Financing Arrangements | Financing Arrangements The following tables present summary information with respect to the Company's outstanding financing arrangements as of December 31, 2023 and 2022. As of December 31, 2023 Arrangement Weighted Average Spread (2) Amount Outstanding (1) Amount Available Maturity Date Carrying Amount of Collateral Fair Value of Collateral Collateralized Loan Obligations 2019-FL1 Notes +1.66% (5) $ 193,723 $ — December 18, 2036 $ 291,770 $ 289,465 2021-FL2 Notes +1.65% (5) 633,021 — May 5, 2038 746,616 735,232 2021-FL3 Notes +1.62% (5) 928,483 — November 4, 2036 1,133,887 1,127,552 2022-FL4 Notes +2.21% (5) 837,662 — January 31, 2039 1,072,212 1,059,356 2022-FL5 Notes +2.78% (5) 560,224 — June 17, 2037 663,202 653,507 2022-FL6 Notes +2.84% (5) 552,100 — August 19, 2037 733,143 727,826 2022-FL7 Notes +3.18% (5) 631,042 — October 17, 2039 789,955 784,845 4,336,255 — 5,430,785 5,377,783 Repurchase Agreements WF-1 Facility +2.00% (3) 35,794 564,206 August 30, 2024 45,207 44,407 GS-1 Facility +3.10% (4) 18,781 431,219 January 26, 2025 84,447 84,068 RBC Facility +1.32% 29,940 — N/A 42,293 39,796 BB-1 Facility +1.96% (5) 11,474 688,526 February 21, 2025 14,802 14,713 MS-1 Facility +2.65% (6) 37,537 112,463 October 13, 2025 89,991 89,438 NTX-1 Facility (3) — 250,000 November 10, 2024 — — BMO-1 Facility +2.00% (3) 110,000 — March 1, 2024 276,478 276,233 Lucid Facility +1.15% 15,693 — N/A 23,849 23,718 259,219 2,046,414 577,067 572,373 Revolving Credit Facilities MM-1 Facility +2.14% (6)(7) 850,000 150,000 September 20, 2029 1,148,945 1,139,895 Barclays Facility +2.35% (8) 70,000 240,000 August 1, 2025 — — 920,000 390,000 1,148,945 1,139,895 Mortgage Loan +2.15% (6) 124,700 2,000 July 9, 2025 155,498 182,557 Total $ 5,640,174 $ 2,438,414 $ 7,312,295 $ 7,272,608 ________________ (1) The amount outstanding under the facilities approximates their fair value. (2) The rates are expressed over the relevant floating benchmark rates, which include Term SOFR and SOFR Average (compounded average of SOFR over a rolling 30-day period). (3) Benchmark rate is subject to a 0.00% floor. SOFR benchmark rate is selected with respect to a transaction as set forth in the related transaction confirmation for the underlying transaction. (4) Term SOFR is subject to a 0.00% floor. GS-1 and Goldman Sachs may mutually agree on rates outside this range or a different floor on an asset by asset basis. (5) Term SOFR or SOFR Average (compounded average of SOFR over a rolling 30-day period), subject to a 0.00% floor. (6) Term SOFR is subject to a 0.00% floor. (7) The rate applicable under the MM-1 Facility is subject to a credit spread adjustment of 0.11%, which was included when the benchmark transitioned from USD LIBOR to Term SOFR. (8) Borrowings under the Barclays Facility bear interest, at the Company's election, at either a base rate plus a spread of 1.25% per annum or one-, three- or six-month Term SOFR plus a spread of 2.25% per annum and a credit spread adjustment of 0.10% per annum. As of December 31, 2022 Arrangement (1) Weighted Average Interest Rate (2) Amount Outstanding Amount Available Maturity Date Carrying Amount of Collateral Fair Value of Collateral Collateralized Loan Obligation 2019-FL1 Notes +1.55% (3) $ 196,785 $ — December 18, 2036 $ 294,751 $ 295,040 2021-FL2 Notes +1.53% (3) 646,935 — May 5, 2038 782,767 783,381 2021-FL3 Notes +1.51% (3) 928,483 — November 4, 2036 1,133,769 1,135,195 2022-FL4 Notes +2.21% (6) 837,662 — January 31, 2039 1,081,159 1,080,953 2022-FL5 Notes +3.05% (6) 570,112 — June 17, 2037 689,885 689,246 2022-FL6 Notes +2.96% (6) 566,250 — August 19, 2037 749,837 749,502 2022-FL7 Notes +3.35% (6) 637,592 — October 17, 2039 814,611 814,542 4,383,819 — 5,546,779 5,547,859 Repurchase Agreements WF-1 Facility +2.04% (4) 375,381 224,619 August 30, 2023 481,146 480,371 GS-1 Facility +2.40% (5) 34,519 315,481 January 26, 2023 48,276 47,846 RBC Facility +1.39% 55,934 — N/A 85,707 79,274 BB-1 Facility +2.14% (6) 186,139 513,861 February 22, 2024 236,783 236,462 MS-1 Facility +2.86% (7) 108,263 41,737 October 13, 2025 141,312 140,787 NTX-1 Facility (4) — 187,500 November 10, 2024 — — 760,236 1,283,198 993,224 984,740 Revolving Credit Facility MM-1 Facility +2.14% (7)(8) 310,982 689,018 September 20, 2029 439,431 439,051 Barclays Facility (9) — 310,000 August 1, 2025 — — 310,982 999,018 439,431 439,051 Mortgage Loan Natixis Loan +2.15% (7) 124,700 2,000 July 9, 2025 158,963 192,039 Total $ 5,579,737 $ 2,284,216 $ 7,138,397 $ 7,163,689 _______________________ (1) The amount outstanding under the facilities approximates their fair value. (2) The rates are expressed over the relevant floating benchmark rates, which include USD LIBOR, Term SOFR, and SOFR Average (compounded average of SOFR over a rolling 30-day period). (3) USD LIBOR is subject to a 0.00% floor. (4) Benchmark rate is subject to a 0.00% floor. LIBOR or SOFR benchmark rate is selected with respect to a transaction as set forth in the related transaction confirmation for the underlying transaction. (5) Term SOFR is subject to a 0.00% floor. GS-1 and Goldman Sachs may mutually agree on rates outside this range or a different floor on an asset by asset basis. (6) USD LIBOR, Term SOFR or SOFR Average (compounded average of SOFR over a rolling 30-day period), subject to a 0.00% floor. (7) Term SOFR is subject to a 0.00% floor. (8) The rate applicable under the MM-1 Facility is subject to a credit spread adjustment of 0.11%, which was included when the benchmark transitioned from USD LIBOR to Term SOFR. (9) Borrowings under the Barclays Facility bear interest, at the Company's election, at either a base rate plus a spread of 1.25% per annum or one-, three- or six-month Term SOFR plus a spread of 2.25% per annum and a credit spread adjustment of 0.10% per annum. The Company's average borrowings and weighted average interest rate, including the effect of non-usage fees, for the year ended December 31, 2023 were $5,645,887 and 7.24%, respectively. The Company's average borrowings and weighted average interest rate, including the effect of non-usage fees, for the year ended December 31, 2022 were $4,560,400 and 3.83%, respectively. Under its financing arrangements, the Company has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar financing arrangements. The Company was in compliance with all covenants required by its financing arrangements as of December 31, 2023 and 2022. Maturities The Company generally requires the amount outstanding on debt obligations to be paid down before the financing arrangement's respective maturity date. The following table sets forth the Company's repayment schedule for secured financings outstanding as of December 31, 2023 based on the maturity date of each financing arrangement: Collateralized Loan Obligations (1) Repurchase Agreements Revolving Credit Facilities Mortgage Loan Total 2024 $ 41,721 $ 145,794 $ — $ — $ 187,515 2025 153,820 67,792 70,000 124,700 416,312 2026 1,859,876 — — — 1,859,876 Thereafter 2,280,838 45,633 850,000 — 3,176,471 Total $ 4,336,255 $ 259,219 $ 920,000 $ 124,700 $ 5,640,174 _______________________ (1) The allocation of repayments under the Company's collateralized loan obligations is based on the maturity date of each agreement, or the maximum maturity date assuming all extension options are exercised by the borrower if the reinvestment period has expired. Collateralized Loan Obligations The Company financed certain pools of loans through collateralized loan obligations, which include 2019-FL1, 2021-FL2, 2021-FL3, 2022-FL4, 2022-FL5, 2022-FL6 and 2022-FL7, or collectively, the CLOs. The following table outlines the number of loans, including partial loans, and the principal balance of the collateralized pool of interests for each CLO. As of December 31, 2023 Collateral Assets Total Count Principal Balance 2019-FL1 14 $ 292,291 2021-FL2 25 746,703 2021-FL3 33 1,134,028 2022-FL4 25 1,072,661 2022-FL5 24 663,267 2022-FL6 23 733,244 2022-FL7 20 790,087 Total 164 $ 5,432,281 Deferred financing costs and discounts related to the collateralization of the CLO notes are amortized to interest expense over the remaining life of the loans. The following table outlines the net book value of the Company's CLOs on its consolidated balance sheets. December 31, 2023 2022 Face value $ 4,336,255 $ 4,383,819 Unamortized deferred financing costs (25,293) (34,983) Unamortized discount (8,992) (12,135) Net book value $ 4,301,970 $ 4,336,701 Repurchase Agreements The Company has entered into, and maintains in effect eight repurchase facilities. The Company, through direct or indirect wholly owned subsidiaries, entered into repurchase agreements with Wells Fargo (the “WF-1 Facility”), Goldman Sachs (the “GS-1 Facility”), Royal Bank of Canada (the “RBC Facility”), Barclays Bank PLC (the “BB-1 Facility”), Morgan Stanley Bank, N.A. (the “MS-1 Facility”), Natixis, New York Branch (the “NTX-1 Facility”), Bank of Montreal (the "BMO-1 Facility"), and Lucid Prime Fund ( the "Lucid Facility"). The Company uses repurchase facilities for multiple purposes, including, but not limited to, (i) financing the acquisition and origination of (a) real estate loans or senior controlling participation interests in such loans, (b) pari passu participation interests in mortgage loans and (c) mezzanine loans and, (ii) repurchase transactions of securities and financial instruments. Each repurchase facility is subject to certain representations, warranties, covenants, events of default and indemnities unique to each facility but customary for agreements of this type. Further, the Company has entered into guarantees with respect to each of the repurchase facilities in which the Company guarantees obligations of the facility. Each transaction under each repurchase facility has its own specific terms, such as identification of the assets subject to the transaction, sale price, repurchase price and rate. The Company incurred deferred financing costs in connection with each repurchase facility, which costs are being amortized to interest expense over the life of that repurchase facility. The following table outlines the net book value of the Company's repurchase facilities on its consolidated balance sheets. December 31, 2023 2022 Face value $ 259,219 $ 760,236 Unamortized deferred financing costs (2,489) (3,420) Net book value $ 256,730 $ 756,816 On December 14, 2023, the Company entered into six separate amendments to six separate guaranties pertaining to six different master repurchase agreements, including the MS-1 Facility, BMO-1 Facility, NTX-1 Facility, BB-1 Facility, WF-1 Facility and GS-1 Facility. Each amendment makes an identical modification to the required ratio level for the relevant guaranty’s interest expense coverage financial covenant given by the Company as guarantor. The coverage level has been reduced from 1.5x to 1.3x for the period from January 1, 2024 to June 30, 2024, and from 1.5x to 1.4x thereafter. BB-1 Facility On December 29, 2023, BB-1, an indirect wholly owned special purpose financing subsidiary of the Company, entered into a Seventh Amendment to Master Repurchase Agreement, or Seventh Amendment to Master Repurchase Agreement, amending the Master Repurchase Agreement dated as of February 22, 2021, with Barclays Bank PLC, as purchaser. The Seventh Amendment to Master Repurchase Agreement provides for, among other things, amending and extending the availability period during which new transactions are permitted from February 21, 2024, to February 21, 2025, subject to payment of an extension fee, which was paid on January 2, 2024. Revolving Credit Facilities The Company has entered into, and maintains in effect, two revolving credit facilities, the Barclays Facility and the MM-1 Facility. The Barclays Facility is utilized for purposes of financing the operating expenses and general corporate purposes of the Company and its subsidiaries. The MM-1 Facility is utilized for the purposes of financing the acquisition and origination of commercial mortgage loan assets meeting specified eligibility criteria and concentration limits, paying transaction costs and funding distributions to FS CREIT Finance Holdings, LLC (and ultimately to the Company). The Company incurred deferred financing costs in connection with each revolving credit facility, which costs are being amortized to interest expense over the life of that facility. The following table details the net book value of the Company's revolving credit facilities on its consolidated balance sheets. December 31, 2023 2022 Face value $ 920,000 $ 310,982 Unamortized deferred financing costs (9,803) (12,438) Net book value $ 910,197 $ 298,544 Mortgage Loan On June 23, 2022, FS CREIT 555 Aviation LLC, an indirect wholly-owned subsidiary of the Company, entered into a mortgage loan related to its purchase of 555 Aviation (see Note 5). The Company incurred deferred financing costs, which are being amortized to interest expense over the life of the facility. The following table details the net book value of the Company's mortgage loan on its consolidated balance sheets. December 31, 2023 2022 Face value $ 124,700 $ 124,700 Unamortized deferred financing costs (1,043) (2,132) Net book value $ 123,657 $ 122,568 |