Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 18, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38377 | ||
Entity Registrant Name | BRIGHTSPIRE CAPITAL, INC. | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 38-4046290 | ||
Entity Address, Address Line One | 590 Madison Avenue | ||
Entity Address, Address Line Two | 33rd Floor | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10022 | ||
City Area Code | 212 | ||
Local Phone Number | 547-2631 | ||
Title of 12(b) Security | Class A common stock, par value $0.01 per share | ||
Trading Symbol | BRSP | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 789.8 | ||
Entity Common Stock, Shares Outstanding | 129,765,365 | ||
Documents Incorporated by Reference | Portions of the Company’s Proxy Statement with respect to its 2022 Annual Meeting of Stockholders to be filed not later than 120 days after the end of the Company’s fiscal year ended December 31, 2021 are incorporated by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001717547 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Firm ID | 42 |
Auditor Location | New York, New York |
Auditor Name | Ernst & Young LLP |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Cash and cash equivalents | $ 259,722 | $ 474,817 |
Restricted cash | 86,841 | 65,213 |
Loans and preferred equity held for investment | 3,485,607 | 2,220,688 |
Allowance for loan losses | (36,598) | (37,191) |
Loans and preferred equity held for investment, net | 3,449,009 | 2,183,497 |
Real estate securities, available for sale, at fair value | 0 | 10,389 |
Real estate, net | 783,211 | 839,257 |
Investments in unconsolidated ventures | 20,591 | 373,364 |
Receivables, net | 54,499 | 37,375 |
Deferred leasing costs and intangible assets, net | 64,981 | 75,700 |
Assets held for sale | 44,345 | 323,356 |
Other assets | 61,860 | 60,900 |
Mortgage loans held in securitization trusts, at fair value | 813,310 | 1,768,069 |
Total assets | 5,638,369 | 6,211,937 |
Liabilities | ||
Securitization bonds payable, net | 1,500,899 | 835,153 |
Mortgage and other notes payable, net | 760,583 | 1,022,757 |
Credit facilities | 905,122 | 535,224 |
Due to related party (Note 10) | 0 | 10,060 |
Accrued and other liabilities | 99,814 | 96,578 |
Intangible liabilities, net | 6,224 | 7,657 |
Liabilities related to assets held for sale | 0 | 323 |
Escrow deposits payable | 73,344 | 36,973 |
Dividends payable | 23,912 | 0 |
Mortgage obligations issued by securitization trusts, at fair value | 777,156 | 1,708,534 |
Total liabilities | 4,147,054 | 4,253,259 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized, no shares issued and outstanding as of December 31, 2021 and December 31, 2020, respectively | 0 | 0 |
Common stock | 1,298 | 1,286 |
Additional paid-in capital | 2,855,766 | 2,844,023 |
Accumulated deficit | (1,410,562) | (1,234,224) |
Accumulated other comprehensive income | 8,786 | 54,588 |
Total stockholders’ equity | 1,455,288 | 1,665,673 |
Noncontrolling interests in investment entities | 1,472 | 253,225 |
Noncontrolling interests in the Operating Partnership | 34,555 | 39,780 |
Total equity | 1,491,315 | 1,958,678 |
Total liabilities and equity | 5,638,369 | 6,211,937 |
Primary beneficiary | ||
Assets | ||
Cash and cash equivalents | 6,720 | 19,248 |
Restricted cash | 9,658 | 15,397 |
Loans and preferred equity held for investment, net | 1,781,522 | 919,681 |
Real estate, net | 170,201 | 413,057 |
Investments in unconsolidated ventures | 16,200 | 252,384 |
Receivables, net | 12,808 | 25,127 |
Deferred leasing costs and intangible assets, net | 15,105 | 52,240 |
Other assets | 21,901 | 21,984 |
Mortgage loans held in securitization trusts, at fair value | 813,310 | 1,768,069 |
Total assets | 2,847,425 | 3,487,187 |
Liabilities | ||
Securitization bonds payable, net | 1,500,899 | 835,153 |
Mortgage and other notes payable, net | 177,373 | 399,337 |
Accrued and other liabilities | 6,768 | 98,576 |
Intangible liabilities, net | 6,224 | 7,657 |
Escrow deposits payable | 3,484 | 3,591 |
Mortgage obligations issued by securitization trusts, at fair value | 777,156 | 1,708,534 |
Total liabilities | $ 2,471,904 | $ 3,052,848 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Investments under fair value option | $ 4,406 | $ 6,883 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Class A | ||
Common stock, shares authorized (in shares) | 950,000,000 | 950,000,000 |
Common stock, shares issued (in shares) | 129,769,365 | 128,564,930 |
Common stock, shares outstanding (in shares) | 129,769,365 | 128,564,930 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net interest income | |||
Interest income | $ 168,845 | $ 156,851 | $ 175,169 |
Interest expense | (55,484) | (63,043) | (87,730) |
Interest income on mortgage loans held in securitization trusts | 51,609 | 92,461 | 120,203 |
Interest expense on mortgage obligations issued by securitization trusts | (45,460) | (83,952) | (109,964) |
Net interest income | 119,510 | 102,317 | 97,678 |
Property and other income | |||
Property operating income | 102,634 | 175,037 | 253,955 |
Other income | 2,333 | 1,836 | 2,333 |
Total property and other income | 104,967 | 176,873 | 256,288 |
Expenses | |||
Management fee expense | 9,596 | 29,739 | 42,390 |
Property operating expense | 30,286 | 64,987 | 112,801 |
Transaction, investment and servicing expense | 4,556 | 9,975 | 7,191 |
Interest expense on real estate | 32,278 | 48,860 | 55,415 |
Depreciation and amortization | 36,399 | 59,766 | 103,220 |
Provision for (reversal of) loan losses, net | (1,432) | 78,561 | 220,572 |
Impairment of operating real estate | 0 | 42,814 | 282,749 |
Administrative expense (including $14,016, $4,367 and $10,810 of equity-based compensation expense, respectively) | 50,011 | 26,551 | 31,936 |
Restructuring charges | 109,321 | 0 | 0 |
Total expenses | 271,015 | 361,253 | 856,274 |
Other income (loss) | |||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | 41,904 | (50,521) | 4,090 |
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | (36,623) | 0 | 2,772 |
Other gain (loss), net | 74,067 | (118,725) | (972) |
Income (loss) before equity in earnings of unconsolidated ventures and income taxes | 32,810 | (251,309) | (496,418) |
Equity in earnings (loss) of unconsolidated ventures | (131,115) | (135,173) | 36,942 |
Income tax benefit (expense) | (6,276) | 10,898 | (3,172) |
Net income (loss) | (104,581) | (375,584) | (462,648) |
Net loss attributable to noncontrolling interests: | |||
Investment entities | 1,732 | 13,924 | 38,208 |
Operating Partnership | 1,803 | 8,361 | 9,928 |
Net loss attributable to BrightSpire Capital, Inc. common stockholders | $ (101,046) | $ (353,299) | $ (414,512) |
Net income (loss) per common share - basic (in dollars per share) | $ (0.79) | $ (2.75) | $ (3.25) |
Net income (loss) per common share - diluted (in dollars per share) | $ (0.79) | $ (2.75) | $ (3.25) |
Weighted average shares of common stock outstanding - basic (in shares) | 128,496,000 | 128,548,000 | 128,391,000 |
Weighted average shares of common stock outstanding - diluted (in shares) | 128,496,000 | 128,548,000 | 128,391,000 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Share-based compensation expense | $ 14,016 | $ 4,367 | $ 10,810 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net loss | $ (104,581) | $ (375,584) | $ (462,648) |
Other comprehensive income (loss) | |||
Unrealized gain (loss) on real estate securities, available for sale | (200) | (16,319) | 17,848 |
Change in fair value of net investment hedges | (29,927) | 21,764 | 15,460 |
Foreign currency translation gain (loss) | (17,294) | 23,397 | (3,901) |
Total other comprehensive income (loss) | (47,421) | 28,842 | 29,407 |
Comprehensive income (loss) | (152,002) | (346,742) | (433,241) |
Comprehensive (income) loss attributable to noncontrolling interests: | |||
Comprehensive income (loss) attributable to common stockholders | (147,170) | (327,003) | (385,819) |
Investment entities | |||
Net loss | (1,732) | (13,924) | (38,208) |
Other comprehensive income (loss) | |||
Total other comprehensive income (loss) | (321) | 2,195 | |
Comprehensive (income) loss attributable to noncontrolling interests: | |||
Comprehensive (income) loss attributable to noncontrolling interests: | 1,732 | 11,731 | 38,208 |
Operating Partnership | |||
Net loss | (1,803) | (8,361) | (9,928) |
Other comprehensive income (loss) | |||
Total other comprehensive income (loss) | (1,298) | 353 | 714 |
Comprehensive (income) loss attributable to noncontrolling interests: | |||
Comprehensive (income) loss attributable to noncontrolling interests: | $ 3,100 | $ 8,008 | $ 9,214 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Total Company’s Stockholders’ Equity | Total Company’s Stockholders’ EquityCumulative Effect, Period of Adoption, Adjustment | Common StockClass A | Common StockClass B-3 | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit)Cumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Income | Noncontrolling Interests in Investment Entities | Noncontrolling Interests in the Operating Partnership | Noncontrolling Interests in the Operating PartnershipCumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Dec. 31, 2018 | 83,410 | 44,399 | |||||||||||
Beginning balance at Dec. 31, 2018 | $ 2,845,202 | $ 2,706,905 | $ 834 | $ 444 | $ 2,899,353 | $ (193,327) | $ (399) | $ 72,683 | $ 65,614 | ||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Contributions | 156 | 156 | |||||||||||
Distributions | (3,000) | (3,000) | |||||||||||
Conversion of Class B-3 common stock to Class A common stock (in shares) | 44,399 | (44,399) | |||||||||||
Conversion of Class B-3 common stock to Class A common stock | 444 | $ 444 | $ (444) | ||||||||||
Issuance and amortization of equity-based compensation (in shares) | 832 | ||||||||||||
Issuance and amortization of equity-based compensation | 10,810 | 10,810 | $ 8 | 10,802 | |||||||||
Other comprehensive income/(loss) | 29,407 | 28,693 | 28,693 | 714 | |||||||||
Dividends and distributions declared | (216,980) | (211,899) | (211,899) | (5,081) | |||||||||
Shares canceled for tax withholding on vested stock awards (in shares) | (102) | ||||||||||||
Shares canceled for tax withholding on vested stock awards | (1,597) | (1,597) | $ (1) | (1,596) | |||||||||
Reallocation of equity | $ 0 | 622 | 622 | (622) | |||||||||
Accounting Standards Update [Extensible List] | Accounting Standards Update 2016-13 [Member] | ||||||||||||
Net loss | $ (462,648) | (414,512) | (414,512) | (38,208) | (9,928) | ||||||||
Ending balance (in shares) at Dec. 31, 2019 | 128,539 | 0 | |||||||||||
Ending balance at Dec. 31, 2019 | $ 2,201,350 | $ (23,186) | 2,119,022 | $ (22,644) | $ 1,285 | $ 0 | 2,909,181 | (819,738) | $ (22,644) | 28,294 | 31,631 | 50,697 | $ (542) |
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Dividends and distributions declared per share of common stock (in dollars per share) | $ 1.65 | ||||||||||||
Contributions | $ 200,960 | 200,960 | |||||||||||
Distributions | (36,397) | (36,397) | |||||||||||
Conversion of Class B-3 common stock to Class A common stock | 0 | ||||||||||||
Issuance and amortization of equity-based compensation (in shares) | 237 | ||||||||||||
Issuance and amortization of equity-based compensation | 4,367 | 4,367 | $ 2 | 4,365 | |||||||||
Other comprehensive income/(loss) | 28,842 | 26,294 | 26,294 | 2,195 | 353 | ||||||||
Dividends and distributions declared | (39,465) | (38,543) | (38,543) | (922) | |||||||||
Shares canceled for tax withholding on vested stock awards (in shares) | (211) | ||||||||||||
Shares canceled for tax withholding on vested stock awards | (1,743) | (1,743) | $ (1) | (1,742) | |||||||||
Reallocation of equity | 0 | 1,445 | 1,445 | (1,445) | |||||||||
Costs of noncontrolling equity | (466) | (466) | (466) | ||||||||||
Investments by JV partner in consolidated JV and equity reallocation to that partner's return | 0 | (68,760) | (68,760) | 68,760 | |||||||||
Net loss | (375,584) | (353,299) | (353,299) | (13,924) | (8,361) | ||||||||
Ending balance (in shares) at Dec. 31, 2020 | 128,565 | 0 | |||||||||||
Ending balance at Dec. 31, 2020 | $ 1,958,678 | 1,665,673 | $ 1,286 | $ 0 | 2,844,023 | (1,234,224) | 54,588 | 253,225 | 39,780 | ||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Dividends and distributions declared per share of common stock (in dollars per share) | $ 0.30 | ||||||||||||
Contributions | $ 5,845 | 5,845 | |||||||||||
Distributions | (255,545) | (255,545) | |||||||||||
Conversion of Class B-3 common stock to Class A common stock | 0 | ||||||||||||
Issuance and amortization of equity-based compensation (in shares) | 1,471 | ||||||||||||
Issuance and amortization of equity-based compensation | 14,030 | 14,030 | $ 14 | 14,016 | |||||||||
Other comprehensive income/(loss) | (47,421) | (45,802) | (45,802) | (321) | (1,298) | ||||||||
Dividends and distributions declared | (77,076) | (75,292) | (75,292) | (1,784) | |||||||||
Shares canceled for tax withholding on vested stock awards (in shares) | (267) | ||||||||||||
Shares canceled for tax withholding on vested stock awards | (2,615) | (2,615) | $ (2) | (2,613) | |||||||||
Reallocation of equity | 0 | 340 | 340 | (340) | |||||||||
Net loss | (104,581) | (101,046) | (101,046) | (1,732) | (1,803) | ||||||||
Ending balance (in shares) at Dec. 31, 2021 | 129,769 | 0 | |||||||||||
Ending balance at Dec. 31, 2021 | $ 1,491,315 | $ 1,455,288 | $ 1,298 | $ 0 | $ 2,855,766 | $ (1,410,562) | $ 8,786 | $ 1,472 | $ 34,555 | ||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Dividends and distributions declared per share of common stock (in dollars per share) | $ 0.58 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | Aug. 04, 2021 | Apr. 30, 2021 | Feb. 24, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Stockholders' Equity [Abstract] | ||||||
Dividends and distributions declared per share of common stock (in dollars per share) | $ 0.16 | $ 0.14 | $ 0.10 | $ 0.58 | $ 0.30 | $ 1.65 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net loss | $ (104,581) | $ (375,584) | $ (462,648) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Equity in (earnings) losses of unconsolidated ventures | 131,115 | 135,173 | (36,942) |
Depreciation and amortization | 36,399 | 59,766 | 103,220 |
Straight-line rental income | (2,601) | (3,899) | (6,827) |
Amortization of above/below market lease values, net | (98) | (409) | (2,904) |
Amortization of premium/accretion of discount and fees on investments and borrowings, net | (6,706) | (9,485) | (13,109) |
Amortization of deferred financing costs | 12,316 | 12,133 | 9,657 |
Amortization of right-of-use lease assets and operating lease liabilities | 104 | 86 | 101 |
Paid-in-kind interest added to loan principal, net of interest received | (4,818) | 1,446 | (7,784) |
Distributions of cumulative earnings from unconsolidated ventures | 0 | 13,429 | 65,136 |
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | (41,904) | 50,521 | (4,090) |
Realized (gain) loss on mortgage loans and obligations held in securitization trusts, net | 36,623 | 0 | (2,772) |
Realized loss on securities from write-down to fair value | 990 | 32,606 | 0 |
Realized (gain) loss on sale of real estate securities, available for sale | (1,331) | 42,153 | 0 |
Designated hedges and foreign currency translation reclassified to earnings | (30,497) | 0 | 0 |
Realized gain on sale of real estate | (11,911) | (14,599) | 0 |
Realized loss on sale of loans receivable | 0 | 1,457 | 0 |
Provision for (reversal of) loan losses | (1,432) | 78,561 | 220,572 |
Impairment of operating real estate | 0 | 42,814 | 282,749 |
Amortization of equity-based compensation | 14,016 | 4,367 | 10,810 |
Mortgage notes above/below market value amortization | 117 | (666) | 400 |
Realized gain on sales of unconsolidated ventures | (25,451) | 0 | 0 |
Deferred income tax (benefit) expense | (85) | (172) | (4,652) |
Other (gain) loss, net | (1,647) | 23,524 | 9,678 |
Changes in assets and liabilities: | |||
Receivables, net | (1,202) | 13,243 | (9,136) |
Deferred costs and other assets | (3,721) | 12,935 | (14,871) |
Due to related party | (10,059) | (957) | (4,003) |
Other liabilities | (4,906) | (22,087) | 4,591 |
Net cash provided (used in) by operating activities | (21,270) | 96,356 | 137,176 |
Cash flows from investing activities: | |||
Acquisition, origination and funding of loans and preferred equity held for investment, net | (1,758,090) | (296,981) | (1,350,120) |
Repayment on loans and preferred equity held for investment | 485,411 | 434,677 | 465,647 |
Repayment on loans held for sale | 0 | 137,132 | 0 |
Proceeds from sale of real estate | 332,003 | 454,589 | 85,389 |
Cash and restricted cash received related to foreclosure of loans held for investment | 0 | 0 | 3,436 |
Acquisition of and additions to real estate, related intangibles and leasing commissions | (9,923) | (23,210) | (24,218) |
Investments in unconsolidated ventures | (11,953) | (48,934) | (47,938) |
Proceeds from sale of investments in unconsolidated ventures | 198,353 | 108,367 | 115,298 |
Distributions in excess of cumulative earnings from unconsolidated ventures | 47,587 | 25,221 | 212,611 |
Repayment of real estate securities, available for sale, from sales | 10,223 | 149,629 | 0 |
Repayment of real estate securities, available for sale, from cost recovery | 310 | 3,579 | 0 |
Repayment of principal in mortgage loans held in securitization trusts | 78,907 | 76,719 | 47,540 |
Proceeds from sale of beneficial interests of securitization trusts | 28,662 | 0 | 39,848 |
Net receipts on settlement of derivative instruments | 6,351 | 19,637 | 28,890 |
Deposit on investments | 0 | 0 | (372) |
Change in escrow deposits | 36,370 | (37,683) | 7,964 |
Net cash provided (used in) by investing activities | (555,789) | 1,002,742 | (416,025) |
Cash flows from financing activities: | |||
Distributions paid on common stock | (51,916) | (51,707) | (217,721) |
Distributions paid on common stock to noncontrolling interests | (1,221) | (922) | (5,081) |
Shares canceled for tax withholding on vested stock awards | (2,613) | (1,743) | (1,596) |
Borrowings from mortgage notes | 7,196 | 18,618 | 93,582 |
Repayment of mortgage notes | (266,596) | (240,081) | (8,349) |
Borrowings from credit facilities | 1,325,237 | 298,583 | 1,443,118 |
Repayment of credit facilities | (955,292) | (862,592) | (1,709,802) |
Borrowing from securitization bonds | 670,000 | 0 | 840,423 |
Repayment of securitization bonds | 0 | 0 | (81,372) |
Repayment of mortgage obligations issued by securitization trusts | (78,907) | (76,719) | (47,540) |
Payment of deferred financing costs | (11,832) | (6,741) | (16,035) |
Contributions from noncontrolling interests | 5,845 | 200,494 | 156 |
Distributions to noncontrolling interests | (255,545) | (31,252) | (3,000) |
Net cash provided by (used in) financing activities | 384,356 | (754,062) | 286,783 |
Effect of exchange rates on cash, cash equivalents and restricted cash | (764) | (690) | 287 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (193,467) | 344,346 | 8,221 |
Cash, cash equivalents and restricted cash - beginning of period | 540,030 | 195,684 | 187,463 |
Cash, cash equivalents and restricted cash - end of period | 346,563 | 540,030 | 195,684 |
Reconciliation of cash, cash equivalents, and restricted cash to consolidated balance sheets | |||
Cash and cash equivalents | 259,722 | 474,817 | 69,619 |
Restricted cash | 86,841 | 65,213 | 126,065 |
Total cash, cash equivalents and restricted cash | 346,563 | 540,030 | 195,684 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Cash paid for interest | 76,262 | 111,688 | 142,987 |
Cash paid (received) for income taxes, net | 4,827 | (5,961) | (3,093) |
Deconsolidation of securitization trust (VIE asset/liability reductions) | (802,196) | 0 | (1,239,627) |
Deconsolidation of interest in joint ventures | 0 | (5,145) | 0 |
Accrual of distribution payable | 23,912 | (13,164) | 13,164 |
Foreclosure of loans held for investment, net of provision for loan losses | 0 | 0 | 127,356 |
Right-of-use lease assets and operating lease liabilities | 5,435 | (1,393) | 27,496 |
Conversion of Class B-3 common stock to Class A common stock | $ 0 | $ 0 | $ 444 |
Business and Organization
Business and Organization | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Organization | Business and Organization On June 24, 2021, BrightSpire Capital, Inc. (together with its consolidated subsidiaries, the “Company”) changed its name from Colony Credit Real Estate, Inc. As of June 25, 2021, the Company also changed its principal place of business and corporate headquarters from Los Angeles to New York City, now located at 590 Madison Avenue, 33rd Floor, New York, NY 10022. The Company will continue to be publicly traded on the New York Stock Exchange, trading under the new ticker symbol, BRSP. BrightSpire Capital, Inc. is a commercial real estate (“CRE”) credit real estate investment trust (“REIT”) focused on originating, acquiring, financing and managing a diversified portfolio consisting primarily of CRE debt investments and net leased properties predominantly in the United States. CRE debt investments primarily consist of first mortgage loans, which the Company expects to be its primary investment strategy. Additionally, the Company may selectively originate mezzanine loans and make preferred equity investments, which may include profit participations. The mezzanine loans and preferred investments equity may be in conjunction with the Company’s origination of corresponding first mortgages on the same properties. Net leased properties consist of CRE properties with long-term leases to tenants on a net-lease basis, where such tenants generally will be responsible for property operating expenses such as insurance, utilities, maintenance capital expenditures and real estate taxes. The Company will continue to target net leased equity investments on a selective basis. The Company also currently has investments in CRE debt securities primarily consisting of commercial mortgage-backed securities (“CMBS”) (“B-pieces” of a CMBS securitization pool) or CRE collateralized loan obligations (“CLOs”) (including the junior tranches thereof, collateralized by pools of CRE debt investments). The Company was organized in the state of Maryland on August 23, 2017 and maintains key offices in New York, New York and Los Angeles, California. The Company elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, beginning with the taxable year ended December 31, 2018. The Company conducts all activities and holds substantially all assets and liabilities through the Company’s operating subsidiary, BrightSpire Capital Operating Company, LLC, (formerly known as Credit RE Operating Company, LLC, the “OP”). At December 31, 2021, the Company owned 97.7% of the OP, as its sole managing member. The remaining 2.3% is owned as noncontrolling interests. The Internalization On April 30, 2021, the Company completed the internalization of the Company’s management and operating functions and terminated its relationship with CLNC Manager, LLC (the “Manager”), a subsidiary of DigitalBridge Group, Inc., formerly known as Colony Capital, Inc. (“DigitalBridge”), in accordance with that termination agreement dated April 4, 2021 between the Company, the OP, the Manager and Colony Capital Investment Advisors, LLC (the “Termination Agreement,” and the transactions contemplated thereunder, the “Internalization”). Pursuant to the Termination Agreement, the Company paid the Manager a one-time termination fee of $102.3 million. The Company will no longer pay management or incentive fees to the Manager for any post-closing period and the Company has assumed general and administrative expenses directly. The Company achieved a savings in operating costs as a result of the Internalization. Further, in connection with the Internalization, certain affiliates of the Company and the Manager entered into a transition services agreement (“TSA”) to facilitate an orderly internalization transition of the management of the Company’s operations. The TSA expired on September 30, 2021, at which time the Company fully transitioned the management of its operations. The Company’s executive team remains unchanged, including Michael J. Mazzei, Chief Executive Officer; Andrew E. Witt, President and Chief Operating Officer; Frank V. Saracino, Chief Financial Officer and Executive Vice President; David A. Palamé, General Counsel, Secretary and Executive Vice President; George Kok, Chief Credit Officer; and Daniel Katz, Head of Originations. Following the Company’s 2021 Annual Meeting of Stockholders (the “Annual Meeting”), DigitalBridge no longer has affiliated representatives on the Company’s board of directors. The Company’s board of directors is comprised of seven members, including six incumbent independent directors, led by Catherine D. Rice, the Company’s Independent Chairperson, Vernon Schwartz, John Westerfield, Winston W. Wilson, Kim S. Diamond, Catherine F. Long and Michael J. Mazzei, the Company’s Chief Executive Officer. Ms. Diamond and Ms. Long were appointed to the board of directors during 2021. Additionally, certain employees that have contributed substantially to the Company’s investment, underwriting, portfolio and asset management, loan servicing, financial reporting, treasury, legal, tax, credit, risk and compliance responsibilities seamlessly moved forward with the Company. Segment Realignment During the first quarter of 2021, the Company realigned the business and reportable segment information to reflect how the Chief Operating Decision Makers (“CODM”) regularly review and manage the business. Refer to Note 18, “Segment Reporting” for further detail. Impact of COVID-19 The COVID-19 pandemic has negatively impacted CRE credit REITs across the industry, as well as other companies that own and operate commercial real estate investments. Throughout 2020, continuing into the fourth quarter of 2021, countries around the world continued to face healthcare and economic challenges arising from the coronavirus, or COVID-19. Efforts to address the pandemic, such as social distancing, closures or reduced capacity of retail and service outlets, hotels, factories and public venues, often mandated by governments, have had a significant impact on the global economy and financial markets across major industries, including many sectors of real estate. In particular, the Company’s loans and preferred equity held for investment and real estate investments in the hospitality and retail sectors have experienced or anticipate a myriad of challenges, including, but not limited to: significant declines in operating cash flows of the Company’s investments which in turn affect their ability to meet debt service and covenant requirements on investment-level debt (non-recourse to the Company); flexible lease payment terms sought by tenants; increased property operating costs such as labor and supplies as a result of COVID-19; potential payment defaults on the Company's loans and preferred equity held for investment; and a distressed market affecting real estate values in general. The COVID-19 crisis may also lead to heightened risk of litigation at the investment and corporate level, with an ensuing increase in litigation and related costs. The volatility in equity and debt markets, and the economic fallout from COVID-19 may affect the valuation of the Company’s financial assets, carried at fair value. The Company’s consideration and assessment of impairment is discussed further in Note 3, “Loans and Preferred Equity Held for Investment, net,” Note 5, “Real Estate Securities, Available for Sale,” Note 6, “Real Estate, net and Real Estate Held for Sale” and Note 14, “Fair Value.” A prolonged economic downturn as a result of efforts to contain COVID-19 may continue to negatively affect the Company’s financial condition and results of operations. While the extent and duration of the broad effects of COVID-19 on the global economy and the Company remain unclear, the Company believes it has materially addressed overall recoverability in value across its assets based upon external factors known to date and assumptions using the Company’s best estimate at this time. The Company will continue to monitor the progress of the COVID-19 crisis and reassess its effects on the Company’s results of operations and recoverability in value across its assets as conditions change. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The significant accounting policies of the Company are described below. The accounting policies of the Company’s unconsolidated ventures are substantially similar to those of the Company. Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All significant intercompany accounts and transactions have been eliminated. The portions of equity, net income and other comprehensive income of consolidated subsidiaries that are not attributable to the parent are presented separately as amounts attributable to noncontrolling interests in the consolidated financial statements. Use of Estimates The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates and assumptions. Restructuring Charges On April 4, 2021, the Company entered into the Termination Agreement with the Manager whereby its management agreement terminated on April 30, 2021. The termination of the management agreement resulted in a material change in the management structure of the Company, and was accounted for under ASC 420, Exit or disposal cost obligations. The one-time payment made to the Manager under the Termination Agreement, and other associated costs, were recorded within restructuring charges on the consolidated statement of operations. Se e Note 20, “Restructuring Charges” for additional discussion of the Company’s internalization. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its controlled subsidiaries. The portions of the equity, net income and other comprehensive income of consolidated subsidiaries that are not attributable to the parent are presented separately as amounts attributable to noncontrolling interests in the consolidated financial statements. The Company consolidates entities in which it has a controlling financial interest by first considering if an entity meets the definition of a variable interest entity (“VIE”) for which the Company is deemed to be the primary beneficiary, or if the Company has the power to control an entity through a majority of voting interest or through other arrangements. Variable Interest Entities Variable Interest Entities— A VIE is an entity that either (i) lacks sufficient equity to finance its activities without additional subordinated financial support from other parties; (ii) whose equity holders lack the characteristics of a controlling financial interest; or (iii) is established with non-substantive voting rights. A VIE is consolidated by its primary beneficiary, which is defined as the party who has a controlling financial interest in the VIE through (a) power to direct the activities of the VIE that most significantly affect the VIE’s economic performance, and (b) obligation to absorb losses or right to receive benefits of the VIE that could be significant to the VIE. The Company also considers interests held by its related parties, including de facto agents. The Company assesses whether it is a member of a related party group that collectively meets the power and benefits criteria and, if so, whether the Company is most closely associated with the VIE. In performing the related party analysis, the Company considers both qualitative and quantitative factors, including, but not limited to: the amount and characteristics of its investment relative to the related party; the Company’s and the related party’s ability to control or significantly influence key decisions of the VIE including consideration of involvement by de facto agents; the obligation or likelihood for the Company or the related party to fund operating losses of the VIE; and the similarity and significance of the VIE’s business activities to those of the Company and the related party. The determination of whether an entity is a VIE, and whether the Company is the primary beneficiary, may involve significant judgment, including the determination of which activities most significantly affect the entities’ performance, and estimates about the current and future fair values and performance of assets held by the VIE. Voting Interest Entities— Unlike VIEs, voting interest entities have sufficient equity to finance their activities and equity investors exhibit the characteristics of a controlling financial interest through their voting rights. The Company consolidates such entities when it has the power to control these entities through ownership of a majority of the entities’ voting interests or through other arrangements. At each reporting period, the Company reassesses whether changes in facts and circumstances cause a change in the status of an entity as a VIE or voting interest entity, and/or a change in the Company’s consolidation assessment. Changes in consolidation status are applied prospectively. An entity may be consolidated as a result of this reassessment, in which case, the assets, liabilities and noncontrolling interest in the entity are recorded at fair value upon initial consolidation. Any existing equity interest held by the Company in the entity prior to the Company obtaining control will be remeasured at fair value, which may result in a gain or loss recognized upon initial consolidation. However, if the consolidation represents an asset acquisition of a voting interest entity, the Company’s existing interest in the acquired assets, if any, is not remeasured to fair value but continues to be carried at historical cost. The Company may also deconsolidate a subsidiary as a result of this reassessment, which may result in a gain or loss recognized upon deconsolidation depending on the carrying values of deconsolidated assets and liabilities compared to the fair value of any interests retained. As of December 31, 2021, the Company has identified certain consolidated and unconsolidated VIEs. Assets of each of the VIEs, other than the OP, may only be used to settle obligations of the respective VIE. Creditors of each of the VIEs have no recourse to the general credit of the Company. Consolidated VIEs The Company’s operating subsidiary, the OP, is a limited liability company that has governing provisions that are the functional equivalent of a limited partnership. The Company holds the majority of membership interest in the OP, is the managing member of the OP and exercises full responsibility, discretion and control over the day-to-day management of the OP. The noncontrolling interests in the OP do not have substantive liquidation rights, substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of noncontrolling interest members (including by such a member unilaterally). The absence of such rights, which represent voting rights in a limited partnership equivalent structure, would render the OP to be a VIE. The Company, as managing member, has the power to direct the core activities of the OP that most significantly affect the OP’s performance, and through its majority interest in the OP, has both the right to receive benefits from and the obligation to absorb losses of the OP. Accordingly, the Company is the primary beneficiary of the OP and consolidates the OP. As the Company conducts its business and holds its assets and liabilities through the OP, the total assets and liabilities of the OP represent substantially all of the total consolidated assets and liabilities of the Company. Other consolidated VIEs include the Investing VIEs (as defined and discussed below) and certain operating real estate properties that have noncontrolling interests. At December 31, 2021, the noncontrolling interests in the operating real estate properties represent third party joint venture partners with ownership ranging from 5.0% to 11.0%. These noncontrolling interests do not have substantive kick-out nor participating rights. Investing VIEs The Company’s investments in securitization financing entities (“Investing VIEs”) include subordinate first-loss tranches of securitization trusts, which represent interests in such VIEs. Investing VIEs are structured as pass through entities that receive principal and interest payments from the underlying debt collateral assets and distribute those payments to the securitization trust’s certificate holders, including the most subordinate tranches of the securitization trust. Generally, a securitization trust designates the most junior subordinate tranche outstanding as the controlling class, which entitles the holder of the controlling class to unilaterally appoint and remove the special servicer for the trust, and as such may qualify as the primary beneficiary of the trust. If it is determined that the Company is the primary beneficiary of an Investing VIE as a result of acquiring the subordinate first-loss tranches of the securitization trust, the Company would consolidate the assets, liabilities, income and expenses of the entire Investing VIE. The assets held by an Investing VIE are restricted and can only be used to fulfill its own obligations. The obligations of an Investing VIE have neither any recourse to the general credit of the Company as the consolidating parent entity of an Investing VIE, nor to any of the Company’s other consolidated entities. As of December 31, 2021, the Company held subordinate tranches of a securitization trust in one Investing VIE for which the Company has determined it is the primary beneficiary because it has the power to direct the activities that most significantly impact the economic performance of the securitization trust. The Company’s subordinate tranches of the securitization trust, which represents the retained interest and related interest income, are eliminated in consolidation. As a result, all of the assets, liabilities (obligations to the certificate holders of the securitization trust, less the Company’s retained interest from the subordinate tranches of the securitization trust), income and expenses of the Investing VIE are presented in the consolidated financial statements of the Company although the Company legally owns the subordinate tranches of the securitization trust only. Regardless of the presentation, the Company’s consolidated financial statements of operations ultimately reflect the net income attributable to its retained interest in the subordinate tranches of the securitization trust. During the year ended December 31, 2021, the Company recognized unrealized gains of $41.9 million and realized losses of $36.6 million. In the second quarter of 2021, the Company sold its retained investments in the subordinate tranches of one securitization trust for $28.7 million in total proceeds. In connection with the sale, the Company recognized an unrealized gain of $19.5 million. The Company also recognized a realized loss of $19.5 million when the accumulated losses related to the retained investment were reversed and subsequently recorded to realized loss on mortgage loans and obligations held in securitization trusts, net. The Company deconsolidated the securitization trust with gross assets and liabilities of approximately $830.9 million and $802.2 million, respectively, which excludes accrued interest receivable and payable amounts of $3.0 million and $2.8 million, respectively. During the year ended December 31, 2021, the Company recorded a realized loss of $17.1 million related to the sale of two underlying loans held within one of its retained investments in the subordinate tranches of a securitization trust. The Company also recorded an unrealized gain of $13.8 million when the accumulated losses related to the retained investment were reversed and subsequently recorded to realized loss on mortgage loans and obligations held in securitization trusts, net. The realized losses were previously included in the Company’s loss projections and therefore no additional fair value write downs were required. Refer to Note 5, “Real Estate Securities, Available for Sale” for further discussion. The Company elected the fair value option for the initial recognition of the assets and liabilities of its consolidated Investing VIEs. Interest income and interest expense associated with the Investing VIEs are presented separately on the consolidated statements of operations, and the assets and liabilities of the Investing VIEs are separately presented as “Mortgage loans held in securitization trusts, at fair value” and “Mortgage obligations issued by securitization trusts, at fair value,” respectively, on the consolidated balance sheets. Refer to Note 14, “Fair Value” for further discussion. The Company has adopted guidance issued by the Financial Accounting Standards Board (“FASB”), allowing the Company to measure both the financial assets and liabilities of a qualifying collateralized financing entity (“CFE”), such as its Investing VIEs, using the fair value of either the CFE’s financial assets or financial liabilities, whichever is more observable. A CFE is a VIE that holds financial assets, issues beneficial interests in those assets and has no more than nominal equity, and the beneficial interests have contractual recourse only to the related assets of the CFE. As the liabilities of the Company’s Investing VIEs are marketable securities with observable trade data, their fair value is more observable and is referenced to determine fair value of the assets of its Investing VIEs. Refer to Note 14, “Fair Value” for further discussion. Unconsolidated VIEs As of December 31, 2021 the Company identified unconsolidated VIEs related to its CRE debt investments. As of December 31, 2020, the Company identified unconsolidated VIEs related to its securities investments, indirect interests in real estate through real estate private equity funds (“PE Investments”) and CRE debt investments. Based on management’s analysis, the Company determined that it is not the primary beneficiary of the above VIEs. Accordingly, the VIEs are not consolidated in the Company’s financial statements as of December 31, 2021 or 2020. Assets of each of the VIEs may only be used to settle obligations of the respective VIE. Creditors of each of the VIEs have no recourse to the general credit of the Company. The following table presents the Company’s classification, carrying value and maximum exposure of unconsolidated VIEs as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Carrying Value Maximum Exposure to Loss Carrying Value Maximum Exposure to Loss Loans and preferred equity held for investment, net $ — $ — $ 18,141 $ 18,141 Real estate securities, available for sale — — 10,389 10,188 Investments in unconsolidated ventures 16,200 16,200 298,554 323,608 Total assets $ 16,200 $ 16,200 $ 327,084 $ 351,937 The Company did not provide financial support to the unconsolidated VIEs during the years ended December 31, 2021 and 2020. As of December 31, 2021 and 2020, there were no explicit arrangements or implicit variable interests that could require the Company to provide financial support to the unconsolidated VIEs. The maximum exposure to loss of real estate securities, available for sale was determined as the amortized cost. See Note 5, “Real Estate Securities, Available for Sale” for further discussion on fair value of the real estate securities. The maximum exposure to loss of investments in unconsolidated ventures and loans and preferred equity held for investment, net was determined as the carrying value plus any future funding commitments. Refer to Note 3, “Loans and Preferred Equity Held for Investment, net” and Note 17, “Commitments and Contingencies” for further discussion. Noncontrolling Interests Noncontrolling Interests in Investment Entities— This represents interests in consolidated investment entities held by third party joint venture partners and prior to the closing of the Company’s formation transactions (the “Combination”) on January 31, 2018, such interests held by private funds managed by DigitalBridge. Subsequent to the Combination, the Company entered into a preferred financing arrangement with Goldman Sachs (“GS”) limited to interests in four co-investments and a triple-net industrial distribution center. During the fourth quarter of 2021, four co-investments were sold in the Co-Invest Portfolio Sale (refer to Note 4, “Investments in Unconsolidated Ventures” for more details on this transaction). Allocation of net income or loss is generally based upon relative ownership interests held by equity owners in each investment entity, or based upon contractual arrangements that may provide for disproportionate allocation of economic returns among equity interests, including using a hypothetical liquidation at book value (“HLBV”) basis, where applicable and substantive. HLBV uses a balance sheet approach, which measures each party’s capital account at the end of a period assuming that the subsidiary was liquidated or sold at book value. Each party’s share of the subsidiary’s earnings or loss is calculated by measuring the change in the party’s capital account from the beginning of the period in question to the end of period, adjusting for effects of distributions and new investments. Noncontrolling Interests in the Operating Partnership— This represents membership interests in the OP held by an affiliate of DigitalBridge. Noncontrolling interests in the OP are allocated a share of net income or loss in the OP based on their weighted average ownership interest in the OP during the period. Noncontrolling interests in the OP have the right to require the OP to redeem part or all of the membership units in the OP for cash based on the market value of an equivalent number of shares of Class A common stock at the time of redemption, or at the Company’s election as managing member of the OP, through the issuance of shares of Class A common stock on a one-for-one basis. At the end of each reporting period, noncontrolling interests in the OP is adjusted to reflect their ownership percentage in the OP at the end of the period, through a reallocation between controlling and noncontrolling interests in the OP, as applicable. Comprehensive Income (Loss) The Company reports consolidated comprehensive income (loss) in separate statements following the consolidated statements of operations. Comprehensive income (loss) is defined as the change in equity resulting from net income (loss) and other comprehensive income (“OCI”). The components of OCI include unrealized gain (loss) on CRE debt securities available for sale for which the fair value option was not elected, gain (loss) on derivative instruments used in the Company’s risk management activities used for economic hedging purposes (“designated hedges”), and gain (loss) on foreign currency translation. Fair Value Measurement Fair value is based on an exit price, defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Where appropriate, the Company makes adjustments to estimated fair values to appropriately reflect counterparty credit risk as well as the Company’s own credit-worthiness. The estimated fair value of financial assets and financial liabilities are categorized into a three-tier hierarchy, prioritized based on the level of transparency in inputs used in the valuation techniques, as follows: Level 1— Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2— Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in non-active markets, or valuation techniques utilizing inputs that are derived principally from or corroborated by observable data directly or indirectly for substantially the full term of the financial instrument. Level 3— At least one assumption or input is unobservable and it is significant to the fair value measurement, requiring significant management judgment or estimate. Where the inputs used to measure the fair value of a financial instrument fall into different levels of the fair value hierarchy, the financial instrument is categorized within the hierarchy based on the lowest level of input that is significant to its fair value measurement. Fair Value Option The fair value option provides an option to elect fair value as an alternative measurement for selected financial instruments. Gains and losses on items for which the fair value option has been elected are reported in earnings. The fair value option may be elected only upon the occurrence of certain specified events, including when the Company enters into an eligible firm commitment, at initial recognition of the financial instrument, as well as upon a business combination or consolidation of a subsidiary. The election is irrevocable unless a new election event occurs. The Company has elected the fair value option for PE Investments. The Company has also elected the fair value option to account for the eligible financial assets and liabilities of its consolidated Investing VIEs in order to mitigate potential accounting mismatches between the carrying value of the instruments and the related assets and liabilities to be consolidated. The Company has adopted the measurement alternative allowing the Company to measure both the financial assets and financial liabilities of a qualifying CFE it consolidates using the fair value of either the CFE’s financial assets or financial liabilities, whichever is more observable. Business Combinations Definition of a Business— The Company evaluates each purchase transaction to determine whether the acquired assets meet the definition of a business. If substantially all of the fair value of gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the set of transferred assets and activities is not a business. If not, for an acquisition to be considered a business, it would have to include an input and a substantive process that together significantly contribute to the ability to create outputs (i.e., there is a continuation of revenue before and after the transaction). A substantive process is not ancillary or minor, cannot be replaced without significant costs, effort or delay or is otherwise considered unique or scarce. To qualify as a business without outputs, the acquired assets would require an organized workforce with the necessary skills, knowledge and experience that performs a substantive process. Asset Acquisitions— For acquisitions that are not deemed to be businesses, the assets acquired are recognized based on their cost to the Company as the acquirer and no gain or loss is recognized. The cost of assets acquired in a group is allocated to individual assets within the group based on their relative fair values and does not give rise to goodwill. Transaction costs related to the acquisition of assets are included in the cost basis of the assets acquired. Business Combinations— The Company accounts for acquisitions that qualify as business combinations by applying the acquisition method. Transaction costs related to the acquisition of a business are expensed as incurred and excluded from the fair value of consideration transferred. The identifiable assets acquired, liabilities assumed and noncontrolling interests in an acquired entity are recognized and measured at their estimated fair values. The excess of the fair value of consideration transferred over the fair values of identifiable assets acquired, liabilities assumed and noncontrolling interests in an acquired entity, net of fair value of any previously held interest in the acquired entity, is recorded as goodwill. Such valuations require management to make significant estimates and assumptions. Cash and Cash Equivalents Short-term, highly liquid investments with original maturities of three months or less are considered to be cash equivalents. The Company did not have any cash equivalents at December 31, 2021 or December 31, 2020. The Company’s cash is held with major financial institutions and may at times exceed federally insured limits. Restricted Cash Restricted cash consists primarily of borrower escrow deposits, tenant escrow deposits and real estate capital expenditure reserves. Loans and Preferred Equity Held for Investment The Company originates and purchases loans and preferred equity held for investment. The accounting framework for loans and preferred equity held for investment depends on the Company’s strategy whether to hold or sell the loan, whether the loan was credit-impaired at the time of acquisition, or if the lending arrangement is an acquisition, development and construction loan. Loans and Preferred Equity Held for Investment Loans and preferred equity that the Company has the intent and ability to hold for the foreseeable future are classified as held for investment. Originated loans and preferred equity are recorded at amortized cost, or outstanding unpaid principal balance plus exit fees less net deferred loan fees. Net deferred loan fees include unamortized origination and other fees charged to the borrower less direct incremental loan origination costs incurred by the Company. Purchased loans and preferred equity are recorded at amortized cost, or unpaid principal balance plus purchase premium or less unamortized discount. Costs to purchase loans and preferred equity are expensed as incurred. Interest Income— Interest income is recognized based upon contractual interest rate and unpaid principal balance of the loans and preferred equity investments. Net deferred loan fees on originated loans and preferred equity investments are deferred and amortized as adjustments to interest income over the expected life of the loans and preferred equity investments using the effective yield method. Premium or discount on purchased loans and preferred equity investments are amortized as adjustments to interest income over the expected life of the loans and preferred equity investments using the effective yield method. When a loan or preferred equity investment is prepaid, prepayment fees and any excess of proceeds over the carrying amount of the loan or preferred equity investment is recognized as additional interest income. The Company has debt investments in its portfolio that contain a payment-in-kind (“PIK”) provision. Contractual PIK interest, which represents contractually deferred interest added to the loan balance that is due at the end of the loan term, is generally recorded on an accrual basis to the extent such amounts are expected to be collected. The Company will generally cease accruing PIK interest if there is insufficient value to support the accrual or management does not expect the borrower to be able to pay all principal and interest due. Nonaccrual— Accrual of interest income is suspended on nonaccrual loans and preferred equity investments. Loans and preferred equity investments that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status. Interest receivable is reversed against interest income when loans and preferred equity investments are placed on nonaccrual status. Interest collected is recognized on a cash basis by crediting income when received; or if ultimate collectability of loan and preferred equity principal is uncertain, interest collected is recognized using a cost recovery method by applying interest collected as a reduction to loan and preferred equity carrying value. Loans and preferred equity investments may be restored to accrual status when all principal and interest are current and full repayment of the remaining contractual principal and interest are reasonably assured. Loans Held for Sale Loans that the Company intends to sell or liquidate in the foreseeable future are classified as held for sale. Loans held for sale are carried at the lower of amortized cost or fair value less disposal cost, with valuation changes recognized as impairment loss. Loans held for sale are not subject to allowance for loan losses. Net deferred loan origination fees and loan purchase premiums or discounts are deferred and capitalized as part of the carrying value of the held for sale loan until the loan is sold, therefore included in the periodic valuation adjustments based on lower of cost or fair value less disposal cost. At December 31, 2021 and December 31, 2020, the Company had no loans classified as held for sale. Acquisition, Development and Construction (“ADC”) Arrangements The Company provides loans to third party developers for the acquisition, development and construction of real estate. Under an ADC arrangement, the Company participates in the expected residual profits of the project through the sale, refinancing or other use of the property. The Company evaluates the characteristics of each ADC arrangement, including its risks and rewards, to determine whether they are more similar to those associated with a loan or an investment in real estate. ADC arrangements with characteristics implying loan classification are presented as loans held for investment and result in the recognition of interest income. ADC arrangements with characteristics implying real estate joint ventures are presented as investments in unconsolidated joint ventures and are accounted for using the equity method. The classification of each ADC arrangement as either loan receivable or real estate joint venture involves significant judgment and relies on various factors, including market conditions, amount and timing of expected residual profits, credit enhancements in the form of guaranties, estimated fair value of the collateral, and significance of borrower equity in the project, among others. The classification of ADC arrangements is performed at inception, and periodically reassessed when significant changes occur in the circumstances or conditions described above. Operating Real Estate Real Estate Acquisitions— Real estate acquired in acquisitions that are deemed to be business combinations is recorded at the fair values of the acquired components at the time of acquisition, allocated among land, buildings, improvements, equipment and lease-related tangible and identifiable intangible assets and liabilities, including forgone leasing costs, in-place lease values and above- or below-market lease values. Real estate acquired in acquisitions that are deemed to be asset acquisitions is recorded at the total value of consideration transferred, including transaction costs, and allocated to the acquired components based upon relative fair value. The estimated fair value of acquired land is derived from recent comparable sales of land and listings within the same local region based on available market data. The estimated fair value of acquired buildings and building improvements is derived from comparable sales, discounted cash flow analysis using market-based assumptions, or replacement cost, as appropriate. The fair value of site and tenant improvements is estimated based upon current market replacement costs and other relevant market rate information. Real Estate Held for Investment Real estate held for investment is carried at cost less accumulated depreciation. Costs Capitalized or Expensed— Expenditures for ordinary repairs and maintenance are expensed as incurred, while expenditures for significant renovations that improve or extend the useful life of the asset are capitalized and depreciated over their estimated useful lives. Depreciation— Real estate held for investment, other than land, is depreciated on a straight-line basis over the estimated useful lives of the assets, as follows: Real Estate Assets Term Building (fee interest) 7 to 48 years Building leasehold interests Lesser of remaining term of the lease or remaining life of the building Building improvements Lesser of the useful life or remaining life of the building Land improvements 1 to 15 years Tenant improvements Lesser of the useful life or remaining term of the lease Furniture, fixtures and equipment 2 to 8 years Impairment— The Company evaluates its real estate held for investment for impairment periodically or whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. The Company |
Loans and Preferred Equity Held
Loans and Preferred Equity Held for Investment, net | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Loans and Preferred Equity Held for Investment, net | Loans and Preferred Equity Held for Investment, net The following table provides a summary of the Company’s loans and preferred equity held for investment, net (dollars in thousands): December 31, 2021 December 31, 2020 Unpaid Principal Balance Carrying Value Weighted Average Coupon (1) Weighted Average Maturity in Years Unpaid Principal Balance Carrying Value Weighted Average Coupon (1) Weighted Average Maturity in Years Fixed rate Mezzanine loans $ 105,636 $ 105,505 12.4 % 3.0 $ 155,803 $ 155,225 12.8 % 4.0 Preferred equity interests — — — % — 18,680 18,681 15.0 % 2.7 105,636 105,505 174,483 173,906 Variable rate Senior loans 1,576,439 1,564,940 4.6 % 3.7 1,029,760 1,026,846 5.4 % 3.4 Securitized loans (2) 1,806,583 1,803,042 4.2 % 3.5 1,006,495 1,004,698 5.1 % 3.4 Mezzanine loans 12,000 12,120 11.5 % 0.7 12,000 12,120 11.5 % 1.7 Preferred equity interests — — — % — 3,118 3,118 5.3 % — 3,395,022 3,380,102 2,051,373 2,046,782 Loans and preferred equity held for investment 3,500,658 3,485,607 2,225,856 2,220,688 Allowance for loan losses NA (36,598) NA (37,191) Loans and preferred equity held for investment, net $ 3,500,658 $ 3,449,009 $ 2,225,856 $ 2,183,497 _________________________________________ (1) Calculated based on contractual interest rate. (2) Represents loans transferred into securitization trusts that are consolidated by the Company. The weighted average maturity, including extensions, of loans and preferred equity investments was 3.6 years at December 31, 2021. At December 31, 2020, the weighted average maturity, including extensions, of loans and preferred equity investments was 3.5 years. The Company had $9.5 million and $7.0 million of interest receivable related to its loans and preferred equity held for investment, net as of December 31, 2021 and December 31, 2020, respectively. This is included in receivables, net on the Company’s consolidated balance sheets. Activity relating to the Company’s loans and preferred equity held for investment, net was as follows (dollars in thousands): Year Ended December 31, 2021 (1) 2020 (2) Balance at January 1 $ 2,183,497 $ 2,576,332 Acquisitions/originations/additional funding 1,758,090 296,981 Loan maturities/principal repayments (501,007) (476,335) Transfer to loans held for sale — (154,370) Discount accretion/premium amortization 6,706 7,766 Capitalized interest 1,130 (1,446) Provision for loan losses 593 (85,744) Effect of CECL adoption (3) — (20,847) Charge-off — 41,160 Balance at December 31 $ 3,449,009 $ 2,183,497 _________________________________________ (1) Provision for loan losses excludes $0.4 million as of December 31, 2021, determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. (2) Provision for loan losses includes $5.2 million for a loan that was subsequently transferred to held for sale during the second quarter of 2020 and the net provision recorded upon loan repayment totaling $2.7 million during the year ended December 31, 2020. Additionally, provision for loan losses excludes $1.3 million determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. (3) Calculated by the Company’s PD/LGD model upon CECL adoption on January 1, 2020. See Note 2, “Summary of Significant Accounting Polices” for further details. Nonaccrual and Past Due Loans and Preferred Equity Loans and preferred equity that are 90 days or more past due as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status. As of December 31, 2021 and December 31, 2020, the Company did not have any loans and preferred equity on nonaccrual status. The following table provides an aging summary of loans and preferred equity held for investment at carrying values before allowance for loan losses, if any (dollars in thousands): Current or Less Than 30 Days Past Due 30-59 Days Past Due 60-89 Days Past Due 90 Days or More Past Due Total Loans December 31, 2021 $ 3,485,607 $ — $ — $ — $ 3,485,607 December 31, 2020 2,220,688 — — — 2,220,688 San Jose, California Hotel Senior Loan The onset of the COVID-19 pandemic in the spring of 2020 created challenges, which included lower occupancy rates, weaker financial performance and borrower funding of approximately $18.6 million of shortfalls to maintain operations, which ultimately led the borrower to close the San Jose, California hotel and file for Chapter 11 bankruptcy in March 2021. The Company entered into a restructuring support agreement with the borrower with respect to the bankruptcy process, in the Company’s capacity as the sole secured creditor. The bankruptcy court authorized the rejection of the existing hotel management agreement and approved a restructuring plan for the borrower to exit bankruptcy with Signia by Hilton as the new brand and hotel manager at the hotel and a $25 million mezzanine loan to support re-opening the hotel, property improvement plans, certain operating expenses and all expenses associated with the bankruptcy process. On May 18, 2021, the bankruptcy court issued a confirmation order approving the amended and restated senior mortgage loan terms and the Company’s right to rely on such order to finalize documents with the Company’s borrower as it emerges from bankruptcy in accordance with the third amended joint Chapter 11 plan of reorganization. In the fourth quarter of 2021, the Company amended and restated the senior mortgage loan, subject to customary closing conditions, in the amount of $184.9 million, an upsize which reflects accrued interest and fees during the non-accrual period, collapsing the prior preferred equity investment into the restated senior mortgage loan and certain other costs and expenses associated with bankruptcy. The San Jose Hotel is scheduled to reopen in the first quarter of 2022. As the bankruptcy plan and loan terms were approved in the second quarter of 2021 and the Company’s senior loan documents were substantively finalized during the third quarter of 2021, for the three months ended September 30, 2021 the Company reinstated the loan investment and recognized $6.1 million of interest income on the consolidated statement of operations, of which $3.7 million relates to past due interest during the non-accrual period of February 2021 through June 2021 and $2.4 million relates to interest income during the third quarter of 2021. Additionally, the Company recognized $0.7 million of other income on the consolidated statement of operations related to late fees during the three months ended September 30, 2021. During the fourth quarter of 2021, the San Jose, California hotel senior loan is performing in accordance with the contractual terms. Senior Loan Collateralized by Student Housing Property Subsequent to December 31, 2021, the Company received a $36.5 million repayment on one senior loan collateralized by a student housing property, which was $1.3 million less than the unpaid principal balance. As such, during the fourth quarter of 2021, the Company had recorded a $1.3 million provision for loan loss on the loan. Allowance for Loan Losses Changes in allowance for loan losses on loans are presented below (dollars in thousands): Year Ended December 31, 2021 2020 2019 Allowance for loan losses at beginning of period $ 37,191 $ 272,624 $ 109,328 Effect of CECL adoption (1) — 21,093 — Provision for loan losses (2)(3) (593) 85,497 220,572 Charge-off — (41,160) (46,693) Transfer to loans held for sale — (300,863) (10,583) Allowance for loan losses at end of period (4)(5) $ 36,598 $ 37,191 $ 272,624 _________________________________________ (1) Calculated by the Company’s PD/LGD model upon CECL adoption on January 1, 2020. See Note 2, “Summary of Significant Accounting Policies” for further details. (2) For the year ended December 31, 2021, provision for loan losses excludes $0.4 million, which were determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. (3) For the year ended December 31, 2020, provision for loan losses excludes $1.3 million, which were determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. Provision for loan losses includes $5.2 million for a loan that was subsequently transferred to held for sale during the second quarter of 2020 and net provision recorded upon loan repayment totaling $2.7 million during the year ended December 31, 2020. (4) Includes $35.3 million related to the Company’s PD/LGD model at December 31, 2021 and $1.3 million related to a loan, which was evaluated individually. (5) At December 31, 2020, includes $37.2 million related to the Company’s PD/LGD model. Credit Quality Monitoring Loan and preferred equity investments are typically loans secured by direct senior priority liens on real estate properties or by interests in entities that directly own real estate properties, which serve as the primary source of cash for the payment of principal and interest. The Company evaluates its loan and preferred equity investments at least quarterly and differentiates the relative credit quality principally based on: (i) whether the borrower is currently paying contractual debt service in accordance with its contractual terms; and (ii) whether the Company believes the borrower will be able to perform under its contractual terms in the future, as well as the Company’s expectations as to the ultimate recovery of principal at maturity. As of December 31, 2021, all loans were performing in accordance with the contractual terms of their governing documents and were categorized as performing loans. There were no loans held for investment with contractual payments past due as of December 31, 2020. For the years ended December 31, 2021 and December 31, 2020, no debt investment contributed more than 10.0% of interest income. The following tables provide a summary by carrying values before any allowance for loan losses of the Company’s loans and preferred equity held for investment by year of origination and credit quality risk ranking (dollars in thousands) as of December 31, 2021 and December 31, 2020, respectively. Refer to Note 2, “Summary of Significant Accounting Policies—Accounting Standards Adopted in 2020—Credit Losses” for loans risk ranking definitions. December 31, 2021 2021 2020 2019 2018 2017 Total Senior loans Risk Rankings: 2 $ 242,850 $ 109,103 $ 70,811 $ — $ — $ 422,764 3 1,393,307 72,359 443,162 262,147 34,036 2,205,011 4 — — 396,395 304,477 — 700,872 5 — — 39,335 — — 39,335 Total Senior loans 1,636,157 181,462 949,703 566,624 34,036 3,367,982 Mezzanine loans Risk Rankings: 3 — — 38,796 4,489 — 43,285 4 — — 62,220 — 12,120 74,340 Total Mezzanine loans — — 101,016 4,489 12,120 117,625 Total Loans and preferred equity held for investment $ 1,636,157 $ 181,462 $ 1,050,719 $ 571,113 $ 46,156 $ 3,485,607 December 31, 2020 2020 2019 2018 2017 2016 Prior Total Senior loans Risk Rankings: 3 $ 176,851 $ 344,871 $ 260,391 $ 33,645 $ — $ — $ 815,758 4 — 812,255 403,531 — — — 1,215,786 Total Senior loans 176,851 1,157,126 663,922 33,645 — — 2,031,544 Mezzanine loans Risk Rankings: 4 — 92,261 62,964 12,120 — — 167,345 Total Mezzanine loans — 92,261 62,964 12,120 — — 167,345 Preferred equity interests and other Risk Rankings: 4 3,118 — 18,681 — — — 21,799 Total Preferred equity interests and other 3,118 — 18,681 — — — 21,799 Total Loans and preferred equity held for investment $ 179,969 $ 1,249,387 $ 745,567 $ 45,765 $ — $ — $ 2,220,688 The year ended December 31, 2021 average risk rating for loans and preferred equity held for investment was 3.1. The year ended December 31, 2020 average risk rating for loans and preferred equity held for investment was 3.7. Lending Commitments |
Investments in Unconsolidated V
Investments in Unconsolidated Ventures | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Ventures | Investments in Unconsolidated Ventures Summary The Company’s investments in unconsolidated ventures represent noncontrolling equity interests in various entities, as follows (dollars in thousands): December 31, 2021 December 31, 2020 Equity method investments $ 16,185 $ 366,481 Investments under fair value option 4,406 6,883 Investments in Unconsolidated Ventures $ 20,591 $ 373,364 Equity Method Investments Investment Ventures Certain of the Company’s equity method investments are structured as joint ventures with one or more private funds or other investment vehicles managed by DigitalBridge with third party joint venture partners. These investment entities are generally capitalized through equity contributions from the members, although certain investments are leveraged through various financing arrangements. The assets of the equity method investment entities may only be used to settle the liabilities of these entities and there is no recourse to the general credit of the Company nor the other investors for the obligations of these investment entities. Neither the Company nor the other investors are required to provide financial or other support in excess of their capital commitments. The Company’s exposure to the investment entities is limited to its equity method investment balance as of December 31, 2021 and December 31, 2020, respectively. The Company’s investments accounted for under the equity method are summarized below (dollars in thousands): Carrying Value Investments Description December 31, 2021 December 31, 2020 ADC investments (1)(2)(3) Interests in three acquisition, development and construction loans in which the Company participates in residual profits from the projects, and the risk and rewards of the arrangements are more similar to those associated with investments in joint ventures $ — $ 57,481 Other investment ventures (1)(4) Interest in one investment backed by a triple-net-leased industrial portfolio 16,185 309,000 _________________________________________ (1) The Company’s ownership interest in ADC investments and other investment ventures varies and represents capital contributed to date and may not be reflective of the Company’s economic interest in the entity because of provisions in operating agreements governing various matters, such as classes of partner or member interests, allocations of profits and losses, preferential returns and guaranty of debt. Each equity method investment has been determined to be a VIE for which the Company was not deemed to be the primary beneficiary or a voting interest entity in which the Company does not have the power to control through a majority of voting interest or through other arrangements. (2) The Company owns varying levels of stated equity interests in certain ADC investments, as well as profit participation interests in real estate ventures without a stated ownership interest in other ADC investments. (3) At December 31, 2020, included two investments with a carrying value of $57.5 million that were contributed to a preferred financing arrangement. Both investments were sold in the fourth quarter of 2021 as part of the Co-Invest Portfolio Sale. See Note 13, “Noncontrolling Interests,” for further information. (4) At December 31, 2020, included four investments with a carrying value of $194.9 million that were contributed to a preferred financing arrangement. These investments were sold in the fourth quarter of 2021 as part of the Co-Invest Portfolio Sale. See Note 13, “Noncontrolling Interests,” for further information. Under the fair value option, loans and preferred equity investments are measured each reporting period based on their exit values in an orderly transaction. Fair value adjustments recorded on each of these investments is included in equity in earnings of unconsolidated ventures on the Company’s consolidated statements of operations. Los Angeles, California Mixed-Use Project—Third Party $275 million Construction Mezzanine Loan Upsize and Retained B-Participation Investment Risk of Foreclosure and Maturity Default (see Historical Details below) On July 9, 2021, the borrower failed to pay the principal balance of the Upsized Mezzanine Loan (as defined below) and senior mortgage loan or meet other tests for extension of the maturity date. The Senior Mezzanine Lender (as defined below) and senior mortgage lender each delivered reservation of rights letters to the senior mezzanine borrower and borrower, respectively. The lender parties and borrower have engaged in discussions regarding the current status of the sale of the hotel and the completion of the tower condominiums and anticipated tower condominium sales projections. Since the new capital investment of $275 million was made on September 1, 2020, there have been additional hard and soft costs overruns which are not supported by current commitments or reserves at the Mixed-use Project; provided, however, since the borrower maturity default, the Senior Mezzanine Lender has funded an additional approximate $47 million in protective advances ahead of the Company’s junior B-participation position. The hotel is currently open for business and the condominium towers are nearing completion. However, there continue to be delays experienced at the project, which include delays of the sale of the hotel property. In October 2021, in addition to the recent protective advances, the entire senior mortgage loan (with a total funding commitment of approximately $1.0 billion) was acquired at par by an affiliate of the Senior Mezzanine Lender (collectively, the “Senior Lender Group”). Since this acquisition, the senior mortgage commenced bearing interest at the default rate of approximately 11%. Given the Senior Lender Group’s consolidation of indebtedness, needed additional fundings and their preparedness to exercise any and all remedies, the CLNY Mezzanine Lender’s (as defined below) inability to reach a feasible restructuring agreement could result in the Senior Lender Group foreclosing on the Company’s mezzanine B-participation investment. The borrower’s maturity default on July 9, 2021, further delays at the project and in sales activities, additional capital requirements, potential restructuring of indebtedness and actions that may be taken by the Senior Lender Group, notwithstanding continuing negotiations with the Senior Lender Group, have negatively impacted the Company’s investment interest. Importantly, the acquisition of the senior mortgage by the Senior Mezzanine Lender increases the likelihood of a mortgage foreclosure of the Company’s interests. As a result during the three months ended September 30, 2021, the Mixed-use Project recorded fair value losses totaling $268.5 million. The Company recognized its proportionate share of fair value losses equaling $97.9 million, which represents the Company’s remaining proportionate share in the investment. As of December 31, 2021, there has been no change to the investment’s fair value. During the year ended December 31, 2020, the Company recorded its proportionate share of fair value losses of $89.3 million. During the year ended December 31, 2019 , the Mixed-use Project and the Company did not recognize any fair value losses . The Mixed-use Project did not recognize any interest income for the year ended December 31, 2021 . For the years ended December 31, 2020 and December 31, 2019 , the Mixed-use Project’s total interest income was $13.8 million and $45.1 million, respectively, and the Company recognized its proportionate share of $2.4 million and $17.7 million, respectively. Historical Details The Company’s mezzanine loan and preferred equity investment in a development project in Los Angeles County, which includes a hospitality and retail renovation and a new condominium tower construction (the “Mixed-use Project”), was converted into a mezzanine participation during the three months ended September 30, 2020. The Company’s investment was made through a joint venture with affiliates of the Company’s Manager (the “CLNY Mezzanine Lender”) in the form of a $574.0 million commitment to the Mixed-use Project, of which the Company’s proportionate share of the commitment is $189.0 million. In April 2020, the senior mortgage lender notified the borrower developer that the Mixed-use Project loan funding was over budget, due to cost overruns from certain hard and soft costs and senior loan interest reserve shortfalls projected through completion. As a result, during the second quarter of 2020, the Company and its affiliates made two protective advances to the senior mortgage lender totaling $69.1 million, of which the Company’s proportionate share was $28.5 million. During the three months ended June 30, 2020, the Company placed the mezzanine loan and preferred equity investment on nonaccrual status. In June 2020, the senior mortgage lender sought a third protective advance of $15.5 million of which the Company’s proportionate share would have been $7.0 million. While the Company and its affiliates did not fund its proportionate share, the senior mortgage lender funded the full amount of the required June advances. The senior mortgage lenders funding did not relieve the Company and its affiliates from its commitment to fund. As a result during the three months ended June 30, 2020, the Mixed-use Project’s recorded fair value losses totaling $250.0 million. The Company recognized its proportionate share of fair value losses equaling $89.3 million. The Mixed-use Project’s fair value was based on a weighted average probability analysis of potential resolutions based on a number of factors which included the maturity default of the loan, cost overruns, COVID-19 related delays, lack of funding by the borrower and recent negotiations with the senior lender, the borrower and potential sources of additional mezzanine financing. In September 2020, in cooperation with the borrower and the EB-5 lender, the CLNY Mezzanine Lender and senior mortgage lender secured $275 million of additional mezzanine financing from a third-party mezzanine lender (the “Senior Mezzanine Lender”). To consummate the new mezzanine financing, the CLNY Mezzanine Lender simplified its investment interest by converting its existing preferred equity principal and accrued interest into the existing mezzanine loan, transferred the mezzanine loan to the Senior Mezzanine Lender, who subsequently increased the mezzanine loan amount by $275 million to a $821 million total mezzanine loan (the “Upsized Mezzanine Loan”). The Senior Mezzanine Lender holds a $275 million A-participation and the CLNY Mezzanine Lender (including the Company’s interest) continues to hold a $546 million B-participation interest in the Upsized Mezzanine Loan at the Mixed-use Project. The Co-Invest Portfolio Sale On December 20, 2021, the Company closed the sale of five historical development and/or non-accrual assets to managed vehicles of Fortress Investment Group LLC (“Fortress”), for gross proceeds of $223 million (the “Co-Invest Portfolio Sale”). The Company received net transaction proceeds of $198.3 million, primarily due to offsetting distributions from the underlying investments that were received by the Company between signing and closing. The Co-Invest Portfolio Sale included four co-investments: two Dublin, Ireland development loans and two U.S. mixed-use and single-family development loans, as well as a residual hotel loan equity participation interest in Austin, Texas. The Co-Invest Portfolio Sale resolved five of six legacy co-invest assets owned alongside DigitalBridge Group, Inc. For the year ended December 31, 2021, the Company recorded total realized gains of $20.2 million in connection with the Co-Invest Portfolio Sale. This included a $29.9 million gain related to designated foreign currency hedges which were settled in 2020 and released from accumulated other comprehensive income in 2021 upon the closing of the Co-Invest Portfolio Sale, a $6.4 million gain received on certain non-designated hedges that were put in place to mitigate the risk of currency translation on foreign currency denominated assets sold and tax expense of $6.0 million. All gains mentioned above were recorded within other gain (loss), net on the consolidated statement of operations. The Co-Invest Portfolio Sale included four of the investments included in the “5-Investment Preferred Financing,” a COVID-19 related financing secured in June 2020 for balance sheet protective purposes. The Company used all the sales proceeds from the Co-Invest Portfolio Sale to substantially fund the repayment of the “5-Investment Preferred Financing” during the fourth quarter of 2021. Refer to Note 13, “Noncontrolling Interests” for more details on this transaction. Investments under Fair Value Option Private Funds The Company elected to account for its limited partnership interests in PE Investments under the fair value option, which interests range from 1.0% to 15.6% and 1.0% to 17.4%, respectively, for the years ended December 31, 2021 and December 31, 2020. The Company records equity in earnings for these investments based on a change in fair value of its share of projected future cash flows. |
Real Estate Securities, Availab
Real Estate Securities, Available for Sale | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Real Estate Securities, Available for Sale | Real Estate Securities, Available for Sale Investments in CRE Securities CRE securities are composed of CMBS backed by a pool of CRE loans which are typically well-diversified by type and geography. The Company no longer held any CRE securities at December 31, 2021. The following table presents CMBS investments as of December 31, 2020 (dollars in thousands): Weighted Average Principal Amount Total Discount Amortized Cumulative Unrealized Fair Coupon (1) Unleveraged Current Yield (2) As of Date: Count Gain (Loss) December 31, 2020 2 $ 19,560 $ (9,371) $ 10,189 $ 200 $ — $ 10,389 3.35 % — % _________________________________________ (1) All CMBS are fixed rate. (2) The Company placed all of its CRE securities on cost recovery status as of April 1, 2020. Consistent with the overall market, the Company’s CRE securities, which it marks to fair value, lost significant value since the onset of the COVID-19 pandemic. During the year ended December 31, 2021, the Company wrote down through earnings the amortized cost basis for securities in which the fair value dropped below the amortized cost basis, realizing a loss of $1.0 million. During the year ended December 31, 2020, the Company realized a loss of $32.6 million. The losses were recorded in other gain (loss), net on the Company’s consolidated statements of operations. During the year ended December 31, 2021, the Company sold two CRE securities for a total gross sales price of $10.2 million and realized a gain of $1.2 million. During the year ended December 31, 2020, the Company sold 41 CRE securities for a total gross sales price of $149.6 million and recognized a net loss of $42.2 million. The gain (loss) was recorded in other gain (loss), net on the Company’s consolidated statements of operations . Following the sales of CRE securities during 2021, the Company no longer holds any CRE securities at December 31, 2021 . During the years ended December 31, 2021 and December 31, 2020, the Company recorded unrealized losses in OCI of $0.2 million and $16.3 million, respectively. During the year ended December 31, 2019, the Company recorded an unrealized gain in OCI of $17.8 million. Investments in Investing VIEs The Company is the directing certificate holder of one securitization trust and has the ability to appoint and replace the special servicer on all mortgage loans. As such, U.S. GAAP requires the Company to consolidate the assets, liabilities, income and expenses of the securitization trusts as Investing VIEs. Refer to Note 2, “Summary of Significant Accounting Policies” for further discussion on Investing VIEs. During the year ended December 31, 2021, the Company recognized unrealized gains of $41.9 million and realized losses of $36.6 million. In the second quarter of 2021, the Company sold its retained investments in the subordinate tranches of one securitization trust for $28.7 million in total proceeds. In connection with the sale, the Company recognized an unrealized gain of $19.5 million. The Company also recognized a realized loss of $19.5 million when the accumulated losses related to the retained investment were reversed and subsequently recorded to realized loss on mortgage loans and obligations held in securitization trusts, net. The Company deconsolidated the securitization trust with gross assets and liabilities of approximately $830.9 million and $802.2 million, respectively, which excludes accrued interest receivable and payable amounts of $3.0 million and $2.8 million, respectively. During the year ended December 31, 2021, the Company recorded a realized loss of $17.1 million related to the sale of two underlying loans held within one of its retained investments in the subordinate tranches of a securitization trust. The Company also recorded an unrealized gain of $13.8 million when the accumulated losses related to the retained investment were reversed and subsequently recorded to realized loss on mortgage loans and obligations held in securitization trusts, net. The realized losses were previously included in the Company’s loss projections and therefore no additional fair value write downs were required. Other than the securities represented by the Company’s subordinate tranches of the securitization trust, the Company does not have any claim to the assets or exposure to the liabilities of the securitization trust. The original issuers, who are unrelated third parties, guarantee the interest and principal payments related to the investment grade securitization bonds in the securitization trust, therefore these obligations do not have any recourse to the general credit of the Company as the consolidator of the securitization trust. The Company’s maximum exposure to loss would not exceed the carrying value of its retained investments in the securitization trusts, or the subordinate tranches of the securitization trust. As of December 31, 2021, the mortgage loans and the related mortgage obligations held in the securitization trust had an unpaid principal balance of $813.3 million and $777.2 million, respectively. As of December 31, 2020, the mortgage loans and the related mortgage obligations held in the securitization trusts had an unpaid principal balance of $1.7 billion and $1.6 billion, respectively. As of December 31, 2021, the underlying collateral of the securitization trust consisted of 62 underlying commercial mortgage loans, with a weighted average coupon of 4.9% and a weighted average loan to value ratio of 60.7%. As of December 31, 2020, across the two consolidated securitization trusts, the underlying collateral consisted of 114 underlying commercial mortgage loans, with a weighted average coupon of 4.5% and a weighted average loan to value ratio of 60.0%. The following table presents the assets and liabilities recorded on the consolidated balance sheets attributable to the securitization trust as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Assets Mortgage loans held in a securitization trust, at fair value $ 813,310 $ 1,768,069 Receivables, net 3,325 6,644 Total assets $ 816,635 $ 1,774,713 Liabilities Mortgage obligations issued by a securitization trust, at fair value $ 777,156 $ 1,708,534 Accrued and other liabilities 3,032 6,119 Total liabilities $ 780,188 $ 1,714,653 The Company elected the fair value option to measure the assets and liabilities of the securitization trusts, which requires that changes in valuations of the securitization trusts be reflected in the Company’s consolidated statements of operations. The difference between the carrying values of the mortgage loans held in securitization trusts and the carrying value of the mortgage obligations issued by securitization trusts was $36.2 million and $59.5 million as of December 31, 2021 and December 31, 2020, respectively, and approximates the fair value of the Company’s retained investments in the subordinate tranches of the securitization trusts, which are eliminated in consolidation. Refer to Note 14, “Fair Value” for a description of the valuation techniques used to measure fair value of assets and liabilities of the Investing VIEs. The below table presents net income attributable to the Company’s common stockholders for the years ended December 31, 2021, 2020 and 2019 generated from the Company’s investments in the subordinate tranches of the securitization trusts (dollars in thousands): Year Ended December 31, 2021 2020 2019 Statement of Operations Interest expense $ — $ (427) $ (957) Interest income on mortgage loans held in securitization trusts 51,609 92,461 120,203 Interest expense on mortgage obligations issued by securitization trusts (45,460) (83,952) (109,964) Net interest income 6,149 8,082 9,282 Administrative expense (1,308) (1,476) (1,114) Unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net 41,904 (50,521) 4,090 Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net (36,623) — 2,772 Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders $ 10,122 $ (43,915) $ 15,030 |
Real Estate, net and Real Estat
Real Estate, net and Real Estate Held for Sale | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Real Estate, net and Real Estate Held for Sale | Real Estate, net and Real Estate Held for Sale The following table presents the Company’s net lease portfolio, net, as of December 31, 2021, and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Land and improvements $ 134,453 $ 136,184 Buildings, building leaseholds, and improvements 564,919 569,610 Tenant improvements 17,944 16,311 Construction-in-progress 660 3,804 Subtotal $ 717,976 $ 725,909 Less: Accumulated depreciation (70,861) (52,201) Less: Impairment (34,104) (34,104) Net lease portfolio, net (1) $ 613,011 $ 639,604 _________________________________________ (1) Prior period amounts have been revised to conform to the current year presentation. See Note 18, “Segment Reporting” for further discussion. The following table presents the Company’s portfolio of other real estate, including foreclosed properties, as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Land and improvements $ 46,532 $ 53,523 Buildings, building leaseholds, and improvements 236,259 262,874 Tenant improvements 24,625 24,931 Furniture, fixtures and equipment 191 4,245 Construction-in-progress 460 738 Subtotal $ 308,067 $ 346,311 Less: Accumulated depreciation (29,460) (29,955) Less: Impairment (108,407) (116,703) Other portfolio, net (1) $ 170,200 $ 199,653 _________________________________________ (1) Prior period amounts have been revised to conform to the current year presentation. See Note 18, “Segment Reporting” for further discussion. For the years ended December 31, 2021 and 2020, the Company had no single property with rental and other income equal to or greater than 10.0% of total revenue of the Company. At December 31, 2021, the Company held one foreclosed property included in assets held for sale with a carrying value of $33.5 million. At December 31, 2020, the Company held foreclosed properties which are included in real estate, net with a carrying value of $26.2 million. Depreciation Expense Depreciation expense on real estate was $25.8 million, $41.7 million and $72.9 million for the years ended December 31, 2021, 2020 and 2019, respectively. Property Operating Income For the years ended December 31, 2021, 2020 and 2019, the components of property operating income were as follows (dollars in thousands): Year Ended December 31, 2021 2020 2019 Lease revenues (1) Minimum lease revenue $ 83,498 $ 146,700 $ 180,734 Variable lease revenue 9,815 22,197 24,419 $ 93,313 $ 168,897 $ 205,153 Hotel operating income 9,200 5,720 45,898 $ 102,513 $ 174,617 $ 251,051 _________________________________________ (1) Excludes net amortization expense related to above and below-market leases of $1.3 million and income of $1.4 million for the year ended December 31, 2021, respectively. Excludes net amortization expense related to above and below-market leases of $2.4 million and income of $2.8 million for the year ended December 31, 2020, respectively. Excludes net amortization expense related to above and below-market leases of $4.2 million and $7.1 million for the year ended December 31, 2019, respectively. Minimum Future Rents Minimum rental amounts due under leases are generally either subject to scheduled fixed increases or adjustments. The following table presents approximate future minimum rental income under noncancellable operating leases, excluding variable lease revenue of tenant reimbursements, to be received over the next five years and thereafter as of December 31, 2021 (dollars in thousands): Remainder of 2022 $ 75,347 2023 69,438 2024 64,846 2025 58,509 2026 52,570 2027 and thereafter 365,945 Total (1) $ 686,655 ________________________________________ (1) Excludes minimum future rents that is classified as held for sale totaling $1.6 million through 2026. The following table presents approximate future minimum rental income under noncancellable operating leases, excluding variable lease revenue of tenant reimbursements, to be received over the next five years and thereafter as of December 31, 2020 (dollars in thousands): 2021 $ 77,716 2022 73,760 2023 66,137 2024 60,657 2025 55,152 2026 and thereafter 393,964 Total (1) $ 727,386 ________________________________________ (1) Excludes minimum future rents that is classified as held for sale totaling $103.6 million through 2050. The rental properties owned at December 31, 2021 are leased under noncancellable operating leases with current expirations ranging from 2022 to 2038, with certain tenant renewal rights. For certain properties, the tenants pay the Company, in addition to the contractual base rent, their pro rata share of real estate taxes and operating expenses. Certain lease agreements provide for periodic rental increases and others provide for increases based on the consumer price index. Lease Concessions As a result of the COVID-19 crisis, some tenants sought and others may seek more flexible payment terms and the Company has and will engage with affected tenants on a case-by-case basis. For lease concessions resulting directly from the impact of COVID-19 that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee, for example, where total payments required by the modified contract will be substantially the same as or less than the original contract, the Company made a policy election to account for the concessions as though the enforceable rights and obligations for those concessions existed in the lease contracts, under a relief provided by the FASB. Under the relief, the concessions will not be treated as lease modifications that are accounted for over the remaining term of the respective leases, as the Company believes this would not accurately reflect the temporary economic effect of the concessions. Instead, (i) rent deferrals that meet the criteria will be treated as if no changes were made to the lease contract, with continued recognition of lease income and receivables under the original terms of the contract; and (ii) rent forgiveness that meets the criteria will be accounted for as variable lease payments in the affected periods. Commitments and Contractual Obligations Ground Lease Obligation In connection with real estate acquisitions, the Company assumed certain noncancellable operating ground leases as lessee or sublessee with expiration dates through 2050. Rents on certain ground leases are paid directly by the tenants. Ground rent expense for the years ended December 31, 2021, 2020 and 2019 was $3.1 million, $3.2 million and $3.1 million, respectively. Refer to Note 17, “Commitments and Contingencies” for the details of future minimum rental payments on noncancellable ground lease on real estate as of December 31, 2021. Real Estate Held for Sale The following table summarizes the Company’s assets and liabilities related to assets held for sale at December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Assets Real estate, net $ 44,229 $ 314,817 Deferred leasing costs and intangible assets, net 116 8,539 Total assets held for sale $ 44,345 $ 323,356 Liabilities Intangible liabilities, net $ — $ 323 Total liabilities related to assets held for sale $ — $ 323 As of December 31, 2021, the Company held one net lease property and one hotel as held for sale. As of December 31, 2020, the Company held one net lease property and one net lease industrial portfolio for sale. There were no assets held for sale that constituted discontinued operations as of December 31, 2021 and December 31, 2020. Real Estate Sales During the year ended December 31, 2021, the Company completed the sale of an industrial portfolio for a total gross sales price of $335.0 million and a total gain on sale of $11.8 million. During the year ended December 31, 2020, the Company completed the sale of 35 properties. Sales included office, multifamily, retail, student housing, manufactured housing, hotel, and industrial properties for a total gross sales price of $476.0 million and a total net gain of $1.5 million. On January 26, 2022, the Company sold one net leased real estate property for total gross proceeds of $19.6 million . In connection with the sale, the Company repaid $11.9 million of financing and incurred $1.0 million of selling costs . The Company received $6.7 million of net proceeds and will recognize a net gain of approximately $5.7 million |
Deferred Leasing Costs and Othe
Deferred Leasing Costs and Other Intangibles | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Leasing Costs and Other Intangibles | Deferred Leasing Costs and Other Intangibles The Company’s deferred leasing costs, other intangible assets and intangible liabilities, excluding those related to assets held for sale, at December 31, 2021 and December 31, 2020 are as follows (dollars in thousands): December 31, 2021 Carrying Amount Accumulated Amortization Net Carrying Amount (1) Deferred Leasing Costs and Intangible Assets In-place lease values $ 81,869 $ (34,555) $ 47,314 Deferred leasing costs 29,863 (14,701) 15,162 Above-market lease values 10,171 (7,666) 2,505 $ 121,903 $ (56,922) $ 64,981 Intangible Liabilities Below-market lease values $ 16,166 $ (9,942) $ 6,224 _________________________________________ (1) Excludes deferred leasing costs and intangible assets related to assets held for sale at December 31, 2021. December 31, 2020 Carrying Amount Accumulated Amortization Net Carrying Amount (1) Deferred Leasing Costs and Intangible Assets In-place lease values $ 83,239 $ (28,558) $ 54,681 Deferred leasing costs 29,052 (11,860) 17,192 Above-market lease values 10,468 (6,641) 3,827 $ 122,759 $ (47,059) $ 75,700 Intangible Liabilities Below-market lease values $ 16,149 $ (8,492) $ 7,657 _________________________________________ (1) Excludes deferred leasing costs and intangible assets and intangible liabilities related to assets held for sale at December 31, 2020. The following table summarizes the amortization of deferred leasing costs, intangible assets and intangible liabilities for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Year Ended December 31, 2021 2020 2019 Above-market lease values $ (1,271) $ (2,400) $ (4,172) Below-market lease values 1,369 2,815 7,076 Net increase (decrease) to property operating income $ 98 $ 415 $ 2,904 In-place lease values $ 6,910 $ 12,045 $ 21,445 Deferred leasing costs 3,104 5,968 8,400 Other intangibles 172 62 450 Amortization expense $ 10,186 $ 18,075 $ 30,295 The following table presents the amortization of deferred leasing costs, intangible assets and intangible liabilities, for each of the next five years and thereafter as of December 31, 2021 (dollars in thousands): 2022 2023 2024 2025 2026 2027 and thereafter Total Above-market lease values $ 1,068 $ 578 $ 451 $ 272 $ 93 $ 43 $ 2,505 Below-market lease values (1,386) (1,379) (1,379) (1,377) (703) — (6,224) Net increase (decrease) to property operating income $ (318) $ (801) $ (928) $ (1,105) $ (610) $ 43 $ (3,719) In-place lease values $ 6,102 $ 5,254 $ 4,954 $ 4,269 $ 3,435 $ 23,300 $ 47,314 Deferred leasing costs 2,984 2,477 2,170 1,767 905 4,859 15,162 Amortization expense $ 9,086 $ 7,731 $ 7,124 $ 6,036 $ 4,340 $ 28,159 $ 62,476 The following table presents the amortization of deferred leasing costs, intangible assets and intangible liabilities, excluding those related to assets and liabilities held for sale, for each of the next five years and thereafter as of December 31, 2020 (dollars in thousands): 2021 2022 2023 2024 2025 2026 and thereafter Total Above-market lease values $ 1,331 $ 1,074 $ 584 $ 456 $ 278 $ 104 $ 3,827 Below-market lease values (1,433) (1,386) (1,379) (1,377) (1,375) (707) (7,657) Net increase (decrease) to property operating income $ (102) $ (312) $ (795) $ (921) $ (1,097) $ (603) $ (3,830) In-place lease values $ 6,907 $ 6,181 $ 5,333 $ 5,033 $ 4,348 $ 26,879 $ 54,681 Deferred leasing costs 3,264 2,802 2,240 1,933 1,548 5,405 17,192 Amortization expense $ 10,171 $ 8,983 $ 7,573 $ 6,966 $ 5,896 $ 32,284 $ 71,873 |
Restricted Cash, Other Assets a
Restricted Cash, Other Assets and Accrued and Other Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Restricted Cash, Other Assets and Accrued and Other Liabilities | Restricted Cash, Other Assets and Accrued and Other Liabilities The following table presents a summary of restricted cash as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Restricted cash: Borrower escrow deposits $ 73,344 $ 36,973 Capital expenditure reserves 8,921 6,949 Working capital and other reserves 2,310 2,561 Real estate escrow reserves 2,025 13,807 Tenant lockboxes 241 4,633 Margin pledged as collateral — 290 Total $ 86,841 $ 65,213 The following table presents a summary of other assets as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Other assets: Prepaid taxes and deferred tax assets $ 26,194 $ 26,294 Right-of-use lease asset 24,970 22,056 Prepaid expenses 5,069 4,272 Deferred financing costs, net - credit facilities 2,113 6,440 Derivative asset 1,373 386 Other 2,141 1,452 Total $ 61,860 $ 60,900 The following table presents a summary of accrued and other liabilities as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Accrued and other liabilities: Current and deferred tax liability $ 34,612 $ 32,569 Operating lease liability 25,205 22,186 Accounts payable, accrued expenses and other liabilities 20,168 15,083 Interest payable 11,076 14,970 Prepaid rent and unearned revenue 7,669 9,082 Unfunded CECL Loan Allowance 432 1,313 Tenant security deposits 424 1,338 Other 228 37 Total $ 99,814 $ 96,578 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table presents debt as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Capacity ($) Recourse vs. Non-Recourse (1) Final Contractual Principal Amount (2) Carrying Value (2) Principal Amount (2) Carrying Value (2) Securitization bonds payable, net CLNC 2019-FL1 (3) Non-recourse Aug-35 SOFR (4) + 1.59% $ 840,423 $ 836,812 $ 840,423 $ 835,153 BRSP 2021-FL1 (3) Non-recourse Aug-38 LIBOR + 1.49% 670,000 664,087 — — Subtotal securitization bonds payable, net 1,510,423 1,500,899 840,423 835,153 Mortgage and other notes payable, net Net lease 6 Non-recourse Oct-27 4.45% 23,117 23,117 23,608 23,608 Net lease 5 Non-recourse Nov-26 4.45% 3,282 3,216 3,351 3,272 Net lease 4 Non-recourse Nov-26 4.45% 7,081 6,939 7,230 7,059 Net lease 3 (5) Non-recourse Jan-22 6.00% 11,867 11,807 12,191 12,163 Net lease 6 Non-recourse Jul-23 LIBOR + 2.15% 908 889 1,364 1,333 Net lease 5 Non-recourse Aug-26 4.08% 30,639 30,442 31,244 31,004 Net lease 1 (6) Non-recourse Nov-26 4.45% 17,823 17,465 18,196 17,765 Net lease 1 (7) Non-recourse Mar-28 4.38% 11,769 11,332 12,021 11,584 Net lease 1 Non-recourse Jul-25 4.31% — — 250,000 247,939 Net lease 2 (8) Non-recourse Jun-25 3.91% 181,504 184,078 187,151 189,806 Net lease 3 Non-recourse Sep-33 4.77% 200,000 198,689 200,000 198,604 Other real estate 1 Non-recourse Oct-24 4.47% 105,090 105,452 107,029 107,596 Other real estate 3 Non-recourse Jan-25 4.30% 72,359 71,922 73,905 73,341 Other real estate 6 (9) Non-recourse Apr-24 LIBOR + 2.95% 30,000 29,859 22,788 22,306 Loan 9 (10) Non-recourse Jun-24 LIBOR + 3.00% 65,377 65,376 75,377 75,377 Subtotal mortgage and other notes payable, net 760,816 760,583 1,025,455 1,022,757 Bank credit facility Bank credit facility $ 300,000 Recourse Feb-23 (11) LIBOR + 2.25% — — — — Subtotal bank credit facility — — — — Master repurchase facilities Bank 1 facility 3 $ 400,000 Limited Recourse (12) Apr-26 (13) LIBOR + 1.91% (14) 109,915 109,915 112,509 112,509 Bank 2 facility 3 — Limited Recourse (12) (15) (16) (14) — — 19,353 19,353 Bank 3 facility 3 600,000 Limited Recourse (12) Apr-23 (17) LIBOR + 1.81% (14) 157,409 157,409 196,738 196,738 Bank 7 facility 1 500,000 Limited Recourse (12) Apr-25 (18) LIBOR + 1.77% (14) 358,181 358,181 89,912 89,912 Bank 8 facility 1 250,000 Limited Recourse (12) Jun-23 (19) LIBOR + 1.98% (14) 177,519 177,519 116,712 116,712 Bank 9 facility 1 300,000 (20) May-26 (21) LIBOR + 1.87% (14) 102,098 102,098 — — Subtotal master repurchase facilities $ 2,050,000 905,122 905,122 535,224 535,224 Subtotal credit facilities 905,122 905,122 535,224 535,224 Total $ 3,176,361 $ 3,166,604 $ 2,401,102 $ 2,393,134 _________________________________________ (1) Subject to customary non-recourse carveouts. (2) Difference between principal amount and carrying value of securitization bonds payable, net and mortgage and other notes payable, net is attributable to deferred financing costs, net and premium/discount on mortgage notes payable. (3) The Company, through indirect Cayman subsidiaries, securitized commercial mortgage loans originated by the Company. Senior notes issued by the securitization trusts were generally sold to third parties and subordinated notes retained by the Company. These securitizations are accounted for as secured financing with the underlying mortgage loans pledged as collateral. Principal payments from underlying collateral loans must be applied to repay the notes until fully paid off, irrespective of the contractual maturities on the notes. Underlying collateral loans have initial terms of two (4) As of June 17, 2021, the benchmark index interest rate was converted from LIBOR to compounded SOFR, plus a benchmark adjustment of 11.448 basis points. (5) Subsequent to December 31, 2021, the property was sold and the mortgage payable was repaid in full. See Note 21, Subsequent Events, for further details. (6) Payment terms are periodic payment of principal and interest for debt on two properties and periodic payment of interest only with principal at maturity (except for principal repayments to release collateral properties disposed) for debt on one property. (7) Represents a mortgage note collateralized by three properties. (8) As of December 31, 2021, the outstanding principal of the mortgage payable was NOK 1.6 billion, which translated to $184.1 million. (9) The current maturity of the mortgage payable is April 2022, with two one-year extensions available at the Company’s option, which may be subject to the satisfaction of certain customary conditions set forth in the governing documents. (10) The current maturity of the note payable is June 2022, with two one-year extensions available at the Company’s option, which may be subject to the satisfaction of certain customary conditions set forth in the governing documents. (11) The ability to borrow additional amounts terminated on February 1, 2022. Subsequent to December 31, 2021, the Company, through its subsidiaries, including the OP, entered into an Amended and Restated Credit Agreement. Refer to Bank Credit Facility within this note for more details. (12) Recourse solely with respect to 25.0% of the financed amount. (13) The current maturity date is April 2023, with three one-year extensions available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (14) Represents the weighted average spread as of December 31, 2021. The contractual interest rate depends upon asset type and characteristics and ranges from one-month London Interbank Offered Rates (“LIBOR”) plus 1.50% to 2.60%. (15) Upon reaching the maturity date the Company did not extend Bank 2 Facility 3 and thus no longer has availability. (16) The interest rate will be determined by the lender in its sole discretion. (17) The current maturity date is April 2022, with a one-year extension available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (18) The current maturity date is April 2024, with a one-year extension available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (19) The current maturity date is June 2022, with a one-year extension available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (20) Recourse is either 25.0% or 50.0% depending on loan metrics. (21) The current maturity date is May 2024, with two one-year extensions available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. Future Minimum Principal Payments The following table summarizes future scheduled minimum principal payments at December 31, 2021 based on initial maturity dates or extended maturity dates to the extent criteria are met and the extension option is at the borrower’s discretion (dollars in thousands): Total Securitization Bonds Payable, Net Mortgage Notes Payable, Net Credit Facilities 2022 $ 14,387 $ — $ 14,387 $ — 2023 337,494 — 2,566 334,928 2024 202,686 — 202,686 — 2025 614,320 — 256,139 358,181 2026 266,559 — 54,546 212,013 2027 and thereafter 1,740,915 1,510,423 230,492 — Total $ 3,176,361 $ 1,510,423 $ 760,816 $ 905,122 Bank Credit Facility On February 1, 2018, the Company, through subsidiaries, including the OP, entered into a credit agreement with several lenders to provide a revolving credit facility in the aggregate principal amount of up to $400.0 million (the “Bank Credit Facility”). On December 17, 2018, the aggregate amount of revolving commitments was increased to $525.0 million and on February 4, 2019, the aggregate amount of revolving commitments was increased to $560.0 million. On May 6, 2020, these commitments were reduced to $450.0 million and further reduced to $300.0 million on April 4, 2021. The maximum amount available for borrowing at any time under the Bank Credit Facility is limited to a borrowing base valuation of certain investment assets, with the valuation of such investment assets generally determined according to a percentage of adjusted net book value. At December 31, 2021, the borrowing base valuation was sufficient to support the borrowing of up to $173.0 million. At December 31, 2020, the borrowing base valuation was sufficient to support the borrowing of up to $128.2 million. Advances under the Bank Credit Facility accrue interest at a per annum rate equal to, at the applicable borrower’s election, either a LIBOR rate plus a margin of 2.25%, or a base rate determined according to a prime rate or federal funds rate plus a margin of 1.25%. The Company pays a commitment fee of 0.25% or 0.35% per annum of the unused amount (0.35% at December 31, 2021), depending upon the amount of facility utilization. Substantially all material wholly owned subsidiaries of the Company guarantee the obligations of the Company and any other borrowers under the Bank Credit Facility. As security for the advances under the Bank Credit Facility, the Company pledged substantially all equity interests it owns and granted a security interest in deposit accounts in which the proceeds of investment asset distributions are maintained. The Bank Credit Facility contains various affirmative and negative covenants including financial covenants that require the Company to maintain minimum tangible net worth, liquidity levels and financial ratios, as specified in the Bank Credit Facility. On April 5, 2021, the Company entered into a fourth amendment to its Bank Credit Facility to: (i) permit the OP to consummate the Internalization; (ii) reduce the minimum tangible net worth covenant requirement from $1.5 billion to $1.35 billion upon consummation of the Internalization; (iii) increase the Company’s ability to make restricted payments including additional dividends and stock buybacks and remove all material restrictions on new investments, in each case, so long as no default exists and the OP is in compliance with the financial covenants; (iv) increase the maximum amount available for borrowing from 90% to 100% of borrowing base value; and (v) reduce the aggregate amount of lender commitments from $450.0 million to $300.0 million. At December 31, 2021, the Company was in compliance with all of the financial covenants. On January 28, 2022, the Company, through subsidiaries, including the OP, entered into an Amended and Restated Credit Agreement (the “Credit Agreement”), pursuant to which the Lenders agreed to provide a revolving credit facility in the reduced aggregate principal amount of up to $165 million, of which up to $25 million is available as letters of credit. The Credit Agreement also includes an option for the Company to increase the maximum available principal amount to up to $300 million, subject to one or more new or existing lenders agreeing to provide such additional loan commitments and satisfaction of other customary conditions. The ability to borrow new amounts under the Credit Agreement terminates on January 31, 2026, at which time the Company may, at its election and by written notice to the administrative agent, extend the termination date for two (2) additional terms of six Securitization Financing Transactions Securitization bonds payable, net represent debt issued by securitization vehicles consolidated by the Company. Senior notes issued by these securitization trusts were generally sold to third parties and subordinated notes retained by the Company. Payments from underlying collateral loans must be applied to repay the notes until fully paid off, irrespective of the contractual maturities of the loans. CLNC 2019-FL1 In October 2019, the Company executed a securitization transaction, through wholly-owned subsidiaries, CLNC 2019-FL1, Ltd. and CLNC 2019-FL1, LLC (collectively, “CLNC 2019-FL1”), which resulted in the sale of $840.4 million of investment grade notes. The securitization reflects an advance rate of 83.5% at a weighted average cost of funds of SOFR plus 1.59% (before transaction expenses), and is collateralized by a pool of 26 senior loan investments. On March 5, 2021, the Financial Conduct Authority of the U.K. (the “FCA”) announced that LIBOR tenors relevant to CLNC 2019-FL1 would cease to be published or no longer be representative after June 30, 2023. The Alternative Reference Rates Committee (the “ARRC”) interpreted this announcement to constitute a benchmark transition event. As of June 17, 2021, the benchmark index interest rate was converted from LIBOR to compounded SOFR, plus a benchmark adjustment of 11.448 basis points with a lookback period equal to the number of calendar days in the applicable Interest Accrual Period plus two CLNC 2019-FL1 included a two-year reinvestment feature that allowed the Company to contribute existing or newly originated loan investments in exchange for proceeds from repayments or repurchases of loans held in CLNC 2019-FL1, subject to the satisfaction of certain conditions set forth in the indenture. In addition to existing eligible loans available for reinvestment, the continued origination of securitization eligible loans is required to ensure that the Company reinvests the available proceeds within CLNC 2019-FL1. During the year ended December 31, 2021, two loan investments held in CLNC 2019-FL1 were removed as a result of loans becoming a credit risk collateral interest and a defaulted collateral interest, totaling $125.0 million. The Company replaced the credit risk and defaulted assets by contributing existing loan investments of equal value. The reinvestment period for CLNC 2019-FL1 expired on October 19, 2021. Additionally, CLNC 2019-FL1 contains note protection tests that can be triggered as a result of contributed loan defaults, losses, and certain other events outlined in the indenture, beyond established thresholds. A note protection test failure that is not remedied can result in the redirection of interest proceeds from the below investment grade tranches to amortize the most senior outstanding tranche. While the Company continues to closely monitor all loan investments contributed to CLNC 2019-FL1, a deterioration in the performance of an underlying loan could negatively impact its liquidity position. BRSP 2021-FL1 In July 2021, the Company executed a securitization transaction through wholly-owned subsidiaries, BRSP 2021-FL1, Ltd. and BRSP 2021-FL1, LLC (collectively, “BRSP 2021-FL1”), which resulted in the sale of $670 million of investment grade notes. The securitization reflects an advance rate of 83.75% at a weighted costs of funds of LIBOR plus 1.49% (before transaction costs), and is collateralized by a pool of 33 senior loan investments. BRSP 2021-FL1 includes a two-year reinvestment feature that allows us to contribute existing or newly originated loan investments in exchange for proceeds from repayments or repurchases of loans held in BRSP 2021-FL1, subject to the satisfaction of certain conditions set forth in the indenture. In addition to existing eligible loans available for reinvestment, the continued origination of securitization eligible loans is required to ensure that we reinvest the available proceeds within BRSP 2021-FL1. Additionally, BRSP 2021-FL1 contains note protection tests that can be triggered as a result of contributed loan defaults, losses, and certain other events outlined in the indenture, beyond established thresholds. A note protection test failure that is not remedied can result in the redirection of interest proceeds from the below investment grade tranches to amortize the most senior outstanding tranche. We will continue to closely monitor all loan investments contributed to BRSP 2021-FL1, a deterioration in the performance of an underlying loan could negatively impact our liquidity position. As of December 31, 2021, the Company had $1.8 billion carrying value of CRE debt investments and other assets financed with $1.5 billion of securitization bonds payable, net. As of December 31, 2020, the Company had $1.0 billion carrying value of CRE debt investments financed with $840.4 million of securitization bonds payable, net. Master Repurchase Facilities As of December 31, 2021, the Company, through subsidiaries, had entered into repurchase agreements with multiple global financial institutions to provide an aggregate principal amount of up to $2.1 billion to finance the origination of first mortgage loans and senior loan participations secured by CRE debt investments (“Master Repurchase Facilities”). The Company agreed to guarantee certain obligations under the Master Repurchase Facilities, which contain representations, warranties, covenants, conditions precedent to funding, events of default and indemnities that are customary for agreements of this type. The Master Repurchase Facilities act as revolving loan facilities that can be paid down as assets are repaid or sold and re-drawn upon for new investments. As of December 31, 2021, the Company was in compliance with all of its financial covenants under the Master Repurchase Facilities. As of December 31, 2021, the Company had $1.2 billion carrying value of CRE debt investments financed with $905.1 million under the master repurchase facilities. As of December 31, 2020, the Company had $862.8 million carrying value of CRE debt investments financed with $535.2 million under the master repurchase facilities. During the first quarter of 2021, the Company entered into an amendment under its Master Repurchase Facility with Bank 3 and Bank 7 to extend the maturity date by two years and three years, respectively. During the second quarter of 2021, the Company entered into an amendment under its Master Repurchase Facility with Bank 1, Bank 8 and Bank 9 to extend the maturity date by three years, two years and two and a half years, respectively. During the second quarter of 2021, the Company entered into amendments under its six Master Repurchase Facilities to: (i) permit the guarantor and the OP to consummate the Internalization; and (ii) reduce the minimum tangible net worth covenant requirement from $1.5 billion to $1.35 billion upon consummation of the Internalization. In October 2021, upon reaching the maturity date of Bank 2 Facility 3, the Company elected not to exercise the extension options and therefore terminated the facility. Subsequent to December 31, 2021, the Company entered into amendments under its five remaining Master Repurchase Facilities to reduce the minimum tangible net worth covenant requirement from $1.35 billion to $1.11 billion. Additionally, subsequent to December 31, 2021, the Company entered into amendments under four of its Master Repurchase Facilities to expand the eligibility criteria to allow for loans indexed to SOFR, and to allow for borrowings under those facilities indexed to SOFR. CMBS Credit Facilities |
Related Party Arrangements
Related Party Arrangements | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Arrangements | Related Party Arrangements Management Agreement On January 31, 2018, the Company and the OP entered into a management agreement (the “Management Agreement”) with the Manager, pursuant to which the Manager managed the Company’s assets and its day-to-day operations. The Manager was responsible for, among other matters, (1) the selection, origination, acquisition, management and sale of the Company’s portfolio investments, (2) the Company’s financing activities and (3) providing the Company with investment advisory services. The Manager was also responsible for the Company’s day-to-day operations and performed (or would cause to be performed) such services and activities relating to the Company’s investments and business and affairs as may be appropriate. The Management Agreement required the Manager to manage the Company’s business affairs in conformity with the investment guidelines and other policies that are approved and monitored by the Board of Directors. Each of the Company’s executive officers was also an employee of the Manager or its affiliates. The Manager’s role as Manager was under the supervision and direction of the Company’s Board of Directors. The initial term of the Management Agreement expired on the third anniversary of the closing date of the Combination, January 31, 2018 (the “Closing Date”), and would be automatically renewed for a one-year term each anniversary date thereafter unless earlier terminated as described below. The Company’s independent directors reviewed the Manager’s performance and the fees that may be payable to the Manager annually and, following the initial term, the Management Agreement could be terminated if there was an affirmative vote of at least two-thirds of the Company’s independent directors determining that (1) there had been unsatisfactory performance by the Manager that is materially detrimental to the Company or (2) the compensation payable to the Manager, in the form of base management fees and incentive fees taken as a whole, or the amount thereof, was not fair to the Company, subject to the Manager’s right to prevent such termination due to unfair fees by accepting reduced compensation as agreed to by at least two-thirds of the Company’s independent directors. The Company was required to provide the Manager 180 days’ prior written notice of any such termination. The Company could also terminate the Management Agreement for cause (as defined in the Management Agreement) at any time, including during the initial term, without the payment of any termination fee, with at least 30 days’ prior written notice from the Company’s Board of Directors. Unless terminated for cause, the Manager would be paid a termination fee as described below. The Manager could terminate the Management Agreement if the Company was required to register as an investment company under the Investment Company Act with such termination deemed to occur immediately before such event, in which case the Company would not be required to pay a termination fee. The Manager could have declined to renew the Management Agreement by providing the Company with 180 days’ prior written notice, in which case the Company would not be required to pay a termination fee. The Manager could also terminate the Management Agreement with at least 60 days’ prior written notice if the Company breached the Management Agreement in any material respect or otherwise was unable to perform its obligations thereunder and the breach continued for a period of 30 days after written notice to the Company, in which case the Manager would be paid a termination fee as described below. In November 2019, the Manager, the Company and the OP amended and restated the Management Agreement to modify the “Core Earnings” definition, providing that “unrealized provisions for loan losses and real estate impairments” shall only be applied as exclusions from the definition of Core Earnings if approved by a majority of the independent directors of the Company. Such change became effective during the fourth quarter of 2019 and resulted in a reduction to Core Earnings which thereby reduced the annual management fee and any incentive fee paid by the Company due to accumulated unrealized provisions for loan losses and real estate impairments to date. Internalization On April 30, 2021, the Company completed the Internalization, including the internalization of the Company’s management and operating functions and terminated its relationship with its Manager, a subsidiary of DigitalBridge, in accordance with the Termination Agreement. The Company paid the Manager a one-time termination fee of $102.3 million and additional closing costs of $0.3 million. The Company will not pay management or incentive fees to the Manager for any post-closing period. Refer to Note 1, “Business and Organization,” for further details. Fees to Manager Base Management Fee Following the Internalization on April 30, 2021, the Company no longer pays a base management fee to the Manager. The base management fee payable to the Manager under the Management Agreement was equal to 1.5% of the Company’s stockholders’ equity (as defined in the Management Agreement), per annum (0.375% per quarter), payable quarterly in arrears in cash. For purposes of calculating the base management fee, the Company’s stockholders’ equity means: (a) the sum of (1) the net proceeds received by the Company (or, without duplication, the Company’s direct subsidiaries, such as the OP) from all issuances of the Company’s or such subsidiaries’ common and preferred equity securities since inception (allocated on a pro rata basis for such issuances during the calendar quarter of any such issuance), plus (2) the Company’s cumulative Core Earnings ( as defined in the Management Agreement) from and after the Closing Date to the end of the most recently completed calendar quarter, less (b)(1) any distributions to the Company’s common stockholders (or owners of common equity of the Company’s direct subsidiaries, such as the OP, other than the Company or any of such subsidiaries), (2) any amount that the Company or any of the Company’s direct subsidiaries, such as the OP, have paid to (x) repurchase for cash the Company’s common stock or common equity securities of such subsidiaries or (y) repurchase or redeem for cash the Company’s preferred equity securities or preferred equity securities of such subsidiaries, in each case since the Closing Date and (3) any incentive fee (as described below) paid to the Manager since the Closing Date. For the years ended December 31, 2021, 2020 and 2019, the total management fee expense incurred was $9.6 million, $29.7 million and $42.4 million, respectively. Incentive Fee Following the Internalization on April 30, 2021, the Company no longer pays an incentive fee to the Manager. The incentive fee payable to the Manager under the Management Agreement was equal to the difference between (i) the product of (a) 20% and (b) the difference between ( 1) Core Earnings (as defined in the Management Agreement) for the most recent 12-month period (or the Closing Date if it has been less than 12 months since the Closing Date), including the current quarter, and (2) the product of (A) common equity (as defined in the Management Agreement) in the most recent 12-month period (or the Closing Date if it has been less than 12 months since the Closing Date), and (B) 7% per annum and (ii) the sum of any incentive fee paid to the Manager with respect to the first three calendar quarters of the most recent 12-month period (or the Closing Date if it has been less than 12 months since the Closing Date), provided, however, that no incentive fee is payable with respect to any calendar quarter unles s Core Earnings ( as defined in the Management Agreement) is greater than zero for the most recently completed 12 calendar quarters (or the Closing Date if it has been less than 12 calendar quarters since the Closing Date). The Company did not incur any incentive fees during the years ended December 31, 2021, 2020 and 2019. Reimbursements of Expenses Following the Internalization on April 30, 2021, the Company no longer reimburses expenses incurred by the Manager. Reimbursement of expenses related to the Company incurred by the Manager, including legal, accounting, financial, due diligence and other services were paid on the Company’s behalf by the OP or its designee(s). The Company reimbursed the Manager for the Company’s allocable share of the salaries and other compensation of the Company’s chief financial officer and certain of its affiliates’ non-investment personnel who spent all or a portion of their time managing the Company’s affairs, and the Company’s share of such costs were based upon the percentage of such time devoted by personnel of the Manager (or its affiliates) to the Company’s affairs. The Company may have been required to pay the Company’s pro rata portion of rent, telephone, utilities, office furniture, equipment, machinery and other office, internal and overhead expenses of the Manager and its affiliates required for the Company’s operations. For the years ended December 31, 2021, 2020 and 2019, the total reimbursements of expenses incurred by the Manager on behalf of the Company and reimbursable in accordance with the Management Agreement was $2.8 million, $9.8 million and $11.1 million, respectively, and are included in administrative expense on the consolidated statements of operations. As of December 31, 2021, there were no unpaid expenses included in due to related party in the Company’s consolidated balance sheets. As of December 31, 2020, there was $2.7 million of unpaid expenses included in due to related party in the Company’s consolidated balance sheets. Equity Plan Grants In January 2021, the Company granted 1,420,000 shares of restricted stock and 276,000 PSUs to certain employees of the Manager under the 2018 Equity Incentive Plan (the “2018 Plan”). Following the Internalization, these employees became employees of the Company. In April 2020, the Company granted 143,000 shares to its chief executive officer. In March 2019, the Company granted 800,000 shares to the Manager and/or employees thereof under the 2018 Plan. In March 2018, the Company granted 978,946 shares to its non-independent directors, officers and the Manager and/or employees thereof under the 2018 Plan. 1,482,094 shares remain granted and unvested as of December 31, 2021. See Note 11, “Equity-Based Compensation” for further discussion on the 2018 Plan including shares issued to independent directors of the Company. In connection with these grants, the Company recognized share-based compensation of $14.0 million within administrative expense in the consolidated statement of operations for the year ended December 31, 2021. The Company recognized share-based compensation expense of $4.0 million and $10.3 million to its Manager within administrative expense in the consolidated statement of operations for the years ended December 31, 2020 and 2019, respectively. Investment Activity All investment acquisitions are approved in accordance with the Company’s investment and related party guidelines, which may include approval by either the audit committee or disinterested members of the Company’s Board of Directors. No investment by the Company will require approval under the related party transaction policy solely because such investment constitutes a co-investment made by and between the Company and any of its subsidiaries, on the one hand, and one or more investment vehicles formed, sponsored, or managed by an affiliate of the Manager on the other hand. In July 2017, NorthStar Real Estate Income II, Inc., a Maryland corporation which merged with and into the Company as part of the Company’s formation transactions (“NorthStar II”), entered into a joint venture with an affiliate of the Manager to make a $60.0 million investment in a $180.0 million mezzanine loan which was originated by such affiliate of the Manager. The transaction was approved by NorthStar II’s board of directors, including all of its independent directors. The investment was purchased by the Company in connection with the Combination. In June 2018, the Company increased its commitment to $101.8 million in connection with the joint venture bifurcating the mezzanine loan into a mezzanine loan and a preferred equity investment. The Company’s interest in both the underlying mezzanine loan and preferred equity investment is 31.8%, and the affiliate entities own the remaining 68.2%. Both the underlying mezzanine loan and preferred equity investment carry a fixed 13.0% interest rate. This investment is recorded in investments in unconsolidated ventures in the Company’s consolidated balance sheets. In July 2019, the Company increased its commitment in the mezzanine loan from $101.8 million to $189.0 million. The Company’s interest in the upsized mezzanine loan is 45.2% and it carries a fixed 13.0% interest rate. During the three months ended June 30, 2020, the Company made its pro-rata share of two protective advances to the senior mortgage lender totaling $28.5 million. The Company placed this investment on nonaccrual status as of April 1, 2020. In September 2020 the Company’s mezzanine loan and preferred equity investment was converted into a mezzanine participation. See Note 4, “Investments in Unconsolidated Ventures,” for further information. In July 2018, the Company acquired a $326.8 million Class A office campus located in Norway from an affiliate of the Company’s Manager. In connection with the purchase, the Company assumed senior mortgage financing from a private bond issuance of $181.5 million. The bonds mature in June 2025 and carry a fixed interest rate of 3.91%. In July 2018, the Company entered into a joint venture to invest in a development project for land and a Grade A office building in Ireland. The Company agreed to invest up to $69.9 million of the $139.7 million total commitment. The Company co-invested along with two affiliates of the Manager, with the Company owning 50.0% of the joint venture and the affiliate entities owning the remaining 50.0%. The joint venture invested in a senior mortgage loan of $66.7 million with a fixed interest rate of 12.5% and a maturity date of 3.5 years from origination and common equity. This investment was sold as part of the Co-Invest Portfolio Sale in December 2021. See Note 4, “Investments in Unconsolidated Ventures,” for further information. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation On January 29, 2018, the Company’s Board of Directors adopted the 2018 Plan. The 2018 Plan permits the grant of awards with respect to 4.0 million shares of the Class A common stock, subject to adjustment pursuant to the terms of the 2018 Plan. Awards may be granted under the 2018 Plan to (x) the Manager or any employee, officer, director, consultant or advisor (who is a natural person) providing services to the Company, the Manager or their affiliates and (y) any other individual whose participation in the 2018 Plan is determined to be in the best interests of the Company. The following types of awards may be made under the 2018 Plan, subject to the limitations set forth in the plan: (i) stock options (which may be either incentive stock options or non-qualified stock options); (ii) stock appreciation rights; (iii) restricted stock awards; (iv) stock units; (v) unrestricted stock awards; (vi) dividend equivalent rights; (vii) performance awards; (viii) annual cash incentive awards; (ix) long-term incentive units; and (x) other equity-based awards. Shares subject to an award granted under the 2018 Plan will be counted against the maximum number of shares of Class A common stock available for issuance thereunder as one share of Class A common stock for every one share of Class A common stock subject to such an award. Shares subject to an award granted under the 2018 Plan will again become available for issuance under the 2018 Plan if the award terminates by expiration, forfeiture, cancellation, or otherwise without the issuance of such shares (except as set forth in the following sentence). The number of shares of Class A common stock available for issuance under the 2018 Plan will not be increased by (i) any shares tendered or withheld in connection with the purchase of shares upon exercise of a stock option, (ii) any shares deducted or delivered in connection with the Company’s tax withholding obligations, or (iii) any shares purchased by the Company with proceeds from stock option exercises. The shares granted in May 2020 to the independent directors of the Company under the 2018 Plan vested in May 2021. The shares granted in June 2021 to the independent directors, as well as in October and December to the two newly appointed independent directors, of the Company under the 2018 Plan vest in May 2022. Shares granted to non-independent directors, officers and the Manager under the 2018 Plan vest ratably in three annual installments. Restricted Stock —Restricted stock awards relating to the Company’s class A common stock are granted to independent directors of the Company and generally vest within one year and restricted stock were granted to certain employees of the Manager, with a service condition only and are generally subject to annual time-based vesting in equal tranches over a three-year period. Restricted stock is entitled to dividends declared and paid on the Company’s class A common stock and such dividends are not forfeitable prior to vesting of the award. Restricted stock awards are valued based on the Company’s class A common stock price on grant date and equity-based compensation expense is recognized on a straight-line basis over the requisite three-year service period. Some employees of the Manager who were granted restricted stock under the 2018 Plan became employees of the Company following the Internalization on April 30, 2021. The shares held by substantially all remaining employees of the Manager vested following the Internalization. Performance Stock Units (“PSU”) —PSUs are granted to certain employees of the Company and are subject to both a service condition and a performance condition. Following the end of the measurement period for the PSUs, the recipients of PSUs may be eligible to vest in all or a portion of PSUs granted, and be issued a number of shares of the Company’s class A common stock, ranging from 0% to 200% of the number of PSUs granted and eligible to vest, to be determined based upon the performance of the Company’s class A common stock relative to the Company’s GAAP book value at the end of a two-year measurement period. PSUs also contain dividend equivalent rights which entitle the recipients to a payment equal to the amount of dividends that would have been paid on the shares that are ultimately issued at the end of the measurement period. Fair value of PSUs, including dividend equivalent rights, was determined using a Monte Carlo simulation, with the following assumptions: 2021 Grant Expected volatility (1) 86.6 % Risk free rate (2) 0.1 % Expected dividend yield (3) — _________________________________________ (1) Based upon the Company’s historical stock volatility. (2) Based upon the continuously compounded zero-coupon U.S. Treasury yield for the term coinciding with the measurement period of the award as of valuation date. (3) Based upon the dividend yield in place as of the grant date. Fair value of PSU awards, excluding dividend equivalent rights, is recognized on a straight-line basis over their measurement period as compensation expense, and is subject to reversal if the performance condition is not achieved. The table below summarizes the Company’s awards granted, forfeited or vested under the 2018 Plan during the years ended December 31, 2021 and December 31, 2020: Number of Shares Weighted Average Grant Date Fair Value Restricted Stock PSUs Total Restricted Stock PSUs Unvested Shares at December 31, 2019 1,335,590 — 1,335,590 $ 17.79 $ — Granted 237,340 — 237,340 3.70 — Vested (476,747) — (476,747) 17.33 — Forfeited (211,113) — (211,113) 17.20 — Unvested shares at December 31, 2020 885,070 — 885,070 $ 16.16 $ — Granted 1,468,293 276,000 1,744,293 8.36 11.96 Vested (871,269) (4,000) (875,269) 15.19 11.96 Unvested shares at December 31, 2021 1,482,094 272,000 1,754,094 12.35 11.96 Fair value of equity awards that vested during the years ended December 31, 2021 and December 31, 2020, determined based on their respective fair values at vesting date, was $5.4 million and $2.8 million, respectively. Fair value of granted awards is determined based on the closing price of the Class A common stock on the date of grant of the awards. Equity-based compensation is classified within administrative expense in the consolidated statement of operations. At December 31, 2021, aggregate unrecognized compensation cost for all unvested equity awards was $8.5 million, which is expected to be recognized over a weighted-average period of 1.9 years. At December 31, 2020, aggregate unrecognized compensation cost for all unvested equity awards was $4.1 million, expected to be recognized over a weighted-average period of 1.1 years. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Authorized Capital As of December 31, 2021, the Company had the authority to issue up to 1.0 billion shares of stock, at $0.01 par value per share, consisting of 950.0 million shares of Class A common stock and 50.0 million shares of preferred stock. The Company had no shares of preferred stock issued and outstanding as of December 31, 2021 and December 31, 2020. Dividends During the year ended December 31, 2021, the Company declared the following dividends on its common stock: Declaration Date Record Date Payment Date Per Share February 24, 2021 March 31, 2021 April 15, 2021 $0.10 April 30, 2021 June 30, 2021 July 15, 2021 $0.14 August 4, 2021 September 30, 2021 October 15, 2021 $0.16 November 3, 2021 December 31, 2021 January 14, 2022 $0.18 Accumulated Other Comprehensive Income (Loss) The following tables present the changes in each component of Accumulated Other Comprehensive Income (Loss) (“AOCI”) attributable to stockholders and noncontrolling interests in the OP, net of immaterial tax effect. Changes in Components of AOCI - Stockholders (in thousands) Unrealized gain (loss) on real estate securities, available for sale Unrealized gain on net investment hedges Foreign currency translation gain (loss) Total AOCI at December 31, 2018 $ (1,295) $ 11,037 $ (10,141) $ (399) Other comprehensive income (loss) 17,204 14,835 (3,346) 28,693 AOCI at December 31, 2019 $ 15,909 $ 25,872 $ (13,487) $ 28,294 Other comprehensive income (loss) before reclassification (88,646) 21,255 20,673 (46,718) Amounts reclassified from AOCI 73,012 — — 73,012 Net current period OCI (15,634) 21,255 20,673 26,294 AOCI at December 31, 2020 $ 275 $ 47,127 $ 7,186 $ 54,588 Other comprehensive income (loss) before reclassification 137 — (10,905) (10,768) Amounts reclassified from AOCI (412) (29,234) (5,468) (35,114) Net current period OCI (275) (29,234) (16,373) (45,882) AOCI at December 31, 2021 $ — $ 17,893 $ (9,187) $ 8,706 Changes in Components of AOCI - Noncontrolling Interests in the OP (in thousands) Unrealized gain (loss) on real estate securities, available for sale Unrealized gain on net investment hedges Foreign currency translation loss Total AOCI at December 31, 2018 $ (32) $ 268 $ (246) $ (10) Other comprehensive income (loss) 644 625 (555) 714 AOCI at December 31, 2019 $ 612 $ 893 $ (801) $ 704 Other comprehensive income (loss) before reclassification (2,431) 510 529 (1,392) Amounts reclassified from AOCI 1,746 — — 1,746 Net current period OCI (685) 510 529 354 AOCI at December 31, 2020 $ (73) $ 1,403 $ (272) $ 1,058 Other comprehensive income (loss) before reclassification 98 — (473) (375) Amounts reclassified from AOCI (25) (693) (127) (845) Net current period OCI 73 (693) (600) (1,220) AOCI at December 31, 2021 $ — $ 710 $ (872) $ (162) Changes in Components of AOCI - Noncontrolling Interests in investment entities (in thousands) Unrealized gain (loss) on real estate securities, available for sale Unrealized gain (loss) on net investment hedges Foreign currency translation gain (loss) Total AOCI at December 31, 2018 $ — $ — $ — $ — Other comprehensive income — — — — AOCI at December 31, 2019 $ — $ — $ — $ — Other comprehensive income — — 2,193 2,193 AOCI at December 31, 2020 $ — $ — $ 2,193 $ 2,193 Other comprehensive income before reclassification — — (321) (321) Amounts reclassified from AOCI — — — — Net current period OCI — — (321) (321) AOCI at December 31, 2021 $ — $ — $ 1,872 $ 1,872 The following table presents the details of the reclassifications from AOCI for the year ended December 31, 2021: (in thousands) Component of AOCI reclassified into earnings Year Ended December 31, 2021 Affected Line Item in the Consolidated Statements of Operations Realized gain on sale of real estate securities $ 1,276 Other gain (loss), net Impairment of real estate securities (967) Other gain (loss), net Foreign currency translation gain (loss) 5,468 Other gain (loss), net Realized gain (loss) on net investment hedges 29,234 Other gain (loss), net |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2021 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | Noncontrolling Interests Operating Partnership Noncontrolling interests include the aggregate limited liability interests in the OP held by an affiliate of DigitalBridge. Net income (loss) attributable to the noncontrolling interests is based on such members ownership percentage of the OP. Net loss attributable to the noncontrolling interests of the OP was $1.8 million, $8.4 million and $9.9 million for the years ended December 31, 2021, 2020 and 2019, respectively. Investment Entities Noncontrolling interests in investment entities represent third-party equity interests in ventures that are consolidated with the Company’s financial statements. Net loss attributable to noncontrolling interests in the investment entities was $1.7 million, $13.9 million and $38.2 million for the years ended December 31, 2021, 2020 and 2019, respectively. 5-Investment Preferred Financing On June 5, 2020, subsidiaries of the Company entered into a preferred financing arrangement (on a portfolio of five underlying Company investment interests) (the “5-Investment Preferred Financing”) from investment vehicles managed by Goldman Sachs (“GS”). The preferred financing provided $200 million of proceeds at closing. During the fourth quarter of 2021, the Company repaid the 5-Investment Preferred Financing, as described below. The preferred financing was limited to (i) the Company’s interests in four co-investments alongside investment funds managed by affiliates of the Company’s former Manager, each of which are financings on underlying development projects (including residential, office and/or mixed-use components), and (ii) a wholly-owned triple-net industrial distribution center investment leased to a national grocery chain. The preferred financing provided GS a 10% preferred return and certain other minimum returns, as well as a minority interest in future cash flows. The preferred financing provided for a disproportionate allocation of profits and losses, and thus each party’s share of earnings or loss is determined using a balance sheet approach known as the HLBV method. Under the HLBV method, earnings and losses were recognized based on the change in each party’s capital account from the beginning of the period in question to the end of the period, adjusting for the effects of distributions and new investments. The entity measured each party’s capital account assuming that the subsidiary was liquidated or sold at book value. During the fourth quarter of 2021, the four co-investments were sold in the Co-invest Portfolio Sale (refer to Note 4, “Investments in Unconsolidated Ventures” for more details on this transaction) and the Company used all the sale proceeds to substantially fund the repayment of the 5-Investment Preferred Financing totaling $210 million. The payoff allowed us to reclaim 100% ownership of the triple net warehouse distribution portfolio leased to a national grocery chain. As a result of the repayment, the noncontrolling interest investment entities relating to GS's investment was extinguished and there was a $5.3 million gain recognized in noncontrolling interests in investment entities on the Consolidation Statement of Operations. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Determination of Fair Value The following is a description of the valuation techniques used to measure fair value of assets accounted for at fair value on a recurring basis and the general classification of these instruments pursuant to the fair value hierarchy. PE Investments The Company accounts for PE Investments at fair value which is determined based on either a valuation model using assumptions for the timing and amount of expected future cash flow for income and realization events for the underlying assets in the funds and discount rate, or pending sales prices, if applicable. This fair value measurement is generally based on unobservable inputs and, as such, is classified as Level 3 of the fair value hierarchy, unless the PE Investments are valued based on pending sales prices, which are classified as Level 2 of the fair value hierarchy. The Company considers cash flow and NAV information provided by general partners of the underlying funds (“GP NAV”) and the implied yields of those funds in valuing its PE Investments. The Company also considers the values derived from the valuation model as a percentage of GP NAV, and compares the resulting percentage of GP NAV to precedent transactions, independent research, industry reports as well as pricing from executed purchase and sale agreements related to the disposition of its PE Investments. The Company may, as a result of that comparison, apply a mark-to-market adjustment. The Company has not elected the practical expedient to measure the fair value of its PE Investments using the NAV of the underlying funds. Real Estate Securities CRE securities are generally valued using a third-party pricing service or broker quotations. These quotations are not adjusted and are based on observable inputs that can be validated, and as such, are classified as Level 2 of the fair value hierarchy. Certain CRE securities may be valued based on a single broker quote, dealer bid or an internal price. Situations where management applies adjustments based on or using unobservable inputs and would be classified as Level 3 of the fair value hierarchy. Management determines the prices are representative of fair value through a review of available data, including observable inputs, recent transactions as well as its knowledge of and experience in the market. Investing VIEs As discussed in Note 5, “Real Estate Securities, Available for Sale,” the Company has elected the fair value option for the financial assets and liabilities of the consolidated Investing VIEs. The Investing VIEs are “static,” that is no reinvestment is permitted and there is very limited active management of the underlying assets. The Company is required to determine whether the fair value of the financial assets or the fair value of the financial liabilities of the Investing VIEs are more observable, but in either case, the methodology results in the fair value of the assets of the securitization trust being equal to the fair value of their liabilities. The Company has determined that the fair value of the liabilities of the securitization trust is more observable, since market prices for the liabilities are available from a third-party pricing service or are based on quoted prices provided by dealers who make markets in similar financial instruments. The financial assets of the securitization trust is not readily marketable and their fair value measurement requires information that may be limited in availability. In determining the fair value of the trust’s financial liabilities, the dealers will consider contractual cash payments and yields expected by market participants. Dealers also incorporate common market pricing methods, including a spread measurement to the treasury curve or interest rate swap curve as well as underlying characteristics of the particular security including coupon, periodic and life caps, collateral type, rate reset period and seasoning or age of the security. The Company’s collateralized mortgage obligations are classified as Level 2 of the fair value hierarchy, where a third-party pricing service or broker quotations are available and are based on observable valuation inputs, and as Level 3 of the fair value hierarchy, where internal price is utilized based on or using unobservable inputs. In accordance with ASC 810, Consolidation , the assets of the securitization trust are an aggregate value derived from the fair value of the trust’s liabilities, and the Company has determined that the valuation of the trust’s assets in their entirety including its retained interests from the securitizations (eliminated in consolidation in accordance with U.S. GAAP) should be classified as Level 3 of the fair value hierarchy. Derivatives Derivative instruments consist of interest rate contracts and foreign exchange contracts that are generally traded over-the-counter, and are valued using a third-party service provider. Quotations on over-the counter derivatives are not adjusted and are generally valued using observable inputs such as contractual cash flows, yield curve, foreign currency rates and credit spreads, and are classified as Level 2 of the fair value hierarchy. Although credit valuation adjustments, such as the risk of default, rely on Level 3 inputs, these inputs are not significant to the overall valuation of its derivatives. As a result, derivative valuations in their entirety are classified as Level 2 of the fair value hierarchy. Fair Value Hierarchy Financial assets recorded at fair value on a recurring basis are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following table presents financial assets that were accounted for at fair value on a recurring basis as of December 31, 2021 and December 31, 2020 by level within the fair value hierarchy (dollars in thousands): December 31, 2021 December 31, 2020 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Investments in unconsolidated ventures - PE Investments $ — $ — $ 4,406 $ 4,406 $ — $ 5 $ 6,878 $ 6,883 Real estate securities, available for sale — — — — — 10,389 — 10,389 Mortgage loans held in securitization trusts, at fair value — — 813,310 813,310 — — 1,768,069 1,768,069 Other assets - derivative assets — 1,373 — 1,373 — 386 — 386 Liabilities: Mortgage obligations issued by securitization trusts, at fair value $ — $ 777,156 $ — $ 777,156 $ — $ 1,708,534 $ — $ 1,708,534 Other liabilities - derivative liabilities — 9 — 9 — 37 — 37 The following table presents the changes in fair value of financial assets which are measured at fair value on a recurring basis using Level 3 inputs to determine fair value for the years ended December 31, 2021 and 2020 (dollars in thousands): Year Ended December 31, 2021 Year Ended December 31, 2020 Investments in unconsolidated ventures - PE Investments Mortgage loans held in securitization trusts (1) Investments in unconsolidated ventures - PE Investments Mortgage loans held in securitization trusts (1) Beginning balance $ 6,878 $ 1,768,069 $ 8,858 $ 1,872,970 Distributions/paydowns (2,380) (78,903) (2,649) (76,719) Sale of investments — (28,662) — — Deconsolidation of securitization trust (2) — (802,196) — — Equity in earnings (92) — 669 — Unrealized loss in earnings — (8,375) — (28,182) Realized loss in earnings — (36,623) — — Ending balance $ 4,406 $ 813,310 $ 6,878 $ 1,768,069 _________________________________________ (1) For the year ended December 31, 2021, the Company recorded an unrealized loss of $8.4 million related to mortgage loans held in securitization trusts, at fair value and an unrealized gain of $50.3 million related to mortgage obligations issued by securitization trusts, at fair value. (2) In April 2021, the Company sold its retained investments in the subordinate tranches of one securitization trust. As a results of the sale, the Company deconsolidated one of the securitization trusts. See Note 5, “Real Estate Securities, Available for Sale” for further information. As of December 31, 2021 and December 31, 2020, the Company utilized a discounted cash flow model, comparable precedent transactions and other market information to quantify Level 3 fair value measurements on a recurring basis. As of December 31, 2021 and December 31, 2020, the key unobservable inputs used in the analysis of PE Investments included discount rates with a range of 11.0% to 12.0% and timing and amount of expected future cash flows. As of December 31, 2021, the key unobservable inputs used in the valuation of mortgage obligations issued by securitization trusts included a blended yield of 17.5% and a weighted average life of 5.4 years. As of December 31, 2020, the key unobservable inputs included yields ranging from 21.1% to 53.7%, respectively, and a weighted average life of 5.0 years. Significant increases or decreases in any one of the inputs described above in isolation may result in significantly different fair value of the financial assets and liabilities using such Level 3 inputs. For the year ended December 31, 2021, the Company recorded a $36.6 million realized loss on mortgage loans held in securitization trusts, at fair value, which is comprised of a $19.5 million loss upon the sale of the Company’s retained interests in the subordinate tranches of one securitization trust. Additionally, the Company recorded a realized loss of $17.1 million related to the sale of two underlying loans held within one of its retained investments in the subordinate tranches of another securitization trust, of which the realized losses were previously included in the Company’s loss projections and therefore no further fair value write downs were required. For the year ended December 31, 2020, the Company did not record a realized gain on mortgage loans held in securitization trusts, at fair value. For the year ended December 31, 2019, the Company recorded a realized gain of $2.8 million on mortgage loans held in securitization trusts, at fair value, which represents the gain upon sale of the Company’s retained interests in the subordinate tranches of one securitization trust. This amount is recorded as realized gain on mortgage loans and obligations held in securitization trusts, net in the consolidated statement of operations. For the years ended December 31, 2021, 2020 and 2019 the Company recorded a net unrealized gain of $41.9 million, net unrealized loss of $50.5 million and net unrealized gain of $4.1 million, respectively, related to mortgage loans held in securitization trusts, at fair value. These amounts, when incurred, are recorded as unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net in the consolidated statement of operations. Fair Value Option The Company may elect to apply the fair value option of accounting for certain of its financial assets or liabilities due to the nature of the instrument at the time of the initial recognition of the investment. The Company elected the fair value option for PE Investments and eligible financial assets and liabilities of its consolidated Investing VIEs because management believes it is a more useful presentation for such investments. The Company determined recording the PE Investments based on the change in fair value of projected future cash flow from one period to another better represents the underlying economics of the respective investment. As of December 31, 2021 and December 31, 2020, the Company has elected not to apply the fair value option for any other eligible financial assets or liabilities. Fair Value of Financial Instruments In addition to the above disclosures regarding financial assets or liabilities which are recorded at fair value, U.S. GAAP requires disclosure of fair value about all financial instruments. The following disclosure of estimated fair value of financial instruments was determined by the Company using available market information and appropriate valuation methodologies. Considerable judgment is necessary to interpret market data and develop estimated fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize on disposition of the financial instruments. The use of different market assumptions and/or estimation methodologies may have a material effect on estimated fair value. The following table presents the principal amount, carrying value and fair value of certain financial assets and liabilities as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Principal Amount Carrying Value Fair Value Principal Amount Carrying Value Fair Value Financial assets: (1) Loans and preferred equity held for investment, net $ 3,500,658 $ 3,449,009 (2) $ 3,464,060 $ 2,225,856 (2) $ 2,183,497 $ 2,189,006 Financial liabilities: (1) Securitization bonds payable, net $ 1,510,423 $ 1,500,899 $ 1,510,423 $ 840,423 $ 835,153 $ 840,423 Mortgage and other notes payable, net 760,816 760,583 760,816 1,025,455 1,022,757 1,025,455 Master repurchase facilities 905,122 905,122 905,122 535,224 535,224 535,224 _________________________________________ (1) The fair value of other financial instruments not included in this table is estimated to approximate their carrying value. (2) Excludes future funding commitments of $264.9 million and $163.0 million as of December 31, 2021 and December 31, 2020, respectively. Disclosure about fair value of financial instruments is based on pertinent information available to management as of December 31, 2021. Although management is not aware of any factors that would significantly affect fair value, such amounts have not been comprehensively revalued for purposes of these consolidated financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein. Loans and Preferred Equity Held for Investment, Net For loans and preferred equity held for investment, net, fair values were determined: (i) by comparing the current yield to the estimated yield for newly originated loans with similar credit risk or the market yield at which a third party might expect to purchase such investment; or (ii) based on discounted cash flow projections of principal and interest expected to be collected, which includes consideration of the financial standing of the borrower or sponsor as well as operating results of the underlying collateral. These fair value measurements of CRE debt are generally based on unobservable inputs and, as such, are classified as Level 3 of the fair value hierarchy. Carrying values of loans and preferred equity held for investment are presented net of allowance for loan losses, where applicable. Securitization Bonds Payable, Net The Company’s securitization bonds payable, net bear floating rates of interest. As of December 31, 2021, the Company believes the carrying value approximates fair value. These fair value measurements are based on observable inputs, and as such, are classified as Level 2 of the fair value hierarchy. Mortgage and Other Notes Payable, Net For mortgage and other notes payable, net, the Company primarily uses rates currently available with similar terms and remaining maturities to estimate fair value. These measurements are determined using comparable U.S. Treasury rates as of the end of the reporting period. These fair value measurements are based on observable inputs, and as such, are classified as Level 2 of the fair value hierarchy. Master Repurchase Facilities The Company has amounts outstanding under Master Repurchase Facilities. The Master Repurchase Facilities bear floating rates of interest. As of December 31, 2021, the Company believes the carrying value approximates fair value. These fair value measurements are based on observable inputs, and as such, are classified as Level 2 of the fair value hierarchy. Other The carrying values of cash and cash equivalents, receivables, and accrued and other liabilities approximate fair value due to their short term nature and credit risk, if any, are negligible. Nonrecurring Fair Values The Company measures fair value of certain assets on a nonrecurring basis when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Adjustments to fair value generally result from the application of lower of amortized cost or fair value accounting for assets held for sale or write-down of asset values due to impairment. The following table summarizes assets carried at fair value on a nonrecurring basis as of December 31, 2021 (dollars in thousands): December 31, 2021 Level 1 Level 2 Level 3 Total Loans and preferred equity held for investment, net (1) $ — $ — $ 38,083 $ 38,083 _________________________________________ (1) See Note 3 “Loans and Preferred Equity Held for Investment, net” for further details. The Company did not hold any assets carried at fair value on a nonrecurring basis as of December 31, 2020. |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives The Company uses derivative instruments to manage the risk of changes in interest rates and foreign exchange rates, arising from both its business operations and economic conditions. Specifically, the Company enters into derivative instruments to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and cash payments, the values of which are driven by interest rates, principally relating to the Company’s investments. Additionally, the Company’s foreign operations expose the Company to fluctuations in foreign exchange rates. The Company enters into derivative instruments to protect the value or fix certain of these foreign-denominated amounts in terms of its functional currency, the U.S. dollar. Derivative instruments used in the Company’s risk management activities may be designated as qualifying hedge accounting relationships designated hedges or non-designated hedges. As of December 31, 2021 and December 31, 2020, fair value of derivative assets and derivative liabilities were as follows (dollars in thousands): Non-Designated Hedges December 31, 2021 December 31, 2020 Derivative Assets Foreign exchange contracts $ 1,373 $ 386 Included in other assets $ 1,373 $ 386 Derivative Liabilities Interest rate contracts $ (9) $ (37) Included in accrued and other liabilities $ (9) $ (37) As of December 31, 2021, the Company’s counterparties held $0.1 million in cash collateral. The following table summarizes the Company’s interest rate contracts as of December 31, 2021 and December 31, 2020: Type of Derivatives Notional Currency Notional Amount (in thousands) Range of Maturity Dates Non-Designated December 31, 2021 FX Forward NOK 190,772 February 2022 - May 2024 Interest Rate Swap USD $ 30,762 April 2022 - July 2023 December 31, 2020 Put Option NOK 928,000 July 2021 Interest Rate Swap USD $ 109,414 April 2021 - July 2023 The table below represents the effect of the derivative financial instruments on the consolidated statements of operations and of comprehensive income (loss) for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Year Ended December 31, 2021 2020 2019 Other gain (loss), net Non-designated foreign exchange contracts $ 37,674 $ 2,979 $ 1,286 Non-designated interest rate contracts 28 (17,085) (10,966) $ 37,702 $ (14,106) $ (9,680) Other income Non-designated foreign exchange contracts $ — $ 178 $ — $ — $ 178 $ — Accumulated other comprehensive income (loss) Designated foreign exchange contracts $ (29,927) $ 21,764 $ 15,460 $ (29,927) $ 21,764 $ 15,460 At the end of each quarter, the Company reassesses the effectiveness of its net investment hedges and as appropriate, dedesignates the portion of the derivative notional that is in excess of the beginning balance of its net investments as non-designated hedges. Any unrealized gain or loss on the dedesignated portion of net investment hedges is transferred into earnings, recorded in other gain (loss), net. During the year ended December 31, 2021, $29.9 million was transferred from accumulated other comprehensive income (loss) to other gain (loss), net relating to foreign exchange contracts that were unwound during the first quarter of 2020. The underlying assets associated with the foreign exchange contracts were included in the Co-Invest Portfolio Sale, and at the closing of such sale the accumulated gains were reversed and subsequently recorded to other gain (loss), net (refer to Note 4, “Investments in Unconsolidated Ventures” for more details on this transaction). During the years ended 2020 and 2019, no gain (loss) was transferred from accumulated other comprehensive income (loss). During the year ended December 31, 2021, the Company unwound three USD-EUR forward swaps and recognized a realized gain of $6.4 million that was recorded in other gain (loss), net. The swaps were designed to minimize foreign currency cash flow risk on the Company’s European denominated assets included in the Co-Invest Portfolio Sale (refer to Note 4, “Investments in Unconsolidated Ventures” for more details on this transaction). During the year ended December 31, 2021, the Company also unwound two USD-NOK forward swaps and recognized a realized gain of $0.4 million that was recorded in other gain (loss), net. Offsetting Assets and Liabilities The Company enters into agreements subject to enforceable netting arrangements with its derivative counterparties that allow the Company to offset the settlement of derivative assets and liabilities in the same currency by derivative instrument type or, in the event of default by the counterparty, to offset all derivative assets and liabilities with the same counterparty. The Company has elected not to net derivative asset and liability positions, notwithstanding the conditions for right of offset may have been met. The Company presents derivative assets and liabilities with the same counterparty on a gross basis on the consolidated balance sheets. The following table sets forth derivative positions where the Company has a right of offset under netting arrangements with the same counterparty as of December 31, 2021 and December 31, 2020 (dollars in thousands): Gross Amounts of Assets (Liabilities) Included on Consolidated Balance Sheets Net Amounts of Assets (Liabilities) December 31, 2021 Derivative Assets Foreign exchange contracts $ 1,373 $ 1,373 $ 1,373 $ 1,373 Derivative Liabilities Interest rate contracts $ (9) $ (9) $ (9) $ (9) December 31, 2020 Derivative Assets Foreign exchange contracts $ 386 $ 386 $ 386 $ 386 Derivative Liabilities Interest rate contracts $ (37) $ (37) $ (37) $ (37) The Company did not offset any of its derivatives positions as of December 31, 2021 and December 31, 2020. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure | Income Taxes The Company is subject to income tax laws of the various jurisdictions in which it operates, including U.S. federal, state and local non-U.S. jurisdictions, primarily in Europe. The Company’s current primary sources of income subject to tax are income from its hotel investments, certain PE Investments, and real estate and loan investments in Europe. The following table provides a summary of the Company’s tax provisions (dollars in thousands): Year Ended December 31, 2021 2020 2019 Current Federal $ (9,306) $ 13,125 $ (6,316) State and local 3,347 (1,730) (1,824) Foreign (402) (669) 316 Total current tax benefit (expense) (6,361) 10,726 (7,824) Deferred Federal (383) (808) 2,226 Foreign 468 980 2,426 Total deferred tax benefit (expense) 85 172 4,652 Total income tax benefit (expense) $ (6,276) $ 10,898 $ (3,172) Deferred Income Tax Assets and Liabilities Deferred tax asset is included in other assets while deferred tax liability is included in accrued and other liabilities on the consolidated balance sheets. The components of deferred tax assets and deferred tax liabilities arising from temporary differences are as follows (dollars in thousands): December 31, 2021 2020 Deferred tax assets Basis difference - investment in partnerships $ 7,583 $ 27,394 Disallowed interest expense carry forwards 524 524 Lease liability—corporate offices 1,061 — Equity-based compensation 8 — Net operating and capital loss carry forwards (1) 6,253 3,249 Other — — Gross deferred tax asset 15,429 31,167 Valuation allowance (12,772) (29,212) Deferred tax assets, net of valuation allowance $ 2,657 $ 1,955 Deferred tax liabilities Basis difference - real estate (29,896) (31,282) Real estate, leases and related intangible liabilities (115) — ROU lease asset—corporate offices (1,061) — Other (157) (201) Gross deferred tax liabilities (31,229) (31,483) Net deferred tax liability $ (28,572) $ (29,528) _________________________________________ (1) As of December 31, 2021 and 2020, deferred tax asset was recognized on net operating losses of $8.2 million and $6.9 million, respectively. Net operating losses attributable to U.S. federal and state income taxes, where applicable, generally begin to expire in 2034, or can be carried forward indefinitely. Effective Income Tax The Company’s income tax expense varied from the amount computed by applying the statutory income tax rate to income before income taxes. A reconciliation of the statutory U.S. income tax to the Company’s effective income tax is presented as follows (dollars in thousands): Year Ended December 31, 2021 2020 2019 Pre-tax income (loss) attributable to taxable entities $ 22,077 $ (15,652) $ (1,316) Federal tax expense (benefit) at statutory tax rate (21%) 4,636 (3,287) (276) State and local taxes, net of federal income tax expense (benefit) 81 34 71 Permanent adjustments — (116) 10 Adjustments for foreclosure property 479 1,030 2,840 Foreign income tax differential (4) (172) (1,328) Foreign income tax rate change — — (1,383) Return to provision (1) 1,364 (273) Valuation allowance, net 1,365 (6,095) 2,402 Tax rate benefit of capital loss carryback — (3,058) — Other (280) (598) 1,109 Income tax (benefit) expense $ 6,276 $ (10,898) $ 3,172 Tax Examinations and Uncertainty in Income Tax The Company is no longer subject to U.S. federal, state and local tax examinations by tax authorities for years prior to 2018. There were no material uncertain tax positions as of December 31, 2021. For the years ended December 31, 2021, 2020 and 2019, the Company has not recognized any interest or penalties related to uncertain tax positions. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lending Commitments The Company has lending commitments to borrowers pursuant to certain loan agreements in which the borrower may submit a request for funding contingent on achieving certain criteria, which must be approved by the Company as lender, such as leasing, performance of capital expenditures and construction in progress with an approved budget. At December 31, 2021, assuming the terms to qualify for future fundings, if any, had been met, total unfunded lending commitments for loans and preferred equity held for investment was $264.9 million for senior loans. At December 31, 2020, total unfunded lending commitments for loans and preferred equity held for investment was $136.0 million for senior loans, $13.3 million for securitized loans and $13.7 million for mezzanine loans. At December 31, 2020, total unfunded commitments for equity method investments was $25.1 million. Ground Lease Obligation The Company’s operating leases are ground leases acquired with real estate. At December 31, 2021 and 2020 and the weighted average remaining lease term was 13.9 years and 14.3 years for ground leases, respectively. The following table presents ground lease expense, included in property operating expense, for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Year Ended December 31, 2021 2020 2019 Operating lease expense: Minimum lease expense $ 3,057 $ 3,194 $ 3,134 Variable lease expense — — — $ 3,057 $ 3,194 $ 3,134 The operating lease liability for ground leases was determined using a weighted average discount rate of 5.3%. The following table presents future minimum rental payments, excluding contingent rents, on noncancellable ground leases on real estate as of December 31, 2021 (dollars in thousands): 2022 $ 3,099 2023 3,110 2024 2,213 2025 2,148 2026 2,073 2027 and thereafter 17,254 Total lease payments 29,897 Less: Present value discount 9,654 Operating lease liability (Note 8) $ 20,243 The following table presents future minimum rental payments, excluding contingent rents, on noncancellable ground leases on real estate as of December 31, 2020 (dollars in thousands): 2021 $ 3,071 2022 3,099 2023 3,110 2024 2,213 2025 2,148 2026 and thereafter 19,327 Total lease payments 32,968 Less: Present value discount 10,782 Operating lease liability (Note 8) $ 22,186 Office Lease During the second quarter of 2021, the Company entered into an office lease in New York. At December 31, 2021, the remaining lease term was 6.8 years for the New York office lease. For the year ended December 31, 2021, the following table summarizes lease expense, included in administrative expense (dollars in thousands): Year Ended December 31, 2021 Corporate Office Operating lease expense: Fixed lease expense $ 532 $ 532 The operating lease liability for the office lease was determined using a weighted average discount rate of 2.36%. As of December 31, 2021, the Company’s future operating lease commitments for the corporate office was as follows (dollars in thousands): Corporate Offices 2022 $ 798 2023 798 2024 798 2025 798 2026 798 2027 and thereafter 1,397 Total lease payments 5,387 Less: Present value discount $ 412 Operating lease liability (Note 8) $ 4,975 Litigation and Claims The Company may be involved in litigation and claims in the ordinary course of the business. As of December 31, 2021, the Company was not involved in any legal proceedings that are expected to have a material adverse effect on the Company’s results of operations, financial position or liquidity. Internalization During the second quarter of 2021, the Company finalized the internalization with its Manager. The Company entered into the Termination Agreement with its Manager pursuant to which the Management Agreement terminated effective April 30, 2021, and the Company will no longer pay base management fees or incentive fees with respect to any period thereafter and made a one-time cash payment of $102.3 million to the Manager. Employment contracts |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting From the third quarter of 2019 until the first quarter of 2021, the Company conducted its business through the following two portfolios and accompanying operating segments: the Core Portfolio, which consisted of the loan portfolio, CRE debt securities, net leased real estate and corporate; and the Legacy, Non-Strategic Portfolio segment, which consisted of direct investments in operating real estate, private equity investments, certain retail and other loans, as well as corporate-level asset management and other fees. During that period, the Company resolved 56 investments in the Legacy, Non-Strategic Portfolio and the remaining Legacy, Non-Strategic Portfolio net asset value represented less than 1% of the total net book value at the end of 2020. As such, the Company dissolved the separate segment reporting of the Legacy, Non-Strategic Portfolio segment as of the beginning of the first quarter of 2021. During the first quarter of 2021, the Company realigned the business and reportable segment information to reflect how the CODM regularly review and manage the business. As a result, the Company presents its business as one portfolio and the following business segments: • Senior and Mezzanine Loans and Preferred Equity — CRE debt investments including senior mortgage loans, mezzanine loans, and preferred equity interests as well as participations in such loans. The segment also includes ADC loan arrangements accounted for as equity method investments. • Net Leased and Other Real Estate — direct investments in CRE with long-term leases to tenants on a net lease basis, where such tenants generally will be responsible for property operating expenses such as insurance, utilities, maintenance, capital expenditures and real estate taxes. It also includes other real estate, currently consisting of three investments with direct ownership in commercial real estate with an emphasis on properties with stable cash flow. • CRE Debt Securities — investments currently consisting of BBB and some BB rated CMBS (including Non-Investment Grade “B-pieces” of a CMBS securitization pool), or CRE CLOs (including the junior tranches thereof, collateralized by pools of CRE debt investments). It also includes a sub-portfolio of private equity funds. • Corporate — includes corporate-level asset management and other fees including expenses related to the Bank Credit Facility, related party and general and administrative expenses. There were no changes in the structure of the Company’s internal organization that prompted the change in reportable segments. Prior period amounts have been revised to conform to the current year presentation. Accordingly, the Company realigned the discussion and analysis of its portfolio and results of operations to reflect these reportable segments. The Company primarily generates revenue from net interest income on the loan, preferred equity and securities portfolios, rental and other income from its net leased, hotel, multi-tenant office, and multifamily real estate assets, as well as equity in earnings of unconsolidated ventures. CRE debt securities include the Company’s investment in the subordinate tranches of the securitization trusts which are eliminated in consolidation. The Company’s income is primarily derived through the difference between revenue and the cost at which the Company is able to finance its investments. The Company may also acquire investments which generate attractive returns without any leverage. The following tables present segment reporting for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Senior and Mezzanine Loans and Preferred Equity CRE Debt Securities Net Leased and Other Real Estate Corporate (1) Total Year Ended December 31, 2021 Net interest income (expense) $ 117,628 $ 6,149 $ — $ (4,267) $ 119,510 Property and other income 1,013 157 102,724 1,073 104,967 Management fee expense — — — (9,596) (9,596) Property operating expense — — (30,286) — (30,286) Transaction, investment and servicing expense (2,663) (171) (290) (1,432) (4,556) Interest expense on real estate — — (32,278) — (32,278) Depreciation and amortization — — (36,162) (237) (36,399) Reversal of loan losses 1,432 — — — 1,432 Administrative expense (650) (1,336) (133) (47,892) (50,011) Restructuring charges — — — (109,321) (109,321) Unrealized gain on mortgage loans and obligations held in securitization trusts, net — 41,904 — — 41,904 Realized loss on mortgage loans and obligations held in securitization trusts, net — (36,623) — — (36,623) Other gain, net 55,797 341 11,170 6,759 74,067 Income (loss) before equity in earnings of unconsolidated ventures and income taxes 172,557 10,421 14,745 (164,913) 32,810 Equity in earnings (loss) of unconsolidated ventures (130,895) (220) — — (131,115) Income tax benefit (expense) (6,148) (194) 66 — (6,276) Net income (loss) $ 35,514 $ 10,007 $ 14,811 $ (164,913) $ (104,581) Senior and Mezzanine Loans and Preferred Equity CRE Debt Securities Net Leased and Other Real Estate Corporate (1) Total Year Ended December 31, 2020 Net interest income (expense) $ 100,591 $ 10,488 $ 15 $ (8,777) $ 102,317 Property and other income 108 374 175,994 397 176,873 Management fee expense — — — (29,739) (29,739) Property operating expense — — (64,987) — (64,987) Transaction, investment and servicing expense (3,738) (376) (781) (5,080) (9,975) Interest expense on real estate — — (48,860) — (48,860) Depreciation and amortization — — (59,766) — (59,766) Provision for loan losses (78,561) — — — (78,561) Impairment of operating real estate — — (42,814) — (42,814) Administrative expense (894) (1,547) (380) (23,730) (26,551) Unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net — (52,086) — 1,565 (50,521) Other gain (loss), net (36,971) (91,817) 10,163 (100) (118,725) Income (loss) before equity in earnings of unconsolidated ventures and income taxes (19,465) (134,964) (31,416) (65,464) (251,309) Equity in earnings (loss) of unconsolidated ventures (136,386) 1,213 — — (135,173) Income tax benefit (expense) (587) 10,187 1,298 — 10,898 Net income (loss) $ (156,438) $ (123,564) $ (30,118) $ (65,464) $ (375,584) _________________________________________ (1) Includes losses incurred from the CRE securities purchased at a discount, recognized using the effective interest method had the transaction been recorded as an available for sale security, at amortized cost. During the year ended December 31, 2020, $1.6 million was attributable to discount accretion income and was eliminated in consolidation in the corporate segment. The corresponding interest expense is recorded in net interest income in the Corporate column. Senior and Mezzanine Loans and Preferred Equity CRE Debt Securities Net Leased Real Estate Corporate (1) Total Year Ended December 31, 2019 Net interest income (expense) $ 92,057 $ 20,967 $ (696) $ (14,650) $ 97,678 Property and other income 744 429 254,611 504 256,288 Management fee expense — — — (42,390) (42,390) Property operating expense — — (112,801) — (112,801) Transaction, investment and servicing expense (3,320) (329) (2,091) (1,451) (7,191) Interest expense on real estate — — (55,415) — (55,415) Depreciation and amortization — — (103,220) — (103,220) Provision for loan losses (220,572) — — — (220,572) Impairment of operating real estate — — (282,749) — (282,749) Administrative expense (1,188) (1,214) (474) (29,060) (31,936) Unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net — 5,126 — (1,036) 4,090 Realized gain on mortgage loans and obligations held in securitization trusts, net — 48 — 2,724 2,772 Other gain (loss), net 20 (12,184) 11,192 — (972) Income (loss) before equity in earnings of unconsolidated ventures and income taxes (132,259) 12,843 (291,643) (85,359) (496,418) Equity in earnings (losses) of unconsolidated ventures 37,247 (305) — — 36,942 Income tax benefit (expense) 152 (2,061) (881) (382) (3,172) Net income (loss) $ (94,860) $ 10,477 $ (292,524) $ (85,741) $ (462,648) _________________________________________ (1) Includes income earned from the CRE securities purchased at a discount, recognized using the effective interest method had the transaction been recorded as an available for sale security, at amortized cost. During the year ended December 31, 2019, $1.7 million was attributable to discount accretion income and was eliminated in consolidation in the corporate segment. The corresponding interest expense is recorded in net interest income in the Corporate column. The following table presents total assets by segment as of December 31, 2021 and December 31, 2020 (dollars in thousands): Total Assets Senior and Mezzanine Loans and Preferred Equity (1) CRE Debt Securities (2) Net Leased and Other Real Estate Corporate (3) Total December 31, 2021 $ 3,589,325 $ 840,215 $ 963,369 $ 245,460 $ 5,638,369 December 31, 2020 1,929,937 1,720,624 1,261,137 1,300,239 6,211,937 _________________________________________ (1) Includes investments in unconsolidated ventures totaling $16.2 million and $366.5 million as of December 31, 2021 and December 31, 2020, respectively. (2) Includes PE Investments totaling $4.4 million and $6.9 million as of December 31, 2021 and December 31, 2020, respectively. (3) Includes cash, unallocated receivables, deferred costs and other assets, net and the elimination of the subordinate tranches of the securitization trusts in consolidation. Geography Geography is generally defined as the location in which the income producing assets reside or the location in which income generating services are performed. Geography information on total income includes equity in earnings of unconsolidated ventures. Geography information on total income and long lived assets are presented as follows (dollars in thousands): Year Ended December 31, 2021 2020 2019 Total income by geography: United States $ 201,344 $ 318,886 $ 539,094 Europe (7,038) (27,874) 49,476 Other — — 32 Total (1) $ 194,306 $ 291,012 $ 588,602 December 31, 2021 December 31, 2020 Long-lived assets by geography: United States $ 553,368 $ 600,767 Europe 294,824 314,190 Total (2) $ 848,192 $ 914,957 _________________________________________ (1) Includes interest income, interest income on mortgage loans held in securitization trusts, property and other income and equity in earnings of unconsolidated ventures. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company’s net income (loss) and weighted average shares outstanding for the years ended December 31, 2021, 2020 and 2019 consist of the following (dollars in thousands, except per share data): Year Ended December 31, 2021 2020 2019 Net loss $ (104,581) $ (375,584) $ (462,648) Net loss attributable to noncontrolling interests: Investment Entities 1,732 13,924 38,208 Operating Partnership 1,803 8,361 9,928 Net loss attributable to BrightSpire Capital, Inc. common stockholders $ (101,046) $ (353,299) $ (414,512) Numerator: Net loss allocated to participating securities (non-vested shares) $ — $ (322) $ (2,187) Net loss attributable to common stockholders $ (101,046) $ (353,621) $ (416,699) Denominator: Weighted average shares outstanding (1) 128,496 128,548 128,391 Net loss per common share - basic and diluted $ (0.79) $ (2.75) $ (3.25) _________________________________________ |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring ChargesIn April 2021, the Company entered into the Termination Agreement with its Manager pursuant to which the Company internalized its management function and made a one-time cash payment of $102.3 million to the Manager. The Company will no longer pay base management fees or incentive fees with respect to any period after April 30, 2021. The Company incurred $109.3 million of restructuring costs for the year ended December 31, 2021, which were paid by the Company in the second quarter of 2021. The additional restructuring costs of $7.0 million consist primarily of fees paid for legal and investment banking advisory services. Refer to Note 1, “Business and Organization,” for further detail. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividends In January 2022, the Company paid a quarterly cash dividend of $0.18 per share of Class A common stock for the quarter ending December 31, 2021, to stockholders of record on December 31, 2021. Loan Originations Subsequent to December 31, 2021 , the Company funded six senior mortgage loans with a total commitment of $274.9 million . The average initial funded amount was $39.9 million and had a weighted average spread of 3.55% plus SOFR. The Company also funded one mezzanine loan with a total commitment of $28.2 million and an initial funded amount of $7.4 million. The mezzanine loan has a fixed interest rate of 12.00%. Loan Repayments In January 2022, the Company received a $36.7 million repayment on one senior loan collateralized by a student housing property, which was approximately $1.3 million less than the unpaid principal balance. During the fourth quarter of 2021, the Company recorded a $1.3 million provision for loan losses on the loan based on the expected repayment projections. Investment Sales In January 2022, the Company sold one net leased real estate property for total gross proceeds of $19.6 million. In connection with the sale, the Company repaid $11.9 million of financing and incurred $1.0 million of selling costs. The Company received $6.7 million of net proceeds and will recognize a net gain of approximately $5.7 million. Master Repurchase Facilities In January 2022, the Company amended five of its Master Repurchase Facilities to reduce the minimum tangible net worth covenant requirement from $1.35 billion to $1.11 billion. Additionally, the Company amended four of its Master Repurchase Facilities to expand the eligibility criteria to allow for loans indexed to SOFR, and to allow for borrowings under those facilities indexed to SOFR. Refer to Note 9, “Debt” for further discussion. Bank Credit Facility In January 2022, the Company amended its Bank Credit Facility to reduce the aggregate amount of lender commitments from $300 million to $165 million. Refer to Note 9, “Debt” for further discussion. |
Schedule III - Real Estate and
Schedule III - Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2021 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule III - Real Estate and Accumulated Depreciation | BRIGHTSPIRE CAPITAL, INC. AND SUBSIDIARIES SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION December 31, 2021 (Dollars in Thousands) Initial Cost Gross Amount Carried at December 31, 2021 (1) Property Description / Location Number of Properties Encumbrances Land Building and Improvements Costs Capitalized Subsequent to Acquisition (1)(2) Land Building and Improvements Total Accumulated Depreciation (3) Total Date of Acquisition (4) Life on Which Depreciation is Computed Industrial-Arizona 1 $ 77,864 $ 14,494 $ 59,991 $ 78 $ 14,494 $ 60,069 $ 74,563 $ 6,444 $ 68,119 2018 31 years Industrial-California 1 122,136 32,552 148,911 79 32,552 148,990 181,542 17,041 164,501 2018 28 years Office-Colorado 1 30,639 2,359 41,410 6,906 2,359 48,316 50,675 7,737 42,938 2017 40 years Office-Indiana 1 23,117 3,773 26,916 5,188 3,772 32,104 35,876 5,278 30,598 2017 40 years Office-Missouri 1 105,090 22,079 131,292 (43,421) 14,725 95,225 109,950 17,108 92,842 2018 39 years Office-Norway 1 181,504 55,054 277,439 (26,604) 54,214 251,676 305,890 27,546 278,344 2018 37 years Office-Pennsylvania 1 72,359 12,480 130,942 (53,712) 7,675 82,035 89,710 12,354 77,356 2018 40 years Retail-Illinois 1 4,201 — 7,338 (3,578) — 3,760 3,760 724 3,036 2017 40 years Retail-Indiana 1 3,282 — 5,171 (1,769) — 3,402 3,402 564 2,838 2017 40 years Retail-Kansas 1 5,219 1,048 7,023 (3,770) 535 3,766 4,301 803 3,498 2017 40 years Retail-Maine 1 908 — 6,317 (3,953) — 2,364 2,364 580 1,784 2017 40 years Retail-Massachusetts 2 8,005 — 12,254 (5,939) — 6,315 6,315 1,232 5,083 2017 40 years Retail-New Hampshire 2 15,484 1,495 21,488 (11,097) 915 10,971 11,886 2,280 9,606 2017 40 years Retail-New York 1 3,764 — 6,372 (3,074) — 3,298 3,298 630 2,668 2017 40 years Total operating real estate, net 16 $ 653,572 $ 145,334 $ 882,864 $ (144,666) $ 131,241 $ 752,291 $ 883,532 $ 100,321 $ 783,211 _________________________________________ (1) The aggregate gross cost of total real estate assets for federal income tax purposes is $1.1 billion as of December 31, 2021. (2) Gross amount carried is shown net of impairment and net of the effect of changes in foreign exchange rates. (3) Depreciation is calculated using a useful life of 1 to 40 years for buildings and improvements. (4) Properties consolidated upon the Combination reflect an acquisition date of February 1, 2018, the effective date of consolidation. BRIGHTSPIRE CAPITAL, INC. AND SUBSIDIARIES SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION (CONTINUED) December 31, 2021 (Dollars in Thousands) Changes in the Company’s operating real estate portfolio gross of accumulated depreciation for the years ended December 31, 2021, 2020 and 2019 are as follows: Year Ended December 31, 2021 2020 2019 Balance at January 1 $ 921,413 $ 1,594,870 $ 2,017,252 Real estate acquired in the Combination — — — Property acquisitions (1) — — 120,139 Improvements and capitalized costs 2,691 7,701 23,406 Impairment — — (265,312) Dispositions — (368,065) (103,242) Effect of changes in foreign exchange rates (9,516) 8,765 (3,991) Balance at December 31 $ 914,588 $ 1,243,271 $ 1,788,252 Classified as held for investment, net (2) — 31,056 — Classified as held for sale, net (3) (31,056) (352,914) (193,382) Balance at December 31, held for investment $ 883,532 $ 921,413 $ 1,594,870 _________________________________________ (1) Includes REO foreclosures of $120.1 million for the fiscal year ended 2019 (2) Represents one property classified as held for sale at December 31, 2019 and transferred to held for investment, net during the year ended December 31, 2020. (3) Amounts classified as held for sale during the year and remain as held for sale at the end of the year. Changes in accumulated depreciation for the years ended December 31, 2021, 2020 and 2019 are as follows: Year Ended December 31, 2021 2020 2019 Balance at January 1 $ 82,156 $ 110,074 $ 57,562 Depreciation expense 25,761 41,691 72,926 Dispositions — (34,090) (5,368) Effect of changes in foreign exchange rates (1,224) 873 (228) Balance at December 31 $ 106,693 $ 118,548 $ 124,892 Classified as held for investment (1) — 2,608 — Classified as held for sale (2) (6,372) (39,000) (14,818) Balance at December 31, held for investment $ 100,321 $ 82,156 $ 110,074 _________________________________________ (1) Amounts classified as held for investment during the year and remain as held for investment at the end of the year. (2) Amounts classified as held for sale during the year and remain as held for sale at the end of the year. |
Schedule IV - Mortgage Loans on
Schedule IV - Mortgage Loans on Real Estate | 12 Months Ended |
Dec. 31, 2021 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Abstract] | |
Schedule IV - Mortgage Loans on Real Estate | BRIGHTSPIRE CAPITAL, INC. AND SUBSIDIARIES SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE December 31, 2021 (Dollars in Thousands) BRIGHTSPIRE CAPITAL, INC. AND SUBSIDIARIES SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE (CONTINUED) December 31, 2021 (Dollars in Thousands) Activity in mortgage loans on real estate is summarized below: Year Ended December 31, 2021 2020 2019 Balance at January 1 $ 2,183,497 $ 2,563,884 $ 2,005,497 Acquisitions/originations/additional funding (1) 1,758,090 296,648 1,337,583 Loan maturities/principal repayments (2) (501,007) (463,729) (444,736) Foreclosure of loans held for investment — — (174,048) Discount accretion/premium amortization 6,706 7,668 6,293 Capitalized interest 1,130 (1,049) 12,190 Provision for loan losses 593 (85,744) (220,572) Charge-off — 41,036 46,693 Effect of CECL adoption — (20,847) — Transfer to loans held for sale — (154,370) (5,016) Balance at December 31 $ 3,449,009 $ 2,183,497 $ 2,563,884 _________________________________________ (1) Excludes origination of a corporate term loan with an unpaid principal amount of $12.6 million and carrying value of $12.4 million as of December 31, 2019, that is not related to real estate. (2) Excludes repayment of a senior loan during the year ended December 31, 2019 with a principal amount of $12.6 million and carrying value of $12.4 million that is not related to real estate. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All significant intercompany accounts and transactions have been eliminated. The portions of equity, net income and other comprehensive income of consolidated subsidiaries that are not attributable to the parent are presented separately as amounts attributable to noncontrolling interests in the consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates and assumptions. |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its controlled subsidiaries. The portions of the equity, net income and other comprehensive income of consolidated subsidiaries that are not attributable to the parent are presented separately as amounts attributable to noncontrolling interests in the consolidated financial statements. The Company consolidates entities in which it has a controlling financial interest by first considering if an entity meets the definition of a variable interest entity (“VIE”) for which the Company is deemed to be the primary beneficiary, or if the Company has the power to control an entity through a majority of voting interest or through other arrangements. |
Variable Interest Entities | Variable Interest Entities Variable Interest Entities— A VIE is an entity that either (i) lacks sufficient equity to finance its activities without additional subordinated financial support from other parties; (ii) whose equity holders lack the characteristics of a controlling financial interest; or (iii) is established with non-substantive voting rights. A VIE is consolidated by its primary beneficiary, which is defined as the party who has a controlling financial interest in the VIE through (a) power to direct the activities of the VIE that most significantly affect the VIE’s economic performance, and (b) obligation to absorb losses or right to receive benefits of the VIE that could be significant to the VIE. The Company also considers interests held by its related parties, including de facto agents. The Company assesses whether it is a member of a related party group that collectively meets the power and benefits criteria and, if so, whether the Company is most closely associated with the VIE. In performing the related party analysis, the Company considers both qualitative and quantitative factors, including, but not limited to: the amount and characteristics of its investment relative to the related party; the Company’s and the related party’s ability to control or significantly influence key decisions of the VIE including consideration of involvement by de facto agents; the obligation or likelihood for the Company or the related party to fund operating losses of the VIE; and the similarity and significance of the VIE’s business activities to those of the Company and the related party. The determination of whether an entity is a VIE, and whether the Company is the primary beneficiary, may involve significant judgment, including the determination of which activities most significantly affect the entities’ performance, and estimates about the current and future fair values and performance of assets held by the VIE. Voting Interest Entities— Unlike VIEs, voting interest entities have sufficient equity to finance their activities and equity investors exhibit the characteristics of a controlling financial interest through their voting rights. The Company consolidates such entities when it has the power to control these entities through ownership of a majority of the entities’ voting interests or through other arrangements. At each reporting period, the Company reassesses whether changes in facts and circumstances cause a change in the status of an entity as a VIE or voting interest entity, and/or a change in the Company’s consolidation assessment. Changes in consolidation status are applied prospectively. An entity may be consolidated as a result of this reassessment, in which case, the assets, liabilities and noncontrolling interest in the entity are recorded at fair value upon initial consolidation. Any existing equity interest held by the Company in the entity prior to the Company obtaining control will be remeasured at fair value, which may result in a gain or loss recognized upon initial consolidation. However, if the consolidation represents an asset acquisition of a voting interest entity, the Company’s existing interest in the acquired assets, if any, is not remeasured to fair value but continues to be carried at historical cost. The Company may also deconsolidate a subsidiary as a result of this reassessment, which may result in a gain or loss recognized upon deconsolidation depending on the carrying values of deconsolidated assets and liabilities compared to the fair value of any interests retained. As of December 31, 2021, the Company has identified certain consolidated and unconsolidated VIEs. Assets of each of the VIEs, other than the OP, may only be used to settle obligations of the respective VIE. Creditors of each of the VIEs have no recourse to the general credit of the Company. Consolidated VIEs The Company’s operating subsidiary, the OP, is a limited liability company that has governing provisions that are the functional equivalent of a limited partnership. The Company holds the majority of membership interest in the OP, is the managing member of the OP and exercises full responsibility, discretion and control over the day-to-day management of the OP. The noncontrolling interests in the OP do not have substantive liquidation rights, substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of noncontrolling interest members (including by such a member unilaterally). The absence of such rights, which represent voting rights in a limited partnership equivalent structure, would render the OP to be a VIE. The Company, as managing member, has the power to direct the core activities of the OP that most significantly affect the OP’s performance, and through its majority interest in the OP, has both the right to receive benefits from and the obligation to absorb losses of the OP. Accordingly, the Company is the primary beneficiary of the OP and consolidates the OP. As the Company conducts its business and holds its assets and liabilities through the OP, the total assets and liabilities of the OP represent substantially all of the total consolidated assets and liabilities of the Company. Other consolidated VIEs include the Investing VIEs (as defined and discussed below) and certain operating real estate properties that have noncontrolling interests. At December 31, 2021, the noncontrolling interests in the operating real estate properties represent third party joint venture partners with ownership ranging from 5.0% to 11.0%. These noncontrolling interests do not have substantive kick-out nor participating rights. Investing VIEs The Company’s investments in securitization financing entities (“Investing VIEs”) include subordinate first-loss tranches of securitization trusts, which represent interests in such VIEs. Investing VIEs are structured as pass through entities that receive principal and interest payments from the underlying debt collateral assets and distribute those payments to the securitization trust’s certificate holders, including the most subordinate tranches of the securitization trust. Generally, a securitization trust designates the most junior subordinate tranche outstanding as the controlling class, which entitles the holder of the controlling class to unilaterally appoint and remove the special servicer for the trust, and as such may qualify as the primary beneficiary of the trust. If it is determined that the Company is the primary beneficiary of an Investing VIE as a result of acquiring the subordinate first-loss tranches of the securitization trust, the Company would consolidate the assets, liabilities, income and expenses of the entire Investing VIE. The assets held by an Investing VIE are restricted and can only be used to fulfill its own obligations. The obligations of an Investing VIE have neither any recourse to the general credit of the Company as the consolidating parent entity of an Investing VIE, nor to any of the Company’s other consolidated entities. As of December 31, 2021, the Company held subordinate tranches of a securitization trust in one Investing VIE for which the Company has determined it is the primary beneficiary because it has the power to direct the activities that most significantly impact the economic performance of the securitization trust. The Company’s subordinate tranches of the securitization trust, which represents the retained interest and related interest income, are eliminated in consolidation. As a result, all of the assets, liabilities (obligations to the certificate holders of the securitization trust, less the Company’s retained interest from the subordinate tranches of the securitization trust), income and expenses of the Investing VIE are presented in the consolidated financial statements of the Company although the Company legally owns the subordinate tranches of the securitization trust only. Regardless of the presentation, the Company’s consolidated financial statements of operations ultimately reflect the net income attributable to its retained interest in the subordinate tranches of the securitization trust. During the year ended December 31, 2021, the Company recognized unrealized gains of $41.9 million and realized losses of $36.6 million. In the second quarter of 2021, the Company sold its retained investments in the subordinate tranches of one securitization trust for $28.7 million in total proceeds. In connection with the sale, the Company recognized an unrealized gain of $19.5 million. The Company also recognized a realized loss of $19.5 million when the accumulated losses related to the retained investment were reversed and subsequently recorded to realized loss on mortgage loans and obligations held in securitization trusts, net. The Company deconsolidated the securitization trust with gross assets and liabilities of approximately $830.9 million and $802.2 million, respectively, which excludes accrued interest receivable and payable amounts of $3.0 million and $2.8 million, respectively. During the year ended December 31, 2021, the Company recorded a realized loss of $17.1 million related to the sale of two underlying loans held within one of its retained investments in the subordinate tranches of a securitization trust. The Company also recorded an unrealized gain of $13.8 million when the accumulated losses related to the retained investment were reversed and subsequently recorded to realized loss on mortgage loans and obligations held in securitization trusts, net. The realized losses were previously included in the Company’s loss projections and therefore no additional fair value write downs were required. Refer to Note 5, “Real Estate Securities, Available for Sale” for further discussion. The Company elected the fair value option for the initial recognition of the assets and liabilities of its consolidated Investing VIEs. Interest income and interest expense associated with the Investing VIEs are presented separately on the consolidated statements of operations, and the assets and liabilities of the Investing VIEs are separately presented as “Mortgage loans held in securitization trusts, at fair value” and “Mortgage obligations issued by securitization trusts, at fair value,” respectively, on the consolidated balance sheets. Refer to Note 14, “Fair Value” for further discussion. The Company has adopted guidance issued by the Financial Accounting Standards Board (“FASB”), allowing the Company to measure both the financial assets and liabilities of a qualifying collateralized financing entity (“CFE”), such as its Investing VIEs, using the fair value of either the CFE’s financial assets or financial liabilities, whichever is more observable. A CFE is a VIE that holds financial assets, issues beneficial interests in those assets and has no more than nominal equity, and the beneficial interests have contractual recourse only to the related assets of the CFE. As the liabilities of the Company’s Investing VIEs are marketable securities with observable trade data, their fair value is more observable and is referenced to determine fair value of the assets of its Investing VIEs. Refer to Note 14, “Fair Value” for further discussion. Unconsolidated VIEs As of December 31, 2021 the Company identified unconsolidated VIEs related to its CRE debt investments. As of December 31, 2020, the Company identified unconsolidated VIEs related to its securities investments, indirect interests in real estate through real estate private equity funds (“PE Investments”) and CRE debt investments. Based on management’s analysis, the Company determined that it is not the primary beneficiary of the above VIEs. Accordingly, the VIEs are not consolidated in the Company’s financial statements as of December 31, 2021 or 2020. Assets of each of the VIEs may only be used to settle obligations of the respective VIE. Creditors of each of the VIEs have no recourse to the general credit of the Company. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling Interests in Investment Entities— This represents interests in consolidated investment entities held by third party joint venture partners and prior to the closing of the Company’s formation transactions (the “Combination”) on January 31, 2018, such interests held by private funds managed by DigitalBridge. Subsequent to the Combination, the Company entered into a preferred financing arrangement with Goldman Sachs (“GS”) limited to interests in four co-investments and a triple-net industrial distribution center. During the fourth quarter of 2021, four co-investments were sold in the Co-Invest Portfolio Sale (refer to Note 4, “Investments in Unconsolidated Ventures” for more details on this transaction). Allocation of net income or loss is generally based upon relative ownership interests held by equity owners in each investment entity, or based upon contractual arrangements that may provide for disproportionate allocation of economic returns among equity interests, including using a hypothetical liquidation at book value (“HLBV”) basis, where applicable and substantive. HLBV uses a balance sheet approach, which measures each party’s capital account at the end of a period assuming that the subsidiary was liquidated or sold at book value. Each party’s share of the subsidiary’s earnings or loss is calculated by measuring the change in the party’s capital account from the beginning of the period in question to the end of period, adjusting for effects of distributions and new investments. Noncontrolling Interests in the Operating Partnership— This represents membership interests in the OP held by an affiliate of DigitalBridge. Noncontrolling interests in the OP are allocated a share of net income or loss in the OP based on their weighted average ownership interest in the OP during the period. Noncontrolling interests in the OP have the right to require the OP to redeem part or all of the membership units in the OP for cash based on the market value of an equivalent number of shares of Class A common stock at the time of redemption, or at the Company’s election as managing member of the OP, through the issuance of shares of Class A common stock on a one-for-one basis. At the end of each reporting period, noncontrolling |
Comprehensive Income (Loss) | Comprehensive Income (Loss) The Company reports consolidated comprehensive income (loss) in separate statements following the consolidated statements of operations. Comprehensive income (loss) is defined as the change in equity resulting from net income (loss) and other comprehensive income (“OCI”). The components of OCI include unrealized gain (loss) on CRE debt securities available for sale for which the fair value option was not elected, gain (loss) on derivative instruments used in the Company’s risk management activities used for economic hedging purposes (“designated hedges”), and gain (loss) on foreign currency translation. |
Fair Value Measurement | Fair Value Measurement Fair value is based on an exit price, defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Where appropriate, the Company makes adjustments to estimated fair values to appropriately reflect counterparty credit risk as well as the Company’s own credit-worthiness. The estimated fair value of financial assets and financial liabilities are categorized into a three-tier hierarchy, prioritized based on the level of transparency in inputs used in the valuation techniques, as follows: Level 1— Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2— Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in non-active markets, or valuation techniques utilizing inputs that are derived principally from or corroborated by observable data directly or indirectly for substantially the full term of the financial instrument. Level 3— At least one assumption or input is unobservable and it is significant to the fair value measurement, requiring significant management judgment or estimate. Where the inputs used to measure the fair value of a financial instrument fall into different levels of the fair value hierarchy, the financial instrument is categorized within the hierarchy based on the lowest level of input that is significant to its fair value measurement. |
Fair Value Option | Fair Value Option The fair value option provides an option to elect fair value as an alternative measurement for selected financial instruments. Gains and losses on items for which the fair value option has been elected are reported in earnings. The fair value option may be elected only upon the occurrence of certain specified events, including when the Company enters into an eligible firm commitment, at initial recognition of the financial instrument, as well as upon a business combination or consolidation of a subsidiary. The election is irrevocable unless a new election event occurs. The Company has elected the fair value option for PE Investments. The Company has also elected the fair value option to account for the eligible financial assets and liabilities of its consolidated Investing VIEs in order to mitigate potential accounting mismatches between the carrying value of the instruments and the related assets and liabilities to be consolidated. The Company has adopted the measurement alternative allowing the Company to measure both the financial assets and financial liabilities of a qualifying CFE it consolidates using the fair value of either the CFE’s financial assets or financial liabilities, whichever is more observable. |
Business Combinations | Business Combinations Definition of a Business— The Company evaluates each purchase transaction to determine whether the acquired assets meet the definition of a business. If substantially all of the fair value of gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the set of transferred assets and activities is not a business. If not, for an acquisition to be considered a business, it would have to include an input and a substantive process that together significantly contribute to the ability to create outputs (i.e., there is a continuation of revenue before and after the transaction). A substantive process is not ancillary or minor, cannot be replaced without significant costs, effort or delay or is otherwise considered unique or scarce. To qualify as a business without outputs, the acquired assets would require an organized workforce with the necessary skills, knowledge and experience that performs a substantive process. Asset Acquisitions— For acquisitions that are not deemed to be businesses, the assets acquired are recognized based on their cost to the Company as the acquirer and no gain or loss is recognized. The cost of assets acquired in a group is allocated to individual assets within the group based on their relative fair values and does not give rise to goodwill. Transaction costs related to the acquisition of assets are included in the cost basis of the assets acquired. |
Cash and Cash Equivalents | Cash and Cash Equivalents Short-term, highly liquid investments with original maturities of three months or less are considered to be cash equivalents. The Company did not have any cash equivalents at December 31, 2021 or December 31, 2020. The Company’s cash is held with major financial institutions and may at times exceed federally insured limits. |
Restricted Cash | Restricted Cash Restricted cash consists primarily of borrower escrow deposits, tenant escrow deposits and real estate capital expenditure reserves. |
Loans and Preferred Equity Held for Investment | Loans and Preferred Equity Held for Investment The Company originates and purchases loans and preferred equity held for investment. The accounting framework for loans and preferred equity held for investment depends on the Company’s strategy whether to hold or sell the loan, whether the loan was credit-impaired at the time of acquisition, or if the lending arrangement is an acquisition, development and construction loan. Loans and Preferred Equity Held for Investment Loans and preferred equity that the Company has the intent and ability to hold for the foreseeable future are classified as held for investment. Originated loans and preferred equity are recorded at amortized cost, or outstanding unpaid principal balance plus exit fees less net deferred loan fees. Net deferred loan fees include unamortized origination and other fees charged to the borrower less direct incremental loan origination costs incurred by the Company. Purchased loans and preferred equity are recorded at amortized cost, or unpaid principal balance plus purchase premium or less unamortized discount. Costs to purchase loans and preferred equity are expensed as incurred. Interest Income— Interest income is recognized based upon contractual interest rate and unpaid principal balance of the loans and preferred equity investments. Net deferred loan fees on originated loans and preferred equity investments are deferred and amortized as adjustments to interest income over the expected life of the loans and preferred equity investments using the effective yield method. Premium or discount on purchased loans and preferred equity investments are amortized as adjustments to interest income over the expected life of the loans and preferred equity investments using the effective yield method. When a loan or preferred equity investment is prepaid, prepayment fees and any excess of proceeds over the carrying amount of the loan or preferred equity investment is recognized as additional interest income. The Company has debt investments in its portfolio that contain a payment-in-kind (“PIK”) provision. Contractual PIK interest, which represents contractually deferred interest added to the loan balance that is due at the end of the loan term, is generally recorded on an accrual basis to the extent such amounts are expected to be collected. The Company will generally cease accruing PIK interest if there is insufficient value to support the accrual or management does not expect the borrower to be able to pay all principal and interest due. Nonaccrual— Accrual of interest income is suspended on nonaccrual loans and preferred equity investments. Loans and preferred equity investments that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status. Interest receivable is reversed against interest income when loans and preferred equity investments are placed on nonaccrual status. Interest collected is recognized on a cash basis by crediting income when received; or if ultimate collectability of loan and preferred equity principal is uncertain, interest collected is recognized using a cost recovery method by applying interest collected as a reduction to loan and preferred equity carrying value. Loans and preferred equity investments may be restored to accrual status when all principal and interest are current and full repayment of the remaining contractual principal and interest are reasonably assured. Loans Held for Sale Loans that the Company intends to sell or liquidate in the foreseeable future are classified as held for sale. Loans held for sale are carried at the lower of amortized cost or fair value less disposal cost, with valuation changes recognized as impairment loss. Loans held for sale are not subject to allowance for loan losses. Net deferred loan origination fees and loan purchase premiums or discounts are deferred and capitalized as part of the carrying value of the held for sale loan until the loan is sold, therefore included in the periodic valuation adjustments based on lower of cost or fair value less disposal cost. At December 31, 2021 and December 31, 2020, the Company had no loans classified as held for sale. Acquisition, Development and Construction (“ADC”) Arrangements The Company provides loans to third party developers for the acquisition, development and construction of real estate. Under an ADC arrangement, the Company participates in the expected residual profits of the project through the sale, refinancing or other use of the property. The Company evaluates the characteristics of each ADC arrangement, including its risks and rewards, to determine whether they are more similar to those associated with a loan or an investment in real estate. ADC arrangements with characteristics implying loan classification are presented as loans held for investment and result in the recognition of interest income. ADC arrangements with characteristics implying real estate joint ventures are presented as investments in unconsolidated joint ventures and are accounted for using the equity method. The classification of each ADC arrangement as either loan receivable or real estate joint venture involves significant judgment and relies on various factors, including market conditions, amount and timing of expected residual profits, credit enhancements in the form of guaranties, estimated fair value of the collateral, and significance of borrower equity in the project, among others. The classification of ADC arrangements is performed at inception, and periodically reassessed when significant changes occur in the circumstances or conditions described above. |
Operating Real Estate | Operating Real Estate Real Estate Acquisitions— Real estate acquired in acquisitions that are deemed to be business combinations is recorded at the fair values of the acquired components at the time of acquisition, allocated among land, buildings, improvements, equipment and lease-related tangible and identifiable intangible assets and liabilities, including forgone leasing costs, in-place lease values and above- or below-market lease values. Real estate acquired in acquisitions that are deemed to be asset acquisitions is recorded at the total value of consideration transferred, including transaction costs, and allocated to the acquired components based upon relative fair value. The estimated fair value of acquired land is derived from recent comparable sales of land and listings within the same local region based on available market data. The estimated fair value of acquired buildings and building improvements is derived from comparable sales, discounted cash flow analysis using market-based assumptions, or replacement cost, as appropriate. The fair value of site and tenant improvements is estimated based upon current market replacement costs and other relevant market rate information. Real Estate Held for Investment Real estate held for investment is carried at cost less accumulated depreciation. Costs Capitalized or Expensed— Expenditures for ordinary repairs and maintenance are expensed as incurred, while expenditures for significant renovations that improve or extend the useful life of the asset are capitalized and depreciated over their estimated useful lives. Depreciation— Real estate held for investment, other than land, is depreciated on a straight-line basis over the estimated useful lives of the assets, as follows: Real Estate Assets Term Building (fee interest) 7 to 48 years Building leasehold interests Lesser of remaining term of the lease or remaining life of the building Building improvements Lesser of the useful life or remaining life of the building Land improvements 1 to 15 years Tenant improvements Lesser of the useful life or remaining term of the lease Furniture, fixtures and equipment 2 to 8 years Impairment— The Company evaluates its real estate held for investment for impairment periodically or whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. The Company evaluates real estate for impairment generally on an individual property basis. If an impairment indicator exists, the Company evaluates the undiscounted future net cash flows that are expected to be generated by the property, including any estimated proceeds from the eventual disposition of the property. If multiple outcomes are under consideration, the Company may apply a probability-weighted approach to the impairment analysis. Based upon the analysis, if the carrying value of a property exceeds its undiscounted future net cash flows, an impairment loss is recognized for the excess of the carrying value of the property over the estimated fair value of the property. In evaluating and/or measuring impairment, the Company considers, among other things, current and estimated future cash flows associated with each property, market information for each sub-market, including, where applicable, competition levels, foreclosure levels, leasing trends, occupancy trends, lease or room rates, and the market prices of similar properties recently sold or currently being offered for sale, and other quantitative and qualitative factors. Another key consideration in this assessment is the Company’s assumptions about the highest and best use of its real estate investments and its intent and ability to hold them for a reasonable period that would allow for the recovery of their carrying values. If such assumptions change and the Company shortens its expected hold period, this may result in the recognition of impairment losses. See Note 6, “Real Estate, net and Real Estate Held for Sale” and Note 14, “Fair Value” for further detail. Real Estate Held for Sale Real estate is classified as held for sale in the period when (i) management approves a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, subject only to usual and customary terms, (iii) a program is initiated to locate a buyer and actively market the asset for sale at a reasonable price, and (iv) completion of the sale is probable within one year. Real estate held for sale is stated at the lower of its carrying amount or estimated fair value less disposal cost, with any write-down to fair value less disposal cost recorded as an impairment loss. For any increase in fair value less disposal cost subsequent to classification as held for sale, the impairment loss may be reversed, but only up to the amount of cumulative loss previously recognized. Depreciation is not recorded on assets classified as held for sale. At the time a sale is consummated, the excess, if any, of sale price less selling costs over carrying value of the real estate is recognized as a gain. If circumstances arise that were previously considered unlikely and, as a result, the Company decides not to sell the real estate asset previously classified as held for sale, the real estate asset is reclassified as held for investment. Upon reclassification, the real estate asset is measured at the lower of (i) its carrying amount prior to classification as held for sale, adjusted for depreciation expense that would have been recognized had the real estate been continuously classified as held for investment, and (ii) its estimated fair value at the time the Company decides not to sell. At December 31, 2021 and 2020, there were two properties held for sale. See Note 6, “Real Estate, net and Real Estate Held for Sale” and Note 18, “Segment Reporting” for further detail. Foreclosed Properties The Company receives foreclosed properties in full or partial settlement of loans held for investment by taking legal title or physical possession of the properties. Foreclosed properties are generally recognized at the time the real estate is received at foreclosure sale or upon execution of a deed in lieu of foreclosure. Foreclosed properties are initially measured at fair value. If the fair value of the property is lower than the carrying value of the loan, the difference is recognized as provision for loan loss and the cumulative loss allowance on the loan is charged off. The Company periodically evaluates foreclosed properties for subsequent decrease in fair value, which is recorded as an additional impairment loss. Fair value of foreclosed properties is generally based on third party appraisals, broker price opinions, comparable sales or a combination thereof. |
Real Estate Securities | Real Estate Securities The Company classifies its CRE securities investments as available for sale on the acquisition date, which are carried at fair value. Unrealized gains (losses) are recorded as a component of accumulated OCI in the consolidated statements of equity. However, the Company has elected the fair value option for the assets and liabilities of its consolidated Investing VIEs, and as a result, any unrealized gains (losses) on the consolidated Investing VIEs are recorded in unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net in the consolidated statements of operations. As of December 31, 2021, the Company held subordinate tranches of one securitization trust, which represent the Company’s retained interest in a securitization trust that the Company consolidates under U.S. GAAP. Refer to Note 5, “Real Estate Securities, Available for Sale” for further discussion. Impairment CRE securities for which the fair value option is elected are not evaluated for impairment as any change in fair value is recorded in the consolidated statements of operations. Realized losses on such securities are reclassified to realized loss on mortgage loans and obligations held in securitization trust, net as losses occur. |
Investments in Unconsolidated Ventures | Investments in Unconsolidated Ventures A noncontrolling, unconsolidated ownership interest in an entity may be accounted for using one of (i) equity method where applicable; (ii) fair value option if elected; (iii) fair value through earnings if fair value is readily determinable, including election of net asset value (“NAV”) practical expedient where applicable; or (iv) for equity investments without readily determinable fair values, the measurement alternative to measure at cost adjusted for any impairment and observable price changes, as applicable. Fair value changes of equity method investments under the fair value option are recorded in earnings from investments in unconsolidated ventures. Fair value changes of other equity investments, including adjustments for observable price changes under the measurement alternative, are recorded in other gain (loss). Equity Method Investments The Company accounts for investments under the equity method of accounting if it has the ability to exercise significant influence over the operating and financial policies of an entity, but does not have a controlling financial interest. The equity method investment is initially recorded at cost and adjusted each period for capital contributions, distributions and the Company’s share of the entity’s net income or loss as well as other comprehensive income or loss. The Company’s share of net income or loss may differ from the stated ownership percentage interest in an entity if the governing documents prescribe a substantive non-proportionate earnings allocation formula or a preferred return to certain investors. For certain equity method investments, the Company records its proportionate share of income on a one to three month lag. Distributions of operating profits from equity method investments are reported as operating activities, while distributions in excess of operating profits are reported as investing activities in the statement of cash flows under the cumulative earnings approach. At December 31, 2021 the Company’s investments in unconsolidated joint ventures consisted of private equity investments and one preferred equity investment held in a joint venture. At December 31, 2020, the Company’s investments in unconsolidated joint ventures consisted of investments in private equity investments, senior loans, mezzanine loans and preferred equity held in joint ventures, as well as ADC arrangements accounted for as equity method investments. Impairment Evaluation of impairment applies to equity method investments and equity investments under the measurement alternative. If indicators of impairment exist, the Company will first estimate the fair value of its investment. In assessing fair value, the Company generally considers, among others, the estimated fair value of the investee, which is based on significant assumptions including the estimated timing and probabilities of the future cash flows of the unconsolidated joint venture, utilizing discount rates and capitalization rates. For investments under the measurement alternative, if carrying value of the investment exceeds its fair value, an impairment is deemed to have occurred. For equity method investments, further consideration is made if a decrease in value of the investment is other-than-temporary to determine if impairment loss should be recognized. Assessment of OTTI involves management judgment, including, but not limited to, consideration of the investee’s financial condition, operating results, business prospects and creditworthiness, the Company’s ability and intent to hold the investment until recovery of its carrying value. If management is unable to reasonably assert that an impairment is temporary or believes that the Company may not fully recover the carrying value of its investment, then the impairment is considered to be other-than-temporary. Investments that are other-than-temporarily impaired are written down to their estimated fair value. Impairment loss is recorded in earnings from investments in unconsolidated ventures for equity method investments and in other gain (loss) for investments under the measurement alternative. |
Identified Intangibles | Identifiable Intangibles In a business combination or asset acquisition, the Company may recognize identifiable intangibles that meet either or both the contractual-legal criterion or the separability criterion. An indefinite-lived intangible is not subject to amortization until such time that its useful life is determined to no longer be indefinite, at which point, it will be assessed for impairment and its adjusted carrying amount amortized over its remaining useful life. Finite-lived intangibles are amortized over their useful life in a manner that reflects the pattern in which the intangible is being consumed if readily determinable, such as based upon expected cash flows; otherwise they are amortized on a straight line basis. The useful life of all identified intangibles will be periodically reassessed and if useful life changes, the carrying amount of the intangible will be amortized prospectively over the revised useful life. Lease Intangibles— Identifiable intangibles recognized in acquisitions of operating real estate properties generally include in-place leases, above- or below-market leases and deferred leasing costs, all of which have finite lives. In-place leases generate value over and above the tangible real estate because a property that is occupied with leased space is typically worth more than a vacant building without an operating lease contract in place. The estimated fair value of acquired in-place leases is derived based on management’s assessment of costs avoided from having tenants in place, including lost rental income, rent concessions and tenant allowances or reimbursements, that hypothetically would be incurred to lease a vacant building to its actual existing occupancy level on the valuation date. The net amount recorded for acquired in-place leases is included in intangible assets and amortized on a straight-line basis as an increase to depreciation and amortization expense over the remaining term of the applicable leases. If an in-place lease is terminated, the unamortized portion is charged to depreciation and amortization expense. The estimated fair value of the above- or below-market component of acquired leases represents the present value of the difference between contractual rents of acquired leases and market rents at the time of the acquisition for the remaining lease term, discounted for tenant credit risks. Above- or below-market operating lease values are amortized on a straight-line basis as a decrease or increase to rental income, respectively, over the applicable lease terms. This includes fixed rate renewal options in acquired leases that are below-market, which are amortized to decrease rental income over the renewal period. Above- or below-market ground lease obligations are amortized on a straight-line basis as a decrease or increase to rent expense, respectively, over the applicable lease terms. If the above- or below-market operating lease values or above- or below-market ground lease obligations are terminated, the unamortized portion of the lease intangibles are recorded in rental income or rent expense, respectively. Deferred leasing costs represent management’s estimate of the avoided leasing commissions and legal fees associated with an existing in-place lease. The net amount is included in intangible assets and amortized on a straight-line basis as an increase to depreciation and amortization expense over the remaining term of the applicable lease. |
Transfers of Financial Assets | Transfers of Financial Assets Sale accounting for transfers of financial assets requires the transfer of an entire financial asset, a group of financial assets in its entirety or if a component of the financial asset is transferred, that the component meets the definition of a participating interest with characteristics that mirror the original financial asset. Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. If the Company has any continuing involvement, rights or obligations with the transferred financial asset (outside of standard representations and warranties), sale accounting requires that the transfer meets the following sale conditions: (1) the transferred asset has been legally isolated; (2) the transferee has the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred asset; and (3) the Company does not maintain effective control over the transferred asset through an agreement that provides for (a) both an entitlement and an obligation by the Company to repurchase or redeem the asset before its maturity, (b) the unilateral ability by the Company to reclaim the asset and a more than trivial benefit attributable to that ability, or (c) the transferee requiring the Company to repurchase the asset at a price so favorable to the transferee that it is probable the repurchase will occur. If sale accounting is met, the transferred financial asset is removed from the balance sheet and a net gain or loss is recognized upon sale, taking into account any retained interests. Transfers of financial assets that do not meet the criteria for sale are accounted for as financing transactions, or secured borrowing. |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities The Company uses derivative instruments to manage its foreign currency risk and interest rate risk. The Company does not use derivative instruments for speculative or trading purposes. All derivative instruments are recorded at fair value and included in other assets or other liabilities on a gross basis on the balance sheet. The accounting for changes in fair value of derivatives depends upon whether or not the Company has elected to designate the derivative in a hedging relationship and the derivative qualifies for hedge accounting. The Company has economic hedges that have not been designated for hedge accounting. Changes in fair value of derivatives not designated as accounting hedges are recorded in the statement of operations in other gain (loss), net. For designated accounting hedges, the relationships between hedging instruments and hedged items, risk management objectives and strategies for undertaking the accounting hedges as well as the methods to assess the effectiveness of the derivative prospectively and retrospectively, are formally documented at inception. Hedge effectiveness relates to the amount by which the gain or loss on the designated derivative instrument exactly offsets the change in the hedged item attributable to the hedged risk. If it is determined that a derivative is not expected to be or has ceased to be highly effective at hedging the designated exposure, hedge accounting is discontinued. Cash Flow Hedges— The Company uses interest rate caps and swaps to hedge its exposure to interest rate fluctuations in forecasted interest payments on floating rate debt. The effective portion of the change in fair value of the derivative is recorded in accumulated other comprehensive income, while hedge ineffectiveness is recorded in earnings. If the derivative in a cash flow hedge is terminated or the hedge designation is removed, related amounts in accumulated other comprehensive income (loss) are reclassified into earnings. Net Investment Hedges— The Company uses foreign currency hedges to protect the value of its net investments in foreign subsidiaries or equity method investees whose functional currencies are not U.S. dollars. Changes in the fair value of derivatives used as hedges of net investment in foreign operations, to the extent effective, are recorded in the cumulative translation adjustment account within accumulated other comprehensive income (loss). At the end of each quarter, the Company reassesses the effectiveness of its net investment hedges and as appropriate, dedesignates the portion of the derivative notional amount that is in excess of the beginning balance of its net investments as undesignated hedges. |
Financing Costs | Financing CostsFinancing costs primarily include debt discounts and premiums as well as deferred financing costs. Deferred financing costs represent commitment fees, legal and other third-party costs associated with obtaining financing. Costs related to revolving credit facilities are recorded in other assets and are amortized to interest expense using the straight-line basis over the term of the facility. Costs related to other borrowings are recorded net against the carrying value of such borrowings and are amortized to interest expense using the effective interest method. Unamortized deferred financing costs are expensed to realized gain (loss) when the associated facility is repaid before maturity. Costs incurred in seeking financing transactions, which do not close, are expensed in the period in which it is determined that the financing will not occur. |
Revenue Recognition | Revenue Recognition Property Operating Income Property operating income includes the following: Rental Income— Rental income is recognized on a straight-line basis over the non-cancellable term of the related lease which includes the effects of minimum rent increases and rent abatements under the lease. Rents received in advance are deferred. When it is determined that the Company is the owner of tenant improvements, the cost to construct the tenant improvements, including costs paid for or reimbursed by the tenants, is capitalized. For tenant improvements owned by the Company, the amount funded by or reimbursed by the tenants are recorded as deferred revenue, which is amortized on a straight-line basis as additional rental income over the term of the related lease. Rental income recognition commences when the leased space is substantially ready for its intended use and the tenant takes possession of the leased space. When it is determined that the tenant is the owner of tenant improvements, the Company’s contribution towards those improvements is recorded as a lease incentive, included in deferred leasing costs and intangible assets on the balance sheet, and amortized as a reduction to rental income on a straight-line basis over the term of the lease. Rental income recognition commences when the tenant takes possession of the lease space. Tenant Reimbursements— In net lease arrangements, the tenant is generally responsible for operating expenses related to the property, including real estate taxes, property insurance, maintenance, repairs and improvements. Costs reimbursable from tenants and other recoverable costs are recognized as revenue in the period the recoverable costs are incurred. When the Company is the primary obligor with respect to purchasing goods and services for property operations and has discretion in selecting the supplier and retains credit risk, tenant reimbursement revenue and property operating expenses are presented on a gross basis in the statements of operations. For certain triple net leases where the lessee self-manages the property, hires its own service providers and retains credit risk for routine maintenance contracts, no reimbursement revenue and expense are recognized. Hotel Operating Income— Hotel operating income includes room revenue, food and beverage sales and other ancillary services. Revenue is recognized upon occupancy of rooms, consummation of sales and provision of services. Real Estate Securities Interest income is recognized using the effective interest method with any premium or discount amortized or accreted through earnings based on expected cash flow through the expected maturity date of the security. On a quarterly basis, the Company reviews, and if appropriate, adjusts its cash flow projections based on inputs and analyses received from external sources, internal models, and the Company’s judgment about prepayment rates, the timing and amount of credit losses and other factors. Changes in the amount or timing of cash flows from those originally projected, or from those estimated at the last evaluation date, are considered to be either favorable changes or adverse changes. Adverse changes in the timing or amount of cash flows on CRE securities could result in the Company recording an increase in the allowance for credit losses. The allowance for credit losses are calculated using a discounted cash flow approach and is measured as the difference between the amortized cost of a CRE security and estimate of cash flows expected to be collected discounted at the effective interest rate used to accrete the CRE security. The allowance for credit losses is recorded as a contra-asset and a reduction in earnings. The allowance for credit losses will be limited to the amount of the unrealized losses on the CRE securities. Any allowance for credit losses in excess of the unrealized losses on the CRE securities are accounted for as a prospective reduction of the effective interest rate. No allowance is recorded for CRE securities in an unrealized gain position. Favorable changes in the discounted cash flow will result in a reduction in the allowance for credit losses, if any. Any reduction |
Foreign Currency | Foreign Currency Assets and liabilities denominated in a foreign currency for which the functional currency is a foreign currency are translated using the exchange rate in effect at the balance sheet date and the corresponding results of operations for such entities are translated using the average exchange rate in effect during the period. The resulting foreign currency translation adjustments are recorded as a component of accumulated other comprehensive income or loss in stockholders’ equity. Upon sale, complete or substantially complete liquidation of a foreign subsidiary, or upon partial sale of a foreign equity method investment, the translation adjustment associated with the investment, or a proportionate share related to the portion of equity method investment sold, is reclassified from accumulated other comprehensive income or loss into earnings. Assets and liabilities denominated in a foreign currency for which the functional currency is the U.S. dollar are remeasured using the exchange rate in effect at the balance sheet date and the corresponding results of operations for such entities are remeasured using the average exchange rate in effect during the period. The resulting foreign currency remeasurement adjustments are recorded in other gain (loss), net on the consolidated statements of operations. Disclosures of non-U.S. dollar amounts to be recorded in the future are translated using exchange rates in effect at the date of the most recent balance sheet presented. |
Equity Based Compensation | Equity-Based Compensation Equity-classified stock awards granted to executive officers and both independent and non-independent directors are based on the closing price of the Class A common stock on the grant date and recognized on a straight-line basis over the requisite service period of the awards for restricted stock awards. For performance stock units (“PSUs”) the fair value is based on a Monte Carlo simulation as of the grant date and expense is recognized on a straight-line basis over the measurement period. See Note 11, “Equity-Based Compensation” for further discussion. The compensation expense is adjusted for actual forfeitures upon occurrence. Equity-based compensation is classified within administrative expense in the consolidated statement of operations. |
Earnings Per Share | Earnings Per ShareThe Company presents both basic and diluted earnings per share (“EPS”) using the two-class method. Basic EPS is calculated by dividing earnings allocated to common shareholders, as adjusted for unallocated earnings attributable to certain participating securities, if any, by the weighted-average number of common shares outstanding during the period. Diluted EPS is based on the weighted-average number of common shares and the effect of potentially dilutive common share equivalents outstanding during the period. The two-class method is an allocation formula that determines earnings per share for each share of common stock and participating securities according to dividends declared and participation rights in undistributed earnings. Under this method, all earnings (distributed and undistributed) are allocated to common shares and participating securities based on their respective rights to receive dividends. The Company has certain share-based payment awards that contain nonforfeitable rights to dividends, which are considered participating securities for the purposes of computing EPS pursuant to the two-class method. |
Income Taxes | Income Taxes For U.S. federal income tax purposes, the Company elected to be taxed as a REIT beginning with its taxable year ended December 31, 2018. To qualify as a REIT, the Company must continually satisfy tests concerning, among other things, the real estate qualification of sources of its income, the real estate composition and values of its assets, the amounts it distributes to stockholders and the diversity of ownership of its stock. To the extent that the Company qualifies as a REIT, it generally will not be subject to U.S. federal income tax to the extent of its distributions to stockholders. The Company believes that all of the criteria to maintain the Company’s REIT qualification have been met for the applicable periods, but there can be no assurance that these criteria will continue to be met in subsequent periods. If the Company were to fail to meet these requirements, it would be subject to U.S. federal income tax and potential interest and penalties, which could have a material adverse impact on its results of operations and amounts available for distributions to its stockholders. The Company’s accounting policy with respect to interest and penalties is to classify these amounts as a component of income tax expense, where applicable. The Company may also be subject to certain state, local and franchise taxes. Under certain circumstances, U.S. federal income and excise taxes may be due on its undistributed taxable income. The Company also holds investments in Europe which are subject to tax in each local jurisdiction. The Company made joint elections to treat certain subsidiaries as taxable REIT subsidiaries (“TRSs”) which may be subject to taxation by U.S. federal, state and local authorities. In general, a TRS of the Company may perform non-customary services for tenants, hold assets that the Company cannot hold directly and engage in most real estate or non-real estate-related business. Certain subsidiaries of the Company are subject to taxation by U.S. federal, state and local authorities for the periods presented. Income taxes are accounted for by the asset/liability approach in accordance with U.S. GAAP. Deferred taxes, if any, represent the expected future tax consequences when the reported amounts of assets and liabilities are recovered or paid. Such amounts arise from differences between the financial reporting and tax bases of assets and liabilities and are adjusted for changes in tax laws and tax rates in the period during which such changes are enacted. A provision for income tax represents the total of income taxes paid or payable for the current period, plus the change in deferred taxes. Current and deferred taxes are recorded on the portion of earnings (losses) recognized by the Company with respect to its interest in TRSs. Deferred income tax assets and liabilities are calculated based on temporary differences between the Company’s U.S. GAAP consolidated financial statements and the U.S. federal, state and local tax basis of assets and liabilities as of the consolidated balance sheet date. The Company evaluates the realizability of its deferred tax assets (e.g., net operating loss and capital loss carryforwards) and recognizes a valuation allowance if, based on the available evidence, it is more likely than not that some portion or all of its deferred tax assets will not be realized. When evaluating the realizability of its deferred tax assets, the Company considers estimates of expected future taxable income, existing and projected book/tax differences, tax planning strategies available and the general and industry-specific economic outlook. This realizability analysis is inherently subjective, as it requires the Company to forecast its business and general economic environment in future periods. Changes in estimate of deferred tax asset realizability, if any, are included in income tax benefit (expense) in the consolidated statements of operations. |
Current Expected Credit Losses ("CECL") reserve | Current Expected Credit Losses (“CECL”) reserve The CECL reserve for the Company’s financial instruments carried at amortized cost and off-balance sheet credit exposures, such as loans, loan commitments and trade receivables represents a lifetime estimate of expected credit losses. Factors considered by the Company when determining the CECL reserve include loan-specific characteristics such as loan-to-value (“LTV”) ratio, vintage year, loan term, property type, occupancy and geographic location, financial performance of the borrower, expected payments of principal and interest, as well as internal or external information relating to past events, current conditions and reasonable and supportable forecasts. The CECL reserve is measured on a collective (pool) basis when similar risk characteristics exist for multiple financial instruments. If similar risk characteristics do not exist, the Company measures the CECL reserve on an individual instrument basis. The determination of whether a particular financial instrument should be included in a pool can change over time. If a financial asset’s risk characteristics change, the Company evaluates whether it is appropriate to continue to keep the financial instrument in its existing pool or evaluate it individually. In measuring the CECL reserve for financial instruments that share similar risk characteristics, the Company primarily applies a probability of default (“PD”)/loss given default (“LGD”) model for instruments that are collectively assessed, whereby the CECL reserve is calculated as the product of PD, LGD and exposure at default (“EAD”). The Company’s model principally utilizes historical loss rates derived from a commercial mortgage backed securities database with historical losses from 1998 through December 2021 provided by a third party, Trepp LLC, forecasting the loss parameters using a scenario-based statistical approach over a reasonable and supportable forecast period of twelve months, followed by a straight-line reversion period of twelve-months back to average historical losses. For financial instruments assessed outside of the PD/LGD model on an individual basis, including when it is probable that the Company will be unable to collect the full payment of principal and interest on the instrument, the Company applies a discounted cash flow (“DCF”) methodology. For financial instruments where the borrower is experiencing financial difficulty based on the Company’s assessment at the reporting date and the repayment is expected to be provided substantially through the operation or sale of the collateral, the Company may elect to use as a practical expedient the fair value of the collateral at the reporting date when determining the provision for loan losses. In developing the CECL reserve for its loans and preferred equity held for investment, the Company considers the risk ranking of each loan and preferred equity as a key credit quality indicator. The risk rankings are based on a variety of factors, including, without limitation, underlying real estate performance and asset value, values of comparable properties, durability and quality of property cash flows, sponsor experience and financial wherewithal, and the existence of a risk-mitigating loan structure. Additional key considerations include loan-to-value ratios, debt service coverage ratios, loan structure, real estate and credit market dynamics, and risk of default or principal loss. Based on a five-point scale, the Company’s loans and preferred equity held for investment are rated “1” through “5,” from less risk to greater risk, and the ratings are updated quarterly. At the time of origination or purchase, loans and preferred equity held for investment are ranked as a “3” and will move accordingly going forward based on the ratings which are defined as follows: 1. Very Low Risk- The loan is performing as agreed. The underlying property performance has exceeded underwritten expectations with very strong net operating income (“NOI”), debt service coverage ratio, debt yield and occupancy metrics. Sponsor is investment grade, very well capitalized, and employs very experienced management team. 2. Low Risk- The loan is performing as agreed. The underlying property performance has met or exceeds underwritten expectations with high occupancy at market rents, resulting in consistent cash flow to service the debt. Strong sponsor that is well capitalized with experienced management team. 3. Average Risk- The loan is performing as agreed. The underlying property performance is consistent with underwriting expectations. The property generates adequate cash flow to service the debt, and/or there is enough reserve or loan structure to provide time for sponsor to execute the business plan. Sponsor has routinely met its obligations and has experience owning/operating similar real estate. 4. High Risk/Delinquent/Potential for Loss- The loan is in excess of 30 days delinquent and/or has a risk of a principal loss. The underlying property performance is behind underwritten expectations. Loan covenants may require occasional waivers/modifications. Sponsor has been unable to execute its business plan and local market fundamentals have deteriorated. Operating cash flow is not sufficient to service the debt and debt service payments may be coming from sponsor equity/loan reserves. 5. Impaired/Defaulted/Loss Likely- The loan is in default or a default is imminent, and has a high risk of a principal loss, or has incurred a principal loss. The underlying property performance is significantly worse than underwritten expectation and sponsor has failed to execute its business plan. The property has significant vacancy and current cash flow does not support debt service. Local market fundamentals have significantly deteriorated resulting in depressed comparable property valuations versus underwriting. The Company also considers qualitative and environmental factors, including, but not limited to, economic and business conditions, nature and volume of the loan portfolio, lending terms, volume and severity of past due loans, concentration of credit and changes in the level of such concentrations in its determination of the CECL reserve. The Company has elected to not measure a CECL reserve for accrued interest receivable as it is reversed against interest income when a loan or preferred equity investment is placed on nonaccrual status. Loans and preferred equity investments are charged off against the provision for loan losses when all or a portion of the principal amount is determined to be uncollectible. Changes in the CECL reserve for the Company’s financial instruments are recorded in provision for loan losses on the Statement of Operations with a corresponding offset to the loans and preferred equity held for investment or as a component of other liabilities for future loan fundings recorded on the Company’s consolidated balance sheets. See Note 3, “Loans and Preferred Equity Held for Investment, net” for further detail. Troubled Debt Restructuring (“TDR”)— The Company classifies an individual financial instrument as a TDR when it has a reasonable expectation that the financial instrument’s contractual terms will be modified in a manner that grants concession to the borrower who is experiencing financial difficulty. Concessions could include term extensions, payment deferrals, interest rate reductions, principal forgiveness, forbearance, or other actions designed to maximize the Company’s collection on the financial instrument. The Company determines the CECL reserve for financial instruments that are TDRs individually. |
Accounting Standards Adopted in 2021 and Future Application of Accounting Standards | Accounting Standards Adopted in 2020 Credit Losses - In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses, which amends the credit impairment model for financial instruments. The Company adopted ASU 2016-13 using the modified retrospective method on January 1, 2020. The prior incurred loss model has been replaced with a lifetime current expected credit loss (“CECL”) model for financial instruments carried at amortized cost and off-balance sheet credit exposures, such as loans, loan commitments, held-to-maturity (“HTM”) debt securities, financial guarantees, net investment in leases, reinsurance and trade receivables, which will generally result in earlier recognition of allowance for losses. For available-for-sale (“AFS”) debt securities, unrealized credit losses are recognized as allowances rather than reductions in amortized cost basis and elimination of the OTTI concept will result in more frequent estimation of credit losses. The accounting model for purchased credit impaired loans and debt securities has been simplified, including elimination of some of the asymmetrical treatment between credit losses and credit recoveries, to be consistent with the CECL model for originated and purchased non-credit impaired assets. The existing model for beneficial interests that are not of high credit quality was amended to conform to the new impairment models for HTM and AFS debt securities. Upon adoption of ASU 2016-13 on January 1, 2020 the Company recorded the following (dollars in thousands): Impact of ASU 2016-13 Adoption Assets: CECL reserve on Loans and preferred equity held for investment, net $ 21,093 Liabilities: CECL reserve on Accrued and other liabilities 2,093 Total Impact of ASU 2016-13 adoption on Accumulated deficit $ 23,186 Troubled Debt Restructuring (“TDR”)— The Company classifies an individual financial instrument as a TDR when it has a reasonable expectation that the financial instrument’s contractual terms will be modified in a manner that grants concession to the borrower who is experiencing financial difficulty. Concessions could include term extensions, payment deferrals, interest rate reductions, principal forgiveness, forbearance, or other actions designed to maximize the Company’s collection on the financial instrument. The Company determines the CECL reserve for financial instruments that are TDRs individually. Fair Value Disclosures— In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurements . The ASU requires new disclosures of changes in unrealized gains and losses in other comprehensive income for recurring Level 3 fair value measurements of instruments held at the balance sheet date, as well as the range and weighted average or other quantitative information, if more relevant, of significant unobservable inputs for recurring and nonrecurring Level 3 fair values. Certain previously required disclosures are eliminated, specifically around the valuation process required for Level 3 fair values, policy for timing of transfers between levels of the fair value hierarchy, as well as amounts and reason for transfers between Levels 1 and 2. Additionally, the new guidance clarifies or modifies certain existing disclosures, including clarifying that information about measurement uncertainty of Level 3 fair values should be as of the reporting date and requiring disclosures of the timing of liquidity events for investments measured under the NAV practical expedient, but only if the investee has communicated this information or has announced it publicly. The provisions on new disclosures and modification to disclosure of Level 3 measurement uncertainty are to be applied prospectively, while all other provisions are to be applied retrospectively. The Company adopted ASU No. 2018-13 on January 1, 2020. Related Party Guidance for VIEs— In November 2018, the FASB issued ASU No. 2018-17, Targeted Improvements to Related Party Guidance for Variable Interest Entities . The ASU amends the VIE guidance to align, throughout the VIE model, the evaluation of a decision maker's or service provider's fee held by a related party whether or not they are under common control, in both the assessment of whether a fee qualifies as a variable interest and the determination of a primary beneficiary. Specifically, a decision maker or service provider considers interests in a VIE held by a related party under common control only if it has a direct interest in the related party under common control and considers such indirect interest in the VIE held by the related party under common control on a proportionate basis, rather than its entirety. Transition is generally on a modified retrospective basis, with the cumulative effect adjusted to retained earnings at the beginning of the earliest period presented. The Company adopted ASU No. 2018-17 on January 1, 2020, with no transitional impact upon adoption. Reference Rate Reform- In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The guidance in Topic 848 is optional, the election of which provides temporary relief for the accounting effects on contracts, hedging relationships and other transactions impacted by the transition from interbank offered rates (such as London Interbank Offered Rate, or LIBOR) that are expected to be discontinued by the end of 2021 to alternative reference rates (such as Secured Overnight Financing Rate, or SOFR). Modification of contractual terms to effect the reference rate reform transition on debt, leases, derivatives and other contracts is eligible for relief from modification accounting and accounted for as a continuation of the existing contract. Topic 848 is effective upon issuance through December 31, 2022, and may be applied retrospectively to January 1, 2020. The Company has elected to apply the hedge accounting expedients related to probability and assessment of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives, which preserves existing derivative treatment and presentation. The Company may elect other practical expedients or exceptions as applicable over time as reference rate reform activities occur. Revised Significance Tests -In May 2020, the SEC issued a new rule regarding the financial statement requirements for acquisitions and dispositions of a business, which included, among other things, amending (i) certain criteria in the significance tests for acquired or to-be-acquired businesses, (ii) related pro forma financial information requirements, including its form and content, and (iii) related disclosure requirements, including the number of acquiree financial statement periods to be presented in SEC filings. The final rule is effective for fiscal years beginning after December 31, 2020, with early application permitted. The Company adopted this SEC final rule, effective October 1, 2020. Accounting Standards Adopted in 2021 Income Tax Accounting— In December 2019, the FASB issued ASU No. 2019-12, Simplifying Accounting for Income Taxes . The ASU simplifies accounting for income taxes by eliminating certain exceptions to the general approach in ASC 740, Income Taxes, and clarifies certain aspects of the guidance for more consistent application. The simplifications relate to intraperiod tax allocations when there is a loss in continuing operations and a gain outside of continuing operations, accounting for tax law or tax rate changes and year-to-date losses in interim periods, recognition of deferred tax liability for outside basis difference when investment ownership changes, and accounting for franchise taxes that are partially based on income. The ASU also provides new guidance that clarifies the accounting for transactions resulting in a step-up in tax basis of goodwill, among other changes. Transition is generally prospective, other than the provision related to outside basis difference which is on a modified retrospective basis with the cumulative effect adjusted to retained earnings at the beginning of the period adopted, and franchise tax provision which is on either full or modified retrospective. ASU No. 2019-12 is effective January 1, 2021, with early adoption permitted in an interim period, to be applied to all provisions. The Company adopted this on January 1, 2021, and the impact was not material. Accounting for Certain Equity Investments— In January 2020, the FASB issued ASU No. 2020-01, Clarifying the Interactions between Topic 321 Investments-Equity Securities, Topic 323-Investments Equity Method and Joint Ventures, and Topic 815-Derivatives and Hedging . The ASU clarifies, that if as a result of an observable transaction, an equity investment under the measurement alternative is transitioned into equity method or an equity method investment is transitioned into measurement alternative, then the investment is to be remeasured immediately before and after the transaction, respectively. The ASU also clarifies that certain forward contracts or purchased options to acquire equity securities that are not deemed to be derivatives or in-substance common stock will generally be measured using the fair value principles of ASC 321 before settlement or exercise, and that an entity should not be considering how it will account for the resulting investments upon eventual settlement or exercise. ASU No. 2020-01 is to be applied prospectively, effective January 1, 2021, with early adoption permitted in an interim period. The Company adopted this on January 1, 2021, and the impact was not material. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Classification, Carrying Value and Maximum Exposure of VIEs | The following table presents the Company’s classification, carrying value and maximum exposure of unconsolidated VIEs as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Carrying Value Maximum Exposure to Loss Carrying Value Maximum Exposure to Loss Loans and preferred equity held for investment, net $ — $ — $ 18,141 $ 18,141 Real estate securities, available for sale — — 10,389 10,188 Investments in unconsolidated ventures 16,200 16,200 298,554 323,608 Total assets $ 16,200 $ 16,200 $ 327,084 $ 351,937 The following table presents the assets and liabilities recorded on the consolidated balance sheets attributable to the securitization trust as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Assets Mortgage loans held in a securitization trust, at fair value $ 813,310 $ 1,768,069 Receivables, net 3,325 6,644 Total assets $ 816,635 $ 1,774,713 Liabilities Mortgage obligations issued by a securitization trust, at fair value $ 777,156 $ 1,708,534 Accrued and other liabilities 3,032 6,119 Total liabilities $ 780,188 $ 1,714,653 The below table presents net income attributable to the Company’s common stockholders for the years ended December 31, 2021, 2020 and 2019 generated from the Company’s investments in the subordinate tranches of the securitization trusts (dollars in thousands): Year Ended December 31, 2021 2020 2019 Statement of Operations Interest expense $ — $ (427) $ (957) Interest income on mortgage loans held in securitization trusts 51,609 92,461 120,203 Interest expense on mortgage obligations issued by securitization trusts (45,460) (83,952) (109,964) Net interest income 6,149 8,082 9,282 Administrative expense (1,308) (1,476) (1,114) Unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net 41,904 (50,521) 4,090 Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net (36,623) — 2,772 Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders $ 10,122 $ (43,915) $ 15,030 |
Schedule of Operating Real Estate Estimated Useful Lives | Real estate held for investment, other than land, is depreciated on a straight-line basis over the estimated useful lives of the assets, as follows: Real Estate Assets Term Building (fee interest) 7 to 48 years Building leasehold interests Lesser of remaining term of the lease or remaining life of the building Building improvements Lesser of the useful life or remaining life of the building Land improvements 1 to 15 years Tenant improvements Lesser of the useful life or remaining term of the lease Furniture, fixtures and equipment 2 to 8 years |
Schedule of Adoption of ASU 2016-13 | Upon adoption of ASU 2016-13 on January 1, 2020 the Company recorded the following (dollars in thousands): Impact of ASU 2016-13 Adoption Assets: CECL reserve on Loans and preferred equity held for investment, net $ 21,093 Liabilities: CECL reserve on Accrued and other liabilities 2,093 Total Impact of ASU 2016-13 adoption on Accumulated deficit $ 23,186 |
Loans and Preferred Equity He_2
Loans and Preferred Equity Held for Investment, net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Loans and Preferred Equity Held for Investment, net | The following table provides a summary of the Company’s loans and preferred equity held for investment, net (dollars in thousands): December 31, 2021 December 31, 2020 Unpaid Principal Balance Carrying Value Weighted Average Coupon (1) Weighted Average Maturity in Years Unpaid Principal Balance Carrying Value Weighted Average Coupon (1) Weighted Average Maturity in Years Fixed rate Mezzanine loans $ 105,636 $ 105,505 12.4 % 3.0 $ 155,803 $ 155,225 12.8 % 4.0 Preferred equity interests — — — % — 18,680 18,681 15.0 % 2.7 105,636 105,505 174,483 173,906 Variable rate Senior loans 1,576,439 1,564,940 4.6 % 3.7 1,029,760 1,026,846 5.4 % 3.4 Securitized loans (2) 1,806,583 1,803,042 4.2 % 3.5 1,006,495 1,004,698 5.1 % 3.4 Mezzanine loans 12,000 12,120 11.5 % 0.7 12,000 12,120 11.5 % 1.7 Preferred equity interests — — — % — 3,118 3,118 5.3 % — 3,395,022 3,380,102 2,051,373 2,046,782 Loans and preferred equity held for investment 3,500,658 3,485,607 2,225,856 2,220,688 Allowance for loan losses NA (36,598) NA (37,191) Loans and preferred equity held for investment, net $ 3,500,658 $ 3,449,009 $ 2,225,856 $ 2,183,497 _________________________________________ (1) Calculated based on contractual interest rate. (2) Represents loans transferred into securitization trusts that are consolidated by the Company. |
Schedule of Mortgage Loans on Real Estate | Activity relating to the Company’s loans and preferred equity held for investment, net was as follows (dollars in thousands): Year Ended December 31, 2021 (1) 2020 (2) Balance at January 1 $ 2,183,497 $ 2,576,332 Acquisitions/originations/additional funding 1,758,090 296,981 Loan maturities/principal repayments (501,007) (476,335) Transfer to loans held for sale — (154,370) Discount accretion/premium amortization 6,706 7,766 Capitalized interest 1,130 (1,446) Provision for loan losses 593 (85,744) Effect of CECL adoption (3) — (20,847) Charge-off — 41,160 Balance at December 31 $ 3,449,009 $ 2,183,497 _________________________________________ (1) Provision for loan losses excludes $0.4 million as of December 31, 2021, determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. (2) Provision for loan losses includes $5.2 million for a loan that was subsequently transferred to held for sale during the second quarter of 2020 and the net provision recorded upon loan repayment totaling $2.7 million during the year ended December 31, 2020. Additionally, provision for loan losses excludes $1.3 million determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. (3) Calculated by the Company’s PD/LGD model upon CECL adoption on January 1, 2020. See Note 2, “Summary of Significant Accounting Polices” for further details. |
Aging Summary of Loans | The following table provides an aging summary of loans and preferred equity held for investment at carrying values before allowance for loan losses, if any (dollars in thousands): Current or Less Than 30 Days Past Due 30-59 Days Past Due 60-89 Days Past Due 90 Days or More Past Due Total Loans December 31, 2021 $ 3,485,607 $ — $ — $ — $ 3,485,607 December 31, 2020 2,220,688 — — — 2,220,688 |
Allowance for Loan Losses | Changes in allowance for loan losses on loans are presented below (dollars in thousands): Year Ended December 31, 2021 2020 2019 Allowance for loan losses at beginning of period $ 37,191 $ 272,624 $ 109,328 Effect of CECL adoption (1) — 21,093 — Provision for loan losses (2)(3) (593) 85,497 220,572 Charge-off — (41,160) (46,693) Transfer to loans held for sale — (300,863) (10,583) Allowance for loan losses at end of period (4)(5) $ 36,598 $ 37,191 $ 272,624 _________________________________________ (1) Calculated by the Company’s PD/LGD model upon CECL adoption on January 1, 2020. See Note 2, “Summary of Significant Accounting Policies” for further details. (2) For the year ended December 31, 2021, provision for loan losses excludes $0.4 million, which were determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. (3) For the year ended December 31, 2020, provision for loan losses excludes $1.3 million, which were determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets. Provision for loan losses includes $5.2 million for a loan that was subsequently transferred to held for sale during the second quarter of 2020 and net provision recorded upon loan repayment totaling $2.7 million during the year ended December 31, 2020. (4) Includes $35.3 million related to the Company’s PD/LGD model at December 31, 2021 and $1.3 million related to a loan, which was evaluated individually. |
Summary of Loans and Preferred Equity Held for Investment by Year of Origination and Credit Quality Risk Ranking | The following tables provide a summary by carrying values before any allowance for loan losses of the Company’s loans and preferred equity held for investment by year of origination and credit quality risk ranking (dollars in thousands) as of December 31, 2021 and December 31, 2020, respectively. Refer to Note 2, “Summary of Significant Accounting Policies—Accounting Standards Adopted in 2020—Credit Losses” for loans risk ranking definitions. December 31, 2021 2021 2020 2019 2018 2017 Total Senior loans Risk Rankings: 2 $ 242,850 $ 109,103 $ 70,811 $ — $ — $ 422,764 3 1,393,307 72,359 443,162 262,147 34,036 2,205,011 4 — — 396,395 304,477 — 700,872 5 — — 39,335 — — 39,335 Total Senior loans 1,636,157 181,462 949,703 566,624 34,036 3,367,982 Mezzanine loans Risk Rankings: 3 — — 38,796 4,489 — 43,285 4 — — 62,220 — 12,120 74,340 Total Mezzanine loans — — 101,016 4,489 12,120 117,625 Total Loans and preferred equity held for investment $ 1,636,157 $ 181,462 $ 1,050,719 $ 571,113 $ 46,156 $ 3,485,607 December 31, 2020 2020 2019 2018 2017 2016 Prior Total Senior loans Risk Rankings: 3 $ 176,851 $ 344,871 $ 260,391 $ 33,645 $ — $ — $ 815,758 4 — 812,255 403,531 — — — 1,215,786 Total Senior loans 176,851 1,157,126 663,922 33,645 — — 2,031,544 Mezzanine loans Risk Rankings: 4 — 92,261 62,964 12,120 — — 167,345 Total Mezzanine loans — 92,261 62,964 12,120 — — 167,345 Preferred equity interests and other Risk Rankings: 4 3,118 — 18,681 — — — 21,799 Total Preferred equity interests and other 3,118 — 18,681 — — — 21,799 Total Loans and preferred equity held for investment $ 179,969 $ 1,249,387 $ 745,567 $ 45,765 $ — $ — $ 2,220,688 |
Investments in Unconsolidated_2
Investments in Unconsolidated Ventures (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Ventures | The Company’s investments in unconsolidated ventures represent noncontrolling equity interests in various entities, as follows (dollars in thousands): December 31, 2021 December 31, 2020 Equity method investments $ 16,185 $ 366,481 Investments under fair value option 4,406 6,883 Investments in Unconsolidated Ventures $ 20,591 $ 373,364 |
Summary of Equity Method Investments | The Company’s investments accounted for under the equity method are summarized below (dollars in thousands): Carrying Value Investments Description December 31, 2021 December 31, 2020 ADC investments (1)(2)(3) Interests in three acquisition, development and construction loans in which the Company participates in residual profits from the projects, and the risk and rewards of the arrangements are more similar to those associated with investments in joint ventures $ — $ 57,481 Other investment ventures (1)(4) Interest in one investment backed by a triple-net-leased industrial portfolio 16,185 309,000 _________________________________________ (1) The Company’s ownership interest in ADC investments and other investment ventures varies and represents capital contributed to date and may not be reflective of the Company’s economic interest in the entity because of provisions in operating agreements governing various matters, such as classes of partner or member interests, allocations of profits and losses, preferential returns and guaranty of debt. Each equity method investment has been determined to be a VIE for which the Company was not deemed to be the primary beneficiary or a voting interest entity in which the Company does not have the power to control through a majority of voting interest or through other arrangements. (2) The Company owns varying levels of stated equity interests in certain ADC investments, as well as profit participation interests in real estate ventures without a stated ownership interest in other ADC investments. (3) At December 31, 2020, included two investments with a carrying value of $57.5 million that were contributed to a preferred financing arrangement. Both investments were sold in the fourth quarter of 2021 as part of the Co-Invest Portfolio Sale. See Note 13, “Noncontrolling Interests,” for further information. (4) At December 31, 2020, included four investments with a carrying value of $194.9 million that were contributed to a preferred financing arrangement. These investments were sold in the fourth quarter of 2021 as part of the Co-Invest Portfolio Sale. See Note 13, “Noncontrolling Interests,” for further information. |
Real Estate Securities, Avail_2
Real Estate Securities, Available for Sale (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of the CMBS Investments | The following table presents CMBS investments as of December 31, 2020 (dollars in thousands): Weighted Average Principal Amount Total Discount Amortized Cumulative Unrealized Fair Coupon (1) Unleveraged Current Yield (2) As of Date: Count Gain (Loss) December 31, 2020 2 $ 19,560 $ (9,371) $ 10,189 $ 200 $ — $ 10,389 3.35 % — % _________________________________________ (1) All CMBS are fixed rate. |
Schedule of Classification, Carrying Value and Maximum Exposure of VIEs | The following table presents the Company’s classification, carrying value and maximum exposure of unconsolidated VIEs as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Carrying Value Maximum Exposure to Loss Carrying Value Maximum Exposure to Loss Loans and preferred equity held for investment, net $ — $ — $ 18,141 $ 18,141 Real estate securities, available for sale — — 10,389 10,188 Investments in unconsolidated ventures 16,200 16,200 298,554 323,608 Total assets $ 16,200 $ 16,200 $ 327,084 $ 351,937 The following table presents the assets and liabilities recorded on the consolidated balance sheets attributable to the securitization trust as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Assets Mortgage loans held in a securitization trust, at fair value $ 813,310 $ 1,768,069 Receivables, net 3,325 6,644 Total assets $ 816,635 $ 1,774,713 Liabilities Mortgage obligations issued by a securitization trust, at fair value $ 777,156 $ 1,708,534 Accrued and other liabilities 3,032 6,119 Total liabilities $ 780,188 $ 1,714,653 The below table presents net income attributable to the Company’s common stockholders for the years ended December 31, 2021, 2020 and 2019 generated from the Company’s investments in the subordinate tranches of the securitization trusts (dollars in thousands): Year Ended December 31, 2021 2020 2019 Statement of Operations Interest expense $ — $ (427) $ (957) Interest income on mortgage loans held in securitization trusts 51,609 92,461 120,203 Interest expense on mortgage obligations issued by securitization trusts (45,460) (83,952) (109,964) Net interest income 6,149 8,082 9,282 Administrative expense (1,308) (1,476) (1,114) Unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net 41,904 (50,521) 4,090 Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net (36,623) — 2,772 Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders $ 10,122 $ (43,915) $ 15,030 |
Real Estate, net and Real Est_2
Real Estate, net and Real Estate Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Schedule of Operating Real Estate Properties | The following table presents the Company’s net lease portfolio, net, as of December 31, 2021, and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Land and improvements $ 134,453 $ 136,184 Buildings, building leaseholds, and improvements 564,919 569,610 Tenant improvements 17,944 16,311 Construction-in-progress 660 3,804 Subtotal $ 717,976 $ 725,909 Less: Accumulated depreciation (70,861) (52,201) Less: Impairment (34,104) (34,104) Net lease portfolio, net (1) $ 613,011 $ 639,604 _________________________________________ (1) Prior period amounts have been revised to conform to the current year presentation. See Note 18, “Segment Reporting” for further discussion. The following table presents the Company’s portfolio of other real estate, including foreclosed properties, as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Land and improvements $ 46,532 $ 53,523 Buildings, building leaseholds, and improvements 236,259 262,874 Tenant improvements 24,625 24,931 Furniture, fixtures and equipment 191 4,245 Construction-in-progress 460 738 Subtotal $ 308,067 $ 346,311 Less: Accumulated depreciation (29,460) (29,955) Less: Impairment (108,407) (116,703) Other portfolio, net (1) $ 170,200 $ 199,653 _________________________________________ (1) Prior period amounts have been revised to conform to the current year presentation. See Note 18, “Segment Reporting” for further discussion. |
Property Operating Income | For the years ended December 31, 2021, 2020 and 2019, the components of property operating income were as follows (dollars in thousands): Year Ended December 31, 2021 2020 2019 Lease revenues (1) Minimum lease revenue $ 83,498 $ 146,700 $ 180,734 Variable lease revenue 9,815 22,197 24,419 $ 93,313 $ 168,897 $ 205,153 Hotel operating income 9,200 5,720 45,898 $ 102,513 $ 174,617 $ 251,051 _________________________________________ (1) Excludes net amortization expense related to above and below-market leases of $1.3 million and income of $1.4 million for the year ended December 31, 2021, respectively. Excludes net amortization expense related to above and below-market leases of $2.4 million and income of $2.8 million for the year ended December 31, 2020, respectively. Excludes net amortization expense related to above and below-market leases of $4.2 million and $7.1 million for the year ended December 31, 2019, respectively. |
Schedule of Future Minimum Rental Income under Non-cancellable Operating Leases | The following table presents approximate future minimum rental income under noncancellable operating leases, excluding variable lease revenue of tenant reimbursements, to be received over the next five years and thereafter as of December 31, 2021 (dollars in thousands): Remainder of 2022 $ 75,347 2023 69,438 2024 64,846 2025 58,509 2026 52,570 2027 and thereafter 365,945 Total (1) $ 686,655 ________________________________________ (1) Excludes minimum future rents that is classified as held for sale totaling $1.6 million through 2026. The following table presents approximate future minimum rental income under noncancellable operating leases, excluding variable lease revenue of tenant reimbursements, to be received over the next five years and thereafter as of December 31, 2020 (dollars in thousands): 2021 $ 77,716 2022 73,760 2023 66,137 2024 60,657 2025 55,152 2026 and thereafter 393,964 Total (1) $ 727,386 ________________________________________ (1) Excludes minimum future rents that is classified as held for sale totaling $103.6 million through 2050. |
Schedule of Operating Real Estate Held for Sale | The following table summarizes the Company’s assets and liabilities related to assets held for sale at December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Assets Real estate, net $ 44,229 $ 314,817 Deferred leasing costs and intangible assets, net 116 8,539 Total assets held for sale $ 44,345 $ 323,356 Liabilities Intangible liabilities, net $ — $ 323 Total liabilities related to assets held for sale $ — $ 323 |
Deferred Leasing Costs and Ot_2
Deferred Leasing Costs and Other Intangibles (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The Company’s deferred leasing costs, other intangible assets and intangible liabilities, excluding those related to assets held for sale, at December 31, 2021 and December 31, 2020 are as follows (dollars in thousands): December 31, 2021 Carrying Amount Accumulated Amortization Net Carrying Amount (1) Deferred Leasing Costs and Intangible Assets In-place lease values $ 81,869 $ (34,555) $ 47,314 Deferred leasing costs 29,863 (14,701) 15,162 Above-market lease values 10,171 (7,666) 2,505 $ 121,903 $ (56,922) $ 64,981 Intangible Liabilities Below-market lease values $ 16,166 $ (9,942) $ 6,224 _________________________________________ (1) Excludes deferred leasing costs and intangible assets related to assets held for sale at December 31, 2021. December 31, 2020 Carrying Amount Accumulated Amortization Net Carrying Amount (1) Deferred Leasing Costs and Intangible Assets In-place lease values $ 83,239 $ (28,558) $ 54,681 Deferred leasing costs 29,052 (11,860) 17,192 Above-market lease values 10,468 (6,641) 3,827 $ 122,759 $ (47,059) $ 75,700 Intangible Liabilities Below-market lease values $ 16,149 $ (8,492) $ 7,657 _________________________________________ (1) Excludes deferred leasing costs and intangible assets and intangible liabilities related to assets held for sale at December 31, 2020. |
Schedule of Deferred Leasing Costs | The Company’s deferred leasing costs, other intangible assets and intangible liabilities, excluding those related to assets held for sale, at December 31, 2021 and December 31, 2020 are as follows (dollars in thousands): December 31, 2021 Carrying Amount Accumulated Amortization Net Carrying Amount (1) Deferred Leasing Costs and Intangible Assets In-place lease values $ 81,869 $ (34,555) $ 47,314 Deferred leasing costs 29,863 (14,701) 15,162 Above-market lease values 10,171 (7,666) 2,505 $ 121,903 $ (56,922) $ 64,981 Intangible Liabilities Below-market lease values $ 16,166 $ (9,942) $ 6,224 _________________________________________ (1) Excludes deferred leasing costs and intangible assets related to assets held for sale at December 31, 2021. December 31, 2020 Carrying Amount Accumulated Amortization Net Carrying Amount (1) Deferred Leasing Costs and Intangible Assets In-place lease values $ 83,239 $ (28,558) $ 54,681 Deferred leasing costs 29,052 (11,860) 17,192 Above-market lease values 10,468 (6,641) 3,827 $ 122,759 $ (47,059) $ 75,700 Intangible Liabilities Below-market lease values $ 16,149 $ (8,492) $ 7,657 _________________________________________ (1) Excludes deferred leasing costs and intangible assets and intangible liabilities related to assets held for sale at December 31, 2020. |
Schedule of Deferred Costs and Other Intangible Assets and Liabilities | The following table summarizes the amortization of deferred leasing costs, intangible assets and intangible liabilities for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Year Ended December 31, 2021 2020 2019 Above-market lease values $ (1,271) $ (2,400) $ (4,172) Below-market lease values 1,369 2,815 7,076 Net increase (decrease) to property operating income $ 98 $ 415 $ 2,904 In-place lease values $ 6,910 $ 12,045 $ 21,445 Deferred leasing costs 3,104 5,968 8,400 Other intangibles 172 62 450 Amortization expense $ 10,186 $ 18,075 $ 30,295 |
Schedule of Future Amortization Expense | The following table presents the amortization of deferred leasing costs, intangible assets and intangible liabilities, for each of the next five years and thereafter as of December 31, 2021 (dollars in thousands): 2022 2023 2024 2025 2026 2027 and thereafter Total Above-market lease values $ 1,068 $ 578 $ 451 $ 272 $ 93 $ 43 $ 2,505 Below-market lease values (1,386) (1,379) (1,379) (1,377) (703) — (6,224) Net increase (decrease) to property operating income $ (318) $ (801) $ (928) $ (1,105) $ (610) $ 43 $ (3,719) In-place lease values $ 6,102 $ 5,254 $ 4,954 $ 4,269 $ 3,435 $ 23,300 $ 47,314 Deferred leasing costs 2,984 2,477 2,170 1,767 905 4,859 15,162 Amortization expense $ 9,086 $ 7,731 $ 7,124 $ 6,036 $ 4,340 $ 28,159 $ 62,476 The following table presents the amortization of deferred leasing costs, intangible assets and intangible liabilities, excluding those related to assets and liabilities held for sale, for each of the next five years and thereafter as of December 31, 2020 (dollars in thousands): 2021 2022 2023 2024 2025 2026 and thereafter Total Above-market lease values $ 1,331 $ 1,074 $ 584 $ 456 $ 278 $ 104 $ 3,827 Below-market lease values (1,433) (1,386) (1,379) (1,377) (1,375) (707) (7,657) Net increase (decrease) to property operating income $ (102) $ (312) $ (795) $ (921) $ (1,097) $ (603) $ (3,830) In-place lease values $ 6,907 $ 6,181 $ 5,333 $ 5,033 $ 4,348 $ 26,879 $ 54,681 Deferred leasing costs 3,264 2,802 2,240 1,933 1,548 5,405 17,192 Amortization expense $ 10,171 $ 8,983 $ 7,573 $ 6,966 $ 5,896 $ 32,284 $ 71,873 |
Restricted Cash, Other Assets_2
Restricted Cash, Other Assets and Accrued and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Restricted Cash | The following table presents a summary of restricted cash as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Restricted cash: Borrower escrow deposits $ 73,344 $ 36,973 Capital expenditure reserves 8,921 6,949 Working capital and other reserves 2,310 2,561 Real estate escrow reserves 2,025 13,807 Tenant lockboxes 241 4,633 Margin pledged as collateral — 290 Total $ 86,841 $ 65,213 |
Summary of Other Assets | The following table presents a summary of other assets as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Other assets: Prepaid taxes and deferred tax assets $ 26,194 $ 26,294 Right-of-use lease asset 24,970 22,056 Prepaid expenses 5,069 4,272 Deferred financing costs, net - credit facilities 2,113 6,440 Derivative asset 1,373 386 Other 2,141 1,452 Total $ 61,860 $ 60,900 |
Summary of Other Liabilities | The following table presents a summary of accrued and other liabilities as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Accrued and other liabilities: Current and deferred tax liability $ 34,612 $ 32,569 Operating lease liability 25,205 22,186 Accounts payable, accrued expenses and other liabilities 20,168 15,083 Interest payable 11,076 14,970 Prepaid rent and unearned revenue 7,669 9,082 Unfunded CECL Loan Allowance 432 1,313 Tenant security deposits 424 1,338 Other 228 37 Total $ 99,814 $ 96,578 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following table presents debt as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Capacity ($) Recourse vs. Non-Recourse (1) Final Contractual Principal Amount (2) Carrying Value (2) Principal Amount (2) Carrying Value (2) Securitization bonds payable, net CLNC 2019-FL1 (3) Non-recourse Aug-35 SOFR (4) + 1.59% $ 840,423 $ 836,812 $ 840,423 $ 835,153 BRSP 2021-FL1 (3) Non-recourse Aug-38 LIBOR + 1.49% 670,000 664,087 — — Subtotal securitization bonds payable, net 1,510,423 1,500,899 840,423 835,153 Mortgage and other notes payable, net Net lease 6 Non-recourse Oct-27 4.45% 23,117 23,117 23,608 23,608 Net lease 5 Non-recourse Nov-26 4.45% 3,282 3,216 3,351 3,272 Net lease 4 Non-recourse Nov-26 4.45% 7,081 6,939 7,230 7,059 Net lease 3 (5) Non-recourse Jan-22 6.00% 11,867 11,807 12,191 12,163 Net lease 6 Non-recourse Jul-23 LIBOR + 2.15% 908 889 1,364 1,333 Net lease 5 Non-recourse Aug-26 4.08% 30,639 30,442 31,244 31,004 Net lease 1 (6) Non-recourse Nov-26 4.45% 17,823 17,465 18,196 17,765 Net lease 1 (7) Non-recourse Mar-28 4.38% 11,769 11,332 12,021 11,584 Net lease 1 Non-recourse Jul-25 4.31% — — 250,000 247,939 Net lease 2 (8) Non-recourse Jun-25 3.91% 181,504 184,078 187,151 189,806 Net lease 3 Non-recourse Sep-33 4.77% 200,000 198,689 200,000 198,604 Other real estate 1 Non-recourse Oct-24 4.47% 105,090 105,452 107,029 107,596 Other real estate 3 Non-recourse Jan-25 4.30% 72,359 71,922 73,905 73,341 Other real estate 6 (9) Non-recourse Apr-24 LIBOR + 2.95% 30,000 29,859 22,788 22,306 Loan 9 (10) Non-recourse Jun-24 LIBOR + 3.00% 65,377 65,376 75,377 75,377 Subtotal mortgage and other notes payable, net 760,816 760,583 1,025,455 1,022,757 Bank credit facility Bank credit facility $ 300,000 Recourse Feb-23 (11) LIBOR + 2.25% — — — — Subtotal bank credit facility — — — — Master repurchase facilities Bank 1 facility 3 $ 400,000 Limited Recourse (12) Apr-26 (13) LIBOR + 1.91% (14) 109,915 109,915 112,509 112,509 Bank 2 facility 3 — Limited Recourse (12) (15) (16) (14) — — 19,353 19,353 Bank 3 facility 3 600,000 Limited Recourse (12) Apr-23 (17) LIBOR + 1.81% (14) 157,409 157,409 196,738 196,738 Bank 7 facility 1 500,000 Limited Recourse (12) Apr-25 (18) LIBOR + 1.77% (14) 358,181 358,181 89,912 89,912 Bank 8 facility 1 250,000 Limited Recourse (12) Jun-23 (19) LIBOR + 1.98% (14) 177,519 177,519 116,712 116,712 Bank 9 facility 1 300,000 (20) May-26 (21) LIBOR + 1.87% (14) 102,098 102,098 — — Subtotal master repurchase facilities $ 2,050,000 905,122 905,122 535,224 535,224 Subtotal credit facilities 905,122 905,122 535,224 535,224 Total $ 3,176,361 $ 3,166,604 $ 2,401,102 $ 2,393,134 _________________________________________ (1) Subject to customary non-recourse carveouts. (2) Difference between principal amount and carrying value of securitization bonds payable, net and mortgage and other notes payable, net is attributable to deferred financing costs, net and premium/discount on mortgage notes payable. (3) The Company, through indirect Cayman subsidiaries, securitized commercial mortgage loans originated by the Company. Senior notes issued by the securitization trusts were generally sold to third parties and subordinated notes retained by the Company. These securitizations are accounted for as secured financing with the underlying mortgage loans pledged as collateral. Principal payments from underlying collateral loans must be applied to repay the notes until fully paid off, irrespective of the contractual maturities on the notes. Underlying collateral loans have initial terms of two (4) As of June 17, 2021, the benchmark index interest rate was converted from LIBOR to compounded SOFR, plus a benchmark adjustment of 11.448 basis points. (5) Subsequent to December 31, 2021, the property was sold and the mortgage payable was repaid in full. See Note 21, Subsequent Events, for further details. (6) Payment terms are periodic payment of principal and interest for debt on two properties and periodic payment of interest only with principal at maturity (except for principal repayments to release collateral properties disposed) for debt on one property. (7) Represents a mortgage note collateralized by three properties. (8) As of December 31, 2021, the outstanding principal of the mortgage payable was NOK 1.6 billion, which translated to $184.1 million. (9) The current maturity of the mortgage payable is April 2022, with two one-year extensions available at the Company’s option, which may be subject to the satisfaction of certain customary conditions set forth in the governing documents. (10) The current maturity of the note payable is June 2022, with two one-year extensions available at the Company’s option, which may be subject to the satisfaction of certain customary conditions set forth in the governing documents. (11) The ability to borrow additional amounts terminated on February 1, 2022. Subsequent to December 31, 2021, the Company, through its subsidiaries, including the OP, entered into an Amended and Restated Credit Agreement. Refer to Bank Credit Facility within this note for more details. (12) Recourse solely with respect to 25.0% of the financed amount. (13) The current maturity date is April 2023, with three one-year extensions available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (14) Represents the weighted average spread as of December 31, 2021. The contractual interest rate depends upon asset type and characteristics and ranges from one-month London Interbank Offered Rates (“LIBOR”) plus 1.50% to 2.60%. (15) Upon reaching the maturity date the Company did not extend Bank 2 Facility 3 and thus no longer has availability. (16) The interest rate will be determined by the lender in its sole discretion. (17) The current maturity date is April 2022, with a one-year extension available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (18) The current maturity date is April 2024, with a one-year extension available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (19) The current maturity date is June 2022, with a one-year extension available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents. (20) Recourse is either 25.0% or 50.0% depending on loan metrics. |
Schedule of Scheduled Principal on Debt | The following table summarizes future scheduled minimum principal payments at December 31, 2021 based on initial maturity dates or extended maturity dates to the extent criteria are met and the extension option is at the borrower’s discretion (dollars in thousands): Total Securitization Bonds Payable, Net Mortgage Notes Payable, Net Credit Facilities 2022 $ 14,387 $ — $ 14,387 $ — 2023 337,494 — 2,566 334,928 2024 202,686 — 202,686 — 2025 614,320 — 256,139 358,181 2026 266,559 — 54,546 212,013 2027 and thereafter 1,740,915 1,510,423 230,492 — Total $ 3,176,361 $ 1,510,423 $ 760,816 $ 905,122 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Valuation Assumptions | Fair value of PSUs, including dividend equivalent rights, was determined using a Monte Carlo simulation, with the following assumptions: 2021 Grant Expected volatility (1) 86.6 % Risk free rate (2) 0.1 % Expected dividend yield (3) — _________________________________________ (1) Based upon the Company’s historical stock volatility. (2) Based upon the continuously compounded zero-coupon U.S. Treasury yield for the term coinciding with the measurement period of the award as of valuation date. (3) Based upon the dividend yield in place as of the grant date. |
Summary of Awards Granted or Vested | The table below summarizes the Company’s awards granted, forfeited or vested under the 2018 Plan during the years ended December 31, 2021 and December 31, 2020: Number of Shares Weighted Average Grant Date Fair Value Restricted Stock PSUs Total Restricted Stock PSUs Unvested Shares at December 31, 2019 1,335,590 — 1,335,590 $ 17.79 $ — Granted 237,340 — 237,340 3.70 — Vested (476,747) — (476,747) 17.33 — Forfeited (211,113) — (211,113) 17.20 — Unvested shares at December 31, 2020 885,070 — 885,070 $ 16.16 $ — Granted 1,468,293 276,000 1,744,293 8.36 11.96 Vested (871,269) (4,000) (875,269) 15.19 11.96 Unvested shares at December 31, 2021 1,482,094 272,000 1,754,094 12.35 11.96 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Summary of Distributions Declared | During the year ended December 31, 2021, the Company declared the following dividends on its common stock: Declaration Date Record Date Payment Date Per Share February 24, 2021 March 31, 2021 April 15, 2021 $0.10 April 30, 2021 June 30, 2021 July 15, 2021 $0.14 August 4, 2021 September 30, 2021 October 15, 2021 $0.16 November 3, 2021 December 31, 2021 January 14, 2022 $0.18 |
Reclassification out of Accumulated Other Comprehensive Income | The following tables present the changes in each component of Accumulated Other Comprehensive Income (Loss) (“AOCI”) attributable to stockholders and noncontrolling interests in the OP, net of immaterial tax effect. Changes in Components of AOCI - Stockholders (in thousands) Unrealized gain (loss) on real estate securities, available for sale Unrealized gain on net investment hedges Foreign currency translation gain (loss) Total AOCI at December 31, 2018 $ (1,295) $ 11,037 $ (10,141) $ (399) Other comprehensive income (loss) 17,204 14,835 (3,346) 28,693 AOCI at December 31, 2019 $ 15,909 $ 25,872 $ (13,487) $ 28,294 Other comprehensive income (loss) before reclassification (88,646) 21,255 20,673 (46,718) Amounts reclassified from AOCI 73,012 — — 73,012 Net current period OCI (15,634) 21,255 20,673 26,294 AOCI at December 31, 2020 $ 275 $ 47,127 $ 7,186 $ 54,588 Other comprehensive income (loss) before reclassification 137 — (10,905) (10,768) Amounts reclassified from AOCI (412) (29,234) (5,468) (35,114) Net current period OCI (275) (29,234) (16,373) (45,882) AOCI at December 31, 2021 $ — $ 17,893 $ (9,187) $ 8,706 Changes in Components of AOCI - Noncontrolling Interests in the OP (in thousands) Unrealized gain (loss) on real estate securities, available for sale Unrealized gain on net investment hedges Foreign currency translation loss Total AOCI at December 31, 2018 $ (32) $ 268 $ (246) $ (10) Other comprehensive income (loss) 644 625 (555) 714 AOCI at December 31, 2019 $ 612 $ 893 $ (801) $ 704 Other comprehensive income (loss) before reclassification (2,431) 510 529 (1,392) Amounts reclassified from AOCI 1,746 — — 1,746 Net current period OCI (685) 510 529 354 AOCI at December 31, 2020 $ (73) $ 1,403 $ (272) $ 1,058 Other comprehensive income (loss) before reclassification 98 — (473) (375) Amounts reclassified from AOCI (25) (693) (127) (845) Net current period OCI 73 (693) (600) (1,220) AOCI at December 31, 2021 $ — $ 710 $ (872) $ (162) Changes in Components of AOCI - Noncontrolling Interests in investment entities (in thousands) Unrealized gain (loss) on real estate securities, available for sale Unrealized gain (loss) on net investment hedges Foreign currency translation gain (loss) Total AOCI at December 31, 2018 $ — $ — $ — $ — Other comprehensive income — — — — AOCI at December 31, 2019 $ — $ — $ — $ — Other comprehensive income — — 2,193 2,193 AOCI at December 31, 2020 $ — $ — $ 2,193 $ 2,193 Other comprehensive income before reclassification — — (321) (321) Amounts reclassified from AOCI — — — — Net current period OCI — — (321) (321) AOCI at December 31, 2021 $ — $ — $ 1,872 $ 1,872 The following table presents the details of the reclassifications from AOCI for the year ended December 31, 2021: (in thousands) Component of AOCI reclassified into earnings Year Ended December 31, 2021 Affected Line Item in the Consolidated Statements of Operations Realized gain on sale of real estate securities $ 1,276 Other gain (loss), net Impairment of real estate securities (967) Other gain (loss), net Foreign currency translation gain (loss) 5,468 Other gain (loss), net Realized gain (loss) on net investment hedges 29,234 Other gain (loss), net |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Accounted for at Fair Value on Recurring Basis | The following table presents financial assets that were accounted for at fair value on a recurring basis as of December 31, 2021 and December 31, 2020 by level within the fair value hierarchy (dollars in thousands): December 31, 2021 December 31, 2020 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Investments in unconsolidated ventures - PE Investments $ — $ — $ 4,406 $ 4,406 $ — $ 5 $ 6,878 $ 6,883 Real estate securities, available for sale — — — — — 10,389 — 10,389 Mortgage loans held in securitization trusts, at fair value — — 813,310 813,310 — — 1,768,069 1,768,069 Other assets - derivative assets — 1,373 — 1,373 — 386 — 386 Liabilities: Mortgage obligations issued by securitization trusts, at fair value $ — $ 777,156 $ — $ 777,156 $ — $ 1,708,534 $ — $ 1,708,534 Other liabilities - derivative liabilities — 9 — 9 — 37 — 37 |
Schedule of Changes in Level 3 | The following table presents the changes in fair value of financial assets which are measured at fair value on a recurring basis using Level 3 inputs to determine fair value for the years ended December 31, 2021 and 2020 (dollars in thousands): Year Ended December 31, 2021 Year Ended December 31, 2020 Investments in unconsolidated ventures - PE Investments Mortgage loans held in securitization trusts (1) Investments in unconsolidated ventures - PE Investments Mortgage loans held in securitization trusts (1) Beginning balance $ 6,878 $ 1,768,069 $ 8,858 $ 1,872,970 Distributions/paydowns (2,380) (78,903) (2,649) (76,719) Sale of investments — (28,662) — — Deconsolidation of securitization trust (2) — (802,196) — — Equity in earnings (92) — 669 — Unrealized loss in earnings — (8,375) — (28,182) Realized loss in earnings — (36,623) — — Ending balance $ 4,406 $ 813,310 $ 6,878 $ 1,768,069 _________________________________________ (1) For the year ended December 31, 2021, the Company recorded an unrealized loss of $8.4 million related to mortgage loans held in securitization trusts, at fair value and an unrealized gain of $50.3 million related to mortgage obligations issued by securitization trusts, at fair value. (2) In April 2021, the Company sold its retained investments in the subordinate tranches of one securitization trust. As a results of the sale, the Company deconsolidated one of the securitization trusts. See Note 5, “Real Estate Securities, Available for Sale” for further information. |
Summary of Principal Amount, Carrying Value and Fair Value of Financial Assets and Liabilities | The following table presents the principal amount, carrying value and fair value of certain financial assets and liabilities as of December 31, 2021 and December 31, 2020 (dollars in thousands): December 31, 2021 December 31, 2020 Principal Amount Carrying Value Fair Value Principal Amount Carrying Value Fair Value Financial assets: (1) Loans and preferred equity held for investment, net $ 3,500,658 $ 3,449,009 (2) $ 3,464,060 $ 2,225,856 (2) $ 2,183,497 $ 2,189,006 Financial liabilities: (1) Securitization bonds payable, net $ 1,510,423 $ 1,500,899 $ 1,510,423 $ 840,423 $ 835,153 $ 840,423 Mortgage and other notes payable, net 760,816 760,583 760,816 1,025,455 1,022,757 1,025,455 Master repurchase facilities 905,122 905,122 905,122 535,224 535,224 535,224 _________________________________________ (1) The fair value of other financial instruments not included in this table is estimated to approximate their carrying value. (2) Excludes future funding commitments of $264.9 million and $163.0 million as of December 31, 2021 and December 31, 2020, respectively. |
Fair Value Measurements, Nonrecurring | The following table summarizes assets carried at fair value on a nonrecurring basis as of December 31, 2021 (dollars in thousands): December 31, 2021 Level 1 Level 2 Level 3 Total Loans and preferred equity held for investment, net (1) $ — $ — $ 38,083 $ 38,083 _________________________________________ (1) See Note 3 “Loans and Preferred Equity Held for Investment, net” for further details. |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets at Fair Value | As of December 31, 2021 and December 31, 2020, fair value of derivative assets and derivative liabilities were as follows (dollars in thousands): Non-Designated Hedges December 31, 2021 December 31, 2020 Derivative Assets Foreign exchange contracts $ 1,373 $ 386 Included in other assets $ 1,373 $ 386 Derivative Liabilities Interest rate contracts $ (9) $ (37) Included in accrued and other liabilities $ (9) $ (37) |
Schedule of Derivative Liabilities at Fair Value | As of December 31, 2021 and December 31, 2020, fair value of derivative assets and derivative liabilities were as follows (dollars in thousands): Non-Designated Hedges December 31, 2021 December 31, 2020 Derivative Assets Foreign exchange contracts $ 1,373 $ 386 Included in other assets $ 1,373 $ 386 Derivative Liabilities Interest rate contracts $ (9) $ (37) Included in accrued and other liabilities $ (9) $ (37) |
Schedule of Derivative Instruments | The following table summarizes the Company’s interest rate contracts as of December 31, 2021 and December 31, 2020: Type of Derivatives Notional Currency Notional Amount (in thousands) Range of Maturity Dates Non-Designated December 31, 2021 FX Forward NOK 190,772 February 2022 - May 2024 Interest Rate Swap USD $ 30,762 April 2022 - July 2023 December 31, 2020 Put Option NOK 928,000 July 2021 Interest Rate Swap USD $ 109,414 April 2021 - July 2023 The table below represents the effect of the derivative financial instruments on the consolidated statements of operations and of comprehensive income (loss) for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Year Ended December 31, 2021 2020 2019 Other gain (loss), net Non-designated foreign exchange contracts $ 37,674 $ 2,979 $ 1,286 Non-designated interest rate contracts 28 (17,085) (10,966) $ 37,702 $ (14,106) $ (9,680) Other income Non-designated foreign exchange contracts $ — $ 178 $ — $ — $ 178 $ — Accumulated other comprehensive income (loss) Designated foreign exchange contracts $ (29,927) $ 21,764 $ 15,460 $ (29,927) $ 21,764 $ 15,460 |
Offsetting Derivative Assets | The following table sets forth derivative positions where the Company has a right of offset under netting arrangements with the same counterparty as of December 31, 2021 and December 31, 2020 (dollars in thousands): Gross Amounts of Assets (Liabilities) Included on Consolidated Balance Sheets Net Amounts of Assets (Liabilities) December 31, 2021 Derivative Assets Foreign exchange contracts $ 1,373 $ 1,373 $ 1,373 $ 1,373 Derivative Liabilities Interest rate contracts $ (9) $ (9) $ (9) $ (9) December 31, 2020 Derivative Assets Foreign exchange contracts $ 386 $ 386 $ 386 $ 386 Derivative Liabilities Interest rate contracts $ (37) $ (37) $ (37) $ (37) |
Offsetting Derivative Liabilities | The following table sets forth derivative positions where the Company has a right of offset under netting arrangements with the same counterparty as of December 31, 2021 and December 31, 2020 (dollars in thousands): Gross Amounts of Assets (Liabilities) Included on Consolidated Balance Sheets Net Amounts of Assets (Liabilities) December 31, 2021 Derivative Assets Foreign exchange contracts $ 1,373 $ 1,373 $ 1,373 $ 1,373 Derivative Liabilities Interest rate contracts $ (9) $ (9) $ (9) $ (9) December 31, 2020 Derivative Assets Foreign exchange contracts $ 386 $ 386 $ 386 $ 386 Derivative Liabilities Interest rate contracts $ (37) $ (37) $ (37) $ (37) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Summary of Tax Provisions | The following table provides a summary of the Company’s tax provisions (dollars in thousands): Year Ended December 31, 2021 2020 2019 Current Federal $ (9,306) $ 13,125 $ (6,316) State and local 3,347 (1,730) (1,824) Foreign (402) (669) 316 Total current tax benefit (expense) (6,361) 10,726 (7,824) Deferred Federal (383) (808) 2,226 Foreign 468 980 2,426 Total deferred tax benefit (expense) 85 172 4,652 Total income tax benefit (expense) $ (6,276) $ 10,898 $ (3,172) |
Schedule of Deferred Tax Assets and Liabilities | The components of deferred tax assets and deferred tax liabilities arising from temporary differences are as follows (dollars in thousands): December 31, 2021 2020 Deferred tax assets Basis difference - investment in partnerships $ 7,583 $ 27,394 Disallowed interest expense carry forwards 524 524 Lease liability—corporate offices 1,061 — Equity-based compensation 8 — Net operating and capital loss carry forwards (1) 6,253 3,249 Other — — Gross deferred tax asset 15,429 31,167 Valuation allowance (12,772) (29,212) Deferred tax assets, net of valuation allowance $ 2,657 $ 1,955 Deferred tax liabilities Basis difference - real estate (29,896) (31,282) Real estate, leases and related intangible liabilities (115) — ROU lease asset—corporate offices (1,061) — Other (157) (201) Gross deferred tax liabilities (31,229) (31,483) Net deferred tax liability $ (28,572) $ (29,528) _________________________________________ (1) As of December 31, 2021 and 2020, deferred tax asset was recognized on net operating losses of $8.2 million and $6.9 million, respectively. Net operating losses attributable to U.S. federal and state income taxes, where applicable, generally begin to expire in 2034, or can be carried forward indefinitely. |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the statutory U.S. income tax to the Company’s effective income tax is presented as follows (dollars in thousands): Year Ended December 31, 2021 2020 2019 Pre-tax income (loss) attributable to taxable entities $ 22,077 $ (15,652) $ (1,316) Federal tax expense (benefit) at statutory tax rate (21%) 4,636 (3,287) (276) State and local taxes, net of federal income tax expense (benefit) 81 34 71 Permanent adjustments — (116) 10 Adjustments for foreclosure property 479 1,030 2,840 Foreign income tax differential (4) (172) (1,328) Foreign income tax rate change — — (1,383) Return to provision (1) 1,364 (273) Valuation allowance, net 1,365 (6,095) 2,402 Tax rate benefit of capital loss carryback — (3,058) — Other (280) (598) 1,109 Income tax (benefit) expense $ 6,276 $ (10,898) $ 3,172 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Lease Expense | The following table presents ground lease expense, included in property operating expense, for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Year Ended December 31, 2021 2020 2019 Operating lease expense: Minimum lease expense $ 3,057 $ 3,194 $ 3,134 Variable lease expense — — — $ 3,057 $ 3,194 $ 3,134 For the year ended December 31, 2021, the following table summarizes lease expense, included in administrative expense (dollars in thousands): Year Ended December 31, 2021 Corporate Office Operating lease expense: Fixed lease expense $ 532 $ 532 |
Schedule of Future Minimum Rental Payments | The following table presents future minimum rental payments, excluding contingent rents, on noncancellable ground leases on real estate as of December 31, 2021 (dollars in thousands): 2022 $ 3,099 2023 3,110 2024 2,213 2025 2,148 2026 2,073 2027 and thereafter 17,254 Total lease payments 29,897 Less: Present value discount 9,654 Operating lease liability (Note 8) $ 20,243 The following table presents future minimum rental payments, excluding contingent rents, on noncancellable ground leases on real estate as of December 31, 2020 (dollars in thousands): 2021 $ 3,071 2022 3,099 2023 3,110 2024 2,213 2025 2,148 2026 and thereafter 19,327 Total lease payments 32,968 Less: Present value discount 10,782 Operating lease liability (Note 8) $ 22,186 Corporate Offices 2022 $ 798 2023 798 2024 798 2025 798 2026 798 2027 and thereafter 1,397 Total lease payments 5,387 Less: Present value discount $ 412 Operating lease liability (Note 8) $ 4,975 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Summary of Segment Reporting | The following tables present segment reporting for the years ended December 31, 2021, 2020 and 2019 (dollars in thousands): Senior and Mezzanine Loans and Preferred Equity CRE Debt Securities Net Leased and Other Real Estate Corporate (1) Total Year Ended December 31, 2021 Net interest income (expense) $ 117,628 $ 6,149 $ — $ (4,267) $ 119,510 Property and other income 1,013 157 102,724 1,073 104,967 Management fee expense — — — (9,596) (9,596) Property operating expense — — (30,286) — (30,286) Transaction, investment and servicing expense (2,663) (171) (290) (1,432) (4,556) Interest expense on real estate — — (32,278) — (32,278) Depreciation and amortization — — (36,162) (237) (36,399) Reversal of loan losses 1,432 — — — 1,432 Administrative expense (650) (1,336) (133) (47,892) (50,011) Restructuring charges — — — (109,321) (109,321) Unrealized gain on mortgage loans and obligations held in securitization trusts, net — 41,904 — — 41,904 Realized loss on mortgage loans and obligations held in securitization trusts, net — (36,623) — — (36,623) Other gain, net 55,797 341 11,170 6,759 74,067 Income (loss) before equity in earnings of unconsolidated ventures and income taxes 172,557 10,421 14,745 (164,913) 32,810 Equity in earnings (loss) of unconsolidated ventures (130,895) (220) — — (131,115) Income tax benefit (expense) (6,148) (194) 66 — (6,276) Net income (loss) $ 35,514 $ 10,007 $ 14,811 $ (164,913) $ (104,581) Senior and Mezzanine Loans and Preferred Equity CRE Debt Securities Net Leased and Other Real Estate Corporate (1) Total Year Ended December 31, 2020 Net interest income (expense) $ 100,591 $ 10,488 $ 15 $ (8,777) $ 102,317 Property and other income 108 374 175,994 397 176,873 Management fee expense — — — (29,739) (29,739) Property operating expense — — (64,987) — (64,987) Transaction, investment and servicing expense (3,738) (376) (781) (5,080) (9,975) Interest expense on real estate — — (48,860) — (48,860) Depreciation and amortization — — (59,766) — (59,766) Provision for loan losses (78,561) — — — (78,561) Impairment of operating real estate — — (42,814) — (42,814) Administrative expense (894) (1,547) (380) (23,730) (26,551) Unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net — (52,086) — 1,565 (50,521) Other gain (loss), net (36,971) (91,817) 10,163 (100) (118,725) Income (loss) before equity in earnings of unconsolidated ventures and income taxes (19,465) (134,964) (31,416) (65,464) (251,309) Equity in earnings (loss) of unconsolidated ventures (136,386) 1,213 — — (135,173) Income tax benefit (expense) (587) 10,187 1,298 — 10,898 Net income (loss) $ (156,438) $ (123,564) $ (30,118) $ (65,464) $ (375,584) _________________________________________ (1) Includes losses incurred from the CRE securities purchased at a discount, recognized using the effective interest method had the transaction been recorded as an available for sale security, at amortized cost. During the year ended December 31, 2020, $1.6 million was attributable to discount accretion income and was eliminated in consolidation in the corporate segment. The corresponding interest expense is recorded in net interest income in the Corporate column. Senior and Mezzanine Loans and Preferred Equity CRE Debt Securities Net Leased Real Estate Corporate (1) Total Year Ended December 31, 2019 Net interest income (expense) $ 92,057 $ 20,967 $ (696) $ (14,650) $ 97,678 Property and other income 744 429 254,611 504 256,288 Management fee expense — — — (42,390) (42,390) Property operating expense — — (112,801) — (112,801) Transaction, investment and servicing expense (3,320) (329) (2,091) (1,451) (7,191) Interest expense on real estate — — (55,415) — (55,415) Depreciation and amortization — — (103,220) — (103,220) Provision for loan losses (220,572) — — — (220,572) Impairment of operating real estate — — (282,749) — (282,749) Administrative expense (1,188) (1,214) (474) (29,060) (31,936) Unrealized gain (loss) on mortgage loans and obligations held in securitization trusts, net — 5,126 — (1,036) 4,090 Realized gain on mortgage loans and obligations held in securitization trusts, net — 48 — 2,724 2,772 Other gain (loss), net 20 (12,184) 11,192 — (972) Income (loss) before equity in earnings of unconsolidated ventures and income taxes (132,259) 12,843 (291,643) (85,359) (496,418) Equity in earnings (losses) of unconsolidated ventures 37,247 (305) — — 36,942 Income tax benefit (expense) 152 (2,061) (881) (382) (3,172) Net income (loss) $ (94,860) $ 10,477 $ (292,524) $ (85,741) $ (462,648) _________________________________________ (1) Includes income earned from the CRE securities purchased at a discount, recognized using the effective interest method had the transaction been recorded as an available for sale security, at amortized cost. During the year ended December 31, 2019, $1.7 million was attributable to discount accretion income and was eliminated in consolidation in the corporate segment. The corresponding interest expense is recorded in net interest income in the Corporate column. |
Summary of Total Assets by Segment | The following table presents total assets by segment as of December 31, 2021 and December 31, 2020 (dollars in thousands): Total Assets Senior and Mezzanine Loans and Preferred Equity (1) CRE Debt Securities (2) Net Leased and Other Real Estate Corporate (3) Total December 31, 2021 $ 3,589,325 $ 840,215 $ 963,369 $ 245,460 $ 5,638,369 December 31, 2020 1,929,937 1,720,624 1,261,137 1,300,239 6,211,937 _________________________________________ (1) Includes investments in unconsolidated ventures totaling $16.2 million and $366.5 million as of December 31, 2021 and December 31, 2020, respectively. (2) Includes PE Investments totaling $4.4 million and $6.9 million as of December 31, 2021 and December 31, 2020, respectively. (3) Includes cash, unallocated receivables, deferred costs and other assets, net and the elimination of the subordinate tranches of the securitization trusts in consolidation. |
Schedule of Revenue by Geographic Areas | Geography information on total income and long lived assets are presented as follows (dollars in thousands): Year Ended December 31, 2021 2020 2019 Total income by geography: United States $ 201,344 $ 318,886 $ 539,094 Europe (7,038) (27,874) 49,476 Other — — 32 Total (1) $ 194,306 $ 291,012 $ 588,602 |
Schedule of Long-lived Assets by Geographic Areas | December 31, 2021 December 31, 2020 Long-lived assets by geography: United States $ 553,368 $ 600,767 Europe 294,824 314,190 Total (2) $ 848,192 $ 914,957 _________________________________________ (1) Includes interest income, interest income on mortgage loans held in securitization trusts, property and other income and equity in earnings of unconsolidated ventures. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The Company’s net income (loss) and weighted average shares outstanding for the years ended December 31, 2021, 2020 and 2019 consist of the following (dollars in thousands, except per share data): Year Ended December 31, 2021 2020 2019 Net loss $ (104,581) $ (375,584) $ (462,648) Net loss attributable to noncontrolling interests: Investment Entities 1,732 13,924 38,208 Operating Partnership 1,803 8,361 9,928 Net loss attributable to BrightSpire Capital, Inc. common stockholders $ (101,046) $ (353,299) $ (414,512) Numerator: Net loss allocated to participating securities (non-vested shares) $ — $ (322) $ (2,187) Net loss attributable to common stockholders $ (101,046) $ (353,621) $ (416,699) Denominator: Weighted average shares outstanding (1) 128,496 128,548 128,391 Net loss per common share - basic and diluted $ (0.79) $ (2.75) $ (3.25) _________________________________________ |
Business and Organization (Deta
Business and Organization (Details) $ in Millions | Apr. 30, 2021USD ($) | Dec. 31, 2021directormember |
Schedule of Investments [Line Items] | ||
Number of members on board of directors | member | 7 | |
Number of incumbent independent directors | director | 6 | |
Manager | Management agreement | Affiliated Entity | ||
Schedule of Investments [Line Items] | ||
One-time termination fee | $ | $ 102.3 | |
BrightSpire Capital Operating Company, LLC | ||
Schedule of Investments [Line Items] | ||
Ownership percentage by parent (in percentage) | 97.70% | |
Ownership percentage by noncontrolling owners (in percentage) | 2.30% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021USD ($)securitization_trust | Dec. 31, 2021USD ($)loansecuritization_trustco-investmentvariable_interest_entityproperty | Dec. 31, 2020USD ($)property | Dec. 31, 2019USD ($) | Dec. 20, 2021co-investment | Jul. 31, 2021co-investment | |
Variable Interest Entity [Line Items] | ||||||
Number of properties held-for-sale | property | 2 | 2 | ||||
Proceeds from sale of securitization trust | $ 28,700,000 | |||||
Realized loss in earnings | (19,500,000) | $ (36,623,000) | $ 0 | $ 2,772,000 | ||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | $ 19,500,000 | $ 41,904,000 | (50,521,000) | 4,090,000 | ||
Number of co-investments | co-investment | 4 | 4 | 4 | |||
Conversion of stock, conversion ratio | 1 | |||||
Cash equivalents | $ 0 | 0 | ||||
Loans held for sale | 0 | 0 | ||||
Loss from sale of securities | (1,331,000) | 42,153,000 | 0 | |||
Income tax expense (benefit) | 6,276,000 | (10,898,000) | 3,172,000 | |||
CRE securities | CRE Securities | ||||||
Variable Interest Entity [Line Items] | ||||||
Loss from sale of securities | $ 1,000,000 | 32,600,000 | ||||
Unconsolidated VIEs | Third Party Joint Venture Partners | Minimum | ||||||
Variable Interest Entity [Line Items] | ||||||
Ownership percentage by noncontrolling owners (in percentage) | 5.00% | |||||
Unconsolidated VIEs | Third Party Joint Venture Partners | Maximum | ||||||
Variable Interest Entity [Line Items] | ||||||
Ownership percentage by noncontrolling owners (in percentage) | 11.00% | |||||
Primary Beneficiary | ||||||
Variable Interest Entity [Line Items] | ||||||
Number of investing VIEs | variable_interest_entity | 1 | |||||
Realized loss in earnings | $ (36,623,000) | 0 | 2,772,000 | |||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | $ 41,904,000 | $ (50,521,000) | $ 4,090,000 | |||
Primary beneficiary, securitization trust | ||||||
Variable Interest Entity [Line Items] | ||||||
Number of securitization trusts sold | securitization_trust | 1 | 1 | ||||
Realized loss in earnings | $ (17,100,000) | |||||
Gross assets | $ 830,900,000 | |||||
Gross liabilities | 802,200,000 | |||||
Accrued interest receivable | $ 3,000,000 | |||||
Number of co-investments | loan | 2 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Classification, Carrying Value and Maximum Exposure of VIEs (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Variable Interest Entity [Line Items] | |||
Loans and preferred equity held for investment, net | $ 3,449,009 | $ 2,183,497 | $ 2,576,332 |
Real estate securities, available for sale, at fair value | 0 | 10,389 | |
Investments in unconsolidated ventures | 20,591 | 373,364 | |
Total Assets | 5,638,369 | 6,211,937 | |
Unconsolidated VIEs | |||
Variable Interest Entity [Line Items] | |||
Loans and preferred equity held for investment, net | 0 | 18,141 | |
Real estate securities, available for sale, at fair value | 0 | 10,389 | |
Investments in unconsolidated ventures | 16,200 | 298,554 | |
Total Assets | 16,200 | 327,084 | |
Maximum Exposure to Loss | 16,200 | 351,937 | |
Unconsolidated VIEs | Loans and preferred equity held for investment, net | |||
Variable Interest Entity [Line Items] | |||
Maximum Exposure to Loss | 0 | 18,141 | |
Unconsolidated VIEs | Real estate securities, available for sale | |||
Variable Interest Entity [Line Items] | |||
Maximum Exposure to Loss | 0 | 10,188 | |
Unconsolidated VIEs | Investments in unconsolidated ventures | |||
Variable Interest Entity [Line Items] | |||
Maximum Exposure to Loss | $ 16,200 | $ 323,608 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Operating Real Estate Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Building (fee interest) | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 7 years |
Building (fee interest) | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 48 years |
Land improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 1 year |
Land improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 15 years |
Furniture, fixtures and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 2 years |
Furniture, fixtures and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 8 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Adoption of ASU 2016-13 (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2020 | Dec. 31, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Total equity | $ 2,201,350 | $ 1,491,315 | $ 1,958,678 | $ 2,845,202 | |
Accounting Standards Update [Extensible List] | Accounting Standards Update 2016-13 [Member] | ||||
Retained Earnings (Accumulated Deficit) | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Total equity | $ (819,738) | $ (1,410,562) | $ (1,234,224) | $ (193,327) | |
Cumulative Effect, Period of Adoption, Adjustment | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Total equity | (23,186) | $ 23,186 | |||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings (Accumulated Deficit) | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Total equity | $ (22,644) | ||||
Cumulative Effect, Period of Adoption, Adjustment | CECL reserve on Loans and preferred equity held for investment, net | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Total equity | 21,093 | ||||
Cumulative Effect, Period of Adoption, Adjustment | CECL reserve on Accrued and other liabilities | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Total equity | $ 2,093 |
Loans and Preferred Equity He_3
Loans and Preferred Equity Held for Investment, net - Summary of Loans Held for Investment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | $ 3,500,658 | $ 2,225,856 | ||
Loan carrying value | 3,485,607 | 2,220,688 | ||
Allowance for loan losses | (36,598) | (37,191) | $ (272,624) | $ (109,328) |
Loans and preferred equity held for investment, net | 3,449,009 | 2,183,497 | $ 2,576,332 | |
Fixed rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | 105,636 | 174,483 | ||
Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | 3,395,022 | 2,051,373 | ||
Commercial mortgage | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | 3,500,658 | 2,225,856 | ||
Loan carrying value | 3,485,607 | 2,220,688 | ||
Loans and preferred equity held for investment | Fixed rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | 105,505 | 173,906 | ||
Loans and preferred equity held for investment | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | 3,380,102 | 2,046,782 | ||
Mezzanine loans | Fixed rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | $ 105,636 | $ 155,803 | ||
Weighted average coupon (in percentage) | 12.40% | 12.80% | ||
Weighted average maturity in years | 3 years | 4 years | ||
Mezzanine loans | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | $ 12,000 | $ 12,000 | ||
Weighted average coupon (in percentage) | 11.50% | 11.50% | ||
Weighted average maturity in years | 8 months 12 days | 1 year 8 months 12 days | ||
Mezzanine loans | Loans and preferred equity held for investment | Fixed rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | $ 105,505 | $ 155,225 | ||
Mezzanine loans | Loans and preferred equity held for investment | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | 12,120 | 12,120 | ||
Preferred equity interests | Fixed rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | $ 0 | $ 18,680 | ||
Weighted average coupon (in percentage) | 0.00% | 15.00% | ||
Weighted average maturity in years | 2 years 8 months 12 days | |||
Preferred equity interests | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | $ 0 | $ 3,118 | ||
Weighted average coupon (in percentage) | 0.00% | 5.30% | ||
Preferred equity interests | Loans and preferred equity held for investment | Fixed rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | $ 0 | $ 18,681 | ||
Preferred equity interests | Loans and preferred equity held for investment | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | 0 | 3,118 | ||
Senior loans | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | $ 1,576,439 | $ 1,029,760 | ||
Weighted average coupon (in percentage) | 4.60% | 5.40% | ||
Weighted average maturity in years | 3 years 8 months 12 days | 3 years 4 months 24 days | ||
Senior loans | Loans and preferred equity held for investment | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | $ 1,564,940 | $ 1,026,846 | ||
Securitized loans | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Principal amount, financial assets | $ 1,806,583 | $ 1,006,495 | ||
Weighted average coupon (in percentage) | 4.20% | 5.10% | ||
Weighted average maturity in years | 3 years 6 months | 3 years 4 months 24 days | ||
Securitized loans | Loans and preferred equity held for investment | Variable rate | ||||
Financing Receivable, Impaired [Line Items] | ||||
Loan carrying value | $ 1,803,042 | $ 1,004,698 |
Loans and Preferred Equity He_4
Loans and Preferred Equity Held for Investment, net - Narrative (Details) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jan. 31, 2022USD ($)forwardSwap | Feb. 22, 2022USD ($)forwardSwap | Dec. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($)investment | Dec. 31, 2020USD ($)loaninvestment | Dec. 31, 2019USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Maturity period of debt instruments depending upon the asset type (in years) | 3 years 7 months 6 days | 3 years 6 months | ||||||
Interest receivable | $ 9,500 | $ 9,500 | $ 7,000 | |||||
Loans and preferred equity held for investment, net | 3,449,009 | 3,449,009 | 2,183,497 | $ 2,576,332 | ||||
Interest income | 168,845 | 156,851 | 175,169 | |||||
Loan carrying value | 3,485,607 | 3,485,607 | 2,220,688 | |||||
Provision for (reversal of) loan losses, net | $ (1,432) | $ 78,561 | $ 220,572 | |||||
Real estate debt investments with contractual payments past due | loan | 0 | |||||||
Number of CRE debt investments contributed to more than 10% of interest income | investment | 0 | 0 | ||||||
Percent of interest income contributed by investment | 10.00% | |||||||
Average risk rating | 3.1 | 3.7 | ||||||
Future funding commitments | $ 163,000 | |||||||
Senior loans | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Loan carrying value | 3,367,982 | $ 3,367,982 | 2,031,544 | |||||
Senior loans | Collateralized Senior Loan Repaid In 2022 | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Provision for (reversal of) loan losses, net | 1,300 | |||||||
PD/LGD model | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Allowance for lending commitments | 1,300 | |||||||
Subsequent event | Senior loans | Collateralized Senior Loan Repaid In 2022 | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Proceeds from sale of receivables | $ 36,700 | $ 36,500 | ||||||
Senior loan | forwardSwap | 1 | 1 | ||||||
Loan carrying value | $ 1,300 | $ 1,300 | ||||||
San Jose Hotel | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Funded amount | $ 18,600 | |||||||
Mezzanine amount used to support re-opening of hotel | 25,000 | |||||||
Loans and preferred equity held for investment, net | 184,900 | 184,900 | ||||||
Interest income | $ 6,100 | |||||||
Past due interest during the non-accrual period | 3,700 | |||||||
Interest income during quarter | 2,400 | |||||||
Income related to late fees | $ 700 | |||||||
Commercial mortgage | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Loan carrying value | 3,485,607 | 3,485,607 | 2,220,688 | |||||
Future funding commitments | $ 264,900 | $ 264,900 | $ 163,000 |
Loans and Preferred Equity He_5
Loans and Preferred Equity Held for Investment, net - Activity in Loans Held for Investment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Movement in Mortgage Loans on Real Estate [Roll Forward] | ||||
Balance at January 1 | $ 2,183,497 | $ 2,576,332 | ||
Acquisitions/originations/additional funding | 1,758,090 | 296,981 | ||
Loan maturities/principal repayments | (501,007) | (476,335) | ||
Transfer to loans held for sale | 0 | (154,370) | $ (5,016) | |
Discount accretion/premium amortization | 6,706 | 7,766 | ||
Capitalized interest | 1,130 | (1,446) | ||
Provision for loan losses | 593 | (85,744) | (220,572) | |
Effect of CECL adoption | 0 | (20,847) | 0 | |
Charge-off | 0 | 41,160 | ||
Balance at December 31 | $ 3,449,009 | 2,183,497 | $ 2,576,332 | |
Provision for loan losses transferred to held for sale | $ 5,200 | |||
Net provision | 2,700 | |||
PD/LGD model | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Movement in Mortgage Loans on Real Estate [Roll Forward] | ||||
Unfunded commitments | $ 1,300 |
Loans and Preferred Equity He_6
Loans and Preferred Equity Held for Investment, net - Nonaccrual and Past Due Loans (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Financing Receivable, Past Due [Line Items] | ||
Loan carrying value | $ 3,485,607 | $ 2,220,688 |
Commercial mortgage | ||
Financing Receivable, Past Due [Line Items] | ||
Loan carrying value | 3,485,607 | 2,220,688 |
Commercial mortgage | 1 to 29 Days Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Loan carrying value | 3,485,607 | 2,220,688 |
Commercial mortgage | 30-59 Days Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Loan carrying value | 0 | 0 |
Commercial mortgage | 60 to 89 Days Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Loan carrying value | 0 | 0 |
Commercial mortgage | 90 Days or More Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Loan carrying value | $ 0 | $ 0 |
Loans and Preferred Equity He_7
Loans and Preferred Equity Held for Investment, net - Changes in Allowance for Loan Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Allowance for Loan and Lease Losses [Roll Forward] | |||||
Allowance for loan losses at beginning of period | $ 37,191 | $ 272,624 | $ 109,328 | ||
Effect of CECL adoption | 0 | 21,093 | $ 0 | ||
Provision for loan losses | (593) | 85,497 | 220,572 | ||
Charge-off | 0 | (41,160) | (46,693) | ||
Transfer to loans held for sale | 0 | (300,863) | (10,583) | ||
Allowance for loan losses at end of period | 36,598 | 37,191 | $ 272,624 | ||
Provision for loan losses transferred to held for sale | $ 5,200 | ||||
Net provision | 2,700 | ||||
Allowance for loan losses, evaluated individually | 1,300 | ||||
PD/LGD model | |||||
Allowance for Loan and Lease Losses [Roll Forward] | |||||
Allowance for loan losses at beginning of period | 37,200 | ||||
Allowance for loan losses at end of period | 35,300 | 37,200 | |||
Unfunded commitments | $ 400 | $ 1,300 |
Loans and Preferred Equity He_8
Loans and Preferred Equity Held for Investment, net - Summary of Loans and Preferred Equity Held for Investment by Year of Origination and Credit Quality Risk Ranking (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | $ 1,636,157 | $ 179,969 |
Year Two | 181,462 | 1,249,387 |
Year Three | 1,050,719 | 745,567 |
Year Four | 571,113 | 45,765 |
Year Five | 46,156 | |
Total | 3,485,607 | 2,220,688 |
Senior loans | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 1,636,157 | 176,851 |
Year Two | 181,462 | 1,157,126 |
Year Three | 949,703 | 663,922 |
Year Four | 566,624 | 33,645 |
Year Five | 34,036 | |
Total | 3,367,982 | 2,031,544 |
Senior loans | Risk Ranking 2 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 242,850 | |
Year Two | 109,103 | |
Year Three | 70,811 | |
Year Four | 0 | |
Year Five | 0 | |
Total | 422,764 | |
Senior loans | Risk Ranking 3 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 1,393,307 | 176,851 |
Year Two | 72,359 | 344,871 |
Year Three | 443,162 | 260,391 |
Year Four | 262,147 | 33,645 |
Year Five | 34,036 | |
Total | 2,205,011 | 815,758 |
Senior loans | Risk Ranking 4 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 0 | 0 |
Year Two | 0 | 812,255 |
Year Three | 396,395 | 403,531 |
Year Four | 304,477 | 0 |
Year Five | 0 | |
Total | 700,872 | 1,215,786 |
Senior loans | Risk Ranking 5 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 0 | |
Year Two | 0 | |
Year Three | 39,335 | |
Year Four | 0 | |
Year Five | 0 | |
Total | 39,335 | |
Mezzanine loans | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 0 | 0 |
Year Two | 0 | 92,261 |
Year Three | 101,016 | 62,964 |
Year Four | 4,489 | 12,120 |
Year Five | 12,120 | |
Total | 117,625 | 167,345 |
Mezzanine loans | Risk Ranking 3 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 0 | |
Year Two | 0 | |
Year Three | 38,796 | |
Year Four | 4,489 | |
Year Five | 0 | |
Total | 43,285 | |
Mezzanine loans | Risk Ranking 4 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 0 | 0 |
Year Two | 0 | 92,261 |
Year Three | 62,220 | 62,964 |
Year Four | 0 | 12,120 |
Year Five | 12,120 | |
Total | $ 74,340 | 167,345 |
Preferred equity interests and other | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 3,118 | |
Year Two | 0 | |
Year Three | 18,681 | |
Year Four | 0 | |
Total | 21,799 | |
Preferred equity interests and other | Risk Ranking 4 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Year One | 3,118 | |
Year Two | 0 | |
Year Three | 18,681 | |
Year Four | 0 | |
Total | $ 21,799 |
Investments in Unconsolidated_3
Investments in Unconsolidated Ventures - Investments in Unconsolidated Ventures (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Equity Method Investments and Joint Ventures [Abstract] | ||
Equity method investments | $ 16,185 | $ 366,481 |
Investments under fair value option | 4,406 | 6,883 |
Investments in Unconsolidated Ventures | $ 20,591 | $ 373,364 |
Investments in Unconsolidated_4
Investments in Unconsolidated Ventures - Summary of Equity Method Investments (Details) $ in Thousands | Dec. 31, 2021USD ($)investment | Dec. 31, 2020USD ($)investment |
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 16,185 | $ 366,481 |
ADC investments | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 0 | $ 57,481 |
ADC investments | GS | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of investments | investment | 2 | |
Equity method investments | $ 57,500 | |
Other investment ventures | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of investments | investment | 1 | |
Equity method investments | $ 16,185 | $ 309,000 |
Other investment ventures | GS | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of investments | investment | 4 | |
Equity method investments | $ 194,900 |
Investments in Unconsolidated_5
Investments in Unconsolidated Ventures - Narrative (Details) | Dec. 20, 2021USD ($)forwardSwapco-investmentloan | Sep. 01, 2020USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Oct. 31, 2021USD ($) | Dec. 31, 2021USD ($)co-investment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jul. 31, 2021co-investment |
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | $ (19,500,000) | $ (41,904,000) | $ 50,521,000 | $ (4,090,000) | ||||||||
Equity in earnings (loss) of unconsolidated ventures | (131,115,000) | (135,173,000) | 36,942,000 | |||||||||
Net loss | $ (104,581,000) | (375,584,000) | (462,648,000) | |||||||||
Number of co-investments sold | forwardSwap | 5 | |||||||||||
Number of co-investments | co-investment | 4 | 4 | 4 | |||||||||
Number of co-invest assets resolved | forwardSwap | 5 | |||||||||||
Number of co-invest assets owned | forwardSwap | 6 | |||||||||||
Realized gain | $ 74,067,000 | (118,725,000) | (972,000) | |||||||||
Gain related to designated foreign currency hedges | $ (29,927,000) | $ 21,764,000 | 15,460,000 | |||||||||
Dublin, Ireland | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Number of co-investments | loan | 2 | |||||||||||
United States | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Number of co-investments | forwardSwap | 2 | |||||||||||
5-Investment Preferred Financing | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Number of co-investments | 4 | |||||||||||
Minimum | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Investments fair value option, ownership percentage (in percentage) | 1.00% | 1.00% | ||||||||||
Maximum | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Investments fair value option, ownership percentage (in percentage) | 15.60% | 17.40% | ||||||||||
Mixed-use project joint venture | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Impairment of investments | $ 250,000,000 | |||||||||||
Commitments | $ 574,000,000 | |||||||||||
Number of protective advances | 2 | 2 | ||||||||||
Payments of protective advances to senior mortgage lender | $ 15,500,000 | $ 69,100,000 | ||||||||||
Core | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | (41,904,000) | $ 50,521,000 | ||||||||||
Equity in earnings (loss) of unconsolidated ventures | (131,115,000) | (135,173,000) | ||||||||||
Net loss | (104,581,000) | (375,584,000) | ||||||||||
Realized gain | 74,067,000 | (118,725,000) | ||||||||||
Core | Senior Mezzanine Lender | Mixed-use project | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Additional funded amount | $ 47,000,000 | |||||||||||
Maximum borrowing capacity | $ 1,000,000,000 | |||||||||||
Default rate | 11.00% | |||||||||||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | $ 268,500,000 | |||||||||||
Net loss | 13,800,000 | 45,100,000 | ||||||||||
Mixed-use project | Core | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Impairment of investments | 89,300,000 | 0 | ||||||||||
Commitments | 189,000,000 | |||||||||||
Payments of protective advances to senior mortgage lender | $ 7,000,000 | $ 28,500,000 | ||||||||||
Mixed-use project | Core | B-Participation | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Upsized mezzanine loan | 546,000,000 | |||||||||||
Mixed-use project | Core | Senior Mezzanine Lender | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Additional mezzanine financing | $ 275,000,000 | $ 275,000,000 | ||||||||||
Impairment of investments | $ 97,900,000 | |||||||||||
Equity in earnings (loss) of unconsolidated ventures | 0 | 2,400,000 | $ 17,700,000 | |||||||||
Increase in mezzanine loan | $ 275,000,000 | |||||||||||
Upsized mezzanine loan | 821,000,000 | |||||||||||
Mixed-use project | Core | Senior Mezzanine Lender | A-Participation | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Upsized mezzanine loan | $ 275,000,000 | |||||||||||
5-Investment Preferred Financing | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Gross proceeds | $ 223,000,000 | |||||||||||
Net transaction proceeds | $ 198,300,000 | |||||||||||
Realized gain | 20,200,000 | |||||||||||
Gain related to designated foreign currency hedges | 29,900,000 | |||||||||||
Gain received on certain non-designated hedges | 6,400,000 | |||||||||||
Tax expense | $ 6,000,000 |
Real Estate Securities, Avail_3
Real Estate Securities, Available for Sale - Investments in CRE Securities (Details) $ in Thousands | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)security |
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | $ 0 | $ 10,389 |
Real estate securities, available for sale | ||
Debt Securities, Available-for-sale [Line Items] | ||
Count | security | 2 | |
Principal Amount | $ 19,560 | |
Total Discount | (9,371) | |
Amortized Cost | 10,189 | |
Cumulative Unrealized Gain on Investments | 200 | |
Cumulative Unrealized (Loss) on Investments | 0 | |
Fair Value | $ 10,389 | |
Weighted Average, Coupon (in percentage) | 3.35% | |
Weighted Average, Unleveraged Current Yield (in percentage) | 0.00% |
Real Estate Securities, Avail_4
Real Estate Securities, Available for Sale - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021USD ($)securitization_trust | Dec. 31, 2021USD ($)loansecuritization_trustco-investment | Dec. 31, 2020USD ($)co-investmentloansecurity | Dec. 31, 2019USD ($) | Dec. 20, 2021co-investment | Jul. 31, 2021co-investment | |
Debt Securities, Available-for-sale [Line Items] | ||||||
Loss from sale of securities | $ (1,331) | $ 42,153 | $ 0 | |||
Gross sales price of securities sold | 10,223 | 149,629 | 0 | |||
Unrealized gains (losses) in OCI | $ 200 | 16,300 | (17,800) | |||
Number of securitization trusts held | securitization_trust | 1 | |||||
Proceeds from sale of securitization trust | $ 28,700 | |||||
Realized loss in earnings | (19,500) | $ (36,623) | 0 | 2,772 | ||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | $ (19,500) | (41,904) | 50,521 | (4,090) | ||
Interest payable | $ 11,076 | 14,970 | ||||
Number of co-investments | co-investment | 4 | 4 | 4 | |||
Unrealized gain upon reversal of accumulated losses | $ 13,800 | |||||
Primary beneficiary, securitization trust | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Number of securitization trusts sold | securitization_trust | 1 | 1 | ||||
Realized loss in earnings | $ (17,100) | |||||
Gross assets | $ 830,900 | |||||
Gross liabilities | 802,200 | |||||
Accrued interest receivable | 3,000 | |||||
Interest payable | $ 2,800 | |||||
Number of co-investments | loan | 2 | |||||
Primary beneficiary | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Realized loss in earnings | $ (36,623) | 0 | 2,772 | |||
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | (41,904) | 50,521 | $ (4,090) | |||
Mortgage loans held in trust, unpaid principal balance | 813,300 | 1,700,000 | ||||
Mortgage obligations held in trust, unpaid principal balance | $ 777,200 | $ 1,600,000 | ||||
Number of underlying mortgage loans | loan | 62 | 114 | ||||
Weighted average coupon (in percentage) | 4.90% | 4.50% | ||||
Weighted average loan to value ratio (in percentage) | 60.70% | 60.00% | ||||
Difference between held and issued mortgage loans in securitization trusts | $ 36,200 | $ 59,500 | ||||
Real estate securities, available for sale | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Number of securities sold | co-investment | 2 | 41 | ||||
Gross sales price of securities sold | $ 10,200 | $ 149,600 | ||||
Realized gain (loss) | 1,200 | $ (42,200) | ||||
Number of securities held | security | 2 | |||||
Carrying value of securities | $ 10,189 | |||||
Real estate securities, available for sale | CRE Securities | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Loss from sale of securities | $ 1,000 | $ 32,600 |
Real Estate Securities, Avail_5
Real Estate Securities, Available for Sale - Assets and Liabilities Related to Securitized Trust (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Mortgage loans held in securitization trusts, at fair value | $ 813,310 | $ 1,768,069 |
Receivables, net | 54,499 | 37,375 |
Total assets | 5,638,369 | 6,211,937 |
Liabilities | ||
Mortgage obligations issued by securitization trusts, at fair value | 777,156 | 1,708,534 |
Accrued and other liabilities | 99,814 | 96,578 |
Total liabilities | 4,147,054 | 4,253,259 |
Primary beneficiary, securitization trust | ||
Assets | ||
Mortgage loans held in securitization trusts, at fair value | 813,310 | 1,768,069 |
Receivables, net | 3,325 | 6,644 |
Total assets | 816,635 | 1,774,713 |
Liabilities | ||
Mortgage obligations issued by securitization trusts, at fair value | 777,156 | 1,708,534 |
Accrued and other liabilities | 3,032 | 6,119 |
Total liabilities | $ 780,188 | $ 1,714,653 |
Real Estate Securities, Avail_6
Real Estate Securities, Available for Sale - Activity Reported in Statement of Operations Related to Securitized Trust (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Variable Interest Entity [Line Items] | ||||
Interest expense | $ (55,484) | $ (63,043) | $ (87,730) | |
Interest income on mortgage loans held in securitization trusts | 51,609 | 92,461 | 120,203 | |
Interest expense on mortgage obligations issued by securitization trusts | (45,460) | (83,952) | (109,964) | |
Administrative expense | (50,011) | (26,551) | (31,936) | |
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | $ 19,500 | 41,904 | (50,521) | 4,090 |
Realized loss in earnings | $ (19,500) | (36,623) | 0 | 2,772 |
Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders | (101,046) | (353,621) | (416,699) | |
Primary beneficiary | ||||
Variable Interest Entity [Line Items] | ||||
Interest expense | 0 | (427) | (957) | |
Interest income on mortgage loans held in securitization trusts | 51,609 | 92,461 | 120,203 | |
Interest expense on mortgage obligations issued by securitization trusts | (45,460) | (83,952) | (109,964) | |
Net interest income | 6,149 | 8,082 | 9,282 | |
Administrative expense | (1,308) | (1,476) | (1,114) | |
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | 41,904 | (50,521) | 4,090 | |
Realized loss in earnings | (36,623) | 0 | 2,772 | |
Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders | $ 10,122 | $ (43,915) | $ 15,030 |
Real Estate, net and Real Est_3
Real Estate, net and Real Estate Held for Sale - Real Estate Portfolios (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021USD ($)propertyProperty | Dec. 31, 2020USD ($)property | |
Real Estate [Line Items] | ||
Net lease portfolio, net | $ 783,211 | $ 839,257 |
Number of foreclosed properties | Property | 1,000 | |
Foreclosed properties | $ 26,200 | |
Held-for-sale | ||
Real Estate [Line Items] | ||
Foreclosed properties | $ 33,500 | |
Revenue | Property Concentration Risk | ||
Real Estate [Line Items] | ||
Concentration risk, number of properties | property | 0 | 0 |
Net lease portfolio, net | ||
Real Estate [Line Items] | ||
Land and improvements | $ 134,453 | $ 136,184 |
Buildings, building leaseholds, and improvements | 564,919 | 569,610 |
Tenant improvements | 17,944 | 16,311 |
Construction-in-progress | 660 | 3,804 |
Subtotal | 717,976 | 725,909 |
Less: Accumulated depreciation | (70,861) | (52,201) |
Less: Impairment | (34,104) | (34,104) |
Net lease portfolio, net | 613,011 | 639,604 |
Other portfolio, net | ||
Real Estate [Line Items] | ||
Land and improvements | 46,532 | 53,523 |
Buildings, building leaseholds, and improvements | 236,259 | 262,874 |
Tenant improvements | 24,625 | 24,931 |
Furniture, fixtures and equipment | 191 | 4,245 |
Construction-in-progress | 460 | 738 |
Subtotal | 308,067 | 346,311 |
Less: Accumulated depreciation | (29,460) | (29,955) |
Less: Impairment | (108,407) | (116,703) |
Net lease portfolio, net | $ 170,200 | $ 199,653 |
Real Estate, net and Real Est_4
Real Estate, net and Real Estate Held for Sale - Depreciation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Real Estate [Abstract] | |||
Depreciation expense on real estate | $ 25.8 | $ 41.7 | $ 72.9 |
Real Estate, net and Real Est_5
Real Estate, net and Real Estate Held for Sale - Property Operating Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease revenues | |||
Minimum lease revenue | $ 83,498 | $ 146,700 | $ 180,734 |
Variable lease revenue | 9,815 | 22,197 | 24,419 |
Total lease revenues | 93,313 | 168,897 | 205,153 |
Hotel operating income | 9,200 | 5,720 | 45,898 |
Property operating income | 102,513 | 174,617 | 251,051 |
Below-market lease values | 1,369 | 2,815 | 7,076 |
Above-market lease values | |||
Lease revenues | |||
Amortization of above-market values | $ 1,271 | $ 2,400 | $ 4,172 |
Real Estate, net and Real Est_6
Real Estate, net and Real Estate Held for Sale - Minimum Future Rents (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | ||
Remainder of 2022 | $ 75,347 | $ 77,716 |
2023 | 69,438 | 73,760 |
2024 | 64,846 | 66,137 |
2025 | 58,509 | 60,657 |
2026 | 52,570 | 55,152 |
2027 and thereafter | 365,945 | 393,964 |
Total | 686,655 | 727,386 |
Minimum future rents for real estate, held for sale through 2026 | $ 1,600 | $ 103,600 |
Real Estate, net and Real Est_7
Real Estate, net and Real Estate Held for Sale - Minimum Future Rents 2020 (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | ||
Remainder of 2022 | $ 75,347 | $ 77,716 |
2023 | 69,438 | 73,760 |
2023 | 64,846 | 66,137 |
2024 | 58,509 | 60,657 |
2026 | 52,570 | 55,152 |
2027 and thereafter | 365,945 | 393,964 |
Total | 686,655 | 727,386 |
Minimum future rents for real estate, held for sale through 2050 | $ 1,600 | $ 103,600 |
Real Estate, net and Real Est_8
Real Estate, net and Real Estate Held for Sale - Commitments and Contractual Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Real Estate [Abstract] | |||
Ground rent expense | $ 3.1 | $ 3.2 | $ 3.1 |
Real Estate, net and Real Est_9
Real Estate, net and Real Estate Held for Sale - Summary of Assets And Liabilities Held for Sale (Details) | Dec. 31, 2021USD ($)propertyhotel | Dec. 31, 2020USD ($)portfolioproperty |
Assets | ||
Real estate, net | $ 44,229,000 | $ 314,817,000 |
Deferred leasing costs and intangible assets, net | 116,000 | 8,539,000 |
Total assets held for sale | 44,345,000 | 323,356,000 |
Liabilities | ||
Intangible liabilities, net | 0 | 323,000 |
Liabilities related to assets held for sale | $ 0 | $ 323,000 |
Number of net lease properties held-for-sale | property | 1 | 1 |
Number of net lease portfolio held-for-sale | portfolio | 1 | |
Assets held for sale, discontinued operations | $ 0 | $ 0 |
Hotel | ||
Liabilities | ||
Number of net lease properties held-for-sale | hotel | 1 |
Real Estate, net and Real Es_10
Real Estate, net and Real Estate Held for Sale - Real Estate Sales (Details) $ in Thousands | Jan. 26, 2022USD ($)property | Jan. 31, 2022USD ($)property | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)property | Dec. 31, 2019USD ($) |
Real Estate [Line Items] | |||||
Gain (loss) on sale of properties | $ 11,911 | $ 14,599 | $ 0 | ||
Number of real estate properties | property | 35 | ||||
Subsequent event | |||||
Real Estate [Line Items] | |||||
Debt repaid | $ 11,900 | $ 11,900 | |||
Payment for sale of real estate | 1,000 | 1,000 | |||
Net Leased and Other Real Estate | Subsequent event | |||||
Real Estate [Line Items] | |||||
Proceeds from sale of real estate | 19,600 | 19,600 | |||
Gain (loss) on sale of properties | $ 5,700 | $ 5,700 | |||
Number of real estate properties | property | 1 | 1 | |||
Net proceeds received | $ 6,700 | $ 6,700 | |||
Company’s Core Portfolio | Industrial | |||||
Real Estate [Line Items] | |||||
Proceeds from sale of real estate | 335,000 | ||||
Company's Legacy, Non-Strategic Portfolio | |||||
Real Estate [Line Items] | |||||
Proceeds from sale of real estate | $ 476,000 | ||||
Gain (loss) on sale of properties | $ 11,800 | $ 1,500 |
Deferred Leasing Costs and Ot_3
Deferred Leasing Costs and Other Intangibles - Schedule of Deferred Leasing Costs and Intangibles (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred leasing costs | ||
Carrying Amount | $ 29,863 | $ 29,052 |
Accumulated Amortization | (14,701) | (11,860) |
Net Carrying Amount | 15,162 | 17,192 |
Deferred Leasing Costs and Intangible Assets | ||
Carrying Amount | 121,903 | 122,759 |
Accumulated Amortization | (56,922) | (47,059) |
Net Carrying Amount | 64,981 | 75,700 |
Intangible Liabilities - Below-market lease values | ||
Carrying Amount | 16,166 | 16,149 |
Accumulated Amortization | (9,942) | (8,492) |
Net Carrying Amount | 6,224 | 7,657 |
In-place lease values | ||
Deferred Leasing Costs and Intangible Assets | ||
Carrying Amount | 81,869 | 83,239 |
Accumulated Amortization | (34,555) | (28,558) |
Net Carrying Amount | 47,314 | 54,681 |
Above-market lease values | ||
Deferred Leasing Costs and Intangible Assets | ||
Carrying Amount | 10,171 | 10,468 |
Accumulated Amortization | (7,666) | (6,641) |
Net Carrying Amount | $ 2,505 | $ 3,827 |
Deferred Leasing Costs and Ot_4
Deferred Leasing Costs and Other Intangibles - Summary of the Amortization of Deferred Leasing Costs and Intangibles (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Deferred leasing costs | $ 3,104 | $ 5,968 | $ 8,400 |
Below-market lease values | 1,369 | 2,815 | 7,076 |
Net increase (decrease) to property operating income | 98 | 415 | 2,904 |
Amortization expense | 10,186 | 18,075 | 30,295 |
Above-market lease values | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of above-market values | (1,271) | (2,400) | (4,172) |
In-place lease values | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of above-market values | (6,910) | (12,045) | (21,445) |
Other intangibles | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of above-market values | $ (172) | $ (62) | $ (450) |
Deferred Leasing Costs and Ot_5
Deferred Leasing Costs and Other Intangibles - Schedule of Amortization of Deferred Leasing Costs, Intangible Assets and Intangible Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Below-market lease values | ||
2022 | $ (1,386) | $ (1,433) |
2023 | (1,379) | (1,386) |
2024 | (1,379) | (1,379) |
2025 | (1,377) | (1,377) |
2026 | (703) | (1,375) |
2027 and thereafter | 0 | (707) |
Total | (6,224) | (7,657) |
Deferred leasing costs | ||
2022 | 2,984 | 3,264 |
2023 | 2,477 | 2,802 |
2024 | 2,170 | 2,240 |
2025 | 1,767 | 1,933 |
2026 | 905 | 1,548 |
2027 and thereafter | 4,859 | 5,405 |
Net Carrying Amount | 15,162 | 17,192 |
Net increase (decrease) to property operating income | ||
Intangible assets (liabilities) and deferred leasing costs, amortization expense (income): | ||
2022 | (318) | (102) |
2023 | (801) | (312) |
2024 | (928) | (795) |
2025 | (1,105) | (921) |
2026 | (610) | (1,097) |
2027 and thereafter | 43 | (603) |
Total | (3,719) | (3,830) |
Amortization expense | ||
Intangible assets (liabilities) and deferred leasing costs, amortization expense (income): | ||
2022 | 9,086 | 10,171 |
2023 | 7,731 | 8,983 |
2024 | 7,124 | 7,573 |
2025 | 6,036 | 6,966 |
2026 | 4,340 | 5,896 |
2027 and thereafter | 28,159 | 32,284 |
Total | 62,476 | 71,873 |
Above-market lease values | ||
Above-market and In-place lease values | ||
2022 | 1,068 | 1,331 |
2023 | 578 | 1,074 |
2024 | 451 | 584 |
2025 | 272 | 456 |
2026 | 93 | 278 |
2027 and thereafter | 43 | 104 |
Net Carrying Amount | 2,505 | 3,827 |
In-place lease values | ||
Above-market and In-place lease values | ||
2022 | 6,102 | 6,907 |
2023 | 5,254 | 6,181 |
2024 | 4,954 | 5,333 |
2025 | 4,269 | 5,033 |
2026 | 3,435 | 4,348 |
2027 and thereafter | 23,300 | 26,879 |
Net Carrying Amount | $ 47,314 | $ 54,681 |
Restricted Cash, Other Assets_3
Restricted Cash, Other Assets and Accrued and Other Liabilities - Summary of Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 86,841 | $ 65,213 | $ 126,065 | $ 110,146 |
Borrower escrow deposits | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | 73,344 | 36,973 | ||
Capital expenditure reserves | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | 8,921 | 6,949 | ||
Working capital and other reserves | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | 2,310 | 2,561 | ||
Real estate escrow reserves | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | 2,025 | 13,807 | ||
Tenant lockboxes | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | 241 | 4,633 | ||
Margin pledged as collateral | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 0 | $ 290 |
Restricted Cash, Other Assets_4
Restricted Cash, Other Assets and Accrued and Other Liabilities - Summary of Deferred Costs and Other Assets, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Other Assets [Abstract] | ||
Prepaid taxes and deferred tax assets | $ 26,194 | $ 26,294 |
Right-of-use lease asset | 24,970 | 22,056 |
Prepaid expenses | 5,069 | 4,272 |
Deferred financing costs, net - credit facilities | 2,113 | 6,440 |
Derivative asset | 1,373 | 386 |
Other | 2,141 | 1,452 |
Other assets | $ 61,860 | $ 60,900 |
Right-of-use lease asset [Extensible List] | Other assets | Other assets |
Restricted Cash, Other Assets_5
Restricted Cash, Other Assets and Accrued and Other Liabilities - Summary of Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accrued and other liabilities: | ||
Current and deferred tax liability | $ 34,612 | $ 32,569 |
Operating lease liability | 25,205 | 22,186 |
Accounts payable, accrued expenses and other liabilities | 20,168 | 15,083 |
Interest payable | 11,076 | 14,970 |
Prepaid rent and unearned revenue | 7,669 | 9,082 |
Unfunded CECL Loan Allowance | 432 | 1,313 |
Tenant security deposits | 424 | 1,338 |
Other | 228 | 37 |
Accrued and other liabilities | $ 99,814 | $ 96,578 |
Operating lease liability [Extensible List] | Accrued and other liabilities | Accrued and other liabilities |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) kr in Billions | 12 Months Ended | ||
Dec. 31, 2021USD ($)extensionproperty | Dec. 31, 2021NOK (kr)property | Dec. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |||
Principal amount | $ 3,176,361,000 | $ 2,401,102,000 | |
Carrying value | 3,166,604,000 | 2,393,134,000 | |
Mortgage and other notes payable, net | 760,583,000 | 1,022,757,000 | |
Net lease 2 | |||
Debt Instrument [Line Items] | |||
Mortgage and other notes payable, net | 184,100,000 | kr 1.6 | |
Securitization bonds payable, net | |||
Debt Instrument [Line Items] | |||
Principal amount | 1,510,423,000 | 840,423,000 | |
Carrying value | $ 1,500,899,000 | 835,153,000 | |
Securitization bonds payable, net | Minimum | |||
Debt Instrument [Line Items] | |||
Initial debt term (in years) | 2 years | ||
Securitization bonds payable, net | Maximum | |||
Debt Instrument [Line Items] | |||
Initial debt term (in years) | 3 years | ||
Mortgage and other notes payable, net | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 760,816,000 | 1,025,455,000 | |
Carrying value | $ 760,583,000 | 1,022,757,000 | |
Mortgage and other notes payable, net | Net lease 6 | Collateralized by a property in Company's Core Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.45% | 4.45% | |
Principal amount | $ 23,117,000 | 23,608,000 | |
Carrying value | 23,117,000 | 23,608,000 | |
Mortgage and other notes payable, net | Net lease 6 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Principal amount | 908,000 | 1,364,000 | |
Carrying value | $ 889,000 | 1,333,000 | |
Mortgage and other notes payable, net | Net lease 6 | Collateralized by a property in Legacy, Non-Strategic Portfolio | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 2.15% | ||
Mortgage and other notes payable, net | Net lease 5 | Collateralized by a property in Company's Core Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.08% | 4.08% | |
Principal amount | $ 30,639,000 | 31,244,000 | |
Carrying value | $ 30,442,000 | 31,004,000 | |
Mortgage and other notes payable, net | Net lease 5 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.45% | 4.45% | |
Principal amount | $ 3,282,000 | 3,351,000 | |
Carrying value | $ 3,216,000 | 3,272,000 | |
Mortgage and other notes payable, net | Net lease 4 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.45% | 4.45% | |
Principal amount | $ 7,081,000 | 7,230,000 | |
Carrying value | $ 6,939,000 | 7,059,000 | |
Mortgage and other notes payable, net | Net lease 3 | Collateralized by a property in Company's Core Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.77% | 4.77% | |
Principal amount | $ 200,000,000 | 200,000,000 | |
Carrying value | $ 198,689,000 | 198,604,000 | |
Mortgage and other notes payable, net | Net lease 3 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 6.00% | 6.00% | |
Principal amount | $ 11,867,000 | 12,191,000 | |
Carrying value | $ 11,807,000 | 12,163,000 | |
Mortgage and other notes payable, net | Net lease 1 | Collateralized by a property in Company's Core Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.31% | 4.31% | |
Principal amount | $ 0 | 250,000,000 | |
Carrying value | $ 0 | 247,939,000 | |
Mortgage and other notes payable, net | Net lease 1 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.45% | 4.45% | |
Principal amount | $ 17,823,000 | 18,196,000 | |
Carrying value | $ 17,465,000 | 17,765,000 | |
Mortgage and other notes payable, net | Net lease 1 | Collateralized by properties in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.38% | 4.38% | |
Principal amount | $ 11,769,000 | 12,021,000 | |
Carrying value | $ 11,332,000 | 11,584,000 | |
Number of properties | property | 3 | 3 | |
Mortgage and other notes payable, net | Net lease 2 | Collateralized by a property in Company's Core Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 3.91% | 3.91% | |
Principal amount | $ 181,504,000 | 187,151,000 | |
Carrying value | $ 184,078,000 | 189,806,000 | |
Mortgage and other notes payable, net | Other real estate 1 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.47% | 4.47% | |
Principal amount | $ 105,090,000 | 107,029,000 | |
Carrying value | $ 105,452,000 | 107,596,000 | |
Mortgage and other notes payable, net | Other real estate 3 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Contractual interest rate | 4.30% | 4.30% | |
Principal amount | $ 72,359,000 | 73,905,000 | |
Carrying value | 71,922,000 | 73,341,000 | |
Mortgage and other notes payable, net | Other real estate 6 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Principal amount | 30,000,000 | 22,788,000 | |
Carrying value | $ 29,859,000 | 22,306,000 | |
Number of optional extensions to initial maturity date | extension | 2 | ||
Mortgage and other notes payable, net | Other real estate 6 | Collateralized by a property in Legacy, Non-Strategic Portfolio | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 2.95% | ||
Mortgage and other notes payable, net | Loan 9 | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 65,377,000 | 75,377,000 | |
Carrying value | $ 65,376,000 | 75,377,000 | |
Debt term extension available (in years) | 1 year | ||
Mortgage and other notes payable, net | Loan 9 | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 3.00% | ||
Mortgage and other notes payable, net | Loan 9 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Number of optional extensions to initial maturity date | extension | 2 | ||
Mortgage and other notes payable, net | Bank 1 facility 3 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Number of optional extensions to initial maturity date | extension | 3 | ||
Mortgage and other notes payable, net | Bank 1 facility 3 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Debt term extension available (in years) | 1 year | ||
Mortgage and other notes payable, net | Net lease 1, periodic payment of principal and interest | |||
Debt Instrument [Line Items] | |||
Number of properties | property | 2 | 2 | |
Mortgage and other notes payable, net | Net lease 1, periodic payment of interest | |||
Debt Instrument [Line Items] | |||
Number of properties | property | 1 | 1 | |
Mortgage and other notes payable, net | Other real estate 4 | Collateralized by a property in Legacy, Non-Strategic Portfolio | |||
Debt Instrument [Line Items] | |||
Debt term extension available (in years) | 1 year | ||
Credit facilities | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 905,122,000 | 535,224,000 | |
Carrying value | $ 905,122,000 | 535,224,000 | |
Credit facilities | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 2.25% | ||
Credit facilities | Bank credit facility | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 0 | 0 | |
Carrying value | 0 | 0 | |
Credit facilities | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Capacity | 2,050,000,000 | ||
Principal amount | 905,122,000 | 535,224,000 | |
Carrying value | $ 905,122,000 | 535,224,000 | |
Percent of recourse of the financed amount | 25.00% | 25.00% | |
Credit facilities | Master repurchase facilities | LIBOR | Minimum | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 1.50% | ||
Credit facilities | Master repurchase facilities | LIBOR | Maximum | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 2.60% | ||
Credit facilities | Bank credit facility | |||
Debt Instrument [Line Items] | |||
Capacity | $ 300,000,000 | ||
Credit facilities | Bank credit facility | Bank credit facility | |||
Debt Instrument [Line Items] | |||
Principal amount | 0 | 0 | |
Carrying value | 0 | 0 | |
Credit facilities | Bank 1 facility 3 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Capacity | 400,000,000 | ||
Principal amount | 109,915,000 | 112,509,000 | |
Carrying value | $ 109,915,000 | 112,509,000 | |
Credit facilities | Bank 1 facility 3 | Master repurchase facilities | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 1.91% | ||
Credit facilities | Bank 2 facility 3 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Capacity | $ 0 | ||
Principal amount | 0 | 19,353,000 | |
Carrying value | 0 | 19,353,000 | |
Credit facilities | Bank 3 facility 3 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Capacity | 600,000,000 | ||
Principal amount | 157,409,000 | 196,738,000 | |
Carrying value | $ 157,409,000 | 196,738,000 | |
Debt term extension available (in years) | 1 year | ||
Credit facilities | Bank 3 facility 3 | Master repurchase facilities | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 1.81% | ||
Credit facilities | Bank 7 facility 1 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Capacity | $ 500,000,000 | ||
Principal amount | 358,181,000 | 89,912,000 | |
Carrying value | $ 358,181,000 | 89,912,000 | |
Debt term extension available (in years) | 1 year | ||
Credit facilities | Bank 7 facility 1 | Master repurchase facilities | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 1.77% | ||
Credit facilities | Bank 8 facility 1 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Capacity | $ 250,000,000 | ||
Principal amount | 177,519,000 | 116,712,000 | |
Carrying value | $ 177,519,000 | 116,712,000 | |
Debt term extension available (in years) | 1 year | ||
Credit facilities | Bank 8 facility 1 | Master repurchase facilities | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 1.98% | ||
Credit facilities | Bank 9 Facility 1 | Master repurchase facilities | |||
Debt Instrument [Line Items] | |||
Capacity | $ 300,000,000 | ||
Principal amount | 102,098,000 | 0 | |
Carrying value | $ 102,098,000 | 0 | |
Number of optional extensions to initial maturity date | extension | 2 | ||
Debt term extension available (in years) | 1 year | ||
Credit facilities | Bank 9 Facility 1 | Master repurchase facilities | Minimum | |||
Debt Instrument [Line Items] | |||
Percent of recourse of the financed amount | 25.00% | 25.00% | |
Credit facilities | Bank 9 Facility 1 | Master repurchase facilities | Maximum | |||
Debt Instrument [Line Items] | |||
Percent of recourse of the financed amount | 50.00% | 50.00% | |
Credit facilities | Bank 9 Facility 1 | Master repurchase facilities | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 1.87% | ||
CLNC 2019-FL1 | Securitization bonds payable, net | Investment grade notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 840,423,000 | 840,423,000 | |
Carrying value | $ 836,812,000 | 835,153,000 | |
CLNC 2019-FL1 | Securitization bonds payable, net | Investment grade notes | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 159.00% | ||
BRSP 2021-FL 1 | Securitization bonds payable, net | Investment grade notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 670,000,000 | 0 | |
Carrying value | $ 664,087,000 | $ 0 | |
BRSP 2021-FL 1 | Securitization bonds payable, net | Investment grade notes | LIBOR | |||
Debt Instrument [Line Items] | |||
Interest rate margin (in percentage) | 1.49% |
Debt - Future Minimum Principal
Debt - Future Minimum Principal Payments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Future Scheduled Minimum Principal Payments | |
2022 | $ 14,387 |
2023 | 337,494 |
2024 | 202,686 |
2025 | 614,320 |
2026 | 266,559 |
2027 and thereafter | 1,740,915 |
Total | 3,176,361 |
Securitization Bonds Payable, Net | |
Future Scheduled Minimum Principal Payments | |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
2027 and thereafter | 1,510,423 |
Total | 1,510,423 |
Mortgage Notes Payable, Net | |
Future Scheduled Minimum Principal Payments | |
2022 | 14,387 |
2023 | 2,566 |
2024 | 202,686 |
2025 | 256,139 |
2026 | 54,546 |
2027 and thereafter | 230,492 |
Total | 760,816 |
Credit Facilities | |
Future Scheduled Minimum Principal Payments | |
2022 | 0 |
2023 | 334,928 |
2024 | 0 |
2025 | 358,181 |
2026 | 212,013 |
2027 and thereafter | 0 |
Total | $ 905,122 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Jan. 28, 2022USD ($) | Apr. 05, 2021USD ($) | Apr. 04, 2021USD ($) | Jul. 31, 2021USD ($)loan | Oct. 31, 2019USD ($)loan | Jun. 30, 2021USD ($)agreement | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($)agreementloan | Feb. 22, 2022agreement | Jan. 31, 2022USD ($)agreement | Jun. 17, 2021 | Dec. 31, 2020USD ($) | May 06, 2020USD ($) | Feb. 04, 2019USD ($) | Dec. 17, 2018USD ($) | Feb. 01, 2018USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||
Principal amount | $ 3,176,361,000 | |||||||||||||||
Principal amount | $ 3,176,361,000 | $ 2,401,102,000 | ||||||||||||||
Investment grade notes | CLNC 2019-FL1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Sale of notes | $ 840,400,000 | |||||||||||||||
Advance rate | 83.50% | |||||||||||||||
Number of loans | loan | 26 | |||||||||||||||
Reinvestment period | 2 years | |||||||||||||||
Number of loan investments removed | loan | 2 | |||||||||||||||
Loans removed for becoming collateral risk | $ 125,000,000 | |||||||||||||||
Investment grade notes | BRSP 2021-FL 1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Sale of notes | $ 670,000,000 | |||||||||||||||
Advance rate | 83.75% | |||||||||||||||
Number of loans | loan | 33 | |||||||||||||||
Reinvestment period | 2 years | |||||||||||||||
Investment grade notes | LIBOR | BRSP 2021-FL 1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Weighted average cost of funds percentage | 1.49% | |||||||||||||||
Investment grade notes | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | CLNC 2019-FL1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Weighted average cost of funds percentage | 1.59% | |||||||||||||||
Benchmark adjustment | 0.11448% | |||||||||||||||
Additional lookback period | 2 days | |||||||||||||||
Master repurchase facilities | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 2,100,000,000 | |||||||||||||||
Master repurchase facilities | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Number of master repurchase agreements | agreement | 6 | |||||||||||||||
Master repurchase facilities | Subsequent event | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Number of master repurchase agreements | agreement | 5 | |||||||||||||||
Amendments to expand eligibility criteria for loans indexed to SOFR | agreement | 4 | 4 | ||||||||||||||
Master repurchase facilities | Bank 3 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Extension period | 2 years | |||||||||||||||
Master repurchase facilities | Bank 7 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Extension period | 3 years | |||||||||||||||
CMBS credit facilities | Real estate securities, available for sale | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Number of master repurchase agreements | agreement | 8 | |||||||||||||||
Master repurchase facilities | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Principal amount | $ 905,122,000 | |||||||||||||||
Principal amount | $ 905,122,000 | 535,224,000 | ||||||||||||||
Master repurchase facilities | LIBOR | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate margin (in percentage) | 2.25% | |||||||||||||||
Master repurchase facilities | Master repurchase facilities | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt covenant, minimum tangible net worth | $ 1,350,000,000 | $ 1,500,000,000 | $ 1,350,000,000 | |||||||||||||
Master repurchase facilities | Master repurchase facilities | Subsequent event | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt covenant, minimum tangible net worth | $ 1,110,000,000 | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Credit agreement | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 300,000,000 | $ 300,000,000 | 300,000,000 | $ 450,000,000 | $ 560,000,000 | $ 525,000,000 | $ 400,000,000 | |||||||||
Borrowing capacity | $ 173,000,000 | 128,200,000 | ||||||||||||||
Unused amount, commitment fee percentage | 0.35% | |||||||||||||||
Debt covenant, minimum tangible net worth | $ 1,350,000,000 | $ 1,500,000,000 | ||||||||||||||
Maximum amount of base value available for borrowing | 100.00% | 90.00% | ||||||||||||||
Master repurchase facilities | Revolving credit facility | Credit agreement | Subsequent event | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 165,000,000 | $ 165,000,000 | ||||||||||||||
Borrowing capacity, increase to maximum available principal amount | $ 300,000,000 | |||||||||||||||
Number of additional terms | 2 | |||||||||||||||
Length of potential extension terms | 6 months | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Credit agreement | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Unused amount, commitment fee percentage | 0.25% | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Credit agreement | Maximum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Unused amount, commitment fee percentage | 0.35% | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Credit agreement | LIBOR | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate margin (in percentage) | 2.25% | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Credit agreement | Base Rate | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate margin (in percentage) | 1.25% | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Bank 1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity date extension | 3 years | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Bank 8 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity date extension | 2 years | |||||||||||||||
Master repurchase facilities | Revolving credit facility | Bank 9 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity date extension | 2 years 6 months | |||||||||||||||
Master repurchase facilities | Master repurchase facilities | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 2,050,000,000 | |||||||||||||||
Principal amount | 905,100,000 | 535,200,000 | ||||||||||||||
Principal amount | 905,122,000 | 535,224,000 | ||||||||||||||
Master repurchase facilities | Master repurchase facilities | Senior loan | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Carrying value served as collateral | $ 1,200,000,000 | 862,800,000 | ||||||||||||||
Master repurchase facilities | Master repurchase facilities | LIBOR | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate margin (in percentage) | 1.50% | |||||||||||||||
Master repurchase facilities | Master repurchase facilities | LIBOR | Maximum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate margin (in percentage) | 2.60% | |||||||||||||||
Master repurchase facilities | Master repurchase facilities | Bank 2 facility 3 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 0 | |||||||||||||||
Principal amount | 0 | 19,353,000 | ||||||||||||||
Letters of Credit | Revolving credit facility | Credit agreement | Subsequent event | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 25,000,000 | |||||||||||||||
Securitization bonds payable, net | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Principal amount | 1,510,423,000 | |||||||||||||||
Principal amount | 1,510,423,000 | 840,423,000 | ||||||||||||||
Securitization bonds payable, net | Senior loan | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Carrying value served as collateral | 1,800,000,000 | 1,000,000,000 | ||||||||||||||
Securitization bonds payable, net | Investment grade notes | CLNC 2019-FL1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Principal amount | 840,423,000 | 840,423,000 | ||||||||||||||
Securitization bonds payable, net | Investment grade notes | BRSP 2021-FL 1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Principal amount | $ 670,000,000 | $ 0 | ||||||||||||||
Securitization bonds payable, net | Investment grade notes | LIBOR | BRSP 2021-FL 1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate margin (in percentage) | 1.49% | |||||||||||||||
Securitization bonds payable, net | Investment grade notes | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | CLNC 2019-FL1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Interest rate margin (in percentage) | 159.00% |
Related Party Arrangements - Ma
Related Party Arrangements - Management Agreement (Details) - Management agreement - Affiliated Entity - Manager | Jan. 31, 2018 |
Related Party Transaction [Line Items] | |
Renewal term | 1 year |
Termination period | 180 days |
Refusal to renew contract, number of days required for written notice to avoid termination fee | 180 days |
Breach of contract, number of days after written notice, in which case, termination fee will apply | 30 days |
Minimum | |
Related Party Transaction [Line Items] | |
Termination of agreement, number of days required for written notice to avoid termination fee | 30 days |
Termination for breach of contract, number of days required for written notice | 60 days |
Related Party Arrangements - In
Related Party Arrangements - Internalization (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||||
Restructuring charges | $ 109,321 | $ 0 | $ 0 | |
Manager | Management agreement | Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
One-time termination fee | $ 102,300 | |||
Restructuring charges | $ 300 |
Related Party Arrangements - Fe
Related Party Arrangements - Fees to the Manager (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Related party expenses incurred | $ 2,800,000 | $ 9,800,000 | $ 11,100,000 |
Incentive fee | $ 0 | 0 | 0 |
Management fee | |||
Related Party Transaction [Line Items] | |||
Related party transaction rate (as a percentage) | 1.50% | ||
Management fee per quarter | |||
Related Party Transaction [Line Items] | |||
Related party transaction rate (as a percentage) | 0.375% | ||
Asset management fees | |||
Related Party Transaction [Line Items] | |||
Related party transaction rate (as a percentage) | 20.00% | ||
Asset management fees | Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Related party expenses incurred | $ 9,600,000 | $ 29,700,000 | $ 42,400,000 |
Asset management fees per year | |||
Related Party Transaction [Line Items] | |||
Related party transaction rate (as a percentage) | 7.00% |
Related Party Arrangements - Re
Related Party Arrangements - Reimbursements of Expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Related party expenses incurred | $ 2.8 | $ 9.8 | $ 11.1 |
Affiliated Entity | Operating costs | |||
Related Party Transaction [Line Items] | |||
Due to related party | $ 0 | $ 2.7 |
Related Party Arrangements - Eq
Related Party Arrangements - Equity Plan Grants and Investment Activity (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
Jan. 31, 2021 | Jun. 30, 2020 | Apr. 30, 2020 | Mar. 31, 2019 | Oct. 31, 2018 | Jul. 31, 2018 | Mar. 31, 2018 | Jul. 31, 2017 | Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jul. 31, 2019 | Jun. 30, 2018 | |
Related Party Transaction [Line Items] | ||||||||||||||
Granted (in shares) | 1,744,293 | 237,340 | ||||||||||||
Outstanding (in shares) | 1,754,094 | 885,070 | 1,335,590 | |||||||||||
Share-based compensation expense | $ 14,016 | $ 4,367 | $ 10,810 | |||||||||||
Loans and preferred equity held for investment, net | 3,449,009 | 2,183,497 | $ 2,576,332 | |||||||||||
Carrying value | 3,166,604 | 2,393,134 | ||||||||||||
Loan carrying value | $ 3,485,607 | $ 2,220,688 | ||||||||||||
Maturity period of debt instruments depending upon the asset type (in years) | 3 years 7 months 6 days | 3 years 6 months | ||||||||||||
Restricted Stock | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Granted (in shares) | 1,468,293 | 237,340 | ||||||||||||
Outstanding (in shares) | 1,482,094 | 885,070 | 1,335,590 | |||||||||||
PSUs | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Granted (in shares) | 276,000 | 0 | ||||||||||||
Outstanding (in shares) | 272,000 | 0 | 0 | |||||||||||
Fixed rate | Loans and preferred equity held for investment | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Loan carrying value | $ 105,505 | $ 173,906 | ||||||||||||
Mixed-use project | Core | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Payments of protective advances to senior mortgage lender | $ 7,000 | $ 28,500 | ||||||||||||
Land site and development of office building | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Joint venture commitment | $ 69,900 | |||||||||||||
Interest in joint venture (in percentage) | 50.00% | |||||||||||||
Joint venture, total commitment | $ 139,700 | |||||||||||||
Maturity period of debt instruments depending upon the asset type (in years) | 3 years 6 months | |||||||||||||
Mixed-use development project in Ireland | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Joint venture commitment | $ 162,400 | |||||||||||||
Interest in joint venture (in percentage) | 61.00% | |||||||||||||
Joint venture, total commitment | $ 266,500 | |||||||||||||
Mezzanine loan | LA hospitality, retail, and condominium | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Loans and preferred equity held for investment, net | $ 189,000 | |||||||||||||
Mezzanine loan | Investment in mezzanine loan | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Mezzanine loan investment | $ 60,000 | |||||||||||||
Mezzanine loan | $ 180,000 | |||||||||||||
Joint venture commitment | $ 101,800 | |||||||||||||
Interest in joint venture (in percentage) | 31.80% | |||||||||||||
Fixed interest rate | 13.00% | |||||||||||||
Mezzanine loan | Upsized mezzanine loan with affiliate | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Joint venture commitment | $ 101,800 | |||||||||||||
Interest in joint venture (in percentage) | 45.20% | |||||||||||||
Fixed interest rate | 13.00% | |||||||||||||
Preferred equity interests | Fixed rate | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Preferred equity debt investment fixed interest rate (in percentage) | 0.00% | 15.00% | ||||||||||||
Preferred equity interests | Fixed rate | Loans and preferred equity held for investment | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Loan carrying value | $ 0 | $ 18,681 | ||||||||||||
Preferred equity interests | Land site and development of office building | Fixed rate | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Preferred equity debt investment fixed interest rate (in percentage) | 12.50% | |||||||||||||
Preferred equity interests | Land site and development of office building | Fixed rate | Loans and preferred equity held for investment | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Loan carrying value | $ 66,700 | |||||||||||||
Preferred equity interests | Mixed-use development project in Ireland | Fixed rate | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Preferred equity debt investment fixed interest rate (in percentage) | 15.00% | |||||||||||||
Maturity term (in years) | 2 years | |||||||||||||
Management | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Granted (in shares) | 143,000 | 800,000 | 978,946 | |||||||||||
Share-based compensation expense | $ 14,000 | $ 4,000 | $ 10,300 | |||||||||||
Management | Restricted Stock | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Granted (in shares) | 1,420,000 | |||||||||||||
Management | PSUs | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Granted (in shares) | 276,000 | |||||||||||||
Affiliated Entity | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Purchase of Class A office campus | $ 326,800 | |||||||||||||
Affiliated Entity | July 2018 Senior Mortgage Private Bond | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Fixed interest rate | 3.91% | |||||||||||||
Affiliated Entity | Land site and development of office building | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Interest in joint venture (in percentage) | 50.00% | |||||||||||||
Affiliated Entity | Mixed-use development project in Ireland | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Interest in joint venture (in percentage) | 39.00% | |||||||||||||
Affiliated Entity | Mezzanine loan | Investment in mezzanine loan | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Interest in joint venture (in percentage) | 68.20% |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Jan. 29, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value at vesting date | $ 5.4 | $ 2.8 | |
Compensation cost not yet recognized | $ 8.5 | $ 4.1 | |
Compensation cost not yet recognized, period for recognition | 1 year 10 months 24 days | 1 year 1 month 6 days | |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Service period | 3 years | ||
PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Measurement period | 2 years | ||
Minimum | PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of PSUs granted and eligible to vest | 0.00% | ||
Maximum | PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of PSUs granted and eligible to vest | 200.00% | ||
Class A | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares available for grant (in shares) | 4,000,000 | ||
Class A | Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year |
Equity-Based Compensation - Fai
Equity-Based Compensation - Fair Value Assumptions (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Expected volatility | 86.60% |
Risk free rate | 0.10% |
Expected dividend yield | 0.00% |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Awards Granted or Vested (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Number of Shares [Roll Forward] | ||
Unvested Shares at beginning of period (in shares) | 885,070 | 1,335,590 |
Granted (in shares) | 1,744,293 | 237,340 |
Vested (in shares) | (875,269) | (476,747) |
Forfeited (in shares) | (211,113) | |
Unvested shares at end of period (in shares) | 1,754,094 | 885,070 |
Restricted Stock | ||
Number of Shares [Roll Forward] | ||
Unvested Shares at beginning of period (in shares) | 885,070 | 1,335,590 |
Granted (in shares) | 1,468,293 | 237,340 |
Vested (in shares) | (871,269) | (476,747) |
Forfeited (in shares) | (211,113) | |
Unvested shares at end of period (in shares) | 1,482,094 | 885,070 |
Weighted Average Grant Date Fair Value [Roll Forward] | ||
Unvested Shares at beginning of period, weighted average grant date fair value (in dollars per share) | $ 16.16 | $ 17.79 |
Granted, weighted average grant date fair value (in dollars per share) | 8.36 | 3.70 |
Vested, weighted average grant date fair value (in dollars per share) | 15.19 | 17.33 |
Forfeited, weighted average grant date fair value (in dollars per share) | 17.20 | |
Unvested shares at end of period, weighted average grant date fair value (Unaudited) (in dollars per share) | $ 12.35 | $ 16.16 |
PSUs | ||
Number of Shares [Roll Forward] | ||
Unvested Shares at beginning of period (in shares) | 0 | 0 |
Granted (in shares) | 276,000 | 0 |
Vested (in shares) | (4,000) | 0 |
Forfeited (in shares) | 0 | |
Unvested shares at end of period (in shares) | 272,000 | 0 |
Weighted Average Grant Date Fair Value [Roll Forward] | ||
Unvested Shares at beginning of period, weighted average grant date fair value (in dollars per share) | $ 0 | $ 0 |
Granted, weighted average grant date fair value (in dollars per share) | 11.96 | 0 |
Vested, weighted average grant date fair value (in dollars per share) | 11.96 | 0 |
Forfeited, weighted average grant date fair value (in dollars per share) | 0 | |
Unvested shares at end of period, weighted average grant date fair value (Unaudited) (in dollars per share) | $ 11.96 | $ 0 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - $ / shares | Aug. 04, 2021 | Apr. 30, 2021 | Feb. 24, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares authorized for issuance (in shares) | 1,000,000,000 | |||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | ||||
Preferred stock, shares issued (in shares) | 0 | 0 | ||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||||
Dividends and distributions declared per share of common stock (in dollars per share) | $ 0.16 | $ 0.14 | $ 0.10 | $ 0.58 | $ 0.30 | $ 1.65 |
Class A | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, shares authorized (in shares) | 950,000,000 | 950,000,000 |
Stockholders' Equity - Dividend
Stockholders' Equity - Dividends (Details) - $ / shares | Aug. 04, 2021 | Apr. 30, 2021 | Feb. 24, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Equity [Abstract] | ||||||
Dividends and distributions declared per share of common stock (in dollars per share) | $ 0.16 | $ 0.14 | $ 0.10 | $ 0.58 | $ 0.30 | $ 1.65 |
Stockholders' Equity - AOCI (De
Stockholders' Equity - AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | $ 1,958,678 | $ 2,201,350 | $ 2,845,202 |
Total other comprehensive income (loss) | (47,421) | 28,842 | 29,407 |
Ending balance | 1,491,315 | 1,958,678 | 2,201,350 |
Ending balance | 1,455,288 | 1,665,673 | |
Accumulated Other Comprehensive Income | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 54,588 | 28,294 | (399) |
Other comprehensive income (loss) before reclassification | (10,768) | (46,718) | |
Amounts reclassified from AOCI | (35,114) | 73,012 | |
Total other comprehensive income (loss) | (45,802) | 26,294 | 28,693 |
Net current period OCI | (45,882) | 28,693 | |
Ending balance | 8,786 | 54,588 | 28,294 |
Ending balance | 8,706 | ||
Unrealized gain (loss) on real estate securities, available for sale | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 275 | 15,909 | (1,295) |
Other comprehensive income (loss) before reclassification | 137 | (88,646) | |
Amounts reclassified from AOCI | (412) | 73,012 | |
Total other comprehensive income (loss) | (15,634) | ||
Net current period OCI | (275) | 17,204 | |
Ending balance | 275 | 15,909 | |
Ending balance | 0 | ||
Unrealized gain on net investment hedges | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 47,127 | 25,872 | 11,037 |
Other comprehensive income (loss) before reclassification | 0 | 21,255 | |
Amounts reclassified from AOCI | (29,234) | 0 | |
Total other comprehensive income (loss) | 21,255 | ||
Net current period OCI | (29,234) | 14,835 | |
Ending balance | 47,127 | 25,872 | |
Ending balance | 17,893 | ||
Foreign currency translation gain (loss) | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 7,186 | (13,487) | (10,141) |
Other comprehensive income (loss) before reclassification | (10,905) | 20,673 | |
Amounts reclassified from AOCI | (5,468) | 0 | |
Total other comprehensive income (loss) | 20,673 | ||
Net current period OCI | (16,373) | (3,346) | |
Ending balance | 7,186 | (13,487) | |
Ending balance | (9,187) | ||
AOCI Attributable to Noncontrolling Interest | OP | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 1,058 | 704 | (10) |
Other comprehensive income (loss) before reclassification | (375) | (1,392) | |
Amounts reclassified from AOCI | (845) | 1,746 | |
Total other comprehensive income (loss) | (1,220) | 354 | 714 |
Ending balance | (162) | 1,058 | 704 |
AOCI Attributable to Noncontrolling Interest | Investment Entities | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 2,193 | 0 | 0 |
Other comprehensive income (loss) before reclassification | (321) | ||
Amounts reclassified from AOCI | 0 | ||
Total other comprehensive income (loss) | (321) | 2,193 | 0 |
Ending balance | 1,872 | 2,193 | 0 |
Unrealized gain (loss) on real estate securities, available for sale | OP | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | (73) | 612 | (32) |
Other comprehensive income (loss) before reclassification | 98 | (2,431) | |
Amounts reclassified from AOCI | (25) | 1,746 | |
Total other comprehensive income (loss) | 73 | (685) | 644 |
Ending balance | 0 | (73) | 612 |
Unrealized gain (loss) on real estate securities, available for sale | Investment Entities | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 0 | 0 | 0 |
Other comprehensive income (loss) before reclassification | 0 | ||
Amounts reclassified from AOCI | 0 | ||
Total other comprehensive income (loss) | 0 | 0 | 0 |
Ending balance | 0 | 0 | 0 |
Unrealized gain on net investment hedges | OP | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 1,403 | 893 | 268 |
Other comprehensive income (loss) before reclassification | 0 | 510 | |
Amounts reclassified from AOCI | (693) | 0 | |
Total other comprehensive income (loss) | (693) | 510 | 625 |
Ending balance | 710 | 1,403 | 893 |
Unrealized gain on net investment hedges | Investment Entities | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 0 | 0 | 0 |
Other comprehensive income (loss) before reclassification | 0 | ||
Amounts reclassified from AOCI | 0 | ||
Total other comprehensive income (loss) | 0 | 0 | 0 |
Ending balance | 0 | 0 | 0 |
Foreign currency translation loss | OP | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | (272) | (801) | (246) |
Other comprehensive income (loss) before reclassification | (473) | 529 | |
Amounts reclassified from AOCI | (127) | 0 | |
Total other comprehensive income (loss) | (600) | 529 | (555) |
Ending balance | (872) | (272) | (801) |
Foreign currency translation loss | Investment Entities | |||
AOCI Attributable to Noncontrolling Interest, Net of Tax [Abstract] | |||
Beginning balance | 2,193 | 0 | 0 |
Other comprehensive income (loss) before reclassification | (321) | ||
Amounts reclassified from AOCI | 0 | ||
Total other comprehensive income (loss) | (321) | 2,193 | 0 |
Ending balance | $ 1,872 | $ 2,193 | $ 0 |
Stockholders' Equity - Reclassi
Stockholders' Equity - Reclassification out of AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Other gain (loss), net | $ 74,067 | $ (118,725) | $ (972) |
Reclassification out of AOCI | Realized gain on sale of real estate securities | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Other gain (loss), net | 1,276 | ||
Reclassification out of AOCI | Impairment of real estate securities | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Other gain (loss), net | (967) | ||
Reclassification out of AOCI | Foreign currency translation gain (loss) | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Other gain (loss), net | 5,468 | ||
Reclassification out of AOCI | Realized gain (loss) on net investment hedges | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Other gain (loss), net | $ 29,234 |
Noncontrolling Interests (Detai
Noncontrolling Interests (Details) $ in Thousands | Jun. 05, 2020USD ($)co-investment | Dec. 31, 2021USD ($)co-investment | Dec. 31, 2021USD ($)co-investment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 20, 2021co-investment | Jul. 31, 2021co-investment |
Noncontrolling Interest [Line Items] | |||||||
Net income (loss) attributable to noncontrolling interests | $ (1,803) | $ (8,361) | $ (9,928) | ||||
Net income (loss) attributable to noncontrolling interests, investment entities | (1,732) | (13,924) | (38,208) | ||||
Number of underlying interests | co-investment | 5 | ||||||
Proceeds from financing arrangement | $ 5,845 | 200,494 | 156 | ||||
Number of co-investments | co-investment | 4 | 4 | 4 | 4 | |||
Paydown of credit facility | $ 955,292 | 862,592 | 1,709,802 | ||||
Additional funds drawn-down | 1,325,237 | 298,583 | 1,443,118 | ||||
Distributions to noncontrolling interests | 255,545 | 31,252 | $ 3,000 | ||||
Noncontrolling interests in investment entities | $ 1,472 | $ 1,472 | $ 253,225 | ||||
Number of co-investment assets | co-investment | 4 | 4 | |||||
Gross proceeds | $ 210,000 | ||||||
Gain recognized in noncontrolling interests | $ 5,300 | ||||||
GS | |||||||
Noncontrolling Interest [Line Items] | |||||||
Ownership percentage by noncontrolling owners (in percentage) | 10.00% | ||||||
GS | |||||||
Noncontrolling Interest [Line Items] | |||||||
Proceeds from financing arrangement | $ 200,000 |
Fair Value - Financial Assets M
Fair Value - Financial Assets Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Assets: | ||
Real estate securities, available for sale | $ 0 | $ 10,389 |
Mortgage loans held in securitization trusts, at fair value | 813,310 | 1,768,069 |
Other assets - derivative assets | 1,373 | 386 |
Liabilities: | ||
Mortgage obligations issued by securitization trusts, at fair value | 777,156 | 1,708,534 |
Recurring basis | ||
Assets: | ||
Investments in unconsolidated ventures - PE Investments | 4,406 | 6,883 |
Real estate securities, available for sale | 0 | 10,389 |
Mortgage loans held in securitization trusts, at fair value | 813,310 | 1,768,069 |
Other assets - derivative assets | 1,373 | 386 |
Liabilities: | ||
Mortgage obligations issued by securitization trusts, at fair value | 777,156 | 1,708,534 |
Other liabilities - derivative liabilities | 9 | 37 |
Recurring basis | Level 1 | ||
Assets: | ||
Investments in unconsolidated ventures - PE Investments | 0 | 0 |
Real estate securities, available for sale | 0 | 0 |
Mortgage loans held in securitization trusts, at fair value | 0 | 0 |
Other assets - derivative assets | 0 | 0 |
Liabilities: | ||
Mortgage obligations issued by securitization trusts, at fair value | 0 | 0 |
Other liabilities - derivative liabilities | 0 | 0 |
Recurring basis | Level 2 | ||
Assets: | ||
Investments in unconsolidated ventures - PE Investments | 0 | 5 |
Real estate securities, available for sale | 0 | 10,389 |
Mortgage loans held in securitization trusts, at fair value | 0 | 0 |
Other assets - derivative assets | 1,373 | 386 |
Liabilities: | ||
Mortgage obligations issued by securitization trusts, at fair value | 777,156 | 1,708,534 |
Other liabilities - derivative liabilities | 9 | 37 |
Recurring basis | Level 3 | ||
Assets: | ||
Investments in unconsolidated ventures - PE Investments | 4,406 | 6,878 |
Real estate securities, available for sale | 0 | 0 |
Mortgage loans held in securitization trusts, at fair value | 813,310 | 1,768,069 |
Other assets - derivative assets | 0 | 0 |
Liabilities: | ||
Mortgage obligations issued by securitization trusts, at fair value | 0 | 0 |
Other liabilities - derivative liabilities | $ 0 | $ 0 |
Fair Value - Changes in Fair Va
Fair Value - Changes in Fair Value of Financial Assets Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Additional information about financial assets | ||||
Realized loss in earnings | $ (19,500) | $ (36,623) | $ 0 | $ 2,772 |
Level 3 | Mortgage obligations issued by securitization trusts | ||||
Additional information about financial assets | ||||
Unrealized gain (loss) in earnings | 50,300 | |||
Level 3 | Mortgage loans held in securitization trusts | ||||
Additional information about financial assets | ||||
Unrealized loss in earnings | (8,400) | |||
Recurring basis | Level 3 | Investments in unconsolidated ventures - PE Investments | ||||
Additional information about financial assets | ||||
Beginning balance | 6,878 | 8,858 | ||
Distributions/paydowns | (2,380) | (2,649) | ||
Sale of investments | 0 | 0 | ||
Transfers out of Level 3 | 0 | 0 | ||
Equity in earnings | (92) | 669 | ||
Unrealized loss in earnings | 0 | 0 | ||
Realized loss in earnings | 0 | 0 | ||
Ending balance | 4,406 | 6,878 | 8,858 | |
Recurring basis | Level 3 | Mortgage loans held in securitization trusts | ||||
Additional information about financial assets | ||||
Beginning balance | 1,768,069 | 1,872,970 | ||
Distributions/paydowns | (78,903) | (76,719) | ||
Sale of investments | (28,662) | 0 | ||
Transfers out of Level 3 | (802,196) | 0 | ||
Equity in earnings | 0 | 0 | ||
Unrealized loss in earnings | (8,375) | (28,182) | ||
Realized loss in earnings | (36,623) | 0 | ||
Ending balance | $ 813,310 | $ 1,768,069 | $ 1,872,970 |
Fair Value - Narrative (Details
Fair Value - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2021USD ($) | Dec. 31, 2021USD ($)measurement_inputsecuritization_trust | Dec. 31, 2020USD ($)measurement_input | Dec. 31, 2019USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | $ (19,500) | $ (36,623) | $ 0 | $ 2,772 |
Unrealized (gain) loss on mortgage loans and obligations held in securitization trusts, net | $ 19,500 | 41,904 | (50,521) | $ 4,090 |
Level 3 | Recurring | Investments in unconsolidated ventures - PE Investments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | $ 0 | $ 0 | ||
Level 3 | Recurring | Investments in unconsolidated ventures - PE Investments | Discount Rate | Minimum | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
PE investment, measurement input | measurement_input | 0.110 | 0.110 | ||
Level 3 | Recurring | Investments in unconsolidated ventures - PE Investments | Discount Rate | Maximum | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
PE investment, measurement input | measurement_input | 0.120 | 0.120 | ||
Level 3 | Recurring | Mortgage obligations issued by securitization trusts | Measurement Input, Yield | Minimum | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Discount rate | measurement_input | 0.175 | 0.211 | ||
Level 3 | Recurring | Mortgage obligations issued by securitization trusts | Measurement Input, Yield | Maximum | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Discount rate | measurement_input | 0.537 | |||
Level 3 | Recurring | Mortgage obligations issued by securitization trusts | Measurement Input, Expected Term | Weighted average | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Weighted average expected maturity of CRE securities | 5 years 4 months 24 days | 5 years | ||
Level 3 | Recurring | Mortgage loans held in securitization trusts | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | $ (36,623) | $ 0 | ||
Realized gain on securitization of assets | $ (19,500) | |||
Number of securitization trusts sold | securitization_trust | 2 |
Fair Value - Principal Amount,
Fair Value - Principal Amount, Carrying Value and Fair Value of Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Financial assets: | ||
Principal amount, financial assets | $ 3,500,658 | $ 2,225,856 |
Financial liabilities: | ||
Principal amount, financial liabilities | 3,176,361 | 2,401,102 |
Future funding commitments | 163,000 | |
Commercial mortgage | ||
Financial assets: | ||
Principal amount, financial assets | 3,500,658 | 2,225,856 |
Financial liabilities: | ||
Future funding commitments | 264,900 | 163,000 |
Carrying Value | ||
Financial assets: | ||
Loans and preferred equity held for investment, net | 3,449,009 | 2,183,497 |
Fair Value | ||
Financial assets: | ||
Loans and preferred equity held for investment, net | 3,464,060 | 2,189,006 |
Securitization bonds payable, net | ||
Financial liabilities: | ||
Principal amount, financial liabilities | 1,510,423 | 840,423 |
Securitization bonds payable, net | Carrying Value | ||
Financial liabilities: | ||
Financial liabilities | 1,500,899 | 835,153 |
Securitization bonds payable, net | Fair Value | ||
Financial liabilities: | ||
Financial liabilities | 1,510,423 | 840,423 |
Mortgage and other notes payable, net | ||
Financial liabilities: | ||
Principal amount, financial liabilities | 760,816 | 1,025,455 |
Mortgage and other notes payable, net | Carrying Value | ||
Financial liabilities: | ||
Financial liabilities | 760,583 | 1,022,757 |
Mortgage and other notes payable, net | Fair Value | ||
Financial liabilities: | ||
Financial liabilities | 760,816 | 1,025,455 |
Master repurchase facilities | ||
Financial liabilities: | ||
Principal amount, financial liabilities | 905,122 | 535,224 |
Master repurchase facilities | Carrying Value | ||
Financial liabilities: | ||
Financial liabilities | 905,122 | 535,224 |
Master repurchase facilities | Fair Value | ||
Financial liabilities: | ||
Financial liabilities | $ 905,122 | $ 535,224 |
Fair Value - Fair Value - Summa
Fair Value - Fair Value - Summary of Assets Carried at Fair Value on a Nonrecurring Basis (Details) (Details) - Fair value, measurements, nonrecurring $ in Thousands | Dec. 31, 2021USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investments in unconsolidated ventures - PE Investments | $ 38,083 |
Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investments in unconsolidated ventures - PE Investments | 0 |
Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investments in unconsolidated ventures - PE Investments | 0 |
Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investments in unconsolidated ventures - PE Investments | $ 38,083 |
Derivatives - Schedule of Deriv
Derivatives - Schedule of Derivatives Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Other assets | ||
Derivative Assets | ||
Non-designated hedges included in other assets | $ 1,373 | $ 386 |
Other assets | Foreign exchange contracts | ||
Derivative Assets | ||
Non-designated hedges included in other assets | 1,373 | 386 |
Accrued and other liabilities | ||
Derivative Liabilities | ||
Non-designated hedges included in accrued and other liabilities | (9) | (37) |
Accrued and other liabilities | Interest rate contracts | ||
Derivative Liabilities | ||
Non-designated hedges included in accrued and other liabilities | $ (9) | $ (37) |
Derivatives - Summary Of Intere
Derivatives - Summary Of Interest Rate Contracts (Details) - Non-Designated kr in Thousands, $ in Thousands | Dec. 31, 2021NOK (kr) | Dec. 31, 2021USD ($) | Dec. 31, 2020NOK (kr) | Dec. 31, 2020USD ($) |
FX Forward | ||||
Derivative [Line Items] | ||||
Notional amount | kr 190,772 | |||
Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Notional amount | $ | $ 30,762 | $ 109,414 | ||
Put Option | ||||
Derivative [Line Items] | ||||
Notional amount | kr 928,000 |
Derivatives - Summary of Deriva
Derivatives - Summary of Derivative Effects (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Derivative [Line Items] | |||
Non-designated foreign exchange contracts | $ 37,674 | $ 2,979 | $ 1,286 |
Non-designated interest rate contracts | 28 | (17,085) | (10,966) |
Other gain (loss), net | 37,702 | (14,106) | (9,680) |
Other income | 0 | 178 | 0 |
Accumulated other comprehensive income (loss) | (29,927) | 21,764 | 15,460 |
Non-Designated | Foreign exchange contracts | |||
Derivative [Line Items] | |||
Other income | 0 | 178 | 0 |
Designated | Foreign exchange contracts | |||
Derivative [Line Items] | |||
Accumulated other comprehensive income (loss) | $ (29,927) | $ 21,764 | $ 15,460 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2021USD ($)forwardSwap | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Derivative [Line Items] | |||
Cash collateral for the derivative contracts | $ 100,000 | ||
Accumulated other comprehensive income (loss) | $ (29,927,000) | $ 21,764,000 | $ 15,460,000 |
Gain (loss) transferred from accumulated other comprehensive income (loss) | 0 | 0 | |
Forward Swaps | USD-EUR Forward Swaps | |||
Derivative [Line Items] | |||
Number of unwound forward swaps | forwardSwap | 3 | ||
Realized gain | $ 6,400,000 | ||
Forward Swaps | USD-NOK Forward Swaps | |||
Derivative [Line Items] | |||
Number of unwound forward swaps | forwardSwap | 2 | ||
Realized gain | $ 400,000 | ||
Foreign exchange contracts | Designated | |||
Derivative [Line Items] | |||
Accumulated other comprehensive income (loss) | (29,927,000) | $ 21,764,000 | $ 15,460,000 |
Gain (loss) transferred from accumulated other comprehensive income (loss) | $ 29,900,000 |
Derivatives - Offsetting Assets
Derivatives - Offsetting Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Derivative Assets | ||
Gross amounts of assets included on consolidated balance sheets | $ 1,373 | $ 386 |
Net amounts of assets | 1,373 | 386 |
Derivative Liabilities | ||
Gross amounts of (liabilities) included on consolidated balance sheets | (9) | (37) |
Net amounts of liabilities | (9) | (37) |
Foreign exchange contracts | ||
Derivative Assets | ||
Gross amounts of assets included on consolidated balance sheets | 1,373 | 386 |
Net amounts of assets | 1,373 | 386 |
Interest rate contracts | ||
Derivative Liabilities | ||
Gross amounts of (liabilities) included on consolidated balance sheets | (9) | (37) |
Net amounts of liabilities | $ (9) | $ (37) |
Income Taxes - Summary of Tax P
Income Taxes - Summary of Tax Provisions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current | |||
Federal | $ (9,306) | $ 13,125 | $ (6,316) |
State and local | 3,347 | (1,730) | (1,824) |
Foreign | (402) | (669) | 316 |
Current Income Tax Expense (Benefit) | (6,361) | 10,726 | (7,824) |
Deferred | |||
Federal | (383) | (808) | 2,226 |
Foreign | 468 | 980 | 2,426 |
Total deferred tax benefit (expense) | 85 | 172 | 4,652 |
Total income tax benefit (expense) | $ (6,276) | $ 10,898 | $ (3,172) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets | ||
Basis difference - investment in partnerships | $ 7,583 | $ 27,394 |
Disallowed interest expense carry forwards | 524 | 524 |
Lease liability—corporate offices | 1,061 | 0 |
Equity-based compensation | 8 | 0 |
Net operating and capital loss carry forwards | 6,253 | 3,249 |
Other | 0 | 0 |
Gross deferred tax asset | 15,429 | 31,167 |
Valuation allowance | (12,772) | (29,212) |
Deferred tax assets, net of valuation allowance | 2,657 | 1,955 |
Deferred tax liabilities | ||
Basis difference - real estate | (29,896) | (31,282) |
Real estate, leases and related intangible liabilities | (115) | 0 |
ROU lease asset—corporate offices | (1,061) | 0 |
Other | (157) | (201) |
Gross deferred tax liabilities | (31,229) | (31,483) |
Net deferred tax liability | (28,572) | (29,528) |
Deferred tax asset was recognized on net operating losses | $ 8,200 | $ 6,900 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Pre-tax income (loss) attributable to taxable entities | $ 22,077,000 | $ (15,652,000) | $ (1,316,000) |
Federal tax expense (benefit) at statutory tax rate (21%) | 4,636,000 | (3,287,000) | (276,000) |
State and local taxes, net of federal income tax expense (benefit) | 81,000 | 34,000 | 71,000 |
Permanent adjustments | 0 | (116,000) | 10,000 |
Adjustments for foreclosure property | 479,000 | 1,030,000 | 2,840,000 |
Foreign income tax differential | (4,000) | (172,000) | (1,328,000) |
Foreign income tax rate change | 0 | 0 | (1,383,000) |
Return to provision | (1,000) | 1,364,000 | (273,000) |
Valuation allowance, net | 1,365,000 | (6,095,000) | 2,402,000 |
Tax rate benefit of capital loss carryback | 0 | (3,058,000) | 0 |
Other | (280,000) | (598,000) | 1,109,000 |
Income tax expense (benefit) | 6,276,000 | (10,898,000) | 3,172,000 |
Income tax penalties and interest expense | $ 0 | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Lending Commitments (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Future funding commitments | $ 163 | |
Total unfunded commitments for equity method investments | 25.1 | |
Senior loans | ||
Debt Instrument [Line Items] | ||
Future funding commitments | $ 264.9 | 136 |
Securitized loans | ||
Debt Instrument [Line Items] | ||
Future funding commitments | 13.3 | |
Mezzanine loans | ||
Debt Instrument [Line Items] | ||
Future funding commitments | $ 13.7 |
Commitments and Contingencies_2
Commitments and Contingencies - Ground Lease Obligation (Details) | Dec. 31, 2021 | Dec. 31, 2020 |
Long-term Purchase Commitment [Line Items] | ||
Weighted average remaining lease term | 13 years 10 months 24 days | 14 years 3 months 18 days |
Ground Leases | ||
Long-term Purchase Commitment [Line Items] | ||
Weighted average discount rate (as a percentage) | 5.30% | |
New York Office | ||
Long-term Purchase Commitment [Line Items] | ||
Weighted average remaining lease term | 6 years 9 months 18 days | |
Weighted average discount rate (as a percentage) | 2.36% |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Ground Leases | |||
Long-term Purchase Commitment [Line Items] | |||
Minimum lease expense | $ 3,057 | $ 3,194 | $ 3,134 |
Variable lease expense | 0 | 0 | 0 |
Total operating lease expense | 3,057 | $ 3,194 | $ 3,134 |
New York Office | |||
Long-term Purchase Commitment [Line Items] | |||
Minimum lease expense | 532 | ||
Total operating lease expense | $ 532 |
Commitments and Contingencies_4
Commitments and Contingencies - Future Minimum Rental Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Long-term Purchase Commitment [Line Items] | ||
Operating lease liability | $ 25,205 | $ 22,186 |
Ground Leases | ||
Long-term Purchase Commitment [Line Items] | ||
2021 | 3,099 | 3,071 |
2022 | 3,110 | 3,099 |
2023 | 2,213 | 3,110 |
2024 | 2,148 | 2,213 |
2025 | 2,073 | 2,148 |
2026 and thereafter | 17,254 | 19,327 |
Total lease payments | 29,897 | 32,968 |
Less: Present value discount | 9,654 | 10,782 |
Operating lease liability | 20,243 | $ 22,186 |
New York Office | ||
Long-term Purchase Commitment [Line Items] | ||
2021 | 798 | |
2022 | 798 | |
2023 | 798 | |
2024 | 798 | |
2025 | 798 | |
2026 and thereafter | 1,397 | |
Total lease payments | 5,387 | |
Less: Present value discount | 412 | |
Operating lease liability | $ 4,975 |
Commitments and Contingencies_5
Commitments and Contingencies - Internalization (Details) $ in Millions | Apr. 30, 2021USD ($) |
Manager | Management agreement | Affiliated Entity | |
Debt Instrument [Line Items] | |
One-time termination fee | $ 102.3 |
Segment Reporting - Reportable
Segment Reporting - Reportable Operating Segments (Details) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2021USD ($) | Dec. 31, 2021USD ($)investment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($)portfolio | |
Segment Reporting [Abstract] | ||||
Number of portfolios | portfolio | 2 | |||
Number of resolved investments | investment | 56 | |||
Segment Reporting Information [Line Items] | ||||
Net interest income (expense) | $ 97,678,000 | |||
Property and other income | 256,288,000 | |||
Management fee expense | $ (9,596,000) | $ (29,739,000) | (42,390,000) | |
Property operating expense | (30,286,000) | (64,987,000) | (112,801,000) | |
Transaction, investment and servicing expense | (4,556,000) | (9,975,000) | (7,191,000) | |
Interest expense on real estate | (32,278,000) | (48,860,000) | (55,415,000) | |
Depreciation and amortization | (36,399,000) | (59,766,000) | (103,220,000) | |
Provision for (reversal of) loan losses, net | (1,432,000) | 78,561,000 | 220,572,000 | |
Impairment of operating real estate | 0 | (42,814,000) | (282,749,000) | |
Administrative expense | (50,011,000) | (26,551,000) | (31,936,000) | |
Restructuring charges | (109,321,000) | 0 | 0 | |
Unrealized gain on mortgage loans and obligations held in securitization trusts, net | $ 19,500,000 | 41,904,000 | (50,521,000) | 4,090,000 |
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | $ (19,500,000) | (36,623,000) | 0 | 2,772,000 |
Other gain (loss), net | 74,067,000 | (118,725,000) | (972,000) | |
Income (loss) before equity in earnings of unconsolidated ventures and income taxes | 32,810,000 | (251,309,000) | (496,418,000) | |
Equity in earnings (loss) of unconsolidated ventures | (131,115,000) | (135,173,000) | 36,942,000 | |
Income tax benefit (expense) | (6,276,000) | 10,898,000 | (3,172,000) | |
Net income (loss) | (104,581,000) | (375,584,000) | (462,648,000) | |
Total Assets | 5,638,369,000 | 6,211,937,000 | ||
Equity method investments | 16,185,000 | 366,481,000 | ||
PE Investments | 4,406,000 | 6,883,000 | ||
Core | ||||
Segment Reporting Information [Line Items] | ||||
Net interest income (expense) | 119,510,000 | 102,317,000 | ||
Property and other income | 104,967,000 | 176,873,000 | ||
Management fee expense | (9,596,000) | (29,739,000) | ||
Property operating expense | (30,286,000) | (64,987,000) | ||
Transaction, investment and servicing expense | (4,556,000) | (9,975,000) | ||
Interest expense on real estate | (32,278,000) | (48,860,000) | ||
Depreciation and amortization | (36,399,000) | (59,766,000) | ||
Provision for (reversal of) loan losses, net | (1,432,000) | 78,561,000 | ||
Impairment of operating real estate | (42,814,000) | |||
Administrative expense | (50,011,000) | (26,551,000) | ||
Restructuring charges | (109,321,000) | |||
Unrealized gain on mortgage loans and obligations held in securitization trusts, net | 41,904,000 | (50,521,000) | ||
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | (36,623,000) | |||
Other gain (loss), net | 74,067,000 | (118,725,000) | ||
Income (loss) before equity in earnings of unconsolidated ventures and income taxes | 32,810,000 | (251,309,000) | ||
Equity in earnings (loss) of unconsolidated ventures | (131,115,000) | (135,173,000) | ||
Income tax benefit (expense) | (6,276,000) | 10,898,000 | ||
Net income (loss) | (104,581,000) | (375,584,000) | ||
Total Assets | 5,638,369 | 6,211,937,000 | ||
Core | Senior and Mezzanine Loans and Preferred Equity | ||||
Segment Reporting Information [Line Items] | ||||
Net interest income (expense) | 117,628,000 | 100,591,000 | 92,057,000 | |
Property and other income | 1,013,000 | 108,000 | 744,000 | |
Management fee expense | 0 | 0 | 0 | |
Property operating expense | 0 | 0 | 0 | |
Transaction, investment and servicing expense | (2,663,000) | (3,738,000) | (3,320,000) | |
Interest expense on real estate | 0 | 0 | 0 | |
Depreciation and amortization | 0 | 0 | 0 | |
Provision for (reversal of) loan losses, net | (1,432,000) | 78,561,000 | 220,572,000 | |
Impairment of operating real estate | 0 | 0 | ||
Administrative expense | (650,000) | (894,000) | (1,188,000) | |
Restructuring charges | 0 | |||
Unrealized gain on mortgage loans and obligations held in securitization trusts, net | 0 | 0 | 0 | |
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | 0 | 0 | ||
Other gain (loss), net | 55,797,000 | (36,971,000) | 20,000 | |
Income (loss) before equity in earnings of unconsolidated ventures and income taxes | 172,557,000 | (19,465,000) | (132,259,000) | |
Equity in earnings (loss) of unconsolidated ventures | (130,895,000) | (136,386,000) | 37,247,000 | |
Income tax benefit (expense) | (6,148,000) | (587,000) | 152,000 | |
Net income (loss) | 35,514,000 | (156,438,000) | (94,860,000) | |
Total Assets | 3,589,325 | 1,929,937,000 | ||
Core | CRE Debt Securities | ||||
Segment Reporting Information [Line Items] | ||||
Net interest income (expense) | 6,149,000 | 10,488,000 | 20,967,000 | |
Property and other income | 157,000 | 374,000 | 429,000 | |
Management fee expense | 0 | 0 | 0 | |
Property operating expense | 0 | 0 | 0 | |
Transaction, investment and servicing expense | (171,000) | (376,000) | (329,000) | |
Interest expense on real estate | 0 | 0 | 0 | |
Depreciation and amortization | 0 | 0 | 0 | |
Provision for (reversal of) loan losses, net | 0 | 0 | 0 | |
Impairment of operating real estate | 0 | 0 | ||
Administrative expense | (1,336,000) | (1,547,000) | (1,214,000) | |
Restructuring charges | 0 | |||
Unrealized gain on mortgage loans and obligations held in securitization trusts, net | 41,904,000 | (52,086,000) | 5,126,000 | |
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | (36,623,000) | 48,000 | ||
Other gain (loss), net | 341,000 | (91,817,000) | (12,184,000) | |
Income (loss) before equity in earnings of unconsolidated ventures and income taxes | 10,421,000 | (134,964,000) | 12,843,000 | |
Equity in earnings (loss) of unconsolidated ventures | (220,000) | 1,213,000 | (305,000) | |
Income tax benefit (expense) | (194,000) | 10,187,000 | (2,061,000) | |
Net income (loss) | 10,007,000 | (123,564,000) | 10,477,000 | |
Total Assets | 840,215 | 1,720,624,000 | ||
Core | Net Leased and Other Real Estate | ||||
Segment Reporting Information [Line Items] | ||||
Net interest income (expense) | 0 | 15,000 | (696,000) | |
Property and other income | 102,724,000 | 175,994,000 | 254,611,000 | |
Management fee expense | 0 | 0 | 0 | |
Property operating expense | (30,286,000) | (64,987,000) | (112,801,000) | |
Transaction, investment and servicing expense | (290,000) | (781,000) | (2,091,000) | |
Interest expense on real estate | (32,278,000) | (48,860,000) | (55,415,000) | |
Depreciation and amortization | (36,162,000) | (59,766,000) | (103,220,000) | |
Provision for (reversal of) loan losses, net | 0 | 0 | 0 | |
Impairment of operating real estate | (42,814,000) | (282,749,000) | ||
Administrative expense | (133,000) | (380,000) | (474,000) | |
Restructuring charges | 0 | |||
Unrealized gain on mortgage loans and obligations held in securitization trusts, net | 0 | 0 | 0 | |
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | 0 | 0 | ||
Other gain (loss), net | 11,170,000 | 10,163,000 | 11,192,000 | |
Income (loss) before equity in earnings of unconsolidated ventures and income taxes | 14,745,000 | (31,416,000) | (291,643,000) | |
Equity in earnings (loss) of unconsolidated ventures | 0 | 0 | 0 | |
Income tax benefit (expense) | 66,000 | 1,298,000 | (881,000) | |
Net income (loss) | 14,811,000 | (30,118,000) | (292,524,000) | |
Total Assets | 963,369 | 1,261,137,000 | ||
Core | Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Net interest income (expense) | (4,267,000) | (8,777,000) | (14,650,000) | |
Property and other income | 1,073,000 | 397,000 | 504,000 | |
Management fee expense | (9,596,000) | (29,739,000) | (42,390,000) | |
Property operating expense | 0 | 0 | 0 | |
Transaction, investment and servicing expense | (1,432,000) | (5,080,000) | (1,451,000) | |
Interest expense on real estate | 0 | 0 | 0 | |
Depreciation and amortization | (237,000) | 0 | 0 | |
Provision for (reversal of) loan losses, net | 0 | 0 | 0 | |
Impairment of operating real estate | 0 | 0 | ||
Administrative expense | (47,892,000) | (23,730,000) | (29,060,000) | |
Restructuring charges | (109,321,000) | |||
Unrealized gain on mortgage loans and obligations held in securitization trusts, net | 0 | 1,565,000 | (1,036,000) | |
Realized gain (loss) on mortgage loans and obligations held in securitization trusts, net | 0 | 2,724,000 | ||
Other gain (loss), net | 6,759,000 | (100,000) | 0 | |
Income (loss) before equity in earnings of unconsolidated ventures and income taxes | (164,913,000) | (65,464,000) | (85,359,000) | |
Equity in earnings (loss) of unconsolidated ventures | 0 | 0 | 0 | |
Income tax benefit (expense) | 0 | 0 | (382,000) | |
Net income (loss) | (164,913,000) | (65,464,000) | (85,741,000) | |
Total Assets | $ 245,460 | 1,300,239,000 | ||
Accretion (amortization) of discounts and premiums, investments | $ 1,600,000 | $ 1,700,000 |
Segment Reporting - Total Incom
Segment Reporting - Total Income and Long-lived Assets by Geography (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Total income by geography | $ 194,306 | $ 291,012 | $ 588,602 |
Long-lived assets by geography | 848,192 | 914,957 | |
United States | |||
Segment Reporting Information [Line Items] | |||
Total income by geography | 201,344 | 318,886 | 539,094 |
Long-lived assets by geography | 553,368 | 600,767 | |
Europe | |||
Segment Reporting Information [Line Items] | |||
Total income by geography | (7,038) | (27,874) | 49,476 |
Long-lived assets by geography | 294,824 | 314,190 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Total income by geography | $ 0 | $ 0 | $ 32 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Net loss | $ (104,581) | $ (375,584) | $ (462,648) |
Net loss attributable to noncontrolling interests: | |||
Investment Entities | 1,732 | 13,924 | 38,208 |
Operating Partnership | 1,803 | 8,361 | 9,928 |
Net loss attributable to BrightSpire Capital, Inc. common stockholders | (101,046) | (353,299) | (414,512) |
Numerator: | |||
Net loss allocated to participating securities (non-vested shares) | 0 | (322) | (2,187) |
Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders | $ (101,046) | $ (353,621) | $ (416,699) |
Denominator: | |||
Weighted average shares of common stock outstanding - basic (in shares) | 128,496,000 | 128,548,000 | 128,391,000 |
Weighted average shares of common stock outstanding - diluted (in shares) | 128,496,000 | 128,548,000 | 128,391,000 |
Net income (loss) per common share - diluted (in dollars per share) | $ (0.79) | $ (2.75) | $ (3.25) |
Net income (loss) per common share - basic (in dollars per share) | $ (0.79) | $ (2.75) | $ (3.25) |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Outstanding (in shares) | 1,754,094 | 885,070 | 1,335,590 |
Restricted Stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Outstanding (in shares) | 1,482,094 | 885,070 | 1,335,590 |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 109,321 | $ 0 | $ 0 | |
Other Restructuring | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 7,000 | |||
Manager | Management agreement | Affiliated Entity | ||||
Restructuring Cost and Reserve [Line Items] | ||||
One-time termination fee | $ 102,300 | |||
Restructuring charges | $ 300 |
Subsequent Events (Details)
Subsequent Events (Details) | Jan. 26, 2022USD ($)property | Nov. 03, 2021$ / shares | Jan. 31, 2022USD ($)forwardSwapagreementproperty$ / shares | Feb. 22, 2022USD ($)forwardSwapagreementloan | Dec. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)property | Dec. 31, 2019USD ($) | Jan. 28, 2022USD ($) | Jun. 30, 2021USD ($)agreement | Apr. 05, 2021USD ($) | Apr. 04, 2021USD ($) | Mar. 31, 2021USD ($) | May 06, 2020USD ($) | Feb. 04, 2019USD ($) | Dec. 17, 2018USD ($) | Feb. 01, 2018USD ($) |
Subsequent Event [Line Items] | |||||||||||||||||
Quarterly cash dividend (in dollars per share) | $ / shares | $ 0.18 | ||||||||||||||||
Loan carrying value | $ 3,485,607,000 | $ 3,485,607,000 | $ 2,220,688,000 | ||||||||||||||
Provision for (reversal of) loan losses, net | (1,432,000) | $ 78,561,000 | $ 220,572,000 | ||||||||||||||
Number of real estate properties | property | 35 | ||||||||||||||||
Gain (loss) on sale of properties | 11,911,000 | $ 14,599,000 | $ 0 | ||||||||||||||
Senior loans | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Loan carrying value | 3,367,982,000 | 3,367,982,000 | $ 2,031,544,000 | ||||||||||||||
Collateralized Senior Loan Repaid In 2022 | Senior loans | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Provision for (reversal of) loan losses, net | 1,300,000 | ||||||||||||||||
Master repurchase facilities | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Number of master repurchase agreements | agreement | 6 | ||||||||||||||||
Credit facilities | Master repurchase facilities | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Maximum borrowing capacity | 2,050,000,000 | 2,050,000,000 | |||||||||||||||
Credit agreement | Credit facilities | Revolving credit facility | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Debt covenant, minimum tangible net worth | $ 1,350,000,000 | $ 1,500,000,000 | |||||||||||||||
Maximum borrowing capacity | 300,000,000 | 300,000,000 | $ 300,000,000 | $ 300,000,000 | $ 450,000,000 | $ 560,000,000 | $ 525,000,000 | $ 400,000,000 | |||||||||
Master repurchase facilities | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Maximum borrowing capacity | 2,100,000,000 | 2,100,000,000 | |||||||||||||||
Master repurchase facilities | Credit facilities | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Debt covenant, minimum tangible net worth | $ 1,350,000,000 | $ 1,350,000,000 | $ 1,350,000,000 | $ 1,500,000,000 | |||||||||||||
Subsequent event | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Quarterly cash dividend (in dollars per share) | $ / shares | $ 0.18 | ||||||||||||||||
Number of loans originated | forwardSwap | 6 | ||||||||||||||||
Debt repaid | $ 11,900,000 | $ 11,900,000 | |||||||||||||||
Subsequent event | Collateralized Senior Loan Repaid In 2022 | Senior loans | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Proceeds from sale of receivables | $ 36,700,000 | $ 36,500,000 | |||||||||||||||
Senior loan | forwardSwap | 1 | 1 | |||||||||||||||
Loan carrying value | $ 1,300,000 | $ 1,300,000 | |||||||||||||||
Subsequent event | Senior Mortgage Loans | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Commitment to lend | 274,900,000 | ||||||||||||||||
Initial funding per loan | $ 39,900,000 | ||||||||||||||||
Subsequent event | Mezzanine loan | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Number of loans originated | loan | 1 | ||||||||||||||||
Commitment to lend | $ 28,200,000 | ||||||||||||||||
Initial funding per loan | $ 7,400,000 | ||||||||||||||||
Fixed interest rate | 12.00% | ||||||||||||||||
Subsequent event | Net Leased and Other Real Estate | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Number of real estate properties | property | 1 | 1 | |||||||||||||||
Proceeds from sale of real estate | $ 19,600,000 | $ 19,600,000 | |||||||||||||||
Net proceeds received | 6,700,000 | 6,700,000 | |||||||||||||||
Gain (loss) on sale of properties | $ 5,700,000 | $ 5,700,000 | |||||||||||||||
Subsequent event | Master repurchase facilities | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Number of master repurchase agreements | agreement | 5 | ||||||||||||||||
Amendments to expand eligibility criteria for loans indexed to SOFR | agreement | 4 | 4 | |||||||||||||||
Subsequent event | Credit agreement | Credit facilities | Revolving credit facility | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Maximum borrowing capacity | $ 165,000,000 | $ 165,000,000 | |||||||||||||||
Subsequent event | Master repurchase facilities | Credit facilities | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Debt covenant, minimum tangible net worth | $ 1,110,000,000 | ||||||||||||||||
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Subsequent event | Senior Mortgage Loans | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Weighted average spread | 3.55% |
Schedule III - Real Estate an_2
Schedule III - Real Estate and Accumulated Depreciation - Schedule of Real Estate (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021USD ($)property | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 16,000 | |||
Encumbrances | $ 653,572 | |||
Initial cost, land | 145,334 | |||
Initial cost, building & improvements | 882,864 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (144,666) | |||
Gross amount carried at close of period, land | 131,241 | |||
Gross amount carried at close of period, building & improvements | 752,291 | |||
Gross amount carried, total | 883,532 | $ 921,413 | $ 1,594,870 | $ 2,017,252 |
Balance at December 31, held for investment | 100,321 | $ 82,156 | $ 110,074 | $ 57,562 |
Total | 783,211 | |||
Aggregate cost of properties for federal income tax purposes | $ 1,100,000 | |||
Industrial | Industrial-Arizona | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 77,864 | |||
Initial cost, land | 14,494 | |||
Initial cost, building & improvements | 59,991 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | 78 | |||
Gross amount carried at close of period, land | 14,494 | |||
Gross amount carried at close of period, building & improvements | 60,069 | |||
Gross amount carried, total | 74,563 | |||
Balance at December 31, held for investment | 6,444 | |||
Total | $ 68,119 | |||
Useful life (in years) | 31 years | |||
Industrial | Industrial-California | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 122,136 | |||
Initial cost, land | 32,552 | |||
Initial cost, building & improvements | 148,911 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | 79 | |||
Gross amount carried at close of period, land | 32,552 | |||
Gross amount carried at close of period, building & improvements | 148,990 | |||
Gross amount carried, total | 181,542 | |||
Balance at December 31, held for investment | 17,041 | |||
Total | $ 164,501 | |||
Useful life (in years) | 28 years | |||
Office | Office-Colorado | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 30,639 | |||
Initial cost, land | 2,359 | |||
Initial cost, building & improvements | 41,410 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | 6,906 | |||
Gross amount carried at close of period, land | 2,359 | |||
Gross amount carried at close of period, building & improvements | 48,316 | |||
Gross amount carried, total | 50,675 | |||
Balance at December 31, held for investment | 7,737 | |||
Total | $ 42,938 | |||
Useful life (in years) | 40 years | |||
Office | Office-Indiana | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 23,117 | |||
Initial cost, land | 3,773 | |||
Initial cost, building & improvements | 26,916 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | 5,188 | |||
Gross amount carried at close of period, land | 3,772 | |||
Gross amount carried at close of period, building & improvements | 32,104 | |||
Gross amount carried, total | 35,876 | |||
Balance at December 31, held for investment | 5,278 | |||
Total | $ 30,598 | |||
Useful life (in years) | 40 years | |||
Office | Office-Missouri | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 105,090 | |||
Initial cost, land | 22,079 | |||
Initial cost, building & improvements | 131,292 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (43,421) | |||
Gross amount carried at close of period, land | 14,725 | |||
Gross amount carried at close of period, building & improvements | 95,225 | |||
Gross amount carried, total | 109,950 | |||
Balance at December 31, held for investment | 17,108 | |||
Total | $ 92,842 | |||
Useful life (in years) | 39 years | |||
Office | Office-Norway | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 181,504 | |||
Initial cost, land | 55,054 | |||
Initial cost, building & improvements | 277,439 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (26,604) | |||
Gross amount carried at close of period, land | 54,214 | |||
Gross amount carried at close of period, building & improvements | 251,676 | |||
Gross amount carried, total | 305,890 | |||
Balance at December 31, held for investment | 27,546 | |||
Total | $ 278,344 | |||
Useful life (in years) | 37 years | |||
Office | Office-Pennsylvania | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 72,359 | |||
Initial cost, land | 12,480 | |||
Initial cost, building & improvements | 130,942 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (53,712) | |||
Gross amount carried at close of period, land | 7,675 | |||
Gross amount carried at close of period, building & improvements | 82,035 | |||
Gross amount carried, total | 89,710 | |||
Balance at December 31, held for investment | 12,354 | |||
Total | $ 77,356 | |||
Useful life (in years) | 40 years | |||
Retail | Retail-Illinois | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 4,201 | |||
Initial cost, land | 0 | |||
Initial cost, building & improvements | 7,338 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (3,578) | |||
Gross amount carried at close of period, land | 0 | |||
Gross amount carried at close of period, building & improvements | 3,760 | |||
Gross amount carried, total | 3,760 | |||
Balance at December 31, held for investment | 724 | |||
Total | $ 3,036 | |||
Useful life (in years) | 40 years | |||
Retail | Retail-Indiana | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 3,282 | |||
Initial cost, land | 0 | |||
Initial cost, building & improvements | 5,171 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (1,769) | |||
Gross amount carried at close of period, land | 0 | |||
Gross amount carried at close of period, building & improvements | 3,402 | |||
Gross amount carried, total | 3,402 | |||
Balance at December 31, held for investment | 564 | |||
Total | $ 2,838 | |||
Useful life (in years) | 40 years | |||
Retail | Retail-Kansas | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 5,219 | |||
Initial cost, land | 1,048 | |||
Initial cost, building & improvements | 7,023 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (3,770) | |||
Gross amount carried at close of period, land | 535 | |||
Gross amount carried at close of period, building & improvements | 3,766 | |||
Gross amount carried, total | 4,301 | |||
Balance at December 31, held for investment | 803 | |||
Total | $ 3,498 | |||
Useful life (in years) | 40 years | |||
Retail | Retail-Maine | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 908 | |||
Initial cost, land | 0 | |||
Initial cost, building & improvements | 6,317 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (3,953) | |||
Gross amount carried at close of period, land | 0 | |||
Gross amount carried at close of period, building & improvements | 2,364 | |||
Gross amount carried, total | 2,364 | |||
Balance at December 31, held for investment | 580 | |||
Total | $ 1,784 | |||
Useful life (in years) | 40 years | |||
Retail | Retail-Massachusetts | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 2,000 | |||
Encumbrances | $ 8,005 | |||
Initial cost, land | 0 | |||
Initial cost, building & improvements | 12,254 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (5,939) | |||
Gross amount carried at close of period, land | 0 | |||
Gross amount carried at close of period, building & improvements | 6,315 | |||
Gross amount carried, total | 6,315 | |||
Balance at December 31, held for investment | 1,232 | |||
Total | $ 5,083 | |||
Useful life (in years) | 40 years | |||
Retail | Retail-New Hampshire | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 2,000 | |||
Encumbrances | $ 15,484 | |||
Initial cost, land | 1,495 | |||
Initial cost, building & improvements | 21,488 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (11,097) | |||
Gross amount carried at close of period, land | 915 | |||
Gross amount carried at close of period, building & improvements | 10,971 | |||
Gross amount carried, total | 11,886 | |||
Balance at December 31, held for investment | 2,280 | |||
Total | $ 9,606 | |||
Useful life (in years) | 40 years | |||
Retail | Retail-New York | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Properties | property | 1,000 | |||
Encumbrances | $ 3,764 | |||
Initial cost, land | 0 | |||
Initial cost, building & improvements | 6,372 | |||
Capitalized subsequent to acquisition, land, buildings & improvements | (3,074) | |||
Gross amount carried at close of period, land | 0 | |||
Gross amount carried at close of period, building & improvements | 3,298 | |||
Gross amount carried, total | 3,298 | |||
Balance at December 31, held for investment | 630 | |||
Total | $ 2,668 | |||
Useful life (in years) | 40 years | |||
Buildings and improvements | Minimum | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Useful life (in years) | 1 year | |||
Buildings and improvements | Maximum | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Useful life (in years) | 40 years |
Schedule III - Real Estate an_3
Schedule III - Real Estate and Accumulated Depreciation - Schedule of Real Estate Portfolio (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | ||||
Beginning balance | $ 1,243,271 | $ 1,788,252 | ||
Real estate acquired in the Combination (Note 3) | 0 | 0 | $ 0 | |
Property acquisitions | 0 | 0 | 120,139 | |
Improvements and capitalized costs | 2,691 | 7,701 | 23,406 | |
Impairment | 0 | 0 | (265,312) | |
Dispositions | 0 | (368,065) | (103,242) | |
Effect of changes in foreign exchange rates | 9,516 | (8,765) | 3,991 | |
Ending balance | 914,588 | 1,243,271 | 1,788,252 | |
Classified as held for investment, net | 0 | 31,056 | 0 | |
Classified as held for sale, net | (31,056) | (352,914) | (193,382) | |
Gross amount carried, total | 883,532 | 921,413 | 1,594,870 | $ 2,017,252 |
Balance at December 31, held for investment | $ 100,321 | $ 82,156 | 110,074 | $ 57,562 |
Real estate owned | $ 120,100 |
Schedule III - Real Estate an_4
Schedule III - Real Estate and Accumulated Depreciation - Schedule of Accumulated Depreciation (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward] | ||||
Beginning balance | $ 118,548 | $ 124,892 | ||
Depreciation expense | 25,761 | 41,691 | $ 72,926 | |
Retirements and disposals | 0 | (34,090) | (5,368) | |
Effect of changes in foreign exchange rates | (1,224) | 873 | (228) | |
Ending balance | 106,693 | 118,548 | 124,892 | |
Classified as held for investment | 0 | 2,608 | 0 | |
Classified as held for sale | (6,372) | (39,000) | (14,818) | |
Balance at December 31, held for investment | $ 100,321 | $ 82,156 | $ 110,074 | $ 57,562 |
Schedule IV - Mortgage Loans _2
Schedule IV - Mortgage Loans on Real Estate - Mortgage Loans on Real Estate (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021USD ($)loan | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Mortgage Loans on Real Estate | ||||
Number | loan | 96 | |||
Prior Liens | $ 297,412 | |||
Unpaid Principal Balance | 3,500,658 | |||
Carrying Value | 3,485,607 | |||
Principal amount subject to delinquent principal or interest | 0 | |||
Allowance for Loan Losses | (36,598) | |||
Carrying value, net | $ 3,449,009 | $ 2,183,497 | $ 2,563,884 | $ 2,005,497 |
Percentage of total carrying value for individual loans (less than) | 3.00% | |||
Allowance for loan losses | $ 36,598 | $ 37,191 | $ 272,624 | $ 109,328 |
Loans and preferred equity held for investment, tax basis | $ 3,500,000 | |||
First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 91 | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 3,383,022 | |||
Carrying Value | 3,367,982 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Mezzanine loan | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 5 | |||
Prior Liens | $ 297,412 | |||
Unpaid Principal Balance | 117,636 | |||
Carrying Value | 117,625 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Hotel, California 1 | CALIFORNIA | Hotel | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 1 | |||
Interest rate | 5.25% | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 184,953 | |||
Carrying Value | 184,953 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Hotel, California 2 | CALIFORNIA | Hotel | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 1 | |||
Interest rate | 5.00% | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 120,000 | |||
Carrying Value | 119,608 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Office, California 1 | CALIFORNIA | Office | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 1 | |||
Interest rate | 4.40% | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 120,000 | |||
Carrying Value | 120,000 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Office, Connecticut | CONNECTICUT | Office | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 1 | |||
Interest rate | 5.65% | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 120,105 | |||
Carrying Value | 119,583 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Various Offices, USA | Various, USA | Office | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 28 | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 1,001,238 | |||
Carrying Value | 996,651 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Multifamily, California | CALIFORNIA | Multifamily | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 1 | |||
Interest rate | 6.80% | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 106,691 | |||
Carrying Value | 106,679 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Multifamily, California 1 | CALIFORNIA | Multifamily | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 1 | |||
Interest rate | 5.35% | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 183,501 | |||
Carrying Value | 183,713 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Various, Multifamily, USA | Various, USA | Multifamily | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 55 | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 1,454,381 | |||
Carrying Value | 1,444,642 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Various, Hotel, USA, First Mortgage | MINNESOTA | Hotel | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 2 | |||
Prior Liens | $ 0 | |||
Unpaid Principal Balance | 92,153 | |||
Carrying Value | 92,153 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Various Hotels, USA | Various, USA | Hotel | Mezzanine loan | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 2 | |||
Prior Liens | $ 179,490 | |||
Unpaid Principal Balance | 41,040 | |||
Carrying Value | 41,160 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Multifamily, Various, USA | Various, USA | Multifamily | Mezzanine loan | ||||
Mortgage Loans on Real Estate | ||||
Number | loan | 3 | |||
Prior Liens | $ 117,922 | |||
Unpaid Principal Balance | 76,596 | |||
Carrying Value | 76,465 | |||
Principal amount subject to delinquent principal or interest | $ 0 | |||
Minimum | Various Offices, USA | CALIFORNIA | Office | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 3.40% | |||
Minimum | Various, Multifamily, USA | CALIFORNIA | Multifamily | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 3.00% | |||
Minimum | Various, Hotel, USA, First Mortgage | CALIFORNIA | Hotel | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 4.75% | |||
Minimum | Various Hotels, USA | Various, USA | Hotel | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 11.50% | |||
Minimum | Multifamily, Various, USA | Various, USA | Multifamily | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 9.45% | |||
Maximum | Various Offices, USA | CALIFORNIA | Office | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 5.90% | |||
Maximum | Various, Multifamily, USA | CALIFORNIA | Multifamily | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 5.50% | |||
Maximum | Various, Hotel, USA, First Mortgage | CALIFORNIA | Hotel | First mortgage loans | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 5.00% | |||
Maximum | Various Hotels, USA | Various, USA | Hotel | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 11.50% | |||
Maximum | Multifamily, Various, USA | Various, USA | Multifamily | ||||
Mortgage Loans on Real Estate | ||||
Interest rate | 13.00% |
Schedule IV - Mortgage Loans _3
Schedule IV - Mortgage Loans on Real Estate - Reconciliation of Carrying Value of Commercial Real Estate Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Loan carrying value | $ 3,485,607 | $ 2,220,688 | |
Loans and preferred equity held for investment, net | 3,449,009 | 2,183,497 | $ 2,576,332 |
SEC Schedule, 12-29, Real Estate Companies, Investment in Movement in Mortgage Loans on Real Estate [Roll Forward] | |||
Balance at January 1 | 2,183,497 | 2,563,884 | 2,005,497 |
Acquisitions/originations/additional funding | 1,758,090 | 296,648 | 1,337,583 |
Loan maturities/principal repayments | (501,007) | (463,729) | (444,736) |
Foreclosure of loans held for investment | 0 | 0 | (174,048) |
Discount accretion/premium amortization | 6,706 | 7,668 | 6,293 |
Capitalized interest | 1,130 | (1,049) | 12,190 |
Provision for loan losses | 593 | (85,744) | (220,572) |
Charge-off | 0 | 41,036 | 46,693 |
Effect of CECL adoption | 0 | (20,847) | 0 |
Transfer to loans held for sale | 0 | (154,370) | (5,016) |
Balance at December 31 | $ 3,449,009 | $ 2,183,497 | 2,563,884 |
Senior loan | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Loan carrying value | 12,600 | ||
Loans and preferred equity held for investment, net | $ 12,400 |