LOANS HELD-FOR-INVESTMENT | NOTE 8 — LOANS HELD-FOR-INVESTMENT The Company’s loans held-for-investment consisted of the following as of March 31, 2024 and December 31, 2023 (in thousands): As of March 31, As of December 31, 2024 2023 First mortgage loans (1) $ 3,667,418 $ 3,648,351 Total CRE loans held-for-investment and related receivables, net 3,667,418 3,648,351 Liquid corporate senior loans 426,148 537,990 Corporate senior loans 222,364 210,722 Loans held-for-investment and related receivables, net $ 4,315,930 $ 4,397,063 Less: Current expected credit losses $ (205,043) $ (132,598) Total loans held-for-investment and related receivables, net $ 4,110,887 $ 4,264,465 ____________________________________ (1) As of March 31, 2024 and December 31, 2023, first mortgage loans included $20.2 million of contiguous mezzanine loan components that, as a whole, have expected credit quality similar to that of a first mortgage loan. The following table details overall statistics for the Company’s loans held-for-investment as of March 31, 2024 and December 31, 2023 (dollar amounts in thousands): CRE Loans (1) (2) Liquid Corporate Senior Loans Corporate Senior Loans March 31, 2024 December 31, 2023 March 31, 2024 December 31, 2023 March 31, 2024 December 31, 2023 Number of loans 33 33 198 237 23 21 Principal balance $ 3,687,013 $ 3,669,116 $ 431,165 $ 543,837 $ 226,316 $ 214,650 Net book value $ 3,480,614 $ 3,539,111 $ 411,778 $ 518,252 $ 218,495 $ 207,102 Weighted-average interest rate (3) 8.7 % 8.7 % 9.3 % 9.3 % 11.8 % 11.9 % Weighted-average maximum years to maturity 2.6 2.8 (4) 4.1 4.2 3.7 3.8 Unfunded loan commitments (5) $ 192,419 $ 241,708 $ 152 $ 152 $ 26,330 $ 30,592 ____________________________________ (1) As of March 31, 2024, 100% of the Company’s CRE loans by principal balance earned a floating rate of interest primarily indexed to the Secured Overnight Financing Rate (“SOFR”). (2) Maximum maturity date assumes all extension options are exercised by the borrowers and assumes all relevant conditions are met for such extensions; however, the loans may be repaid prior to such date. (3) The weighted-average interest rate is based on the relevant floating benchmark plus a spread. (4) As of December 31, 2023, two of the Company’s first mortgage loans were in maturity default. During January 2024, the loans were refinanced, each with a fully extended maturity date of January 7, 2028 and are no longer in maturity default. Upon the closings of each refinance, the accrued default interest was waived. (5) Unfunded loan commitments are subject to the satisfaction of borrower milestones and are not reflected in the accompanying condensed consolidated balance sheets. Activity relating to the Company’s loans held-for-investment portfolio was as follows for the three months ended March 31, 2024 (in thousands): CRE Loans Liquid Corporate Senior Loans Corporate Senior Loans Total Loan Portfolio Balance, January 1, 2024 $ 3,539,111 $ 518,252 $ 207,102 $ 4,264,465 Loan originations, acquisitions and funding (1) 23,604 6,019 12,250 41,873 Sale of loans — (74,080) — (74,080) Principal repayments received (5,707) (39,991) (593) (46,291) Capitalized interest — — 9 9 Conversion to equity securities (2) — (1,993) — (1,993) Write-offs charged (3) — (1,649) — (1,649) Deferred fees and other items (4) (329) (815) (429) (1,573) Accretion and amortization of fees and other items 1,499 667 405 2,571 (Provision for) reversal of credit losses (5) (77,564) 5,368 (249) (72,445) Balance, March 31, 2024 $ 3,480,614 $ 411,778 $ 218,495 $ 4,110,887 ____________________________________ (1) Includes a $181,000 protective advance on one of the Company’s risk-rated 5 first mortgage loans. (2) During the three months ended March 31, 2024, one of the Company’s defaulted liquid corporate senior loans was partially equitized into shares of common equity and a preferred equity security, as further discussed in Note 7 — Real Estate-Related Securities and Other. (3) Includes a $1.6 million write-off on two liquid corporate senior loans as a result of distressed restructurings of both positions, which is included in increase in provision for credit losses on the Company’s condensed consolidated statements of operations. (4) Other items primarily consist of purchase discounts or premiums and deferred origination expenses. (5) Does not include current expected losses for unfunded or unsettled loan commitments. Such amounts are included in accrued expenses and accounts payable on the accompanying condensed consolidated balance sheets. As of March 31, 2024, the Company’s CRE loans had the following characteristics based on carrying value (dollar amounts in thousands): Collateral Property Type As of March 31, 2024 Office $ 1,850,351 50.4 % Multifamily 1,171,619 31.9 % Industrial 347,514 9.5 % Hospitality 103,245 2.8 % Mixed Use 69,177 1.9 % Retail 64,767 1.8 % Self-Storage 60,745 1.7 % Total first mortgage loans $ 3,667,418 100 % Less: current expected credit losses (186,804) Total first mortgage loans, net $ 3,480,614 Geographic Location As of March 31, 2024 South $ 1,490,793 40.6 % West 1,141,571 31.1 % East 768,260 20.9 % Various 266,794 7.4 % Total first mortgage loans $ 3,667,418 100 % Less: current expected credit losses (186,804) Total first mortgage loans, net $ 3,480,614 Current Expected Credit Losses Current expected credit losses reflect the Company’s current estimate of potential credit losses related to loans held-for-investment included in the Company’s condensed consolidated balance sheets. Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s current expected credit losses. The following table presents the activity in the Company’s current expected credit losses related to loans held-for-investment by loan type for the three months ended March 31, 2024 and 2023 (in thousands): First Mortgage Loans Unfunded First Mortgage Loans (1) Liquid Corporate Senior Loans Unfunded or Unsettled Liquid Corporate Senior Loans (1) Corporate Senior Loans Unfunded Corporate Senior Loans (1) Total Current expected credit losses as of January 1, 2024 $ 109,240 $ 10,062 $ 19,738 $ 3 $ 3,620 $ 495 $ 143,158 Provision for (reversal of) credit losses 77,564 (6,653) (3,719) (1) 249 (78) 67,362 Charge-offs of CECL — — (1,649) — — — (1,649) Current expected credit losses as of March 31, 2024 $ 186,804 $ 3,409 $ 14,370 $ 2 $ 3,869 $ 417 $ 208,871 Current expected credit losses as of January 1, 2023 $ 20,352 $ 1,890 $ 21,195 $ 377 $ 797 $ 66 $ 44,677 Provision for (reversal of) credit losses 1,949 138 (914) (121) 400 1 1,453 Current expected credit losses as of March 31, 2023 $ 22,301 $ 2,028 $ 20,281 $ 256 $ 1,197 $ 67 $ 46,130 ____________________________________ (1) Current expected losses for unfunded or unsettled loan commitments are included in accrued expenses and accounts payable on the condensed consolidated balance sheets. Changes to current expected credit losses are recognized through net (loss) income on the Company’s condensed consolidated statements of operations. During the three months ended March 31, 2024, the Company recorded a net increase of $65.7 million in the current expected credit loss reserve against the loans held-for-investment portfolio, bringing the total current expected credit loss reserve on funded and unfunded commitments to $208.9 million. The current expected credit loss reserve reflects certain loans assessed for impairment as well as macroeconomic and current portfolio conditions. As of March 31, 2024, the Company had three collateral dependent risk-rated 5 first mortgage loan investments on nonaccrual status: (i) a $134.3 million commercial first mortgage loan on an office building in Massachusetts primarily due to a decrease in rent collection, reduced leasing activity, stabilization costs required, and past due interest payments during the three months ended March 31, 2024; (ii) a $129.2 million commercial first mortgage loan on an office building in Virginia primarily due to slower than anticipated leasing activity driven by COVID-accelerated office trends, decreased in-place occupancy, and past due interest payments during the three months ended March 31, 2024; and (iii) a $174.6 million commercial first mortgage loan on an office building in California primarily due to being past due on its interest payment during the three months ended March 31, 2024. During the three months ended March 31, 2024, the Company recognized $960,000, $982,000, and $1.6 million, respectively, of interest income on each of the first mortgage loans prior to payment default. As of March 31, 2024, the three risk-rated 5 first mortgage loans noted above were less than 90 days past due on their interest payments. Future interest collections related to these loans will be accounted for on a cash basis when received or as a reduction in the amortized cost basis, based on specific facts and circumstances at the time of payment. As of March 31, 2024, the Company’s asset-specific credit loss reserve totaled $147.9 million, which related to the Company’s impaired risk-rated 5 first mortgage loans and liquid corporate senior loans. The asset-specific credit loss reserve is recorded based on the Company’s estimation of the fair value of each loan’s underlying collateral as of March 31, 2024. Risk Ratings As further described in Note 2 — Summary of Significant Accounting Policies, the Company evaluates its loans held-for-investment portfolio on a quarterly basis. Each quarter, the Company assesses the risk factors of each loan, and assigns a risk rating based on several factors. Factors considered in the assessment include, but are not limited to, loan and credit structure, current LTV ratio, debt yield, collateral performance, and the quality and condition of the sponsor, borrower, and guarantor(s). Loans are rated “1” (less risk) through “5” (greater risk), which ratings are defined in Note 2 — Summary of Significant Accounting Policies. The Company’s primary credit quality indicator is its risk ratings, which are further discussed above. The following table presents the net book value of the Company’s loans held-for-investment portfolio as of March 31, 2024 by year of origination, loan type, and risk rating (dollar amounts in thousands): Amortized Cost of Loans Held-For-Investment by Year of Origination (1) As of March 31, 2024 Number of Loans 2024 2023 2022 2021 2020 Prior Total First mortgage loans by internal risk rating: 1 — $ — $ — $ — $ — $ — $ — $ — 2 1 — — — — 90,221 — 90,221 3 19 113,243 403,889 750,850 644,250 71,539 — 1,983,771 4 10 — — 538,090 566,398 — 50,912 1,155,400 5 3 — — — 438,026 — — 438,026 Total first mortgage loans 33 113,243 403,889 1,288,940 1,648,674 161,760 50,912 3,667,418 Liquid corporate senior loans by internal risk rating: 1 — — — — — — — — 2 1 — — — — 1,880 — 1,880 3 180 24,511 64,045 51,088 194,162 58,196 — 392,002 4 13 7,962 4,030 5,123 4,982 2,875 — 24,972 5 4 (2) 365 — 3,830 3,099 — — 7,294 Total liquid corporate senior loans 198 32,838 68,075 60,041 202,243 62,951 — 426,148 Corporate senior loans by internal risk rating: 1 — — — — — — — — 2 — — — — — — — — 3 22 8,848 145,278 56,488 — — — 210,614 4 1 — 11,750 — — — — 11,750 5 — — — — — — — — Total corporate senior loans 23 8,848 157,028 56,488 — — — 222,364 Less: Current expected credit losses (205,043) Total loans held-for-investment and related receivables, net 254 $ 4,110,887 Weighted Average Risk Rating (3) 3.5 Gross charge-offs (4) — — — (749) (900) — $ (1,649) ____________________________________ (1) Date loan was originated or acquired by the Company. Origination dates are subsequently updated to reflect material loan modifications. (2) As of March 31, 2024, four of the Company’s liquid corporate senior loan investments were on nonaccrual status with a carrying value of $7.3 million, which represented less than 2% of the carrying value of the Company’s liquid corporate senior loans portfolio. (3) Weighted average risk rating calculated based on carrying value at period end. (4) Represents gross charge-offs by year of origination during the three months ended March 31, 2024. Loan Modifications The Company may amend or modify a loan depending on the loan’s specific facts and circumstances. Such modifications generally provide borrowers with additional time to refinance or sell the collateral property, interest payment adjustments, deferral of scheduled principal repayments, and/or adjustments or waivers of performance tests that are prerequisite to the extension of a loan maturity. During the three months ended March 31, 2024, the Company made modifications to one first mortgage loan, which was collateralized by an office property. The loan had a carrying value of $273.0 million, representing approximately 7.4% of the Company’s first mortgage loans as of March 31, 2024. The loan modification provided for the borrower to exercise the remaining extension options and for an accrual of payment-in-kind interest for any portion of interest exceeding a fixed 6.25%. |