Loans Held-for-Investment, Net of Allowance for Credit Losses | Loans Held-for-Investment, Net of Allowance for Credit Losses The following tables summarize the Company’s loans held-for-investment by asset type, property type and geographic location as of September 30, 2024, and December 31, 2023: September 30, 2024 (dollars in thousands) Senior Loans (1) B-Notes (2) Total Unpaid principal balance $ 2,335,744 $ 13,308 $ 2,349,052 Unamortized premium 77 — 77 Unamortized net deferred origination fees (8,797) — (8,797) Allowance for credit losses (256,561) (209) (256,770) Carrying value $ 2,070,463 $ 13,099 $ 2,083,562 Unfunded commitments $ 109,482 $ — $ 109,482 Number of loans 61 1 62 Weighted average coupon (3) 6.4 % 8.0 % 6.4 % Weighted average years to maturity (4) 0.5 2.3 0.5 December 31, 2023 (dollars in thousands) Senior Loans (1) B-Notes (2) Total Unpaid principal balance $ 2,713,672 $ 13,507 $ 2,727,179 Unamortized (discount) premium (19) — (19) Unamortized net deferred origination fees (8,674) — (8,674) Allowance for credit losses (134,302) (359) (134,661) Carrying value $ 2,570,677 $ 13,148 $ 2,583,825 Unfunded commitments $ 160,698 $ — $ 160,698 Number of loans 72 1 73 Weighted average coupon (3) 8.2 % 8.0 % 8.2 % Weighted average years to maturity (4) 0.7 3.1 0.7 ______________________ (1) Loans primarily secured by a first priority lien on commercial real property and related personal property and also includes, when applicable, any companion subordinate loans. (2) A subordinate loan secured by the same mortgage as the senior loan. (3) Weighted average coupon inclusive of the impact of nonaccrual loans. (4) Based on contractual maturity date, including maturity defaulted loans with no remaining term. Certain loans are subject to contractual extension options with such conditions stipulated in the applicable loan documents. Actual maturities may differ from contractual maturities stated herein as certain borrowers may have the right to prepay with or without paying a prepayment fee. The Company may also extend contractual maturities in connection with certain loan modifications. (dollars in thousands) September 30, 2024 December 31, 2023 Property Type Carrying Value % of Loan Portfolio Carrying Value % of Loan Portfolio Office $ 938,385 45.0 % $ 1,116,551 43.2 % Multifamily 621,028 29.8 % 826,125 32.0 % Hotel 127,991 6.2 % 180,891 7.0 % Retail 216,868 10.4 % 257,945 10.0 % Industrial 114,146 5.5 % 113,972 4.4 % Other 65,144 3.1 % 88,341 3.4 % Total $ 2,083,562 100.0 % $ 2,583,825 100.0 % (dollars in thousands) September 30, 2024 December 31, 2023 Geographic Location Carrying Value % of Loan Portfolio Carrying Value % of Loan Portfolio Northeast $ 498,448 23.9 % $ 709,838 27.5 % Southwest 463,863 22.3 % 495,133 19.2 % West 298,622 14.3 % 328,547 12.7 % Midwest 334,621 16.1 % 421,881 16.3 % Southeast 488,008 23.4 % 628,426 24.3 % Total $ 2,083,562 100.0 % $ 2,583,825 100.0 % Loan Portfolio Activity The following table summarizes activity related to loans held-for-investment, net of allowance for credit losses, for the three and nine months ended September 30, 2024, and 2023: Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 (in thousands) Amortized Cost Allowance for Credit Losses Carrying Value Amortized Cost Allowance for Credit Losses Carrying Value Balance at beginning of period $ 2,616,884 $ (264,140) $ 2,352,744 $ 2,718,486 $ (134,661) 2,583,825 Originations, additional fundings, upsizing of loans and capitalized deferred interest 9,894 — 9,894 45,762 — 45,762 Repayments (240,145) — (240,145) (337,028) — (337,028) Transfers to real estate owned — — — (35,659) — (35,659) Net discount accretion (premium amortization) — — — 15 — 15 Increase (decrease) from net deferred origination fees (2,508) — (2,508) (3,360) — (3,360) Amortization of net deferred origination fees 787 — 787 3,262 — 3,262 Provision for credit losses — (28,391) (28,391) — (164,436) (164,436) Write-offs $ (44,580) $ 44,580 — $ (51,146) $ 51,146 — Recoveries of previous write-offs $ — $ (8,819) (8,819) $ — $ (8,819) (8,819) Balance at end of period $ 2,340,332 $ (256,770) $ 2,083,562 $ 2,340,332 $ (256,770) $ 2,083,562 Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 (in thousands) Amortized Cost Allowance for Credit Losses Carrying Value Amortized Cost Allowance for Credit Losses Carrying Value Balance at beginning of period $ 3,096,500 $ (130,412) $ 2,966,088 $ 3,350,150 $ (82,335) 3,267,815 Originations, additional fundings, upsizing of loans and capitalized deferred interest 21,698 — 21,698 58,878 — 58,878 Repayments (177,482) — (177,482) (443,105) — (443,105) Transfers to loans held-for-sale, net of discount at time of transfer (14,980) — (14,980) (14,980) — (14,980) Transfers to real estate owned — — — (24,000) — (24,000) Net discount accretion (premium amortization) 3 — 3 23 — 23 Increase (decrease) from net deferred origination fees (250) — (250) (1,282) — (1,282) Amortization of net deferred origination fees 116 — 116 4,121 — 4,121 Provision for credit losses — (31,635) (31,635) — (83,912) (83,912) Write-offs $ (16,750) $ 16,750 — $ (20,950) $ 20,950 — Balance at end of period $ 2,908,855 $ (145,297) $ 2,763,558 $ 2,908,855 $ (145,297) $ 2,763,558 Allowance for Credit Losses The following table presents the changes for the three and nine months ended September 30, 2024, and 2023 in the allowance for credit losses on loans held-for-investment: Loans Held-for-Investment Unfunded Loan Commitments (1) Specific Reserve General Reserve Total Specific and General Reserve Total General Reserve Total Allowance for Credit Losses Three Months Ended September 30, 2024 Balance at beginning of period $ 194,955 $ 69,185 $ 264,140 $ 2,719 $ 266,859 Provision for (benefit from) credit losses 41,057 (12,666) 28,391 (480) 27,911 Write-off (44,580) — (44,580) — (44,580) Recoveries of previous write-offs 8,819 — 8,819 — 8,819 Balance at end of period $ 200,251 $ 56,519 $ 256,770 $ 2,239 $ 259,009 Nine Months Ended September 30, 2024 Balance at beginning of period $ 91,372 $ 43,289 $ 134,661 $ 2,456 $ 137,117 Provision for (benefit from) credit losses 147,040 17,396 164,436 (217) 164,219 Write-off (46,980) (4,166) (51,146) — (51,146) Recoveries of previous write-offs 8,819 — 8,819 — 8,819 Balance at end of period $ 200,251 $ 56,519 $ 256,770 $ 2,239 $ 259,009 Three Months Ended September 30, 2023 Balance at beginning of period $ 62,325 $ 68,087 $ 130,412 $ 4,200 $ 134,612 Provision for (benefit from) credit losses 39,500 (7,865) 31,635 (627) 31,008 Write-off (16,750) — (16,750) — (16,750) Recoveries of previous write-offs — — — — — Balance at end of period $ 85,075 $ 60,222 $ 145,297 $ 3,573 $ 148,870 Nine Months Ended September 30, 2023 Balance at beginning of period $ 39,258 $ 43,077 $ 82,335 $ 4,249 $ 86,584 Provision for (benefit from) credit losses 66,767 17,145 83,912 (676) 83,236 Write-off (20,950) — (20,950) — (20,950) Recoveries of previous write-offs — — — — — Balance at end of period $ 85,075 $ 60,222 $ 145,297 $ 3,573 $ 148,870 ______________________ (1) The CECL reserve for unfunded commitments is included in “Other liabilities” on the condensed consolidated balance sheets. During the three months ended September 30, 2024, the Company recorded a net decrease of $(7.9) million in its total allowance for credit losses on its loan portfolio primarily due to $(44.6) million in write-offs, partially offset by a $36.7 million increase in the allowance, inclusive of an $8.8 million recovery of amounts previously written off, bringing the total allowance for credit losses to $259.0 million as of September 30, 2024. The increase in the allowance was primarily related to specific reserves on loans that were assessed individually as of September 30, 2024, partially offset by a reduction in the general reserve due to loan repayments and credit migration within the loan portfolio. The write-offs were related to three loans that had been previously assessed individually that were resolved during the three months ended September 30, 2024, as described below. During the nine months ended September 30, 2024, the Company recorded a net increase of $121.9 million in its allowance for credit losses on its loan portfolio primarily due to a $173.3 million increase, partially offset by $(51.1) million in write-offs and an $8.8 million recovery of amounts previously written-off. The increase in the allowance was primarily related to specific reserves on loans that were assessed individually, and due to the ongoing challenges in the commercial real estate market and expectations for further pressure on property values, and other loan specific assumptions employed in estimating the general CECL reserve. The write-offs were primarily related to loans that had been previously assessed individually that were resolved during the nine months ended September 30, 2024. During the three months ended September 30, 2024, the Company resolved a $37.1 million senior loan secured by a mixed-use retail and office property located in Los Angeles, CA. The loan had been considered collateral-dependent and had previously been placed on nonaccrual status. In connection with the resolution, the Company incurred a write-off of $(22.3) million. During the three months ended September 30, 2024, the Company resolved a $33.3 million senior loan secured by a multifamily property located in Chicago, IL. The loan had been considered collateral-dependent and had previously been placed on nonaccrual status. In connection with the resolution, the Company incurred a write-off of $(3.3) million. During the three months ended September 30, 2024, the Company modified a $51.0 million senior loan secured by a mixed-use multifamily, event space and office property located in Pittsburgh, PA. The loan had been considered collateral-dependent and had previously been placed on nonaccrual status. In connection with the modification, the Company incurred a write-off of $(19.0) million. See below for further details. During the three months ended September 30, 2024, the Company recovered $8.8 million of amounts previously written off related to a held-for-investment legacy loan that was secured by an office property in San Diego, CA. The recovery was associated with a cooperation agreement between the Company and the prior sponsor, and related to the settlement of an arbitration process between that sponsor and an unaffiliated party. The Company had recognized a write-off of $(33.3) million at the time of the resolution of the legacy nonaccrual loan during the year ended December 31, 2023. The recovery of $8.8 million was recognized in the provision for credit losses on the Company’s condensed consolidated statements of income during the three months ended September 30, 2024. As of September 30, 2024, the Company had ten collateral-dependent loans with an aggregate principal balance of $579.0 million, for which the Company recorded an allowance for credit losses of $200.3 million. These loans were individually assessed in accordance with the CECL framework and the allowance for credit losses was determined based on the estimates of the collateral properties’ fair value. The performance of the collateral properties securing these loans, which include six office buildings, two mixed-use properties with an office component, and two hotel assets, has been impacted by an uncertain commercial real estate market and macroeconomic outlook, which includes weakening in credit fundamentals, capital markets volatility and significantly reduced real estate transaction activity, especially for certain property types, such as office assets located in underperforming markets with reduced tenant demand, and a meaningfully higher cost of capital driven by high interest rates. These macroeconomic and market factors have resulted in the slowing of business plan execution and reduced market liquidity, thereby impacting the borrowers’ ability to either sell or refinance their properties to repay the Company’s loans. See Note 9 - Fair Value, for further detail on the fair value measurement of these loans. Nonaccrual Loans The following table presents the carrying value of loans held-for-investment on nonaccrual status for the three and nine months ended September 30, 2024, and 2023: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Nonaccrual loan carrying value at beginning of period $ 452,797 $ 183,263 $ 343,683 $ 207,958 Addition of nonaccrual loan carrying value 58,374 23,480 253,732 46,750 Reduction of nonaccrual loan carrying value (102,995) (40,881) (189,239) (88,846) Nonaccrual loan carrying value at end of period $ 408,176 $ 165,862 $ 408,176 $ 165,862 As of September 30, 2024, the Company had eleven senior loans with a total unpaid principal balance of $628.5 million and carrying value of $408.2 million that were held on nonaccrual status, compared to five senior loans with a total unpaid principal balance of $250.9 million and carrying value of $165.9 million that were held on nonaccrual status as of September 30, 2023. All other loans were considered current with respect to principal and interest payments due as of September 30, 2024, and September 30, 2023. Loan Modifications As part of its asset and portfolio management strategy, the Company may amend or modify a loan depending on the loan’s specific facts and circumstances. These loan modifications typically include additional time for the borrower to refinance or sell the collateral property, adjustment or waiver of performance tests that are prerequisite to the extension of a loan’s maturity, and/or deferral of scheduled principal payments. In exchange for a modification, the Company may receive a partial repayment of principal, a short-term accrual of capitalized interest for a portion of interest due, a cash infusion to replenish interest or capital improvement reserves, termination of all or a portion of the remaining unfunded loan commitment, additional call protection, and/or an increase in the loan coupon or fees, among other items. During the twelve months ended September 30, 2024, the Company entered into three loan modifications that met the disclosure requirements pursuant to ASU 2022-02, Troubled Debt Restructurings And Vintage Disclosures . During the three months ended September 30, 2024, the Company completed the modification of a first mortgage loan secured by a mixed-use multifamily, event space and office property located in Pittsburgh, PA, with an outstanding principal balance of $51.0 million at the time of modification. The terms of the modification included, among others, (i) a new $2 million capital infusion from the sponsor to further support the collateral property; (ii) a restructuring of the $51.0 million whole loan into a $32.0 million senior loan, with a $7.0 million unfunded commitment, and a $19.0 million mezzanine note. The restructured senior loan earns a fixed rate coupon rate of 5.75%, adjusted from a floating rate coupon of S+3.40%, has an exit fee that was increased from 1.25% to 5.75% of the loan amount, and was extended to July 9, 2027. The mezzanine note is non-interest bearing and is subject to a distribution waterfall and is subordinate to certain amounts of sponsor’s equity, as defined in the loan agreement. As of September 30, 2024, the mezzanine note was deemed uncollectible, resulting in a write-off of $(19.0) million. During the twelve months ended September 30, 2024, the Company completed the modification of a first mortgage loan secured by a design building property located in New York, NY. As of September 30, 2024, and December 31, 2023, the loan had a principal balance of $33.5 million and $37.5 million, and an amortized cost of $32.0 million and $37.3 million, respectively. The terms of the modification included, among others, a restructuring of the $37.5 million loan at the time of the modification into (i) a $33.3 million senior loan, with $3.0 million in unfunded commitments, and (ii) a $4.2 million mezzanine note; a $2.6 million capital infusion from the sponsor to further support the collateral property; a change to the restructured senior loan’s coupon to S+3.00%, which was reduced from S+4.65%; an increase in the exit fee from 0.25% to 5.70% of the loan amount, and an extension of term to a maturity date of June 9, 2027. The mezzanine note was non-interest bearing and subject to a distribution waterfall and is subordinate to certain amounts of sponsor’s equity, as defined in the loan agreement. As of June 30, 2024, the mezzanine note was deemed uncollectible, resulting in a write-off of $(4.2) million. During the twelve months ended September 30, 2024, the Company completed the modification of a first mortgage loan secured by a multifamily student housing property in Louisville, KY. As of September 30, 2024, and December 31, 2023, the loan had a principal balance of $49.6 million and $48.5 million, and an amortized cost of $49.4 million and $48.3 million, respectively. The terms of the modification included, among other things, a 12-month extension of the fully-extended maturity date to November 9, 2024, the full deferral of debt service payments with interest capitalized and compounding, the deferral of the extension fee and the Company’s agreement to pay for approved expenses, in its sole discretion. Due to the uncertainty with respect to the collection of future interest accruals, the loan was placed on nonaccrual status as of November 9, 2023. Loan Risk Ratings The Company’s primary credit quality indicators are its risk ratings. The Company evaluates the credit quality of each loan at least quarterly by assessing the risk factors of each loan and assigning a risk rating based on a variety of factors. Risk factors that are considered in the assessment include, but are not limited to, property type, geographic and local market dynamics, physical condition, leasing and tenant profile, projected cash flow, collateral performance, loan structure and exit plan, origination loan-to-value, or LTV, project sponsorship and other factors deemed necessary. The Company evaluates these factors with respect to each loan investment on a case-by-case basis taking into consideration such loan’s facts and circumstances at the time. The risk factors may be given different weightings and consideration depending on each loan’s situation. Loans are rated “1” (less risk) through “5” (greater risk), which ratings are defined as follows: 1 – Lower Risk 2 – Average Risk 3 – Acceptable Risk 4 – Higher Risk: A loan that has exhibited material deterioration in cash flows and/or other credit factors, which, if negative trends continue, could be indicative of probability of principal loss. 5 – Loss Likely: A loan that has a significantly increased probability of principal loss. The following table presents the number of loans, unpaid principal balance and carrying value by risk rating for loans held-for-investment as of September 30, 2024, and December 31, 2023: (dollars in thousands) September 30, 2024 December 31, 2023 Risk Rating Number of Loans Unpaid Principal Balance Carrying Value Number of Loans Unpaid Principal Balance Carrying Value 1 6 $ 120,581 $ 119,334 4 $ 71,597 $ 71,211 2 22 810,224 801,279 36 1,277,491 1,262,126 3 20 670,670 642,446 24 862,102 842,175 4 5 239,108 212,551 4 192,104 174,313 5 9 508,469 307,952 5 323,885 234,000 Total 62 $ 2,349,052 $ 2,083,562 73 $ 2,727,179 $ 2,583,825 As of September 30, 2024, the weighted average risk rating of the Company’s loan portfolio was 3.1, versus 2.8 as of December 31, 2023, weighted by unpaid principal balance. The change in portfolio risk rating as of September 30, 2024, versus December 31, 2023, is mainly a result of select loan risk rating downgrades, partially offset by certain rating upgrades and resolutions of several previously risk-rated “5” loans. During the three months ended September 30, 2024, as part of its quarterly risk rating process, the Company downgraded to a risk rating of “5” two senior loans with an aggregate outstanding principal balance of $86.0 million and secured by an office property and a hotel property. These loans were downgraded due to the borrowers’ unwillingness to make further capital commitments to support the collateral properties resulting from a variety of factors including the challenging office leasing environment, local market fundamentals, uncertain and volatile capital market conditions resulting in limited liquidity for real estate transactions, further pressure on property values and other factors related to property specific operating performance. These loans are considered collateral dependent and have been placed on nonaccrual status as of September 30, 2024. During the three months ended September 30, 2024, the Company resolved three loans with an aggregate unpaid principal balance of $121.7 million that had a risk rating of “5”. In connection with these resolutions, the company incurred write-offs totaling $(44.6) million, as described above. The following table presents the carrying value of loans held-for-investment as of September 30, 2024, and December 31, 2023, by risk rating and year of origination: September 30, 2024 (dollars in thousands) Origination Year Risk Rating 2024 2023 2022 2021 2020 Prior Total 1 $ — $ — $ — $ 30,647 $ 21,572 $ 67,115 $ 119,334 2 — — 282,570 199,125 — 319,584 801,279 3 — 52,304 95,937 146,900 45,679 301,626 642,446 4 — — — — — 212,551 212,551 5 — — 11,984 41,974 — 253,994 307,952 Total $ — $ 52,304 $ 390,491 $ 418,646 $ 67,251 $ 1,154,870 $ 2,083,562 Gross write-offs $ — $ — $ — $ (19,045) $ — $ (32,101) $ (51,146) December 31, 2023 (dollars in thousands) Origination Year Risk Rating 2023 2022 2021 2020 2019 Prior Total 1 $ — $ — $ — $ 21,744 $ 49,467 $ — $ 71,211 2 — 328,576 349,210 21,966 474,669 87,705 1,262,126 3 47,760 105,934 146,538 22,599 189,259 330,085 842,175 4 — — — — 25,807 148,506 174,313 5 — — — — 121,940 112,060 234,000 Total $ 47,760 $ 434,510 $ 495,748 $ 66,309 $ 861,142 $ 678,356 $ 2,583,825 Gross write-offs $ — $ — $ — $ — $ (33,324) $ (20,950) $ (54,274) |