and “5,” from least risk to greatest risk, respectively. See ~~Notes~~Note 2 ~~and 3~~ to our Consolidated Financial Statements included in this Form 10-Q for a discussion regarding the risk rating system that we use in connection with our portfolio. The following table allocates among risk categories the ~~carrying value~~amortized cost of our loan portfolio as of March 31, ~~2020~~2021 and December 31, ~~2019~~2020 based on our internal risk ratings (dollars in thousands):

	March 31, 2020				December 31, 2019				March 31, 2021				December 31, 2020
Risk Rating	Carrying Value		Number of Loans		Carrying Value		Number of Loans		Amortized Cost		Number of Loans		Amortized Cost		Number of Loans
1	$	—		—		—		—	$	—		—	$	—		—
2		426,306		5		903,393		11		369,245		5		337,738		4
3		3,502,269		42		3,868,696		47		3,376,123		37		3,340,663		37
4		1,017,414		18		208,300		7		803,632		15		806,893		15
5		74,706		1		—		—		31,179		1		31,106		1
Totals	$	5,020,695		66	$	4,980,389		65
Unpaid principal balance									$	4,580,179		58	$	4,516,400		57

~~For the period ended March 31, 2020 and December 31, 2019 the~~The weighted average risk rating of our total loan exposure based on ~~carrying value was~~amortized cost remains unchanged at 3.1 for the periods ended March 31, 2021 and ~~2.9, respectively. Due~~December 31, 2020. During the three months ended March 31, 2021, we upgraded one loan from risk category “3” to ~~operating challenges~~“2” because the collateral property achieved lease occupancy at rents in excess of underwriting.

During the three months ended March 31, 2021, we recorded a decrease of $4.0 million in the ~~lodging industry caused~~allowance for credit losses thus reducing the CECL reserve to $58.8 million as of March 31, 2021. This decline was due primarily to expectations of improving macroeconomic conditions, and actual improvements in operating results for many collateral properties adversely affected by COVID-19. The average risk ratings of our loans remain unchanged at 3.1 for the periods ended March 31, 2021 and December 31, 2020. The ongoing economic slowdown due to the COVID-19 pandemic has caused reduced investment sales and financing activity in most sectors of the commercial real estate capital markets, which may moderate the pace of loan repayments and will likely impact commercial property values and valuation inputs. While the ultimate impact of these trends remains uncertain, we have made certain forward-looking adjustments to the inputs of our calculation of the allowance for credit losses to reflect uncertainty regarding the timing, strength, and distribution of the economic recovery, and the ~~travel and social distancing policies~~post-COVID levels of economic activity that ~~ensued, we downgraded nine of our hotel loans to a risk rating of “4” at March 31, 2020.~~may result.

~~We expect that, over the near and long term, the~~The economic and market disruptions caused by COVID-19 ~~will~~have adversely ~~impact~~impacted the financial condition of many of our borrowers. AsThese impacts have and may differ in timing, duration and magnitude depending on factors such as property type and geography. We have experienced a ~~result, we anticipate that the~~small number of ~~borrowers who become delinquent or default on their loans may~~delinquencies and defaults, but we cannot be certain delinquencies and defaults will not increase ~~significantly, and~~in the future. Since March 31, 2020, we have been contacted by certain of our borrowers who are seeking to defer the payment of principal and interest on certain of our loans. We have received requests from several borrowers for modifications to existingentered into approximately 24 loan modification agreements that ~~if agreed to, would~~typically temporarily reduce the amount of cash interest collected, permit ~~borrowers to defer payment~~the accrual of ~~some or all~~a portion (typically not more than 50%) of the interest due to be repaid at a later date by the borrower, permit the use of existing reserves to pay interest and other property-level expenses, as well as providing accommodations on ~~their loans~~conditions for ~~a period of up to six months,~~extension, such as waiving debt yield tests, and/or modifying the ~~reallocation of certain cash reserve balances within~~conditions upon which the ~~loan structure for use in paying interest or operating expenses.~~underlying borrower may extend the maturity date. In exchange, borrowers and sponsors ~~will be required~~have made partial principal repayments and/or provided to ~~provide~~ us additional cash for payment of interest, operating expenses, and replenishment of interest reserves or capital reserves in amounts and combinations acceptable to us. At March 31, 2021, we had 11 loan modifications outstanding with an unpaid principal balance of $943.5 million.

During the three months ended March 31, 2021, we executed five loan modifications with borrowers. As of March 31, 2021, these loans had an aggregate commitment amount of $397.7 million and an aggregate unpaid principal balance of $393.5 million. None of these loan modifications trigger the requirements for accounting as TDRs. In connection with these modifications, borrowers made aggregate principal reduction payments of approximately $4.3 million and infused approximately $5.9 million to replenish reserves. All of the modified loans are performing as of March 31, 2021. Total PIK interest of $0.8 million on two loans was deferred and added to

the outstanding loan principal during the three months ended March 31, 2021. At March 31, 2021, the total amount of PIK interest in the portfolio was $5.5 million with respect to nine loans.

Loan modification activity from April 1, 2020 through March 31, 2021 is summarized in the following table (dollars in thousands):

We ~~are working~~continue to work with our borrowers to address the circumstances caused by ~~COVID-19.~~COVID-19 while seeking to protect the credit attributes of our loans. However, we cannot assure you that these efforts will be successful, and we may experience payment delinquencies, defaults, foreclosures, or losses. For example, on April 29, 2020, we received notice from one of our borrowers of the borrower’s intent to convey the property securing our loan to us in order to satisfy the loan and avoid foreclosure proceedings. Although an allowance for credit losses from this loan is included in the Consolidated Financial Statements included in this Form 10-Q, we may be adversely affected by this and other similar events in the future.

Our portfolio financing arrangements during the period ended March 31, ~~2020~~2021 and December 31, ~~2019~~2020 included collateralized loan obligations, secured ~~revolving repurchase agreements, senior secured and secured~~ credit agreements, and ~~asset-specific financing arrangements.~~a mortgage loan payable. We had one outstanding non-consolidated senior interest outstanding at both March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, with a total loan commitment of $132.0 million.

The following table details our portfolio financing arrangements at March 31, ~~2020~~2021 and December 31, ~~2019~~2020 (dollars in thousands):

Non-mark-to-market financing sources accounted for 83.6% of our total loan portfolio financing arrangements at March 31, 2021. The remaining 16.4% of our loan portfolio financing arrangements, which are comprised primarily of our secured credit facilities, are subject, in only one instance, to credit and spread marks. The following table summarizes our loan portfolio financing as of March 31, 2021 (dollars in thousands):

As of March 31, ~~2020,~~2021, aggregate borrowings outstanding under our secured ~~revolving repurchase agreements~~credit facilities totaled ~~$2.4~~$0.9 billion, of which ~~$1.8 billion~~was entirely related to our mortgage loan investments. As of March 31, ~~2020, for our secured revolving repurchase agreements related to our mortgage loan investments,~~2021, the weighted average interest rate was LIBOR plus ~~1.7%~~2.4% per annum, and the weighted average advance rate was ~~78.7%~~67.9%. As of March 31, ~~2020,~~2021, outstanding borrowings under these ~~agreements for our mortgage loan investments~~facilities had a weighted average term to extended maturity of ~~2.6~~2.8 years (assuming we have exercised all extension options and term out provisions). The Morgan Stanley secured revolving repurchase agreement had an initial maturity date of May 4, 2020 and was extended to May 4, 2021 subsequent to March 31, 2020. The number of extension options is not limited by the terms of this agreement. These secured ~~revolving repurchase~~credit agreements are 25% recourse to Holdco.

As of March 31, 2020, we had four secured revolving repurchase agreements to finance our CRE debt securities investing activities, including two such facilities with Wells Fargo. Credit spreads vary depending upon the type of CRE debt securities, credit ratings and advance rate. These borrowing arrangements contain daily mark-to-market provisions that permit the lenders to issue margin calls to the Company in response to changing interest rates and credit spreads on the CRE debt securities so financed. These secured revolving repurchase agreements generally have tenors of 30, 60 or 90 days, involve daily mark-to-market, and are 100% recourse to Holdco.

The following table details our secured ~~revolving repurchase~~credit agreements as of March 31, ~~2020~~2021 (dollars in thousands):

Lender	Commitment Amount⁽¹⁾		UPB of Collateral		Advance Rate			Approved Borrowings		Outstanding Balance		Undrawn Capacity⁽³⁾		Available Capacity⁽²⁾		Interest Rate			Extended Maturity⁽⁴⁾		Commitment Amount⁽¹⁾		UPB of Collateral		Advance Rate			Approved Borrowings		Outstanding Balance		Undrawn Capacity⁽³⁾		Available Capacity⁽²⁾		Interest Rate			Extended Maturity⁽⁴⁾
Goldman Sachs	$	750,000	$	221,728		76.7	%	$	155,144	$	147,008	$	8,136	$	594,856		L+ 2.07	%	08/19/22		$	250,000	$	37,940		66.0	%	$	3,751	$	1,667	$	2,084	$	246,249		L+ 2.35	%	08/19/22
Wells Fargo		750,000		494,959		77.6	%		383,895		360,538		23,357		366,105		L+ 1.74	%	04/18/22			750,000		3,776		77.0	%		2,798		2,091		707		747,202		L+ 1.87	%	04/18/22
Barclays		750,000		742,729		80.0	%		594,183		589,526		4,657		155,817		L+ 1.55	%	08/13/22			750,000		350,488		70.5	%		247,733		247,282		451		502,267		L+ 1.54	%	08/13/22
Morgan Stanley		500,000		578,177		78.4	%		452,613		441,359		11,254		47,387		L+ 1.83	%	N/A			500,000		212,883		78.2	%		166,229		156,175		10,054		333,771		L+ 1.82	%	05/04/22
JP Morgan		400,000		294,041		79.2	%		233,005		220,622		12,383		166,995		L+ 1.57	%	08/20/23			400,000		207,618		62.5	%		130,238		124,458		5,780		269,762		L+ 1.69	%	10/30/25
US Bank		189,490		98,272		78.6	%		78,618		75,479		3,139		110,872		L+ 1.53	%	07/09/24			139,960		101,759		70.0	%		71,231		69,584		1,647		68,729		L+ 1.53	%	07/09/24
Bank of America																						200,000		42,813		75.0	%		32,110		31,664		446		167,890		L+ 1.75	%	09/29/22
Institutional Financing																						249,546		392,148		58.7	%		227,946		227,946		—		21,600		L+ 4.50	%	10/30/25
Subtotal/Weighted Average—Loans		3,339,490		2,429,906		78.7	%		1,897,458		1,834,532		62,926		1,442,032		L+ 1.70	%			$	3,239,506	$	1,349,425		67.9	%	$	882,036	$	860,867	$	21,169	$	2,357,470		L+ 2.41	%
Royal Bank of Canada		—		—		90.0	%		—		—		—		—		L+ 0.00	%	N/A	⁽⁵⁾
Goldman Sachs		73,366		59,687		85.6	%		73,366		73,366		—		—		L+ 1.05	%	04/10/20	⁽⁵⁾
JP Morgan		437,323		438,297		87.4	%		437,323		437,323		—		—		L+ 1.15	%	04/08/20	⁽⁵⁾
Wells Fargo		97,592		115,585		81.4	%		97,592		97,592		—		—		L+ 1.20	%	04/19/20
Subtotal/Weighted Average—CRE Debt Securities		608,281		613,569		86.2	%		608,281		608,281		—		—		L+ 1.15	%
Total/Weighted Average	$	3,947,771	$	3,043,475		80.5	%	$	2,505,739	$	2,442,813	$	62,926	$	1,442,032		L+ 1.56	%

~~The following table details our secured revolving repurchase agreements as of December 31, 2019 (dollars in thousands):~~

Borrowings under our secured revolving repurchase agreements are subject to the initial approval of eligible collateral loans (or CRE debt securities, depending on the agreement) by the lender. The maximum advance rate and pricing rate of individual advances are determined with reference to the attributes of the respective collateral.

~~The following table presents the recourse and mark-to-market provisions for our financing arrangements as of March 31, 2020:~~

~~The maximum and average month end balances for our secured revolving repurchase agreements during the three months ended March 31, 2020 are as follows (dollars in thousands):~~

We separate our secured revolving repurchase agreements into two categories: secured revolving repurchase agreements secured by our loan assets; and secured revolving repurchase agreements secured by our CRE debt securities. We use secured revolving repurchase agreements to finance certain of our originations or acquisitions of loan and CRE debt securities. These assets may be accepted by a respective secured revolving repurchase agreement lender as collateral.

Once we identify an asset and the asset is approved by the secured ~~revolving repurchase agreement~~credit facility lender to serve as collateral (which lender’s approval is in its sole discretion), we and the lender may enter into a transaction whereby the lender advances to us a percentage of the value of the asset, which is referred to as the “advance ~~rate,~~rate.” In the case of borrowings under our repurchase facilities, this advance serves as the purchase price ~~for such transaction~~at which the lender acquires the loan asset from us with an obligation of ours to repurchase the asset from the lender for an amount equal to the purchase price for the transaction plus a price differential, which is calculated based on an interest rate. Advance rates are subject to negotiation between us and our secured ~~revolving repurchase agreement~~credit facility lenders. ~~In connection with our secured revolving repurchase agreements secured by CRE debt securities, advance rates can be reduced or increased upon the maturity of the applicable contract.~~

For each transaction, we and the lender agree to a trade confirmation which sets forth, among other things, the purchase price if a repurchase facility, the maximum advance rate, the interest rate and the market value of the asset. For transactions under our secured ~~revolving repurchase~~credit agreements secured by our loan assets, the trade confirmation may also set forth any future funding obligations which are contemplated with respect to the specific transaction and/or the underlying loan asset. For loan assets which involve future funding obligations of ours, the ~~repurchase~~ transaction may provide for the ~~repurchase~~ lender to fund portions (for example, pro rata per the maximum advance rate of the related ~~repurchase~~ transaction) of such future funding obligations.

The trade confirmation can also set forth loan-specific margin maintenance provisions, described below.

Generally, our secured ~~revolving repurchase agreements~~credit facilities allow for revolving balances, which allow us to voluntarily repay balances and draw again on existing available credit. The primary obligor on each secured ~~revolving repurchase agreement~~credit facility is a separate special purpose subsidiary of ours which is restricted from conducting activity other than activity related to the utilization of its secured ~~revolving repurchase agreement~~credit facility and the loans or loan interests that are originated or acquired by such subsidiary. As additional credit support, our holding company subsidiary, Holdco, provides certain guarantees of the obligations of its subsidiaries. ~~The amount of Holdco’s potential liability under these guarantees depends upon whether the guarantee relates to a secured revolving repurchase agreement secured by loans or by CRE debt securities:~~

Each of the secured ~~revolving repurchase agreements have~~credit facilities has “margin maintenance” provisions, which are designed to allow the ~~repurchase~~ lender to maintain a certain margin of credit enhancement and/or against the assets which serve as collateral. The lender’s margin amount is typically based on a percentage of the market value of the asset and/or mortgaged property collateral; however, certain secured ~~revolving repurchase~~credit agreements may also involve margin maintenance based on maintenance of a minimum debt yield with respect to the cash flow from the underlying real estate collateral.

~~The~~ In certain cases, margin maintenance provisions can relate to minimum debt yields for pledged collateral considered as a whole, or limits on concentration of loan exposure measured by property type or loan type.

Our secured credit facilities contain defined mark-to-market provisions that permit the lenders to issue margin calls to us in the event that the collateral properties underlying our loans pledged to our lenders experience a non-temporary decline in value or net cash flow (“credit marks”) due to reasons other than capital markets events that result in changing credit spreads for similar borrowing obligations. In connection with one of these borrowing arrangements, the lender is also ~~differ~~permitted to issue margin calls to us in ~~some respects, depending upon whether~~ the ~~provisions are contained~~event the lender determines capital markets events have caused credit spreads to change for similar borrowing obligations (“spread marks”). Furthermore, in connection with one of these borrowing arrangements, the lender has the right to re-margin the secured ~~revolving repurchase~~credit facility based solely on appraised loan-to-values in the third year of the facility. On May 28, 2020, we made voluntary deleveraging payments totaling $157.7 million to our seven secured credit facility lenders in exchange for their agreement to suspend margin calls for defined periods, subject to certain conditions. When these payments were made, no margin deficits existed, and no margin calls have been issued to us since. The margin holiday agreements expired in December 2020. If market turbulence returns, we may be exposed to margin calls in connection with our secured credit agreements secured by ~~loans or by CRE debt securities:~~

~~During the period from March 1, 2020 to March 31, 2020, we received margin call notices with respect to borrowings against~~ our CRE CLO investment portfolio aggregating $170.9 million, which were substantially satisfied with a combination of $89.8 million of cash, cash proceeds from bond sales, and increases in market values prior to quarter-end. At March 31, 2020, unpaid margin calls totaled $19.0 million, which were satisfied in April though cash proceeds from bond sales and increases in market values. mortgage loan investments.

The maturity dates for each of our secured ~~revolving repurchase~~credit agreements are set forth in tables that appear earlier in this section. Our secured ~~revolving repurchase~~credit agreements ~~secured by loans~~ generally have terms of between one and three years, but may be extended if we satisfy certain performance-based conditions. ~~Our secured revolving repurchase agreements secured by CRE debt securities generally have terms between one month and three months, and~~In the normal course of business, we maintain discussions with our lenders ~~under these agreements generally have the right not~~ to ~~renew,~~extend or amend any financing facilities related to ~~do so only on a shorter term.~~our loans.

At March 31, ~~2020,~~2021, the weighted average haircut (which is equal to one minus the advance rate percentage against collateral for our secured ~~revolving repurchase agreements~~credit facilities taken as a whole) was ~~19.5%,~~32.1% as compared to ~~19.4%~~30.7% at December 31, ~~2019. The haircut for our secured revolving purchase agreements is dependent on the collateral used (loans or CRE debt securities) for the secured revolving repurchase agreements. At~~2020 and 19.5% at March 31, ~~2020 and December 31, 2019, the following table presents the~~2020. The year-over-year increase in our weighted average haircut onwas due to the repayment in full and subsequent termination by the Company of all of its secured credit agreements for CRE debt securities, which generally had lower haircuts than our secured ~~revolving purchase~~credit agreements ~~by collateral type:~~

Generally, when the repurchase lender’s margin amount has fallen below the outstanding purchase price for a transaction, a margin deficit exists and the repurchase lender may require that we prepay outstanding amounts on the secured revolving repurchase agreement to eliminate such margin deficit. For our secured revolving repurchase agreements involving loans, the repurchase lender’s ability to make a margin call is limited by certain prerequisites, such as the existence of enumerated “credit events” or that the margin deficit exceed a specified minimum threshold.

The secured ~~revolving repurchase agreements~~credit facilities also include cash management features which generally require that income from collateral loan assets be deposited in a lender-controlled account ~~and be distributed~~for distribution in accordance with a specified waterfall of payments designed to keep facility-related obligations current before such income is disbursed for our own account. The cash management features generally require the trapping of cash in such controlled account if an uncured default under our borrowing arrangement remains outstanding. Furthermore, some secured ~~revolving repurchase~~credit agreements may require an accelerated principal amortization schedule if the secured ~~revolving repurchase~~credit agreement is in its final extended term.

Notwithstanding that a loan asset may be subject to a financing arrangement and serve as collateral under a secured ~~revolving repurchase agreement,~~credit facility, we ~~are generally granted~~retain the right to administer and service the loan and interact directly with the underlying obligors and sponsors of our loan assets so long as there is no default under the secured ~~revolving repurchase~~credit agreement, and so long as we do not engage in certain material modifications (including amendments, waivers, exercises of remedies, or releases of obligors and collateral, among other things) of the loan assets without the ~~repurchase~~ lender’s prior consent.

~~As of~~At March 31, ~~2020,~~2021, we had ~~two~~three collateralized loan obligations, TRTX 2021-FL4, TRTX 2019-FL3 and TRTX 2018-FL2, totaling ~~$1.8~~$2.9 billion, financing 4239 existing first mortgage loan investments totaling ~~$2.2~~$3.2 billion, ~~providing an efficient~~and holding $310.1 million of cash for investment in eligible loan collateral. Our CLOs provide low cost, ~~of funds,~~ non-mark-to-market, non-recourse financing for ~~46.3%~~74.3% of our loan portfolio borrowings. The collateralized loan obligations bear a weighted average interest rate of LIBOR plus ~~1.44%~~1.5%, have a weighted average advance rate of ~~82.4%~~82.6%, and include a reinvestment feature that allows us to contribute existing or newly originated loan investments in exchange for proceeds from loan repayments held in the collateralized loan obligations. ~~As of~~At March 31, ~~2020,~~2021, we had approximately $308.9 million in the ~~loan investments contributed~~FL4 Ramp-Up Account available to purchase eligible collateral interests during a ramp-up period of approximately six months following the ~~collateralized loan obligations represented $2.2 billion, or 43.6%, of the aggregate unpaid principal balance of~~FL4 Closing Date. See Note 6 to our ~~loan investment portfolio.~~Consolidated Financial Statements included in this Form 10-Q for details. The reinvestment period for TRTX 2018-FL2 ended on December 11, 2020. During the ~~quarter,~~three months ended March 31, 2021, we ~~reinvested $231.6 million of cash~~did not utilize the reinvestment feature in TRTX ~~2018-FL2 and TRTX 2019-FL3 generated by loan payments.~~2019-FL3.

We ~~have~~are, through a ~~senior~~special purpose entity subsidiary, a borrower under a $50.0 million mortgage loan secured ~~credit agreement with Bank of America N.A. that has a maximum commitment amount of $500.0 million and $145.6 million outstanding as of March 31, 2020.~~by the Property. Refer to Note 4 to our Consolidated Financial Statements included in this Form 10-Q for additional information. The ~~senior secured credit agreement bears interest at LIBOR plus 1.8%. The current extended maturity of this agreement is September 29, 2022. This facility is 25% recourse to Holdco.~~

We have a secured revolving credit agreement with Citibank, N.A. with maximum borrowing capacity of $160.0 million, subject to borrowing base availability and certain other conditions. We use this facility occasionally to finance originations or acquisitions of eligible loans onfirst mortgage loan was provided by an ~~interim basis until permanent financing is arranged. The facility~~institutional lender, has an initial maturity date of ~~July~~December 15, 2021, and an option to extend the maturity for 12 ~~2020,~~months subject to the satisfaction of customary extension conditions, including (i) the purchase of a new interest rate cap for the extension term, (ii) replenishment of the interest reserve with an amount equal to 12 months of debt service, (iii) payment of a 0.25% extension fee on the outstanding principal balance, and ~~borrowings bear~~(iv) no event of default. The first mortgage loan permits partial releases of collateral in exchange for payment of a minimum release price equal to the greater of 100% of net sales proceeds (after reasonable transaction expenses) or 115% of the allocated loan amount. The loan bears interest at ana rate of LIBOR plus 4.50% subject to a LIBOR interest rate ~~per annum equal~~floor and cap of 0.50%. We posted cash of $2.4 million to ~~one-month LIBOR or the applicable base rate plus a margin of 2.25%. The initial advance rate on borrowings~~pre-fund interest payments due under the ~~secured revolving credit agreement with respect to individual pledged assets can range up to 70% and declines thereafter~~note during the maximum borrowing term of 90 days, after which borrowings against each asset-specific borrowing must be repaid. At March 31, 2020, we had $62.6 million outstanding under the facility. This facility is 100% recourse to Holdco.

its initial term. The ~~following table details our senior secured and secured credit agreements as of March 31, 2020 (dollars in thousands):~~

As of March 31, 2020 and December 31, 2019, the Company had one asset-specific financing arrangement to finance certain of its lending activities During April 2019, the Company entered into an asset-specific financing with an institutional lender that is secured by one loan held for investment. The asset-specific financing does not provide for additional advances and the current initial maturity of this agreement is October 9, 2020 which is coterminous with the underlying asset.

~~The following table details statistics for our asset-specific financing~~remaining reserve balance at March ~~31, 2020 (dollars in thousands):~~31,2021 was $2.0 million.

In certain instances, we create structural leverage through the co-origination or non-recourse syndication of a senior loan interest to a third party. In either case, the senior mortgage loan (i.e., the non-consolidated senior interest) is not included on our balance sheet. When we create structural leverage through the co-origination or non-recourse syndication of a senior loan interest to a third party, we retain on our balance sheet a mezzanine loan. As of March 31, ~~2020,~~2021, the Company retained a mezzanine loan investment with a total commitment of $35.0 million, an unpaid principal balance of ~~$20.0~~$33.5 million and an interest rate of LIBOR plus 10.3%.

The following table presents our non-consolidated senior interests outstanding as of March 31, ~~2020~~2021 (dollars in thousands):

Non-Consolidated Senior Interests	Count		Loan Commitment		Principal Balance		Carrying Value		Weighted Average Credit Spread⁽¹⁾			Guarantee		Weighted Average Term to Extended Maturity	Count		Loan Commitment		Principal Balance		Amortized Cost		Weighted Average Credit Spread⁽¹⁾			Guarantee		Weighted Average Term to Extended Maturity
Senior loan sold or co-originated		1	$	132,000	$	—		N/A		L+ 4.3	%		N/A	6/28/2025		1	$	132,000	$	132,000		N/A		L+ 4.3	%		N/A	6/28/2025
Retained mezzanine loan		1		35,000		20,000		17,706		L+ 10.3	%		N/A	6/28/2025		1		35,000		33,532		33,399		L+ 10.3	%		N/A	6/28/2025
Total loan		1	$	167,000	$	20,000				L+ 5.0	%			6/28/2025		2	$	167,000	$	165,532				L+ 5.5	%			6/28/2025

Our financial covenants and guarantees for outstanding borrowings related to our secured ~~revolving repurchase agreements, and senior secured and secured~~ credit agreements require Holdco to maintain compliance with the following financial covenants (among others):, which were revised on May 28, 2020 as follows:

The amendments as of May 28, 2020 revised the definition of tangible net worth such that the baseline amount for testing was reset as of April 1, 2020 to $1.1 billion plus 75% of future equity issuances after April 1, 2020. The definition of equity for purposes of calculating the debt-to-equity covenant was revised to include: common equity; preferred equity; and an adjustment equal to the sum of the Current Expected Credit Loss reserve, write-downs, impairments or realized losses recorded against the value of any assets of Holdco or its subsidiaries from and after April 1, 2020; provided, however, that the equity adjustment may not exceed the amount of (a) Holdco’s total equity less (b) the product of Holdco’s total indebtedness multiplied by 25%.

For so long as the Series B Preferred Stock is outstanding, we are required to maintain a debt-to-equity ratio not greater than 3.0 to 1.0. For the purpose of determining this ratio, the aggregate liquidation preference of the outstanding shares of Series B Preferred Stock is excluded from the calculation of total indebtedness of the Company ~~was~~and its subsidiaries, and is included in the calculation of total equity.

We were in compliance with all financial covenants for ~~its secured revolving repurchase agreements, senior secured and~~our secured credit agreements and ~~asset-specific financings~~mortgage loan payable to the extent of outstanding balances as of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, respectively, ~~except that,~~and were in compliance with the financial covenant relating to the Series B Preferred Stock as of March 31, 2020, the Company was not in compliance with respect to the debt-to-equity ratio covenant included in certain of these agreements. This non-compliance was cured on April 2, 2020 when the Company utilized proceeds from sales of certain CRE debt securities to repay outstanding borrowings under the related secured revolving repurchase agreements. The Company received waivers from the lender under each of the applicable agreements on May 8, 2020.

~~The agreements also include a covenant that obligates the Company to deliver certain audited financial statements for Holdco to the lenders within 90 days after each~~2021 and December ~~31. The Company was not in compliance with respect to this covenant as of March~~ 31, ~~2020. This non-compliance was cured on May 7, 2020. The Company received waivers from the lender under each of the applicable agreements on May 11,~~ 2020.

If we fail to meet or satisfy any of the covenants in our financing arrangements and are unable to obtain a waiver or other suitable relief from the lenders, we would be in default under these agreements, which could result in a cross-default or cross-acceleration under other financing arrangements, and our lenders could elect to declare outstanding amounts due and payable (or such amounts may automatically become due and payable), terminate their commitments, require the posting of additional collateral and enforce their respective interests against existing collateral. A default also could significantly limit ~~significantly~~ our financing alternatives, which could cause us to curtail our investment activities or dispose of assets when we otherwise would not choose to do so. Further, this could make it difficult for us to satisfy the requirements necessary to maintain our qualification as a REIT for U.S. federal income tax purposes. There can be no assurance that we will remain in compliance with these covenants in the future. For more information regarding the impact that COVID-19 may have on our ability to comply with these covenants, see ~~“Risk Factors.”~~ risk factors set forth in our Form 10-K filed with the SEC on February 24, 2021.

The following table presents the Company’s Debt-to-Equity ratio and Total Leverage ratio as of March 31, ~~2020~~2021 and December 31, ~~2019:~~2020:

Our business model seeks to minimize our exposure to changing interest rates by match-indexing our assets using the same, or similar, benchmark indices, typically LIBOR. Accordingly, rising interest rates will generally increase our net interest income, while declining interest rates will generally decrease our net interest income, subject to the beneficial impact of LIBOR floors in our mortgage loan investment portfolio. As of March 31, ~~2020,~~2021, 100.0% of our loans by unpaid principal balance earned a floating rate of interest and were financed with liabilities that require interest payments based on floating rates, which resulted in approximately ~~$1.2~~$0.9 billion of net floating rate exposure ~~that is positively correlated to rising interest rates,~~ subject to the impact of interest rate floors on all our floating rate ~~loans.~~loans and 8.0% of our liabilities. We had no fixed rate loans outstanding as of March 31, ~~2020.~~2021.

Our liabilities are generally index-matched to each loan investment asset, resulting in a net exposure to movements in benchmark rates that vary based on the relative proportion of floating rate assets and liabilities. The following table details our loan portfolio’s net floating rate exposure as of March 31, ~~2020~~2021 (dollars in thousands):

	Net Exposure			Net Exposure
Floating rate assets⁽¹⁾	$	5,112,808		$	4,587,358
Floating rate debt⁽¹⁾⁽²⁾		(3,944,333	)		(3,728,914	)
Net floating rate exposure	$	1,168,475		$	858,444

With the cessation of LIBOR expected to occur effective January 1, 2022, we continue to evaluate the documentation and control processes associated with our assets and liabilities to manage the transition away from LIBOR to an alternative rate endorsed by the Alternative Reference Rates Committee of the Federal Reserve System. Although recent statements from regulators indicate the possibility of a longer period of transition, perhaps through June 2023, we continue to utilize required resources to revise our control and risk management systems to ensure there is no disruption to our day-to-day operations from the transition, when it does occur. We will continue to employ prudent risk management as it relates to the potential financial, operational and legal risks associated with the expected cessation of LIBOR, and to ensure that our assets and liabilities generally remain match-indexed following this event.

The following table presents the average balance of interest-earning assets and related interest-bearing liabilities, associated interest income and interest expense, and financing costs and the corresponding weighted average yields for the three months ended March 31, ~~2020~~2021 and December 31, ~~2019~~2020 (dollars in thousands):

	Three months ended,														Three months ended,
	March 31, 2020							December 31, 2019							March 31, 2021							December 31, 2020
	Average Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾			Average Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾			Average Amortized Cost / Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾			Average Amortized Cost / Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾
Core Interest-earning assets:
First mortgage loans	$	5,077,118	$	73,417		5.8	%	$	4,803,141	$	75,475		6.3	%	$	4,509,896	$	57,067		5.1	%	$	4,556,855	$	60,643		5.3	%
Retained mezzanine loans		19,734		682		13.8	%		9,723.0		219.0		9.0	%		33,070		1,081		13.1	%		32,011		1,074		13.4	%
CRE Debt Securities		788,988		7,650		3.9	%		649,266		6,903		4.3	%
CRE debt securities																—		—		0.0	%		—		301		0.0	%
Core interest-earning assets	$	5,885,840	$	81,749		5.6	%	$	5,462,130	$	82,597		6.0	%	$	4,542,966	$	58,148		5.1	%	$	4,588,866	$	62,018		5.4	%

Interest-bearing liabilities:
Collateralized loan obligations															$	1,833,303	$	8,382		1.8	%	$	1,834,760	$	8,684		1.9	%
Secured credit agreements																1,286,517		11,454		3.6	%		1,587,709		11,548		2.9	%
Mortgage loan payable																50,000		454		0.0	%		16,667		—		0.0	%
Asset-specific financings	$	77,000	$	1,436		7.5	%	$	77,000	$	1,463		7.6	%		—		—		0.0	%		51,039		1,233		9.7	%
Secured revolving repurchase agreements		2,531,367		20,561		3.2	%		2,191,524		24,052		4.4	%
Collateralized loan obligations		1,820,061		14,922		3.3	%		1,820,061		13,976		3.1	%
Senior secured and secured credit agreements		145,637		1,538		4.2	%		145,637		1,683		4.6	%
Total interest-bearing liabilities	$	4,574,065	$	38,457		3.4	%	$	4,234,222	$	41,174		3.9	%	$	3,169,820	$	20,290		2.6	%	$	3,490,175	$	21,465		2.5	%
Net interest income⁽³⁾			$	43,292						$	41,423						$	37,858						$	40,553

Other Interest-earning assets:
Cash equivalents	$	105,263	$	304		1.2	%	$	107,713	$	497		1.8	%	$	281,831	$	7		0.0	%	$	307,638	$	10		0.0	%
Accounts receivable from servicer/trustee		13,066		24		0.7	%		50,487		72		0.6	%		105,479		—		0.0	%		95,080		—		0.0	%
Total interest-earning assets	$	6,004,169	$	82,077		5.5	%	$	5,620,330	$	83,166		5.9	%	$	4,930,276	$	58,155		4.7	%	$	4,991,584	$	62,028		5.0	%

	Three Months Ended														Three Months Ended
	March 31, 2020							March 31, 2019							March 31, 2021							March 31, 2020
	Average Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾			Average Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾			Average Amortized Cost / Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾			Average Carrying Value⁽¹⁾		Interest Income/ Expense		Wtd. Avg. Yield/ Financing Cost⁽²⁾
Core Interest-earning assets:
First mortgage loans	$	5,077,118	$	73,417		5.8	%	$	4,442,240	$	74,845		6.7	%	$	4,509,896	$	57,067		5.1	%	$	5,077,118	$	73,417		5.8	%
Retained mezzanine loans⁽³⁾		19,734		682		13.8	%		—		—		—			33,070		1,081		13.1	%		19,734		682		13.8	%
CRE Debt Securities		788,988		7,650		3.9	%		230,277		1,756		3.1	%
CRE debt securities⁽³⁾																—		—		0.0	%		788,988		7,650		3.9	%
Core interest-earning assets	$	5,885,840	$	81,749		5.6	%	$	4,672,517	$	76,601		6.6	%	$	4,542,966	$	58,148		5.1	%	$	5,885,840	$	81,749		5.6	%

Interest-bearing liabilities:
Collateralized loan obligations															$	1,833,303	$	8,382		1.8	%	$	1,820,061	$	14,922		3.3	%
Secured credit agreements																1,286,517		11,454		3.6	%		2,531,367		20,561		3.2	%
Mortgage loan payable																50,000		454		0.0	%		—		—		0.0	%
Asset-specific financings	$	77,000	$	1,436		7.5	%	$	32,500	$	445		5.5	%		—		—		0.0	%		77,000		1,436		7.5	%
Secured revolving repurchase agreements		2,531,367		20,561		3.2	%		1,444,122		15,391		4.3	%
Collateralized loan obligations		1,820,061		14,922		3.3	%		1,329,813		15,345		4.6	%
Senior secured and secured credit agreements		145,637		1,538		4.2	%		411,559		7,318		7.1	%
Term loan facility		—		—		—			203,119		868		1.7	%
Secured revolving credit agreement																—		—		0.0	%		145,637		1,538		4.2	%
Total interest-bearing liabilities	$	4,574,065	$	38,457		3.4	%	$	3,421,113	$	39,367		4.6	%	$	3,169,820	$	20,290		2.6	%	$	4,574,065	$	38,457		3.4	%
Net interest income⁽⁴⁾			$	43,292						$	37,234						$	37,858						$	43,292

Other Interest-earning assets:
Cash equivalents	$	105,263	$	304		1.2	%	$	89,885	$	418		1.9	%	$	281,831	$	7		0.0	%	$	105,263	$	304		1.2	%
Accounts receivable from servicer/trustee		13,066		24		0.7	%		32,765		3		0.0	%		105,479		—		0.0	%		13,066		24		0.7	%
Total interest-earning assets	$	6,004,169	$	82,077		5.5	%	$	4,795,167	$	77,022		6.4	%	$	4,930,276	$	58,155		4.7	%	$	6,004,169	$	82,077		5.5	%

The following table sets forth information regarding our consolidated results of operations (dollars in thousands, except per share data):

	Three Months Ended March 31,						Variance			Three Months Ended March 31,						Variance
	2020			2019			2020 vs 2019			2021			2020			2021 vs 2020
INTEREST INCOME
Interest Income	$	81,749		$	76,601		$	5,148		$	58,148		$	81,749		$	(23,601	)
Interest Expense		(38,457	)		(39,367	)		910			(20,290	)		(38,457	)		18,167
Net Interest Income		43,292			37,234			6,058			37,858			43,292			(5,434	)
OTHER REVENUE
Other Income, net		328			422			(94	)		96			328			(232	)
Total Other Revenue		328			422			(94	)		96			328			(232	)
OTHER EXPENSES
Professional Fees		1,819			679			1,140			1,198			1,819			(621	)
General and Administrative		980			692			288			1,030			980			50
Stock Compensation Expense		1,401			633			768			1,456			1,401			55
Servicing and Asset Management Fees		276			513			(237	)		328			276			52
Management Fee		5,000			5,143			(143	)		5,094			5,000			94
Incentive Management Fee		—			1,365			(1,365	)
Total Other Expenses		9,476			9,025			451			9,106			9,476			(370	)
Securities Impairments		(203,493	)		—			(203,493	)		—			(203,493	)		203,493
Credit Loss Expense		(63,348	)		—			(63,348	)
Credit Loss Benefit (Expense)											4,038			(63,348	)		67,386
Income (Loss) Before Income Taxes		(232,697	)		28,631			(261,328	)		32,886			(232,697	)		265,583
Income Tax Expense, net		(93	)		(219	)		126			(931	)		(93	)		(838	)
Net Income (Loss)		(232,790	)		28,412			(261,202	)		31,955			(232,790	)		264,745
Preferred Stock Dividends	$	(3	)	$	(3	)	$	—
Series A Preferred Stock Dividends											(4	)		(3	)		(1	)
Series B Cumulative Redeemable Preferred Stock Dividends											(6,120	)		—			(6,120	)
Net Income (Loss) Attributable to TPG RE Finance Trust, Inc.	$	(232,793	)	$	28,409			(261,202	)	$	25,831		$	(232,793	)		258,624
Basic and Diluted Earnings (Loss) per Common Share	$	(3.05	)	$	0.42			(3.47	)
Earnings (Loss) per Common Share, Basic										$	0.32		$	(3.05	)		3.37
Earnings (Loss) per Common Share, Diluted										$	0.30		$	(3.05	)		3.35
Dividends Declared per Common Share	$	0.43		$	0.43			—		$	0.20		$	0.43			(0.23	)
OTHER COMPREHENSIVE INCOME (LOSS)
Unrealized Gain (Loss) on CRE Debt Securities	$	(974	)	$	106		$	(1,080	)	$	—		$	(974	)	$	974
Comprehensive Net Income (Loss)	$	(233,764	)	$	28,518		$	(262,282	)	$	31,955		$	(233,764	)	$	265,719

Comparison of the Three Months Ended March 31, ~~2020~~2021 and March 31, ~~2019~~2020

Net interest income ~~increased $6.1 million,~~decreased to ~~$43.3~~$37.9 million, during the three months ended March 31, ~~2020~~2021 compared to $43.3 million for the three months ended March 31, ~~2019.~~2020. The ~~increase~~decrease was primarily due to ~~growth~~the decrease in ~~mortgage loan and~~interest earning assets of $1.1 billion driven by the sale of the entire CRE debt securities portfolio in the second quarter of ~~$640.0 million, and~~2020, decrease in average LIBOR from 1.4% in the first quarter of 2020 to 0.11% in the first quarter of 2021, offset by the benefit of LIBOR floors with a weighted average strike price of 1.66%, partially offset by a decline in the weighted average credit spread of our loan portfolio. The increase in net interest income was also partially due to a reduction in interest expense for the three months ending March 31, 2020 of $0.9 million as a result of a reduction in LIBOR and lower negotiated credit spreads on borrowings, as compared to the three months ending March 31, 2019.1.64%.

Other ~~Revenue~~revenue is comprised of interest income earned on certain cash collection accounts, net operating income from REO held for investment and miscellaneous fee income. Other revenue decreased by ~~$0.1~~$0.2 million during the three months ended March 31, ~~2020~~2021 compared to the three months ended March 31, ~~2019,~~2020, primarily due to ~~the Company holding~~ lower ~~average cash balances~~overnight interest earned for the three months ended March 31, ~~2020~~2021 compared to the three months ended March 31, ~~2019.~~2020.

Other expenses are comprised of professional fees, general and administrative expenses, stock compensation expense, servicing and asset management fees, and management fees payable to our Manager. Other expenses increased by $1.8decreased $0.4 million for the three months ended March 31, ~~2020~~2021 compared to the three months ended March 31, ~~2019. The~~2020, mainly due to a decrease of $0.6 million in professional fees (legal, accounting and advisory fees) incurred in connection with our response to COVID-19 during the three months ended March 31, 2020.

Credit loss expense decreased by $67.4 million for the three months ended March 31, 2021 compared to the three months ended March 31, 2020, primarily due to a net increase in ~~other expenses~~credit loss expense of $63.3 million due to changes in economic outlook resulting from the impact of the COVID-19 pandemic.

We had no securities impairment expense for the three months ended March 31, 2021 compared to $203.5 million for the three months ended March 31, 2020. Securities impairment expense for the three months ended March 31, 2020 was primarily due to an increase in stock compensation expense of $0.8 million and an increase in professional fees of $1.1 million due to an increase in legal expenses, offset by a decrease in servicing and asset management expense of $0.2 million and reduction in management fees payable to our Manager of $0.1 million due to a reduction in the Company’s Core Earnings.

~~See Note 10 to our Consolidated Financial Statements included in this Form 10-Q for details regarding our Management Agreement.~~

Incentive compensation earned by our Manager decreased by $1.4 million for the three months ended March 31, 2020 when compared to the three months ended March 31, 2019, due to a reduction in our Core Earnings, resulting in no incentive compensation being earned by our Manager for the three months ended March 31, 2020.

~~See Note 10 to our Consolidated Financial Statements included in this Form 10-Q for details regarding our Management Agreement.~~

~~Securities Impairments and Credit Loss Expense was $266.8 million for the three months ended March 31, 2020 compared to $0.0 million for the three months ended March 31, 2019. The increase is~~ due to losses on sales of CRE debt securities of $36.2 million, and an impairment charge of $167.3 million in connection with CRE debt securities owned at March 31, 2020 (which combined aggregate $203.5 million)~~, and a net increase in credit loss expense of $63.3 million in accordance with ASU 2016-13 for~~.

2021, we declared cash dividends of $0.20 per common share, or $15.5 million. During the three months ended March 31, 2020, we declared cash dividends of $0.43 per common share, or $33.2 ~~million. During the three months ended March 31, 2019, we declared cash dividends of $0.43 per share, or $31.6~~ million.

Other comprehensive income (loss) decreased $1.0 million during the three months ended March 31, ~~2020~~2021 compared to the three months ended March 31, ~~2019.~~2020. The decrease is primarily related to the reversal of unrealized gains upon the sale of certain CRE debt ~~securities, and~~securities.

Income tax expense increased $0.8 million during the ~~$167.3 million impairment charge recorded against our CRE debt securities portfolio as of~~three months ended March 31, ~~2020.~~2021 compared to the three months ended March 31, 2020 primarily due to the excess inclusion income (“EII”) generated by certain of Sub-REIT‘s CLOs due to unusually low LIBOR rates beginning in March 2020 coupled with the benefit of LIBOR floors relating to the various loans and participation interests pledged to Sub-REIT’s CLOs. Pursuant to the Parent LLC operating agreement, any EII allocated from Sub-REIT to Parent LLC is allocated further to the TRSs. Consequently, no EII is allocated to us and, as a result, our shareholders will not be allocated any EII or unrelated business taxable income by us. See Note 10 to our Consolidated Financial Statements included in this Form 10-Q for additional details.

We have capitalized our business to date through, among other things, the issuance and sale of shares of our common stock, issuance of preferred stock treated as temporary equity, issuance of common stock warrants, borrowings under secured ~~revolving repurchase~~credit agreements, collateralized loan obligations, ~~senior secured and secured credit agreements,~~mortgage loan payable, asset-specific financings, and non-consolidated senior interests. As of March 31, ~~2020,~~2021, we had outstanding ~~76.7~~76.9 million shares of our common stock representing ~~$1.2~~$1.3 billion of stockholders’ equity, $225.0 million of temporary equity and ~~$4.6~~$3.8 billion of outstanding borrowings used to finance our operations.

See Notes 56 and 67 to our Consolidated Financial Statements included in this Form 10-Q for additional details regarding our borrowings under secured ~~revolving repurchase~~credit agreements, collateralized loan obligations, ~~senior secured~~ and ~~secured credit agreements, and asset-specific financings.~~mortgage loan payable.

Our primary sources of liquidity include cash and cash equivalents, available borrowings under secured ~~revolving repurchase agreements, senior secured and secured~~ credit agreements and ~~CLO liquidity~~capacity in our collateralized loan obligations available for reinvestment, which are set forth in the following table (dollars in thousands):

Our existing loan portfolio provides us with liquidity as loans are repaid or sold, in whole or in part, of which some proceeds may be included in accounts receivable from our servicers until released and the proceeds from such repayments become available for us to reinvest. Due to severe dislocation in the capital markets caused by the COVID-19 pandemic, the ~~Company expects the~~ volume of loan repayments ~~to be sharply reduced~~declined in comparison to prior years. For the three months ended March 31, 2021, loan repayments representing partial repayments on four loans, measured by principal amount repaid, totaled $5.3 million. Loan ~~repayments.~~repayments, measured by principal amount repaid, were ~~$1.9 billion and $1.2 billion in 2019 and 2018, respectively. For~~$300.6 million for the ~~quarter~~three months ended March 31, ~~2020, loan repayments totaled $300.6 million.~~2020.

At March 31, 2021, we had approximately $308.9 million in the FL4 Ramp-Up Account available to purchase eligible collateral interests during a ramp-up period of approximately six months following the FL4 Closing Date. See Note 6 to our Consolidated Financial Statements included in this Form 10-Q for details.

We continue to monitor the COVID-19 pandemic and its impact on our borrowers, their tenants, our lenders, and the economy as a whole. The magnitude and duration of the COVID-19 pandemic, and its impact on our operations and liquidity, are uncertain and continue to evolve in the United States and globally. IfAdditional regional surges in infection rates due to COVID-19 variants, reversed re-openings, uncertainty regarding the ~~pandemic sustains its current trajectory, such impacts are expected to become material. To the extent that our borrowers, their tenants, and our lenders continue to be impacted by the~~effectiveness of vaccines approved for COVID-19, ~~pandemic,~~ or ~~by the other risks disclosed~~high proportions of vaccine hesitancy in ~~this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K, it would~~certain regions may have a material ~~adverse effect~~impact on our ~~liquidity~~operations and ~~capital resources.~~ liquidity.

In ~~the past,~~addition to our ongoing loan activity, our primary ~~use of~~ liquidity ~~was the origination of first mortgage loans, the purchase of CRE CLO debt securities,~~needs include interest and principal payments under our ~~$4.6~~$3.8 billion of outstanding borrowings under secured ~~revolving repurchase~~credit agreements, collateralized loan obligations ~~senior secured~~ and ~~secured credit agreements, and asset-specific financings, $650.9~~mortgage loan payable, $401.7 million of unfunded loan commitments, dividend distributions to our preferred and common stockholders, and operating expenses.

As described above, each of our secured revolving repurchase agreements has “margin maintenance” provisions, which are designed to allow the repurchase lender to maintain a certain margin of credit enhancement against the assets which serve as collateral. As a result of extreme short-term volatility and negative pressure in the financial markets, during the quarter ended March 31, 2020, we funded margin calls aggregating $89.8 million in connection with our secured revolving repurchase agreements financing our CRE CLO investments. If this turbulent market environment persists, we will likely also be required to post cash collateral in connection with our secured revolving repurchase agreements secured by our mortgage loan investments with lenders in the future. We maintain frequent dialogue with the lenders under our secured revolving repurchase agreements, and senior secured and secured credit agreements regarding our management of their collateral assets in light of the impacts of the COVID-19 pandemic. For more information regarding the impact that COVID-19 has had on our liquidity and may have on our future liquidity, see “Risk Factors.”

Our contractual obligations and commitments as of March 31, ~~2020~~2021 were as follows (dollars in thousands):

With respect to our debt obligations that are contractually due within the next five years, we plan to employ several strategies to meet these obligations, including: (i) exercising maturity date extension options that exist in our current financing arrangements; (ii) negotiating extensions of terms with our providers of credit; (iii) periodically accessing the public and private equity and debt capital markets to raise cash to fund new investments or the repayment of indebtedness; (iv) the issuance of additional structured finance vehicles, such as a collateralized loan obligations similar to TRTX 2021-FL4, TRTX 2019-FL3 or TRTX 2018-FL2, as a method of financing; (v) term loans with private lenders; (vi) selling loans to generate cash to repay our debt obligations; and/or (vii) applying repayments from underlying loans to satisfy the debt obligations which they secure. Although ~~many of~~ these avenues have been available to us in the past, ~~the market disruption caused by the COVID-19 pandemic precludes us from offering~~we cannot offer any assurance that we will be able to access any or all of these alternatives inas a result of the ~~near term.~~continuing market disruption caused by the COVID-19 pandemic.

We are required to pay our Manager a base management fee, an incentive fee, and reimbursements for certain expenses pursuant to our Management Agreement. The table above does not include the amounts payable to our Manager under our Management Agreement as they are not fixed and determinable. ~~Our~~No incentive fee was earned by our Manager ~~agreed to defer until July 2020 our payment of~~during the ~~accrued base and incentive management fee payable as of~~three months ended March 31, ~~2020.~~2021. See Note 1011 to our consolidated financial statements included in this Form 10-Q for additional terms and details of the fees payable under our Management Agreement.

As a REIT, we generally must distribute substantially all of our net taxable income to stockholders in the form of dividends to comply with the REIT provisions of the Internal Revenue Code. In 2017, the Internal Revenue Service issued a revenue procedure permitting “publicly offered” REITs to make elective stock dividends (i.e. dividends paid in a mixture of stock and cash), with at least 20% of the total distribution being paid in cash, to satisfy their REIT distribution requirements. ~~On May 4, 2020, the Internal Revenue Service issued a~~Pursuant to this revenue procedure, ~~that temporarily reduces (through the end of 2020) the minimum amount of the total distribution that must be paid in cash to 10%. Pursuant to these revenue procedures,~~ we may elect to make future distributions of our taxable income in a mixture of stock and cash.

Our REIT taxable income does not necessarily equal our net income as calculated in accordance with GAAP or our ~~Core~~Distributable Earnings as described above. See Note 10 to our Consolidated Financial Statements included in this Form 10-Q for additional details.

The following table provides a breakdown of the net change in our cash, cash equivalents, and restricted cash balances for the three months ended March 31, ~~2020~~2021 and ~~2019~~2020 (dollars in thousands):

	Three Months Ended March 31,						Three Months Ended March 31,
	2020			2019			2021			2020
Cash flows provided by operating activities	$	37,526		$	26,033		$	26,340		$	37,526
Cash flows used in investing activities		(183,132	)		(590,071	)		(62,343	)		(183,132	)
Cash flows provided by financing activities		170,472			579,149			18,754			170,472
Net increase in cash, cash equivalents, and restricted cash	$	24,866		$	15,111
Net change in cash, cash equivalents, and restricted cash							$	(17,249	)	$	24,866

During the three months ended March 31, 2021, cash flows provided by operating activities totaled $26.3 million primarily related to net ~~increase in cash, cash equivalents, and restricted cash of $24.9 million for~~interest income, offset by operating expenses. During the three months ended March 31, 2020, ~~compared to a net increase of $15.1 million for the three months ended March 31, 2019. During the three months ended March 31, 2020:~~ cash flows provided by operating activities totaled $37.5 million primarily related to net interest income, offset by operating ~~expenses;~~expenses.

During the three months ended March 31, 2021 cash flows used in investing activities totaled $62.3 million primarily due to a new loan origination of $37.1 million and advances on loans of $29.6 million. Cash flows used in investing activities during the three months ended March 31, 2020 totaled $183.1 million due primarily to loan originations and CRE debt securities ~~purchases; and~~purchases.

During the three months ended March 31, 2021, cash flows provided by financing activities totaled $18.8 million primarily due to proceeds from the issuance of TRTX 2021-FL4 of $1.04 billion net of the FL4 Ramp-Up Account of $308.9 million (described in Note 6 to our Consolidated Financial Statements included in this Form 10-Q), offset by payments on secured financing agreements of $662.0 million, payment of dividends on our common stock and Series B Preferred Stock of $35.6 million and payments of deferred financing costs of $7.9 million. Cash flows provided by financing activities during the three months ended March 31, 2020 totaled $170.5 million due primarily to net secured financing proceeds relating to our lending activities of $191.0 million, and proceeds of $12.9 million from equity issuance via our at-the-market program. ~~We used~~

The FL4 Ramp-Up Account represents cash held at the ~~proceeds~~trustee and is included in Collateralized Loan Obligation Proceeds Held at Trustee on our consolidated balance sheets. The FL4 Ramp-Up Account is available to purchase eligible collateral interests during the six-month ramp-up period. The utilization of the FL4 Ramp-Up Account is expected to be a cash inflow in subsequent periods and is excluded from ~~our investing and financing activities, including~~current period cash ~~provided by principal repayments, to originate new mortgage loans of $351.7 million and purchase CRE debt securities totaling $169.0 million during~~inflows.

~~During the period from March 1, 2020 to~~ March 31, 2020, we received margin call notices with respect to borrowings against our CRE CLO investment portfolio aggregating $170.9 million, which were satisfied with a combination of $89.8 million of cash, cash proceeds from bond sales, and increases in market values of pledged collateral prior to quarter-end. At March 31, 2020, unpaid margin calls totaled $19.0 million, which were satisfied in April 2020 through cash proceeds from bond sales and increases in market value.

On May 28, 2020, we entered into an Investment Agreement with the Purchaser, an affiliate of Starwood Capital Group Global II, L.P., under which we agreed to issue and sell to the Purchaser up to 13 million shares of the our 11.0% Series B Preferred Stock, par value $0.001 per share (plus any additional such shares paid as dividends pursuant to the Articles Supplementary, the “Series B Preferred Stock”), and Warrants to purchase, in the aggregate, up to 15 million shares (subject to adjustment) of our Common Stock, for an aggregate cash purchase price of up to $325.0 million. Such purchases were permitted to occur in up to three tranches. The Investment Agreement contains market standard provisions regarding board representation, voting agreements, rights to information, and a standstill agreement and registration rights agreement regarding common stock acquired via exercise of Warrants.

On May 28, 2020, the Purchaser acquired the first tranche of the Investment Agreement, consisting of 9.0 million shares of Series B Preferred Stock and Warrants to purchase up to 12.0 million shares of Common Stock, for an aggregate price of $225.0 million. We retained an option to sell to the Purchaser the second and third tranches on or prior to December 31, 2020, provided notice of intent to sell is delivered to the Purchaser not later than December 11, 2020. Each of the second and third tranches consisted of 2,000,000 shares of Series B Preferred Stock and Warrants to purchase up to 1,500,000 shares of Common Stock, for an aggregate purchase price of $50.0 million per tranche. We allowed the option to issue additional shares of Series B Preferred Stock to expire unused.

On March 7, 2019, ~~the Company~~we and ~~the~~our Manager entered into an equity distribution agreement with each of Citigroup Global Markets Inc., J.P. Morgan Securities LLC, JMP Securities LLC, Wells Fargo Securities, LLC and TPG Capital BD, LLC (each a “Sales Agent” and, collectively, the “Sales Agents”) relating to the issuance and sale ~~by the Company~~ of shares of ~~its~~our common stock pursuant to a continuous offering program. In accordance with the terms of the equity distribution agreement, ~~the Company~~we may, at ~~its~~our discretion and from time to time, offer and sell shares of ~~its~~our common stock having an aggregate gross sales price of up to $125.0 million through the Sales Agents, each acting as ~~the Company’s~~our agent. The offering of shares of ~~the Company’s~~our common stock pursuant to the equity distribution agreement will terminate upon the earlier of (1) the sale of shares of ~~the Company’s~~our common stock subject to the equity distribution agreement having an aggregate gross sales price of $125.0 million and (2) the termination of the equity distribution agreement by the Sales Agents or ~~the Company~~us at any time as set forth in the equity distribution agreement. At March 31, 2021, cumulative gross proceeds issued under the equity distribution agreement totaled $50.9 million, leaving $74.1 million available for future issuance subject to the direction of management, and market conditions.

Each Sales Agent will be entitled to commissions in an amount not to exceed 1.75% of the gross sales prices of shares of ~~the Company’s~~our common stock sold through it, as our agent. No shares of common stock were sold during the ~~Company’s agent.~~three months ended March 31, 2021. For the three months ended March 31, 2020, ~~the Company~~we sold 0.6 million shares of common stock pursuant to the equity distribution agreement at a weighted average price per share of $20.53, generating gross proceeds of $12.9 million. ~~The Company~~We paid commissions totaling $0.2 million.

Upon the approval of our Board of Directors, we accrue dividends. Dividends are paid first to the holders of our Series A preferred stock at the rate of 12.5% of the total $0.001 million liquidation preference per annum plus all accumulated and unpaid dividends thereon, then to holders of our Series B Preferred Stock at the rate of 11.0% per annum of the $25.00 per share liquidation preference, and then to the holders of our common stock. We intend to distribute each year substantially all our taxable income to our stockholders to comply with the REIT provisions of the Internal Revenue Code of 1986, as amended. The Board of Directors will determine whether to pay future dividends, entirely in cash, or in a combination of stock and cash based on facts and circumstances at the time such decisions are made.

On March ~~19, 2019,~~15, 2021, our Board of Directors declared and approved a cash dividend for the ~~Company completed a common stock offering~~first quarter of ~~6.0 million shares at a price to~~2021 in the ~~underwriters~~amount of ~~$19.80~~$0.20 per share for net proceeds of $118.8 million, after underwriting discounts. Pursuant to the terms of the underwriting agreement that the Company entered into with Morgan Stanley & Co. LLC, as representative of the underwriters, on April 12, 2019, the underwriters exercised in full their option to purchase 900,000 additional shares of common stock, ~~(the “Option Shares”). As~~or $15.5 million in the aggregate, which was paid on April 23, 2021 to holders of record of the Company’s common stock as of March 26, 2021.

On March 15, 2021, our Board of Directors declared a ~~result,~~cash dividend for the ~~Company issued and sold 900,000 Option Shares~~first quarter of 2021 in the amount of $0.68 per share of Series B Preferred Stock, or $6.1 million in the aggregate, which dividend was paid on March 31, 2021 to the ~~underwriters on April 16, 2019 and generated additional net proceeds, before transaction expenses,~~holder of ~~approximately $17.4 million. The Manager reimbursed offering costs~~record of ~~$0.3 million. Proceeds from the offering were used to originate commercial mortgage loans and purchase CRE debt securities.~~

On March 17, 2020, our Board of Directors declared a dividend for the first quarter of 2020 in the amount of $0.43 per share of common stock, or $33.2 million in the aggregate, which ~~dividend~~ was payable on April 24, 2020 to holders of record of our common stock as of March 27, 2020. On March 23, 2020, wethe Company announced the deferral until July 14, 2020 of the payment of ~~our~~its declared first quarter dividend to stockholders of record as of June 15, 2020. ~~Our Board~~This dividend was paid on July 14, 2020.

As of ~~Directors will determine whether to pay~~March 31, 2021 and December 31, 2020, $15.5 million and $29.5 million, respectively, remain unpaid and are reflected in dividends ~~including the dividend declared in the first quarter of 2020, entirely in cash, or in a combination of stock and cash based~~payable on ~~facts and circumstances at the time such decisions are made.~~our consolidated balance sheets.

The preparation of our consolidated financial statements in accordance with GAAP requires our management to make estimates and judgments that affect the reported amounts of assets and liabilities, interest income and other revenue recognition, allowance for loan losses, expense recognition, tax liability, future impairment of our investments, valuation of our investment portfolio and disclosure of contingent assets and liabilities, among other items. Our management bases these estimates and judgments about current, and for some estimates, future economic and market conditions and their effects on available information, historical experience and other assumptions that we believe are reasonable under the circumstances. However, these estimates, judgments and assumptions are often subjective and may be impacted negatively based on changing circumstances or changes in our analyses.

If conditions change from those expected, it is possible that our judgments, estimates and assumptions could change, which may result in a change in our interest income and other revenue recognition, allowance for loan losses, expense recognition, tax liability, future impairment of our investments, and valuation of our investment portfolio, among other effects. If actual amounts are ultimately different from those estimated, judged or assumed, revisions are included in the consolidated financial statements in the period in which the actual amounts become known. We believe our critical accounting policies could potentially produce materially different results if we were to change underlying estimates, judgments or assumptions.

For a discussion of our critical accounting policies, see Note 2 to our Consolidated Financial Statements included in this Form 10-Q.

For a discussion of recently issued accounting pronouncements, see Note 2 to our Consolidated Financial Statements included in this Form 10-Q.

~~Subsequent to March 31, 2020, we originated no new loans and received no full loan repayments.~~

From April 1, 2020 to April 29, 2020, we sold 39 separate CRE debt securities with an aggregate face value of $782.0 million generating gross sales proceeds of $614.8 million. After retiring $581.7 million of repurchase financing and generating net cash proceeds of $33.1 million, we recorded aggregate losses from these sales of $167.3 million, equal to the impairment charge described herein. Because we determined prior to March 31, 2020 that we intended to sell these investments, we recorded an impairment charge at March 31, 2020 of $167.3 million, offset by a small gain on one bond sold, based on the actual prices at which the investments were sold during April 2020. These losses are expected to be available to offset any of our capital gains in 2020 and, to the extent those capital losses exceed our capital gains for 2020, such losses would be available to be carried forward to offset capital gains in future years. We do not expect these losses to reduce the amount that we will be required to distribute under the requirement that we distribute to our stockholders at least 90% of our REIT taxable income (computed without regard to the deduction for dividends paid and excluding net capital gain) each year in order to continue to qualify as a REIT.2021:

As discussed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Financial Covenants for Outstanding Borrowings,” certain of our outstanding borrowings are subject to certain financial covenants, including covenants governing our debt-to-equity ratio. As of March 31, 2020, we were not in compliance with respect to the debt-to-equity ratio covenant included in certain of these agreements. This non-compliance was cured on April 2, 2020 when we utilized proceeds from sales of certain CRE debt securities to repay outstanding borrowings under the related secured revolving repurchase agreements. We received waivers from the lender under each of the applicable agreements on May 8, 2020.

The agreements also include a covenant that obligates us to deliver certain audited financial statements for Holdco to the lenders within 90 days, or 120 days, after each December 31. We were not in compliance with respect to this covenant as of March 31, 2020. This non-compliance was cured on May 6, 2020. We received waivers from the lender under each of the applicable agreements on May 11, 2020.

On April 7, 2020, our Manager extended to July 6, 2020 our payment of the $5.0 million base management fee accrued and payable to the Manager for the quarter ended March 31, 2020. We were not subject to, and did not accrue, an incentive fee for the quarter ended March 31, 2020.

On April 29, 2020, the borrower under a first mortgage loan with a commitment amount of $90.0 million and an unpaid principal balance of $81.4 million, both as of March 31, 2020, informed us that it intended to negotiate with us an agreement under which it would convey the property securing our loan to us in order to satisfy the loan and avoid foreclosure proceedings. We are currently evaluating our rights, remedies and avenues of enforcement. The loan is paid current through April 1, 2020 with a funded interest reserve sufficient to pay interest through June 2020. At this time, no reliable estimate can be made of the impact of this event on our results of operations, liquidity, or consolidated financial statements. Although an allowance for credit losses from this loan is included in the consolidated financial statements included in this Form 10-Q, we may be adversely affected by this and other similar events in the future.

On May 4, 2020, we and Morgan Stanley extended for a term of one year, through May 4, 2021, the existing secured revolving repurchase agreement. This facility has no limit on the maximum number of permitted extensions, subject to the satisfaction of certain conditions and approvals.

The following table provides details with respect to our ~~mortgage~~ loan investment portfolio on a loan-by-loan basis as of March 31, ~~2020~~2021 (dollars in millions, except loan per square foot/unit):

Loan #	Form of Investment	Origination / Acquisition Date⁽²⁾	Total Loan		Principal Balance		Carrying Value⁽³⁾		Credit Spread⁽⁴⁾				All-in Yield⁽⁵⁾	Fixed / Floating	Extended Maturity⁽⁶⁾	City, State	Property Type	Loan Type	Loan Per SQFT / Unit	LTV⁽⁷⁾			Risk Rating⁽⁸⁾		Form of Investment		Origination / Acquisition Date⁽²⁾	Total Loan		Principal Balance		Amortized Cost⁽³⁾		Credit Spread⁽⁴⁾			All-in Yield⁽⁵⁾	Fixed / Floating	Extended Maturity⁽⁶⁾	City, State	Property Type	Loan Type	Loan Per SQFT / Unit	LTV⁽⁷⁾				Risk Rating⁽⁸⁾
First Mortgage Loans(1)
First Mortgage Loans⁽¹⁾
1	Senior Loan	08/21/19	$	350.8	$	318.8	$	309.1		L+ 2.9	%		L +3.2%	Floating	9/9/24	New York, NY	Office	Light Transitional	$692 Sq ft		72.8	%		3	Senior Loan		8/21/2019		300.8		287.5		287.0		L+ 1.6	%	L +1.8%	Floating	9/9/2024	New York, NY	Office	Light Transitional	$594 Sq ft		65.2	%	⁽¹²⁾	3
2	Senior Loan	08/07/18		223.0		169.0		167.3		L+ 3.4	%		L +3.6%	Floating	8/9/24	Atlanta, GA	Office	Light Transitional	$214 Sq ft		61.4	%		3	Senior Loan		8/7/2018		223.0		172.4		171.6		L+ 3.4	%	L +3.6%	Floating	8/9/2024	Atlanta, GA	Office	Light Transitional	$214 Sq ft		61.4	%		3
3	Senior Loan	12/19/18	��	210.0		166.2		165.1		L+ 3.6	%		L +4.0%	Floating	1/9/24	Detroit, MI	Office	Moderate Transitional	$217 Sq ft		59.8	%		3	Senior Loan		12/19/2018		210.0		185.3		185.3		L+ 3.6	%	L +4.0%	Floating	1/9/2024	Detroit, MI	Office	Moderate Transitional	$217 Sq ft		59.8	%		3
4	Senior Loan	12/21/18		206.5		200.1		197.5		L+ 2.9	%		L +3.2%	Floating	1/9/24	Various, FL	Multifamily	Light Transitional	$181,299 Unit		76.6	%		2	Senior Loan		12/21/2018		206.5		204.4		204.4		L+ 2.9	%	L +3.2%	Floating	1/9/2024	Various, FL	Multifamily	Light Transitional	$181,299 Unit		76.6	%		2
5	Senior Loan	02/27/20		200.7		193.2		190.8		L+ 2.8	%		L +3.1%	Floating	3/9/26	East Patchogue, NY	Multifamily	Bridge	$217,003 Unit		78.0	%		3	Senior Loan	⁽¹¹⁾	9/18/2019		200.0		181.5		181.0		L+ 2.9	%	L +3.2%	Floating	9/9/2024	New York, NY	Office	Moderate Transitional	$904 Sq ft		65.2	%		3
6	Senior Loan	09/18/19		200.0		174.4		171.7		L+ 2.9	%		L +3.2%	Floating	9/9/24	New York, NY	Office	Moderate Transitional	$904 Sq ft		65.2	%		3	Senior Loan		11/26/2019		190.1		174.5		174.2		L+ 3.0	%	L +3.2%	Floating	12/9/2024	San Diego, CA	Office	Light Transitional	$248 Sq ft		51.9	%		3
7	Senior Loan	11/26/19		190.1		172.3		171.2		L+ 3.0	%		L +3.2%	Floating	12/9/24	San Diego, CA	Office	Light Transitional	$248 Sq ft		51.9	%		3	Senior Loan		6/28/2018		190.0		185.8		185.8		L+ 2.7	%	L +3.0%	Floating	7/9/2023	Philadelphia, PA	Office	Bridge	$177 Sq ft		73.6	%		3
8	Senior Loan	06/28/18		190.0		183.4		182.9		L+ 2.7	%		L +3.0%	Floating	7/9/23	Philadelphia, PA	Office	Bridge	$177 Sq ft		73.6	%		3	Senior Loan		9/29/2017		173.3		167.2		167.2		L+ 4.3	%	L +4.7%	Floating	10/9/2022	Philadelphia, PA	Office	Moderate Transitional	$213 Sq ft		72.2	%		3
9	Senior Loan	10/12/17		180.0		180.0		179.3		L+ 3.8	%		L +4.0%	Floating	11/9/22	Charlotte, NC	Hotel	Bridge	$257,143 Unit		65.5	%		4	Senior Loan		10/12/2017		165.0		165.0		165.0		L+ 3.8	%	L +4.0%	Floating	11/9/2022	Charlotte, NC	Hotel	Bridge	$235,714 Unit		65.5	%		4
10	Senior Loan	09/29/17		173.3		166.1		164.5		L+ 4.3	%		L +4.6%	Floating	10/9/22	Philadelphia, PA	Office	Moderate Transitional	$213 Sq ft		72.2	%		3	Senior Loan		2/14/2018		165.0		161.5		161.5		L+ 3.8	%	L +4.0%	Floating	3/9/2023	Various, NJ	Multifamily	Bridge	$132,850 Unit		78.4	%		3
11	Senior Loan	02/14/18		165.0		160.3		159.3		L+ 3.8	%		L +4.0%	Floating	3/9/23	Various, NJ	Multifamily	Bridge	$132,850 Unit		78.4	%		3	Senior Loan		9/28/2018		160.0		156.0		156.0		L+ 2.8	%	L +3.0%	Floating	10/9/2023	Houston, TX	Mixed-Use	Light Transitional	$299 Sq ft		61.9	%		3
12	Senior Loan	09/28/18		160.0		144.6		142.9		L+ 2.8	%		L +3.0%	Floating	10/9/23	Houston, TX	Mixed-Use	Light Transitional	$299 Sq ft		61.9	%		3	Senior Loan		5/15/2019		143.0		131.1		131.1		L+ 2.6	%	L +2.9%	Floating	5/9/2024	New York, NY	Mixed-Use	Moderate Transitional	$1,741 Sq ft		61.0	%		3
13	Senior Loan	05/15/19		143.0		109.0		107.9		L+ 2.6	%		L +2.9%	Floating	5/9/24	New York, NY	Mixed-Use	Moderate Transitional	$1,741 Sq ft		61.0	%		3	Senior Loan		11/26/2019		113.0		113.7		113.7		L+ 3.0	%	L +3.3%	Floating	12/9/2024	Burbank, CA	Hotel	Bridge	$231,557 Unit		70.4	%		4
14	Senior Loan	11/26/19		113.0		113.0		112.5		L+ 3.0	%		L +3.3%	Floating	12/9/24	Burbank, CA	Hotel	Bridge	$231,557 Unit		70.4	%		4	Senior Loan		12/20/2018		105.9		98.4		98.4		L+ 3.3	%	L +3.4%	Floating	1/9/2024	Torrance, CA	Mixed-Use	Moderate Transitional	$254 Sq ft		61.1	%		3
15	Senior Loan	03/28/19		112.0		112.0		109.5		L+ 6.8	%		L +7.8%	Floating	10/9/21	Las Vegas, NV	Land	Bridge	$93 Sq ft		42.6	%		4	Senior Loan		12/18/2019		101.0		81.9		81.8		L+ 2.6	%	L +2.8%	Floating	1/9/2025	Arlington, VA	Office	Light Transitional	$319 Sq ft		71.1	%		3
16	Senior Loan	07/21/17		106.6		90.0		89.4		L+ 4.5	%		L +4.7%	Floating	8/9/24	Pittsburgh, PA	Multifamily	Bridge	$296,042 Unit		59.4	%		3	Senior Loan		1/27/2020		94.0		43.1		42.6		L+ 3.3	%	L +3.6%	Floating	2/9/2025	Washington, DC	Office	Moderate Transitional	$339 Sq ft		61.6	%		3
17	Senior Loan	12/20/18		105.9		97.5		97.1		L+ 3.3	%		L +3.4%	Floating	1/9/24	Torrance, CA	Mixed-Use	Moderate Transitional	$254 Sq ft		61.1	%		3	Senior Loan		8/28/2019		90.0		68.5		68.0		L+ 3.1	%	L +3.3%	Floating	9/9/2024	San Diego, CA	Office	Moderate Transitional	$382 Sq ft		67.7	%		3
18	Senior Loan	12/18/19		101.0		81.0		80.7		L+ 2.6	%		L +2.8%	Floating	1/9/25	Arlington, VA	Office	Light Transitional	$319 Sq ft		71.1	%		3	Senior Loan		9/29/2017		89.5		88.2		88.2		L+ 3.9	%	L +4.2%	Floating	10/9/2022	Dallas, TX	Office	Moderate Transitional	$106 Sq ft		50.7	%		3
19	Senior Loan	08/23/17		99.5		99.5		74.7		L+ 4.4	%		L +4.7%	Floating	7/26/22	Houston, TX	Multifamily	Bridge	$347,775 Unit		62.5	%		5	Senior Loan		9/25/2020		88.9		78.5		78.5		L+ 3.0	%	L +3.1%	Floating	4/9/2025	Brooklyn, NY	Office	Light Transitional	$200 Sq ft		78.4	%		3
20	Senior Loan	01/27/20		94.0		36.7		35.6		L+ 3.3	%		L +3.6%	Floating	2/9/25	Washington, DC	Office	Moderate Transitional	$339 Sq ft		61.6	%		3	Senior Loan		3/27/2019		88.2		88.5		88.2		L+ 3.5	%	L +4.6%	Floating	4/9/2024	Aurora, IL	Multifamily	Bridge	$211,394 Unit		74.8	%		3
21	Senior Loan	02/27/18		90.0		81.4		79.3		L+ 5.1	%		L +5.3%	Floating	3/9/23	Brooklyn, NY	Office	Moderate Transitional	$195 Sq ft		52.2	%		4	Senior Loan		3/28/2019		88.1		87.0		86.9		L+ 3.7	%	L +5.9%	Floating	4/9/2024	Various, Various	Hotel	Moderate Transitional	$100,228 Unit		69.6	%		4
22	Senior Loan	08/28/19		90.0		40.7		39.5		L+ 3.1	%		L +3.3%	Floating	9/9/24	San Diego, CA	Office	Moderate Transitional	$382 Sq ft		67.7	%		3	Senior Loan		3/7/2019		81.3		81.3		81.3		L+ 3.1	%	L +3.4%	Floating	3/9/2024	Rockville, MD	Mixed-Use	Bridge	$256 Sq ft		67.2	%		3
23	Senior Loan	09/29/17		89.5		85.3		84.8		L+ 3.9	%		L +4.2%	Floating	10/9/22	Dallas, TX	Office	Moderate Transitional	$106 Sq ft		50.7	%		2	Senior Loan		2/1/2017		80.7		80.7		80.7		L+ 4.7	%	L +5.0%	Floating	2/9/2023	St. Pete Beach, FL	Hotel	Light Transitional	$211,257 Unit		60.7	%		4
24	Senior Loan	03/27/19		88.2		88.2		85.3		L+ 3.5	%		L +3.8%	Floating	4/9/24	Aurora, IL	Multifamily	Bridge	$211,394 Unit		74.8	%		3	Senior Loan		6/17/2019		79.4		78.8		78.5		L+ 2.8	%	L +3.0%	Floating	7/9/2025	Boston, MA	Office	Bridge	$187 Sq ft		70.7	%		3
25	Senior Loan	03/28/19		88.1		84.6		80.5		L+ 3.7	%		L +3.9%	Floating	4/9/24	Various, Various	Hotel	Moderate Transitional	$100,228 Unit		69.6	%		4	Senior Loan		8/8/2019		76.5		61.7		61.6		L+ 3.0	%	L +3.2%	Floating	8/9/2024	Orange, CA	Office	Moderate Transitional	$225 Sq ft		64.2	%		3
26	Senior Loan	02/01/17		85.0		85.0		84.7		L+ 4.7	%		L +5.0%	Floating	2/9/22	St. Pete Beach, FL	Hotel	Light Transitional	$222,382 Unit		60.7	%		4	Senior Loan		12/10/2019		75.8		56.4		56.4		L+ 2.6	%	L +2.8%	Floating	12/9/2024	San Mateo, CA	Office	Moderate Transitional	$368 Sq ft		65.8	%		3
27	Senior Loan	03/07/19		81.3		81.3		80.6		L+ 3.1	%	��	L +3.4%	Floating	3/9/24	Rockville, MD	Mixed-Use	Bridge	$256 Sq ft		67.2	%		3	Senior Loan		4/29/2019		70.0		70.0		69.7		L+ 3.3	%	L +3.5%	Floating	5/9/2024	Clayton, MO	Multifamily	Bridge	$280,000 Unit		74.9	%		3
28	Senior Loan	06/17/19		79.4		78.5		77.5		L+ 2.8	%		L +3.2%	Floating	7/9/25	Boston, MA	Office	Bridge	$187 Sq ft		70.7	%		3	Senior Loan		6/28/2019		63.9		57.4		57.4		L+ 2.5	%	L +2.7%	Floating	7/9/2024	Burlington, CA	Office	Light Transitional	$327 Sq ft		70.9	%		3
29	Senior Loan	08/08/19		76.5		58.5		58.1		L+ 3.0	%		L +3.2%	Floating	8/9/24	Orange, CA	Office	Moderate Transitional	$225 Sq ft		64.2	%		3	Senior Loan		11/8/2019		62.1		58.9		58.8		L+ 3.9	%	L +4.3%	Floating	11/9/2021	Boston, MA	Mixed-Use	Light Transitional	$597 Sq ft		38.4	%		3
30	Senior Loan	12/10/19		75.8		51.0		51.0		L+ 2.6	%		L +2.8%	Floating	12/9/24	San Mateo, CA	Office	Moderate Transitional	$368 Sq ft		65.8	%		3	Senior Loan		6/25/2019		62.0		57.7		57.6		L+ 3.1	%	L +4.9%	Floating	7/9/2024	Calistoga, CA	Hotel	Moderate Transitional	$696,629 Unit		48.6	%		4
31	Senior Loan	04/29/19		70.0		69.6		68.4		L+ 3.3	%		L +3.5%	Floating	5/9/24	Clayton, MO	Multifamily	Bridge	$280,000 Unit		74.9	%		3	Senior Loan		6/20/2018		61.0		57.6		57.6		L+ 3.0	%	L +3.3%	Floating	7/9/2023	Houston, TX	Office	Light Transitional	$162 Sq ft		74.9	%		3
32	Senior Loan	11/29/18		64.2		47.0		45.0		L+ 3.3	%		L +3.5%	Floating	12/9/23	Brooklyn, NY	Multifamily	Moderate Transitional	$227,751 Unit		58.0	%		4	Senior Loan		1/8/2019		60.2		36.7		36.5		L+ 3.8	%	L +4.1%	Floating	2/9/2024	Kansas City, MO	Office	Moderate Transitional	$92 Sq ft		74.3	%		4
33	Senior Loan	06/28/19		63.9		55.1		54.5		L+ 2.5	%		L +2.7%	Floating	7/9/24	Burlington, CA	Office	Light Transitional	$327 Sq ft		70.9	%		3	Senior Loan		1/9/2019		60.0		60.7		60.7		L+ 3.4	%	L +3.8%	Floating	1/9/2024	Mountain View, CA	Hotel	Bridge	$375,000 Unit		64.2	%		4
34	Senior Loan	09/27/18		63.6		62.1		61.9		L+ 4.7	%		L +4.9%	Floating	10/1/20	Dallas, TX	Condominium	Light Transitional	$331 Sq ft		55.6	%		2	Senior Loan		12/18/2019		58.8		55.8		55.4		L+ 2.7	%	L +3.0%	Floating	1/9/2025	Houston, TX	Multifamily	Light Transitional	$80,109 Unit		73.6	%		3
35	Senior Loan	11/08/19		62.1		54.2		53.9		L+ 3.9	%		L +4.3%	Floating	11/9/21	Boston, MA	Mixed-Use	Light Transitional	$597 Sq ft		38.4	%		3	Senior Loan		3/12/2020		55.0		49.3		49.0		L+ 2.7	%	L +2.9%	Floating	3/9/2025	Round Rock, TX	Multifamily	Light Transitional	$133,820 Unit		75.4	%		3
36	Senior Loan	06/25/19		62.0		49.5		49.2		L+ 3.1	%		L +3.3%	Floating	7/9/24	Calistoga, CA	Hotel	Moderate Transitional	$696,629 Unit		48.6	%		4	Senior Loan		1/22/2019		54.0		52.5		52.5		L+ 3.9	%	L +4.1%	Floating	2/9/2023	Manhattan, NY	Office	Light Transitional	$441 Sq ft		61.1	%		3
37	Senior Loan	09/12/19		61.2		61.2		60.5		L+ 2.7	%		L +2.9%	Floating	10/9/24	Glendale, AZ	Multifamily	Bridge	$177,907 Unit		78.0	%		3	Senior Loan		1/23/2018		53.8		52.3		52.3		L+ 3.4	%	L +3.6%	Floating	2/9/2023	Walnut Creek, CA	Office	Bridge	$120 Sq ft		66.9	%		2
38	Senior Loan	06/20/18		61.0		55.1		55.0		L+ 3.0	%		L +3.3%	Floating	7/9/23	Houston, TX	Office	Light Transitional	$162 Sq ft		74.9	%		3	Senior Loan		6/15/2018		53.6		50.9		50.8		L+ 3.1	%	L +3.3%	Floating	6/9/2023	Brisbane, CA	Office	Moderate Transitional	$514 Sq ft		72.4	%		2
39	Senior Loan	01/08/19		60.2		36.6		35.7		L+ 3.8	%		L +4.1%	Floating	2/9/24	Kansas City, MO	Office	Moderate Transitional	$92 Sq ft		74.3	%		4	Senior Loan		10/10/2019		52.9		47.7		47.4		L+ 2.8	%	L +3.1%	Floating	11/9/2024	Miami, FL	Office	Light Transitional	$214 Sq ft		69.5	%		3
40	Senior Loan	01/09/19		60.0		60.0		59.7		L+ 3.4	%		L +3.6%	Floating	1/9/24	Mountain View, CA	Hotel	Bridge	$375,000 Unit		64.2	%		4	Senior Loan		12/20/2017		51.0		51.7		51.7		L+ 4.0	%	L +6.3%	Floating	1/9/2023	New Orleans, LA	Hotel	Bridge	$217,949 Unit		59.9	%		4
41	Senior Loan	12/18/19		58.8		49.3		48.3		L+ 2.7	%		L +3.0%	Floating	1/9/25	Houston, TX	Multifamily	Light Transitional	$80,109 Unit		73.6	%		3	Senior Loan		3/12/2020		50.2		44.9		44.6		L+ 2.7	%	L +2.9%	Floating	3/9/2025	Round Rock, TX	Multifamily	Light Transitional	$137,049 Unit		75.6	%		3
42	Senior Loan	03/12/20		55.0		47.3		46.5		L+ 2.7	%		L +2.9%	Floating	3/9/25	Round Rock, TX	Multifamily	Light Transitional	$133,820 Unit		75.4	%		3	Senior Loan		6/15/2018		50.0		44.3		44.3		L+ 3.7	%	L +3.9%	Floating	7/9/2023	Atlanta, GA	Office	Bridge	$119 Sq ft		57.2	%		3
43	Senior Loan	01/23/18		54.2		52.5		52.4		L+ 3.4	%		L +3.6%	Floating	2/9/23	Walnut Creek, CA	Office	Bridge	$121 Sq ft		66.9	%		2	Senior Loan		11/29/2018		47.0		47.0		46.9		L+ 3.3	%	L +3.5%	Floating	12/9/2023	Brooklyn, NY	Multifamily	Moderate Transitional	$166,619 Unit		58.0	%		4
44	Senior Loan	01/22/19		54.0		51.2		50.9		L+ 3.4	%		L +3.6%	Floating	2/9/23	Manhattan, NY	Office	Light Transitional	$441 Sq ft		61.1	%		3	Senior Loan		3/17/2021		45.4		37.5		37.1		L+ 3.3	%	L +3.6%	Floating	4/9/2026	Indianapolis, IN	Multifamily	Moderate Transitional	$62,209 Unit		63.7	%		3
45	Senior Loan	06/15/18		53.5		42.8		42.6		L+ 3.1	%		L +3.3%	Floating	6/9/23	Brisbane, CA	Office	Moderate Transitional	$514 Sq ft		72.4	%		3	Senior Loan		3/30/2018		45.2		42.1		42.1		L+ 3.7	%	L +3.9%	Floating	4/9/2023	Honolulu, HI	Office	Light Transitional	$157 Sq ft		57.9	%		3
46	Senior Loan	10/10/19		52.9		45.2		44.4		L+ 2.8	%		L +3.1%	Floating	11/9/24	Miami, FL	Office	Light Transitional	$214 Sq ft		69.5	%		3
47	Senior Loan	12/20/17		51.0		51.0		50.8		L+ 4.0	%		L +4.3%	Floating	1/9/23	New Orleans, LA	Hotel	Bridge	$217,949 Unit		59.9	%		4

46																				Senior Loan	1/28/2019		43.1			40.3		40.1		L+ 3.0	%		L +3.2%	Floating	2/9/2024	Dallas, TX	Office	Light Transitional	$222 Sq ft	64.3	%	3
47																				Senior Loan	3/7/2019		39.4			39.6		39.5		L+ 3.8	%		L +4.2%	Floating	3/9/2024	Lexington, KY	Hotel	Moderate Transitional	$107,709 Unit	61.6	%	4
48	Senior Loan	03/12/20	50.2	42.9	42.2		L+ 2.7	%		L +2.9%	Floating	3/9/25	Round Rock, TX	Multifamily	Light Transitional	$137,049 Unit	75.6	%	3	Senior Loan	3/11/2019		39.0			39.4		39.4		L+ 3.4	%		L +5.3%	Floating	4/9/2024	Miami Beach, FL	Hotel	Bridge	$295,455 Unit	59.3	%	4
49	Senior Loan	06/15/18	50.0	43.2	42.7		L+ 3.7	%		L +3.9%	Floating	7/9/23	Atlanta, GA	Office	Bridge	$119 Sq ft	57.2	%	3	Senior Loan	3/10/2020		37.5			36.3		36.3		L+ 2.7	%		L +3.0%	Floating	3/9/2025	Austin, TX	Multifamily	Bridge	$94,458 Unit	73.5	%	3
50	Senior Loan	03/29/19	48.5	39.5	39.2		L+ 3.2	%		L +3.5%	Floating	4/9/24	Various, VA	Multifamily	Moderate Transitional	$66,989 Unit	58.2	%	3	Senior Loan	1/4/2018		35.2			29.9		29.9		L+ 3.4	%		L +3.7%	Floating	1/9/2023	Santa Ana, CA	Office	Light Transitional	$178 Sq ft	71.8	%	2
51	Senior Loan	03/30/18	45.9	42.1	41.9		L+ 3.7	%		L +3.9%	Floating	4/9/23	Honolulu, HI	Office	Light Transitional	$159 Sq ft	57.9	%	3	Senior Loan	6/4/2019		34.7			32.0		31.9		L+ 3.5	%		L +3.8%	Floating	6/9/2024	Riverside, CA	Mixed-Use	Bridge	$99 Sq ft	68.0	%	2
52	Senior Loan	01/28/19	43.1	38.4	37.4		L+ 3.0	%		L +3.2%	Floating	2/9/24	Dallas, TX	Office	Light Transitional	$222 Sq ft	64.3	%	3	Senior Loan	5/27/2018		33.0			31.2		31.2		L+ 3.7	%		L +5.0%	Floating	6/9/2023	Woodland Hills, CA	Retail	Bridge	$498 Sq ft	63.6	%	5
53	Senior Loan	03/07/19	39.2	36.9	35.8		L+ 3.8	%		L +4.0%	Floating	3/9/24	Lexington, KY	Hotel	Moderate Transitional	$107,221 Unit	61.6	%	4	Senior Loan	9/13/2019		26.7			26.3		26.2		L+ 2.8	%		L +3.0%	Floating	10/9/2024	Austin, TX	Multifamily	Bridge	$135,051 Unit	77.5	%	3
54	Senior Loan	03/11/19	39.0	39.0	38.6		L+ 3.4	%		L +3.6%	Floating	4/9/24	Miami, FL	Hotel	Bridge	$295,455 Unit	59.3	%	4	Senior Loan	10/19/2016		10.4			10.4		10.4		L+ 5.1	%		L +5.4%	Floating	5/9/2022	Manhattan, NY	Condominium	Moderate Transitional	$641 Sq ft	49.8	%	4
55	Senior Loan	03/10/20	37.5	34.9	34.5		L+ 2.7	%		L +3.0%	Floating	3/9/25	Austin, TX	Multifamily	Bridge	$94,458 Unit	73.5	%	3	Senior Loan	10/19/2016		7.9			7.9		7.9		L+ 5.1	%		L +5.4%	Floating	5/9/2022	Manhattan, NY	Condominium	Moderate Transitional	$725 Sq ft	43.3	%	4
56	Senior Loan	01/04/18	36.0	29.9	29.8		L+ 3.4	%		L +3.7%	Floating	1/9/23	Santa Ana, CA	Office	Light Transitional	$182 Sq ft	71.8	%	2	Senior Loan	10/19/2016		4.8			4.8		4.8		L+ 5.1	%		L +5.4%	Floating	5/9/2022	Manhattan, NY	Condominium	Moderate Transitional	$715 Sq ft	40.7	%	4
57	Senior Loan	06/04/19	34.7	32.0	31.2		L+ 3.5	%		L +3.8%	Floating	6/9/24	Riverside, CA	Mixed-Use	Bridge	$99 Sq ft	68.0	%	3	Senior Loan	10/19/2016		1.9			1.9		1.9		L+ 5.1	%		L +5.4%	Floating	5/9/2022	Manhattan, NY	Condominium	Moderate Transitional	$478 Sq ft	46.6	%	4
58	Senior Loan	05/27/18	33.0	30.7	28.8		L+ 3.7	%		L +3.9%	Floating	6/9/23	Woodland Hills, CA	Retail	Bridge	$498 Sq ft	63.6	%	4
59	Senior Loan	09/13/19	26.7	25.9	25.1		L+ 2.8	%		L +3.0%	Floating	10/9/24	Austin, TX	Multifamily	Bridge	$135,051 Unit	77.5	%	3
60	Senior Loan	06/14/17	23.1	23.1	23.0		L+ 4.9	%		L +5.3%	Floating	7/9/20	Newark, NJ	Multifamily	Bridge	$151,660 Unit	62.2	%	3
61	Senior Loan	12/21/18	18.0	15.0	14.8		L+ 3.2	%		L +3.5%	Floating	1/9/24	Loma Linda, CA	Mixed-Use	Bridge	$88 Sq ft	41.9	%	3
62	Senior Loan	11/16/16	11.5	11.5	11.5		L+ 4.1	%		L +4.3%	Floating	5/9/21	Manhattan, NY	Condominium	Moderate Transitional	$659 Sq ft	49.8	%	4
63	Senior Loan	11/16/16	8.7	8.7	8.7		L+ 4.1	%		L +4.3%	Floating	5/9/21	Manhattan, NY	Condominium	Moderate Transitional	$804 Sq ft	43.3	%	4
64	Senior Loan	11/16/16	5.3	5.3	5.3		L+ 4.1	%		L +4.3%	Floating	5/9/21	Manhattan, NY	Condominium	Moderate Transitional	$861 Sq ft	40.7	%	4
65	Senior Loan	11/16/16	2.5	2.5	2.5		L+ 4.1	%		L +4.3%	Floating	5/9/21	Manhattan, NY	Condominium	Moderate Transitional	$628 Sq ft	46.6	%	4
Subtotal / Weighted Average			5,728.7	5,092.8	5,003.0	L +3.4%			(9)	L +3.7%		4 yrs					65.8	%	3			4948.7			4553.9		4546.8		L +3.1%			⁽⁹⁾	L +3.6%		2.9 yrs					66.1	%	3.1
Mezzanine Loans:
66	Mezzanine Loan	06/28/19	35.0	20.0	17.7		L+ 10.3	%		L +10.8%	Floating	6/28/25	Napa, CA	Hotel	Construction	$818,195 Unit	41.0	%	3
1																				Mezzanine Loan	6/28/2019		35.0	⁽¹⁰⁾	33.5		33.4			L+ 10.3	%		L +10.8%	4.2	6/28/2025	Napa, CA	Hotel	Construction	$818,195 Unit	41.0	%	3
Subtotal / Weighted Average			35.0	20.0	17.7	L +10.3%				L +10.8%		5.5 yrs					41.0	%	3				35.0		33.5		33.4		L +10.3%				L +10.8%		4.2 yrs					41.0	%	3
Total / Weighted Average			5,763.7	5,112.8	5,020.7	L +3.4%				L +3.7%		4 yrs					65.7	%	3.1				4,983.7			4,587.4		4,580.2	L +3.2%				L +3.6%		2.9 yrs					65.9	%	3.1

Our business model seeks to minimize our exposure to changing interest rates by matching duration of our assets and liabilities and match-indexing our assets using the same, or similar, benchmark indices, typically LIBOR. Accordingly, rising interest rates will generally increase our net interest income, while declining interest rates will generally decrease our net interest income, subject to the ~~benefit~~impact of interest rate floors embedded in ~~certain~~substantially all of our loans. At March 31, ~~2020,~~2021, the weighted average LIBOR floor for our loan portfolio was ~~1.66%~~1.64%. As of March 31, ~~2020, 100.0%~~2021, 100% of our loans by unpaid principal balance earned a floating rate of interest and were financed with liabilities that require interest payments based on floating ~~rates, which resulted in an amount~~rates. Approximately 90.8% of ~~net equity that is positively correlated to rising interest rates.~~our liabilities do not contain LIBOR floors greater than zero.

The following table illustrates the impact on our interest income and interest expense, for the twelve-month period following March 31, ~~2020,~~2021, of an immediate increase or decrease in the underlying benchmark interest rate of 25, 50 and 75 basis points on our existing floating rate mortgage loan portfolio and related liabilities (dollars in thousands):

Assets (Liabilities) Subject to Interest Rate Sensitivity⁽¹⁾	Assets (Liabilities) Subject to Interest Rate Sensitivity⁽¹⁾				25 Basis Point Increase			25 Basis Point Decrease⁽³⁾		50 Basis Point Increase			50 Basis Point Decrease⁽³⁾		75 Basis Point Increase			75 Basis Point Decrease⁽³⁾		Assets (Liabilities) Subject to Interest Rate Sensitivity⁽¹⁾				25 Basis Point Increase			25 Basis Point Decrease		50 Basis Point Increase			50 Basis Point Decrease		75 Basis Point Increase			75 Basis Point Decrease
$	5,112,808			Interest income	$	12,782		$	34,526	$	25,564		$	34,140	$	46,222		$	34,114	4,587,358			Interest income	$	73		$	—	$	369		$	—	$	1,126		$	—
	(3,944,333	)	⁽²⁾	Interest expense		(4,671	)		8,508		(14,265	)		18,176		(23,859	)		33,700	(3,678,914	)	⁽²⁾	Interest expense		(9,322	)		4,934		(18,643	)		4,934		(27,967	)		4,934
$	1,168,475			Total change in net interest income	$	8,111		$	43,034	$	11,299		$	52,316	$	22,363		$	67,814	908,444			Total change in net interest income	$	(9,249	)	$	4,934	$	(18,274	)	$	4,934	$	(26,841	)	$	4,934

Our loans ~~and CRE debt securities~~ are also subject to credit risk. The performance and value of our loans and other investments depend upon the sponsors’ ability to operate the properties that serve as our collateral so that they produce cash flows adequate to pay interest and principal due to us. To monitor this risk, the asset management team reviews our portfolio and maintains regular contact with borrowers, co-lenders and local market experts to monitor the performance of the underlying collateral, anticipate borrower, property and market issues and, to the extent necessary or appropriate, enforce our rights as the lender.

In addition, we are exposed to the risks generally associated with the commercial real estate market, including variances in occupancy rates, capitalization rates, absorption rates and other macroeconomic factors beyond our control. We seek to manage these risks through our underwriting and asset management processes.

Liquidity is a measure of our ability to meet potential cash requirements, including ongoing commitments to repay borrowings including margin calls, fund and maintain investments, pay dividends to our stockholders and other general business needs. Our liquidity risk is principally associated with our financing of longer-maturity investments with shorter-term borrowings in the form of secured ~~revolving repurchase~~credit agreements. We are subject to “margin call” risk under our secured ~~revolving repurchase~~credit agreements. In the event that the value of our assets pledged as collateral suddenly decreases as a result of changes in credit spreads or interest rates, margin calls relating to our secured ~~revolving repurchase~~credit agreements could increase, causing an adverse change in our liquidity position. See “Management's Discussion and Analysis of Financial Condition and Results of Operations—Our Results of Operations—Liquidity and Capital Resources—Liquidity Needs” in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K filed with the SEC on February 24, 2021 for information regarding margin calls that we funded during the quarter ended March 31, ~~2020.~~2020 in connection with secured credit agreements used to finance our former investments in CRE debt securities. Additionally, if one or more of our secured ~~revolving repurchase~~credit agreement counterparties chooses not to provide ongoing funding, we may be unable to replace the financing through other lenders on favorable terms or at all. As such, we provide no assurance that we will be able to roll over or replace our secured ~~revolving repurchase~~credit agreements as they mature from time to time in the future. Prior to making our voluntary deleveraging payment during the second quarter of 2020, we satisfied one margin call aggregating $20.0 million in connection with our secured credit agreements financing our loan investments by pledging a previously unencumbered loan investment. On May 28, 2020, we made voluntary deleveraging payments totaling $157.7 million to our six secured credit facility lenders and one secured credit facility lender in exchange for their agreement to suspend margin calls for defined periods, subject to certain conditions. At the time these payments were made, no margin deficits existed, and no margin calls have been issued to us since. If market turbulence returns, we may be required to post cash collateral in

connection with our secured credit agreements secured by our mortgage loan investments upon or after the expiry of these agreements. We maintain frequent dialogue with the lenders under our secured credit agreements regarding our management of their collateral assets in light of the impacts of the COVID-19 pandemic. For more information regarding the impact that COVID-19 has had on our liquidity and may have on our future liquidity, see risk factors set forth in our Form 10-K filed with the SEC on February 24, 2021.

In some situations, we have in the past, and may in the future, be forced to sell assets to maintain adequate liquidity. Market disruptions may lead to a significant decline in transaction activity in all or a significant portion of the asset classes in which we invest and may at the same time lead to a significant contraction in short-term and long-term debt and equity funding sources. A decline in market liquidity of real estate-related investments, as well as a lack of availability of observable transaction data and inputs, may make it more difficult to sell assets or determine their fair values. As a result, we may be unable to sell investments, or only be able to sell investments at a price that may be materially different from the fair values presented. Also, in such conditions, there is no guarantee that our borrowing arrangements or other arrangements for obtaining leverage will continue to be available or, if available, will be available on terms and conditions acceptable to us.

Prepayment risk is the risk that principal will be repaid at a different rate than anticipated, causing the return on certain investments to be less than expected. As we receive prepayments of principal on our assets, any premiums paid on such assets are amortized against interest income. In general, an increase in prepayment rates accelerates the amortization of purchase premiums, thereby reducing the interest income earned on the assets. Conversely, discounts on such assets are accreted into interest income. In general, an increase in prepayment rates accelerates the accretion of purchase discounts, thereby increasing the interest income earned on the assets.

Our Manager computes the projected weighted average life of our assets based on assumptions regarding the rate at which the borrowers will prepay the mortgages or extend. If prepayment rates decrease in a rising interest rate environment or extension options are exercised, the life of ~~the fixed rate assets~~our loan investments could extend beyond the term of the secured debt agreements. We expect that the economic and market disruptions caused by COVID-19 will lead to a decrease in prepayment rates and an increase in the number of our borrowers who exercise extension options. This could have a negative impact on our results of operations. In some situations, we may be forced to sell assets to maintain adequate liquidity, which could cause us to incur losses. For more information regarding the impact of COVID-19 on the financial condition of our borrowers, see ~~“Risk Factors.”~~risk factors set forth in our Form 10-K filed with the SEC on February 24, 2021.

We are exposed to risks related to the equity capital markets and our related ability to raise capital through the issuance of our stock or other equity instruments. We are also exposed to risks related to the debt capital markets and our related ability to finance our business through borrowings under secured ~~revolving repurchase~~credit agreements, collateralized loan obligations, ~~senior secured and secured credit agreements,~~mortgage loan payable, term loans, or other debt instruments or arrangements. As a REIT, we are required to distribute a significant portion of our taxable income annually, which constrains our ability to accumulate operating cash flow and therefore requires us to utilize debt or equity capital to finance our business. We seek to mitigate these risks by monitoring the debt and equity capital markets to inform our decisions on the amount, timing and terms of capital we raise.

During ~~the quarter ended March 31,~~ 2020, the COVID-19 pandemic caused significant disruptions to the U.S. and global economies. These disruptions have contributed to significant and ongoing volatility, widening credit spreads and sharp declines in liquidity in the real estate securities markets. This capital markets environment has led to increased cost of funds and reduced availability of efficient debt capital, factors which have caused us to reduce our investment activity. We also anticipate that these conditions will adversely impact the ability of commercial property owners to service their debt and refinance their loans as they mature. For more information, see ~~“Risk Factors.”~~risk factors set forth in our Form 10-K filed with the SEC on February 24, 2021.

The nature of our business requires us to hold our cash and cash equivalents with, and obtain financing from, various financial institutions. This exposes us to the risk that these financial institutions may not fulfill their obligations to us under these various contractual arrangements. We mitigate this exposure by depositing our cash and cash equivalents and entering into financing agreements with high credit-quality institutions.

The nature of our loans and other investments also exposes us to the risk that our counterparties do not make required interest and principal payments on scheduled due dates. We seek to manage this risk through a comprehensive credit analysis prior to making an investment and rigorous monitoring of the underlying collateral during the term of our investments.

In addition to the risks related to fluctuations in cash flows and asset values associated with movements in interest rates, there is also the risk of non-performance on floating rate assets. In the case of a significant increase in interest rates, the additional debt service payments due from our borrowers may strain the operating cash flows of the collateral real estate assets and, potentially, contribute to non-performance or, in severe cases, default. This risk is partially mitigated by various factors we consider during our underwriting and loan structuring process, including but not limited to, requiring substantially all of our borrowers to purchase an interest rate cap contract for the term of our loan.

We may in the future originate loans that earn a fixed rate of interest on unpaid principal balance. The value of fixed rate loans is sensitive to changes in interest rates. We generally hold all of our loans to maturity, and do not expect to realize gains or losses on any fixed rate loan we may hold in the future, as a result of movements in market interest rates during future periods.

The market values of commercial mortgage assets are subject to volatility and may be adversely affected by a number of factors, including, but not limited to, national, regional and local economic conditions (which may be adversely affected by industry slowdowns and other factors); local real estate conditions; changes or continued weakness in specific industry segments; construction quality, age and design; demographic factors; and retroactive changes to building or similar codes. In addition, decreases in property values reduce the value of the collateral and the potential proceeds available to a borrower to repay the underlying loans, which could also cause us to suffer losses. For more information regarding the impact that COVID-19 has had on these risks, see risk factors set forth in our Form 10-K filed with the SEC on February 24, 2021.

We may in the future hold assets denominated in foreign currencies, which would expose us to foreign currency risk. As a result, a change in foreign currency exchange rates may have an adverse impact on the valuation of our assets, as well as our income and distributions. Any such changes in foreign currency exchange rates may impact the measurement of such assets or income for the purposes of our REIT tests and may affect the amounts available for payment of dividends on our common stock.

We intend to hedge any currency exposures in a prudent manner. However, our currency hedging strategies may not eliminate all of our currency risk due to, among other things, uncertainties in the timing and/or amount of payments received on the related investments and/or unequal, inaccurate or unavailability of hedges to perfectly offset changes in future exchange rates. Additionally, we may be required under certain circumstances to collateralize our currency hedges for the benefit of the hedge counterparty, which could adversely affect our liquidity.

We may hedge foreign currency exposure on certain investments in the future by entering into a series of forwards to fix the U.S. dollar amount of foreign currency denominated cash flows (interest income, rental income and principal payments) we expect to receive from any foreign currency denominated investments. Accordingly, the notional values and expiration dates of our foreign currency hedges would approximate the amounts and timing of future payments we expect to receive on the related investments.

Disclosure Controls and Procedures. We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our ~~Chief Executive Officer~~President (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer), to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act, we carried out an evaluation, under the supervision and with the participation of our management, including our ~~Chief Executive Officer~~President (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer), of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, ~~2020.~~2021. Based upon that evaluation, our ~~Chief Executive Officer~~President (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer) concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of March 31, ~~2020.~~2021.

Changes in Internal Control Over Financial Reporting. There were no changes in our internal control over financial reporting (as such term as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of March 31, ~~2020~~,2021, we were not involved in any material legal proceedings. See the “Litigation” section of Note 1415 to the Consolidated Financial Statements included in this Form 10-Q for information regarding legal proceedings, which information is incorporated by reference in this Item 1.

The following risk factors should be read in conjunction with the risk factors set forth in our Form 10-K filed with the SEC on February ~~19, 2020.~~24, 2021.

~~The market~~We may enter into hedging transactions that could expose us to contingent liabilities in the future and ~~economic disruptions~~adversely impact our financial condition.

Subject to maintaining our qualification as a REIT, we may enter into hedging transactions that could require us to fund cash payments in certain circumstances (e.g., the early termination of the hedging instrument caused by ~~COVID-19 have negatively impacted our business.~~

an event of default or other early termination event, or the decision by a counterparty to request margin securities it is contractually owed under the terms of the hedging instrument). The ~~novel coronavirus (COVID-19) pandemic is causing significant disruptions~~amount due would be equal to the ~~U.S. and global economies and has contributed to volatility, illiquidity and negative pressure in~~unrealized loss of the ~~financial markets. The COVID-19 outbreak has led governments and other authorities around~~open swap positions with the world to impose measures intended to control its spread, including restrictions on freedom of movement and business operations such as travel bans, border closings, business closures, quarantines and shelter-in-place orders. The market and economic disruptions caused by COVID-19 have negatively impactedrespective counterparty and could ~~further negatively impact our business.~~

~~Recently, real estate securities markets have experienced significant volatility, widening credit spreads~~also include other fees and sharp declines in liquidity, which have negatively impacted our CRE debt securities portfolio. This portfolio was pledged as collateral under daily mark-to-market secured revolving repurchase facilities. Fluctuations in the value of our CRE debt securities portfolio, including as a result of changes in credit spreads, resulted in us being required to post cash collateral with our lenders under these facilities. These fluctuations and requirements to post cash collateral were material. In an effort to mitigate the impact to our business from these developments, we sold during March, and subsequent to quarter end, all of our CRE debt securities. We recorded aggregate losses from these sales of $203.4 million. Although thesecharges. Any such economic losses will be ~~available~~reflected in our results of operations, and our ability to ~~offset~~fund these obligations will depend on the liquidity of our assets and access to capital at the time, and the need to fund these obligations could adversely impact our financial condition.

In addition, certain ~~capital gains~~of the hedging instruments that we may ~~have now~~enter into could involve risks since they often are not traded on regulated exchanges, guaranteed by an exchange or its clearing house, or regulated by any U.S. or foreign governmental authorities. We cannot assure that a liquid secondary market will exist for hedging instruments that we may purchase or sell in the future, these losses will not reduce the amount that we will be required to distribute under the requirement that we distribute to our stockholders at least 90% of our REIT taxable income (computed without regard to the deduction for dividends paid and ~~excluding net capital gain) each year in order to continue to qualify as a REIT.~~

~~Measures that we have taken and may take in the future to maintain adequate liquidity have negatively impacted our business and may negatively impact our business in the future.~~

As discussed elsewhere in this Form 10-Q, as a result of extreme short-term volatility and negative pressure in the financial markets, during the quarter ended March 31, 2020, we funded margin calls aggregating $89.8 million. In order to mitigate the impacts to our business from these developments and to maintain adequate liquidity, we were forced to sell certain of our assets at an inopportune time. We realized a loss of $36.2 million in connection with such sales that occurred prior to April 1, 2020, and recorded an impairment charge at March 31, 2020 of $167.3 million. Realized losses incurred in April in connection with the divestiture of the entirety of our CRE debt securities portfolio were equal to the impairment charge.

~~If this turbulent market environment persists,~~ we may be required to ~~post additional cash collateral with~~maintain a position until exercise or expiration, which could result in significant losses.

In addition, subject to maintaining our ~~whole loan lenders~~qualification as a REIT, we may pursue various hedging strategies to seek to reduce our exposure to adverse changes in interest rates. We may fail to recalculate, readjust and execute hedges in an efficient manner.

While we may enter into such transactions seeking to reduce interest rate risks, unanticipated changes in interest rates may result in poorer overall investment performance than if we had not engaged in any such hedging transactions. In addition, the degree of correlation between price movements of the instruments used in a hedging strategy and price movements in the ~~future. In such~~portfolio positions or liabilities being hedged may vary materially. Moreover, for a ~~situation,~~variety of reasons, we may ~~be forced~~not seek to ~~sell additional assets~~establish a perfect correlation between such hedging instruments and the portfolio positions or liabilities being hedged. Any such imperfect correlation may prevent us from achieving the intended hedge and expose us to ~~maintain adequate liquidity. Market disruptions~~risk of loss.

Furthermore, we intend to record any derivative and hedging transactions we enter into in accordance with GAAP. However, we may ~~lead~~choose not to ~~a significant decline in transaction activity in all~~pursue, or ~~a significant portion of the asset classes in which we invest and may at the same time lead~~fail to a significant contraction in short-term and long-term debt and equity funding sources. A decline in liquidity of real estate and real estate-related investments, as well as a lack of availability of observable transaction data and inputs, may make it more difficultqualify for, hedge accounting treatment relating to ~~sell assets or determine their fair values.~~such derivative instruments. As a result, weour operating results may ~~be unable to sell investments, or only be able to sell investments at a price that may be materially different from the fair values presented.~~

In order to maintain adequate liquidity, we may also decide to retain cash rather than deploying it into investments in income-producing assets. A reduction in the amount of our income-producing assets, including through asset sales, coupled with an increase in uninvested cash would result in diminished earning capacity for the Company and could materially and adversely affect us, our financial condition and our results of operations.

~~We expect that the economic and market disruptions caused by COVID-19 will adversely impact the financial condition of our borrowers and limit our ability to grow our business.~~

We expect that, over the near and long term, the economic and market disruptions caused by COVID-19 will adversely impact the financial condition of our borrowers. As a result, we anticipate that the number of borrowers who become delinquent or defaultsuffer because any losses on their loans may increase significantly, and we have been contacted by certain of our borrowers who are seeking to defer the payment of principal and interest on certain of our loans. We have received requests from several borrowers for modifications to existing loan agreements that, if agreed to, would permit borrowers to defer payment of some or all of the interest on their loans for a period of up to six months, and/or the reallocation of certain cash reserve balances within the loan structure for use in paying interest or operating expenses. In exchange, borrowers and sponsors will be required to provide us additional cash for payment of interest, operating expenses, replenishment of capital reserves. Except for customary nonrecourse carve-outs for certain actions and environmental liability, most commercial mortgage loans are nonrecourse obligations of the sponsor and borrower, meaning that there is no recourse against the assets of the borrower or sponsor other than the underlying collateral. A number of states are considering or have already implemented temporary moratoriums on the ability of lenders to initiate foreclosures, which could further limit our ability to foreclose and recover against our collateral, or pursue recourse claims (should they exist) against a borrower or sponsor in the event of a default.

We originate and acquire transitional loans, which provide interim financing to borrowers seeking short-term capital for the acquisition or transition (for example, lease up and/or rehabilitation) of commercial real estate. Market and economic disruptions caused by COVID-19, as well as measures intended to prevent the spread of COVID-19, will likely make it more difficult for our borrowers to successfully achieve the business plans for these properties, and we will bear the risk that we may not recover some or all of our investment. This risk may be heightened by the fact that we are not required to observe specific diversification criteria, which means that our investments may be concentrated in certain property types that are more adversely affected by COVID-19 than other property types. For example, as of March 31, 2020, certain of the loans in our loan portfolio are secured by hotels and retail properties. Federal and state mandates implemented to control the spread of COVID-19, including restrictions on freedom of movement and business operations such as travel bans, border closings, business closures, quarantines and shelter-in-place orders, have and are likely to continue to negatively impact the hotel and retail industries, which could adversely affect our investments in assets secured by properties that operate in those industries. For more information on the concentration of credit risk in our loan portfolio by geographic region, property type and loan category, see Note 15 to the Consolidated Financial Statements included in this Form 10-Q.

Any future period of payment delinquencies, defaults, foreclosures or losses will likely adversely affect our net interest income from loans and CRE debt securities in our portfolio, may impair our ability to originate and acquire loans and CRE debt securities, and impede our ability to access the capital markets, which in each case would materially and adversely affect us. ~~In addition, t~~o the extent current conditions persist or worsen, we expect that real estate values may decline, which will likely reduce the level of new mortgage and other real estate-related loan originations and may expose us to loan impairments. Such a reduction in origination activity would adversely affect our ability to grow our business and fully execute our investment strategy and could decrease our earnings and liquidity.

On April 29, 2020, we received notice from one of our borrowers of the borrower’s intent to convey the property securing our loan to us in order to satisfy the loan and avoid foreclosure proceedings. In the event that we assume the ownership of this or any other property securing any of our loans and we decide to sell such property, the liquidation proceeds upon salederivative instruments may not be ~~sufficient to recover our cost basis in our loan, resulting in~~offset by a loss to us. Furthermore, any costs or delays involved in the liquidation of the underlying property will further reduce the net proceeds and, thus, increase the loss. The incurrence of any such losses could materially and adversely affect us. We may also be subject to environmental liabilities arising from such properties. Under various U.S. federal, state and local laws, an owner or operator of real property may become liable for the costs of removal of certain hazardous substances released on its property. These laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release of such hazardous substances. If we assume ownership of any properties underlying our loans, the presence of hazardous substances on a property may adversely affect our ability to sell the property and we may incur substantial remediation costs. As a result, the discovery of material environmental liabilities attached to such properties could materially and adversely affect us.

~~Our ability to make distributions to our stockholders has and may continue to be adversely affected by COVID-19.~~

We are generally required to distribute to our stockholders at least 90% of our REIT taxable income (excluding net capital gain and without regard to the deduction for dividends paid) each year for us to qualify as a REIT under the Internal Revenue Code, which requirement we have historically satisfied through quarterly distributions of all or substantially all of our REIT taxable income in such year, subject to certain adjustments. However, in light of the negative impact on our liquidity caused by the recent economic and market turmoil resulting from COVID-19, we recently announced that the payment of our previously authorized cash dividend for the first quarter of 2020 would be delayed until July 2020. No assurance can be given that we will be able to make this or any other distributions to our stockholders at any time in the future or that the level of any distributions we do make to our stockholders will achieve a market yield or increase or even be maintained over time.

Additionally, in 2017, the Internal Revenue Service issued a revenue procedure permitting “publicly offered” REITs (i.e., REITs required to file annual and periodic reports with the SEC under the Exchange Act) to make elective cash/stock dividends (i.e., dividends paid in a mixture of stock and cash), with at least 20% of the total distribution being paid in cash, to satisfy their REIT distribution requirements. On May 4, 2020, the Internal Revenue Service issued a revenue procedure that temporarily reduces (through the end of 2020) the minimum amount of the total distribution that must be paid in cash to 10%. Pursuant to these revenue procedures, we may elect to make future distributions of our taxable income in a mixture of our common stock and cash. Taxable stockholders receiving such distributions will be required to include the full amount of the distribution as ordinary income to the extent of our current and accumulated earnings and profits for U.S. federal income tax purposes. As a result, stockholders may be required to pay income taxes with respect to such dividends in excess of cash received. If a U.S. stockholder sells the common stock that it receives as a dividend in order to pay this tax, the sale proceeds may be less than the amount included in income with respect to the dividend, depending on the market price of our common stock at the time of the sale. Furthermore, with respect to certain non-U.S. stockholders, we or the applicable withholding agent may be required to withhold U.S. tax with respect to such dividends, including in respect of all or a portion of such dividend that is payable in common stock. In addition, if a significant number of our stockholders determine to sell shares of our common stock in order to pay taxes owed on dividends, it may put downward pressure on the trading price of our common stock.

~~Market disruptions caused by COVID-19 have made it more difficult for us to determine the fair value of our investments.~~

As discussed in Note 2 to the Consolidated Financial Statements included in this Form 10-Q, market-based inputs are generally the preferred source of values for purposes of measuring the fair value of our assetsunder GAAP. The commercial property investment sales market, and the commercial mortgage loan and CRE debt securities markets, have and continue to experience extreme volatility, reduced transaction volume and liquidity, and disruption as a result of COVID-19, which has made it more difficult to rely on market-based inputs in connection with the valuation of our assets under GAAP. In the absence of market inputs, GAAP permits the use of management assumptions to measure fair value. However, the considerable market volatility and disruption caused by COVID-19 and the considerable uncertainty regarding the ultimate impact and duration of the pandemic have made it more difficult for our management to formulate assumptions to measure the fair value of our assets.

As a result of these developments, measuring the fair value of our assets has become much more difficult. The fair value of certain of our investments may fluctuate over short periods of time, and our determinations of fair value may differ materially from the values that would have been used if a ready market for these investments existed. The value of our common stock could be adversely affected if our determinations regarding the fair value of these investments were materially higher than the values that we ultimately realize upon their disposal. Additionally, our results of operations for a given period could be adversely affected if our determinations regarding the fair value of investments treated as available-for-sale or trading assets were materially higher than the values that we ultimately realize upon their disposal.

~~We have experienced and may experience in the future a decline~~change in the fair value of the related hedged transaction or item.

Changes to, or the elimination of, LIBOR may adversely affect our ~~investments~~interest income, interest expense, or both.

On March 5, 2021, the Financial Conduct Authority of the U.K. (the “FCA”), which regulates LIBOR, announced (the “FCA Announcement”) that all LIBOR tenors relevant to us will cease to be published or will no longer be representative after June 30, 2023. The FCA Announcement coincides with the March 5, 2021 announcement of LIBOR’s administrator, the ICE Benchmark Administration Limited (the “IBA”), indicating that, as a result of ~~COVID-19, which could materially and adversely affect us.~~

Asnot having access to input data necessary to calculate LIBOR tenors relevant to us on a representative basis after June 30, 2023, the IBA would have to cease publication of ~~March 31, 2020, we did not have~~such LIBOR tenors immediately after the ~~intent to hold certain~~last publication on June 30, 2023. These announcements mean that any of our ~~CRE debt securities~~assets or liabilities with interest rates tied to ~~maturity. As~~LIBOR that extend beyond June 30, 2023 will need to be converted to a ~~result, we recorded an impairment charge~~replacement rate. In the United States, the Alternative Reference Rates Committee (the “ARRC”), a committee of ~~$167.3~~ ~~million~~private sector entities with ex-officio official sector members convened by the Federal Reserve Board and the Federal Reserve Bank of New York, has confirmed that, in ~~addition to~~its opinion, the ~~$36.2 million~~March 5, 2021 announcements by the IBA and the FCA on future cessation and loss of ~~loss on sales realized in the three months ended March 31, 2020. Although this impairment charge was fully realized in April 2020 in connection with the sale~~representativeness of the ~~remainder of our CRE debt securities portfolio,~~LIBOR benchmarks constituted a ~~future~~ ~~decline in the fair value of our investments as a result of COVID-19 may require us to recognize additional impairments against such assets under GAAP if we were to determine that,~~“Benchmark Transition Event” with respect to ~~any assets in unrealized loss positions, we do not have~~all U.S. Dollar LIBOR settings and has recommended the ~~ability and intent to hold such assets to maturity or for~~Secured Overnight Financing Rate (“SOFR”) plus a period of time sufficient to allow for recovery to the original acquisition cost of such assets. If such a determination were to be made, we would recognize unrealized losses through earnings and write down the amortized cost of such assets to a new cost basis, based on the fair value of such assets on the date they are considered to be impaired. Such impairment charges reflect non-cash losses at the time of recognition. The subsequent disposition or sale of such assets could further affect our future losses or gains,recommended spread adjustment as they are based on the difference between the sale price received and adjusted amortized cost of such assets at the time of sale. If we experience a decline in the fair value of our investments, it could materially and adversely affect us, our financial condition and our results of operations.LIBOR’s replacement.

~~Negative impacts on~~There are significant differences between LIBOR and SOFR, such as LIBOR being an unsecured lending rate while SOFR is a secured lending rate, and SOFR is an overnight rate while LIBOR reflects term rates at different maturities. If our ~~business caused by COVID-19 may cause us~~LIBOR-based borrowings are converted to ~~default on certain financial covenants contained in our financing arrangements.~~

Our current financing arrangements contain covenants that include certain financial requirements, including maintenance of minimum liquidity, minimum tangible net worth, maximum debt to equity ratio, limitations on capital expenditures, indebtedness, distributions, transactions with affiliatesSOFR, the differences between LIBOR and ~~maintenance of positive net income as defined in~~SOFR, plus the agreements. For a description of certain of the covenants, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Financial Covenants for Outstanding Borrowings.” Historically, we have remained in compliance with the covenants in our financing arrangements. However, as of March 31, 2020, we were not in compliance with respect to the debt-to-equity ratio covenant included in certain of these agreements. This non-compliance was cured on April 2, 2020 when we utilized proceeds from sales of certain CRE debt securities to repay outstanding borrowings under the related secured revolving repurchase agreements. We received waivers from the lender under each of the applicable agreements on May 8, 2020.

The agreements also included a covenant that obligates us to deliver certain audited financial statements for Holdco to the lenders within 90 days, or 120 days, after each December 31. We were not in compliance with respect to this covenant as of March 31, 2020. This non-compliance was cured on May 7, 2020. We received waivers from the lender under each of the applicable agreements on May 8, 2020.

Negative impacts on our business caused by COVID-19 have and will likely continue to make it more difficult to meet or satisfy these covenants, and we cannot assure you that we will remain in compliance with these covenants in the future. If we fail to meet or satisfy any of these covenants in our financing arrangements and are unable to obtain a waiver or other suitable relief from the lenders, we would be in default under these agreements, whichrecommended spread adjustment, could result in a cross-default or cross-acceleration under other financing arrangements, and our lenders could elect to declare outstanding amounts due and payable (or such amounts may automatically become due and payable), terminate their commitments, require the posting of additional collateral and enforce their respective interests against existing collateral. A default also could significantly limit our financing alternatives, which could cause us to curtail our investment activities or dispose of assets when we otherwise would not choose to do so. Further, this could make it difficulthigher interest costs for us, to satisfy the requirements necessary to maintain our qualification as a REIT for U.S. federal income tax purposes. As a result, a default on any of our debt agreements, and in particular our secured revolving repurchase agreements (since a significant portion of our assets are or will be, as the case may be, financed thereunder), could materially and adversely affect us.

~~Measures intended to prevent the spread of COVID-19 have disrupted our ability to operate our business.~~

In response to the outbreak of COVID-19 and the federal and state mandates implemented to control its spread, all of the personnel of TPG provided to our Manager are working remotely. If the TPG personnel provided to our Manager are unable to work effectively as a result of COVID-19, including because of illness, quarantines, office closures, ineffective remote work arrangements or technology failures or limitations, our operations would be adversely impacted. Further, remote work arrangements may increase the risk of cybersecurity incidents and cyber-attacks, which could have a material adverse effect on our ~~business~~operating results. Although SOFR is the ARRC’s recommended replacement rate, it is also possible that lenders may instead choose alternative replacement rates that may differ from LIBOR in ways similar to SOFR or in other ways that would result in higher interest costs for us. In addition, the elimination of LIBOR and/or changes to another index could result in mismatches with the interest rate of investments that we are financing, and ~~results~~the overall financial markets may be disrupted as a result of ~~operations, due~~the phase-out or replacement of LIBOR; however, we cannot reasonably estimate the impact of the transition at this time. The transition from LIBOR to ~~among~~SOFR or other ~~things, the loss of investor or proprietary data, interruptions or delays~~alternative reference rates may also introduce operational risks in ~~the operation~~our accounting, financial reporting, loan servicing, liability management and other aspects of our ~~business and damage to our reputation.~~business.

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		TRTX		New York Stock Exchange

Part I. Financial Information		1

Item 1.	Financial Statements	1

	Consolidated Balance Sheets as of March 31, ~~2020~~2021 (unaudited) and December 31, ~~2019~~2020	1

	Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) (unaudited) for the Three Months ended March 31, ~~2020~~2021 and March 31, ~~2019~~2020	2

	Consolidated Statements of Changes in Equity (unaudited) for the Three Months ended March 31, ~~2020~~2021 and March 31, ~~2019~~2020	3

	Consolidated Statements of Cash Flows (unaudited) for the Three Months ended March 31, ~~2020~~2021 and March 31, ~~2019~~2020	4

	Notes to the Consolidated Financial Statements (unaudited)	5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	40

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6664

Item 4.	Controls and Procedures	6967

Part II. Other Information		7068

Item 1.	Legal Proceedings	7068

Item 1A.	Risk Factors	7068

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	7369

Item 3.	Defaults Upon Senior Securities	7369

Item 4.	Mine Safety Disclosures	7369

Item 5.	Other Information	7369

Item 6.	Exhibits	7470

Signatures		7571

	March 31, 2020
	Senior Loans		Subordinated and Mezzanine Loans		Total
Allowance for credit losses for loans held for investment:
Beginning balance (prior to adoption of ASC 326)	$	—	$	—	$	—
Impact of adopting ASC 326		16,903		880		17,783
Credit loss expense		56,717		1,158		57,875
Subtotal		73,620		2,038		75,658

Allowance for credit losses on unfunded loan commitments:
Beginning balance (prior to adoption of ASC 326)		—		—		—
Impact of adopting ASC 326		1,862		—		1,862
Credit loss expense		3,945		1,528		5,473
Subtotal		5,807		1,528		7,335

Total allowance for credit losses	$	79,427	$	3,566	$	82,993

	For the Three Months Ended March 31, 2021
	Senior Loans			Subordinated and Mezzanine Loans			Total
Allowance for credit losses for loans held for investment:
CECL reserve as of December 31, 2020	$	58,210		$	1,730		$	59,940
Decrease in CECL reserve		(3,055	)		(244	)		(3,299	)
Subtotal		55,155			1,486			56,641

Allowance for credit losses on unfunded loan commitments:
CECL reserve as of December 31, 2020		2,756			132			2,888
Decrease in CECL reserve		(672	)		(67	)		(739	)
Subtotal		2,084			65			2,149

Total allowance for credit losses	$	57,239		$	1,551		$	58,790

	For the Three Months Ended March 31, 2020
	Senior Loans		Subordinated and Mezzanine Loans		Total
Allowance for credit losses for loans held for investment:
CECL reserve as of December 31, 2019	$	—	$	—	$	—
Cumulative-effect adjustment upon adoption of ASU 2016-13		16,903		880		17,783
Increase in CECL reserve		56,717		1,158		57,875
Subtotal		73,620		2,038		75,658

Allowance for credit losses on unfunded loan commitments:
CECL reserve as of December 31, 2019		—		—		—
Cumulative-effect adjustment upon adoption of ASU 2016-13		1,862		—		1,862
Increase in CECL reserve		3,945		1,528		5,473
Subtotal		5,807		1,528		7,335

Total allowance for credit losses	$	79,427	$	3,566	$	82,993

Large Accelerated Filer	☒	Accelerated Filer	☐
Non-accelerated Filer	☐	Smaller Reporting Company	☐
Emerging Growth Company	☐

	Pre-Adoption			Cumulative Effect of Adopting ASU 2016-13			Post-Adoption
Assets:
Loans Held for Investment	$	4,980,389		$	—		$	4,980,389
Allowance for Credit Losses		—			(17,783	)		(17,783	)
Loan Held for Investment, net	$	4,980,389		$	(17,783	)	$	4,962,606

Liabilities:
Accrued Expenses and Other Liabilities	$	8,176		$	1,862		$	10,038

Equity:
Accumulated Deficit	$	(28,108	)	$	(19,645	)	$	(47,753	)

	March 31, 2021
Balance at December 31, 2020	$	4,701
PIK accrued		816
PIK repayments		—
Balance at March 31, 2021	$	5,517

	March 31, 2020
	Face Amount		Impaired Face Amount		Unamortized Premium (Discount), net			Amortized Cost		Gross Unrealized Gain		Estimated Fair Value
Investments, at Fair Value
CRE CLO	$	731,176	$	575,480	$	291		$	575,771	$	—	$	575,771
Commercial Mortgage-Backed Securities		36,158		29,008		(55	)		28,953		77		29,030
	$	767,334	$	604,488	$	236		$	604,724	$	77	$	604,801

	December 31, 2019
	Face Amount		Unamortized Premium (Discount), net			Amortized Cost		Gross Unrealized Gain		Estimated Fair Value
Investments, at Fair Value
CRE CLO	$	750,187	$	207		$	750,394	$	1,006	$	751,400
Commercial Mortgage-Backed Securities		36,162		(55	)		36,107		45		36,152
	$	786,349	$	152		$	786,501	$	1,051	$	787,552

	March 31, 2020
	Amortized Cost		Estimated Fair Value
Maturity Date
Within five years	$	1,119	$	1,196
After five years		603,605		603,605
Total investment in CRE debt securities, at amortized cost and estimated fair value	$	604,724	$	604,801

Secured Credit Agreements and Mortgage Loan Payable: Secured Credit Facilities	~~March 31, 2020~~
~~Financing Arrangement~~Initial ~~Secured Revolving Repurchase Agreements~~Maturity Date	Extended Maturity Date	Recourse Percentage				Basis of Margin Calls
Loan Investments
Goldman Sachs	08/19/2021	08/19/22			25	%	Credit
Wells Fargo	04/18/22	04/18/22			25	%	Credit
Barclays	08/13/22	08/13/22			25	%	Credit
Morgan Stanley	05/04/2022	05/04/22			25	%	Credit
JP Morgan	~~08/20/21~~10/30/23	10/30/25			25	%	Credit and Spread
US Bank	07/09/22	07/09/24			25	%	Credit
~~CRE Debt Securities~~Bank of America	09/29/21	09/29/22			25	%	Credit
Institutional Financing	10/30/23	10/30/25
~~Goldman Sachs~~	~~04/10/20~~		~~100~~25	%		~~Spread~~
~~JP Morgan~~	~~04/08/20~~		~~100~~	%		~~Spread~~
~~Wells Fargo~~	~~04/19/20~~		~~100~~	%		~~Spread~~
~~Royal Bank of Canada~~	~~N/A~~		~~100~~	%		~~Spread~~Credit

~~Senior Secured and Secured Credit Agreements~~
~~Bank of America~~	~~09/29/20~~Mortgage Loan Payable		25	%		~~Credit~~
~~Citibank~~	~~07/12/20~~		~~100~~	%		~~N/A~~

~~Asset-specific Financing~~
Institutional Lender	~~10/09/20~~12/15/21	12/15/22		N/A			N/A

Secured Credit Agreements and Mortgage Loan Payable: Secured Credit Facilities	~~December 31, 2019~~
~~Financing Arrangement~~Initial ~~Secured Revolving Repurchase Agreements~~Maturity Date	Extended Maturity Date	Recourse Percentage				Basis of Margin Calls
Loan Investments
Goldman Sachs	08/19/2021	08/19/22			25	%	Credit
Wells Fargo	04/18/22	04/18/22			25	%	Credit
Barclays	08/13/22	08/13/22			25	%	Credit
Morgan Stanley⁽¹⁾	05/04/2021	05/04/22			25	%	Credit
JP Morgan	~~08/20/21~~10/30/23	10/30/25			25	%	Credit and Spread
US Bank	07/09/22	07/09/24			25	%	Credit
~~CRE Debt Securities~~Bank of America	09/29/21	09/29/22			25	%	Credit
Institutional Financing	10/30/23	10/30/25
~~Goldman Sachs~~	~~01/12/20~~		~~100~~25	%		~~Spread~~
~~JP Morgan~~	~~02/27/20~~		~~100~~	%		~~Spread~~
~~Wells Fargo~~	~~02/26/20~~		~~100~~	%		~~Spread~~
~~Royal Bank of Canada~~	~~N/A~~		~~100~~	%		~~Spread~~Credit

~~Senior Secured and Secured Credit Agreements~~
~~Bank of America~~	~~09/29/20~~Mortgage Loan Payable		25	%		~~Credit~~
~~Citibank~~	~~07/12/20~~		~~100~~	%		~~N/A~~

~~Asset-specific Financing~~
Institutional Lender	~~10/09/20~~12/15/21	12/15/22		N/A			N/A

Financial Covenant	Current	Prior to May 28, 2020
Cash Liquidity	Minimum cash liquidity of no ~~limit on~~less than the ~~maximum number~~greater of: $10.0 million; and 5.0% of ~~permitted extensions, subject to satisfaction~~Holdco’s recourse indebtedness	Minimum cash liquidity of ~~certain conditions~~no less than the greater of: $10.0 million; and ~~approvals. For borrowings secured by CRE debt securities, the extended maturity represents the sooner~~5.0% of Holdco’s recourse indebtedness
Tangible Net Worth	$1.1 billion as of April 1, 2020, plus 75% of future equity issuances thereafter	Minimum tangible net worth of at least 75% of the ~~next maturity date~~net cash proceeds of all prior equity issuances made by Holdco or the Company, plus 75% of the ~~CRE debt securities, the secured revolving repurchase agreement,~~net cash proceeds of all subsequent equity issuances made by Holdco or the ~~roll-over date for the applicable underlying trade confirmation, subsequent~~Company
Debt-to-Equity	Debt-to-Equity ratio not to ~~December 31, 2019. These contracts typically have terms~~exceed 3.5 to 1.0 with "equity" and "equity adjustment" as defined below	Debt-to-Equity ratio not to exceed 3.5 to 1.0
Interest Coverage	Minimum interest coverage ratio of ~~30 days.~~no less than 1.5 to 1.0	Minimum interest coverage ratio of no less than 1.5 to 1.0

	Loans Held for Investment		Collateralized Loan Obligations		Secured Financing Arrangements			Mortgage Loan Payable		Total
Balance at December 31, 2020	$	4,472,984	$	1,834,760	$	1,532,910		$	49,147	$	7,889,801
Additions		—		—		—			—		—
Change in fair value		98,891		1,020,430		(684,145	)		70		435,246
Transfers into Level III		—		—		—			—		—
Transfers out of Level III		—		—		—			—		—
Disposals		—		—		—			—		—
Balance at March 31, 2021	$	4,571,875	$	2,855,190	$	848,765		$	49,217	$	8,325,047

	Three Months Ended March 31
	2020		2019
Management Agreement fees incurred	$	5,000	$	6,508
Management Agreement fees paid		7,252		6,100

	March 31, 2020		December 31, 2019
Total Stockholders’ Equity	$	1,231,413	$	1,503,954
Preferred Stock		125		125
Stockholders’ Equity, Net of Preferred Stock	$	1,231,288	$	1,503,829
Number of Common Shares Outstanding at Period End⁽¹⁾		76,650,996		76,022,778
Book Value per Common Share	$	16.06	$	19.78

	March 31, 2021			December 31, 2020
Total Stockholders’ Equity and Temporary Equity	$	1,478,231		$	1,466,451
Series B Preferred Stock		(201,003	)		(199,551	)
Series A Preferred Stock		(125	)		(125	)
Stockholders’ Equity, Net of Preferred Stock	$	1,277,103		$	1,266,775
Number of Common Shares Outstanding at Period End		76,897,102			76,787,006
Book Value per Common Share	$	16.61		$	16.50

	Total			CRE CLO⁽¹⁾			CMBS⁽¹⁾
Number of CRE Debt Securities		37			34			3
Fixed-rate investments (by current face amount)		0.2	%		0.0	%		4.0	%
Floating rate investments (by current face amount)		99.8	%		100.0	%		96.0	%
Initial Par value	$	767,500		$	731,200		$	36,300
Impaired face value⁽¹⁾	$	604,488		$	575,480		$	29,008
Weighted average coupon⁽²⁾		1.9	%		1.9	%		1.6	%
Weighted average yield to expected maturity⁽³⁾		2.7	%		2.7	%		2.3	%
Weighted average life (in years)		3.0			3.1			1.8
Weighted average principal repayment window (in years)⁽⁴⁾		3.2			3.2			1.7
Contractual maturity (in years)		15.7			16.0			9.4
Ratings range⁽⁵⁾	Unrated to AAA			BBB- to AAA			Unrated to AA-

	At March 31, 2021
Executed loan modifications		24
Expired loan modifications⁽¹⁾		(13	)
Outstanding loan modifications		11

Unpaid principal balance of outstanding loan modifications	$	943,544

Total PIK accrued	$	5,644
PIK Repaid		(127	)
PIK Outstanding	$	5,517

	Portfolio Financing Outstanding Principal Balance
	March 31, 2020		December 31, 2019
Secured revolving repurchase agreements - loans	$	1,834,531	$	2,314,417
CLO financing		1,824,521		1,820,060
Secured revolving repurchase agreements - CRE debt securities		608,282		—
Senior secured and secured credit agreements		208,280		145,637
Asset-specific financing		77,000		77,000
Total indebtedness⁽¹⁾	$	4,552,614	$	4,357,114

Loan Portfolio Financing Arrangements	Initial Maturity Date	Extended Maturity Date	Recourse Percentage			Basis of Margin Calls	Non-Mark-to-Market			Mark-to-Market
Secured Credit Facilities
Goldman Sachs	08/19/21	08/19/22		25	%	Credit	$	—		$	1,667
Wells Fargo	04/18/22	04/18/22		25	%	Credit		—			2,091
Barclays	08/13/22	08/13/22		25	%	Credit		—			247,282
Morgan Stanley	05/04/22	05/04/22		25	%	Credit		—			156,175
JP Morgan	10/30/23	10/30/25		25	%	Credit and Spread		—			124,458
US Bank	07/09/22	07/09/24		25	%	Credit		—			69,584
Bank of America	09/29/21	09/29/22		25	%	Credit		—			31,664
Institutional Financing	10/30/23	10/30/25		25	%	Credit		227,946			—
								227,946			632,921

Collateralized Loan Agreements:
TRTX 2018-FL2	10/01/34	10/01/34		0	%	None		1,039,627			—
TRTX 2019-FL3	11/29/37	11/29/37		0	%	None		790,920			—
TRTX 2021-FL4	03/31/38	03/31/38		0	%	None		1,037,000			—

Non-Consolidated Senior Interests						None		132,000			—
Total							$	3,227,493		$	632,921
Percentage of Total								83.6	%		16.4	%

	~~March 31, 2020~~
~~Financing Arrangement~~ ~~Secured Revolving Repurchase Agreements~~	~~Maturity~~ ~~Date~~	~~Recourse~~ ~~Percentage~~			~~Basis of~~ ~~Margin Calls~~
~~Loan Investments~~
~~Goldman Sachs~~	~~08/19/20~~		25	%	~~Credit~~
~~Wells Fargo~~	~~04/18/22~~		25	%	~~Credit~~
~~Barclays~~	~~08/13/22~~		25	%	~~Credit~~
~~Morgan Stanley~~	~~05/04/20~~		25	%	~~Credit~~
~~JP Morgan~~	~~08/20/21~~		25	%	~~Credit and Spread~~
~~US Bank~~	~~07/09/22~~		25	%	~~Credit~~
~~CRE Debt Securities~~
~~Goldman Sachs~~	~~04/10/20~~		~~100~~	%	~~Spread~~
~~JP Morgan~~	~~04/08/20~~		~~100~~	%	~~Spread~~
~~Wells Fargo~~	~~04/19/20~~		~~100~~	%	~~Spread~~
~~Royal Bank of Canada~~	~~N/A~~		~~100~~	%	~~Spread~~

~~Senior Secured and Secured Credit Agreements~~
~~Bank of America~~	~~09/29/20~~		25	%	~~Credit~~
~~Citibank~~	~~07/12/20~~		~~100~~	%	~~N/A~~

~~Asset-specific Financing~~
~~Institutional Lender~~	~~10/09/20~~	~~N/A~~			~~N/A~~

	Three Months Ended March 31, 2020
	Carrying Value		Maximum Month End Balance		Average Month End Balance
JP Morgan	$	220,622	$	245,481	$	227,966
Goldman Sachs		147,008		147,007		111,426
Wells Fargo		360,538		442,258		408,741
Morgan Stanley		441,359		441,359		420,400
US Bank		75,479		136,599		95,852
Barclays		589,526		589,526		485,431
Subtotal / Averages - Loans⁽¹⁾	$	1,834,532	$	1,834,532	$	1,749,816
JP Morgan		437,323		475,881		474,187
Goldman Sachs		73,366		81,143		78,553
Wells Fargo		97,592		150,323		123,108
Royal Bank of Canada		—		—		—
Subtotal / Averages - CRE Debt Securities⁽¹⁾	$	608,281	$	692,798	$	675,848
Total / Averages - Loans and CRE Debt Securities⁽¹⁾	$	2,442,813	$	3,236,024	$	2,425,664

	March 31, 2020			December 31, 2019
Loans		21.3	%		21.4	%
CRE Debt Securities		13.8	%		13.9	%
Weighted Average		19.5	%		19.4	%

	Commitment		UPB of		Approved		Outstanding		Undrawn		Available		Interest	Extended
Lender	Amount		Collateral		Borrowings		Balance		Capacity		Capacity		Rate	Maturity
Bank of America	$	500,000	$	183,411	$	146,728	$	145,637	$	1,091	$	353,272	L+ 1.8%	9/29/2022
Citibank		160,000		90,160		62,643		62,643		—		97,357	L+ 2.3%	7/12/2020
Subtotal/Weighted Average	$	660,000	$	273,571	$	209,371	$	208,280	$	1,091	$	450,629	L+ 1.9%

Financial Covenant		•Current
Cash ~~Liquidity: maintenance of minimum~~Liquidity		Minimum cash liquidity of no less than the greater ofof: $10.0 ~~million~~million; and 5.0% of Holdco’s recourse ~~indebtedness;~~indebtedness

	•
Tangible Net Worth	~~Tangible Net Worth: maintenance~~	$1.1 billion as of ~~minimum tangible net worth of at least 75% of the net cash proceeds of all prior equity issuances made by Holdco or the Company~~April 1, 2020, plus 75% of ~~the net cash proceeds of all subsequent~~future equity issuances ~~made by Holdco or the Company;~~thereafter

	•
Debt-to-Equity	~~Debt to Equity: maintenance of a debt-to-equity~~	Debt-to-Equity ratio not to exceed 3.5 to ~~1.0;~~1.0 with "equity" and "equity adjustment" as defined below

	•
Interest Coverage	~~Interest Coverage: maintenance of a minimum~~	Minimum interest coverage ratio ~~(EBITDA, as defined, to interest expense)~~ of no less than 1.5 to ~~1.0.~~1.0

	March 31, ~~2020~~2021	December 31, ~~2019~~2020
Debt-to-equity ratio⁽¹⁾	~~3.61x~~2.72x	~~2.84x~~2.44x
Total leverage ratio⁽²⁾	~~3.72x~~2.83x	~~2.93x~~2.54x

			Payment Timing
	Total Obligation		Less than 1 Year		1 to 3 Years		3 to 5 Years		More than 5 Years
Unfunded loan commitments⁽¹⁾	$	650,889	$	123,057	$	478,524	$	49,308	$	—
Secured debt agreements—principal⁽²⁾		4,552,614		2,501,257		2,051,357		—		—
Secured debt agreements—interest⁽²⁾		121,748		75,246		46,502		—		—
Total⁽³⁾	$	5,325,251	$	2,699,560	$	2,576,383	$	49,308	$	—

Exhibit Number		Description

3.1		Articles of Amendment and Restatement of TPG RE Finance Trust, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (001-38156) filed on July 25, 2017)

3.2		Amended and Restated Bylaws of TPG RE Finance Trust, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (001-38156) filed on July 25, 2017)

3.3		Articles Supplementary of 11.0% Series B Cumulative Redeemable Preferred Stock of TPG RE Finance Trust Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (001-38156) filed on May 29, 2020)

4.1		Specimen Common Stock Certificate of TPG RE Finance Trust, Inc. (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-11/A (333-217446) filed on June 21, 2017)

~~10.1~~		~~Amendment No. 6 to Master Repurchase and Securities Contract Agreement, dated as of January 10, 2020, by and between TPG RE Finance 12, Ltd. and Morgan Stanley Bank, N.A.~~

31.1		Certificate of ~~Greta Guggenheim, Chief~~Matthew Coleman, Principal Executive Officer, ~~and President,~~ pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certificate of Robert Foley, Chief Financial ~~and Risk~~ Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1		Certificate of ~~Greta Guggenheim, Chief~~Matthew Coleman, Principal Executive Officer, ~~and President,~~ pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)

32.2		Certificate of Robert Foley, Chief Financial ~~and Risk~~ Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH		Inline XBRL Taxonomy Extension Schema Document

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Date: May ~~11, 2020~~04, 2021	TPG RE Finance Trust, Inc.

	(Registrant)

	/s/ ~~GRETA GUGGENHEIM~~Matthew Coleman
	~~Greta Guggenheim~~Matthew Coleman
	~~Chief Executive Officer~~President
	(Principal Executive Officer)

	/s/ ~~ROBERT FOLEY~~Robert Foley
	Robert Foley
	Chief Financial ~~and Risk~~ Officer
	(Principal Financial Officer)